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HomeMy WebLinkAboutRes No 1188PLANNING COMMISSION RESOLUTION NO. 1188 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A TWO LOT PARCEL MAP AND RECOMMENDING TO CITY COUNCIL APPROVAL OF A DEVELOPMENT AGREEMENT RELATIVE TO A 180 UNIT CONGREGATE CARE AND 59 BED SKILLED NURSING SENIOR HOUSING PROJECT. CASE NO: PM 21895 & DA 86-8 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 7th day of October and continued hearing on November 4, 1986, hold a duly noticed public hearing to consider a request by CHARTER COMMUNITIES INC. for approval of a two lot parcel map and development agreement concerning management and affordable housing requirements for a 180 bed congregate care and 59 bed skilled nursing senior housing project on 10.36 acres on the east side of Monterey Avenue, 600 feet north of San Gorgonio Way. WHEREAS, said application has complied with the requirements of the "City of Palm Desert Procedures for Implementation of the California Environmental Quality Act, Resolution No. 80-89", in that the director of community develop- ment has determined that the project has been previously assessed and a negative declaration approved. WHEREAS, at said public hearing upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, said planning commission did find the following facts to exit to justify the approval of said parcel map and development agreement. PARCEL MAP: 1. The proposed map, it's design and improvements are consistent with the State Subdivision Map Act, Palm Desert Subdivision and Zoning Ordinance and the General Plan. 2. The design of the subdivision will not result in environmental damage, injure fish or wildlife, degrade water quality or create public health problems. 3. The map will not conflict with public easements. DEVELOPMENT AGREEMENT: 1. The agreement implements affordable senior housing goals of the General Plan Housing Element and Palma Village Specific Plan. 2. The agreement is consistent with Section 25.37 of the Palm Desert Zoning Ordinance and 65864 of the State Planning and Zoning Law. NOW, THEREFORE, BE IT RESOLVED by the Planning Commission of the City of Palm Desert. California, as follows: PLANNING COMMISSION RESOLUTION NO. 1188 1. That the above recitations are true and correct and constitute the findings of the commission in this case. 2. That PM 21895 is hereby approved. 3. That DA 86-8 is recommended for approval to city council. PASSED, APPROVED and ADOPTED at a regular meeting of the Palm Desert Planning Commission, held on this 4th day of November, 1986, by the following vote, to wit: AYES: DOWNS, ERWOOD, RICHARDS, WHITLOCK, AND CRITES NOES: NONE ABSENT: NONE ABSTAIN: NONE ATTEST: tF"'�La}77 RAMON A. DIAZ, Secreta /dlg 2 D CRITES, Chairman PLANNING COMMISSION RESOLUTION NO. 1188 CONDITIONS OF APPROVAL PM 21895 a DA 86-8 Department of Community Development: 1. All conditions of PP 85-5 shall apply. Department of Public Works: 1. All private driveways and parking lots shall be inspected by the engineering department and a standard inspection fee shall be paid prior to grading permit issuance. 2. Complete parcel map shall be submitted as required by ordinance to the director of public works for checking and approval before issuance of any permits. 3. Any and all off -site improvements shall be preceded by the approval of plans and the issuance of valid encroachment permit(s) by the department of public works. 4. A complete preliminary soils investigation, conducted by a registered soils engineer, shall be submitted to and approved by the department of public works prior to issuance of the grading permits. 5. All conditions of approval for PP 85-5 shall be applicable to this project. 3 DJE11/4/10/30/86 RESOLUTION NO. 1188 CITY OF PALM DESERT DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT is entered into as of this day of , 1986, by and among the CITY OF PALM DESERT, a municipal corporation organized and existing under the laws of the State of California ("CITY"); and JOYCE P. McALLISTER, an individual ("PROPERTY OWNER") and CHARTER COMMUNITIES ("CHARTER"). RECITALS: THIS DEVELOPMENT AGREEMENT (hereinafter sometimes referred to as this "AGREEMENT") is entered into on the basis of the following facts, understandings and intentions of the parties: A. CITY is an incorporated general law city existing under the laws of the State of California. B. Government Code, Sections 65864-65869.5, authorize CITY to enter into binding development agreements for the development of real property within its jurisdiction with persons having legal or equitable interests in such real property. C. As of the execution of this AGREEMENT, PROPERTY OWNER is the owner of the real property located within the CITY OF PALM DESERT, more particularly described in Exhibit A attached hereto, which real property is hereinafter -1- DJE11/4/10/30/86 referred to as the "PROPERTY". In addition, PROPERTY OWNER has equitable interests in the PROPERTY as of the execution of this AGREEMENT. D. As of the execution of this AGREEMENT, CHARTER has equitable interests in the PROPERTY. E. PROPERTY OWNER and CHARTER, acting as agent for PROPERTY OWNER in connection with this AGREEMENT and matters related thereto, intend to construct on the PROPERTY a 239 unit senior citizen housing project on 10.36 acres located on the east side of Monterey Avenue, 600 feet north of San Gorgonio Way (the "PROJECT"). F. PROPERTY OWNER has been conditionally granted permission by CITY to construct the PROJECT by Precise Plan/Amended Conditional Use Permit 85-5 and Change of Zone 85-4. G. CITY desires to obtain the binding agreement of PROPERTY OWNER and CHARTER to proceed with development of the PROJECT under the above set forth applications in accordance with the conditions and terms set forth in each of said applications and PROPERTY OWNER and CHARTER desire to obtain the binding agreement of CITY that CITY will permit PROPERTY OWNER and CHARTER to construct, develop, use and operate the PROJECT in accordance with this DEVELOPMENT AGREEMENT, the aforementioned approvals and the CITY's rules, regulations and official policies governing permitted -2- DJE11/4/10/30/86 land uses, density, design, improvement, constructions standards and specifications in force on the effective date of this AGREEMENT and without requiring PROPERTY OWNER and/or CHARTER to dedicate property or construct public improvements or make financial contributions to the CITY in lieu of public improvements, except as expressly set forth in this AGREEMENT and as may be contained in any of the approvals referred to in Recital F hereof. H. PROPERTY OWNER and CHARTER have applied to the CITY, pursuant to Government Code, Sections 65864-65869.5, for approval of this DEVELOPMENT AGREEMENT. The CITY's Planning Commission and City Council have given notice of hearings on this DEVELOPMENT AGREEMENT, have conducted public hearings hereon pursuant to Government Code, Section 65867, and have found the provisions of this DEVELOPMENT AGREEMENT to be consistent with the CITY' s General Plan. I. PROPERTY OWNER and CHARTER desire to enter into this DEVELOPMENT AGREEMENT to give assurance to PROPERTY OWNER and CHARTER, upon which PROPERTY OWNER and CHARTER can rely, that PROPERTY OWNER and CHARTER can develop the PROJECT in accordance with the foregoing recited approvals and pursuant to the terms and provisions of this DEVELOPMENT AGREEMENT. J. On 1986, the City Council adopted its Ordinance No. , authorizing and approving -3- DJE11/4/10/30/86 this DEVELOPMENT AGREEMENT. Said Ordinance will become effective on NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and other good and valuable consideration, receipt of which is hereby acknowledged, the parties do hereby agree as follows: 1. Definitions. In this AGREEMENT, unless the context otherwise requires: A. CITY is the City of Palm Desert. B. PROJECT is the development approved by the CITY by Precise Plan No. 85-5 and Planning Commission Resolution 1155, consisting of a 239 unit senior citizen housing project on 10.36 acres located on the east side of Monterey Avenue, 600 feet north of San Gorgonio Way. C. PROPERTY OWNER means JOYCE P. McALLISTER who has legal and equitable interests in the REAL PROPERTY as described in Exhibit A attached hereto and includes the PROPERTY OWNER's successors in interest. D. CHARTER means CHARTER COMMUNITIES which has equitable interests in the REAL PROPERTY as described in Exhibit A attached hereto and includes CHARTER's successors in interest. E. REAL PROPERTY is the REAL PROPERTY referred DJE11/4/10/30/86 to in Exhibit A attached hereto and made a part hereof by this reference. F. PURCHASE AGREEMENT is that agreement between PROPERTY OWNER and CHARTER dated January 10, 1986, as subsequently modified and amended, pursuant to which CHARTER has the right to acquire the REAL PROPERTY. G. "Senior Citizen Household" shall mean maximum two (2) person household of which each member is 62 years of age or older. 2. PROPERTY OWNER represents to the CITY that she owns the PROPERTY in fee as of the date of execution of this AGREEMENT. 3. This DEVELOPMENT AGREEMENT and the obligations of the parties hereunder shall be effective as of the effective date of said Ordinance No. 4. This AGREEMENT, and all the terms and conditions hereof, shall be binding upon and inure to the benefit of the parties and their respective assigns, heirs and/or other successors in interest. 5. The parties acknowledge that, in entering into and performing this AGREEMENT, PROPERTY OWNER is acting as an independent entity and contractor and not as an agent of the CITY in any respect. 6. All the approvals contained in Change of Zone -5- DJE11/4/10/30/86 85-4, Precise Plan 85-5 and Application for Amended Conditions Use Permit No. PP 85-5 for all uses permitted under the R-1 Senior Housing Overlay Zone, as set forth in Section 25.52 of the Zoning Ordinance of the CITY (whether such section has or has not been formally adopted and whether such uses are permitted or excluded under such section), subject to the conditions set forth in Planning Commission Resolution No. 1155 are hereby approved by the CITY and shall be an integral part of this AGREEMENT. 7. Development and construction of the PROJECT shall take place as follows: A. Beginning Construction. PROPERTY OWNER agrees to begin construction of the PROJECT within one (1) year after the execution of this AGREEMENT, provided that all necessary permits, approvals and financing are obtained. B. Completion of Project. PROPERTY OWNER agrees to diligently prosecute to completion the construction of the PROJECT and to complete construction within three (3) years after the actual construction begins, subject to delays reasonably beyond PROPERTY OWNER' s control. C. Certificates of Occupancy. Promptly after completion of the PROJECT in compliance with building and safety regulations and upon PROPERTY -6- DJE11/4/10/30/86 OWNER's request, the CITY shall provide the PROPERTY OWNER with a certificate, or certificates if applicable, of occupancy therefor. 8. CITY will issue to PROPERTY OWNER, upon PROPERTY OWNER's application therefor, all necessary final development permits, building permits, occupancy certificates and other required permits for the development, construction, use and occupancy of the PROJECT, subject to (i) compliance with this DEVELOPMENT AGREEMENT and the CITY's Code requirements for final development permits and Building Code requirements in force as of the effective date of this DEVELOPMENT AGREEMENT, and (ii) payment of the CITY's usual and customary fees and charges for such applications, permits and certificates, and other similar fees and charges applicable generally throughout the CITY to the same activity. 9. PROPERTY OWNER agrees to and shall hold CITY, its officers, agents, employees and representatives, harmless from liability for damage or claims for damage for personal injury, including death, and claims for property damage which may arise from the direct or indirect operations of PROPERTY OWNER or its contractors, subcontractors, agents, employees or other persons acting on its behalf in relation to PROPERTY OWNER's construction. This hold harmless agreement applies to all such damages and claims for damages -7- DJE11/4/10/30/86 suffered or alleged to have been suffered by reason of the operations referred to in this paragraph, regardless of whether or not CITY prepared, supplied or approved plans or specifications, or both, and regardless of whether or not insurance policies are applicable. 10. PROPERTY OWNER shall maintain public liability insurance throughout the term of this AGREEMENT in amounts reasonably calculated by PROPERTY OWNER and the CITY to be sufficient for the size of the PROJECT. 11. The provisions of this paragraph 11 shall apply in the event of any initiative, referendum or any court or administrative action or proceeding is brought by any person to challenge the approvals referred to .in Recital F hereof, this DEVELOPMENT AGREEMENT and/or any final development permit, building permit or other permit or approval required from CITY or any other governmental entity for construction, use or occupancy of the PROJECT or any portion thereof and without regard to whether or not PROPERTY OWNER and/or CHARTER are parties thereto. A. In the event of such action or proceeding, PROPERTY OWNER and CHARTER shall have the right to continue with any portion of the PROJECT not challenged in such action or proceeding or to terminate this AGREEMENT as to any portion of the PROJECT or to terminate this AGREEMENT. Any such -8- DJE11/4/10/30/86 action by PROPERTY OWNER and/or CHARTER shall take effect thirty (30) days after notice in writing to CITY given at any time during the pendency of such action or proceeding or within ninety (90) days of the final determination thereof, irrespective of the nature of such determination. Any such partial termination of this AGREEMENT shall not affect PROPERTY OWNER and/or CHARTER's rights under this AGREEMENT with respect to the balance of the PROJECT. The CITY shall execute, deliver and record such documents as may be necessary to evidence any termination. In the event this AGREEMENT is terminated as provided herein, any fees previously paid by PROPERTY OWNER or CHARTER in connection with this AGREEMENT or the PROJECT to the CITY or any other public entity shall be immediately refunded. In the event that this AGREEMENT is terminated as to a portion of the PROJECT as provided herein, any fees previously paid by PROPERTY OWNER or CHARTER in connection with that portion of the PROJECT so terminated to the CITY or any other public entity shall be immediately refunded. B. PROPERTY OWNER and/or CHARTER shall not be obligated during the pendency of any such action -9- DJE11/4/10/30/86 or proceeding, under any provision of this DEVELOPMENT AGREEMENT and the approvals referred to in Recital F hereof, to (i) do any act required hereunder or in the proceedings referred to in Recital F hereof; (ii) apply for a final development permit or building permit, (iii) commence construction, or (iv) proceed with construction previously commenced. The time during which said action or proceeding is pending shall be disregarded for purposes of determining the term of this DEVELOPMENT AGREEMENT and the periods of time within which PROPERTY OWNER and CHARTER are required to commence or to complete construction of all or any portion of the PROJECT but, unless enjoined, no such action or proceeding shall excuse CITY from it its obligations under this AGREEMENT. 12. The rules, regulations and official policies governing the PROJECT, the permitted uses of the PROPERTY, the density of said uses, and the design, improvement and construction standards and specifications applicable to development of the PROPERTY and construction of the PROJECT shall be those rules, regulations and official policies of CITY in force as of the effective date of this AGREEMENT. The CITY will not do any act, adopt any official policy or -10- DJE11/4/10/30/86 enact any rule, regulation or ordinance which will impede or prevent development and construction of the PROJECT in accordance with approvals granted in Change of Zone 85-4 and Precise Plan 85-5. Notwithstanding the foregoing: (1) nothing herein shall prevent CITY in subsequent actions applicable to the PROPERTY from applying new rules, regulations and policies, generally applicable throughout CITY to similar properties not in conflict with such rules, regulations and policies applicable to the PROPERTY On the effective date hereof, and not inconsistent with the purposes, or with any of the terms or conditions of this DEVELOPMENT AGREEMENT; and (2) nothing herein shall prevent CITY from requiring compliance with CITY's fire codes and ordinances, and CITY's health and safety codes and ordinances, in effect from time to time, to the same extent and on the same terms and conditions as is required of similar buildings and properties within the CITY. This DEVELOPMENT AGREEMENT shall be applicable to the PROJECT and shall not prevent the CITY from denying or from conditionally approving any development application for any different subsequent project on the basis of existing or new rules, regulations and policies. 13. CITY shall review this AGREEMENT at least once during every six (6) month period following the effective date hereof, in accordance with Government Code, Section -11- DJE11/4/10/30/86 65865.1. During each periodic review by the CITY, PROPERTY OWNER shall be required to demonstrate, and hereby agrees to furnish, such evidence of good faith compliance with the terms hereof as CITY may reasonably require. Good faith compliance shall be deemed demonstrated by evidence that PROPERTY OWNER has timely commenced and prosecuted development and construction of the PROJECT and that PROPERTY OWNER has performed her agreements under Paragraphs 8 and 10.C. hereof. 14. PROPERTY OWNER agrees that approval of the PROJECT is subject to the terms and conditions of this paragraph. A. Section 25.25.020 of the Palm Desert Zoning Ordinance requires developers of senior housing under the Senior Housing Overlay to provide for housing affordable by very low, lower and moderate income senior households equivalent to 25% of the units within the project. For purposes of this AGREEMENT, th number of units within the PROJECT shall be equal to the number of congregate care units (180) plus half the number of skilled nursing beds (59 divided by 2 equals 29.5) for a total of 209.5. Therefore, provision must be made for 52.375 affordable units (209.5 times .25 equals 52.375). B. For satisfaction of this requirement, CHARTER -12- DJE11/4/10/30/86 COMMUNITIES shall pay an in -lieu fee of Eight Thousand Eight Hundred Dollars ($8,880.00) per unit totaling Four Hundred Sixty Thousand Nine Hundred Dollars ($460,900.00) to the CITY OF PALM DESERT prior to the issuance of building permits for the project. These fees shall be used to implement the goals and programs contained within the CITY's General Plan Housing Element and the Palma Village Specific Plan concerning the construction of affordable senior housing within five (5) years of the date hereof. C. The PROPERTY OWNER shall not discriminate on the basis of race, creed, sex or national origin. 15. In the event modification of this AGREEMENT is desired by a lender to accommodate financing of any portion of the PROJECT, PROPERTY OWNER and CITY will cooperate in accommodating such lender. Except as expressly to the contrary provided in Paragraph 11.A., this AGREEMENT may be amended or cancelled in whole or in part only by mutual consent of the parties and only in the manner provided for in Government Code, Section 65868. 16. Unless amended, cancelled or terminated as provided in Paragraphs 11.A. or 15. hereinabove, and subject to all provisions of Paragraph 15. hereinabove, this AGREEMENT shall be enforceable according to its terms, DJE11/4/10/30/86 notwithstanding any change in CITY's applicable general or specific plans, zoning, subdivision or building regulations which alters or amends CITY's rules, regulations or policies governing permitted uses of the PROPERTY, density, design, improvement and construction standards and specifications. 17. A. PROPERTY OWNER shall be in default under this AGREEMENT only upon a finding and determination by CITY made after periodic review Section 65865.1, and basis of substantial as provided for in Government Code, Paragraph 13 hereinabove, and on the evidence, that PROPERTY OWNER has not complied in good faith with the terms and conditions of this DEVELOPMENT AGREEMENT. PROPERTY OWNER shall not be excused from performance hereunder because of any failure of performance by any third party, nor by adoption of any law or any other governmental activity (unless the same be in violation of this AGREEMENT) which makes performance by PROPERTY OWNER unprofitable, more difficult or more expensive; provided, however, the time for PROPERTY OWNER's performance of any act required to be performed hereunder or under any of the proceedings referred to in Recital F hereof and the term of this DEVELOPMENT AGREEMENT shall be extended by the time PROPERTY OWNER awaits the results of any initiative or referendum; approval of applications to the CITY for final development permits and other permits required to commence construction of any phase of the DJE11/4/10/30/86 PROJECT or PROPERTY OWNER is delayed in performance by labor disputes, lawsuits, strikes, lockouts, inability to obtain materials, acts of governmental entities referred to in Paragraph 20 hereof, war, weather and the like. B. In the event of default by PROPERTY OWNER, and during the continuation of such default, CITY, as its sole remedy, may terminate or the parties may modify this AGREEMENT, in whole or in part, all in accordance with Government Code, Section 65865.1. CITY's failure to modify or terminate this AGREEMENT after a finding of PROPERTY OWNER's default pursuant to Subsection A of this Paragraph 17 shall not constitute a waiver of such default by CITY during the continuation of such default. Termination of this AGREEMENT shall operate prospectively only and shall not affect any permit theretofore granted PROPERTY OWNER or any constitutionally vested right theretofore acquired by PROPERTY OWNER. No lender having a lien on any portion of the PROPERTY shall have its rights affected or prejudiced in any way by any termination or modification of this AGREEMENT and no such termination or modification shall be effective to adversely affect such lender or its rights. 18. In the event of alleged default or breach of any terms or conditions of this DEVELOPMENT AGREEMENT, the party alleging such default or breach shall give the other party not less than thirty (30) days' notice in writing (the -15- DJE11/4/10/30/86 "first notice") specifying the nature of the alleged default and the manner in which such default may be satisfactorily cured. During any such thirty (30) day period, the party charged may commence and thereafter diligently proceed to cure such default. In such event, the party charged shall not be considered in default or breach for purposes of modification or termination, institution of legal proceedings, or denial of issuance of any permit. If such default shall continue after notice and expiration of said thirty (30) day period, the other party to this AGREEMENT, at its option, and during the continuation of such default, may institute legal proceedings pursuant to this AGREEMENT or give notice of intent to terminate this AGREEMENT pursuant to California Government Code, Section 65868, and regulations of the CITY implementing said Government Code section. Following notice of intent to terminate, the matter shall be scheduled for consideration and review by the City Council within thirty (30) days thereafter in the manner forth in Government Code, Sections 65865, 65867 and 65868, and any CITY regulations implementing said sections to the extent not inconsistent with said Government Code sections. If, after such consideration and review, the City Council, on the basis of substantial evidence, rules that the default or breach specified in the first notice has not been cured, then the -16- DJE11/4/10/30/86 CITY may act pursuant to Paragraph 17.B. hereof. 19. If a legal action or proceeding is brought by any party because of default under this DEVELOPMENT AGREEMENT, or to enforce a provision hereof or for declaratory relief, the prevailing party therein shall be entitled, in addition to any other relief, to recover reasonable attorneys' fees and court costs from the losing party as determined by the court in which said action or proceeding is pending. 20. In the event that any state or federal law or regulation enacted or adopted after the date of this DEVELOPMENT AGREEMENT, or other action of any governmental entity not under the control of CITY, shall prevent or preclude compliance with any of the provisions hereof, such provisions shall be modified or suspended only to the extent and for the time necessary to achieve compliance with said law, regulation or other governmental action, and the remaining provisions of this AGREEMENT shall be in full force and effect; provided, however, the contractual doctrines of impossibility and commercial frustration shall apply. Upon repeal of said law, regulation or other governmental action or occurrence of other circumstances removing the effect thereof upon this AGREEMENT, the provisions hereof shall be restored to their full original effect. 21. The CITY acknowledges that PROPERTY OWNER will DJE11/4/10/30/86 rely upon the approvals referred to in Recital F hereof and this DEVELOPMENT AGREEMENT; that PROPERTY OWNER will have expended time, labor, money and materials to plan, develop and construct the PROJECT in exercise of that reliance and that PROPERTY OWNER will be materially damaged by any act of the CITY which prevents or delays PROPERTY OWNER's ability to construct the PROJECT in accordance with such approvals. 22. PROPERTY OWNER shall have the right to sell, assign or transfer this DEVELOPMENT AGREEMENT or any or all of its rights and duties hereunder to any person, firm or corporation at any time during the term of this DEVELOPMENT AGREEMENT, subject to the prior written consent of the CITY, which consent will not be unreasonably withheld. The notice and hearing procedures of Government Code, Sections 65864 through 65869.5, shall not apply to such consent. PROPERTY OWNER shall cause any buyer, assignee or transferee to assume PROPERTY OWNER's duties hereunder with respect to the portion of the PROPERTY or the PROJECT assigned, transferred or sold; provided, however, in the event PROPERTY OWNER does not seek a release hereunder, assumption shall not be required as a condition of sale, assignment or transfer. Notwithstanding anything inferrable herein to the contrary, no person acquiring title to all or any part of the PROPERTY by foreclosure, or deed in lieu thereof, shall be required to assume obligations hereunder. -18- DJE11/4/10/30/86 23. It is intended and determined that the provisions of this AGREEMENT shall constitute covenants which shall run with the PROPERTY. 24. The provisions of this DEVELOPMENT AGREEMENT are severable. If any word, phrase, sentence, paragraph or provision of this DEVELOPMENT AGREEMENT is determined by a court having jurisdiction to be inoperable, invalid, unenforceable, illegal or otherwise contrary to law, the provisions of Paragraph 11.A. shall apply and this DEVELOPMENT AGREEMENT may otherwise be enforced as if such phrase, sentence, paragraph or provision did not appear herein. In the event of any inconsistency among the express terms of this DEVELOPMENT AGREEMENT, the CITY's General Plan, Zoning Ordinances, the approvals referred to in Recital F hereof or the CITY's rules, regulations and official policies, the express terms of this DEVELOPMENT AGREEMENT shall control. 25. All notices required or provided for under this AGREEMENT shall be in writing, shall be delivered in person or by certified mail, postage prepaid, addressed to the parties as follows: CITY: City of Palm Desert 73-510 Fred Waring Drive Post Office Box 1977 Palm Desert, CA. 92261 with a copy to: DAVID J. ERWIN Best, Best & Krieger 74-090 El Paseo • Post Office Box 789 Palm Desert, CA. 92261 -19- DJE11/4/10/30/86 • PROPERTY OWNER: CHARTER: with a copy to: Ms. JOYCE P. McALLISTER CHARTER COMMUNITIES 3990 Old Town Avenue Suite 200A San Diego, CA. 92110 Attn: Norman J. Reynolds RICHARD F. DAVIS Memel, Jacobs & Ellsworth 1801 Century Park East Los Angeles, CA. 90067 The place to which notice may be sent may be modified from time to time upon written notice to that effect. 26. This AGREEMENT shall expire on December 1, 2016; provided, however, notwithstanding the foregoing, if PROPERTY OWNER satisfies her obligations pursuant to Paragraph 14 by making the payments required therein, this AGREEMENT shall terminate on the later of the making of such payments or the issuance of certificates of occupancy for all buildings which comprise the PROJECT. After expiration or full satisfaction, the parties shall execute an appropriate certificate of termination which shall be recorded in the official records of Riverside County. 27. A. As used in this AGREEMENT, and as the context may require, the singular includes the plural and vice versa, and the masculine gender includes the feminine and neuter and vice versa and a reference to "person" includes firms and corporations. DJE11/4/10/30/86 B. Upon execution of this AGREEMENT, CITY shall promptly arrange for its recordation as provided in Government Code, Section 65868.5. C. The parties shall cooperate in performance of this AGREEMENT and shall, upon request, execute and deliver all documents appropriate to carry out the provisions, purposes and intent of this AGREEMENT. D. For convenience, the parties may execute and acknowledge this AGREEMENT on separate signature pages which, when attached hereto, shall constitute this as one (1) complete AGREEMENT. IN WITNESS WHEREOF, this DEVELOPMENT AGREEMENT has been executed by the parties as of the day and year first above written. CITY OF PALM DESERT By RICHARD KELLY, Mayor JOYCE P. McALLISTER CITY APPROVED AS TO FORM: BEST, BEST & KRIEGER PROPERTY OWNER CHARTER COMMUNITIES By By DAVID J. ERWIN Attorneys for CITY "CHARTER" APPROVED AS TO FORM: MEMEL, JACOBS & ELLSWORTH By RICHARD F. DAVIS Attorneys for "CHARTER"