HomeMy WebLinkAboutRDA RES 581RESOLUTION NO. 581
A RESOLUTION OF THE PALM DESERT REDEVELOPMENT
AGENCY APPROVING A DELECATION AND CONVEYANCE
AGREEMENT BETWEEN THE AGENCY AND CITY OF PALM
DESERT
THE PALM DESERT REDEVELOPMENT AGENCY HEREBY FINDS,
DETERMINES, RESOLVES AND ORDERS AS FOLLOWS:
Section l. The Palm Desert Redevelopment Agency (the "Agency") is a duly
constituted redevelopment agency under the laws of the State of California and pursuant to such
laws is responsible for the administration of redevelopment activities within the City of Palm
Desert ("City").
Section 2. Pursuant to the Community Redevelopment Law (California Health and
Safety Code Section 33000, et s�.) (the "Redevelopment Law"), the Agency is undertaking a
program to redevelop its redevelopment project areas known as Project Area No. 1, Project Area
No. 2, Project Area No. 3, and Project Area No. 4(each individually, a"Project Area"; and
collectively, the "Project Areas").
Section 3. Pursuant to Section 33205 of the Redevelopment Law, a redevelopment
agency is authorized to delegate to a community any of the powers or functions of the agency
with respect to the planning or undertaking of a redevelopment project in the area in which such
community is authorized to act, and such community is authorized to carry out or perfonn such
powers or functions for the redevelopment agency.
Section 4. Pursuant to Section 33220(g) of the Redevelopment Law, any public
entity, for the purpose of aiding and co-operating in the planning, undertaking, construction, or
operation of redevelopment projects located within the area in which such public entity is
authorized to act, may, with or without consideration, acquire land in a project area from a
redevelopment agency for redevelopment in accordance with the redevelopment plan for such
project area.
Section 5. Pursuant to Section 33220(e) of the Redevelopment Law, a redevelopment
agency may enter into agreements with any public entity respecting any action to be taken
pursuant to any of the powers granted by the Redevelopment Law or any other law (and such
ageement may extend over any period, notwithstanding any law to the contrary).
Section 6. Pursuant to Section 33430 of the Redevelopment Law, a redevelopment
agency may, within the survey area or for purposes of redevelopment, sell, transfer, assign or
otherwise dispose of any real or personal property or any interest in property.
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RESOLUTION NO. 581
Section 7. The Agency owns the fee interest in each of the real properties (each ..,
individually, a"Property"; and collectively, the "Properties") described in Exhibit A of the
Delegation and Conveyance Agreement attached hereto as Exhibit 1 and incorporated herein by
reference (the "AgreemenY').
Section 8. The City of Palm Desert ("City") desires to aid, and cooperate with, the
Agency in the planning, undertaking, construction and operation of redevelopment projects, and
in that regard the Agency has determined to convey the Properties to the City and to delegate to
the City the powers and functions of the Agency with respect to the planning and undertaking of
redevelopment projects in accordance with the Redevelopment Plans, and the City has
determined to accept the conveyance of the Properties and the Agency's delegation of its powers
and functions and in that regard, the Agency and City wish to enter into the Agreement.
Section 9. On February 24, 2011, the Agency held a duly-noticed public hearing
regarding the Agreement.
Section 10. The Agency hereby finds that it can be seen with certainty that there is no
possibility that the approval of the Agreement may have a significant effect on the environment.
The approval of the Agreement does not authorize construction and will not result in a direct or
indirect physical change in the environment. The Agreement provides that prior to
commencement of work on any redevelopment project, all necessary review required by the
California Environmental Quality Act ("CEQA") shall be completed. The adoption of this
Resolution and approval of the Agreement is therefore exempt from the environmental review .�.
requirements of CEQA pursuant to Section 15061(b)(3) of Title 14 of the California Code of
Regulations. Staff is hereby directed to file a Notice of Exemption with the County Clerk within
five days of the adoption of this Resolution pursuant to Section 15062 of Title 14 of the
California Code of Regulations.
Section 11. The Agreement is hereby approved in the form attached hereto as Exhibit
1 and the Executive Director, the Chair of the Agency, or any other officer of the Agency
designated by them in writing (each, an"Authorized Officer") is hereby authorized, acting
singly, to execute and deliver the Agreement in substantially said form with such changes therein
as the Authorized Officer executing the same may approve (such approval to be conclusively
evidenced by the execution and delivery thereo fl.
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RESOLUTION NO. 581
Section 12. The officers of the Agency are herby authorized and directed, jointly and
severally, to do any and all things and to execute and deliver any and all documents, and, if
appropriate, record documents, which they may deem necessary or advisable in order to
effectuate tlle purposes of this Resolution, and any such actions previously taken by such officers
are hereby ratified and confinned.
APPROVED AND ADOPTED this 24th day of February , 2011.
AYES: FINERTY, HARNIK, KROONEN, SPIEGEL, and BENSON
NOES: NONE
ABSENT: NONE
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YALM DESERT RIDEVELOPNENT AGENCY
RESOLUTION NO. 581
EXHIBIT 1
Delegation and Convcyance Agreement
�
Exhibit 1
P6402-0001\1327634v1.doc
RESOLUTION NO. 581
Contrac.t No. R30610
DELEGATION AND CONVI;YANCE ACRFT;MENT
'I'his I)t;I,I;GA"I'ION AND CONVt;YANC'l; ACiRI:f:MI?N'I' (this "A�rccmcnt"), datcd
as ol� , 201 1(thc "F,ftectivc Datc") is cntcrcci into by anci bctwccn thc PnLM
DESER"1' Ri;D};VF,I,OPMEN'I' AGF,NCY, a pubfic body, corpc�ratc ancl politic (thc "�lgcnc;y"),
and the CI"1�Y 01� PALM DESC;R"r, a 111U111C1��� COI'f�01'£111011 �IIIC "C'ily").
RECITALS
A. Pursuant to the Community Redevelopment Law (California llealth and Safety
Code Section 33000, et seq.) (the "Redevelopment Law"), the Agency is undertaking a program
for the redevelopment of biighted areas in the City.
B. Redevelopment Plans (each indivic�ually, a"Redevelopment Plan"; and
coilectively, the "Kedevelopment Plans") for four redevelopment project areas known as Project
Are� No. 1, As Amended, Project Area No. 2, Project Area No. 3 and Project Area No. 4(each
individually, a"Project Area"; and collectively, the "Project Areas") have been duly approved
and adopted by the City.
C. Pursuant to Section 33205 of the Redevelopment Law, a redevelopment agency is
authorized to delegate to a community any of the powers or functions of the agency with respect
to the planning or undertaking of a redevelopment project in the area in which such community
is authorized to act, and such community is authorized to can•y out or perform such powers or
fi�nctions For the redevelopment agency.
D. Pursuant to Section 33220(g) of the Redevelopment Law, any public entity, for
the purpose of aiding and co-operating in the planning, undertaking, construction, or operation of
redevelopinent projects located within the area in which such public entity is authorized to act,
may, with or without consideration, acquire land in a project area from a redevelopment agency
for redevelopment in accordance with the redevelopment plan for such project area.
E. Pursuant to Section 33220(e) of the Redevelopment Law, a redevelopinent agency
may enter into agreements with any public entity respecting any action to be taken pursuant to
any of the powers granted by the Redevelopment Law or any other law (and such agreement may
extend over any period, notwithstanding any law to the contrary).
F. Pursuant to Section 33430 of the Redevelopment Law, a redevelopment agency
may, within the survey area or for purposes of redevelopment, sell, transfer, assign or otherwise
dispose of any real or personal property or any interest in property.
G. The Agency owns the fee interest in each of the real properties described in
Exhibit A attached hereto and incorporated herein by reference (each individually, a"Property";
and collectively, the "Properties").
H. The City desires to aid, and cooperate with, the Agency in the planning,
undertalcing, construction and operation of redevelopment projects, and in that regard the Agency
has determined to convey the Properties to the City and to delegate to the City the powers and
fiinctions of the Agency with respect to the planning and undertal<ing of redevelopment projects
Y6402-OOUt11326000v6.doc
RESOLUTION NO. 581
Contract No. R30610
in accordance with thc: Kedevelopment Plans, 1nd the City has determined to accept the
convcyancc o(�thc Propertics and thc /�gcncy'S dcicgation of its powers and functions.
NOW, "I'1 II;Rl:I�0I2I;, in rcliancc upon the fore�;oing Recitals, in consideration of the
m�rival covenants in this l��recment, the parties hereto agree as follows:
Seclion 1. ('onveYanee of f'roperties. "I�hc Agency sha11 convey all of its right, title
�lll(j I111C1'CSl I11 and lo thc Properties io the City. '1'he City shall accept such conveyance. The
�bcncy shall cxecute and dclivcr 1 Gi•ant nced oi• Gi•ant Deeds, substantially in the form
attachcd hcrcto as [:xhibit Fi, evidencing the convcyance of the Properties. The City shall
execute the Cerlilicate of Acceptance(s) attached to t11e Grant Deed(s), evidencing the City's
acceptance of the conveyance.
Section 2. Delegation of Redevelopment Functions and Powers. The Agency hereby
delegates to the City all oF the Agency's functions and powers conferred by law with respect to
the planning and undertaking of redevelopment projects with respect to the Properties, including
but nat limited to, plannin�, development, replanning, redesign, clearance, reconstruction, or
rehabilitation, or any combination thereof, of the Properties; developing building sites on the
Properties; providing residential, convnercial, industrial, public, or other structures or spaces on
the Properties or with respect to the Properties; altering, improving, modernizing, reconstructing,
or rehabilitating, or any combination of these, of existing structures on the Properties; providing
for open-space types of use on the Properties or with respect to the Properties; continuing
existing buildings or Lises on the Properties; selling or leasing the Properties or any "��
improvements thereon; insuring the Properties and any improvements thereon; and renting,
maintaining, managing, operating, and repairing the Properties and a.ny improvements thereon.
The City hereby accepts this delegation and agrees to undertake the redevelopment of the
Properiies in a manner consistent with al] applicable laws and the respective Redevelopment
Plans (as they may be amended hereafter from time to time). It is hereby acknowledged and
agreed that, upon acceptance of this delegation, so long as the City is not in violation of the law
or the respective Redevelopment Plans, the City shall have absolute discretion regarding the
exercise by the City of the functions and powers delegated to it pursuant to this Agreement,
including, without limitation, the determination of specific actions to be undertaken by the City
with respect to the redevelopment of the Properties, and the manner and timing of undertaking
such actions. Prior to commencement of work on any redevelopment project, a11 necessary
environmental review required by the California Environmental Quality Act ("CEQA") shall be
completed. This Agreement in no way limits the discretion of the Planning Commission of the
City, the Agency Board or the City Council of the City in completing environmental review of
such projects.
Section 3. Payments b�the A�enc�
(a) The Agency and the City agree that the Agency shall bear, and reimburse
the City for, all costs of the acquisition, condition, use, possession, ownei-ship, operation,
maintenance, and redevelopment of the Properties by the City pursuant to this Agreement
(including, without limitation, costs incurred by the City in the performance of any contractual or r�
other obligations either imposed by operation of law or expressly or impliedly assumed by the
City and arising fi•oin (i) the acceptance of the delegation of the functions and powers of the
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RESOLUTION NO. 581
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Agency hereundcr, or (ii) the ownership, usc or possession of lhe I'roperlies) and thc costs, i(�
any, incurrcd Uy thc Cily in connection with thc cnlorccmcnt ol�this /�grccmcnt. '1'o thc cxtcnl
that thc City incurs ��ny tiuch costs, thc City may advancc its own ftu�ds to p�ly I01' SUCII COSIS, and
li-c�m timc to timc submit invoiccs (including itcmi•r.cd statcmcnts) showing thc cosis duc io bc
paid Uy the A�ency. Such amounts may include progress payments.
(b) 1�he Agency shall pay to lhc City all amounts duc heccundcr witl�in a
rcasonable timc atter the submission of each stltement to the Agcncy pursuant to Sc;ction 3(a).
(c) Notwithstanding the foregoing, to the extent that anothcr a�reement
cntcrcd into by the Agency a�id the City also provides Por the reimbursemeni by the Agency of
certain costs incurred with respect to the redevelopment of a Property, the City may elect to
receive reimburscment for such costs under either ilais Agreement or the other agreement.
(d) For any and all amounts due to the Cily under this Agreement, the Agency
s11a11 nlake such payments from (i) tax increment generated in the applicable Project Area related
to the Property for which reimbursement is reQuested, and eligible to be allocated to the Agency
pursuant to the Redevelopment Law, or to any successor agency or entity of the Agency and/or
any entity established by law to expend tax increment or pay indebtedness of the Agency; (ii)
available proceeds of tax allocation bonds or other abligations of the Agency; (iii) available
proceeds from loans or other obligations which constitute indebtedness of the Agency repayable
From tax increment (as described in the foregoing clause (i)); or (iv) any other available funds of
the Agency. Amounts not paid by the Agency to the City within 30 days of demand therefor
pursuant to this Agreement shall bear interest at the rate then paid to the City on its funds
invested in the Local Agency Investment Fund ("LAIF"), plus one and one-half percent per
annum from the date of such demand to the date of repayment. In any event, all amounts due
hereunder shall be due and payable to the City by the date established in the applicable
Redevelopment Plan, or the Redevelopment Law, or other law, as the time limit for the
repayment of indebtedness with respect to the applicable Project Area related to the Property for
which reimbursement is requested.
(e) Proceeds from the sale or lease of the Properties, if any, received by the
City shall be retained by the City and applied by the City to pay for, or reimburse the City for,
the costs incurred by the City pursuant to this Agreement, as described in paragraph (a) of this
Section 3, ancUoi•, at the discretion of the City to repay existing indebtedness of the Agency to the
City.
(� The payment obligations of the Agency under this Agreement (including
without liinitation, reimbursements to the City with respect to the redevelopment of each
Property or in connection with enforcement of this Agreecnent, or payments relating to the
Agency's indemnification obligations contained herein) shall constitute an indebtedness of the
Agency for the pui•pose of carrying out the Redevelopment Plan for each applicable Project
Area. 7'he parties acknowledge and agree that the Agency's obligation to pay to or for the
benefit of t11e City all amounts due hereunder, shall, without the necessity of further action by the
Agency or the City, be junior and subordinate to all other obligations or indebtedness heretofore
or hereafter voluntarily incurred by the Agency, including bonds or loans secured by a pledge of
tax increment revenues derived from the applicable Project Area, and to all pre-existing statutory
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RESOLUTION NO. 581
obligations of�thc ngcncy pursuant to Scction 33607.5 or 33606.7 of the Redevelopn�ent Law (or '"
5uccc1sor slatutcs).
SL'C�1011 4. NOI1dISC1'lilllllatl011. �l'he City covenanls by and for itself, its heirs,
cxecutors, administrators a�ld assi�ns, and all pe;��sons claiming under or through them, that there
shall be no discrimination against or se�re�ation of, any person or group of persons on account
oFany basis tistcd in subdivision (a) or (d) oCScciio�l 12955 of the California Government Code,
as those bascs arc dcGncd in Scctions ]2926, 12926.1, subdivision (m) and paragraph (1) of
subdivision (p) of Section 12955, and Section 12955.2 oFthe California Government Code, in
the sale, lease, sublease, transTer, use, occupancy, tenure or enjoyment of the premises herein
conveycd, nor sliall the City, or any person claiming under or through it, establish or permit any
practice or practices of discrimination or segregation with reference to the selection, location,
number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the premises
herein conveyed.
Notwithstanding the immediately preceding paragraph, with respect to familial status,
said paragraph shall not be constnied to apply to housing for older persons, as defined in Section
12955.9 of the California Government Code. With respect to familial status, nothing in said
paragraph shall be construed to afFect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the
California Civil Code, relating to housing for senio►� citizens. Subdivision (d) of Section 51 and
Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of
the California Government Code shall apply to said paragraph.
All deeds, leases or contracts entered into with respect to each Property shall contain or
be subject to substantially the following nondisci•imination/nonsegregation clauses:
(a) In deeds: "The grantee herein covenants by and for himself or herself, his
or her heirs, executors, administrators and assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group of
persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California
Govemment Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and
paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California
Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of
the premises herein conveyed, nor shall the Grantee himself or herself, or any person claiming
under or through him or her, establish or permit any practice or practices of discrimination or
segregation with reference to the selection, location, number, use or occupancy of tenants,
lessees, subtenants, sublessees or vendees in the premises herein conveyed. The foregoing
covenants shall run with the land.
�
Notwithstanding the immediately preceding paragraph, with respect to familial status,
said paragraph shall not be construed to apply to housing for older persons, as defined in Section
12955.9 of the California Government Code. With respect to familial status, nothing in said
paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.1 l, and 799.5 of the
California Civil Code, relating to housing for senior eitizens. Subdivision (d) of Section 51 and
Section 1360 of the California Civil Code and subdivisians (n}, (o) and (p) of Section 12955 of
the California Government Code shall apply to said paragraph." ��
(b) In leases: "The lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators and assigns, and all persons claizning under or through him
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RESOLUTION NO. 581
Contract No. R30610
on c�r, and this Icasc is m�de and accepted upon and subject to the following conditions: "1'hat
thcre shall bc no ctisc►•imination abainst or segregltion of�any perso�l or group ol�persons, cm
acc��unt c�f any basis listcd in subdivision (a) or (d) of Scc�ion 12955 of tlzc Califori�ia
CiOVCfI1111C111 C'odc, as those bases are defined in Sections 12926, ]292G.1, subdivision (m) and
para�;raph (1) of�subdivision (p) of Scction 12955, and Scction 12955.2 of thc California
Govcrnmcnl Code, in thc lcasing, subleasing, transferring, use or occupancy, tenure or
cnjoymcnt ol� lhc prcmises herei�� lcased nor shall thc lessee himsclf on c�rselC, or any person
claimin�, undcr or through him or her, establish or permit any such practice or practices of�
cliscrimination or scgrc�;ation with reference to the selection, location, number, use or occupancy
oI� tenants, lessccs, sublessees, subtenants or vendees in the premises herein leased.
Noiwithst�nding the immediately preceding paragraph, with respect to familial status,
Sil1CI }��ll'�l�l'tl})�l Sllall not be construed to apply to housing for older persons, as defined in Section
12955.9 of the California Government Code. With respect to familial status, nothing in said
par�grapll shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the
California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and
Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of
the California Government Code shall apply to said paragraph."
(c) ln contracts: "The contracting party or parties hereby covenant by and for
himself or herself and their respective successors and assigns, that there shall be no
discrimination against or segregation of any person or group of persons, on account of any basis
listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those
bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1} of subdivision
(p) of Section 12955, and Section 12955.2 of the California Goverrunent Code, in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the contracting
pac-ty or parties, any subcontracting party or parties, or their respective assigns or transferees,
establish or permit any such practice or practices of discrimination or segregation.
Notwithstanding the immediately preceding paragraph, with respect to familial status,
said paragraph shall not be construed to apply to housing for older persons, as defined in Section
12955.9 of the California Government Code. With respect to familial status, nothing in said
paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the
California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and
Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of
the California Government Code shall apply to said paragraph."
Section 5. Indemnification.
(a) The Agency agrees, to the fullest extent permitted by law but subject to
Section 5(b) below, to indemnify, defend and hold harmless the City and its council members,
officers, employees and agents from and against any and all losses, claims, damages, liabilities,
penalties, fines, forfeitures or expenses (including all reasonable out-of-pocket litigation costs
and reasonable attorney's fees), of every kind, character and nature whatsoever, including, but
not limited to, those arising out of, resulting from or in any way connected with (a) the
acquisition, condition, ownership, use, possession or redevelopment of the Properties or any part
thereof; (b) the implementation of the Redevelopment Plans related to such redevelopment of the
Properties; (c) any other action taken by the City in the exercise of the functions and powers
delegated to it by the Agency under this Agreement or to carry out the purpose of this
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l��reement; (d) any brcach or default by the /�gency hcrcunder; (c) any oi�the Abency's
activitics on thc Propertics (or the activilics ol�thc /��;cncy's agcnls, cmployces, lcssees,
represc;ntatives, licensees, gttests, invitecs, contractors, subcontractors, or independent
contractors on the 1'roperties), regardless o1�wl�ethcr suci� losses and liabilities shall accrue or are
cliscovered before or aFter termination or cxpiration of this /lgrccmcnt; and (� the presencc or
clean-up of hazardous substances on, in or lmder thc Properties. 'I'he Agency fiu•ther agrees, to
lhe fiillest extent permitted by law, to pay or lo reimburse thc City aud its council members,
officers, employees and agents for any and al( costs, rcasonable attorney's Fees, liabilities or
c;xpenses incurred in connection with invesiigating, defendin� against or otherwise in connection
witll any such losses, claims, damages, liabilitics, expenses or actions.
The Agency slaall defend, at its expensc, including attorney's fccs, the City and its
council members, officers, employees and agents in any legal action based upon such alleged
acts or omissions. The City niay in its discretion participate in the defense of any such legal
action.
The Agency's indemnity obligations contained in this Section 4(a) shall survive the
termination or expiration of this Agreement.
(b) In contemplation of the provisions of California Government Code
Section 895.2 imposing certain tort liability jointly upon public entities solely by reason of such
entities being parties to an agreement as defined by Government Code Section 895, the parties
hereto, as between themselves, pursuant to the authorization contained in Government Code
Sections 895.4 and 895.6, shall each assume the full liability imposed upon it, or any of its
officers, agents or employees, by law for injury caused by negligent or wrongful acts or
omissions occurring in the performance of this Agreement to the same extent that such iiability
would be imposed in the absence of Government Code Section 895.2. To achieve the above-
stated purpose, each party indemnifies, defends and holds harmless the other party for any
liability, losses, cost or expenses that may be incurred by such other party solely by reason of
Government Code Section 895.2.
Section 6. Default.
(a) If either party fails to perform or adequately perform an obligation
required by this Agreement within thirty (30) calendar days of receiving written notice from the
non-defaulting party, the parly failing to perform or adequately perform shall be in default
hereunder. All notices of defaults shall clearly indicate a notice of default under this Agreement.
(b} In the event of default, the non-defaulting party will have all the rights and
remedies available to it at law or in equity to enforce the provisions of this Agreement, including
without litnitation, the riglit to stie for da�nages for breach of contract. The rights and remedies
of the non-defaulting party enumerated in this pa�•agraph are cumulative and shall not limit the
non-defaulting party's rights under any other provision of this Agreement, or otherwise waive or
deny any right or remedy, at law or in equity, existing as of the date of the Agreement or
hereinafter enacted or established, that may be available to the non-defaulting party against the
defaulting party.
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RESOLUTION NO. 581
Contract No. R30610
(c;) 1�►�y (ailu�•cs or dclays by either party in asscrting any of its rights ai�d
rcmcdics as lo any dclault shal( ►Iot operate as a waiver of any default or of any such rights or
rcmcdics, c�r cicprivc cilhcr such party ol� its rights to institule and maintain any actions or
procccctin�s which it may ciccm ncccssary lo protect, assert or enforce any such rights or
rcmcdics. "1'hc ac;ccptancc by a party of less than the full amount due from the other party shall
not conslitute a waivcr of sucll party'S right to demand a�id receive tlie fiill amount due, unless
such parly cxcculcs a s�ccil7c accord and satislaction.
Scction 7. Nonliability of Olficials and Emplovees. No Agency member,
Cotincilmember, ancl no olTicial, agent, or employee of the Agency or the City shall be
personally liablc to thc other parties, or any successor in interest, in the event of any default or
breach by the Agency or the City, or for any amount which may become due to the City or
n�ency, or successor thereio, or on any obligations under the terms of this Agreement.
Scction 8. Law Governin�. This Agreement is made in the State of California under
the constilution and laws of tlie State of California, and is to be so construed.
Section 9. Severabilitv. Each and every provision of this Agreement is, and shall be
constr�►cd to be, a separate and independent covenant and agreement. If any term or provision of
this Agreement or the application thereof shall to any extent be held to be invalid or
unenforccable, the remainder of this Agreement, or the application of such term or provision to
circumslances other than those to which it is invalid or unenforceable, shall not be affected
hereby, and eacli term �nd provision of this Agreement shall be valid and shall be enforced to the
extent permilted by law.
Section 10. Entire A�reement, Waivers and Amendments. This Agreement, together
with all attachments and exhibits hereto, constitutes the entire understanding and agreement of
the parties. This Agreement integrates all of the terms and conditions mentioned herein or
inciderital hereto, and supersedes all negotiations or previous agreements between the parties
witli respect to the subject matter hereof. No subsequent agreement, representation or promise
made by either party hereto, or by or to any employee, officer, agent or representative of either
party, shall be of any effect unless it is in writing and executed by the party to be bound thereby.
No person is authorized to make, and by execution hereof the City and the Agency acknowledge
that no person has made, any representation, warranty, guaranty or promise except as set forth
herein; and no agreement, statement, representation or promise made by any such person which
is not contained herein shall be valid or binding on the City or the Agency.
Section 11. Future Coo�eration. The City and the Agency agree to take all
appropriate actions and execute and, if appropriate, record any documents whicli may reasonably
be necessai•y or convenient to implement the intent of this Agreement.
Section 12. Survival. The provisions hereof shall not terminate but rather shall
survive any conveyance hereunder,
Section 13. Bindin� on Successors. The covenants established in this Agreement
shall, without regard to technical classification and designation, be binding on the parties hereto
and their successors and assigns.
-7-
PG402-000 I\ I 326000v6. doc
Contract No. R30610
RESOLUTION NO. 581
Scction 14. No Third Pariv Fieneficiaries. This A�rca»cnt is ►nadc and cntc;rcd inio
(or thc solc protcction and bcnclit of, and shall bc biilding upon, thc parlics and lhcir respcctivc
tiucccssors and assigns. No other person shall havc any right of acliun bascd upon any ��rovision
of this A�rcemcnt.
Scction 15. Counterparts. This Agrecmcnt may be executed simultaneously in one or
more counterparts, cach of which shall be deemed �ui oribinal, bul all of which logether shall
constitute one and the same instrumeni.
PALM UESERT REI)[+;VI:LOPMLNT
AGENCY
I�
ATTEST:
Secretary
ATTEST:
City Clerk
Mayor
�
Chairperson
CITY OF PALM DESERT
:
-8-
P6402-0O01\1326000vb.doc
RESOLUTiON NO. 581
F',XFt[QIT A
UF,SCI21PTInN OF YROPi�,RTII;S
nDURI;SSi;S �1NI) ASSI;SSOR'S PARC[;I, NUM[3};RS, 'I'O FiE RLPLACED WITH LEGAL
DF,CR[P`I'IONS.
(SF;I: A`I"1'ACI-IED)
Exhibit A-1
I'6402-0001\1326000v6.doc
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RESOLUTION NO. 581
EXHIBIT B
FORM OF GRANT DI;C;D
(auachcd hcrcto)
Exhibit B-1
I'G402-OU0111326000v6.doc
RESOLUTION NO. 581
ItI;COR[)ING RI�QtJ1:S'1'ED BY
nND WI II;N Iti:C'OKf)l;I� RE�1'URN `I'O:
i'ah» l�cscrt ttccicvclopmcnt Agcncy
73-5 ) 0 l�rcd Waring Urivc
Palm [�cscrt, California 92260
nitn.: l�xccutivc Dirccior
nPN: [SPACE AiiOVE FOR RECORUER'S USE ONLY]
GRANT DE�D
'1 I-l� UNDERSIGNED GRANTOR DECLARES AS FOLLOWS:
'I'he undersigned declal•es that this Grant Deed is exempt from Recording Fees pursuant
to California Government Code Section 27383 and exempt from Documentary Transfer Tax
pi�rsuant to California Revenue and Taxation Code Section 11922.
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged
PALM DESERT REDEVELOPMENT AGENCY, a public body, corporate and politic
("Grantor") hereby grants to CITY OF PALM DESERT, a municipal corporation
("Grantee"), certain real property located in the County of Riverside, State of California, more
particularly described on Exhibit A attached hereto and incorporated herein by reference.
SUBJECT TO:
General and special real praperty taxes and assessments and supplemental assessments
for the current fiscal year;
All liens, encumbrances, easements, covenants, conditions and restrictions of record; and
All matters which would be revealed or disclosed in an accurate survey of the property.
Exhibit B-2
PG402-OOQ I1132G00Uv6.doc
RESOLUTION NO. 581
bclow.
IN Wl"I'NI;SS WI iI;R1;Ul�, Grantor has cxccutcci ihis (;rant Uced as of thc datc sct forth
I�atcci: , �Q
PALM DF,SERT RrDEVELOPMENT
AGF,NCY, a puUlic body, corporate aild politic
iiy:
Namc:
"I'itic:
Exhibit B-3
PG402-00011132600Uv6.doc
RESOLUTION NO. 581
S'1'�1`I'I; Ol� C'�1LII�ORNIn )
) ss.
C'O[1N"I�Y Ol� RIVf;RS[Uf; )
On , before me, , a
notary public, personally appeared
who provc;d to ►ne on the basis of satisfactory evidence to be the person(s) whose name(s) islare
subscribed to the within instrument and acicnowledged to me that he/she/they executed the samc
in hisiheritheir authorized capacity(ies), and that by hislher/their signature(s) on the instrument
lhe person(s) or thc entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL"1'Y OF PERJURY under the laws of the State of California tliat the
foregoin� parabraph is true and correct.
WITNESS my ha�zd and official seal.
Notary ['ublic
S EA l,:
Exhibit B-4
Y6402-0001 \I 326000v6.doc
RESOLUTION NO. 581
Exhibit A
to Cr��nt Dced
LH;CAL DF,SCRIPTION OF THE PROPERTY
'1'll� LAND RliFI:R[ZLll '1'O I1�RI;IN IS SI'I'UA'1'f;U IN `l'I-{[; S"I'A'I'I; UI� CALIPORNIA,
CUUN'1'Y U1� KiV1:RSIDI:, UI:SCRII3I;[) AS FOI,LUWS:
Exhibit B-5
1'G402-0001\1326000v6.doc
RESOLUTION NO. 581
CER`I'IF1CA'1'E UF ACCEPZ'ANCf:
(California Govcrnmcnt Codc Scction 27281)
"I'hiti is to certily that thc intcrest in real property conveyed to the City of Palm Ucsert by that
ccrlain Grant Dccd datcd , 201 1, cxccutcd by thc Palm Dcscrt Redevclopmcnt
n��ncy is hcrcby acccptcd by the undcrsigncd office on bchalf of the City of Palm Dcscrt
��ursuant to the authority con(crrcd by the City of Palm Deset�t at thc City Cotulcil mcetin� held
on , and thc �rantcc consents to recordation thcrcof by iis duly authorizcd
c� l�{ i ccr.
I)atcd: , 2011
CITY OF PALM DESERI',
a municipal corporation
By: _
Name:
Title:
Exhibit B-6
P6402-0001\1326000v6.doc