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HomeMy WebLinkAbout19 SA40790A and Res SA-RDA-85 - Pacific West Communities APN 694-310-006STAFF REPORT SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ECONOMIC DEVELOPMENT MEETING DATE: August 26, 2021 PREPARED BY: Martin Alvarez, Director of Economic Development REQUEST: Adoption of a Resolution of the Board of the Successor Agency to the Palm Desert Redevelopment Agency authorizing a Purchase and Sale Agreement with Pacific West Communities, Inc. for an approximate +/-11.94-acre portion of APN 694-310- 006. Recommendation By Minute Motion, that the Successor Agency Board: 1. Waive further reading and adopt Successor Agency Resolution No. SA-RDA-84, a resolution authorizing the Executive Director to enter into and execute a Purchase and Sale Agreement (the "PSA") by and between the Successor Agency to the Palm Desert Redevelopment Agency ("SARDA") and Pacific West Communities, Inc. (the "Developer") for an approximate +/-11.94-acre portion of APN 694-310-006, located along Gerald Ford Drive. Such authorization is subject to approval of the PSA by the Countywide Oversight Board of the County of Riverside (the "Oversight Board") and, if required, the approval or deemed approval by the State Department of Finance (the "DOF"). 2. Authorize the purchase price at fair market value ($4,500,000) per the appraisal performed by Novogradac Consulting, LLP, dated March 25, 2021. 3. Authorize the Executive Director in consultation with SARDA legal counsel, to make changes to the PSA as they deem appropriate or necessary and are consistent with the purposes of the proposed resolution. Strategic Plan Land Use, Housing & Open Space Priority 2: Facilitate development of high -quality housing for people of all income levels. Executive Summary Approval of staff's request will authorize the Executive Director to enter into and execute the PSA between SARDA and the Developer to sell an approximate +/-11.94-acre portion of APN 694-310-006 (the "Property"), located on the south side of Gerald Ford Drive at August 26, 2021 - Open Session Staff Report SARDA - Pacific West Communities, Inc., Purchase and Sale Agreement Page 2 of 3 the intersection of Rembrandt Parkway directly east of the Riverside County Sheriff Station to the Developer. This, in turn, should allow the Developer to submit an application to the California Debt Limit Allocation Committee (CDLAC), California Tax Credit Allocation Committee for State Tax Credits and any other funding source. The sale of the Property is for fair market value ($4,500,000) per the appraisal performed by Novogradac Consulting, LLP, dated March 25, 2021 (see attached). The PSA must be approved by the Oversight Board. If the PSA is approved by the SARDA Board, the PSA will be presented to the Oversight Board for approval at its September or November scheduled meeting. Following Oversight Board approval, if required, the PSA will be submitted to the DOF for its review and approval or deemed approval. The Developer proposes to construct a 269-unit multi -family residential apartment community for households with incomes between 30% and 80% of the area median income. The PSA contains conditions that must be met prior to the close of escrow, which include that the Developer must have entered into and satisfied the conditions of funding contained in a loan agreement with the Palm Desert Housing Authority (the "Authority"), receive approval by the City of all project entitlements, be permit ready for construction, and receive funding approval from multiple funding sources including tax-exempt bond allocation, federal and state tax credits. The Authority loan will be a low interest loan in the amount of $6,030,000 to fund acquisition and construction costs and will contain requirements related to the Developer's obligation to construct the Project and to restrict the units for rent to low income, very low income and extremely low income households at affordable rents for fifty-five years. Background On September 2020, the SARDA Board authorized the Executive Director to enter into an Exclusive Negotiating Agreement (the "ENA") with the Developer for the purpose of negotiating the terms and conditions upon which SARDA would sell the Property to the Developer to develop the Project. The ENA required the Developer to: Perform due diligence on the Property. Develop a conceptual site plan that includes a Project scope, conceptual architecture and site design, parking layout, conceptual landscape plan, along with unit counts and conceptual unit floor plans for the Project. Submit a preliminary schedule of a proposed closing and construction timeline for the Project. Submit a preliminary pro forma, including affordability details and funding structure. The Developer has met the conditions of the ENA and desires to enter into the PSA and secure approvals/project entitlements from all governing bodies, including the City, Authority, Oversight Board, and, if required, the DOF. The Developer desires to apply for tax-exempt bond allocation, federal and state tax credits to fund the construction of the Project. In connection with the application, the -2- 12812-0001\2546229v2.doc August 26, 2021 - Open Session Staff Report SARDA - Pacific West Communities, Inc., Purchase and Sale Agreement Page 3 of 3 Developer must present evidence that the Property is within the Developer's control. The PSA, if timely approved by the SARDA Board, the Oversight Board, and, if required, the DOF, will allow the Developer to meet this condition to submit an application to the funding entities. Attached for the Board's consideration is the PSA. The PSA will terminate automatically if all of the conditions contained therein (including those described above) are not satisfied on or before December 31, 2022. Currently, the Property is not subject to the requirements of the Surplus Land Act (State of California Government Code Title 5, Div. 2, Part 1, Art. 8, sections 54220-54234). This is because SARDA entered into the ENA for the Property prior to December 31, 2020. If the Developer fails to meet the terms of the PSA and close escrow by December 31, 2022, the Property will become subject to the requirements of the Surplus Land Act. Staff is recommending that the SARDA Board authorize the Executive Director to enter into and execute the PSA. If the SARDA Board approves the PSA in tonight's open session meeting, the PSA and approving resolution will be submitted to the Oversight Board staff in sufficient time to have the PSA included on the agenda for the Oversight Board's September or November scheduled meeting. Fiscal Analysis Selling the Property will generate $4,500,000 in sale proceeds. Consistent with the DOF- approved SARDA Long Range Property Management Plan, the sale proceeds, net of reasonable costs of sale, will be remitted by SARDA to the County for distribution to the affected taxing entities. The City of Palm Desert is a taxing entity and is eligible to receive approximately three percent (3%) of the net sales proceeds. LEGAL REVIEW DEPT. REVIEW R.H. Robert W. Hargreaves City Attorney M arti,v, A L,va-rez Martin Alvarez Director of Economic Development FINANCIAL REVIEW Joy Lug For Janet M. Moore Director of Finance City Manager: L. Todd Hileman: L. Todd r- Levu.avA, ASSISTANT CITY MANAGER .Andy :Firestine Andy Firestine Assistant City Manager Attachments: Purchase and Sale Agreement Novogradac Consulting, LLP, Appraisal dated MrarOch 25, 2021 Project Site Map ON OR- -3- VERIFIED BY: MN/ C Orig.i-nal on file with City Clerk's Office PIES' FkirnilL,Jc iati6,1,A%Sf6rkle, (�1Llnrlr�r,ila., II KtIIy ems:/V ie_ 12812-0001\2546229v2.doc BY SA -RDA 5-0 [This page has intentionally been left blank.] RESOLUTION NO. SA-RDA-85 A RESOLUTION OF THE BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY APPROVING A PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS BY AND BETWEEN THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY AND PACIFIC WEST COMMUNITIES, INC. REGARDING THE SUCCESSOR'S AGENCY SALE OF AN APPROXIMATELY 11.94 ACRE PORTION OF THE PROPERTY LOCATED ALONG GERALD FORD DRIVE AND IDENTIFIED AS APN 694-310-006 PURSUANT TO SUCCESSOR AGENCY'S LONG RANGE PROPERTY MANAGEMENT PLAN AND TAKING RELATED ACTIONS RECITALS: A. Pursuant to AB X1 26 (enacted in June 2011) and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the former Palm Desert Redevelopment Agency (the "Former Agency") was dissolved as of February 1, 2012, the Successor Agency to the Palm Desert Redevelopment Agency (the "Successor Agency"), as the successor entity to the Former Agency, was constituted, and a board of the Successor Agency (the "Board") was established. B. AB X1 26 added Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) to Division 24 of the California Health and Safety Code ("HSC") (such Parts 1.8 and 1.85, including amendments and supplements enacted after AB X1 26, being referred to herein as the "Dissolution Act"). C. Pursuant to HSC Section 34179, commencing on July 1, 2018, the Countywide Oversight Board of the County of Riverside (the "Countywide Oversight Board") has jurisdiction over the Successor Agency and such Countywide Oversight Board replaced the local oversight board to the Successor Agency established upon the dissolution of the Former Agency (the "Oversight Board"). D. Pursuant to the Dissolution Act, the Successor Agency is tasked with winding down the affairs of the Former Agency. E. Pursuant to HSC Section 34175(b), all real properties of the Former Agency transferred to the control of the Successor Agency by operation of law. F. On May 5, 2014, the Oversight Board adopted Resolution No. OB-073, approving a Long -Range Property Management Plan (the "Original LRPMP") which addresses the disposition of the real properties owned by the Successor Agency. G. On June 2, 2014, the State Department of Finance (the "DOF") approved the Original LRPMP. RESOLUTION NO. SA-RDA-84 H. On September 21, 2015, the Oversight Board approved an amendment to the Original LRPMP (the "LRPMP Amendment"). I. On December 9, 2015, the DOF approved the LRPMP, as amended by the LRPMP Amendment (the "LRPMP"). J. Pursuant to HSC Section 34191.3, the DOF-approved LRPMP shall govern, and supersede all other provisions of the Dissolution Act relating to the disposition and use of the real property assets of the Former Agency. K. Under the LRPMP, the Successor Agency is authorized to sell the real property located in the City of Palm Desert located along Gerald Ford Drive and identified as APN 694-310-006 (the "Site"). L. The Successor Agency and Pacific West Communities, Inc. (the "Developer") entered into an Exclusive Negotiation Agreement (the "ENA"), dated as of October 21, 2020, for the purpose of negotiating in good faith the terms and conditions upon which the Successor Agency would sell to the Developer the approximately +/- 11.94-acre portion of the Site which is described in Exhibit "A", attached hereto and incorporated herein (the "Property"). M. Pursuant to authority set forth in the ENA, the Executive Director of the Successor Agency extended the term of the ENA to April 27, 2021. N. On April 22, 2021, the Board of the Successor Agency further extended the term of the ENA to October 27, 2021, pursuant to the First Amendment to the ENA. O. Provided the Property is sold by December 31, 2022, the Property is not subject to the Surplus Lands Act (Government Code Title 5, Division 2, Part 1, Article 8, Sections 54220-54234) because the ENA was entered into prior to December 31, 2020. P. An appraisal of the Property was ordered from Novogradac Consulting, LLP, received and dated March 25, 2021. The report places the current appraised value of the Property at $4,500,000. Q. The Board is adopting this Resolution to approve an Agreement for Purchase and Sale and Escrow Instructions for the sale of the Property to the Developer for a purchase price equal to its appraised value and to authorize staff to supply the necessary materials for review by the Countywide Oversight Board. R. Under the Dissolution Act, the Countywide Oversight Board must approve the Successor's Agency sale of the Property to the Developer. NOW, THEREFORE, THE BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: -2- 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 Section 1. The above recitals, and each of them, are true and correct and are a substantive part of this Resolution. Section 2. The Agreement for Purchase and Sale and Escrow Instructions, in the form attached hereto as Exhibit "B", (the "PSA"), is hereby approved. The Executive Director of the Successor Agency is hereby authorized to execute and deliver, for and in the name of the Successor Agency, the PSA in substantially such form, with such changes thereto as the Executive Director, in consultation with the Successor Agency legal counsel, may deem appropriate or necessary and consistent with the purposes of this Resolution (such approval to be conclusively evidenced by the execution and delivery thereof), provided that such execution and delivery shall occur after the effective date of a resolution of the Countywide Oversight Board approving the Successor Agency's execution and delivery of the PSA, and, if required, the approval or deemed approval by the DOF. Section 3. The Countywide Oversight Board is hereby requested to approve the Successor Agency's sale of the Property to the Developer and the execution and delivery of the PSA by the Successor Agency in substantially the form attached hereto as Exhibit Section 4. The members of this Board and the staff of the Successor Agency are hereby authorized, jointly and severally, to do all things which they may deem necessary or proper to effectuate the purposes of this Resolution and the sale of the Property, and any such actions previously taken are hereby ratified and confirmed. APPROVED and ADOPTED this 26th day of August, 2021. AYES: NOES: ABSENT: ABSTAIN: ATTEST: NORMA I. ALLEY, SECRETARY TO PALM DESERT SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY -3- KATHLEEN KELLY, CHAIRMAN 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 EXHIBIT "A" The Land referred to herein below is situated in the City of Palm Desert, County of Riverside, State of California, and is described as follows: LEGAL DESCRIPTION A PORTION OF PARCEL 1 OF THAT CERTAIN CERTIFICATE OF COMPLIANCE NO. 88-1, RECORDED JUNE 1, 1988 AS INSTRUMENT NO. 146461 OF OFFICIAL RECORDS. IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, LOCATED IN THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 32, TOWNSHIP 4 NORTH, RANGE 6 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 1; THENCE NORTH 89°55'15' EAST, ALONG THE NORTHERLY LINE OF SAID PARCEL 1, SAID LINE ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF GERALD FORD DRIVE, A DISTANCE OF 514.35 FEET; THENCE SOUTH 47'23'23" EAST, A DISTANCE OF 34.01 FEET; THENCE SOUTH 00°03'36" WEST, A DISTANCE OF 942.64 FEET; THENCE NORTH 89°56'24" WEST, A DISTANCE OF 539.40 FEET; THENCE NORTH 00°03'36" EAST, ALONG THE WESTERLY LINE OF SAID PARCEL 1 AND THE SOUTHERLY EXTENSION THEREOF, A DISTANCE OF 964.39 FEET, TO THE POINT OF BEGINNING; SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF - WAY OF RECORD. CONTAINING 520,257 SQUARE FEET OR 11.943 ACRES MORE OR LESS. AS DEPICTED ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF. THIS LEGAL DESCRIPTION DOES NOT DESCRIBE A LEGAL PARCEL OF LAND. IT IS NOT TO BE USED FOR CONVEYANCE OR FINANCING OR ANY OTHER PURPOSE THAT WOULD BE A VIOLATION OF THE CALIFORNIA SUBDIVISION MAP ACT. 1 OF 1 -4- 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 0' EXHIBIT 'B' P.O.B. NW CDR PARCEL 1 CERTIFICATE OF COMPLIANCE NO. 88-1 INST NO. 1988-1484.61 GERALD FORD DRIVE N 89'55' 15- E 514.35' jA 5 4723'23" EJ 34.01' Za95cn R 5. W \11 o � 200' 400' SCALE 1"-200' z N°• 119'C' v\ANC A R CP a0 0 ER�FF�G\\- ' • o610\ 119�a, \kEG• m S 00'03'36" W REMBRANDT PARKWAY N 89'56.24" W 539.40' �$i1 MSA CONSULTING, INC. ti PLANNING > CIVIL ENGINEERING LAND SURVEYING 34200 BOB HOPE DRIVE, RANCHO MIRAGE. CA 92270 760.320,9811 MSACONSULTINGINC.COM J.N. 2619 -5- PORTOLA AVENUE SHEET 1 OF 1 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 EXHIBIT "B" CONDITIONAL AGREEMENT August 26, 2021 Caleb Roope Pacific West Communities, Inc. 430 East State Street, Suite 100 Eagle, ID 83616 Re: Conditional Agreement Regarding Vitalia Dear Mr. Roope: The Palm Desert Housing Authority (the "Housing Authority"), has approved a request from your firm, Pacific West Communities, Inc. ("Pacific West"), to finance a loan for the purchase of a +/-11.94-acre portion of APN 694-310-006 (the "Property"), located on the south side along Gerald Ford Drive at the intersection of Rembrandt Parkway directly east of the Riverside County Sheriff Station for the fair market price (as established by a third party appraiser), in the total amount of Six Million Thirty Thousand Dollars ($6,030,000.00) (the "Housing Authority Loan") for the development of a 269-unit multi- family apartment community located on that certain real property located in the City of Palm Desert, California (the "City") and known as Vitalia Apartments (the "Project"). As of August 26, 2021, the Authority has conditionally approved of the proposed Loan commitment of the Housing Authority Loan to Six Million Thirty Thousand Dollars ($6,030,000), subject to the following: 1. Proiect. The Project will be operated for a period of fifty-five (55) years following the date of completion of the Project and issuance of a certificate of occupancy to provide affordable housing to persons and households of low and very -low income in accordance with the affordability restrictions contained in the Loan Agreement (as defined below) and in accordance with the Tax Exempt Bonds and Low -Income Housing Tax Credit financing being used by the Project. To the extent necessary, the Housing Authority shall subordinate the deed of trust securing the Housing Authority Loan to the liens and encumbrances of the Project's construction and permanent lenders. The Housing Authority will not subordinate its interests in the regulatory agreement referenced in Section 3 below, and the City will not subordinate its interest in any regulatory agreement that is required to be recorded against the Property by virtue of a density bonus granted pursuant to Ordinance No. of the City, to the liens or encumbrances of the Project's construction and permanent lenders. -6- 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 2. Proiect Owner. The Project owner shall be a California limited partnership whose administrative general partner is controlled by Pacific West Communities, Ins., an Idaho corporation, or its affiliates. 3. Housinq Authority Loan Documents. The proposed structuring of the Housing Authority Loan will be evidenced by, among other things, a loan and development agreement (the "Loan Agreement"), and a promissory note, deed of trust and regulatory agreement, (collectively, the "Loan Documents"), each in form and substance acceptable to the Housing Authority and its counsel, and executed by the Project Owner and the Housing Authority as applicable. 4. Housing Authority Loan Terms. The Housing Authority Loan shall have a term of fifty-five (55) years, commencing as of the effective date of the Loan Agreement and shall bear simple interest at three percent (3%) per annum. The Housing Authority Loan shall be repaid from fifty -percent (50%) the Project's residual receipts remaining after payment of fees (including deferred developer fees, investor fees, partnership fees, and management fees), debt service and operating expenses. 5. Affordability Restrictions. (i) A total of 81 Units are to be restricted by Health and Safety Code Sections 50106 and 50053 as Extremely -Low Income units: a. 39 one -bedroom units b. 21 two -bedroom units c. 21 three -bedroom units (ii) A total of 186 Units are to be restricted by Health and Safety Code Sections 50079.5 and 50053 (assuming rent is calculated at 80% of the Riverside County Area Median Income instead of 50% AMI) as Low Income Units: a. 92 one -bedroom units b. 46 two -bedroom units c. 47 three -bedroom units (iii) Three 2-bedroom units will be unrestricted and used as onsite manager units. 6. Construction and Permanent Lender Loan Documents. The loan documentation pertaining to the proposed construction and permanent loans to finance the Project, and all related instruments, shall be submitted to the Housing Authority for its approval and shall be in form and substance acceptable to, and approved by, the Board of the Housing Authority and its counsel. -7- 12812-0001\2546223v2.doc RESOLUTION NO. SA-RDA-84 7 Award of Tax -Exempt Bonds from CDLAC . Prior to Loan closing and funding, the Project shall have all of their funding sources committed. This includes but is not limited to have been awarded the allocation of tax- exempt bonds pursuant to an application therefor by Pacific West Communities, Inc. to the California Debt Limit Allocation Committee (CDLAC), California Tax Credit Allocation Committee for State Tax Credits and any other funding source. 8. No Third Party Beneficiaries. This letter is solely for the benefit of the Housing Authority and Pacific West Communities, Inc., and shall not inure to the benefit of, or be relied upon by, any other person or entity other than the Project Owner. 9. Counterparts. This letter may be executed in counterparts, with the same effect as if each counterpart were an original document. Very truly yours, Palm Desert Housing Authority By: Name: Its: AGREED BY PACIFIC WEST COMMUNITIES, INC.: By: Caleb Roope, President Date: , 2021 -8- 12812-0001\2546223v2.doc CONTRACT NO. SA40790A DRAFT AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS THIS AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS (this "Agreement") is dated as of , 2021 ("Effective Date"), and is entered into by and between PACIFIC WEST COMMUNITIES, INC. an Idaho corporation, (the "Buyer"), and the SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a public body (the "Seller"). RECITALS A. The Seller is the owner of certain land located in the City of Palm Desert California, and legally described in "Exhibit A" attached hereto (the "Property"). B. The Seller desires to sell the Property to the Buyer, and the Buyer desires to purchase the Property from the Seller. NOW, THEREFORE, in consideration of the mutual terms and covenants herein, and other consideration, the sufficiency of which is hereby acknowledged, the Buyer and the Seller hereby agree as follows: 1. PURCHASE PRICE; DEPOSIT. 1.1 Sale and Purchase. The Seller agrees to sell the Property to the Buyer and the Buyer agrees to purchase the Property upon the terms and conditions hereafter set forth. 1.2 Purchase Price. The purchase price to be paid by the Buyer to the Seller for the Property shall be Four Million Five Hundred Thousand Dollars ($4,500,000.00) (the "Purchase Price"). 1.3 Deposit. Within five (5) business days after the opening of escrow under Section 4.2 below, the Buyer shall make a deposit of the sum of Twenty Thousand Dollars ($20,000.00), into the escrow with Escrow Holder (as hereinafter defined) (the "Deposit"). Escrow Holder shall hold the Deposit in an interest -bearing account. Upon the Close of Escrow, the Deposit shall be credited against the Purchase Price. If the Close of Escrow does not occur as a result of a termination of this Agreement due to the failure of a condition to closing or the default of the Seller, the Deposit shall be returned to the Buyer. If the Buyer breaches any obligation hereunder, and fails to cure such breach within five (5) business days after receipt of written notice from the Seller, then the Seller may terminate this Agreement and the Escrow by giving notice, in writing, of such termination to the Buyer and Escrow Holder, and the Deposit shall be delivered by Escrow Holder to the Seller to retain as liquidated damages for the Buyer's failure to purchase the Property, as the Seller's sole and exclusive remedy. -1- 12812-0001\2546254v5.doc IF CLOSING FAILS TO OCCUR SOLELY BECAUSE OF THE BUYER'S DEFAULT, THE SELLER WILL BE DAMAGED AND WILL BE ENTITLED TO COMPENSATION FOR THOSE DAMAGES, BUT SUCH DAMAGES WILL BE EXTREMELY DIFFICULT AND IMPRACTICAL TO ASCERTAIN. THE BUYER DESIRES TO LIMIT THE AMOUNT OF DAMAGES FOR WHICH THE BUYER MIGHT BE LIABLE SHOULD BUYER BREACH THIS AGREEMENT. BOTH THE BUYER AND THE SELLER WISH TO AVOID THE COSTS AND LENGTHY DELAYS THAT WOULD RESULT IF THE SELLER FILED A LAWSUIT TO COLLECT ITS DAMAGES FOR A BREACH OF THIS AGREEMENT. IF CLOSING FAILS TO OCCUR BECAUSE OF THE BUYER'S DEFAULT, THEN THE DEPOSIT SHALL BE DEEMED TO CONSTITUTE A REASONABLE AND FINAL ESTIMATE OF THE SELLER'S DAMAGES AND SHALL BE RETAINED BY THE SELLER AS LIQUIDATED DAMAGES AS THE SELLER'S SOLE AND EXCLUSIVE REMEDY. THE SELLER AND THE BUYER ACKNOWLEDGE THAT THEY HAVE READ AND UNDERSTAND THE PROVISIONS OF THIS SECTION AND BY THEIR INITIALS IMMEDIATELY BELOW AGREE TO BE BOUND BY ITS TERMS. THE PARTIES ACKNOWLEDGE THAT THE PAYMENT OF SUCH LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369, BUT IS INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO THE SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. THIS SECTION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. BUYER'S INITIALS SELLER'S INITIALS 2. TITLE. 2.1 General. Title to the Property shall be conveyed by a grant deed in the form attached hereto as "Exhibit B" ("Grant Deed") and shall be evidenced by a CLTA Standard Coverage Form of Owner's Policy of Title Insurance, the cost of which will be borne by the Seller, or an ALTA Extended Coverage Form Policy if the Buyer elects such coverage as provided in Section 2.3 hereof ("Title Policy"), the additional cost of which, and all endorsements thereto requested by the Buyer, shall be borne by the Buyer, and issued by ("Title Company") with liability in the full amount of the Purchase Price, insuring title to the Property as vested in the Buyer, free and clear of all liens and encumbrances and other matters affecting title to the Property, except the following (which shall constitute "Approved Title Exceptions" under Section 2.4 below): Project Area; and 12812-0001 \2546254v5. doc 2.1.1 Non -delinquent real property taxes; 2.1.2 The fact that the Property is (or was) located in a Redevelopment 2.1.3 Such other matters as are approved by the Buyer. -2- 2.2 Acts After Date of Agreement. During the period from the Effective Date of this Agreement through the Close of Escrow, the Seller shall not record, or file for record or permit to be recorded or filed for record any document or instrument which will affect the title to or use of the Property without the prior written consent of the Buyer, which consent shall not be unreasonably withheld. 2.3 Option for ALTA Coverage. The Buyer shall have the option of obtaining an ALTA Extended Coverage Form Policy of Title Insurance or a CLTA Standard Coverage Form Owners Policy of Title Insurance. If the Buyer elects to obtain an ALTA Extended Coverage Form Owners Policy of Title Insurance, the Buyer shall, at its expense, procure the ALTA Extended Coverage Survey (the "Survey"). The cost of the Survey shall be borne by the Buyer. 2.4 Title Review. Not later than thirty (30) days after the Effective Date, the Seller shall deliver to the Buyer a current title report from the Title Company for the Property and copies of the title exception documents and, except as otherwise provided in Section 2.1 above, the Buyer shall have the right to disapprove the title report and title exceptions and terminate this Agreement by written notice to the Seller given within thirty (30) days after the date the Seller delivers the title report and title exceptions to the Buyer ("Title Notice Date"). If the Buyer desires ALTA title insurance, the Buyer shall conduct a Survey and shall deliver it to the Title Company and shall have the right to disapprove matters disclosed by the Survey and terminate this Agreement by written notice to the Seller prior to the Title Notice Date. If the Buyer does not timely terminate, then the following (in addition to the matters described in Section 2.1) shall be "Approved Title Exceptions": (i) all matters in said title report and the Survey, and (ii) if the Buyer fails to obtain a Survey, all matters that would have been revealed or disclosed by such Survey. 3. RIGHT OF ENTRY. 3.1 The Seller hereby grants the Buyer and its agents, employees, contractors and subcontractors (collectively "Representatives") the right of entry to the Property at reasonable times after the Effective Date and prior to the expiration of the Investigation Period, as hereinafter defined, for the purpose of conducting soils and geological investigation and testing for toxic or hazardous substances and other contamination. Such investigation shall be at the Buyer's expense. If the Buyer desires to terminate this Agreement as a result of its inspection, the Buyer may do so by written notice to the Seller given on or before the expiration of the Investigation Period, as hereinafter defined. 3.2 The Buyer shall deliver advance written notice to the Seller of its intention to enter the Property to conduct activities pursuant to this Section 3 at least one (1) business day prior to any entry onto the Property. Such notice of entry shall include the proposed dates and times of such entry, and the nature, specific location and scope of any test, investigation, or other activity upon the Property, and shall be subject to the prior approval of the Seller which should not be unreasonably delayed or withheld. The Seller and it representatives shall have the right to accompany and observe all of the Buyer's and its Representatives' activities on the Property. 3.3 All work performed by the Buyer and its Representatives will be performed diligently and in a manner consistent with the standards of care, diligence and skill 12812-0001\2546254v5.doc -3- exercised by recognized consulting firms for similar services, and in accordance with all regulatory and good management standards and the requirements of any governmental agency or entity and all applicable laws. 3.4 The Buyer and its Representatives shall promptly notify the Seller of any discovery, spill, release, or discharge of any "Hazardous Materials", as defined in Section 6.4, on, under or about the Property which is discovered, encountered, or results from or is related to the Buyer's or its Representatives' access to and/or use of the Property under this Agreement. 3.5 The Buyer and its Representatives shall remove from the Property any wastes and Hazardous Materials used in or generated solely by the activities of the Buyer or its Representatives on the Property no later than the date of completion of their environmental investigation activities and operations on the Property. 3.6 In connection with the use of the Property by the Buyer and its Representatives, the Buyer shall, at its own cost and expense, take any necessary action to keep the Property, and any improvements and personalty thereon, in good order and repair and safe condition to the extent that such Property, improvements or personalty were in such condition prior to its entry, and the whole of the Property, in a clean, sanitary and orderly condition, including, without limitation, ensuring that any holes, ditches or other indentations, as well as any mounds or other inclines created by any excavation by the Buyer or its Representatives are regraded, resurfaced and compacted. If any portion of the Property or an adjacent property, including improvements and fixtures, suffers damage or alteration by reason of the access and activities of the Buyer or its Representatives on the Property, the Buyer shall, at its own cost and expense, promptly repair all such damage and restore the Property or adjacent property to as good a condition as before such damage or alteration occurred, or if it cannot be repaired, the Buyer shall replace such damaged or altered property to the extent possible. 3.7 The Buyer agrees, at its sole cost and expense, to defend, protect, indemnify, and hold free and harmless the Seller and its directors, officers, employees, agents, and representatives, and their successors, and assigns (individually an "Indemnitee" and collectively, "Indemnitees"), free and harmless from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever ("Claims"), including fees of accountants, attorneys, expert witnesses, or other professionals, and all costs associated therewith, arising, directly or indirectly, out of, in connection with, resulting from, or related to any negligent or willful act or failure to act by the Buyer or any of its Representatives and in connection with the entry upon the Property pursuant to this Section 3, except for that portion or percentage of a Claim against an Indemnitee based on the comparative negligence or willful misconduct of such Indemnitee. The provisions of this Section 3.7 shall survive the delivery of the Grant Deed, as hereinafter defined, and the termination of this Agreement. 3.8 The period from the Effective Date until and including the sixtieth (60th) day after the Effective Date shall be referred to herein as the "Investigation Period." If for any reason the Buyer is not satisfied with the physical condition or legal status of the Property (including but not limited to applicable zoning and other regulatory matters and restrictions or conditions on the ability of the owner of the Property to develop the Property), the Buyer shall 12812-0001 \2546254v5. doc -4- have the right to terminate this Agreement by written notice to the Seller on or before the end of the Investigation Period. Upon such termination the Deposit shall be returned to the Buyer and, except as otherwise herein provided, the Buyer and the Seller shall be deemed to have released each other from any and all liability and obligations relating to the Property and this Agreement. 4. ESCROW. 4.1 Agreement to Constitute Escrow Instructions. This Agreement shall constitute escrow instructions and a copy hereof shall be deposited with the Escrow Holder, as hereinafter defined, for that purpose. 4.2 Escrow Holder. The escrow shall be opened with ("Escrow Holder"), within five (5) business days following the Effective Date by the Buyer and the Seller depositing a copy of this Agreement (or copies of executed counterparts of this Agreement) with Escrow Holder. This document shall be considered as the escrow instructions between the parties, with such further instructions as the Buyer and the Seller may provide to Escrow Holder. Any such further escrow instructions shall incorporate each and every term of this Agreement and shall provide that in the event of any conflict between the terms and conditions of this Agreement and such further escrow instructions, the terms and conditions of this Agreement shall control. 4.3 Close of Escrow. For the purposes of this Agreement, ("Close of Escrow") shall be the date on which the Grant Deed for the Property in favor of the Buyer is recorded in the Official Records of the Riverside County Recorder's Office. Provided all of the Seller's and the Buyer's obligations to be performed on or before Close of Escrow have been performed and all the conditions to the Close of Escrow set forth in this Agreement have been satisfied, escrow shall close on or before December 31, 2022 (the "Closing Date"). If the Close of Escrow does not occur on or before December 31, 2022, this Agreement and the obligations of the parties hereunder (with the exception of those which are expressly to survive the termination of this Agreement, shall automatically terminate (unless the Buyer and the Seller agree to an extension in their sole and absolute discretion) and the Escrow Holder shall distribute all funds and documents held in the escrow as provided in Section 4.6 below. All risk of loss or damage with respect to the Property shall pass from the Seller to the Buyer at the Close of Escrow. Possession of the Property shall be delivered to the Buyer upon the Close of Escrow. 4.4 Buyer Required to Deliver. Not less than five (5) business days prior to the Close of Escrow, the Buyer shall deposit into escrow the following (properly executed, notarized and acknowledged, if applicable): 4.4.1 The Purchase Price; 4.4.2 Costs to be paid by the Buyer under Section 4.9 below; 4.4.3 All other documents contemplated by this Agreement and required by Escrow Holder to be deposited by the Buyer to carry out this escrow. 12812-0001\2546254v5.doc -5- 4.5 Seller Required to Deliver. Not less than five (5) business days prior to the Close of Escrow, the Seller shall deposit into escrow the following (property executed, notarized and acknowledged, if applicable): 4.5.1 A grant deed conveying the Property to the Buyer, in the form attached hereto as "Exhibit B" and duly executed by the Seller and acknowledged (the "Grant Deed"); 4.5.2 A California 593 certificate and a federal non -foreign affidavit with respect to the Seller, if required by Escrow Holder; and 4.5.3 Any other documents contemplated by this Agreement or required by Escrow Holder or the Title Company to be deposited by the Seller to carry out this escrow. 4.6 Conditions to the Close of Escrow. The Close of Escrow shall be subject to, and conditioned upon, the satisfaction or express written waiver by the benefited party, or parties, of the following conditions (collectively, the "Closing Conditions"); 4.6.1 For the benefit of the Seller, the delivery of all documents and funds required to be delivered as provided herein; 4.6.2 For the benefit of the Buyer, the delivery by the Seller of all documents and funds required to be delivered as provided herein; 4.6.3 For the benefit of the Buyer, the Title Company shall have committed to issue at the Close of Escrow a CLTA Standard Form Owners Policy of Title Insurance or ALTA Extended Coverage Form Owners Policy of Title Insurance as provided in Section 2.1 above; 4.6.4 For the benefit of the Seller, the Buyer shall have performed, observed and complied with all covenants, agreements and conditions required by this Agreement to be performed, observed and complied with on its part prior to or as of the Close of Escrow; 4.6.5 For the benefit of the Buyer, the Seller shall have performed, observed and complied with all covenants, agreements and conditions required by this Agreement to be performed, observed and complied with on its part prior to or as of the Close of Escrow; 4.6.6 For the benefit of the Buyer and the Seller, the Property constitutes one or more separate legal parcels; 4.6.7 For the benefit of the Buyer and the Seller, the Buyer shall have applied for and been awarded a tax credit allocation as described in Section 7 of the Conditional Agreement (as defined below); 4.6.8 For the benefit of the Buyer and the Seller, the Buyer and the Palm Desert Housing Authority (the "Authority") shall have executed and delivered the loan agreement and related documents described in the Conditional Agreement Regarding Vitalia 12812-0001\2546254v5.doc -6- Multifamily Affordable Housing Project attached hereto as Exhibit "C", (the "Conditional Agreement") and the conditions precedent to the funding of the loan(s) referenced therein shall have been satisfied, and the funding shall occur simultaneously with the Close of Escrow; and 4.6.9 For the benefit of the Buyer and the Seller, all legal prerequisites to the sale of the Property to the Buyer shall have been satisfied. In the event that the conditions to Close of Escrow are not timely satisfied for a reason other than a default of the Buyer or the Seller under this Agreement, then upon termination of this Agreement, Escrow Holder shall promptly return to the Buyer all funds (and all interest accrued thereon) and documents deposited by the Buyer in escrow and to return to the Seller all funds and documents deposited by the Seller in escrow and which are held by Escrow Holder on the date of the termination (less, in the case of the party otherwise entitled to such funds, however, the amount of any cancellation charges required to be paid by such party under Section 4.11 below). 4.7 Recordation of Grant Deed; Delivery of Funds; Delivery of Possession. Upon receipt of the funds and instruments described in this Section 4, Escrow Holder shall cause the Grant Deed to be recorded in the office of the County Recorder of Riverside County, California. Thereafter, Escrow Holder shall deliver the proceeds of this escrow (less appropriate charges) to the Seller. Upon Close of Escrow, the Seller shall deliver possession and legal title of the Property to the Buyer, free and clear of any leases or occupancies. 4.8 Prorations. All real and personal property taxes and shall be prorated between the Buyer and the Seller as of the Close of Escrow, which in the case of taxes and assessments shall be based on the latest available tax information. Any supplemental or escape real estate taxes and assessments on the Property attributable to the period prior to the Close of Escrow shall be paid by the Seller outside of the escrow. All prorations shall be determined on the basis of a 360-day year. All taxes and assessments applicable to the Property from the date of Close of Escrow and thereafter shall be the Buyer's sole responsibility. 4.9 Costs of Escrow. 4.9.1 The Seller shall pay: (a) The premium for the CLTA Standard Title Policy; (b) One-half (%) of the escrow fees and reasonable and customary escrow costs; and (c) Any other closing costs or charges not expressly provided for herein and customarily paid by a Seller of real property in Riverside County, California. 4.9.2 The Buyer shall pay: 12812-0001\2546254v5.doc -7- (a) One-half (1/2) of the escrow fees and reasonable and customary escrow fees; (b) The cost of recording the Grant Deed, if any; (c) The cost of documentary transfer taxes in connection with the recordation of the Grant Deed, if any; (d) The excess cost of an ALTA extended title policy, if the Buyer has so elected; and (e) Any other closing costs or charges not expressly provided for herein and customarily paid by a Buyer of real property in Riverside County, California. 4.10 Broker's Commission. The Buyer and the Seller represent to one another that no broker or finder has been engaged in connection with the transaction contemplated by this Agreement, or to its knowledge is in any way connected with such transaction. Each party covenants and agrees that any other broker fee or commission, which may be due or payable in connection with the closing of the transaction contemplated by this Agreement through its dealings with that party, shall be borne solely by that party. The Buyer hereby agrees to indemnify, defend, protect and hold harmless the Indemnitees, from and against all claims of any agent, broker, finder or other similar party arising from or in connection with its activities relating to the sale of the Property to the Buyer by the Seller. Notwithstanding anything to the contrary contained herein, the provisions of this Section 4.10 shall survive the delivery of the Grant Deed and the termination of this Agreement. 4.11 Escrow Cancellation Charges. In the event that this escrow shall fail to close by reason of the default of either party hereunder, the defaulting party shall be liable for all escrow and title cancellation charges. In the event that the escrow shall fail to close for any other reason, each party shall pay one-half ('/2) of all escrow and title cancellation charges. 5. EMINENT DOMAIN OR TAKING; PHYSICAL DAMAGE OR DESTRUCTION. 5.1 If, prior to the Close of Escrow, any material portion of the Property is taken or if the access thereto or available parking area therefor is reduced or restricted by eminent domain or otherwise (or becomes the subject of a pending, threatened or contemplated taking which has not been consummated), the Seller shall immediately notify the Buyer of such fact. In such event, the Buyer shall have the option, in its sole and absolute discretion, to terminate this Agreement upon written notice to the Seller given not later than ten (10) business days after receipt of the Seller's notice. If the Buyer does not exercise this option to terminate this Agreement, neither party shall have the right to terminate this Agreement, but the Seller shall assign and turn over to the Buyer, and the Buyer shall be entitled to receive and keep, all awards for the taking by eminent domain which accrue to the Seller, and the parties shall proceed to the Close of Escrow pursuant to the terms hereof, without modification of the terms of this Agreement and without any reduction in the Purchase 12812-0001 \2546254v5. doc -8- Price. Unless and until this Agreement is terminated, the Seller shall take no action with respect to any eminent domain proceeding without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed. 5.2 If, prior to the Close of Escrow, any material portion of the Property is physically damaged or destroyed due to any cause, natural or otherwise, including, without limitation, (i) fire or flooding, (ii) any destructive seismic or geological conditions such as any earthquake or tremor, subsidence, or unstable subsurface conditions; or (iii) a condition arising from any discharge of Hazardous Materials or other violation of any Environmental Laws, the Seller shall immediately notify the Buyer of such fact. In such event, the Buyer shall have the option, in its sole and absolute discretion, to terminate this Agreement upon written notice to the Seller given not later than ten (10) business days after receipt of the Seller's notice. If the Buyer does not exercise this option to terminate this Agreement, neither party shall have the right to terminate this Agreement, but the Seller shall assign and turn over, and the Buyer shall be entitled to receive and keep, all insurance proceeds paid by the Seller's insurer in connection with such damage or destruction, and the parties shall proceed to the Close of Escrow pursuant to the terms hereof, without modification of the terms of this Agreement and without any reduction in the Purchase Price. Unless and until this Agreement is terminated, the Seller shall take no action with respect to any such damage and destruction without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed. 6. CONDITION OF PROPERTY; "AS -IS" SALE; INDEMNITY AND RELEASE. 6.1 There are no representations or warranties of any kind whatsoever, express or implied, made by the Seller, including, without limitation, any representation or warranty concerning the potential use, development or physical condition of the Property (including the presence of any Hazardous Materials, as hereinafter defined) or any income, expenses, or any other matter or thing arising or related to the Property. Except as otherwise expressly provided for herein, the purchase of the Property hereunder is and will be made on an "AS IS AND WITH ALL FAULTS" basis. The Seller shall not be required to make any repairs, alterations or improvements to the Property, except as expressly provided in this Agreement. The Buyer shall fully investigate the Property, including, but not limited to, analysis of soils and Hazardous Materials, zoning and use issues and other matters which a prudent purchaser would deem necessary, and in the event the Buyer shall purchase the Property, the Buyer will be relying entirely on its own investigation of the Property. 6.2 FOLLOWING THE CLOSING AND EXCLUDING ANY CLAIMS FOR BREACH BY THE SELLER UNDER THIS AGREEMENT, THE BUYER HEREBY WAIVES ITS RIGHT TO RECOVER FROM AND FULLY AND IRREVOCABLY RELEASES THE SELLER, AND ITS DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS AND CONTRACTORS (COLLECTIVELY, THE "RELEASED PARTIES") FROM ANY AND ALL CLAIMS, RESPONSIBILITY AND/OR LIABILITY THAT THE BUYER MAY NOW HAVE OR HEREAFTER ACQUIRE AGAINST ANY OF THE RELEASED PARTIES FOR ANY COSTS, LOSSES, LIABILITIES, DAMAGES, EXPENSES, CLAIMS, DEMANDS, ACTION OR CAUSE OF ACTION ARISING FROM HAZARDOUS MATERIALS IN, ON OR UNDER THE PROPERTY. THIS RELEASE INCLUDES CLAIMS OF WHICH THE BUYER IS PRESENTLY UNAWARE OR WHICH THE BUYER DOES NOT PRESENTLY SUSPECT TO EXIST WHICH, IF KNOWN BY THE BUYER, WOULD MATERIALLY AFFECT THE 12812-0001\2546254v5.doc -9- BUYER'S RELEASE OF THE RELEASED PARTIES. IF THE PROPERTY IS NOT IN A CONDITION SUITABLE FOR THE INTENDED USE OR USES, THEN IT IS THE SOLE RESPONSIBILITY AND OBLIGATION OF THE BUYER TO TAKE SUCH ACTION AS MAY BE NECESSARY TO PLACE THE PROPERTY IN A CONDITION SUITABLE FOR DEVELOPMENT. THE BUYER HEREBY ACKNOWLEDGES THAT IT HAS READ AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH IS SET FORTH BELOW: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY." BY INITIALING BELOW, THE BUYER HEREBY WAIVES THE PROVISIONS OF CIVIL CODE SECTION 1542 SOLELY IN CONNECTION WITH THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES. Buyer's Initials The waivers and releases by the Buyer herein contained shall survive the Close of Escrow and the delivery of the Grant Deed. 6.3 To the full extent permitted by law, following the Closing, the Buyer shall defend, indemnify and hold the Indemnitees harmless from and against any and all claims, losses, damages, costs and expenses arising from or relating to the presence of Hazardous Materials in, on or under the Property, other than those known by the Seller to be present at the Close of Escrow but not disclosed to the Buyer prior to the end of the Investigation Period. This Section 6.3 shall survive the delivery of the Grant Deed and the termination of this Agreement. 6.4 The term "Hazardous Materials" as used in this Agreement shall mean and include the following, including mixtures thereof: any hazardous substance, pollutant, contaminant, waste, by-product or constituent regulated under the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq.; oil and petroleum products and natural gas, natural gas liquids, liquefied natural gas and synthetic gas usable for fuel; pesticides regulated under the Federal Insecticide, Fungicide, and Rodenticide Act, 7 U.S.C. Section 136 et seq.; asbestos and asbestos -containing materials, PCBs and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; source material, special nuclear material, by-product material and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act or the Nuclear Waste Policy Act of 1982; chemicals subject to the OSHA Hazard Communication Standard, 29 C.F.R. Section 1910.1200 et seq.; industrial process and pollution control wastes, whether or not hazardous within the meaning of the 12812-0001\2546254v5.doc -10- Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; any substance defined as a "hazardous substance" in California Civil Code Section 2929.5(e)(2) or California Code of Civil Procedure Section 736(f)(3); and any other substance or material regulated by any Environmental Laws, defined below. 6.5 The term "Environmental Laws" as used in this Agreement shall mean and include all federal, state and local statutes, ordinances, regulations and rules in effect on or prior to the Effective Date hereof relating to environmental quality, health, safety, contamination and clean-up, including, without limitation, the Clean Air Act, 42 U.S.C. Section 7401 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; and the Water Quality Act of 1987; the Federal Insecticide, Fungicide, and Rodenticide Act 7 U.S.C. Section 136 et seq.; the Marine Protection, Research, and Sanctuaries Act, 33 U.S.C. Section 1401 et seq.; the National Environmental Policy Act, 42 U.S.C. Section 4321 et seq.; the Noise Control Act, 42 U.S.C. Section 4901 et seq.; the Occupational Safety and Health Act, 29 U.S.C. Section 651 et seq.; the Resource Conservation and Recovery Act 42 U.S.C. Section 6901 et seq.; as amended by the Hazardous and Solid Waste Amendments of 1984; the Safe Drinking Water Act, 42 U.S.C. Section 300f et seq.; the Comprehensive Environmental Response, Compensation and Liability Act 42 U.S.C. Section 9601 et seq.; as amended by the Superfund Amendments and Reauthorization Act, the Emergency Planning and Community Right -to -Know Act and the Radon Gas and Indoor Air Quality Research Act; the Toxic Substances Control Act 15 U.S.C. Section 2601 et seq.; the Atomic Energy Act, 42 U.S.C. Section 2011 et seq.; and the Nuclear Waste Policy Act of 1982, 42 U.S.C. Section 10101 et seq.; and state and local environmental statutes and ordinances, and implementing regulations and rules. 7. INCORPORATION OF EXHIBITS. All exhibits attached hereto and referred to herein are incorporated in this Agreement as though fully set forth herein. 8. ATTORNEYS' FEES. In any action between the Buyer and the Seller seeking enforcement of any of the terms and provisions of this Agreement, or in connection with the Property, the prevailing party in such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable costs and expenses, not limited to taxable costs, reasonable attorneys' fees and reasonable fees of expert witnesses. 9. NOTICES. All notices, requests, demands and other communication given or required to be given hereunder shall be in writing and sent by first class United States registered or certified mail, postage prepaid, return receipt requested, or sent by a nationally recognized courier service such as Federal Express, duly addressed to the parties as follows: To Seller: To Buyer: 12812-0001 \2546254v5. doc Successor Agency to the Palm Desert Redevelopment Agency 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: L. Todd Hileman, Executive Director Pacific West Communities, Inc. 430 E. State Street, Suite 100 Eagle, ID 83616 Attn: Caleb Roope -11- With a copy to: Katten Muchin Rosenman LLP 525 W. Monroe St. Chicago, IL 60661-3693 Attn: David Cohen Delivery of any notice or other communication hereunder shall be deemed made on the date indicated in the return receipt or courier's records as the date of delivery or as the date of first attempted delivery, if sent by mail or courier service. Any party may change its address for purposes of this Section by giving notice to the other party as herein provided. 10. ASSIGNMENT. Neither this Agreement nor any interest herein may be assigned by either party without the prior written consent of the other party, provided that the Buyer may assign its interest hereunder to a California limited partnership pursuant to which the administrative general partner is controlled by the Buyer. 11. BINDING EFFECT. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto, and their successors and assigns. 12. ENTIRE AGREEMENT. This Agreement contains all of the agreements of the parties hereto with respect to the matters contained herein, and all prior or contemporaneous agreements or understandings, oral or written, pertaining to any such matters are merged herein and shall not be effective for any purpose. No provision of this Agreement may be amended, supplemented or in any way modified except by an agreement in writing signed by the parties hereto or their respective successors in interest and expressly stating that it is an amendment of this Agreement. 13. HEADINGS. The headings of this Agreement are for purposes of reference only and shall not limit or define the meaning of the provisions of this Agreement. 14. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 15. TIME OF THE ESSENCE. Time is of the essence of this Agreement. 16. THIRD PARTIES. Nothing contained in this Agreement, expressed or implied, is intended to confer upon any person, other than the parties hereto and their successors and assigns, any rights or remedies under or by reason of this Agreement. 17. SEVERABILITY. If any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein, unless such invalidity, illegality or unenforceability materially affects the economic terms of the transactions contemplated by this Agreement or the ability of either party to perform its obligations under this Agreement. In such case, either party may terminate this Agreement and the escrow upon written notice to the other party given no later than ten (10) business days after the party giving such notice becomes aware of such invalidity, illegality or unenforceability. In the event of such 12812-0001 \2546254v5. doc -12- termination, all funds deposited with Escrow Holder by the Buyer and any interest accrued thereon shall be returned to the Buyer. 18. ADDITIONAL DOCUMENTS. Each party hereto agrees to perform any further acts and to execute, acknowledge and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement. 19. GOVERNING LAW; VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict laws, principles or rules). All legal actions under, or in connection with this Agreement shall be filed and maintained by the Buyer and the Seller in courts located in Riverside County. 20. BUSINESS DAY. If the final day of any period or any date of performance (including the Investigation Period) under this Agreement falls on a Saturday, Sunday or legal holiday, then the final day of the period or the date of such performance shall be extended to the next business day. 12812-0001 \2546254v5. doc [Remainder of this page intentionally left blank] [Signatures appear on next page] -13- CONTRACT NO. SA40790A DRAFT IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. BUYER: PACIFIC WEST COMMUNITIES, INC., an Idaho corporation By: Print Name: Caleb Roope Title: President SELLER: SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a California municipal corporation By: L. Todd Hileman Executive Director Attest: M. Gloria Sanchez Secretary APPROVED AS TO FORM: Richards, Watson & Gershon By: -14- Jim G. Grayson 12812-0001\2546254v5.doc DESCRIPTION OF THE PROPERTY The Land referred to herein below is situated in the City of Palm Desert, County of Riverside, State of California, and is described as follows: EXHIBIT "A" LEGAL DESCRIPTION A PORTION OF PARCEL 1 OF THAT CERTAIN CERTIFICATE OF COMPLIANCE NO. 88-1, RECORDED JUNE 1, 1988 AS INSTRUMENT NO. 146461 OF OFFICIAL RECORDS. IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, LOCATED IN THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 32, TOWNSHIP 4 NORTH, RANGE 6 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 1; THENCE NORTH 89°55'15" EAST, ALONG THE NORTHERLY LINE OF SAID PARCEL 1, SAID LINE ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF GERALD FORD DRIVE, A DISTANCE OF 514.35 FEET; THENCE SOUTH 47°23'23" EAST, A DISTANCE OF 34.01 FEET; THENCE SOUTH 00°03'36" WEST, A DISTANCE OF 942.64 FEET; THENCE NORTH 89°56'24" WEST, A DISTANCE OF 539.40 FEET; THENCE NORTH 00°03'36" EAST, ALONG THE WESTERLY LINE OF SAID PARCEL 1 AND THE SOUTHERLY EXTENSION THEREOF, A DISTANCE OF 964.39 FEET, TO THE POINT OF BEGINNING; SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF - WAY OF RECORD. CONTAINING 520,257 SQUARE FEET OR 11.943 ACRES MORE OR LESS. AS DEPICTED ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF. THIS LEGAL DESCRIPTION DOES NOT DESCRIBE A LEGAL PARCEL OF LAND. IT IS NOT TO BE USED FOR CONVEYANCE OR FINANCING OR ANY OTHER PURPOSE THAT WOULD BE A VIOLATION OF THE CALIFORNIA SUBDIVISION MAP ACT. 12812-0001 \2546254v5. doc 1 OF 1 A-1 0' EXHIBIT 'B' GERALD FORD DRIVE P.D.B. NW COR PARCEL 1 CERTIFICATE OF COMPLIANCE NO. 88-1 INST NO. 1988-14E461 \2a1c3 �S• 1 200' 400. SCALE 1--200' 12812-0001 \2546254v5. doc N 99'55'15" E 514.35' S 4723'23" EY' 34.01' N DO-03'36" E 964.39' S 0703'36" W 942.64' REMBRANDT PARKWAY N 89.55'24" W 539.40' -, N0. OF GO �a8 8$ 0 R \GPt 30 p'1 I \9 G���� �Ns G o6 l RE MSA CONSULTING, INC. ti > PLANNING > CIVIL ENGINEERING> LAND SURVEYING 34200 BOB HOPE DRIVE, RANCHO MIRAGE. CA 92270 760320.9811 MSACONSULTINGINC.COM J.N. 2619 A-2 PORTOLA AVENUE SHEET 1 OF 1 EXHIBIT B FORM OF GRANT DEED RECORDING REQUESTED BY: Successor Agency to the Palm Desert Redevelopment Agency AND WHEN RECORDED RETURN TO AND SEND TAX STATEMENTS TO: Pacific West Communities, Inc. 430 E. State Street, Suite 100 Eagle, ID 83616 Attention: Darren Berberian APN: Space Above This Line For Recorder's Use This Grant Deed is exempt from Recording Fees pursuant to California Government Code Sections 6103 and 27383 GRANT DEED Documentary Transfer Tax: $ THE UNDERSIGNED GRANTOR DECLARES: FOR VALUABLE CONSIDERATION, the receipt of which is hereby acknowledged, the SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a public body (the "Grantor"), hereby grants to , a California limited partnership (the "Grantee"), that certain real property described in Exhibit A attached hereto (the "Property") and incorporated herein by this reference, together with all improvements located thereon and all of the Grantor's right title and interest in and to all easements, privileges and rights appurtenant to the Property. SUBJECT TO: General and special real property taxes and assessments and supplemental assessments for the current fiscal year; All liens, encumbrances, easements, covenants, conditions and restrictions of record; All matters which would be revealed or disclosed in an accurate ALTA survey of the Property. B-1- 12812-0001\2546254v5.doc IN WITNESS WHEREOF, the Grantor has executed this Grant Deed as of , 2021. GRANTOR: ATTEST: Norma I. Alley, Secretary SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a California municipal corporation By: Name: Kathleen Kelly Title: Chairman B-2- 12812-0001\2546254v5.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) On , before me, , a notary public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing Section is true and correct. WITNESS my hand and official seal. Notary Public SEAL: B-3- 12812-0001 \2546254v5. doc Exhibit A to Grant Deed The Land referred to herein below is situated in the City of Palm Desert, County of Riverside, State of California, and is described as follows: EXHIBIT "A" LEGAL DESCRIPTION A PORTION OF PARCEL 1 OF THAT CERTAIN CERTIFICATE OF COMPLIANCE NO. 88-1, RECORDED JUNE 1, 1988 AS INSTRUMENT NO. 146461 OF OFFICIAL RECORDS. IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, LOCATED IN THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 32, TOWNSHIP 4 NORTH, RANGE 6 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 1; THENCE NORTH 89°55'15' EAST, ALONG THE NORTHERLY LINE OF SAID PARCEL 1, SAID LINE ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF GERALD FORD DRIVE, A DISTANCE OF 514.35 FEET; THENCE SOUTH 47°23'23" EAST, A DISTANCE OF 34.01 FEET; THENCE SOUTH 00°03'36" WEST, A DISTANCE OF 942.64 FEET; THENCE NORTH 89°56'24" WEST, A DISTANCE OF 539.40 FEET; THENCE NORTH 00°03'36" EAST, ALONG THE WESTERLY LINE OF SAID PARCEL 1 AND THE SOUTHERLY EXTENSION THEREOF, A DISTANCE OF 964.39 FEET, TO THE POINT OF BEGINNING; SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF - WAY OF RECORD. CONTAINING 520,257 SQUARE FEET OR 11.943 ACRES MORE OR LESS. AS DEPICTED ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF. THIS LEGAL DESCRIPTION DOES NOT DESCRIBE A LEGAL PARCEL OF LAND. IT IS NOT TO BE USED FOR CONVEYANCE OR FINANCING OR ANY OTHER PURPOSE THAT WOULD BE A VIOLATION OF THE CALIFORNIA SUBDIVISION MAP ACT. 1 OF 1 B-4- 12812-0001\2546254v5.doc 0' EXHIBIT "B" GERALD FORD DRIVE PA.B.J NW CDR PARCEL 1 CERTIFICATE OF COMPLIANCE NO. 88-1 INST NO. 1988-146461 1 200' 400' SCALE 1"-200' N 89'55' 15' E 514.35' S 4723.23" EY'''. 34.01' N 00'03'36" E 964.39' m S 00'03'36° W REMBRANDT PARKWAY N 89.55'24., W 539.40' `ea�, No' P-- P�\ANCb6��� OF G° �a8 �$ 0 R • °���� \N ' o6I RE MSA CONSULTING, INC. ti PLANNING CIVIL ENGINEERING LAND SURVEYING 34200 BOB HOPE DRIVE, RANCHO MIRAGE. CA 92270 760320.9811 MSACONSULTINGINC.COM J.N. 2619 B-5- PORTOLA AVENUE SHEET 1 OF 1 12812-0001\2546254v5.doc EXHIBIT C CONDITIONAL AGREEMENT Caleb Roope Pacific West Communities, Inc. 430 East State Street, Suite 100 Eagle, ID 83616 Re: Conditional Agreement Regarding Vitalia Dear Mr. Roope: The Palm Desert Housing Authority (the "Housing Authority"), has approved a request from your firm, Pacific West Communities, Inc. ("Pacific West"), to finance a loan for the purchase of a +/- 11.94-acre portion of APN 694-310-006 (the "Property"), located on the south side along Gerald Ford Drive at the intersection of Rembrandt Parkway directly east of the Riverside County Sheriff Station for the fair market price (as established by a third party appraiser), in the total amount of Six Million Thirty Thousand Dollars ($6,030,000.00) (the "Housing Authority Loan") for the development of a 269-unit multi -family apartment community located on that certain real property located in the City of Palm Desert, California (the "City") and known as Vitalia Apartments (the "Project"). As of August , 2021 the Authority has conditionally approved of the proposed Loan commitment of the Housing Authority Loan to Six Million Thirty Thousand Dollars ($6,030,000), subject to the following: 1. Project. The Project will be operated for a period of fifty-five (55) years following the date of completion of the Project and issuance of a certificate of occupancy to provide affordable housing to persons and households of low and very -low income in accordance with the affordability restrictions contained in the Loan Agreement (as defined below) and in accordance with the Tax Exempt Bonds and Low -Income Housing Tax Credit financing being used by the Project. To the extent necessary, the Housing Authority shall subordinate the deed of trust securing the Housing Authority Loan to the liens and encumbrances of the Project's construction and permanent lenders. The Housing Authority will not subordinate its interests in the regulatory agreement referenced in Section 3 below, and the City will not subordinate its interest in any regulatory agreement that is required to be recorded against the Property by virtue of a density bonus granted pursuant to Ordinance No. of the City, to the liens or encumbrances of the Project's construction and permanent lenders. 2. Project Owner. The Project owner shall be a California limited partnership whose administrative general partner is controlled by Pacific West Communities, Ins., an Idaho corporation, or its affiliates. 3. Housing Authority Loan Documents. The proposed structuring of the Housing Authority Loan will be evidenced by, among other things, a loan and development C-1- 12812-0001 \2546254v5. doc Caleb Roope, President Pacific West Communities, Inc. agreement (the "Loan Agreement"), and a promissory note, deed of trust and regulatory agreement, (collectively, the "Loan Documents"), each in form and substance acceptable to the Housing Authority and its counsel, and executed by the Project Owner and the Housing Authority as applicable. 4. Housing Authority Loan Terms. The Housing Authority Loan shall have a term of fifty-five (55) years, commencing as of the effective date of the Loan Agreement and shall bear simple interest at three percent (3%) per annum. The Housing Authority Loan shall be repaid from fifty -percent (50%) the Project's residual receipts remaining after payment of fees (including deferred developer fees, investor fees, partnership fees, and management fees), debt service and operating expenses. 5. Affordability Restrictions. (i) A total of 81 Units are to be restricted by Health and Safety Code Sections 50106 and 50053 as Extremely -Low Income units: a. 39 one -bedroom units b. 21 two -bedroom units c. 21 three -bedroom units (ii) A total of 186 Units are to be restricted by Health and Safety Code Sections 50079.5 and 50053 (assuming rent is calculated at 80% of the Riverside County Area Median Income instead of 50% AMI) as Low Income Units: a. 92 one -bedroom units b. 46 two -bedroom units c. 47 three -bedroom units (iii) Three 2-bedroom units will be unrestricted and used as onsite manager units. 6. Construction and Permanent Lender Loan Documents. The loan documentation pertaining to the proposed construction and permanent loans to finance the Project, and all related instruments, shall be submitted to the Housing Authority for its approval and shall be in form and substance acceptable to, and approved by, the Board of the Housing Authority and its counsel. 7. Award of Tax -Exempt Bonds from CDLAC . Prior to Loan closing and funding, the Project shall have all of their funding sources committed. This includes but is not limited to have been awarded the allocation of tax-exempt bonds pursuant to an application therefor by Pacific West Communities, Inc. to the California Debt Limit Allocation Committee (CDLAC), California Tax Credit Allocation Committee for State Tax Credits and any other funding source. C-2- 12812-0001 \2546254v5. doc Caleb Roope, President Pacific West Communities, Inc. 8. No Third Party Beneficiaries. This letter is solely for the benefit of the Housing Authority and Pacific West Communities, Inc., and shall not inure to the benefit of, or be relied upon by, any other person or entity other than the Project Owner. 9. Counterparts. This letter may be executed in counterparts, with the same effect as if each counterpart were an original document. Very truly yours, Palm Desert Housing Authority By: Name: Its: AGREED BY PALM COMMUNITIES: PACIFIC WEST COMMUNITIES, INC. By: Caleb Roope, President Date: , 2021 C-3- 12812-0001 \2546254v5. doc .• NOVOGRADACTM • A MARKET VALUATION OF: PALM DESERT PROPOSED DEVELOPMENT 46.11E. A MARKET VALUATION OF: PALM DESERT PROPOSED DEVELOPMENT SITE Gerald Ford Drive Palm Desert, Riverside County, California 92211 Inspection Date: December 4, 2020 Effective Date: December 4, 2020 Report Date: March 25, 2021 Prepared for: Caleb Roope Pacific West Communities, Inc. 430 E. State Street, Suite 100 Eagle, ID 83616 Prepared by: Novogradac Consulting LLP 6700 Antioch Road, Suite 450 Merriam, KS 66204 913-677-4600 % NOVOGRADAC • Consulting LLP NOVOLGRADAC rConsulting March 25, 2021 Caleb Roope Pacific West Communities, Inc. 430 E. State Street, Suite 100 Eagle, ID 83616 Re. Appraisal - Land Proposed Development Site - Gerald Ford Drive, Palm Desert, Riverside County, California 92211 Dear Mr. Roope. We are pleased to present our findings with respect to the value of the above -referenced development site ("Subject") As requested, we provided our opinion of the as is market value of the fee simple estate. This letter serves as an introduction to the attached appraisal. Thus, the value opinions expressed in this introduction letter must be taken in context with the full appraisal report Pacific West Communities, Inc. is the client in this engagement. We understand that they will use this document for submittal to the City of Palm Desert for purposes of a pending ownership transfer, therefore, the City is also an intended user As our client, Pacific West Communities, Inc. owns this report and permission must be granted from them before another third party can use this document. We assume that by reading this report another third party has accepted the terms of the original engagement letter including scope of work and limitations of liability We are prepared to modify this document to meet any specific needs of the potential users under a separate agreement. This valuation engagement was conducted in accordance with the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute, which standards incorporate the Uniform Standards of Professional Appraisal Practice (USPAP). In accordance with these standards, we have reported our findings herein in an appraisal report, as defined by USPAP. This report is intended to comply with the reporting requirements set forth under Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice for a narrative Appraisal Report. As such, it presents limited discussions of the data, reasoning, and analyses that were used. Supporting documentation concerning the data, reasoning, and analyses is retained in the appraiser's work file. The depth of discussion contained in this report is specific to the needs of the client and for the intended use as noted herein 6700 Antioch Road, Suite 450, Merriam, Kansas 66204 www novoco corn I 913 6774600 Paim Desert Proposed Development Site Appraisal March 25. 2021 Page 2 As a result of our investigation and analysis, it is our opinion that, subject to the limiting conditions and assumptions contained herein, the estimated as is market value of the fee simple interest in the Subject, free and clear of financing, as of December 4, 2020, is FOUR MILLION FIVE HUNDRED THOUSAND DOLLARS ($4,500,000) According to the site plan provided by the developer, the Subject site consists of approximately 11 94 acres, or 520,257 square feet. The Subject site is a portion of a larger parcel consisting of approximately 25.48 acres It is an extraordinary assumption of this report that the Subject site consists of the 11 94-acre portion of the larger parcel, and that the parcel will be split and all appropriate easements will be granted as necessary. Additionally, we have included a more in-depth summary of any limiting conditions in the addenda of this report. Should the assumptions be Incorrect, the value conclusions may be impacted. The use of extraordinary assumptions may impact assignment results. Please refer to the complete Assumptions and Limiting Conditions in the Addenda of this report. We appreciate this opportunity to be of service. Please contact us if you have any comments or questions. Respectfully submitted, Novogradac & Company LLP Rachel B Denton, MAI Partner California Certified General Appraiser License #AG044228 Rachel Denton@novoco com (913) 312-4612 TABLE OF CONTENTS I. Introduction 1 II. Regional and Local Area Summary 5 III. Property Description 21 IV. Highest and Best Use 25 V. Appraisal Methodology 28 VI. Sales Comparison Approach 30 Addendum A Addendum B Addendum C Addendum D Addendum E Assumptions and LimitingConditions, Certification Qualifications of Consultants Subject Photos Exclusive Negotiation Agreement Legal Description/Site Plan I. INTRODUCTION PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL INTRODUCTION APPRAISAL ASSIGNMENT AND VALUATION APPROACH As requested, the appraisers provided the following value estimate, described and defined below. • Market Value "as is" of the fee simple interest in the property In determining the value estimate, the appraisers employed the sales comparison approach. The sales comparison approach involves a comparison of the appraised property with similar properties that have sold recently When properties are not directly comparable, sale prices may be broken down into units of comparison, which are then applied to the Subject for an indication of its likely selling price. Property Identification The Subject site is located along Gerald Ford Drive, in Palm Desert, Riverside County, California 92211. According to the site plan provided by the developer, the Subject site consists of approximately 1194 acres, or 520,257 square feet The Subject site is a portion of a larger parcel consisting of approximately 25.48 acres The site is identified by the City of Palm Desert as a portion of the following APN. 694-310-006 Photographs of the Subject are located in Addendum C Legal Description The legal description is located in Addendum E. Ownership and History of Subject According to the Riverside County Assessor's Office, the Subject site is currently owned by the Redevelopment Agency of the City of Palm Desert. We are aware of an exclusive negotiation agreement dated September 30, 2020 between the Successor Agency to the Palm Desert Redevelopment Agency (the "SARDA")and The Pacific Group (the "Developer") for negotiation of the development of the Subject property. The purchase price will be determined following the completion of this appraisal We are unaware of any transfers within the last three years Intended Use and Intended User Pacific West Communities, Inc. is the client in this engagement. We understand that they will use this document for submittal to the City of Palm Desert for purposes of a pending ownership transfer, therefore, the City is also an intended user. As our client, Pacific West Communities, Inc. owns this report and permission must be granted from them before another third party can use this document. We assume that by reading this report another third party has accepted the terms of the original engagement letter including scope of work and limitations of liability. We are prepared to modify this document to meet any specific needs of the potential users under a separate agreement Property Interest Appraised The property interest appraised is fee simple estate Date of Inspection and Effective Date of Appraisal The date of the Subject site inspection was December 4, 2020, which will serve as the effective date for this report. �• NOVOGRADAC" 2 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Scope of the Appraisal For the purposes of this appraisal, Novogradac visually inspected the Subject and comparable data. Individuals from a variety of city agencies as well as the Subject's development team were consulted (in person or by phone) Various publications, both governmental (i e. zoning ordinances) and private (i e Multiple List Services publications) were consulted and considered in the course of completing this appraisal The scope of this appraisal is limited to the gathering. verification, analysis and reporting of the available pertinent market data. All opinions are unbiased and objective with regard to value. The appraiser made a reasonable effort to collect, screen and process the best available information relevant to the valuation assignment and has not knowingly and/or intentionally withheld pertinent data from comparative analysis Due to data source limitations and legal constraints (disclosure laws), however. the appraiser does not certify that all data was taken into consideration. We believe the scope of work is appropriate for the problem stated This report involves a narrative appraisal of the Subject and conforms to the requirements of the Uniform Standards of Professional Appraisal Practice (USPAP) and the Appraisal Institute The sales comparison approach to value has been considered in this appraisal. Market Value Definition For the purposes of this assignment market value is defined as The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus Implicit in this definition is the consummation of sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. Buyer and seller are typically motivated, 2. Both parties are well informed or well advised and acting in what they consider their best interest; 3 A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U S dollars or in terms of financial arrangements comparable thereto; and, 5. The price represents normal considerations for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale 1 Compliance and Competency Provision The appraiser is aware of the compliance and competency provisions of USPAP, and within our understanding of those provisions, this report complies with all mandatory requirements, and the authors of this report possess the education, knowledge, technical skills, and practical experience to complete this assignment competently, in conformance with the stated regulations Moreover, Advisory Opinion 14 acknowledges preparation of appraisals for affordable housing requires knowledge and experience that goes beyond typical residential appraisal competency including understanding the various programs, definitions, and pertinent tax considerations involved in the particular assignment applicable to the location and development We believe our knowledge and experience in the affordable housing industry meets these supplemental standards. Unavailability of Information In general, all information necessary to develop an estimate of value of the Subject property was available to the appraisers. 1- 12 C F R Part 34 42(g). 55 Federal Register 34696. August 24. 1990 �• NOVOGRADAC. 3 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Extraordinary Assumptions (EA) and Hypothetical Conditions (HC) According to the site plan provided by the developer, the Subject site consists of approximately 11 94 acres, or 520,257 square feet. The Subject site is a portion of a larger parcel consisting of approximately 25.48 acres It is an extraordinary assumption of this report that the Subject site consists of the 11 94-acre portion of the larger parcel, and that the parcel will be split and all appropriate easements will be granted as necessary. Additionally, we have included a more in-depth summary of any limiting conditions in the addenda of this report Should the assumptions be incorrect, the value conclusions may be impacted. �• NOVOGRADAC. 4 II. REGIONAL AND LOCAL AREA SUMMARY PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL REGIONAL AND LOCAL AREA SUMMARY REGIONAL AND LOCAL AREA DESCRIPTION The Subject is located in Palm Desert, Riverside County, California, in the Riverside -San Bernardino -Ontario, CA Metropolitan Statistical Area (MSA), which is comprised of Riverside and San Bernardino Counties A map of the region is detailed below t a .I forest Los And 0 Long Beach • San Bernardino l S San Bernardlnoo Naannal Coast wi PovelS de A.nshom ® Palm Sp, r' I ®, Inille V'm aCsert V I A dom., xi lenn "OE o 4lojave tional Pre Sheephoh Valley _Wilderness Joshua Tree National Park CO Cleveland vivvt Nat dana: forest AnzaBotrego Cndliad Desert State Park San Diego Q ve . Chula Vl felt Magak at RlaRi a, Mc. -.. o. na IkTtiT It hSf3F7 itk� ntgtaka all r ()ogle act Rocprva de_ Ki:; na- y Kofa National Wildlife Refuge ()Yuma CO NOVOGRADAC. 6 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL PRIMARY AND SECONDARY MARKET AREAS The primary market area (PMA) for the Subject generally consists of the northern portion of Palm Desert and the western portion of Rancho Mirage, as well as the communities of Bermuda Dunes, Thousand Palms, and a portion of Biskra Palms. The secondary market area (SMA) for the Subject is the Riverside -San Bernardino-Ontano. CA Metropolitan Statistical Area (MSA), which is comprised of Riverside and San Bernardino Counties A map outlining the PMA can be found following. Contort". Coy Ranc Mira Thousand Palms Palm Desert The Liv to Desert Zoo an Gardens Cahuilla mils Wells al'ey Pre rve Thous. nit ILddcn 'ahny. 3. Bermuda Dunes Rancho La Quinta Gull Club P-jlrn r InJ.o Hill Indio m U ©Indian Palms Country Club & Resort Google NOVOGRADAC. 7 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Proximity to Metropolitan Area The following table illustrates distances from Palm Desert to surrounding cities. PROXIMITY TO MAJOR CITIES uRd1 L,,,Gi LIds lads IGing itS Palm Springs. CA 10 miles Riverside. CA San Diego. CA Los Angeles, CA Phoenix. AZ 59 miles 87 miles 109 miles 250 miles Public Transportation Bus: Bus transportation within Palm Desert is provided by SunLine Transit Agency, which offers 19 bus routes throughout the Coachella Valley Adult one-way fares are $1 00, and reduced fares are $0 85 for youth ages 5-19 and $0.50 for seniors and disabled riders. The nearest bus stop is located approximately 1.7 miles west of the Subject site. Rail: There is no commuter rail service offered in Palm Desert Healthcare The nearest full -service hospital is Eisenhower Health, which is located approximately 2.2 miles from the Subject Eisenhower Health is a 463-bed hospital, which offers a range of medical and surgical services, including cancer services, diabetes services, heart and vascular services, an emergency department. a neurology center, and orthopedic services, among others. School District The Subject is located in the Palm Springs Unified School District, which consists of 15 elementary schools, five middle schools, and four high schools. According to the school locator on the school district's website, the Subject property is located in the assigned area for Rancho Mirage Elementary School, Nellie Coffman Middle School, and Rancho Mirage High School Total Population The table below illustrates total population in the PMA, MSA. and nation from 2000 through 2025. POPULATION Year PMA Riverside -San Bernardino -Ontario, CA Metropolitan Statistical Area USA Number Annual Change 2000 76,285 2010 99,398 3 0% 2020 107.721 0 8% 2025 114.611 1 3% Number 3.254,647 4.204,252 4.627.401 4.835,024 Source: Esri Demographics 2020. Novogradac Consulting LLP. November 2020 Annual Change 2.9% 10% 0 9% Annual Change 280,304,282 308, 745, 538 10% 333,793,107 08% 346.021,282 0 7% Number Historical population growth in the PMA exceeded the MSA between 2000 and 2010. Both geographic areas experienced population growth greater than the overall nation during the same time period. Population growth in the PMA slowed significantly between 2010 and 2020, and grew at a rate slightly below the MSA According to ESRI demographic projections, annualized PMA growth is expected to increase to 1 3 percent through 2025, which is above projected growth in the MSA and nation. NOVOGRADAC. 8 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Total Number of Households The table below illustrates total households in the PMA, MSA, and nation from 2000 through 2025 HOUSEHOLDS Year PMA Riverside -San Bernardino -Ontario, CA Metropolitan Statistical Area USA 2000 2010 2020 2025 Number Annual Change 34,380 45,085 3 1% 48,788 0.8% 51,416 11% Number 1,034,749 1,293,179 1,412,950 1,470,307 Source: Esrl Demographics 2020. Novogradac Consulting LLP. November 2020 Annual Change 2 5% 0.9% 0 8% Number 105,081,032 116,716,293 126,083,847 130.658,491 Annual Change 1.1% 0.8% 0 7% Similar to population growth, historical household growth in the PMA exceeded the MSA between 2000 and 2010, and both geographic areas experienced household growth greater than the overall nation during the same time period Household growth in the PMA slowed significantly between 2010 and 2020, and grew at a rate similar to the MSA. According to ESRI demographic projections, annualized PMA growth is expected to increase to 11 percent through 2025, slightly above the MSA and above the overall nation. ECONOMIC ANALYSIS Employment by Industry The following table Illustrates employment by industry for the PMA and the nation as of 2020. 2020 EMPLOYMENT BY INDUSTRY Industry PMA Number Percent Emrlo ed Emrlo ed USA Number Percent Emrlo ed Emrlo ed Healthcare/Social Assistance Retail Trade Accommodation/Food Services Prof/Scientific/Tech Services Educational Services Construction Other Services Ad min/Support/Waste Mgmt Srvcs Real Estate/Rental/Leasing Manufacturing Public Administration Arts/Entertain ment/Recreation Finance/Insurance Transportation/Warehousing Wholesale Trade Information Agnc/Forestry/Fish ing/Hunting Utl Iities Mining Mgmt of Companies/Enterprises Total Employment 5,003 4,401 3,571 3,107 3,045 2,847 2,284 2,143 1.993 1,677 1,435 1.425 1,400 944 903 608 475 285 15 0 37.561 Source: Esri Demographics 2020. Novogradac Consulting LLP. November 2020 13.3% 11.7% 9 5% 8.3% 8.1% 7 6% 6.1% 5.7% 5 3% 4.5% 3.8% 3 8% 3 7% 2 5% 24% 1.6% 1.3% 0 8% 0 0% 0 0% 100 0% 22,313,586 14.356.334 8.202.612 12,049,828 14.320.448 10.829.187 6,772,309 5,786.624 3.082.197 15,550,554 7,071.492 2.329.497 7,169,665 6.959.787 3,744,789 2,723,217 1,852.333 1.274.383 729,605 210.175 147,328,622 15.1% 9 7% 5 6% 8.2% 9 7% 7 4% 4 6% 3 9% 2 1% 10.6% 4 8% 1 6% 4 9% 4 7% 2 5% 1 8% 1 3% 0 9% 0 5% 0 1% 100.0% NOVOGRADAC. 9 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Employment in the PMA is concentrated in the healthcare/social assistance, retail trade, and accommodation/food services industries, which collectively comprise 34.5 percent of local employment The large share of PMA employment in retail trade and accommodation/food services is notable as both industries are historically volatile, and prone to contraction during recessionary periods However, the PMA also has a significant share of employment in the healthcare industry, which is historically known to exhibit greater stability during recessionary periods. Relative to the overall nation, the PMA features comparatively greater employment in the accommodation/food services, real estate/rental/leasing, and arts/entertainment/recreation industries. Conversely, the PMA is underrepresented in the manufacturing, transportation/warehousing, and healthcare/social assistance industries The ESRI data is based upon 2010 Census Information, which is trended to forecast current data. The California Employment Development Department (EDD) publishes 2019 data for Riverside County and is shown in the following table, along with historic data back to 2014. EMPLOYMENT BY INDUSTRY - RIVERSIDE COUNTY, CALIFORNIA TITLE 2014 2015 2016 Total. All Industries Total Farm Total Nonfarm Mining, Logging, and Construction Manufacturing Trade, Transportation, & Utilities Information Financial Activities Professional & Business Services Educational & Health Services Leisure & Hospitality Other Services Government 643,700 12,000 631,700 48,000 39,800 145.500 6,300 20,500 62,300 91,700 82,700 21,400 113,500 1.9% 98.1% 7.5% 6 2% 22.6% 1 0% 3.2% 9.7% 14.2% 12.8% 3 3% 17.6% 679.200 12.600 666,600 54,900 41.400 155.900 6.500 21,400 64,600 97.700 86.200 22.100 115,900 1.9% 98.1% 8.1% 6 1% 23 0% 10% 3.2% 9.5% 14 4% 12 7% 33% 17.1% 708,900 12,600 696,300 60,300 43,200 162.600 6,300 21,900 66,400 102,000 90,800 22,600 120,200 1.8% 98.2% 8 5% 6 1% 22 9% 09% 3.1% 94% 14 4% 12 8% 32% 17.0% TITLE 2017 2018 2019 Total All Industries Total Farm Total Nonfarm Mining, Logging. and Construction Manufacturing Trade, Transportation, & Utilities Information Financial Activities Professional & Business Services Educational & Health Services Leisure & Hospitality Other Services Government 742,200 12,000 730,200 64,800 43,100 170,300 6,200 22,100 68,000 110,800 92,900 22,500 129,500 Source: California Employment Development Department, November 2020 1.6% 98.4% 8 7% 5.8% 22.9% 0.8% 3 0% 9 2% 14.9% 12.5% 3 0% 17.4% 768.400 12,500 755,900 67.400 45.000 172,500 6.200 22.300 72.800 117,900 96,200 22.800 132.800 780,200 1.6% 12,700 1.6% 98.4% 767,500 98.4% 8 8% 67,100 8 6% 5 9% 44,900 5 8% 22.4% 177,900 22 8% 0 8% 6,400 0 8% 29% 21,700 28% 9 5% 74,600 9 6% 15 3% 124.100 15 9% 12.5% 96,500 12 4% 3 0% 22,400 2 9% 17 3% 131,900 16 9% Based on the data from the California Employment Development Department, the economy in Riverside County has a relatively large proportion of employment in trade, transportation, and utilities, as well as the Z• NOVOGRADAC. 10 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL government and educational and health services sectors, accounting for 22 8, 16.9, and 15.9 percent of employment, respectively, as of 2019, which is the most recent data available Major Employers The following chart identifies the major employers in Riverside County, California. MAJOR EMPLOYERS - RIVERSIDE COUNTY, CA Abbott Vascular Inc Amazon Fulfillment Ctr Collins Aerospace Corona City Hall Corona Regional Medical Ctr Depa rtment-Corrections-Rehab Desert Regional Medical Ctr Eisenhower Medical Ctr Fantasy Springs Resort Casino J Ginger Masonry LP Kleinfelder Construction Svc La Quinta Golf Course Parkview Community Hosp Med Pechanga Resort & Casino Riverside Community Hospital Riverside County Public Health Riverside University Health Southwest Healthcare System Spa Resort Casino Starcrest of California Starcrest Products Sun World Intl LLC Universal Protection Svc US Air Force Dept Wachter Inc Healthcare/Social Assistance Transportation/Warehousing Manufacturing Public Administration Healthcare/Social Assistance Public Administration Healthcare/Social Assistance Healthcare/Social Assistance Arts/Entertainment/Recreation Construction Construction Arts/Entertainment/Recreation Healthcare/Social Assistance Arts/Entertainment/Recreation Healthcare/Social Assistance Public Administration Healthcare/Social Assistance Healthcare/Social Assistance Arts/Entertainment/Recreation Retail Trade Retail Trade Wholesale Trade Manufacturing Public Administration Utilities VI Y Temecula Moreno Valley Riverside Corona Corona Norco Palm Springs Rancho Mirage Indio Riverside Riverside La Quinta Riverside Temecula Riverside Riverside Moreno Valley Murrieta Palm Springs Perris Perris Coachella Palm Desert March Arb Riverside Source: California Department of Economic Development. Novogradac Consulting LLP, November 2020 W ill ails,ililiu 1.000-4,999 1.000-4,999 1,000-4,999 1,000-4,999 1.000-4,999 1.000-4,999 1.000-4,999 1,000-4,999 1,000-4,999 1.000-4,999 1.000-4,999 1.000-4,999 1,000-4,999 1,000-4,999 1.000-4,999 1.000-4,999 1.000-4,999 1,000-4,999 1,000-4,999 1.000-4,999 1.000-4,999 1.000-4,999 1,000-4,999 1,000-4,999 1.000-4,999 As illustrated, major employers in the county are concentrated in the healthcare/social assistance, arts/entertainment/recreation, manufacturing, construction, retail/wholesale trade, and public administration sectors. Of the top employers in the county, only one is located in Palm Desert. Overall, we believe the diverse mix of industries, which includes typically stable sectors such as healthcare and public administration, bodes well for the local area economy. Employment Expansion/Contractions We spoke with Deborah Glickman, Business Advocate with the City of Palm Desert, in order to gather information about recent economic developments in the area According to Ms. Glickman, several restaurants have recently opened or are planning to open in the city, though the number of new jobs associated with these openings was unavailable. Further, she stated that the city has seen some business closures due to the COVID- Z� NOVOGRADAC. 11 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL 19 pandemic, however, data is still being collected She noted, however, that she still regularly receives inquiries from businesses interested in opening up in the area, despite the pandemic We additionally searched local news sources for information. According to an article by Desert Sun dated March 21, 2019, Palm Desert has been experiencing growth and development in recent years, with various commercial and retail projects in the works These Include several new shops and restaurants (Soft Surroundings, Lorna Jane, MAC, Kitchen 86, and Eddie V's Prime Seafood), two new hotels (Holiday Inn Express Suites and Staybridge Suites), a commercial/retail center known as Monterey Crossings, a digital innovation hub, and a CarMax, as well as several residential and commercial/retail mixed -use projects Additionally, the article mentions that four cannabis businesses have recently opened in the city. Further, we have reviewed the Worker Adjustment and Retraining Notification Act (WARN) notices published by the California Economic Development Department for 2018 through 2020 yea r-to-date. The deta ils of these layoffs are presented in the following table WARN LISTINGS IN THE PW,A (2-202,\7) riLi Yi i i rri ■ a " uGii iaMirii IASI r lla Vistana Califomia Management Inc Hotels 47 9/2/2020 WVC Rancho Mirage, Inc Finance 71 9/2/2020 Marriott Desert Springs Resort & Spa Hotels 187 8/27/2020 RWL Restaurant Group, Inc Restaurants 60 7/21/2020 Westin Sheraton Vacation Services, Inc Hotels 62 4/18/2019 Total 427 Source: California Economic Development Department, Retrieved November 2020 As illustrated, there have been a total of 427 employees affected by WARN notices since January 2018. Of those, 365 appear to be associated with the COVID-19 pandemic To control the spread of the COVID-19 pandemic, the state of California has implemented a "Blueprint for a Safer Economy" for rising COVID•19 cases Within this system, each county is assigned to a tier of risk level based on its test positivity and adjusted case rate. There are four tiers (Minimal, Moderate, Substantial, and Widespread), and each tier is associated with varying levels of restrictions on business operations Additionally, following a surge in COVID-19 cases in California, a limited stay at home order was set in place on November 21, 2020 for counties in the Widespread tier The order requires that all non -essential work and activities stop between 10 p.m and 5 a.m in such counties As of December 1, 2020, Riverside County is in the Widespread tier, as such, the county is restricted by the limited stay at home order, and many non -essential indoor business operations are closed 2� NOVOGRADAC.. 12 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Employment and Unemployment Trends The following table illustrates the employment and unemployment trends for the MSA and the nation INF _.:..EMPLOJ.t(it ea/�R /./LIIAV, l.// IPr 1(3.SD Total %Change Unemployment Em to mont Rate Change e T A. r ALLY ADJUSTED) 2004 1.550.454 5.9% • 139 252.000 5.5% • 2005 1.614.040 4196 5.396 -0 6% 141 730,000 1.8% 5196 -0.5% 2006 1,655,495 2.6% 4.996 -0.3% 144 427,000 1996 4.696 -0.5% 2007 1.661,485 0.496 5.896 0.9% 146047,000 1196 4.696 0.096 2008 1.626.145 2 1% 8.3% 2.5% 145.363,000 -0.5% 5.8% 1.2% 2009 1,544.955 -5096 12996 4.6% 139.878,000 -3.8% 9.3% 3.5% 2010 1.611,175 4.3% 13 7% 0.8% 139,064,000 -0 696 9.6% 0.3% 2011 1.623.801 0.8% 13.0% -0.796 139.869,000 0.6% 9.0% -07% 2012 1.662.671 2.4% 11.5% -1.5% 142.469.000 1996 8196 -0.9% 2013 1,706,779 2796 9996 -1796 143.929.000 1096 7.4% -07% 2014 1,761,221 3.2% 8196 L7% 146305,000 1796 6.296 -1.2% 2015 1.824.054 3.6% 6.696 1.5% 148.833,000 1796 5.3% -0.9% 2016 1,863.568 2.2% 6.0% -06% 151.436.000 1796 4.9% -0.496 2017 1,912,530 2.6% 5196 -09% 153,337,000 1396 4.4% -0.5% 2018 1.959.378 2.496 4.396 4.8% 155,761,000 1.6% 3.9% -0.4% 2019 1.988.593 1.5% 4.096 -0.3% 157.538,000 1196 3 7% -0.2% 2020 YTD Aver * 1.840 608 -7 4% 10296 6.2% 147.372 100 -6.5% 8.4% 4.896 Sep-201V 1.996.767 3.8% - 158.478400 3.3% - See-2020 1.823 630 -8.7% 10.4% 6.6% 147 796.000 -6.7% 7 7% 4.4% Source' US Bureau of Labor Diabetics December 2020 • 2020date 0 mroa4n September Annual job growth in the MSA outperformed the nation between 2004 and 2006, but lagged behind the nation in 2007 Comparatively speaking, the MSA economy experienced significant effects during the Great Recession. Total MSA employment contracted by 7.1 percent (2007-2009), more than the 4.9 percent decline reported by the overall nation (2008-2010) Employment in the MSA recovered and surpassed pre - recessionary levels in 2012, two years prior to the overall nation Since 2012, job growth in the MSA generally exceeded the nation. As of September 2020, MSA employment is below record levels, and declined 8.7 percent over the past year, compared to a 6.7 percent decline across the overall nation The most recent contraction as of late is attributed to the economic fallout from the COVID-19 pandemic. Unemployment in the MSA reached a historic low in 2006, similar to the overall nation. The effects of the Great Recession were more pronounced in the MSA, which experienced an 8.8 percentage point increase in unemployment, compared to a 5 0 percentage point increase across the overall nation Since 2012, the MSA generally experienced a higher unemployment rate compared to the overall nation. According to the most recent labor statistics, the unemployment rate in the MSA is 10 4 percent, which is considerably higher than the current national unemployment rate of 7 7 percent, and increased by a greater magnitude Overall, the local economy was in a growth phase prior to the onset of the COVID-19 pandemic However, the associated economic fallout from the pandemic has impacted both total employment and unemployment in the MSA. The following graphs illustrate the unemployment trends and changes in employment levels in the MSA :� NOVOGRADAC.. 13 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL 2.007 OOC 1.967 000 5 1.80. 000 w 1767 030 1.667 000 1.567 000 1 467 000 ANNUAL EMPLOYMENT CHANGE R•cnsldcSar Bamardmo-0ntano CA NlctrenolRan Statstlwl Wen 4a9W J8sJ6 2a215 147945 4441%. bSA4G R:13 — d ISO t0220 17621 2006 2007 2009 2009 2010 2011 2012 2013 2014 2015 7016 2017 201R 2019 7020 VT Avers(77 UNEMPLOYMENT RATE TRENDS 2330 2007 2003 2009 2010 • USA 7C:i J012 :OP; 2O11 :015 79:6 • Ra eiJde-San Oematelm-0,tailo GA 41ee0pnitan Statistical Area — _ 140% /12Db r � 111 10.0% 8.0% 6.0% 4.0% 20% 0.0% 2017 2119 2019 2320 YTO 4ve:ge MONTHLY COMPARISON .Y.a.7n7:1 NOVOGRADAC.. 14 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Wages by Occupation The following table details the wages by occupation for the second quarter 2019 for the Riverside -San Bernardino -Ontario, CA Metropolitan Statistical Area, which is the most recent available. RIVERSIDE-SAN BERNARDINO-ONTARIO, CA METROPOLITAN STATISTICAL AREA - 2ND QTR 2019 AREA WAGE ESTIMATES Occupation Number of Mean Hourly Employees Wage Mean Annual Wage All Occupations Legal Occupations Management Occupations Healthcare Practitioners and Technical Occupations Architecture and Engineering Occupations Computer and Mathematical Occupations Life, Physical, and Social Science Occupations Business and Financial Operations Occupations Educational Instruction and Library Occupations Community and Social Service Occupations Arts, Design, Entertainment, Sports, and Media Occupations Construction and Extraction Occupations Protective Service Occupations Installation, Maintenance, and Repair Occupations Office and Administrative Support Occupations Sales and Related Occupations Production Occupations Transportation and Material Moving Occupations Building and Grounds Cleaning and Maintenance Occupations Personal Care and Service Occupations Healthcare Support Occupations Food Preparation and Serving Related Occupations Farming. Fishing. and Forestry Occupations 1,538,400 5,620 66,840 81,960 15,410 17,860 10,000 55,700 104,940 26,900 11,590 82,200 40,900 59,480 183,810 154,620 79,110 207,620 46,370 35,260 88,130 156,380 7,690 Source: Department 0i Labor. Occupational Employment Statistics, 5/2019. retrieved 11/2020 $24 37 $55 49 $54 62 $47.27 $42 34 $40 21 $40.00 $33.45 $32 35 $28 16 $27.25 $26 92 $26 69 $24.48 $20 35 $19 26 $18 71 $17.96 $16 52 $15 89 $14.85 $13 73 $13 23 $50,700 $115,410 $113,610 $98,320 $88,060 $83.640 $83,210 $69,580 $67,290 $58,580 $56,680 $55,990 $55,500 $50,920 $42,320 $40,050 $38,910 $37.350 $34,370 $33,060 $30,890 $28,570 $27,520 The previous chart shows average hourly and annual wages by employment classification. The classification with the lowest average hourly wage is Farming, Fishing, and Forestry Occupations at $13.23 per hour. The highest average hourly wage of $55 49 is in legal occupations. Conclusion Since 2012, job growth in the MSA generally exceeded the nation, but unemployment in the MSA also generally exceeded the nation during the same time frame The impacts of the COVID-19 pandemic and associated economic downturn have had a significant impact on the MSA, as total employment contracted by 8 7 percent, and the unemployment rate increased by 6.6 percentage points to 10.4 percent since September 2019, which is more than the nationwide employment contraction (6 7 percent) and increase in the unemployment rate (4 4 percentage points) The most prevalent types of employment in the area are in the healthcare/social assistance, retail trade, and accommodation/food services industries, which collectively comprise 34.5 percent of local employment The large share of PMA employment in retail trade and accommodation/food services is notable as both industries are historically volatile, and prone to contraction during recessionary periods. However, the PMA also has a significant share of employment in the healthcare industry, which is historically known to exhibit greater stability during recessionary periods Overall, the local economy appears NOVOGRADAC. 15 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL fairly well diversified and was strong prior to the pandemic, but is experiencing economic distress as of late, similar to many economies across the nation Z• NOVOGRADAC. 16 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL NEIGHBORHOOD DESCRIPTION AND ANALYSIS Introduction The neighborhood surrounding an apartment property often impacts the property's status, image, class, and style of operation. and sometimes its ability to attract and properly serve a particular market segment. This section investigates the property's neighborhood and evaluates any pertinent location factors that could affect its rent, its occupancy, and overall profitability. Neighborhood Identification and Boundaries The Subject site is located in a mixed -use neighborhood in the northwestern portion of Palm Desert consisting of single-family homes, vacant land, civic uses, and recreational uses. A map of the neighborhood is included below. Pa Mirage ik Sinatra Dr t UUM wholesale Palm Desert Greens 0 100Ind' I Desert Willow Golf Resort W Xavier College aratory High School Frank Sinatra Dr SPANISI NOVOGRADAC. 17 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Neighborhood Description The Subject is located in a mixed -use neighborhood in the northwestern portion of Palm Desert. All shopping and recreational amenities are located within a short distance of the Subject, many of which are located within three miles Land uses to the north of the Subject consist of single-family homes in good to excellent condition. Further north are vacant land and commercial/retail uses in good condition. Land uses to the east and south of the Subject consist of vacant land and single-family homes in good condition. Land uses to the west of the Subject consist of the Palm Springs County Sheriff Department and the Marmot Shadow Golf Club and Resort, both in good condition. It should be noted that northern Palm Desert and surrounding communities around Interstate 10 (including Rancho Mirage and Thousand Palms) are developing areas, with several newly built or under construction single-family home developments According to Zillow, the majority of single-family homes in the Subject's zip code are fisted for sale between $428,900 and $695,000 Uses in the neighborhood are in good to excellent condition. Finally, commercial uses in the neighborhood appeared to be 95 percent occupied during the time of our inspection. Access and Traffic Flow The Subject site is accessed from the south side of Gerald Ford Drive, a moderately trafficked five -lane road that generally traverses southeast and west, providing access to Cook Street, approximately 1.2 miles to the southeast Cook Street is a highly trafficked seven -lane road that generally traverses north and south, providing access to central Palm Desert, approximately 4.0 miles south of the Subject, and Interstate 10, approximately 13 miles east of the Subject. Interstate 10 is a major arterial that generally traverses northwest and southeast, providing access to Los Angeles, approximately 109 miles to the northwest, and Phoenix, approximately 250 miles to the southeast. Overall, access is considered excellent, and traffic flow is considered moderate Visibility/Views The site has excellent visibility from Gerald Ford Drive, as well as average visibility from Portola Road Views to the north of the Subject consist of single-family homes in good to excellent condition, followed by the Little San Bernardino Mountains Views to the east and south of the Subject consist of vacant land and single-family homes in good condition Views to the west of the Subject consist of the Palm Springs County Sheriff Department and the Marriot Shadow Golf Club and Resort, both in good condition, followed by the Santa Rosa and San Jacinto Mountains Overall, visibility and views are considered good to excellent. Locatlonal Amenities and Distances from the Ske As illustrated, the Subject site is located within close proximity to many locational amenities and services. The following map and table illustrate the surrounding locational amenities and their proximity to the Subject site. 2� NOVOGRADAC.. 18 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Locatlonal Amenities Map LOCATIONAL AMENITIES 1 Palm Desert Police Department/Palm Springs County Sheriff 2 Walmart Supercenter 3 Wells Fargo Bank 4 Sam's Club (Pharmacy) 5 ARCO Gas Station 6 Bus Stop 7 Gelson's Market 8 Riverside County Fire Station 9 Eisenhower Health 10 United States Postal Service 11 Thousand Palms Public Library 12 Rancho Mirage Community Park 13 Palm Desert Community Center 14 Rancho Mirage High School 15 Rancho Mirage Elementary School 16 Nellie Coffman Middle School 0 1 miles 0 9 miles 11 miles 11 miles 12 miles 1.7 miles 17 miles 19 miles 2.2 miles 2 3 miles 2 8 miles 3.5 miles 3 7 miles 4 0 miles 4 1 miles 4 3 miles Z• NOVOGRADAC. 19 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Adequacy/Availability of Utilities All utilities are available to the neighborhood Conclusion The Subject site is located in a mixed -use neighborhood in the northwestern portion of Palm Desert consisting of single-family homes, vacant land. civic uses, and recreational uses Many major retail, employment. public transportation, and educational amenities are located within three miles of the Subject. Access to main arterials and highway access is considered excellent. The Subject is located in an area where crime does not appear to be a major concern. Overall, the Subject offers a good development location within Palm Desert NOVOGRADAC.. 20 III. PROPERTY DESCRIPTION PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL PROPERTY DESCRIPTION DESCRIPTION OF THE SITE The location of a multifamily property can have a substantial negative or positive impact upon the performance, safety and appeal of the project The site description will discuss the physical features of the site, as well as layout, access issues, and traffic flow An aerial map of the Subject is provided below ,ource Google Earth, 11/2020 General: APN: Size: •� NOVOGRADAC. This Subject site is located along Gerald Ford Drive in Palm Desert, Riverside County, California 92211. The site is located within Census Tract 449.22 which is not a 2020 or 2021 Qualified Census Tract The Subject is a portion of APN 694-310-006 According to the site plan provided by the developer, the Subject site consists of approximately 11.94 acres, or 520,257 square feet The Subject site is a portion of a larger parcel consisting of approximately 22 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Topography: Utilities: Contiguous Land Use: •� NOVOGRADAC. 25.48 acres It is an extraordinary assumption of this report that the Subject site consists of the 11.94-acre portion of the larger parcel, and that the parcel will be split and all appropriate easements will be granted as necessary. Shape: The site is generally rectangular in shape. Zoning: According to the City of Palm Desert, the Subject site is zoned P. R. (Planned Residential) According to the city code, P R. zones allow for multifamily development with a conditional use permit, and are designed "to provide for flexibility in residential development, by encouraging creative and imaginative design, and the development of parcels of land as coordinated projects involving a mixture of residential densities (4.0-40.0 density units per acre), mixed housing types, and community facilities." The Subject site has a designated zoning allowance of up to 20 units per acre. However, the site is also eligible for a density bonus of up to 35 percent, provided that the site be developed with at least a portion of affordable housing units As such, with the density bonus, the site has a maximum allowable density of 27 units per acre Further, P.R zones allow for a maximum building height of 40 feet (three stories) and a maximum lot coverage of 50 percent Finally, multifamily uses in P R zones require two off-street parking spaces per unit. Frontage. The Subject site has frontage along the south side of Gerald Ford Drive The site is generally level and at street grade All utilities are available to the site. The Subject is located in a mixed -use neighborhood in the northwestern portion of Palm Desert consisting of single-family homes, vacant land, civic uses, and recreational uses. All shopping and recreational amenities are located within a short distance of the Subject, many of which are located within three miles. Land uses to the north of the Subject consist of single-family homes in good to excellent condition. Further north are vacant land and commercial/retail uses in good condition. Land uses to the east and south of the Subject consist of vacant land and single-family homes in good condition. Land uses to the west of the Subject consist of the Palm Springs County Sheriff Department and the Marriot Shadow Golf Club and Resort. both in good condition. It should be noted that northern Palm Desert and surrounding communities around Interstate 10 (including Rancho Mirage and Thousand Palms) are developing areas, with several newly built or under construction single-family home developments. According to Zillow, the majority of single-family homes in the Subject's zip code are listed for sale between $428.900 and $695,000 Uses in the 23 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL neighborhood are in good to excellent condition. Finally, commercial uses in the neighborhood appeared to be 95 percent occupied during the time of our inspection Existing Improvements: The Subject site consists of vacant, undeveloped land Visibility/Views: The site has excellent visibility from Gerald Ford Drive, as well as average visibility from Portola Road. Views to the north of the Subject consist of single-family homes in good to excellent condition, followed by the Little San Bernardino Mountains Views to the east and south of the Subject consist of vacant land and single-family homes in good condition Views to the west of the Subject consist of the Palm Springs County Sheriff Department and the Marnot Shadow Golf Club and Resort, both in good condition, followed by the Santa Rosa and San Jacinto Mountains. Overall, visibility and views are considered good to excellent. Environmental, Soil and We were provided with a Phase I Environmental Report for the Subsoil Conditions and Subject prepared by KCE Matrix Consulting Engineers, dated Drainage. September 15, 2020. According to the report. there is no evidence of a Recognized Environmental Condition (REC), Historical Recognized Environmental Condition (HREC), or Controlled Recognized Environmental Condition (CREC) in association with the Subject site. Flood Plain: Detrimental Influences: Conclusion: •� NOVOGRADAC. According to FEMA's Flood Map Service, Panel Number 06065C1595G dated August 28, 2008. the Subject site is located in Zone X Zone X is defined as an area outside 500-year floodplain, which is determined to be outside the 0.2 percent annual chance floodplain Further analysis by Novogradac Consulting LLP is beyond the scope of the report. At this time, we are unaware of any potential detrimental influences that would impact the value of the Subject. The Subject site is considered to be in a good location for multifamily use and is physically capable of supporting a variety of legally permissible uses 24 IV. HIGHEST AND BEST USE PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL HIGHEST AND BEST USE Highest and Best Use is defined as: "The reasonably probable use of property that results in the highest value The four criteria that the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity 2" Investors continually attempt to maximize profits on invested capital. The observations of investor activities in the area are an indication of that use which can be expected to produce the highest value The principle of conformity holds, in part, that conformity in use is usually a highly desirable adjunct of real property, since it generally helps create and/or maintains maximum value. It is to be recognized that in cases where a site has existing improvements on it, the highest and best use may be determined to be different from the existing use. The existing use will continue, however, unless and until land value in its highest and best use exceeds the total value of the property in its existing use. Implied in this definition is that the determination of highest and best use takes into account the contribution of a specific use to the community and community development goals as well as the benefits of that use to individual property owners. The principle of Highest and Best Use may be applied to the site if vacant and to the site as it is improved The Highest and Best Use determination is a function of neighborhood land use trends, property size, shape, zoning, and other physical factors, as well as the market environment in which the property must compete. Four tests are typically used to determine the highest and best use of a particular property. Thus, the following areas are addressed. 1 Physically Possible: The uses to which it is physically possible to put on the site in question 2. Legally Permissible: The uses that are permitted by zoning and deed restrictions on the site in question. 3. Feasible Use The possible and permissible uses that will produce any net return to the owner of the site 4. Maximally Productive. Among the feasible uses, the use that will produce the highest net return or the highest present worth 2 Source Appraisal Institute, The Dictionary of Real Estate Appraisal, 6m ed. (Chicago' Appraisal Institute, 2015) NOVOGRADAC. 26 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL HIGHEST AND BEST USE As IS Physically Possible According to the site plan provided by the developer, the Subject site consists of approximately 11.94 acres, or 520,257 square feet The Subject site is a portion of a larger parcel consisting of approximately 25.48 acres The parcel is generally rectangular in shape and exhibits level topography. The Subject site has frontage along the south side of Gerald Ford Drive. The site is considered adequate for a variety of legally permissible uses Legally Permissible According to the City of Palm Desert, the Subject site is zoned P. R. (Planned Residential). According to the city code. P R zones allow for multifamily development with a conditional use permit, and are designed "to provide for flexibility in residential development, by encouraging creative and imaginative design, and the development of parcels of land as coordinated projects involving a mixture of residential densities (4 0-40 0 density units per acre), mixed housing types, and community facilities." The Subject site has a designated zoning allowance of up to 20.0 units per acre However, the site is also eligible for a density bonus of up to 35 percent, provided that the site be developed with at least a portion of affordable housing units As such, with the density bonus, the site has a maximum allowable density of 27.0 units per acre. Further, P.R. zones allow for a maximum building height of 40 feet (three stories) and a maximum lot coverage of 50 percent. Finally, multifamily uses in P R zones require two off-street parking spaces per unit Due to the zoning regulations and surrounding land use patterns (which are largely residential with some commercial/retail uses), multifamily development is most likely Recently constructed multifamily developments in the area surrounding the Subject consist of 36 to 263 units and have densities ranging from 7 6 to 19.6 units per acres, with an average of 14.2 units per acre Further, the land sale comparables have densities ranging from 20.1 to 35 9 units per acre, with an average of 25 9 units per acre. According to the developer, the site has been approved for 270 units, which appears appropriate based on the recently constructed multifamily developments in the area, and equates to a density of 22.6 units per acre. This figure also falls within the range of the densities of the land sales Financially Feasible The cost of the land limits those uses that are financially feasible for the site. Any uses of the Subject site that provide a financial return to the land in excess of the cost of the land are those uses that are financially feasible. The Subject's feasible uses are restricted to those that are allowed by zoning classifications, and are physically possible As noted m the zoning section, the Subject site could support multifamily development and qualifies for a density bonus for affordable housing Based on the Subject's surrounding land uses, the site's physical attributes. and the recent development patterns in the area, affordable multifamily residential development is financially feasible, made feasible through the use of tax credits or other subsidies Maximally Productive Based upon our analysis, new construction of multifamily housing is financially feasible. The maximally productive use of this site as is would be to construct an affordable housing multifamily residential complex using tax credit equity, favorable financing, or other gap subsidies. Conclusion - Highest and Best Use As Is The highest and best use for the property, as if vacant. would be to construct a 270-unit affordable housing multifamily residential complex using tax credit equity, favorable financing, or other gap subsidies. �• NOVOGRADAC. 27 V. APPRAISAL METHODOLOGY PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL APPRAISAL METHODOLOGY VALUATION ANALYSIS The valuation process begins with an estimate of the highest and best use of the Subject property Once determined the property is then valued according to its highest and best use Contemporary appraisers usually gather and process data according to the discipline of the three approaches to value The cost approach consists of a summation of land value (as though vacant) and the cost to reproduce or replace the improvements, less appropriate deductions for depreciation Reproduction cost is the cost to construct a replica of the Subject improvements. Replacement cost is the cost to construct improvements having equal utility The sales comparison approach involves a comparison of the appraised property with similar properties that have sold recently. When properties are not directly comparable, sale prices may be broken down into units of comparison, which are then applied to the Subject for an indication of its likely selling price. The income capitalization approach involves an analysis of the investment characteristics of the property under valuation. The earnings' potential of the property is carefully estimated and converted into an estimate of the property's market value. Applicability to the Subject Property The only applicable approach is the sales comparison approach, as the determined highest and best use is for development of the site with multifamily All of the land sale comparables are intended for the future development of multifamily properties. NOVOGRADAC.. 29 VI. SALES COMPARISON APPROACH PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL SALES COMPARISON APPROACH The sales comparison approach to value is a process of comparing market data, that is, the price paid for similar properties, prices asked by owners, and offers made by prospective purchasers willing to buy or lease. Market data is good evidence of value because it represents the actions of users and investors The sales comparison approach is based on the principle of substitution, which states that a prudent investor would not pay more to buy or rent a property than it will cost him to buy or rent a comparable substitute. The sales comparison approach recognizes that the typical buyer will compare asking prices and work through the most advantageous deal available In the sales comparison approach, the appraisers are observers of the buyer's actions. The buyer is comparing those properties that constitute the market for a given type and class. We performed extensive research to identify comparable land sales in the Subject's area The comparables listed below are considered the most comparable multifamily land sales and provide the best indication of value for the Subject. We included four land sales from within the region in our analysis, three transactions from Palm Desert and one from Moreno Valley. Overall, the land sales we have utilized are considered relatively comparable to the Subject in terms of location, as well as size and Intended use. COMPARABLE SALES A table summarizing the four sales utilized in our analysis is included below. A map identifying their location is included following, along with individual sales profiles A discussion and analysis of the various adjustments applied to the sales follows on the proceeding pages. W IrSLGr1I ►3Y5 1 15551 Via Del Lago 2 40445 Portola Avenue 3 Country Club Drive 4 Hovvley Lane East Average COMPARABLE LAND SALES .SC3F3a Moreno Valley, CA Palm Desert, CA Palm Desert, CA Palm Desert, CA own sag iris aiIYY istai4:ArYY s Ji1L ki,YY `r tali Feb/2019 $3,000,000 10 4 135 $22,222 Dec/2018 $4,150,000 6.4 161 $25.776 Nov/2017 $3.200.000 8.2 165 $19.394 Mar/2017 $3,700,000 17 7 388 59,536 $19,232 Throughout our conversations with market participants and buyers and sellers of the comparable sales, the respondents indicated that the purchase price is typically based upon a price per unit. This is typical of the local multifamily market and will be used as a basis for analysis. A location map is presented on the following page. �• NOVOGRADAC. 31 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Comparable Land Sales Map Big Be San i Bernardin z,�l National F• est San Bernardino Redlands Riverside Moreno Valley 1 Perris te@a 0 Lake Elsinore Murrieta • Beaumont Cabazon miles Temecula Ito an Jacinto Hemet Lsrt* ilia Landers De Pioneertown Yucca Valley 62 Desert Clot Springs Palm Springs at e. a Anza CHt r Palm Bert Inc La Quinta Googl [&rt �• NOVOGRADAC,. 32 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Land Sale: 15551 Via Del Lago Transaction Address City State Zip County Buyer Seller 15551 Via Del Lago Moreno Valley CA 92555 Riverside Via Del Lago Homes LLC Granite Capital LIc Sale Date Sale Price Sale Status Sale Conditions Rights Conveyed Verification 2019-02-19 $3,000,000 Closed Typical Fee Simple Costar. Public Record Site Land Acres Land Sq Ft Shape 10 42 453,895 Irregular Topography Zoning Corner Level SPC No Improvements and Ratios Proposed Units 135 Price $/Proposed Unit $22.222 Price $/SF $6 61 Remarks The site sold fully approved for a 135-unit multifamily development. Details regarding the construction timeline were unavailable The information was confirmed through CoStar and public records. •� NOVOGRADAC. 33 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Land Sale: 40445 Portola Avenue Transaction Address City State Zip County Buyer Seller 40445 Portola Avenue Palm Desert CA 92260 Riverside Avenida Lakewood GP LLC Country Club Drive Investors LLC Sale Date Sale Price Sale Status Sale Conditions Rights Conveyed Verification 2018-12-21 $4,150,000 Closed Cash Fee Simple CoStar, Broker. Assessor Site Land Acres Land Sq Ft Shape 6 43 280,091 Irregular Topography Zoning Corner Level Multifamily Yes Improvements and Ratios Proposed Units 161 Price $/Proposed Unit $25.776 Price $/SE $14 82 Remarks The site is under construction and will be improved with Avenida Palm Desert, a 161-unit senior (55+) market -rate development. Construction is expected to be completed in early 2021 •� NOVOGRADAC. 34 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Land Sale: Country Club Drive Transaction Address City State Zip County Buyer Seller Country Club Drive Palm Desert CA 92260 Riverside Palm Desert Sr Dev Lp Acg Co Inc Sale Date Sale Price Sale Status Sale Conditions Rights Conveyed Verification 2017-11-20 $3,200.000 Closed Typical Fee Simple City of Palm Desert. CoStar Site Land Acres Land Sq Ft Shape 82 357,192 Rectangular Topography Zoning Corner Level R112M No Improvements and Ratios Proposed Units 165 Price $/Proposed Unit $19,394 Price $/SE $8 96 Remarks The site was purchased for the development of a 165-unit senior market rate development to be known as Revel Palm Desert. The project will target seniors 55 years and older, and is currently under construction The expected date of completion was unavailable. •� NOVOGRADAC. 35 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Land Sale: H • le Lane East Transaction Address City State Zlp County Buyer Seller Hovley Lane East Palm Desert CA 92260 Riverside New Cities Inv. Partners LLC. WR XVIII, LLC Sale Date Sale Price Sale Status Sale Conditions Rights Conveyed Verification 2017-03-01 $3,700,000 Closed Cash Fee Simple City of Palm Desert, Costar Site Land Acres Land Sq Ft Shape 17.72 771,883 Rectangular Topography Zoning Corner Level Multifamily No Improvements and Ratios Proposed Units 388 Price $/Proposed Unit $9,536 Price $/SF $4 79 Remarks The site is under construction and will be improved with a 388-unit LIHTC/market-rate multifamily development to be known as The Sands Apartments. The development's units will be contained in ten two-story garden -style buildings, five three-story residential buildings Of the developments 388 units. 78 will be affordable to families earning 50 percent of the AMI or below. Construction is expected to be completed in early 2021 •� NOVOGRADAC. 36 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL EXPLANATION OF ADJUSTMENTS The adjustment grid follows at the end of this section As Illustrated, adjustments have been made based on price differences created by the following factors: • Property Rights • Financing • Conditions of Sale • Market Conditions • Location • Zoning • Topography • Shape • Density Property Rights We are valuing the fee simple interest in the land. No adjustments are warranted Financing The sales were typical or cash transactions; therefore, no adjustment is necessary Conditions of Sale This adjustment is used if there are any unusual circumstances surrounding the transactions such as foreclosures, bulk sales, related parties, assemblages, demolitions, etc None of the sales had any conditions of sale. As such, no adjustments are necessary. Market Conditions Real estate values change over time. The rate of this change fluctuates due to investors' perceptions and responses to prevailing market conditions This adjustment category reflects market differences occurring between the effective date of the appraisal and the sale date of comparables, when values have appreciated or depreciated. The table following illustrates capitalization rates in the market, which we have utilized to measure market conditions PwC Real Estate Investor Survey- National Apartment Market Overall Ca • italization Rate - Institutional Grade Investments Quarter 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 220 Source: Pvio keai Estate Investor Survey. Q3 2020 �• NOVOGRADAC. Cap Rate 5 33 5.40 5 35 5 32 5 33 5 26 5 23 516 5 03 514 510 515 514 519 5.22 Change (bps) 0 07 0 07 -0.05 -0 03 001 -0.07 -0 03 -0 07 -013 011 -0 04 0 05 -001 0 05 0.03 37 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL The comparable sales occurred between March 2017 and February 2019. According to the PwC survey, multifamily capitalization rates have decreased 11 basis points since the first quarter of 2017 through the third quarter of 2020 as market conditions appear to have slightly Improved on a net basis, taking into account this market improvement over time, as well as the current impact of COVID-19 market disruptions. As such, we made a five percent upward adjustment to the sales that occurred in 2017 It should be noted that we are aware of the current state of economy in light of the COVID-19 crisis. Despite the impact that COVID-19 has had on the economy nationwide, we do not believe that the crisis will Impact the market for multifamily land in the Subject's market. Furthermore, given the losses of income and spikes in unemployment, we would expect the demand for affordable housing (particularly subsidized housing) to increase Location Location encompasses a number of issues, including location within different market areas with different supply/demand pressures, the character/condition of surrounding development, access, and visibility It is important to assess which factors truly impact value for different types of real estate We have addressed this issue (as well as the remaining elements of comparison) on a comparable -by -comparable basis. The following table illustrates the median household income, median rent, and median home value, by zip code for each of the land sales. This information is compared to the Subject's location LAND SALES - LOCATION COMPARISON Property Name Location Zip Code Median Income Rent Hoe Median Median Income Differential Value Average Rent Home Value Differential Delta With Subject Differential S Proposed Development Site 1 15551 Via Del Lego 2 40445 Portola Avenue 3 Country Club Drive 4 Hnvlev Lane Fret Palm Desert. CA Moreno Valley. CA Palm Desert. CA Palm Desert. CA Palm Desert CA 92211 $60.531 92555 $81.104 92260 $53.750 92260 $53.750 92260 453.75O $1,389 41.659 51.151 41.151 41 151 $350,600 S315,600 S316.900 $316.900 Sal 6.900 3496 -11% -11% -11% 19% -17% 17% 17% -10% -10% 10% 10% 14% -13% -13% -13% Additionally, we compared the walk scores for the Subject's location relative to the comparable sales' locations, as detailed following. tit ilh% slant S Pro psed Develo!tfnent Site 1 551 Via bel Lago 2 40445 Portola Avenue 3 Country Club Drive 4 Hovley Lane East Source: WaiksWre.com.I eIneved 12/202U WALK SCORES egamunts Palm Desert. CA Moreno Valley, CA Palm Desert, CA Palm Desert, CA Palm Desert, CA 2 Srtst: 92211 92555 92260 92260 92260 W3,• YYYiJ 7 ("Car Dee/pendent") 15 ("Car dependent") 18 ("Car Dependent") 25 ("Car Dependent") 37 ("Car Dependent") Considering all factors, Sale 1 offers a slightly superior location relative to the Subject, while the remaining sales offer generally similar locations relative to the Subject As such. Sale 1 received a downward adjustment of 10 percent No other adjustments are necessary Zoning/Density The Subject and all of the comparables are zoned for multifamily development, similar to all of the comparables. As such, no adjustments are necessary. Topography/Site Characteristics The land sales have level topography, are generally level, and appear to be functional, similar to the Subject. No adjustments are applied �• NOVOGRADAC,. 38 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Shape/Size All of the sales and the Subject site have generally similar parcel shapes that are functional for multifamily uses. With respect to size, the general convention is that larger properties tend to sell for less on a per unit basis than smaller properties. Conversely, smaller properties typically sell for more per unit than larger properties The pool of potential purchasers decreases as property size (and purchase price) increases, effectively reducing competition. The pricing relationship is not linear and certain property sizes, while different. may not receive differing prices based on the grouping within levels The previous highest and best use analysis indicated that the Subject site could support approximately 270 multifamily units. Sale 4 offers a larger size relative to the Subject, while the remaining sales smaller sizes relative to the Subject. As such, Sale 4 has received a 15 percent downward adjustment, and the remaining sales have received 15 percent upward adjustments Land Value Estimate .ifL•i.::SiW i2r.ni:Y4:WtSi.S Subject 1 2 3 4 Property Name Proposed Development Site 15551 Via Del Logo 40445 Portola Avenue Country Club Drive Hovley Lane East Address Gerald Ford Drive 15551 Via Del Lago 40445 Portola Avenue Country Club Drive HovleyLane Fast City Palm Desert Moreno Valley Palm Desert Palm Desert Palm Desert Parcel Data Zoning SPC Multifamily R112M Multifamrly Topography Level Level Level Level Shape lmegular Irregular Rectangular Rectangular Sae (SF) 520.257 453,895 280,091 357,192 771,983 Sze (Acres) 11.94 10.42 6.43 8.20 17 72 Units 270 135 161 165 388 Units Per Acre 22.6 12.96 25.04 20.12 21.90 Salts Data Date Feb/2019 Dec/2018 Nov/2017 Mar/2017 Interest Fee Simple Fee Smote Fee Simple Fee Simple Price $3.000.000 54.150.000 53.200.000 $3700.000 Price per Unit 522222 525776 519.394 59.536 Adjustments PropertYRlghts Fee Simple Fee Simple Fee Simple Fee Simple Adjustment 50 $0 50 50 53.000,000 54.150.000 53.200.000 53.700,000 Finanong Terra Cash Typical Typical Typical Adjustment SO $0 50 50 53.000.000 54 150.000 53.200.000 53700.000 Conditions of Sale None None None None Adjustment S0 S0 SO 50 $3.000.000 $4.150,000 53.200000 $3.700.000 Market Conditions 1.00 1.00 1.05 1.05 Adjusted Sales Pdce 53.000.000 54450.000 53.360.000 53.885.000 Adjusted P$ce Per Unit $22222 525.775 520,364 $10.0/3 Adjustments Location 40% 096 0% 0% Zoning/Use 0% 0% 0% 0% Topography/Site Characteristics 096 0% 0% 0% Size -15% 15% -15% 15% Overall Adiustment •25% 15% -15% 15% Adjusted Price Per Una 516,667 $21.910 $17,309 $11.515 The sales indicate a range of adjusted price per unit from $11,515 to $21,910 per unit, with a mean of $16,850 per unit Overall, we have considered all of the sales in our determination of value, as Sale 1 represents the most recent transaction, and Sales 2, 3, and 4 offer the most similar locations relative to the Subject We believe an indication of $16,500 per unit is reasonable, as it lies slightly below the adjusted average of the comparables This correlates with an indication of the underlying land value as follows 270 units at $16,500 per unit, equates to $4,500,000 (rounded) �• NOVOGRADAC. 39 PALM DESERT PROPOSED DEVELOPMENT SITE - PALM DESERT, CALIFORNIA - APPRAISAL Conclusion of As Is Value As a result of our investigation and analysis, it is our opinion that, subject to the limiting conditions and assumptions contained herein, the estimated as is market value of the fee simple interest in the Subject, free and clear of financing, as of December 4, 2020, is: FOUR MILLION FIVE HUNDRED THOUSAND DOLLARS ($4,500,000) The use of extraordinary assumptions may impact assignment results. Please refer to the complete Assumptions and Limiting Conditions in the Addenda of this report. �• NOVOGRADAC. 40 ADDENDUM A Assumptions and Limiting Conditions, Certification ASSUMPTIONS AND LIMITING CONDITIONS 1. In the event that the client provided a legal description, building plans. title policy and/or survey, etc. the appraiser has relied extensively upon such data in the formulation of all analyses. 2. The legal description as supplied by the client is assumed to be correct and the author assumes no responsibility for legal matters, and renders no opinion of property title, which is assumed to be good and merchantable 3. All encumbrances, including mortgages, liens, leases, and servitudes, were disregarded in this valuation unless specified in the report It was recognized. however, that the typical purchaser would likely take advantage of the best available financing, and the effects of such financing on property value were considered. 4. All information contained in the report which others furnished was assumed to be true, correct, and reliable. A reasonable effort was made to verify such information, but the author assumes no responsibility for its accuracy 5. The report was made assuming responsible ownership and capable management of the property. 6. The sketches, photographs, and other exhibits in this report are solely for the purpose of assisting the reader in visualizing the property The author made no property survey, and assumes no liability in connection with such matters It was also assumed there is no property encroachment or trespass unless noted in the report. 7 The author of this report assumes no responsibility for hidden or unapparent conditions of the property, subsoil or structures, or the correction of any defects now existing or that may develop in the future. Equipment components were assumed in good working condition unless otherwise stated in this report 8 It is assumed that there are no hidden or unapparent conditions for the property, subsoil, or structures, which would render it more or less valuable No responsibility is assumed for such conditions or for engineering, which may be required to discover such factors 9. The investigation made it reasonable to assume, for report purposes, that no insulation or other product banned by the Consumer Product Safety Commission has been introduced into the Subject premises Visual inspection by the appraiser did not indicate the presence of any hazardous waste It is suggested the client obtain a professional environmental hazard survey to further define the condition of the Subject sod if they deem necessary 10. Any distribution of total property value between land and improvements applies only under the existing or specified program of property utilization Separate valuations for land and buildings must not be used in conjunction with any other study or appraisal and are invalid if so used. 11. A valuation estimate for a property is made as of a certain day Due to the principles of change and anticipation the value estimate is only valid as of the date of valuation The real estate market is non - static and change and market anticipation is analyzed as of a specific date in time and is only valid as of the specified date 12. Possession of the report, or a copy thereof, does not carry with it the right of publication, nor may it be reproduced in whole or in part, in any manner, by any person, without the prior written consent of the author particularly as to value conclusions, the identity of the author or the firm with which he or she is connected Nerther all nor any part of the report, or copy thereof shall be disseminated to the general public by the use of advertising, public relations, news, sales, or other media for public communication without the prior written consent and approval of the appraiser. Nor shall the appraiser, firm, or professional organizations of which the appraiser is a member be identified without written consent of the appraiser. 13. Disclosure of the contents of this report is governed by the Bylaws and Regulations of the professional appraisal organization with which the appraiser is affiliated: specifically, the Appraisal Institute 14. The author of this report is not required to give testimony or attendance in legal or other proceedings relative to this report or to the Subject property unless satisfactory additional arrangements are made prior to the need for such services. 15. The opinions contained in this report are those of the author and no responsibility is accepted by the author for the results of actions taken by others based on information contained herein 16. Opinions of value contained herein are estimates. There is no guarantee, written or implied, that the Subject property will sell or lease for the indicated amounts. 17. All applicable zoning and use regulations and restrictions are assumed to have been complied with. unless nonconformity has been stated, defined, and considered in the appraisal report. 18. It is assumed that all required licenses, permits. covenants or other legislative or administrative authority from any local, state, or national governmental or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 19. On all appraisals, subject to satisfactory completion, repairs, or alterations. the appraisal report and value conclusions are contingent upon completion of the improvements in a workmanlike manner and in a reasonable period of time A final inspection and value estimate upon the completion of said improvements should be required 20. All general codes, ordinances, regulations or statutes affecting the property have been and will be enforced and the property is not subject to flood plain or utility restrictions or moratoriums, except as reported to the appraiser and contained in this report. 21. The party for whom this report is prepared has reported to the appraiser there are no original existing condition or development plans that would subject this property to the regulations of the Securities and Exchange Commission or similar agencies on the state or local level. 22. Unless stated otherwise, no percolation tests have been performed on this property. In making the appraisal, it has been assumed the property is capable of passing such tests so as to be developable to its highest and best use, as detailed in this report 23. No in-depth inspection was made of existing plumbing (including well and septic), electrical, or heating systems The appraiser does not warrant the condition or adequacy of such systems 24. No in-depth inspection of existing insulation was made. It is specifically assumed no Urea Formaldehyde Foam Insulation (UFFI), or any other product banned or discouraged by the Consumer Product Safety Commission has been introduced into the appraised property The appraiser reserves the right to review and/or modify this appraisal if said insulation exists on the Subject property 25. Acceptance of and/or use of this report constitute acceptance of all assumptions and the above conditions CERTIFICATION The undersigned hereby certify that, to the best of our knowledge and belief • The statements of fact contained in this report are true and correct. • The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are our personal. impartial, and unbiased professional analyses, opinions. and conclusions, • We have no present or prospective interest in the property that is the subject of this report, and we have no personal interest with respect to the parties involved; • We have not performed any appraisal services regarding the Subject property identified in this report, • We have no bias with respect to any property that is the subject of this report or to the parties involved with this assignment. • Our engagement in this assignment was not contingent upon developing or reporting predetermined results, • Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal; • Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice, • Rachel Adcock has made a personal inspection of the property that is the Subject of this report and is competent to perform such analyses. Sara Nachbar and Rachel Talmadge have also provided significant assistance in this report. the scope of which included the following. researching comparable and market data, verifying comparable data, and assisting in developing the approaches to value Rachel Denton oversaw all data collection and reporting in this appraisal, but has not made a personal inspection of the property that is the Subject in this report. No one other than those listed on this page provided any significant real property appraisal assistance; • The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute. • The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives; • As of the date of this report, Rachel Denton has completed the continuing education program for Designated Members of the Appraisal Institute % 4r0.,_) Rachel B Denton, MAI Partner California Certified General Appraiser License NAG044228 ADDENDUM B Qualifications of Consultants STATEMENT OF PROFESSIONAL QUALIFICATIONS RACHEL BARNES DENTON, MAI 1. EDUCATION Cornell University, Ithaca, NY School of Architecture, Art & Planning, Bachelor of Science in City & Regional Planning II. LICENSING AND PROFESSIONAL AFFILIATION Designated Member of the Appraisal Institute Member of National Council of Housing Market Analysts (NCHMA) Member of Commercial Real Estate Women (CREW) Network 2011 and 2012 Communications Committee Co -Chair for the Kansas City CREW Chapter 2013 Director of Communications and Board Member for Kansas City CREW 2014 Secretary and Board Member for Kansas City CREW 2015 and 2016 Treasurer and Board Member for Kansas City CREW State of Arkansas Certified General Real Estate Appraiser No. CG3527 State of California Certified General Real Estate Appraiser No. AG044228 State of Colorado Certified General Real Estate Appraiser No. 100031319 State of Georgia Certified General Real Estate Appraiser No 391113 State of Hawaii Certified General Real Estate Appraiser No CGA1048 State of Illinois Certified General Real Estate Appraiser No. 553.002012 State of Kansas Certified General Real Estate Appraiser No. G-2501 State of Minnesota Certified General Real Estate Appraiser No. 40420897 State of Missouri Certified General Real Estate Appraiser No. 2007035992 State of Nebraska Certified General Real Estate Appraiser No CG2017030R State of New Mexico Certified General Real Estate Appraiser No. 03424-G State of North Dakota Certified General Real Estate Appraiser No. CG-219110 State of Oklahoma Certified General Real Estate Appraiser No 13085CGA State of Oregon Certified General Real Estate Appraiser No. C000951 State of South Dakota Certified General Real Estate Appraiser No. 1488CG State of Texas Certified General Real Estate Appraiser No 1380396 III. PROFESSIONAL EXPERIENCE Novogradac & Company LLP. Partner Novogradac & Company LLP, Principal Novogradac & Company LLP, Manager Novogradac & Company LLP, Senior Real Estate Analyst IV. PROFESSIONAL TRAINING Educational requirements successfully completed for the Appraisal Institute. Appraisal Principals, September 2004 Basic Income Capitalization, April 2005 Uniform Standards of Professional Appraisal Practice, various Advanced Income Capitalization, August 2006 General Market Analysis and Highest & Best Use, July 2008 Advanced Sales Comparison and Cost Approaches, June 2009 Advanced Applications, June 2010 General Appraiser Report Writing and Case Studies, July 2014 Standards and Ethics (USPAP and Business Practices and Ethics) MAI Designation General Comprehensive Examination, January 2015 MAI Demonstration of Knowledge Report, April 2016 Completed HUD MAP Training, Columbus, Ohio, May 2010 Rachel B Denton - Statement of Professional Qualifications Page 2 V. SPEAKING ENGAGEMENTS Have presented and spoken at both national Novogradac conferences and other industry events, including the National Council of Housing Market Analysts (NCHMA) Annual Meetings and FHA Symposia, National Housing and Rehabilitation Association Conferences, Institute for Professional and Executive Development (IPED) conferences, and state housing conferences, such as Housing Colorado, Idaho Conference on Housing and Economic Development, and Missouri Workforce Housing Association. VI. REAL ESTATE ASSIGNMENTS A representative sample of Due Diligence, Consulting, or Valuation Engagements includes: In general, have managed and conducted numerous market analyses and appraisals for various types of commercial real estate since 2003, with an emphasis on affordable multifamily housing. Conducted and managed appraisals of proposed new construction, rehab and existing Low -Income Housing Tax Credit properties, Section 8 Mark -to -Market properties, HUD MAP Section 221(d)(4) and 223(f) properties, USDA Rural Development, and market rate multifamily developments on a national basis. Analysis includes property screenings, economic and demographic analysis, determination of the Highest and Best Use, consideration and application of the three traditional approaches to value, and reconciliation to a final value estimate. Both tangible real estate values and intangible values in terms of tax credit valuation, beneficial financing, and PILOT are considered Additional appraisal assignments completed include commercial land valuation, industrial properties for estate purposes, office buildings for govemmental agencies, and leasehold interest valuation. Typical clients include developers, lenders, investors, and state agencies. Managed and conducted market studies for proposed Low -Income Housing Tax Credit, HUD MAP, market rate, HOME financed, USDA Rural Development, and HUD subsidized properties, on a national basis. Analysis includes property screenings, market analysis, comparable rent surveys, demand analysis based on the number of income qualified renters in each market, supply analysis and operating expense analysis Property types include proposed multifamily, senior independent living, large family, acquisition/rehabilitation, historic rehabilitation, adaptive reuse, and single family developments Typical clients include developers, state agencies, syndicators, investors, and lenders. Completed and have overseen numerous Rent Comparability Studies in accordance with HUD's Section 8 Renewal Policy and Chapter 9 for various property owners and local housing authorities The properties were typically undergoing recertification under HUD's Mark to Market Program. Performed and managed market studies and appraisals of proposed new construction and existing properties insured and processed under the HUD Multifamily Accelerated Processing (MAP) program. These reports meet the requirements outlined in HUD Handbook 44651 and Chapter 7 of the HUD MAP Guide for 221(d)(4) and 223(f) programs. Performed and have overseen numerous market study/appraisal assignments for USDA RD properties in several states in conjunction with acquisition/rehabilitation redevelopments Documents are used by states, lenders, USDA, and the developer in the underwriting process. Market studies are compliant to State, lender, and USDA requirements. Appraisals are compliant to lender requirements and USDA HB-1-3560 Chapter 7 and Attachments. Performed appraisals for estate valuation and/or donation purposes for various types of real estate, including commercial office, industrial, and multifamily assets These engagements were conducted in accordance with the Internal Revenue Service's Real Property Valuation Guidelines, Section 4 48.6 of the Internal Revenue Manual. Rachel B Denton - Statement of Professional Qualifications Page 3 Performed analyses of various real estate asset types subject to USDA 4279-B, Business and Industry Guaranteed Loans, Section 4279 150 guidelines. Conducted various Highest and Best Use Analyses for proposed development sites nationwide Completed an analysis of existing and proposed senior supply of all types of real estate, and conducted various demand and feasibility analyses in order to determine level of need and ultimate highest and best use of the site. Prepared a three-year Asset Management tracking report for a 16-property portfolio in the southern United States. Data points monitored include economic vacancy, levels of concessions, income and operating expense levels, NOI and status of capital projects. Data used to determine these effects on the project's ability to meet its income -dependent obligations Performed various community -wide affordable housing market analyses and needs assessments for communities and counties throughout the Midwest and Western states. Analysis included demographic and demand forecasts, interviews with local stakeholders, surveys of existing and proposed affordable supply, and reconciliation of operations at existing supply versus projected future need for affordable housing. Additional analyses included identification of housing gaps, potential funding sources, and determination of appropriate recommendations These studies are typically used by local, state, and federal agencies in order to assist with housing development and potential financing. Managed a large portfolio of Asset Management reports for a national real estate investor Properties were located throughout the nation, and were diverse in terms of financing, design, tenancy, and size. Information compiled included income and expenses, vacancy, and analysis of property's overall position in the market. Performed appraisals of LIHTC assets for Year 15 purposes: valuations of both the underlying real estate asset and partnership interests have been completed These reports were utilized to assist in potential disposition options for the property, including sale of the asset, buyout of one or more partners, or potential conversion to market rate ADDENDUM C Subject Photos Thotographs of Subject & Neighborhood View of Subject site facing south View of Subject site facing west View of Subject site facing southwest View of Subject site facing south PM". View of Subject site facing southeast View of Subject site facing east View west along Gerald Ford Drive Single-family home north of Subject site Single-family home east of Subject site View east along Gerald Ford Drive Single-family home north of Subject site Vacant land east of Subject Vacant land south of Subject site Condominiums northwest of Subject site Golf Resort west of Subject site Palm Desert Shenff Station west of Subject site Golf Resort west of Subject site Typical retail use west of Subject site ADDENDUM D Exclusive Negotiation Agreement EXCLUSIVE NEGOTIATION AGREEMENT THIS EXCLUSIVE NEGOTIATION AGREEMENT (the "Agreement") is entered into , 2020 ("Reference Date"), by and between the SUCCESOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, (the "SARDA") and The Pacific Group (more info needed). (the "Developer"), on the terms and provisions set forth below. This Agreement supersedes the prior agreement between the parties SARDA AND THE DEVELOPER HEREBY AGREE AS FOLLOWS: I. [§100] Negotiations A. [§101] Good Faith Negotiations SARDA and the Developer, acknowledging that time is of the essence, agree for the Negotiation Period set forth below to negotiate diligently and in good faith The terms and conditions pursuant to which SARDA may dispose of and the Developer may develop a certain 10-acre portion of real property (the "Site"). The Site is more particularly described in Exhibit A, "Legal Description," attached hereto and incorporated herein by reference, and is shown on the "Map of the Site," attached hereto as Exhibit B and incorporated herein by reference. Except as provided below, SARDA agrees, for the period set forth below, not to negotiate with any other person or entity regarding development of the Site or any portion thereof Among the issues to be addressed during the Negotiation Period as defined in §102 are: (1) The terms and conditions of conveyance of the Site to Developer, including the subdivision of the 24 73 acres in to a saleable 10-acre parcel and costs associated with subdivision, (2) sale price for the Site; (3) Developer's affordable housing financing program to develop the Site, (4) design and aesthetic considerations of the development of the Site, including but not limited to configuration of the development, site density, site circulation and access to surrounding properties; (5) all planning and land entitlement processes and requirements; (6) all permitting and environmental reviews and processes. B [§1021 Duration of this Aareement. Effective Date 1 This Agreement (the "Negotiation Period") shall expire on February 26, 2021 2 The SARDA Executive Director may, in their sole discretion, agree to extend the Negotiation Period in their discretion for up to sixty (60) days to allow additional time to come to tentative agreement on the issues described in Section 101, as well as any other relevant issues (the "Extension Period") 3. In the event the Developer has not continued to negotiate diligently and in good faith, SARDA shall give written notice thereof to the Developer who shall then have ten (10) working days to commence negotiating in good faith Following the receipt of such notice and the failure of the Developer to thereafter commence negotiating in good faith within such ten (10) working days, this Agreement may be terminated by SARDA 2 4 This Agreement may be superseded upon mutual approval of a DDA C [§103] Deposit The parties acknowledge and agree that SARDA will expend, and have expended, considerable resources in the negotiation and review of the proposed development of the Site To offset a portion of the staff, legal and other consulting costs that the SARDA will incur during the Negotiation Period and to ensure Developer's commitment to the development of the Site, the Developer shall submit to the SARDA a deposit (the "Deposit") in the amount of twenty thousand dollars ($20,000 00) AS CONSIDERATION FOR SARDA EXPENDITURES IN FURTHERANCE OF THIS AGREEMENT, DEVELOPER ACKNOWLEDGES AND AGREES five thousand dollars ($5,000.00) OF THIS DEPOSIT SHALL BE NONREFUNDABLE By initialing below, Developer provides its assent to such nonrefundable deposit Developer Initials. The remaining fifteen thousand dollars ($15,000 00) of the Deposit shall be hereafter termed the "Refundable Deposit " The Deposit shall be in the form of cash to ensure that the Developer will proceed diligently and in good faith to negotiate and perform all of the Developer's obligations under this Agreement. SARDA shall deposit the cash in an interest -bearing account and such interest, when received by SARDA, shall become part of the Deposit. In the event the Developer has not continued to negotiate diligently and in good faith, SARDA shall give written notice thereof to the Developer who shall then have ten (10) working days to commence negotiating in good faith. Following the receipt of such notice and the failure of the Developer to thereafter commence negotiating in good faith within such ten (10) working days, this Agreement may be terminated by the SARDA In the event of such termination by the SARDA, SARDA shall have the right to retain the Deposit, and neither party shall have any further rights against or liability to the other under this Agreement Upon automatic termination of this Agreement at the expiration of the Negotiation Period or such extension thereof, the Refundable Deposit shall be returned to the Developer, and neither party shall have any further rights against or liability to the other under this Agreement Upon execution of a DDA by the Developer, the Deposit shall be applied toward the Deposit or Purchase Price required under the DDA. If a DDA has been executed by SARDA and the Developer, the DDA shall thereafter govern the rights and obligations of the parties with respect to the development of the Site GAfEcon Development \Wavle ason\IOacre Gerald rad\SAMM ENA Pacific 6rwo 9 30 20 rormalted4oca 3 II. [§200] f1PvnInnmcant Cnnrant A [§2011 Scone of Development The negotiations hereunder shall be based on a development concept that shall include the development on the Site as a single-family residential subdivision Not later than 120 days of the date of execution, the Developer shall do the following: • Perform Due Diligence on the Site (including a Phase 1 environmental study) • Submit a conceptual site plan that includes a project scope, conceptual architecture and site design, parking layout, conceptual landscape plan, along with unit counts and conceptual unit floor plans for the project • Submit a preliminary schedule of a proposed closing and construction timeline • Submit a preliminary pro forma, including affordability details and funding structure B [§2021 f)avadnnar'c Flnrtinnc f)atarminatinnc Stiirliac and Rannrts Upon reasonable notice, as from time -to -time requested by SARDA, the Developer agrees to make oral and written progress reports advising SARDA on all matters and all studies being made by the Developer In the event SARDA and Developer do not enter into a DDA, SARDA may request Developer submit to SARDA copies of all studies and reports prepared for the proposed development of the Site by or for the Developer to the extent the Developer is legally able to do so, and SARDA may request the right to the use and benefit of all such studies and reports III [§300] Sale of the Site The sale price and/or other consideration to be paid by the Developer for the Site under the DDA will be the appraised fair market value of the Site, and will be subject to approval by SARDA Council after public hearings as required by law IV [§400] The Developer A. [§4011 Office of the Develooer The principal office of the Developer is Pacific West Communities 430 E State Street, Ste 100 Eagle, ID 83616 Attn Darren Berberian GAfEcon Development \Wavle ason\IOacre Gerald rad\SAMM ENA Pacific Grwo 9 30 20 rormalted4oca 4 With copy to: Katten Muchin Rosenman LLP 525 W Monroe St Chicago, IL 60661-3693 Attn: David Cohen B [§4021 Members of the Develoner The managing member of the Developer is: Caleb Roope, President C [§403] Full Disclosure The Developer has made full disclosure to SARDA of its principals, officers, major stockholders, major partners, joint venturers, key managerial employees and other associates, and all other material information concerning the Developer and its associates Any significant change in the principals, associates, partners, joint venturers, negotiators, development manager, consultants, professional and directly -involved managerial employees of the Developer shall notify SARDA Executive Director and is subject to the approval of the Executive Director Notwithstanding the foregoing, the Developer reserves the right at its discretion to join and associate with other entities in joint ventures, partnerships or otherwise for the purpose of developing the Site, provided that the Developer retains management and control of such entities and remains fully responsible to SARDA hereunder V. [§500] [Intentionally Left Blank] A [§5011 Full Disclosure The Developer will be required to make and maintain full disclosure to SARDA of its methods of financing to be used in the acquisition and development of the Site. VI. [§600] 4ARIl4'c Pesnnnsihilites A. [§60111 SARDA Assistance and Cooperation SARDA shall cooperate fully in providing the Developer with appropriate information and assistance for development of the Site, including, but not limited to the following • Appraisal of the Site • Provide copy of existing Title Report • SARDA to provide right of access to property for due diligence investigations GAfEcon Development \Wavle ason\IOacre Gerald rad\SAMM ENA Pacific Grwo 9 30 20 FormNted4oca 5 B. [§602] 4A1:2flA and city rnnnrd'c P thhr Hcaarinn A DDA resulting from the negotiations hereunder shall become effective only after and if the DDA has been considered and approved by SARDA's Board of Directors at public hearings called for such purpose. VII. [§700]1 Real Estate Commissions SARDA shall not be liable for any real estate commissions or brokerage fees which may arise herefrom VIII. [§800] Limitations of this Aareement By its execution of this Agreement, SARDA is not committing itself to or agreeing to undertake (1) sale of land, or (2) any other acts or activities requiring the subsequent independent exercise of discretion by SARDA or any department thereof This Agreement does not constitute a disposition of property or exercise of control over property by SARDA. Execution of this Agreement by SARDA is merely an agreement to enter into a period of exclusive negotiations according to the terms hereof, reserving final discretion and approval by SARDA as to any Disposition and Development Agreement and all land decisions in connection therewith. IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY By. Randy Bynder Intenm Executive Director THE PACIFIC GROUP By. Caleb Roope Its: President Attest Reviewed By Grace L Rocha Martin Alvarez Acting City Clerk Economic Development Director APPROVED AS TO FORM By Best Best & Krieger LLP Successor Agency Counsel GAfEcon Development \Wavle ason\IOacre Gerald rad\SAMM ENA Pacific 6rwo 9 30 20 rormalted4oca Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document STATE OF CALIFORNIA COUNTY OF b On . 20_, before me, . Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(les), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document CAPACITY CLAIMED BY SIGNER Individual Corporate Officer Title(s) Partner(s) Attomey-In-Fact Trustee(s) Guardian/Conservator Other Signer is representing: Name Of Person(s) Or Entity(ies) Limited General DESCRIPTION OF ATTACHED DOCUMENT Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above GAfEcon Development \Wavle ason\IOacre Gerald rad\SAMM ENA Pacific 6rwo 9 30 20 rornWted4oca 7 EXHIBIT A DESCRIPTION OF THE SITE A roughly 10-acre parcel with a distinct APN which will be subdivided from the total Site of approximately 24.73 acres, and from the following parcel: APN: A roughly 10 acre portion of 694-310-006 G1Econ Development\Ware otson\Ipure Gerald FQCAS NM ENA Pacific Group 93020 rormartsd4aa ADDENDUM E Legal Description/Site Plan 7 EXHIBIT A DESCRIPTION OF THE SITE A roughly 10-acre parcel with a distinct APN which will be subdivided from the total Site of approximately 24.73 acres, and from the following parcel: APN: A roughly 10 acre portion of 694-310-006 G1Econ Development\Ware otson\Ipure Gerald FQCAS NM ENA Pacific Group 93020 rormartsd4aa REMBRANDT PARKW kY LEGEND 1 UJ x EX. R/W 0 3 0 12' N LL 3 1 E 1 N P.DP V,J DSCAPE EAEMENT 43' EX. C/L ' PROP CURB -- I 1I I I & GUTTER I N I ` l i ll�„ III ,n N lA EX ROW& ( BOUNDARY 1 1 PROP.8' MEANDERING SIDEWALK I II PROP TRIari 1 GATE , I ' - GATE I I 20' 43' FUTURE ROW (BY OTHERS) PROP C/L PROP CURB & GUTTER (TYP) 14' 1 PROP. BUILDING N0 3 16-PLEX (2 STORY) PROP. BUILDING NO. 2 16-PLEX (2 STORY) PROP. BUILDING NO. 1 24-PLEX (2 STORY) 53 FUTURE SIDEWALK (BY OTHERS)(TYP.) FUTURE CURB & GUTTER (BYOTHERS)(TYP.) PROP E/P EX PROJECT BOUNDARY & LOT LINE (TYP ) r PROP. SECONDARY GATED ACCESS IRON FE CPT- — —EXT PROJECTBOUNDARY & uUITLINE _ 7 • II p III III III III III III I I I �4141�4141�41�41�41�4 rUFriEl r- EX. CURB & GUTTER EX. BARRIER CURB - 6%- EXISTING SPOT ELEVATIONS EXISTING CONTOURS / N\ EXISTING EASEMENT DELTA RA FM — c- - IRR — T — s- - n- © Copyright 2021 MSA Consulting. Inc. All Rights Reserved EXISTING CABLE EXISTING IRRIGATION DRAIN LINE EXISTING EASEMENT EXISTING ELECTRIC EXISTING GAS EXISTING IRRIGATION EXISTING LOT LINE EXISTING EDGE OF PAVEMENT EXISTING TELEPHONE EXISTING OVERHEAD TELEPHONE EXISTING RIGHT OF WAY EXISTING SEWER EXISTING SEWER FORCE MAIN EXISTING WATER EXISTING PROJECT BOUNDARY PROPOSED PROJECT BOUNDARY PROPOSED AND EXISTING CENTER LINE PROPOSED CURB PROPOSED EASEMENT PROPOSED LOT LINE PROPOSED RIGHT OF WAY PROPOSED PARKING STALLS ABBREVIATIONS IEJ (N) (S) (w) A.0 AC APN BNDRY C/L C&G E/P ESMT EX MAX MB MIN NO N T.S O/H OS/PP PG P/L PROP PUE. R R-L RAN SF STD TYP UG 110' (EXISTING IMPROVEMENTS) 18' EX. RAISED MEDIAN 1,.ri111,.ri11t11,.ri11 tri 1 SECTION A -A GERALD FORD DRIVE (BALANCED ARTERIAL / PUBLIC ROAD) N T.S PROP. BUILDING NO. 4 21-PLEX (3 STORY) lI - Jr- ll EAST NORTH SOUTH WEST ASPHALT CONCRETE ACREAGE ASSESSORS PARCEL NUMBER BOUNDARY CENTERLINE CURB AND GUTTER EDGE OF PAVEMENT EASEMENT EXISTING MAXIMUM MAP BOOK MINIMUM NUMBER NOT TO SCALE OVERHEAD OPEN SPACE / PARKS PAGE PROPERTY LINE PROPOSED PUBLIC UTILITY EASEMENT RADIUS LOW DENSITY (RESIDENTIAL) RIGHT OF WAY SQUARE FEET STANDARD TYPICAL UNDERGROUND 14' II— --I L — 43' 20' PROP. BUILDING NO. 6 16-PLEX (2 STORY) PROP. BUILDING NO. 5 21-PLEX (3 STORY) PROP ELECTRICAL TRANSFORMER (TYP ) J PROP RETAINING WALL -7 3 v III III III IIIIII IIIIII IIIIII IIrrIII IIIIII IIIIII IIIIII IIIIII EX. BARRIER CURB T3 - -IL 12' 8840810=007 VACANT EX. GENERAL PLAN: TOWN CENTER NEOSHBONNOOD EX. MO{'LnlINO, PLANNED OCIY)EvERCOAL (P.R.) REMBRANDT PARKWAY (FUTURE) pt It� \11 PROP. BUILDING NO. 8 21-PLEX (3 STORY) PROP. BUILDING NO. 9 13-PLEX (2 STORY) Ea PROP TRASH ENCLOSURE (TYP) 18' 1 I I' 19' 1 11' PROP. BUILDING NO 7 21-PLEX (3 STORY) JII 7] G 886-8'08-008 428/98 m030ffp aupag_ EX. GENERAL PLAN, P J &CC RACILOTY / ONCTITLOTCONAL EX. Z•(COOtS123 PUELCP (P) T3 EX. SHERIFF STATION EX. R/W & PROJECT BOUNDARY 20. PROP LANDSCAPE EASEMENT 8' PROP. MEANDERING SIDEWALK ii_ I 1' II II II II II III 11=i HI 11I-11 II II II II III EX. CURB & GUTTER PROP. BUILDING NO. 10 24-PLEX (3 STORY) T3 - PROP BIKE RACK LEASING / CLUBHOUSE EX. PROJECT BOUNDARY & LOT LINE (TYP ) PROP 5' S BALK (1YP ) PROP. BUILDING NO. 11 21-PLEX (3 STORY) PROP. 5 SIDEWALK eTh ti0 �� INDEX MAP N.T.S. r EX. PROJECT BOUNDARY PROP. RETENTION FUTURE SIDEWALK (BY OTHERS)(TYP.) FUTURE ROW .BY OTHERS) 8 840.008 VACANT EX. GENERAL PLAN TOWN CENTER KECIGOCFC%CCOOD EX. MOFOOt�J% PLANKED OCE1I RCOAL (P.R.) FUTURE CURB & GUTTER (BY OTHERS)(TYP.) PROP E/P PROP C/L r PROP CURB & GUTTER (TYP) • ■ \ / PROP. WROUGH V IRON FENCE (TYP ) tx PRCJtO 80DNDA'R5 & LO72RJE Z 7 PROP. BUILDING NO. 14 14-PLEX (2 STORY) PROP TRASH ENCLOSURE (TYP J PROP. ELECTRICAL TRANSFORMER (TYP.) PROP. BUILDING NO 13 21-PLEX (3 STORY) PROP. BUILDING NO. 12 21-PLEX (3 STORY) GERALD FORD DRIVE r ft BLDG NO. 3 J i ..j II III U III-U1111111 U 1 r—I BLDG NO. 4 BLDG NO 7 IIIIIIIIIIi cll1L. BLDG NO 12 APH 894-810-008 F,.lPGLJ 804=810402 BLDG NO 5 BLDG NO 8 BLDG NO 13 BLDG L 1 BLDG. INO 9[ BLDG NO 14 -�� PROP RETAINING WALL REMBRANDT PARKWAY (FUTURE) PROP PROJECT BOUNDARY EX. PROJECT BOUNDARY R/W CREATED BY GRANT DEED &PH 89a481C°CO7 EX. PROJECT BOUNDARY rTO BE ADJUSTED WITH LOT LINE ADJUSTMENT BEFORE FINAL CONSTRUCTION PERMITS ARE PULLED 22 3' PROP BOUNDARY & LOT UNE 804440-008 VACANT EX. CEGOEG3AL PLAPOL TOWN CENTER GOLCOCC[RCHP100011 EX. 20321111G PILARMED C®UGOERCI&L (P.R.) 0' 40' 1 i i ■ 0., 80. SCALE 1"=40' 120' 160' IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA NO. DATE APPLICANT / LAND OWNER: ADDRESS: CONTACT: EXHIBIT PREPARER: ADDRESS: CONTACT: SOURCE OF TOPOGRAPHY: ADDRESS: DATE OF TOPOGRAPHY: TECHNICAL SITE PLAN EXHIBIT DATE: FEBRUARY 12, 2021 DESCRIPTION REVISIONS DATA TABLE PACIFIC WEST COMMUNITIES, INC. 430 EAST STATE STREET, SUITE 100 EAGLE, IDAHO 83616 DARREN BERBERIAN MSA CONSULTING, INC. 34200 BOB HOPE DRIVE RANCHO MIRAGE, CALIFORNIA 92270 PAUL DEPALATIS, AICP INLAND AERIAL SURVEYS, INC. 7117 ARLINGTON AVENUE, SUITE "A" RIVERSIDE, CALIFORNIA 92503 OCTOBER 26, 2016 ASSESSOR'S PARCEL NUMBER: 1694-310-006 TELEPHONE: (208) 461-0022 TELEPHONE: I (760) 320-9811 TELEPHONE: (951) 687-4252 LEGAL DESCRIPTION: PARCEL 1 OF CERTIFICATE OF COMPLIANCE NO. 88-1 RECORDED JUNE 1. 1988 AS INSTRUMENT NO. 1988-146461 LOCATED IN SECTION 32, TOWNSHIP 4 SOUTH, RANGE 6 EAST, SAN BERNARDINO MERIDIAN. LAND USE DESCRIPTION: EXISTING GROSS ACREAGE PROPOSED NET ACREAGE TOTAL BUILDING AREA (GROUND FLOOR AREA) - PROPOSED RESIDENTIAL BUILDINGS (1-14) - PROPOSED FITNESS - PROPOSED LEASING / CLUBHOUSE ACCESS ROADS. HARDSCAPE & PARKING LANDSCAPE & RETENTION AREAS BUILDING DESCRIPTION: RESIDENTIAL BUILDING (BUILDING NO. 9) RESIDENTIAL BUILDING (BUILDING NO. 14) SF 1,109,710 SF 520.257 SF 113.460 SF 108.952 SF 1,287 SF 3,221 SF 212.953 SF 193.844 SF -I RESIDENTIAL BUILDING (BUILDING NO. 2, 3 & 6) RESIDENTIAL BUILDING (BUILDING NO. 4, 5, 7, 8, 11, 12 & 13) RESIDENTIAL BUILDING (BUILDING NO. 1) RESIDENTIAL BUILDING (BUILDING NO. 10) LEASING / CLUBHOUSE AREA (BUILDING NO. 9) FITNESS AREA (BUILDING NO. 9) ONSITE PARKING DATA: PROPOSED RESIDENTIAL BUILDINGS - ONE BEDROOM - TWO BEDROOM - THREE BEDROOM TOTAL TOTAL PARKING REQUIRED TOTAL PARKING PROVIDED ACREAGE 25.48 AC. 11.94 AC. 2.60 AC. 2.50 AC. 0.03 AC. 0.07 AC. 4.89 AC. 4.45 AC. PERCENTAGE 100% 22% 41% 37%, TYPE STORY 13-PLEX 2 STORY 14-PLEX 2 STORY 16-PLEX 2 STORY 21-PLEX 3STORY 24-PLEX 2 STORY 24-PLEX 3 STORY UNIT PARKING RATIO PARKING % 126 UNITS 1.1 STALLS PER UNIT 46% 72 UNITS 1.1 STALLS PER UNIT 27% 72 UNITS 1.1 STALLS PER UNIT 27% 270 UNITS 1.1 STALLS PER UNIT 100% EXISTING ZONING: PLANNED COMMERCIAL (P.R.) PROPOSED ZONING: PLANNED COMMERCIAL (P.R.) EXISTING GENERAL PLAN LAND USE: PROPOSED GENERAL PLAN LAND USE: PUBLIC UTILITY PURVEYORS: ELECTRIC: GAS: TELEPHONE: WATER: CABLE: SEWER: USA: TOWN CENTER NEIGHBORHOOD TOWN CENTER NEIGHBORHOOD SOUTHERN CALIFORNIA EDISON SOUTHERN CALIFORNIA GAS COMPANY FRONTIER COMMUNICATIONS COACHELLA VALLEY WATER DISTRICT SPECTRUM COACHELLA VALLEY WATER DISTRICT UNDERGROUND SERVICE ALERT FEMA FLOOD ZONE DESIGNATION: ZONE "X": AREA OF MINIMAL FLOOD HAZARD 100% AS SHOWN ON RIVERSIDE COUNTY, CALIFORNIA, FLOOD INSURANCE RATE MAPS, COMMUNITY PANEL MAP NUMBER. 06065C1595G EFFECTIVE DATE: AUGUST 28, 2008 LIQUEFACTION: I MODERATE LIQUEFACTION ZONE SCHOOL DISTRICT: I PALM SPRINGS UNIFIED NOTES: COUNT 139 STALLS 80 STALLS 80 STALLS 299 STALLS 299 STALLS 410 STALLS (760) 324-4991 (877) 238-0092 (800) 921-8101 (760) 398-2651 (877) 719-3278 (760) 398-2651 (800) 227-2600 1. THIS MAP DOES NOT INCLUDE THE ENTIRE CONTIGUOUS OWNERSHIP OF THE LAND DIVIDER. 2 THERE ARE NO EXISTING DWELLINGS, BUILDINGS, OR OTHER STRUCTURES KNOWN ON THIS PROPERTY. MONTERFY A VFNI lE ti � Ir1{5 Ir 044 VICINITY MAP NTS _J_���� , L 1 --�f GERALD &RD DRIVE FRANK SINATRA 5 0 a CITY OF PALM DESERT DRIVE SITE PLAN CREATED BY: AO ACHITECTS Architecture. Design. Relationships. COOK STREET IN COLLABORATION WITH: MSA CONSULTING, INC. > PLANNING > CIVIL ENGINEERING > LAND SURVEYING 34200 Bob Hope Drive. Rancho Mirage, CA 92270 760.320 9811 msaconsultinginc.com R \2619\Acad\Planning\Site Plon\2619 Technical Site Plan dwg. 2/12/2021 8 50:22 AM. dgallerani, NASA Consulting, Inc cowwnm1lE2 cow (/)MEC(if; frvEl cowwnmilE2 cow ME21 /. ME Vitalia Apartments Gerald Ford Drive, west of Portola Drive Palm Desert, California Co) Acj