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Home My WebLink AboutOB - Rvw of Low and Moderate Income Housing FundSUCCESSOR AGENCY TO THE 1//_ � PALM DESERT REDEVELOPMENT AGENCY V I JOINT CONSIDERATION STAFF REPORT REQUEST: RECEIVE AND FILE OVERSIGHT BOARD APPROVED TRANSMITTAL OF THE DUE DILIGENCE REVIEW FOR THE LOW AND MODERATE WCOME HOUSWG FUND IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34179.5 SUBMITTED BY: Janet M. Moore, Director of Housing DATE: October 11, 2012 CONTENTS: 1018/12 OB Staff Report Due Diligence Review from White Nelson Diehl Evans LLP Recommendation That Agency Board receive and file the Due Diligence Review for the Low and Moderate Income Housing Fund pursuant to Health and Safety Code Section 34179.5. Executive Summary The Oversight Board received the Due Diligence Review for the Low and Moderate Income Housing Fund (LMIHF) prior to October 1, 2012, as required by AB 1484, and held a public comment session for input on October 1, 2012. The Oversight Board held a meeting on October 8, 2012 to approve the Due Diligence Review as required by AB 1484. At that same meeting the Oversight Board ordered the transmittal of the Due Diligence Review to the Department of Finance and the County Auditor-Controller by October 15, 2012. The Due Diligence Review for the LMIHF determined there to be no cash or cash equivalents available for disbursement to the taxing entities. Backaround Pursuant to Health and Safety Code Section 34179.5, each successor agency must employ a licensed accountant, approved by the county auditor-controller and with experience and expertise in local government accounting, to conduct a due diligence review to determine the unobligated balances available for transfer to taxing entities. White Nelson Diehl Evans LLP, Certified Public Accountants and Consultants were retained by the Successor Agency to conduct the Due Diligence Review. DOF, the State Controller's Office, the County Auditor-Controller, and the Successor Agency to the Palm Desert Redevelopment Agency agreed to the procedures for the Due Diligence Review to assist in meeting the statutory requirements set forth in Health and Safety Code Section 34179.5 related to the low and Moderate Income Housing Fund. The Due Diligence Review was also C]rtle\Vemnirs TvplalWoN Piles\S�aff Rupons\Suwafsor AymryVSA Ci�y 9R �o RecAve md Flle DDR Ior LMMF 10.11-12don Staff Report Receive and File Due Diligence Review of LMIHF October 11, 2012 Page 2 of 2 conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. Their report and findings are attached. Health and Safety Code Section 34179.6 requires each successor agency to submit the Due Diligence Review to the Oversight Board for the oversight board's review and approval. As required by AB 1484, the Oversight Board must receive the Due Diligence Review by October 1, 2012, convened a public comment session, and then hold a meeting to approve the Due Diligence Review at a meeting that is at least five business days after the Oversight Board held the public comment session. The Oversight Board also must consider any opinions offered by the County Auditor-Controller on the review results submitted by the Successor Agency. By October 15, 2012, the Oversight Board must review, approve, and transmit the Due Diligence Review to the State Department of Finance ("DOF") and the County Auditor- Controller. The Oversight Board may adjust any amount provided in the review to reflect additional information and analysis. The review and approval must occur in public sessions. The Oversight Board may request from the Successor Agency any materials it deems necessary to assist in its review and approval of the determination. The Oversight Board held the required public comment session regarding the Due Diligence Review on October 1, 2012 and approved the Due Diligence Review as well as its transmittal to the appropriate agencies on October 8, 2012. Fiscal Analvsis The Due Diligence Review for the LMIHF determined there to be no cash or cash equivalents available for disbursement to the taxing entities. Submitted by: , — �� - Jane M. Moore, Director of Housing Approval: R�, ,c�_i ��i,a- �; I d� �l ----� BY SA-RflA �5 ��' / ON__ /('�-II-��f� VEItI�IED BY_.�„��' Paul S. Gibson, Director of Finance �� . _ Ori�;ix�a1 on file wit� Cit3, Clerk's Office hn M. Wohlmuth, Executive Director Tapia\Word Files\StaffReports\Successor Agency\SA_City SR to Receive and File DDR f�r L1V1111F 1 �— 1 1— 1 Z.d�Cii{ OVERSIGHT BOARD TO THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY STAFF REPORT REQUEST: ADOPT RESOLUTION NO. OB- APPROVING THE DUE DILIGENCE REVIEW FOR THE LOW AND MODERATE INCOME HOUSING FUND AND ITS TRANSMITTAL IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34179.5 SUBMITTED BY: Janet M. Moore, Director of Housing DATE: October 8, 2012 CONTENTS: Resolution No. OB- Due Diligence Review from White Nelson Diehl Evans LLP Recommendation That the Oversight Board: 1) Adopt Resolution No. OB - approving the Due Diligence Review for the Low and Moderate Income Housing Fund pursuant to Health and Safety Code Section 34179.5, as presented; and 2) Authorize the Successor Agency to the Palm Desert Redevelopment Agency ("Successor Agency") to retain the assets and funds, if any, identified in subparagraphs (B) to (E), inclusive, of paragraph (5) of subdivision(c) of Section 34179.5, as documented in the Due Diligence Review (the "Restricted Assets"); and 3) Order the transmittal of the Due Diligence Review to the Department of Finance and the County Auditor-Controller. Executive Summary The Oversight Board received the Due Diligence Review for the Low and Moderate Income Housing Fund (LMIHF) prior to October 1, 2012, as required by AB 1484, and held a public comment session for input on October 1, 2012. The Oversight Board is now required to approve the Due Diligence Review at a meeting at least 5 days after the public comment session and order the transmittal to the Department of Finance and the County Auditor-Controller. The Due Diligence Review for the LMIHF determined there to be no cash or cash equivalents available for disbursement to the taxing entities. Staff Report Housing Due Diligence Review Approval October 8, 2012 Discussion Pursuant to Health and Safety Code Section 34179.5, each successor agency must employ a licensed accountant, approved by the county auditor-controller and with experience and expertise in local government accounting, to conduct a due diligence review to determine the unobligated balances available for transfer to taxing entities. The first review must determine the net balance of the Low and Moderate Income Housing Fund (the "LMIHF") and specifically the amount of cash and cash equivalents determined to be available for allocation to taxing entities as of June 30, 2012 (the "Due Diligence Review"). In summary, such amount is determined by determining the total value of assets and cash and cash equivalents in the LMIHF and subtracting the following Restricted Assets: (1) restricted funds, (2) assets that are not cash or cash equivalents, (3) amounts that are legally or contractually dedicated or restricted for the tunding of an enforceable obligation, and (4) amounts that are needed to satisfy obligations that will be put on the Recognized Obligation Payment Schedule ("ROPS") for the current fiscal year. Also, the amount determined to be available for allocation to taxing entities inciudes the value of assets, cash and cash equivalents transferred after January 1, 2011 through June 30, 2012 by the former redevelopment agency or the successor agency to the city, another public agency or private person if an enforceable obligation to make that transfer did not exist. The Due Diligence Review documents the Restricted Assets and provides the respective amounts, sources and purposes for which the Restricted Assets should be retained. Health and Safety Code Section 34179.6 requires each successor agency to submit the Due Diligence Review to the oversight board for the Oversight Board's review and approval by October 1, 2012. Upon receipt of the Due Diligence Review, the Oversight Board must convene a public comment session, which was done on October 1, 2012, and then approve the Due Diligence Review at a meeting that occurs at least five business days after the public comment session. The oversight board also must consider any opinions offered by the county auditor-controller on the review results submitted by the successor agency. By October 15, 2012, the oversight board is required to review, approve, and transmit the Due Diligence Review to the State Department of Finance ("DOF") and the County Auditor-Controller. The oversight board may adjust any amount provided in the review to reflect additional information and analysis. The review and approval must occur in public sessions. The Oversight Board may request from the Successor Agency any materials it deems necessary to assist in its review and approval of the determination. Section 34179.6 empowers the Oversight Board to authorize the Successor Agency to retain the Restricted Assets. The DOF must complete its review of the Due Diligence Review no later than November G 4da\Veronice iapie\WoN Filea\Ovenight BoardVSuffRepom�AB SR fw MPROV�NG Houaing Eue Eiligeze mview 10-A-13.docxE Staff Report Housing Due Diligence Review Approval October 8, 2012 9, 2012, and must notify the Oversight Board and the Successor Agency of its decision to overturn any decision of the Oversight Board to authorize the Successor Agency to retain Restricted Assets. The DOF must provide the Oversight Board and the Successor Agency an explanation of its basis for overturning or modifying any findings, determinations, or authorizations of the Oversight Board. The Successor Agency then has the option to meet and confer with DOF to discuss any modifications. By December 1, 2012, the County Auditor-Controller must provide DOF a report specifying the amount submitted by each successor agency from the LMIHF, and specifically noting any successor agency that failed to remit the full required amount. Section 34179.5 also requires a similar review of all other funds and accounts held by the Successor Agency to determine unobligated balances available for transfer to taxing entities. The review for all other funds and accounts must be completed by December 15, 2012 and the County Auditor-Controller has an April 20, 2013 deadline to provide DOF the report specifying the amount submitted by each successor agency from all other funds and accounts, and specifically noting any successor agency that failed to remit the full required amount. Upon full payment of the amounts determined in the Due Diligence Review and the subsequent review conducted for all other funds and accounts, payment of the "surplus" tax revenues due on July 12, 2012, and any unpaid or underpaid pass through payments owed for fiscal year 2011-12, DOF will issue to the Successor Agency, within five business days, a"Finding of Completion" of the requirements of Section 34179.6. White Nelson Diehl Evans LLP, Certified Public Accountants and Consultants were retained by the Successor Agency to conduct the LMIHF Due Diligence Review. DOF, the State Controller's Office, the County Auditor-Controller, and the Successor Agency to the Palm Desert Redevelopment Agency agreed to the procedures for the Due Diligence Review to assist in meeting the statutory requirements set forth in Health and Safety Code Section 34179.5 related to the Low and Moderate Income Housing Fund. The Due Diligence Review was also conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. Their report and findings are attached. Submitted by: / '' ��Z�(� '�la�t M. Moore, Director of Housing Paul S. Gibson, Director of Finance Approval: John M. Wohlmuth, Executive Director G 4de\Vrronica Tapii\WorE Files\Oveniyht 9ovtl�5�eRRepotls\OB SR for APP0.0VING Houaing d�e Jiliyena review 10.A-12 docrcl RESOLUTION NO. A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY APPROVING THE DUE DILIGENCE REVIEW OF THE LOW AND MODERATE INCOME HOUSING FUND CONDUCTED PURSUANT TO HEALTH AND SAFETY CODE SECTION 34179.5 AND TAKING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH RECITALS: A. Pursuant to Health and Safety Code Section 34175(b) and the California Supreme Court's decision in Califomia Redevelopment Association, et al. v. Ana Matosantos, et al. (53 Cal.4th 231(2011)), on February 1, 2012, all assets, properties, contracts, leases, books and records, buildings, and equipment of the former Palm Desert Redevelopment Agency transferred to the control of the Successor Agency to the Palm Desert Redevelopment Agency (the "Successor Agency") by operation of law. B. Health and Safety Code Section 34179.5 requires the Successor Agency to employ a licensed accountant, approved by the county auditor-controller, to conduct a due diligence review to determine the unobligated balances available for transfer to taxing entities. C. Health and Safety Code Section 34179.6 requires the Successor Agency to submit the results of the review conducted pursuant to Section 34179.5 for the Low and Moderate Income Housing Fund (the "LMIHF") and specifically the amount of cash and cash equivalents determined to be available for allocation to taxing entities (the "Due Diligence Review") to the Successor Agency's Oversight Board (the "Oversight Board") for the Oversight Board's review and approval. D. Pursuant to Health and Safety Code Sections 34179.6 and 34180Q), the Successor Agency submitted to the Oversight Board, the county administrative officer, the county auditor-controller, the State Controller and the Department of Finance ("DOF") the Due Diligence Review and a copy of the Recognized Obligation Payment Schedule ("ROPS„) E. Pursuant to Health and Safety Code Section 34179.6(b), upon receipt of the Due Diligence Review, and at least five business days before the Oversight Board considers the approval of the Due Diligence Review, the Oversight Board must hold a public comment session (the "Public Comment Session") at which time the public has an opportunity to hear and be heard on the results of the Due Diligence Review and at which time the Oversight Board considers the opinions, if any, offered by the county auditor-controller on the results of the Due Diligence Review. G:4de\Veronice Tepie\Wo�G FIIesWveniyM1t BoW\SURRepo�ts\OB Rwolmiov MPROVING Houaintl due diligena aview DOCX F. On October 1, 2012, the Oversight Board held the Public Comment Session pursuant to Health and Safety Code Section 34179.6 (b). G. Pursuant to Health and Safety Code Section 34179.6(c), the Oversight Board must review, approve and transmit to DOF and the county auditor-controller, the determination of the amount of cash and cash equivalents in the LMIHF available for disbursement to taxing entities as determined according to the method provided in Section 34179.5. Section 34179.6 (c) provides that the Oversight Board may adjust any amount provided in the Due Diligence Review to reflect additional information and analysis. H. Section 34179.6(c) empowers the Oversight Board to authorize the Successor Agency to retain assets or funds identified in subparagraphs (B) to (E), inclusive, of paragraph (5) of subdivision(c) of Section 34179.5. If the Oversight Board makes this authorization, the Oversight Board must identify to DOF the amount of funds authorized for retention, the source of those funds, and the purposes for which those funds are being retained. The determination and authorization to retain funds and assets shall be subject to the review and approval of DOF pursuant to Health and Safety Code Section 34179.6(d). I. Pursuant to Health and Safety Code Section 34179.6(c), the Oversight Board desires to approve the Due Diligence Review and to authorize the Successor Agency to retain the assets and funds, if any, identified pursuant to subparagraphs (B) to (E), inclusive, of paragraph (5) of subdivision(c) of Section 34179.5, as documented in the Due Diligence Review. NOW, THEREFORE, THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY HEREBY FINDS, DETERMINES, RESOLVES, AND ORDERS AS FOLLOWS: Section 1. The above recitals are true and correct and are a substantive part of this Resolution. Section 2. This Resolution is adopted pursuant to Heaith and Safety Code Section 34179.6(c). Section 3. The Oversight Board hereby approves the Due Diligence Review as presented on file with the Secretary. Section 4. For the purposes of providing for the transfer of housing functions and assets pursuant to Health and Safety Code Sections 34176 and 34181(c), the Oversight Board hereby authorizes the Successor Agency to retain the assets and funds, if any, identified in subparagraphs (B) to (E), inclusive, of paragraph (5) of subdivision(c) of Section 34179.5, as documented in the Due Diligence Review, which 2 G'4de\Veronin Tapi�\Word Filn\O�eniyM BoaNUURReponA08 Rewlmion MPROVING Homing Gue Oiliycnu review.UOC% provides the amount of funds authorized for retention, the source of those funds, and the purposes for which those funds are being retained. Section 5. The staff of the Successor Agency is hereby directed to transmit to DOF and the county auditor-controller written notice and information regarding the actions taken by this Resolution and specifically the determination of the amount of cash and cash equivalents in the LMIHF that are available for disbursement to taxing entities as determined according to the method provided in Health and Safety Code Section 34179.5. Such notice to DOF shall be provided by electronic means and in a manner of DOF's choosing. Section 6. The staff and the Board of the Successor Agency are hereby authorized and directed, jointly and severally, to execute and record such documents and instruments and to do any and all other things which they may deem necessary or advisable to effectuate this Resolution and any such actions previously taken are hereby ratified. PASSED AND ADOPTED this 8`h day of October, 2012. AYES: NOES: ABSENT: ABSTAIN: ATTEST: ROBERTA. SPIEGEL, CHAIR RACHELLE D. KLASSEN, SECRETARY OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY 3 G:4tle\Vsonira Tepia\Word Files\OvnsigM �oW\5011'Reporta\OB RewWtion MPROVING Housing Jue diligentt miew DOCX Cli'( Of Pfll?�1 DESE4� 7;—S �o Faeo WeRinc Dx�v� PeiM Dase�T, CALIfORN1A �12G0—Ss]8 nu 760 ;.y6-a6c x Info Vciryn(palmJrun.aq September 20, 2012 White Nelson Diehl Evans LLP. 2875 Michelle Drive Irvine, Calffarnia 92606 In connection with your engagement to apply agreed-upon procedures to the Low and Moderate Income Housing Fund of the Palm Desert Redevelopment Agency and the Successor Agency to the Palm Desert Redevelopment Agency pursuant to Cal'rfomia Heatth and Safety Code Section 34179.5, we confirm, to the best of our knowledge and belief as of September 20, 2012, the following representations made to you during your engagement: a. We are responsible for meeting the requirements of California Health and Safety Code Section 34179.5. b. We are responsible for the presentation of the supporting schedules and exhibits attached to your report related to the Low and Moderate Income Housing Fund. c. The supporting schedules and exhibits attached to your report are presented in accordanca procedures developed by the California Society of CPAs with input from the California State Controller's Office and the Califarnia Departrnent of Finance. d. We have made available to you all infortna8on that we believe is relevant to the requirements ot Califomia Health and Safety Code Section 34179.5 as it relates to the Low and Moderate Income Fund. e. We are not aware of any transfers as defined by Health and Safety Code Sectio� 34179.5 from the Low and Moderate Income Housing Fund for either the former redevelopment agency or the Successor Agency to other parties for the period from January 1, 2011 through June 30, 2012 that have not been properly identified in your repoR and its related schedules and exhibits. WhBe Nelson Diehl Evans, LLP September 20, 2012 Page 2 of 2 f. We have disclosed to you all communications from regulatory agencies, intemal auditors, and other independent practitionero or consultants relating to the Low and Moderete Income Housing Fund. g. We have responded fully to all inquiries made to us by you during the engagement. h. No events have occurred subsequent to June 30, 2012 that would require adjustrnent to or modfication af the presentation of the supporting schedulea and exhibits attached to your report related to the Low and Moderate Income Housing Fund. i. Your report is intended solely for the infonnation and use of the Oversight Board and managemerrt of the Successor Agency to the Palm Redevelopment Agency, the Califomia Departrnent of Fina�ce, the Califomia State Controller's Office and the County Audkor ConVoller, and is not intended to be and should not be used by anyone other than those specified parties. Sincerely, � ��Ji�--�C.� ane M. Moore, Director of Housing Jo n M. Wohlmuth, Cityr Manager , i��bj'Y/r/ �'' Paul S. Gibson, Finance Director �irr oF rAim oESEar SUCCESSOR AGENCY TO TAE PALM DESERT REDEVELOPMENT AGENCY lndependent Accountants' Report on Applying Agreed-Upon Procedures On the Palm Desert Redevelopment Agency's Md The Successor Agency to the Palm Desert Redevelopment Agency's Low and Moderate Income Housing Fund Pursuant to California Health and Safety Code Secrion 34179.5 SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY AGREED-UPON PROCEDURES RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND Tab1e njContents Page Independent Accountants' Report on Applying Agreed-Upon Procedures Related ro the Low and Moderate Income Housing Fund Attachment A- Ageed-Upon Procedures and Findings Related to the Low and Moderate Income Housing Fund SUPPORTING SCIiEDULES AND EXHIBITS: Schedule 1- Listing of Assets Transferred to Successor Agency as of February 1, 2012 Schedule 2- Transfers to Palm Desert Housing Authority Schedule 3- Listing of Assets as of June 3Q 2012 Schedule 4- Unspent Bond Proceeds Schedule 5- Summary of Available Resources and Esrimated Spending Requirements Schedule 6- Summary of Balance Available for Allocakon to Affected Taacing Agencies E�chibit lA - Original Sripulation dated May I5, 1991 Eachibit 1B - Amendment 1 to Original Stipularion dated Iune 18, 1997 Eachibit I C- Amendment 2 to Original Stipulafion dated September 20, 2002 Eachibit 2- Amended and Restated Housing Cooperation Agreement dated February 14, 2008 Exhibit 3- Summary of Replacement Reserve Study Ezhibit 4 - Bond Documents Exlubit 5- Projected Revenues and Spending Requirements on Annual Basis - 2012 to 2038 and Assumprions Made Exhibit 6- Settlement and Release Agreement, City of Palm Desert, Palm Desert Redevelopment Agency and IS Palm Desert, LP Independent Accountants' Reporton Applying Agreed-Upon Procedures Related to the Low and Moderate Income Housing Fund Oveisight Board of the Successor Agency to the Palm Desert Redevelopmeut Agency Palm Desert, Califomia �{{ We have performed [he minimum required agreed-upon procedures (AUP) enumerated in Attachment A, wluch were agreed to by the Califomia Department of Finance, the Califomia State Controller's Office, the Riverside County AuditorConhoiler, and the Successor Agency to the Palm Desert Redevelopment Agency (Successor Agency), (collectively, the Specified Par[ies), solely to assist you in meeting the statu[ory requirements of Health and Safety Code Section 34179.5 related to the Low and Moderate Income Housing Fund of the former Palm DeseR Redevelopment Agency and Successor Agency. Management of the Successot Agency is responsible for meeting the statutory requirements of Health and Safety Code Section 34179.5 related to the Low and Moderate Income Housing Fund. This agreed-upon procedures engagement was conducted in accordance with attestaaon standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in the report. Consequently, we make no representation regarding the sufficiency of the procedures described below, either for the pucpose for wlilch this report has been requested or for any other purpose. The scope of this engagement was limi[ed [o performing the agreed-upon procedures as set forth in Attachment A. Attachment A also identifies the findings noted as a result of the procedures performed. We were not engaged to and did not conduct an audit, [he objecrive of which wotild be the expression of an opinion on whether the Successor Agency has met the statutory requirements of Health and SafeTy Code Seclion 34179.5 related to the Low and Moderate Income Housing Fund. Accordingly, we do not express such an opinion. Had we perfo�med addiUonal procedures, ottter matters might have come to our attention that would have been reported to you. This report is intended solely for the informa6on and use of the Oversight Board and management of the Successor Agency to the Palm Desert Redevelopment Agency, the Califomia Departrnent of Finance, the California State Controller's Office, and the Riverside County Auditoo-Conholler, and is not intended to be, and should not be, used by anyone other than these specified parties. l��.t�.� 7�i�+J ,10�� Yo�oJ !LP Irvine, California September 20, 2012 ^_8?5 J[ichelle Drive, Suire 300, imine, C:� 926p6 • Tel: 714978.1300 • Fax: 714.9?8J893 O(ji:er lne'ated ue Orm{ye axd Snn Dirgn Cnuutlet SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND Procedure: Obtain from the Successor Agency a listing of all assets that were transferred from the former redevelopment agency's Low and Moderate Income Housing Fund to the Successor Agency on February 1, 2012. Agree the amounts on this listing to account balances established in the accounHng records of [he Successor Agency. Identify in the Agreed-Upon Procedures (AUP) report the amount of the assets transferred to the Successor Agency as of that date. Finding: We agreed the amounts listed on Schedule I to account balances as established in the accounting records of the Successor Agency with no exceptions. The former redevelopmen[ agency transferred $37,083,543 in assets to the Successor Agency as shown in Schedule 1. 2A. Procedure: Obtain a listing prepazed by the Successor Agency of transfers (excluding payments for goods and services) from the Low and Moderate Income Housing Fund of the former redevelopment agency to Ihe city that formed the redevelopment agency for the period from January 1, 2011 through January 31, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency's enForceable obligations or other legal requuetuents. Provide this listing as an attachment to the AUP report. � . Finding: This pmcedure is not applicable as the former redevelopment agency did not make any Meusfers from the Low and Moderate Income Housing F'und other tfian payments for goods and services to the City of Palm Desert during the period from January 1, 2011 through January 31, 2012. 2B. Procedure: Obtain a listing prepazed by the Successor Agency of transfers (excluding payments for goods and services) from the Low and Moderate Income Housing Fund of the Successor Agency to the city that formed the redevelopment agency for the period from Febmary 1, 2012 through June 30, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the Ransfer was required by one of the Agency's enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. Finding: This procedure is not applicable as the Successor Agency did not make any transfers from the Low and Moderate Inwme Housing Fund other Ihan paytnents for goods and services to the City of Pahn Desert during the period ftom February 1, 2012 through June 3Q 1012. SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 2C. Procedure: For each uansfer, obtain the legal document that formed the basis for the enforceable obliga[ion that required the transfer. Note in the AUP report the absence of any such legal document or the absence of language in the docume�t that required the transfer. Finding: This procedure is no[ applicable since no transfers were identified as a result of Ptocedures 2A and 2B. 3A. Procedure: Obtain a listing prepazed by the Successor Agency of transfe� (excluding payments for goods and services) from the Low and Moderate Inwme Housing Fund o€ the former redevelopment agency to any other public agency or to private parties for the period from January 1, 2011 through January 31, 2012. For each transfer, the Successor Agency should describe the purpose of the hansfer and describe in what sense the transfer was required by one of the former redevelopment agency's enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. Finding: The former redevelopment agency transfecred $9,898,437 to the Palm Desert Housing Authority (Housing Authority) during the period from January 1, 2011 through January 31, 2012 as detailed in Schedule 2. The transfers were made to provide funds for replacement reserves for the renovation, rehabilitation and repair for the apartment projects owned by the Housing Authority. The amounts transferred were based on a replacement reserve study conduoted liy Associallon Reserves, Inwrporated for al] the apartments projects. The Authority under a court order is required to maintain a certain level of affordable housing units. The legal basis for the transfer and the actions taken by the governing boazds for the transfers aze described below. On May 15, 1991, the Riverside County Superior Court entered a final judgment inwrporating a Stipulation for Entry of Judgment, among the PaUn Desert Redevelopment Agency, the Western Center on Law and Properiy, Ina and California Rural Legal Assistance in connecrion with Citv of Pabn Desert v. All Persons Interested, (Case No. Indio 51124). On June 18, 1997 and on September 20, 2002, the Riverside County Superior Court entered amendments [o the Jud�nent, incorporating certain amendments to the Stipulation. The Stipulation, as aznended, requ'ues the Palm Desert Redevelopment Agency to use its 20% housing set aside fiinds ([he "Housing Funds") and other taac increment funds, if necessary, to develop, rehabilitate or odierwise financially assist a certain number of affotdable housing units and to meet certain affordable housing needs of the City. SUCCESSOR AGENCY TO THEPALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 3A. Finding (CouUnued): As part of the implementation of the Stipulation, the Redevelopment Agency and the Palm Desert Housing AuWority entered into a Housing CooperaGon Agreement in 2005, which was amended and restated in 2008 (as amended and restated, the "Coopecation AgreemenY'). Under the Cooperation Agreement, the Redevelopment Agency agreed to develop certain affordable housing units and the Housing Authority agreed to renovate, rehabilitate and repair the designated affordable apartment projects. Section 5 of the Cooperation Agreement provides that the entire expense of the renovation, rehabilitation and repair of these apartment projects is to be bome by the Redevelopment Agency from its Housing Funds, or from a combination of private funds and the Housing Funds. By minute actions taken by the respec[ive goveming boazds on February 1Q 2011, the Redevelopment Agency and the Housing Authority further agreed to establish and fund a replacement reserve fot the renovalion, rehabilitarion and repair of the aparm�ent projec[s as part of the implementation of the Cooperation Agceement. The amounts transferred are detailed in Schedule 2. 3B. Procedure: Obtain a lisring prepazed by the Successor Agency of transfers (excluding payments for goods and services) from the Low and Moderate Income Housing Fund of the Successor Agency to any other public agency or to private parties for the period from February 1, 2012 through June 30, 2012. For each transfer, the Successor Agency should describe the purpose of the 7ansfer and described in what sense the transfer was required by one of the former redevelopment agency's enforceable obligations or other legal requirements. Provide [his listing as an attachment to the AUP report. Finding: The City Council adopted Resolution No. 2012-07 on February 9, 2012 and elected the Palm Desert Housing Authority (the "Housing Authority"), and not the City, to become the Housing Successor pursuant to Health and Safeiy Coder Section 34176. ARer the adoption of Resolution No. 2012-07, for accounting purposes, the former redevelopment agency ttansferred assets as shown in Schedule 2 to the housing successor authorized under Health and Safety Code Section 34176(a)(2) pursuant to AB 1484. The transfer of these assets was reported on the Housing Asset List form filed on July 31, 2012 with the California Depaztment of Finance (the "DOF"). The DOF, in a letter dated August 31, 2012, indicated its approval oFthe Housing Asset List. The Oversight Boazd of the Successor Agency is expected to adopt a resolution (the "Transfer Direction Resolution") on or about October 8, 2012 pursuant to Health and Safety Code Section 34181, directing the transfer of housing assets to the Housing Authority. The Successor Agency will proceed to have the Housing Authoriry reflected as the owner of record for the relevant accounts and the real property after the Oversight Boazd's adoption of the Transfer Direction Resolution. SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 3C. Procedure: For each transfer, obtain the legal document that Fortned the basis for the enforeeable obligation that required the transfer. Note in the AUP report that formed the absence of any such legal document or the absence of language in the document that required the transfer. Finding: Attached to this AUP report aze the Original Stipulation dated May 15, 1991 and the two amendments dated June 18, 1997 and September 20, 2002 (Exhibit lA, IB and IC), the amended and restated Housing Cooperation Agreement dated February 14, 2008 between the Redevelopment Agency and the Housing Authority (E�chibit 2) and a summary of results of the replacement reserve study (Exhibit 3). 4. Procedure: Obtain from the Successor Agency a summary of the financial transactions of the Redevelopment Agency and the Successor Agency for the fiscal periods ended Iune 3Q 201Q June 30, 2011, January 31, 2012 and June 30, 2012. AsceRain that for each period presented, the totat of revenues, expenditures and transfers account fully for the changes in equiry from the previous fiscal period. Compaze amounts for the fiscal period ended June 30, 2010 to the state wntroller's report filed for the Redevelopment Agency for that period. Compaze the amounts for the other fiscal periods presented to the account balances in the accounting records or other suppoRing schedules. Finding: This prooedure is required by Secfion 34179.5(c)(4) for tfie Successor Agency as a whole and therefore will be addressed in the AUP report associated with all -o[her funds of the Successor Agency due December 15, 2012. 5. Procedure: Obtain from the Successor Agency a listing of all assets of the L.ow and Moderate Income Housing Fund (excluding assets held by [he entity that assumed the housing function previously performed by the foaner redevelopment agency) as of June 30, 2012. Agree the assets on listing to the accounting records of the Successor Agency. Finding: As of June 30, 2012, the Successor Agency's total assets related to the former redevelopment agency's Low and Moderate Income Housing Fund amounted to $36,219,570 as shown in Schedule 3. SUCCESSOR AGENCY TO THEPALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 6. Procedure: Obtain from the Successor Agency a listing of asset balances held on June 30, 2012 that were restricted For the following purposes: • unspentbond proceeds, • grant proceeds and progam income restricted by third parties, and • Other assets with legal restrictions. 6A. Procedure - Unspent Bond Proceeds: Obtain the Successor Agency's computaUon of the restricted balances and trace individual components of [his wmpu[ation to related account balances in the accounting recotds, or to other supporting documenta6on. Obtain the legal document that sets forth the reshicfion pertaining to these balances. We ageed the paz amount of the bonds, the original issue premium, undenvriter's discount, bond insurance premium, cost of issuance and deposits [o the escrow fund to the Official Statement prepared on the issuance of the bonds. We agreed the date and amount of the bond draw to a request from [he Palm Desert Redevelopment Agency to Wells Fazgo Corporate Trust Services request reimbursements for expenditures paid by the Agency. We agreed the balances at June 3Q 2012 to a Statement of Assets held by Wells Fargo Corporate Tmst Services. Finding: As of June 3Q 2012, the Successor Agency had $23,344,715 in unspent bond proceeds as detailed in Schedule 4. Attached to the report at Exhibit 4 aze pages from the Official Statement prepazed on the issuance of the bonds and page 6 from that statement wlilch restricts the use of the bond proceeds for use on low and moderate income housing activity. 6B: Procedure - Grant Proceeds and Frog�am Income Restricted by Tltird Parties: Obtain the Successor Agency's computation of the restricted balances and trace individual components of [his computation to related account balances in the accounting records, or to other supporting dowmentation. Obtain a copy of the gtant agreement that sets forth the restricfion pertaining to these balances. Finding: This procedure is not appticable as the Successor Agency's assets related to the former redevelopment agency's Low and Moderate Income Housing Fund did not have grant proceeds and program income restricted by third parties as of June 30, 2012. SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 6C. Procedure - Other Assets Cousidered to be Legally Restricted: Obtain the Successor Agency's computalion of the restricted balances and trace individual components of this computation to related account balances in the accwnting records or other supporting documentation. We obtained the legal document that sets forth the restricrion pertaining to these balances. Finding: This procedure is not applicable as the Successor Agency's asse[s related to the former redevelopment agency's Low and Moderate Income Housing Fund did not have other asseu considered to be legally restricted as of June 30, 2012. 7.� Procedure: Obtain from the Successor Agency a listing of assets of the former redevelopment agency's Low and Moderate Income Housing Fund as of June 30, 2012 that aze not liquid or otherwise available for distribution and ascertain if the values aze listed at either purchase cost or mazket value as recently esUmated by the Successor Agency. For assets listed at purchased cost, trace the amount to a previously audited financial statement or other accoun6ng records of the Successor Agency and note any differences. For any differences noted, inspect evidence of asset disposal subsequent to January 31, 2012 and ascertain that tlte proceeds were deposited into the Successor Agency's trust fund. . For assets listed at recently estimated mazket value, inspect evidence supporting the value and note the methodology used. Finding: This procedure is not applicatile as the formet redevelopment agenoy's Low and Moderate Income Housing Fund did not have any assets that were not liquid or otherwise available for distribution as of June 30, 2012. SA. Procedure: If the Successor Agency idenfified that existing asse[ balances were needed to be retained to satisfy enforceable obligations, obtain an itemized schedule of asset balances (resources) as of June 30, 2012 that were dedicated or restricted for the funding of enforceable obligations. Compaze the informarion on the schedule to the legal documents that formed the basis for the dedication or restriction of the resource balance in questioa Compaze all cuaent balances which needed to be retained to satisfy enforceable obligations to the amounts reported in the accounting records of the Successor Agency or to an altemative compu[ation. Compare the specified enforceable obligarions to those that were included in the final Recognized Obligation Payment Schedule (ROPS) approved by the Califomia Department of Finance. If applicable, identify any listed balances for which the Successot Agency was unable to provide appropriate resficting (anguage in the legal document associated with the enfomeable obligation. SUCCESSOR AGENCY TO THEPALM DESERTREDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND SA. Finding: This procedure was not applicable as the Successor Agency did not identify any assets to be retained to fund enforceable obligations. 8B. Procedure: If the Successor Agency idenrified that future revenues together with balances dedicated or restricted to an enforceable obligaflon aze insufficient to fiwd future obligadon payments and thus retention of current balances is required, obtain &om the Successor Agency a schedule of approved enforceable obligations that include a projection of the aanual spending requuements to satisfy each obligation and a projection of the annual revenues available to fund those requirements. Compaze the enforceable obliga6ons to those that were approved by the California Deparhment of Finance for the six month period from January 1, 2012 through June 30, 2012 and for the six month period July 1, 2012 through December 31, 2012. Compaze the forecasted annual spending requirements to the legat document supporting the enforceable obligation and obtain the Successor Agency's assumptions relating to the forecasted annual spending requuements. Obtain the Successor Agency's assumptions for the forecasted annual revenues. Disclose the major assumptions for the forecasted annual spending requirements and the forecasted annual revenues in this AUP report. Finding: The Successor Agency has identified two enforceable obligations that require the retention of current available resources. The first enforceable obligation is sequired by a Stipulauon (Case No. Indio 51124) that required the foimer Palm Desert Redevelopment to meet certain affordable housing needs of the City of Palm Desert. Tlus enforceable obligation is descri(ied in more detail in Find�ng 3A: The enforceable obligation is reported as a stipulated judgnent on line 32 for pmject area 1, Liae 32 � in Project Area 2, Line 13 in project azea 3 and line 21 in Pmject Area 4 of the ROPS filed for the period January 1, 2012 to June 3Q 2012. The requirement for the enForceable obligation is the Orignal Stipula6on and two subsequent amendments which are attached as Exlribits ]A, 1B and 1 C to this repoR. , The second enforceable obligafion is the Settlement and Release Agreement dated February 29, 2009 between the City of Palm Desert, the Palm Desert Redevelopment Agency and IS Palm Desert, LP (Pazk Owner), to resolve disputes behveen the Pazk Owner and the residents of the Indian Springs Mobile Home Pazk Homeowners' Association. With respect to the settlemenf, within 30 days after delivery of the "Final Public ReporP' issued to the Pazk Owner by the Department of Real Estate, Section 4(a) of the Park Owner Agreement directs the City's Redevelopment Agency to provide purchase loan assistance in a total sum of $5,000,000 to qualified Pazk residents who aze Low, Very Low or Exhemely Low Income. The Agency has not provided any loan assistance under this agreement as a Fina1 Public Report has not been issued. This enforceable obligation is repoRed on Line 9 of the ROPS fi]ed for the period January 1, 2012 to Juoe 30, 2012. SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 8B. Finding (Continued): The Successor Agency has prepazed a projecuon that shows rotal resources available ro safisfy these enforceable obligations amounring to $250,062,194 (Schedule 5) which includes $12,874,855 in cash and investmenu held by the Successor Agency. The projected property ta�ces of $204,570,847 aze amounts that would have been available to meet the requirements of the these enforceable obligations after reducing the arnounts to be received for the 20 percent set- aside requirements less the debt service for bond debt service related to the low and moderate income housing fund. The total estimated spending requirements aze $278,544,037. The total resources available less the estimated spending requiretnents results in a projected deficit of $28,491,843 as shown in Schedule 5. Exhibit 5 shows the annual projected revenues and annual esrimated spending requirements. The assumptions for the projected revenues and the spending requirements aze shown in Exhibit 6. 8C. Procedure: If the Successor Agency identified that projected property tax revenues and other general purpose revenues to be received by the Successor Agency aze insufFicient to pay bond debt service payments (consideting both the riming and amount of the related cash flows), obtain a schedule demonstraring this insufficiency. Compaze the fiming and amounts of bond debt service payments to the related bond debt service schedules in the bond agreement. Obtain the assumptions For the forecasted property tax revenues and other generat purpose revenues and disclose them in this AUP report. Finding: This procedure is not applicable as tlte Successor Agency did not idenrify any assets to be retained under tlus procedure SD. Procedure: If Procedures 8A, 8B and 8C were performed, calculate the arnount of unrestricted balances necessary for retenrion in order to mee[ enforceable obligations. Combine the amount identified as cucrently restricteA balances and the forecasted annual revenues to arrive at the amount of total resources available to fund enforceable obligaqons. Reduce the total resources available by the aznount of forecasted annual spending requuements. Include the calculation in this AUP report. Finding: The calculation of the amount of unrestricted balances necessary for retention in order to meet enforceable obligations is shown in Schedule 5. The projected spending requirements exceeds the resources available wlvch indicates that the unrestricted cash balance of $12,874,855 be retained by the Successor Agency. SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY ATTACHMENT A- AGREED-UPON PROCEDURES AND FINDINGS RELATED TO THE LOW AND MODERATE INCOME HOUSING FUND 9. Procedure: [f the Successor Agency identified that cash balances as of June 3Q 2012 need to be retained to satisfy obligations on the Recognized Obligarion Payment Schedule (ROPS) for the period of July 1, 2012 through June 3Q 2013, obtain a copy of the final ROPS for the period of July 1, 2012 through December 31, 2012 and a copy of the final ROPS for the period January 1, 2013 through June 30, 2013. For each obligarion listed on the ROPS, the Successor Agency should iden[ify (a) any dollaz a¢tount of existing cash that was needed to satisfy the obligation, and (b) the Successor Agency's explanation as to why the Successor Agency believes that such balances were needed to satisfy the obligation. Include this schedule as an attachment to this AUP report. Finding: This procedure is not applicable as the Successor Agency did not identify any assets to be retained under tlus procedure. 10. Procedure: Present a schedule detailing the computadon of the Balance Available for Allocarion to Affected Taxing Agencies. Amounts included in the calculaGon should agree to the results of the procedures perfornted above. A�ee any deductions for amounts already paid to the County AuditorConholler on July 12, 2012 as directed by the Califomia Department of Finance to evidence of payment Finding: The schedule detailing the computatiou of the Balance Available for Alloca6on to Affected Taxing Agencies is shown in Schedule 6. The computa6on �shows�that the Successor Agency does not have a balance available to be remitted to the County for disbursements to taxing agencies. 11. Procedure: Obtain a representation letter from management of the Successor Agency aclmowledging their responsibility for the data provided and the data presented in the repoR or in any schedules or exhibits to the report. Included in the representafions is an acknowledgment that management is not awaze of any transfers (as defined by Section 34179.5) from either the former redevelopment agency or the Successor Agency to other parties for the period from Tanuary 1, 2011 through June 30, 2012 that have not been properly identified in this AUP report and its related schedules or exhibits. ManagemenPs refusal to sign the representatio� letter should be noted in the AUP report as required by attestation standazds. Finding: No exceptions were noted as a result of this Procedure. 10 SCHEDULEI SUCCESSOR AGINCY TO THE PALM DESERT REDEVELOPI�NC AGENCY AGREED-UPON PROCEDURES RELATED TO THE �LOW AND MODERATE INCOME HOUSING FUND LISTING OF ASSETS TRANSFERRED TO SUCCESSOR AGENCY As of February l, 2012 ASSETS Cash and imesGncnts Cash with fiscal agent (Bond'Crustee) TOTAL ASSETS NOTES: Total Assas as of Febmary 1, 2012 $ 13,688,843 23,394,700 $ 37,083,543 (A) The assets of Ihe Palm Desert Housing Authority and ihe Redevelopment Agency Low and Moderate Inwme Housing Fund havc ban combined and reporteA in the Special Revenue Fund on [he State Conh'oller's Report filed by the Palm Dcsert Redevelopment Age¢cy. On the previous years wdited financial statements, the assets of the Palm Desert Housing AuthoriTy and thc Redevelopmrnt Agency Low and Moderate Inwme Housing Fund are reported separately. The above listing includes only [he transferred assets of the former rcdcvelopment agency's Low and Moderate Income Housing Fund. (B) For accounting purposes, the following assets recorded in the Low and Moderate Income Housing Fund were Iransfe}red to the Palm Daert Housing AuthoriTy (Housing Succcswr) on Febmary 1, 2012 pursuant to Aealth and Safety Code Section 34176(a)(2). Sx Finding 3B for additional information. Accountsreceivable $ 23,996 Inleres[receivable 36,493 Loans 6,787,629 Prcpaid costs 130 Advances from other funds (SEIUF) 17,8?L;288 Property held for resale 3� 671 674 $ 28,341,210 SUCCFSSORAGENCYTOTHEPALM DBSERTREDEVELOPMENTAGENCY A4RC+E6UPON PROCEW0.FS 0.EIAlEDTOTHE IAW AND MODERATE MCOME IIOUSMG Fl1NU TRANSFERS TO IiIE PALN DFSERT HOl1SMG AUTHORffY FOR THE PERIOD JANOARY y E011 TIIROUCH ,IANUARY Jl, 20¢: FC9:I�pR��1 ddt0 °� Gforcuble OblipuoNOtler TnmRr DexriotionofTnmfrr r�mmeorra�.kr Amounl Lep�Repuimment5uppom�Tn�ufer JIJII2011 TnmferbPalmpesenHausmg 1'mvidefiuWfwmpleceventrtemafm S 5,363,100 SeeexpbmYovinthefuqingtoProcedurt3A Autlwriry IO/11 AlbceEov Low Madenm IMome Housing Aprcmenb in AmchmemA ro the AIIP rcpon fm re9uiremenu npport� mmhr N30/'t0i1 TnmkrmPalmpcsenflouaing Aullwriry INI I Albcelpn IIJU201] Tnm(ubP�ImOmmHousing Aullwriry 2.J53396 See expb�ution in Wc fioding W PeocNive 3A in AmchmentA b tM AUP repon for R9uirtmem� supponine n+mRr 1]Ib,696 Stt cxphmnon in Ne PoMing to Pmcedwe 3A 3.181.9<t in A�mchmem A ro We Al1P rtpon Por rtqu'vememe vupponing m�uPor. Thu wee abomponNonMe ROPSforihepenod lamury 1, 2013 b Iwe 30, 2011. PmJ� � 1-Line 3] 6r S1.6I8.19925 ProJ�� - � J6 fiir 51'!9.]99.92 RojeM Am J- Liro 14 for Sl]9.]99.92 �1Kt Am 0- W�c 22 Por SI]9.)99.92 Total emoumreponcd xtis 53.15],599.01 ProviJe fwCs far repiacemm[ �esma for Iqw Madereh Ivcome I loming Ap��entl VtiviEe fuMa far rtpl�cemmu rcema for Imv MOEen�e ircome Houving Arymnmb 5 9,099.U] "fOTALTRAN5FER5 FOR TH6 PERIOD FEBRUANY l, E013 THROUCH JUN¢ 30, 20I2 oac or ��.eie oer�eoNowe. Tnrskr Descnp�ionofTo�u4r PumouafTnrtsfer Amoum Ie�IRmui�emsMSupooenv¢Tnvfer 3/1Ii013 TnwRroflaanRmeivabkof TremferNoucmgAseetamNePalm Seeezpla�unoninthefinEmgroPmceAweJB Sb.]8].629aotlamrvclinte�u�of DeurtHouaineAut6miry . ieAneclurcntAmWeAIIPee�p�t(or 536,49J ta the Palm pesen Houe'vig S 6,834,122 rtquvemenp supportng trwfer nuNony 2IIQOII T2�uferofl��MHeWfmReealeb TrenefalloubingAssc6bthePalm bPaWOeaertHouvingAwM1oriry DesertHowivgAUNorny DI2012 TrmahrotRealPmpatym Palm Dnm Houning AutM1onty 2/I20@ TlirefernfPenomlPrapmym Paim Ikun Houci� qutlwnry 2/V2012 Tnm6ro(Dek�dlmmb Pelm DesM Ho�eipg AuHw�ily 3/II2013 Trzr�e6erofAmoun40wadbinw aod Modenm incame Hmssmg fw � enro�m6 pmiously bommvM m fwd SERAF paymenls Sx c�ryb�uuon in t6e fiiqing ro P�ocedive JB m AMCLianl A b Ihe AUP rtpmt for S l.b11,6]4 rtqu'vemeNes�ryponingtravvRr See Wle�uliov w the Evdi�B b Procadive 3B iv AmehmemA m tle AUP rtpon 6� 5 ]0.9d0,835 rtquirtmmu �uppoMmg pzrehr Sm exPumtwn�w We fvtling�m Prvtsdurt lB w A�lachmrnt A b tM1e AUP report for S b.ddl reyuireme�Heu�ryoitingVawfr � SeeeaplwtionmNefivdin%ro%acedwe3B in Atlachmm�l A b ihe AUP rtpart Por 5 2J,996 requvcmmd suPwnin6 ��msfrr See exD�d� m We fiMing m Raedwe 3B wAtlachmml A b ihe AUP rcpat Por S 11.831288 requiremend suppoNing bansfu Tre�uf Haumg Asaed b �he Palm �evert Honamg Autlpnry Tn�ufer Hmuiog�AUM b No- Palm DcurtHo�aivBAuNonry 'ln�ukr Howmg AUHe b Ne Pelm OeurtfbuainBAu�lpnry innaf HauBiog lWeb b Ihe Pilm Dcserc Howm� AuWonry SCHEDULE3 SUCCESSOR AGINCY TO TI� PALM DESERT REDEVELOPMENT AGINCY AGREED-UPON PROCEDURES RELATED TO THE LOW AND MODERATE INCOME HOOSING FOND LISTAIG OF ASSETS As of Juoe 3Q 2012 ASSETS Cash and investmenGa Cash with fiscal agent (Bond Trusree) To[al AsseGs as of June 30, 2012 $ 12,874,855 23,344,715 TOTAL ASSETS $ 36,219,570 SCFff�'.DULE 4 SUCCESSOR AGENCY TO'tHE PALM DESERT REDEVELOPMENT AGENCY AGREED-UPON PROCEDURES RELATED'CO THE LOW AND MODERATE INCOME HOUSING FUND � UNSPENT BOND PROCEEDS . Par Amount of 2007 Bonde $ 86,155,000.00 Plus: Original Issue Prrntiwn 3,945,150.95 Less: Underwri[er's Discount (387,697.50) Less: Bond Insurance Premium 687,000.00 Bond Praceede � � 89,02 ,453.45 Series 2007 Bond Proceede per Trenscript Less: COI Less: Escrow Fund to pay $48M Bonds Net Project Funds Depasit to Project Fund Accumulazed In[erest Reimbursement Requests: 07-SA-001 07-SA-002 07-SA-003 07-$A-004 07-SA-005 07-SA-006 07-SA-007 07-SA-008 07-SA-009 07-SA-010 07-SA-011 07-SA-012 07-SA-013 07-SA-014 07-SA-015 07-SA-016 07-SA-017 07-SA-018 07-SA-019 � 07-SA-020 07-SA-021 07-SA-022 07-SA-023 07-SA-024 07-SA-025 07-SA-026 07-SA-027 - 07-SA-028 07-SA-029 07-SA-030 07-SA-031 07-SA-032 07-SA-033 07-SA-034 07-SA-035 07-SA-036 07-SA-037 07-SA-038 07-SA-039 07-SA-040 Remaining Project Funds Date v� 2/28/2007 3B1/2007 4/30/2007 5/31/2007 6/30/2007 7/31/2007 8/31/2007 9/30/2007 IO/31/2007 I1/30/2007 12/31/2007 � 1/31/2008 2/29/2008 3/3 U2008 4/30/2008 5/3 U2008 6/27@008 725/2008 �8/31/2008 9/30/20D8 ]0/31/2008 1 ]/30R008 ] 2/3 U2008 V3U2009 2l28/2009 3/31/2009 5/IS/2009 6/19/2009 8/14/2009 I/22/2010 6/25/2010 12/3]/2010 2/25/2011 8/12/2011 9/21/201] 10/3ll20ll 1/31/20t2 3/15/2012 5/23/2012 89,025,453.45 (318,507.83) (39,706,945.62) 49,000,000.00 49,000,000.00 3,034,929.94 (3,363,107.86) (18Q579.16) (1,907,049.91) (1,081,767.0'� (587,65623) (I85,35429) (261,865.17) (149,425.07) (1,729.47097) (965,927.86) (2,613,354.62) (1,163,48736) (4,75L83) (2,762,257.38) (228,944.02) (585,369.17) (1,136,520.83) (t47,789.41) (322,428.91) . (I,A64,690.61}. (642,064.32) (418,978.40) (422,630.47) (299,847.85) (226,68391) (396,I83J0) (2,768,598.15) (103,326.19) (64,483.00) (364,043.69) � (94,85030) (514,547.07) Q34,0"7032) (22,631.13) (1,268.504.47) (1R,000.98) (2,879.50) .(31,089.18) (2,497.50) (27,507.50) ?7,3A4,714.78 Actual Curtcnt Balance (including interest earned) $ Z3,344,714.78 SCHEDULES SUCCESSOR AGINCY TO TE� PALM DESERT RFDEVELOPMENT AGENCY AGREED-UPON PROCEDURES RELATED TO TFIE LOW AND MODERATE INCOME HOUSING b"UND SUMMARY OF AVAILABLE RESOURCES AND ESTIMATED SPINDING REQUQtEMEN'LS AVAQ,ABLERESOURCES: � C'IJRRENT RESOURCES: Cash and investmmt balances at June 30, 2012 $ 12,874,855 PROJE(.'TID REVEN[JES: Proper[y tax to be mceived from stipulation SERAF rcpaymcnt Proceeds from Hovlcy �ote payoff praeeds from defcmd home loan payoffs TOTAL PROJECTED REVENUES TOTAL RESOURCES AVAII.ABLE SPENDING REQUIREMENTS: AdminisVation Programs: Palm Desert Housing Authority Nct Operating Cos45 ARR Homc improvement program AffordabiliTy cwcnant maintenancc Home buyer assistance Capital Projects: indian Springs MIIP ageement Desert Point rehabilitation Las Serenasezpansion Sagecrost Apartments consmstion 15 acre site acquisition l5 acre site development Compkx acquisition Rehabilitation of complez NS Pazklands apamnents conshuctions Replacement Ezpenditures: Califomia Villu Candlewood Cados Ortega Catalina Gardens . Desert Point La Rocca Villas Laguna Palms Las Serenas Las Serenas II Neighbors One Quail Place Palm Village � Pueblos Sagecrest Taos Palms TOTAL SPENDING REQUIREMENTS NET DEFICIT (SPENDING REQUII2EMENT5 EYCEED RESOURCES AVAII.ABLE) $ 204,570,847 17,821,288 6,787,629 8,007,575 237,187,339 250,062,194 51,128,291 10,653,407 9,407,599 841,773 841,773 8,417,726 5,000,000 5,000,000 22,250,000 6,000,000 2,250,000 20,500,000 20,000,000 30,000,000 15;000;000� 11,042.721 2,198,565 3,518,771 4,514,472 4,580,821 2,210,020 3,876,607 7,850,031 5,009,968 1,746,325 18,657,647 4,581,267 982,7I0 910,552 1,582,98I 278,554,037 $ (28,491,543) SCHEDiTLE 6 SUCCESSOR AGENCY TO 1'f� PALM DESFI2T REDEVELOPMEN'I AGENCY AGREED-UPON PROCEDURES RELATED TO THE LOW AND MODERATE AICOME HOUSING F'[IND SUMMARY OF BALANCE AVAII.ABLE FOR ALLOCATiON TO AFFECTED TAXING AGENC�S As of June 30, 2012 Total amount of assets held by thc Succcssor Agency as of June 30, 2012 -(Procedure 5) $ 36,219,570 Less assets legally reshicted For uses specified by debt covcnants, grant mstrictions, or restrictions imposed by other govemments -(Procedure 6) (23,344,715) Less assets that are not cash or cash equivalents (e.g., physical assets) -(Procedure 7) - Less balances Nat are legally restricted for [he funding of an enforceable obligation (net of projected annual rovenucs available to fund [hose obligations) -(Procedure 8) (12,874,855) Less balances needed to sazisfy ROPS for Ihe 2012-13 fiscal year -(Procedure 9) - Less the amount of paymrnts made on July 12, 2012 to thc Counry Auditoo-Controller as d'vected by [he Califomia Departmrnt of Finance � - Add the amount of any use[s transferred to the City for which an enforceable obligation with a ehird party roquiring such [ransfer and obliga[ing Ihe use of the transferteA assets did nol exis[ -(Procedures 2 and 3) . Amount ta be remitted to Comty For disbursement to tacing agencies $ EXHIBIT tA ORIGINAL STIPULATION DATED MAY 15, 1991 4 5 6 7 8 El 10 11 12 ,;y� 13 � .y 14 � :Zr� 15 16' 17 18 19 20 21 22 i3 24 25 26 27 2 8 '', PiCNnwos, WATSON & faEPSHON ^ 1BGOOB7 uW ,. � RICHARDS� WATSON & GERSHON A Professional Corporation WILLIAM L. STRAUS2, State Bar No. 58410 CHRISTI HOGIN, State Bar No. 138649 DEBORAfi R. HAFQIAN, Stata Bar No. 136663 333 South Hope Street, 38th Floor Los Anqelas, California 9�071-1469 �, (213) 626-8484 Attorneys for Defendants CITY OF PALM DESERT, CITY COUNCIL OF THE CITY OF PALM DESERT� PALM DESERT REDEVELOPMENT AGENCY� WALTER H. SNYDER, RSCHARD S. KELLY, S. ROY WILSON, JEAN M. BENSON and BUFORD A. CRITES 9 � �� !=J �' 1�� 7�'J� �R'fHUR A. Sltd:, �•v� � j�.11,��p�'��,w P.6. � � SUPERZOR COIIRT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF RIVERSIDE CITY OF PALM SPRINGS, Plaintiff, vs. � ) ALL PERSONS INTERESTED IN THE ) MATTER OF THE REDEVEIAPMENT PLAN ) FOR TI{E PALM DESERT REDEVEIAPMENT ) PROJECT AREA NO. 2, et. al., ) ) � Defendants. ) ) Case No. INDIO 51124 ) ) [�] JUDGMENT PURSUANT ) TO STIPULATION , IT IS HEREBY ADJUDGED, ORDERED AND DECREED that final judgment be entered in this case pursuant to the terms and conditions of the Stipulation for Entry of Judgment, attached hereto, and pursuant to the terms and conditions of the Settlement Agreement and Mutual Release incorporated therein, true and /// �� 1 2 3 4 5 6 7 8 9 iGli 11 12 13 iSf 151 16 17' 18� 19 20 21 22 23, 24 25 26 27 28 RICHAFOS. WATSON 3 GERSHON ..,o.,.�.a.. uw 1840087 �. .� correct copies o£ which are filed herewith as Exhibits 1 and 2, respectively, and are incorporated herein by reference. DATED: �'� S�'S � �(./qj',��LcPi(...Z,� � JU OF THE SUPERIOR COURT 910508 9k <2) (PROPOSED]JUDGMENT PUF.SGHi:P - z - TO STIP[1LA2ION 1 2 3i 4 5 6 7, 8 9i 10 11 12 13 14 15 16 17 18 19 20�i 21 22 23 2a 25 2G 27 28 FicHnRos. WATSON & GERSHON ..rwwne.,uw 0320015 �+. .� RICHARDS� WATSON & GERSHON A Professional Corporation 333 South Hope Street, 38th Floor Los Angeles, CaliEornia 90071-1469 (213) 626-8484 Attorneys for Defendants cITY OF PALM DESERT, CZTY COUNCIL OF THE CITY OF PALM DESERT, PALM DESERT REDEVELOPMENT AGENCY� WALTER H. SNYDER, RZCHARD S. KELLY, S. ROY WIISON, JEAN M. HENSON and B[1FORD A. CRITES SUPERZOR COURT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF RIVERSIDE CITY OF PALM SPRINGS, ) Case No. ZN�ZO 51124 ) Plaintiff, ) STIPULATION FOR ENTRY OF . ) JUDGMENT vs. ) ) CASE NO. INDIO 51143 ALL PERSONS INTERESTED IN THE ) MATTER OF THE REDEVELAPMENT PI.AP] ) FOR THE PALM DESERT REDEVEIAPMENT ) PROJECT AREA NO. 2, et. al., ) `, ) Defendants. ) . . .. . . . � . . SUNRISE DESERT PARTNERS, a California limited partnership dba SUNRISE COMPANY, � , Plaintiff/Petitioner, vs. ALL PERSONS INTERESTED IN THE MATTER OF THE REDEVEIAPMENT PLAN FOR PROJECT AREA NO. 2, et al., Defendants/Respondents. //� [PROPOSEDj JUDGMENT PURSUAI�T TO STIPULATION 1 2 3 4i SI 61'I 7� BI! 9 I 10 I 11 I 12 ', 13 14 15 16 17 18 19 20 21 22 23 24 25 Z6�1 27 28 RICNPFOS. W 4TSON S �GEPSNON A OWF��4w 0320015 � CITY OF INDIAN WELLS, a municipal corporation, . Plaintiff/Petitioner, vs. ALL PERSONS INTERESTED IN TFIE MATTER OF THE REDEVELAPMENT PLAN FOR PROJECT AREA NO. 2, et al., Defendants/Respondents.- .i CASE NO. INDIO 51159 IT ZS HEREBY STIPULATED by and between defendants Rlphonso Sanchez ("Interested Party"), City of Palm Desert ("city") and Palm Desert Redevelopment Agency ("Agency") through their respective counsel, that judgment in this action be entered on the followinq terms: 1. The Agency shall develop, rehabilitate or acquire, or cause to be developed, rehabilitated or acquired, within the City of Palm Desert, housing units in the amounts and during the times specified in this paragraph: � � a. Before December 31, 1995, not less than the following units shall be developed or acquired: � (i). 36�6 housing units occupied by and available at affordable housing cost to very low income households; (ii). 367 housinq units occupied by and available at afPordable housing cost to parsons and families of low income; and (iii). 367 housing units occupied by and available at affordable housing cost to persons and families of low or moderate income. /// 9C0621 ajh 0 _ z _ [PROPOSED] JUDGNENT YURSUANT TU STIP�LATION 1 2 3 4 SI 6' 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 aicw.r+os, I WATSON & �3cRSMON 1iiON1[vfwT4w .� N2D015 4� •,� b. In addition to the housing units described in paragraph l.a., a�ove, an additional 100 housing units occupied by and availabla at affordable housing cost to very low income households and an additional 60 housinq units occupied by and available at affordable housing cost to lower income housenolds shall be developed.. Development of these units shall be �commenced within 120 days after the average occupancy rate on Che very low and low income units developed or acquired pursuant to paragraph�l.a.(i) and (ii) is 90� or more during any calendar� month, and development shall proceed with reasonable diliqence to completion. The Agency shall maintain the average monthly occupancy rate of the units developed under paraqraph l.a(i) and (ii). . c. In addition to the housing units described in paragraph l.a and b, above,.before December 31, 1992, not less than 255 existing housinq units shall be acquired. These 255 existing housing units may include up to 191 mobilehome spaces and the remainder shall be housing units. Not less than 21 units (or spaces) shall be occupied by and available at affordable housinq O cost to very low income households and nat less than an � additional 78 units (or spaces) shall be occupied by and available at affordable housing cost to lower income households. The remainder of these units shall 6e unrestricted. � Beginning July 1,.1994, and continuinq throvgh the life of the redevelopmenC'projects in the City,p�pe �^'�shql2:develoP, nMabiTitate os acqtytsa�au€LSciaat housinq to mseC�the City�a�existingJ�Rnd��tutura housiaq needsli�a�_v�ry 2ch �nd*lowar<:incame householdsJ.� �Csorts and faailiea oi low or� 900621 ajh 0 - 3 - [PROPOSED] JUDGMENT PURSUANT TO STIPULATION 11 zl 3 4 5 6 7 8 9 10 11 12 13 la 15 16 17 ', 18 19 20 21 22 23 za 25 2G 27 28 RICMAPOS. WATSDN 6 nawRm ON n uw aS2oo15 `. .,iJ i�eM� � income,, �,u#Aal��.�valid � Houoing - Element,+ periodically revised as required in Government Code Section 65568(bj. �xcaay��8aduct[ from ita�existing needs, whicR are� Aq1�Fkdfiod�in.tha Houeing 8lement it is required to revise by : July��l, 1994, tha nnmbar o; very lov, low and moderate income� units it davalopa pursuant to this agraement in excess of 794 very IOM� 477 lOW 8fld 442 IDOdeCdte incOmO u711tS.i 2. In meeting the requirements of paragraph l.a, l.b and l.c, the Agency shall utilize taxes which are allocated to it pursuant to Health and Safety Code Section 33670 to the extent necessary. With respect to the reguirements of paragraph l.d, the Agency shall utilize taxes which are so allocated to it from Project Area No. 2, to the extent necessary but at least at the level required by Hea1=h and Safety Code Section 33334.2(a), and sha11 utilize at least the level required by Health and Safety Code Sections 33334.2(a) and�333]4.6(C) from Project Area No. 1, As Amended, to be deposited in a Low and Moderate Zncome Housing Fund (the "L & M Fund"). The use ❑f taxes allocated to the Aqency in excess of the levels required in Health and Safety Code Sertion 33334.2(a) ("excess tax increments") shall noL�be deemed to create a lien on excess tax increments which is prior to or on a parity with prior indebtedness payable from excess tax increments. "Prior indebtedness" means indebtedness (i) existing as of the date of this Stipulation, or (ii) incurred 6y the Agency after it shall have made a written finding at a public meeting by resolution appeaiinq on tha agenda, but not as part of � the consent calendar that those excess tax increments are not, and will not be necessary to meet the housing requirements set forth - 900621 ajh 0 _ q _ [PROPOSED] JODGP1ENT PURSUANT TO STIPULATION �i 2 3 4 5 6 7 8I 9 I 10 I 11 , 12 13 I 14 I 15 16 17 1s 19 zo 21 22 23 24 25 26 27 28 RICMAR09. NpTSON 6 .,,ovEP:...�. �.,. 032�015 .. .� in paraqraph l.a., l.b., and l.c., with respect to Project areas Nos. 1 and 2, and in paragraph l.d with respect to Project Area No. 2. Such finding shall be made only if reasonably supported by a report which indicates (i) the last equalized roll of taxable property in all Project Areas of the Agency, (ii) the projected assessed value of�such taxable property for the following five years, (iii) the projected amounts to 6e set aside into the Low and Moderate Income Housing Fund puz5uant to Sections 73374.2(a) and 33334.5(c), (iv) the housing specified in paragraph l.a, b and c, (v) the projected housing needs included in the requirements� set £orth in paragraph l.d for the life of Project Area No. 2, which shall be based upon a forecast by a state agency or by the council of governments, currently the Southern California Association of Governments, with the responsibility to determine regional housing needs under Government Code Section 65584, and (vi) the estimated amounts of money necessary to meet the requirements of paragraph 1, including the estimated total costs of subsidizing housing affordable to the households enumerated in paragraph 5,. for the time periods specified in paragraph 6,��Cnich estimated total costs shall include, to the extent necessary, costs of developing, maintaining and managing the housing units. The report shall include evidence and analysis reasonably supportinq and substantiatinq the projections in the report and the finding to be made by the Agency. 3. In meeting the requirements of paragraph 1, the Agency may acquire existing housing units which are already available at affordable cost to low or moderate income persons only if the time for maintaining the affordability of those units 900621 ajh 0 — 5 — [PROPOSED] JUDGDSENT PURSUANT TO STIPULATZOP7 1 2 3 4 5 6 7 8 9 10 11', 12 I 13 I 14I 15 16 17 l8 19 20 21 22 2 3 ', 24 25 FZ�I 27 26 . RICNaR03. WATSON 6 . o�.�'r: ��.... o72aot5 . v � is extended by at least 15 years for rental housinq and by at least 10 years for for-sale.housing and if the units comply with the provisions of this Stipulation. For the purpose of determining the number of very low, loW and moderate income units acquired under this paragraph and the credit to be given to the Agency.for�housing units required under paragraph 1, the number of housinq units acquired shall be multiplied by a fraction, equal to or less than one, whose denominator is ]0 and whose numerator is the number of years added to the time the units will ba maintained at affordable costs and occupied by persons and families of low or moderate income. Tha following is an example of the foregoing formula applied to the acquisition of 100 units which were available at affordable cost for 10 years prior to acquisition and which are to be maintained at affordable cost for a total of 30 years after acquisition: 100 units x 20/30 : 67 units 4. 7'he Agency may promulgate other regulations � regarding the occupancy of housing described in this Stipulation which is in accordance with law. - .. ... .. . ... . _... ._ . . . . C'.. . 5. Housinq units�required to be available at � affordable housing cost to very low and low income households and persons and families of low,or moderate income under paragzaphs 1 and 20 shall be affordable to, and, to the extent feasible, occupied by, households with the following incomes: a. For very low income households, at least one- third of the housing units shall be affordable to households with 35 percent or less of the median income, adjusted for family size, for the Riverside-San Bernardino Metropolitan Statistical W0621 ajh 0 _ 6 _ [PROPOSED] JGDGMENT PURSUANT TU STIPULATION � 2 3 4 5 6 7 e 9 10 11 12 13 l4 15 16 17 l8 19 20 21 22 23 24 25 26 I 27 28 RicruFlos, WATSON & GEFSMON �rtOPw[y wT 4w o5zoois �• J Area ("SMSA") and the remainder shall be aPfordable to households with 4S percent or less of the median income, adjusted for family ' size, for the sMSA. b. For lower income households, at least one- third of tha housing units shall he affordable to households with 55 percant or less of the median income, at least one-third shall be afEordable to households with 65 percent or less of the median income and the remainder shall be aEfordable to households with 75 percent or less of the median income, all adjusted for family size, for the SMSA. � c. For persons and families of moderate income all the units shall be at least affordable to�households who come within the definition of persons and families of low or moderate income in Health and Safety Code Section 50093 and who cannot afford housing at the market.rate as provided in Health and Safety Code Section 33334.2(e)(8), adjusted for family size. 6. All housing units developed, rehabilitated or acqUired by the Agency under the requirements of this Stipulation shall be maintained at afford�able housing costs, as specified in .. . . . . . . _. . _ . . . . . �:. paragraph 5, for the longer of the times provided in Health and Safety Code Sections 33334.3 and 33413, as amended, hut.not less than either the total period of the land use controls in the Redevelopment Project Area No. 2, or 30 years, whichever is greater, except as provided in paragraph 3. 7. Housing units developed, rehabilitated or acquired pursuant to paragraph 1 shall meet the City's housing needs by family size and household type. /// IPROYUSED] JUDGPIENT PURSUANT TO STIPULATION 9�0621 ajh o �� 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18' 19 20' 21 22' 23 25 26 27 28 RICHPROS. WATSON 6 O^ RSMON . r,..,.,. aa2oois 2411 One-bedroom � � a. Rousinq units acquired, developed, rehabilitated or otherwise assisted by the Agency shall meet the needs of low and moderate incoma persons and families and very low income hovseholds by family size (numbers oP bedrooms) and household type (senior/family), as identified in a City Housinq Element which is consistent with the latest, updated U.S. Census and which complies with the provisions of state law. b. As for housing units required to meet the needs of large families (four or more badrooms), the Agency shall determine the number of those units required to be developed, rehabilitated or acquired under paragraph l.d. by multiplyinq its future regional needs for very low and lower income households 6y a fraction whose denomir.ator is the City's existing need for very .3, � 7 low and lower income households (overpayment needs) determined pursuant to paragraph 7.a and whose numerator is the City's :i, existing need for such very loa and lower income households which are also large families (households in need of four or more � bedrooms) . ,j/�. - , ,:' :� t":>^ :' � .,,..c. c. Housing units developed pursuant to this �, r? Stipulation shall be rented, on a"priority bas�is", accordinq to I i, the following range of occupancy: � Onit Tvoe Number of occuoanYe Studio 1-z Two-bedroom Three-bedroom Four-bedroom /�� aomzi ain o �: 2 or more 2-4 or more 4-6 or more 6-6 oz more [PROPOSED] SUDGMENT PURSUANT TO STIPULATION 1 2 � 4 5 6 7 8 9 10 il 12 13 14 I 15 16 17 I 18 I 19 I 2Q' 21' 22I, 2 3 II 24 I 25I 26' 27 28 P�C�iPFD4, WATSON 6 G'cR5✓ON L�TOWFf �� 4M 0320015 L � A"priority basis" means that vaeant units will be held available for households within the ranga of occupancy for at least 60 days. d. The Agency shall require the owner of any housing units developed, rehabilitated or acquired pursuant to .paragraph 1, to maintain waitinq lists, to offer vacant units to households on the waiting list�on a pTiority basis and to notify the followinq entities of any units required to be available to very low and lower income households which remain vacant for more than 30 days: . i. the Agency, ii. the Riverside County Housing Authority, iii. Catholic Charities in the Coachella Valley, iv. California Rural Legal Assistance, v. coachella.Valley Housinq Coalition. 8. The units developed or assisted by the Agency shall be subject to good cause eviction procedures in accordance with Title 24 0£ the Code of Federal Regulations, Part 247, revised as of April 1, 1989. � �� s. The Agency shall insure, throuqh written agreements with owners of housing developed, rehabilitated or acquired pursuant to this Stipulation, that such housing units are initially occupied and continue to be occupied by households and families within the income categories specified in paraqraphs 1 and 20. The Agency shall also insure, through written agreements with owners of housing developed, rehabilitated and acquired pursuant to this Stipulation, that such units are adequately /�� 900621 ajh 0 [ PROPOSED ] JUDGf7ENT _ y�_ PURSUANT TO STIPULATION 1 2 3 4 5 10 11 12 13 14 15 16 17 i8 19 zo zi 22 23 24 25 26 27 28 � J maintained during the tima they ara required to remain available at affordable cost under paragraph 6. 10. The Aqency and the owner of housinq units developed pursuant to this Stipulation, shall continually advertise with the Riverside County Housing Authority and any other housing authority with jurisdiction in the city, the availability of those units�. � 11. a. Tha Agency shall enter into a writtan regulatory agreement with each owner of housing developed, rehabilitated or acquired pursuant to this Stipulation. Such - written regulatory aqreement shall contain covenants and restrictions running with the land which implement the requirements of paraqraphs 1, 5, 6, 7, 8, 9, 10 and 14 oP this. Stipulation and the requirements oP Health and Safety Code Section 33334.3(e), as amended. The.covenants and restrictions shall be enforceable by the Aqency and the City, or interested Party; provided that prior tc the� commencement of any action to enforce such covenants or restrictions, the Interested Party shall have C qiven not less than 60 days pzior written notice to the Agency and the City of its intent to�so commence and oE the alleqed breach of covenant or restriction. The Aqency shall require the recording of such written requlatory agreement in the office of the county recorder in accordance with Government Code Section 27281.5. Such� written requlatory agreements shall comply with all of the � requirements of Civil Code Section 1468, as amended, and even if not required shall identify a parcel or parcels owned by the City as the parcel to be benefitted by the covenants and restrictions. running with the land. � RILNAROS, wnrsoHa (PROPOSED] JUDGMENT ��r�sHON ;ocszi ain o - 1p - PURSUHNT TO STIPULATIUN >nwwn�n+uw 0320015 � 2 3 4 SI 61 7 8 9 lo 11 12 13 14 15 16 17 18 19 20 21 2 2 'I 23 24 25 26 27 28 RicwiAos, WATSON $ GEASHON 03200t5 u � � � . b. IP commercially feasible, the requlatory aqreement shall provide for a power of termination or other similar property interest in housinq projects the Agency finances or otherwise assists under this Stipulation. The regulatory agreement shall also provide that, notwithstandinq the power of termination, a breach of the requlatory aqreement's covenants, conditions and restrictions, and the Agency's exercise of the power of termination, shall not de£eat or render invalid the lien of any mortqage or deed of trust made in good faith and for value as to such property or any part thereof; but such covenants, conditions, and restrictions, including such power of termination, shall be binding upon and effective aqainst any owner of said property whose title is acquired by foreclosure, trustee's sale, or atherwise. � 12. In connection.with its obliqation to develop or assist in the development of housing affordable to persons and families of low or moderate income, the Agency shall give reasonable priority to either oE the following:�� . a. Non-profit developers which have the capacity . . . . _ . ..... . . C'. . to and interest in developing such housing units,��and b. Sponsors or developers who agree to maintain the affordability of units for a lonqer time than the minimum required in paragraph 6. � � 1�. Notwithstanding paragraph 7, the size of tha units developed or acquired under paragraph l.a. will be distributed, within each income category, as follows: /// �/� 900627 ajh a [PROPOSED] JUDGMENT - 11 - PURSUANT TO STIPIJLATION 1 2 3 4 5 6 7 8 9 10, lll 12' 13 i 14 15 16 17 18 19 20 zi 22 23 Fi■ 25 26 27 28 RICMPRDS. WATSON 6 ."�..� FSMON wrr na.+uw oazoais `• J Studio, at most 17; . one-bedroom 25-353 two-bedroom, at least 32%. three-bedroom, at least 16$ 14. Interested Party will receive a first priority to � purchase or rent any appropriately sized, af£ordable unit developed by the Agency, including any self-help t�ousing. 15. The City and Redevalopment�Agency shall adopt 5-year implementation plans commencing October 1, 1990, for the expenditure of its Low and Moderate Income Housing Fund and the � plan shall contain tha same information specified for the plan provided in Health and Safety Code Section 33334.10. � 16. The Agency and City shall comply with requirements of this Stipulation notwithstandinq the provisions of the Pledge � Agreement dated September 8,�1968, between Riverside County Housing Authority and the City of Palm Desert regarding the � contingency of the hotel development�and the term of affordability requirements so that housing units are maintained in accordance with paragraph 6. 17. if any of the provisions of this Stipulation for Entry of Judqment requires the Agen¢y to develop housing whicti' would be subject to Article 34 of the California Constitution, the percentage of units in a housing development available at aE£ordable housing costs to very low and/or Low income households ' can 6e limited to the percentage which would not cause such housing�to be subject to Article 34 under the circumstances in subparagraphs a. L. and c., below; provided that as lonq as Article 34 applies to both very low and low income rental units, vooaz� ain o - iz - [PROPOSED] JUDGD9EHT PURSUANT TO STIPULATION 1 2 3 4 y � 9 10 il 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RICHAPDS. WqTSON 6 n�ewxEPays O uw 0320015 I � J �� any reduction shall be in the same proportion as the percentage of units required to be available at affordable housinq costs to very low and low income households, respectively, under the provisions of paragraphs l.d or 20. The provisions of this paragraph shall apply only if all of the followinq conditions ara met: a. The proposed housing project is not excluded from the application of Article 34 under Health and Safety Code Section 37000 e� sea., or other applicable laws, and cannot be so excluded by redesiqning, reconfiquring or restructuring the project. b. The City does not have Article 34 authority which is applicable to the proposed housing project. � c. The City has held an unsuccessful Article 34 referendum election within the prior four years, which would have been applicable to the proposed housing project. 18. Upon written request by Interested Party or his counsel, the Agency shall expeditiously send to counsel for Interested Party, any public�records regarding the implementation of this Stipulation, including a copy of the� report required.by Health and Safety Code Section 33080.1(c) and the data requir�d to be obtained under Health and Safety Code Section 33418, as soon as such public records are available. - 19. In November 1988, the Riverside County Housing Authority (the "Housing Authority") issued $99,000,000 principal amount of its revenue bonds. From the proceeds of the bonds, approximately $70,00,0,000 has been reserved for the purpase of acquiring and constructinq affotdable housing within the . 900621 ajh 0 — 13 — �PROPOSED] JUDGL4ENT PURSUHNT TO STIPULATION 1 � t� 8 9 10 11 12 13 14 15�I 16'I 17' 18 19 20 21 22 23 24 25 26 27 28 qICHAROS. W 4TSON 6 mGorrRnauuw 0320075 e. .J territorial limits of the City. The Agency participated in the revenue bond program in an effort to cause the acquisition and development of afPordable housinq units in the City. In the view of the Aqency, the promises of the Agency set forth in paragraphs l.a., l.b. and l.c. are ambitious and such promises are dependent � in large part upon the timely use of such revenue bond proceeds reserved for the Agency. Zn Auqust, 1989 a portion of the proceeds of the ravenue bonds were used by the Housing Authority to acquire a 64 unit apartment building complex.in the City. In August, 1989 the Housing Authority adopted a resolution of necessity to acquire a 191 unit mobilehome park in the City. In addition to the acquisition of the 64 units and 191 units described in paragraph l.c, above, it was also contemplated at the time of issuance of the revenue bonds that the Housing Authority would acquire an additional 1100 apartment units to be constructed in the city. The obligations of the Aqency hereunder wi:h respect to the foregoing acquisitions and the mix oP afforda6ility oP the � units contemplated thereby is described in paragraphs l.a. and l.c. Subsequent to the issuance of the revenue bonds, it has come to the attention of the Agency�that an apartment bui.ldinq complex in the City (commonly known as "One quail Place") has been the subject of a foreclosure and that the foreclosing entity is interested in selling One Quail Place. The Agency has � communicated to the sellers that the.Agency is interested in acquiring One quail Place. The Agency has in turn contacted the Housing Authority and indicated that the Agency is desirous of having the Housinq Authority acquire One Quail Place from revenue I � and bond proceeds reserved for the Aqency. The Agency is also � . 90c621 a�n o _ lq _ �PROPOSED] �UDGMENT � '�, PURSOANT TO STIPULATION I ll 2Y J 4 5 6' 7 Gll 9 10 ill 12 13 14 15 16 17' ia 19 20 21 zz 23 24 25 26 27 28 a. .,� itself contemplatinq the acquisition oP One Quail Place by issuinq bonds secured in part by the L& M Fund, for eventual sale to the Housinq Authority. In the event the Agency acquires One Quail PT�ace or causes its acquisition, it is the intent of the parties to this Stipulation that those units may be used to satisfy the requirements of paragraph l.a., to the extent those units comply with all of the provisions of this Stipulation which are applicable to paragraph i.a. and to tha extent provided in paragraph 3. . 20. If, at the end of any fiscal year as of July 1, 1995, the Agency is not in compliance with the requirements in paragraph l.d, the Agency shall adopt a plan not later than December 31 of the immediately succeeding calendar year to bring � itselE into compliance by tha end of the next fiscal year. Until �such compliance has been achieved, the Agency shall not assist any development which individually does not meet the following requirements: a. Not less than 50 percent of such units shall be available at afYordable costs to, and occupied by very low income hauseholds. � � � b. The remainder of the units shall be available at af£ordable.costs to, and occvpied by lower income households and persons and families oP modarata income in the same c proportion as the City's share oP the regional housing needs for those two income groups, as determined pursuant to Government Code Section 65584, except that the Agency may allocate the units for moderate income households to units for very low and/or low incame households. aicrnnos. [ PROPOSED ] JUDGldENT WATSON 8 ^ ceasr.on w i qppyz� a]n o — 15 — �'U�SOANT TO STIPULATION ^ OS20015T4 I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16I 17 18 19 20 21 22 23 24 25 26 27 26 RICMAROS, WAT$ON S .GEµRSHON � m�ruw 0320015 ` � Upon request by Interestad Party or his counsel, the Aqency shall send counsel for interested Party a copy of any such plan as soon as it is proposed or adopted and a copy of any of the Agency's annual reports. � 21. The Agency shall send by first-class mail copies of all agenda packets to California Rural Legal Assistance, to Jonathan Lehrer-Graiwer and to the Western�Center on Law and Poverty at the same time those agenda packets are distributed to the Agency Board. 22: The definitions contained in Health and Safety Code Sections 50052.5, 50079.5, 50093 and 50105 as they currently exist, shall apply to this Stipulation for Entry of Judgment and the term "affordable cost" shall include "affordable rent." 23. The terms "develop, rehabilitate or acquire," � either individually or conj.unctively, include actions by the Agency which cause or assist another entity to develop, rehabilitate or acquire. � 24. For the purpose of enforcing the terms of this Stipulation, "Interested Party" shall include low or very low � income households who would quali£y for the housing to be developed under paragraph 1. z5. Notwithstanding paragraph 2, the Aqency may spend monies from the L& M Fund which are derived from the territory added to Project Area No. 1, As Amended, for the purpose of � payinq the debt service requirements on its Palm Desert Redevelopment Agency, Project Area No. 1, As Amended (Added Territory only) Tax Allocation Bonds, Iseue of 1988, or a . /// 900621 ejh 0 [PROPOSED] JUDGMEt7T - 16 - P�RSUANT TO STIPULATSON �. .� refinancinq thereof which decreases such debt service require- ments. 8 9 10 11 12 13 14 151 16 17 18 19 20 21 22 23 24 25 26 27 28 R�Ct�aR�4. W 4TSON 8 •norR[�s„O uw 0320015 26. Notwithstandinq paraqraph 2, provided it has made a writtan finding reasonably supported by the same evidence described under paragraph 2, that a portion of the L& M Fund derived from Projedt Area No. 1, As Amended, is not, and will not be necessary to meet the housinq requirements set forth in paragraph 1, the Agency may use moneys in the L& M Fund derived from Project Area No. 1, As Amended, for the development of housing units which are subject to all oE the provisions of this Stipulation, except the requirements of paraqraphs 5.a and S.b, as long as such housing units are in addition to the requirements of paragraph 1. 27. Interested Party raleases, waives and forever discharges City and Agency from any and all claims raised in this action, or which could have been raised in this action, except as specifically provided in this Stipulation for Entry of Judgment and the City and Agency release, waive and forever discharge � interested pa�ty from any and all claims which they may have - against him�in connection with this action. 28.� The City and/or Agency agree to pay the Western Center on Law and Poverty, the CaliEornia Rural Leqal Assistance and Jonathan Lehrer-Graiwer, a maximum of 556,000 as attorneys' C fees to be calculated by multiplying the total number of attorney hours expended on the case by the reasonable hourly rate that persons of equivalent experience and quality are charging in the community. The City and Agency have been informed of the hourly rates of the attorneys for Interested Party and those rates are (PROPOSEDj JU�GhIENT �I 90o62t aih o - 17 - PURSUANT TO STIPULnTION 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 I 24 25 Y��fl 27 28 RICMARp9. W ATSON 6 . ow,::. ��... 0320015 `. ,.i deemed reasonable. Such fees shall be paid upon provision by counsel for Interested Party to the Agency of attorneys' time records. With the exception of such payment oP attorneys'� fees, Interested Party, the City and Agency shall bear their own costs, attorneys' fees and expenses incurred in connection with this action. � 29. The laws of the State oP California shall govern this Stipulation for Entry o£ Judgmant in all respects, includinq, but not limited to, matters of construction, validity, enforcement and interpretation. This Court shall maintain continuing jurisdiction for the purpose of enforcinq the judgment entered pursuant to this Stipulation for Entry of Judgment. If any motion or leqal action is brought to enforce, construe, interpret or invalidate the terms of the judqment entered pursuant to this Stipulation.for Entry of Judgment, the prevailing party shall be entitled to all costs and expenses incurred in any such action including court costs and reasonable attorney's fees to the extent provided by California law, in addition to any other relief to which they may be entitled from the losing party. Upon a noticed motion, the Court may avard � attorneys' fees to counsel for Interested Party for any significant time spent in enforcing the provisions of the judgment entered herein. �, 70. All notices to be delivered pursuant to the terms of this Stipulation for Entry of Judgment shall be in writing and shall be delivered either in person or by U.S. mail or some other delivery service, verifying delivery oE the notice to the address listed below for the respective parties. [PROPOSED] JUDGPiENT 900627 ajn o - lg _ PURSUANT TO STIPULATION 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 ia 19I zo' 211 22 23 24 25I 26 27 28 RICIMiiO3. WATsoNfi GERSHON 0320015 , �. � If to counsel for Interestad Party: Western Center on Law and Poverty, Inc. 3535 West SiXth Street Los Angeles, California 90020 California Rural Legal Assistance 1030 Sixth Street, Suite 6 �P. O. Box 35 � Coachella, California 92236 . � Sonathan Lehrer-Graiwer . � 4727 Wilshire Blvd. Suite 500 Los Anqeles, California 90010 IE to the City: David J. Erwin, Esq. Best, Best & Krieger P.O. Box 1555 Rancho Mirage, California 92271 If to the Agency: William L. Strausz Richards, Watson & Gershon 333 South Hope Street Suite 3800 Los Angeles, California� 90071 � Mr. Carlos L. Ortega Executive DireCtor Palm Desert Redevelopment Agency � City Hall � P.O. Hox 1977 Palm Desert, California 92261 �� Any�-of�the-foregoinq addresses may be changed-by�written� notice in accordance with this paragraph. � If notice is given it shall he deemed effective upon the date of actual receipt as evidence by personal acknowledqement, return receipt or other comparable means. �+ � 31. This Stipulation for Entry of Judqment may be signed in counterparts. . 32. Z£ 2nterested Party objects to the written finding made by the Agency pursuant to paragraph 2, or to the report upon 900621 aj� 0 [PROPOSED) JUDGMEIdT - 19 - P�RSUANT TO STIPULATION 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24� 25 26 27 28 RICNPROS, WpT50N & ��RSHON ^� 0320015 . � .. .�. which it is based, Interested Party may bring an appropriate motion pursuant to paraqraph 29 or an action challenginq the written finding. Such motion or action shall be brought within the time now specified by Coda of Civil Procedure Section 860 on the date oP this Stipulation. in any action to challenge or attack a finding made by the Agency under paraqraph 2, exhaustion of administrative remedies shall not be applicable and the standard of judicial review applied by the court to determine whether the finding is supported by evidence shall be as determined by the law at that time. 33. Tha Judgement entered pursuant to this Stipulation shall be recorded in the racords of the Riverside County Recorder. Dated: , 1990 ALPHONSO SANCHE2 . California Rural Legal Ass•istance Dated: , 1990 - � By: � � EILEEN MCCARTHY / . . . . . , / � � , . Dated -i^'-�-- �� , 1990 l, � / � / �'� ��/ . / By:-f.� ,.,. ,,. � ', :' / .- .-� J9NATHAN LEHRER-GRAIWER!/ ,� Attorneys for Interested Party / � Dated: , 1990 Western Center on Law and Poverty c By: RICHARD A. ROTHSCHILD Attorney for Interested Party [Signatures Continue] �� 70�621 ajh 0 - 2� - [PROPOSEDj JUUGMGNT PURSUANT TO STIPULATION lM z 3 4 5 6 7 8 9 10 ', 11 12 13 14 15 16' 17 18 19 20 Y;� ,y 23 24 25 2G 27 28 RICMARO6, JJATBON & �ERenoN .TawM��uvr p}2001$ �. ..� which it is based� Intareated Party may bring an appropriata motion pureuant to paragraph 29 or an action challenqing tha wYittan Pinding. 6uch motioh or ection shall ba brouqht within tha tima now apeciYied by Code o! Civil�Procedure sectlon 860 on the date oE thie Stipulation. In any 8otion to chalienqe or attack a Einding made by tha Aqency under paraqraph 2, exhauetlon oP ttdminiatrative romediae aha11 not ba appllcahle and the standard of judicial review applied by the court to Qetessaine ' whethez' the fitiding is supported by evid¢nce shall ba as determined by the law at that time. 33. The Judqamant anbarad pursunnt to this Stipulation ehsll be recarded in the records oP tho Riverside County Racorder. ��q✓]� � Dated:�/�%'� , 1990 ��i�:/1/ � 'a/� �Dul�� RLPH NSO SANCFiEZ Dated: [Slgnatuz'es ConC131Ue] /// 900621 �jh 0 1990 � 1990 CaliEornla Rural Leqal Acsistanca IIy: / „ for Intareetg� Party 1990 Wastern�Center on Law and P�verty By: �AICHARD. A. RCTHSCAILD Attorney for Intereeted Party — Z� � n (PROPOSED] JUDGMENT PURSUANT TO STIPULATION 111 z 7 6 5 6 7 e 9 10 11 12 I 13 14 15 16' 17 1B 19 20 21 �Z 23 24 25 2E 2i 2! RICNAROB. WATBGN d. OEwwnon wnwwm •* uw OS20ot5 '`. ..+ which it ie based, Intareatad Party may briaq an appropriate motion pursuant to paraqraph 29 or an action challanqinq the written finding. Such matiotf or actlon shall be brouqht Wlthin the tima naw epeCiPied by Code o! Civil Proeedute saction 860 on tha date ot this Stipulation. In eny.aation to challenge or attnck s tindlnq mada by tha Aqency undar parnqraph 2, exhauetion of administrative ramediee shell not ba applicahle and tha standard of judicial raview applied by tha court to determine mhather the findinq is aupported by evidence ahall ba eg determinad by the law at that time. �3. Tha Judqement antared pursuant to thls Stipulation ehall be r¢corded in tha recozds oP tha Riverslde .County RecoTdei. � Dated: �� , 1990 �v ;/1% �' /✓� �`�v'��'*- ;h � ALPH NSO SANCiIEZ Calilornia Rural Legal Assi9tance .990 �•� ,,,, /Yi ( �'...a By: (.��..vX ��. �F�-7.FEN MCCARTHY Q 1990 \ l -�-7�`.' � / D � t/'/i -� for Interest� Patty v Dated: c�� ", 1990 Wastern�Center on Law nnd Povarty 'rtJ�'// f�'�/1 BY : / . ._ , � , � ; ' �RICHARD. A. ROTH6CHILD �' � Attornay Por Interaetad Party [Signatures ConClhue] /// 900621 �jh 0 - Z� ( PROPOSED ] JUCGP:z27T PURSUAIiT TU S^:IPU:.A^TUid 1 2 3 4 5 6 7 8 9 io 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RicrwAos. WATSON & GEHSHON .,,o+.s..., �.w 0320015 Dated:�-�;x.'�`' , 1990 City oE Pa m Desert ' i/ . � �� /i _---. , /�, c, i By: .-ti�./;7`'�—/ � ( "��...� - Mayo= oP the City of Palm Desert �X/./irt z ' �:l"Pl- City clerk of the Ci� Palm Desert of Palm Desert Redevelopment Aqency . -�' i �� l/ By. � � —��'�.1 � _ ( J --C. . �Chairman o£ the Palm Desert Redevelopsent Agency ATTEST: Secretary, P�lm Dese �Redevelopment Agency � Dated:..G . . � ��. -. , 1990- 8y: ��^ -l� � . i Attorney for C�y of Palm Desert and Palm Desert Redevelopment Aqency C 900627 ejh 0 � 21 IPROPUSliD] JUDGMENT PURSUANT TO STIPULATION EXHIBIT 1B AMENDMENT 1 TO ORIGINAL STIPULATION DATED JiTNE 18, 1997 1 2 3 4 5 6 7 8' 9 10 11 22 13 14 15 16 17 18 19 20 21 zz 23 24 25 261 27 I 28 R�CHAF09, WATSON Ra OERSNON qTTO0.V6YSATlAW 031d81 RZCHARD3� WATSON & GERSHON A Professional Corporation 333 South Hope Street, 38th Floor Los Angeles, California 90071-1469 (213) 626-8484 IAttorneys for Defendants CITY OF IPALM DESERT, CITY COUNCIL OF THE ICITY OF PALM DESERT� PALM DESERT REOEVELOPMENT AGENCY� WALTER H. SNYDER� RICAARD 5. KELI,Y, S. ROY WILSON, JEAN M. HENSON and BUFORD A.�CRITES � ( " R �IDE�OOI�MY � � 31�t � 1997 v AATHUR A SIMS, CkAc 8Y /f/ �I(2b. �a, M. Vmqusz .��.. � p�P�9, . � �SV�S � � � � SUPfiRIOR COIIRT OE TfiE STATE OF CALIFORN2A FOR TFiE COUNTY OF RIVERSIDE CITY OF PALM SPRINGS, ) CASE NO. INDIO 51124 ) [Consolidated with Plainti£E, ) CASB NOS. INDIO 51143, ) 51159] vs. ) ) STIPIILATION AMENOING ALL PBRSONS INTERESTED IN THE ) STIPIILATION FOR ENTRY OF MATTER OF THE REDEVEI,OPMIIJT PLAN ) JIIDGMENT; EXFiIHIT "A"; FOR THE PALM DESERT REDEVEIAPMENT )[-P�] ORDER PROTECT AREA NO. 2, et. al., ) ) . Defendants. ) ) ) SUPRISE DESERT�PAR�2TERS,� a )..... . . CaliPornia limited partnarship dba ) SUNRISE COMPANY� ) � ) PlaintifP/Petitioner, ) ) vs. ) ) ALL PERSONS INTERESTED IN THE ) hfATTER OF Tf{E REDEVELOPMENT PLAN ) . FOR PROSECT AREA NO. 2, et al., ) " ) Defendants/Respondents. ) � [Caption Continues) ', 1 z 3 4 5 6 7 8 9 10 11 12 13 14 15 I 16 17 18 19 20 21 22 23 24� 25 26 27 28 PoGrwHps. WATsoN 6 GERSHON T1p1111M11Tuw mxua� CITY OF INDIAN WELLS, a municipal. corporation, Plaintiff/Petitioner, VS. AT,i, pERSONS INTII2ESTED IN TEiE MATTER OF TH& REDEVELOPMENT PLAN FOR PROJECT AREA NO. 2, et al., Defendants/Respondents. RECITALS 1. On May 15, 1991, this Court entered a Final Judgment (^Judgment") in these consolidated actions. The Judgment incorporates the terms of a Stipulation for Entry of Sudgment ("Stipulation") in Casa No. 51124 and a Stipulation for Entry of Judgmant pursuant to Sattlement Aqreement and Mutual Release ("Settlemant Agreement") in Case No. 51124. � 2. Tha Stipulation�and the Settlement Agreemant are wholly distinct agreements, involvinq different issues and different parties. THe Stipulatioa-is attached to the Judgsent as- Exhibit 1 thereto. The Settlement Agreement is attached to the Sudgment as Exhibit 2 thareto. � 3. The Stipulation imposes certain ongaing obligations on the Palm Desert Redevelopment Agency (the "Agency") with raspect to"affordable housing in the City of Palm Desert. The Stipulation provides by its terms that this Court has continuing jurisdiction over the matters set forth in the Stipnlation £or purposes o£ enforcement of the Stipulation. /// � 970b6fI'6103-00106iu (n — 2 � STIPUUTfONAMPN�R1�87'@U1A770IdPOR PNtRY OP IqDOA47Y1'; E7CSOB[f •A•: �P&OPOS�1 OADER 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 161 17 18 19 20 21 22 23 24 25 26 27 26 p�ctwAD9, WAT80N 6 QERSMON ATlOM1T'� AT V.W 02i<61 4. Tha Agency has made a good faith effort to meet its housing production obligations under the Stipulation. In light of the foregoing, the parties to the stipulation are entering into this Stipulation Amending Stipulation for Entry of Judgment and will continue to negotiata in good faith regarding the enPorcement and/or modification of the other terms of the Stipulation in addition to the modiYications covered by this Stipulation Amending Stipulation for Entry of Judgment. 5. The parties to the stipulation now wish to amend the Stipulation as set forth below and to have the Court enter an Amendment to Judgment. � NOW THEREFORE, IT IS HEREBY STIPULATED,. by and between Alfonso Sanchez ("Interasted Party"), defendants the City oP Palm Desert (the "City") and the Agency through their respective counsel, that the Stipulation be amended as followe, and that an Amendment to Judgment be entered in those consolidated actions consistent with this Stipulation Amending Stipulation for Entry of Judgment, in the £orm attached here as Exhibit "A.". 1. Paragraph 34 is hereby added to-�the-Stipulatian to read as follows: � "Notwithstandinq the other provisfons of this Stipulation, the Aqency may incur indebtedness and pledge tax increment, other than amounts required to he set aside in the L6M Fund� to its repayment (i) to refinance its bonds or other obligations, including providing insurance and alternata security Eor a reserve fund, so long as (a) the total amount of debt service � 4l0665 P6l02-lp10fi us <1) — 3 — STIPUI.ATttINAhffiiORl�SfIPUTAI'�ONPOR PNCRY OP Nf1�nQTIT; E7CI�II'A•: [PBOPOSPDIOBDPR 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 I 16 17 18 19 20 21 22 23 24 25 26 27 28 FIICHAFDB. WAT9oN 8 �EfiSHON r�1TOwNry�wilAW Q3i{eii payable in connection with such refinancing is less than the total amount of debt service remaining to He paid on the bonds or other obligations to be rePinanced, or (b) the total amount of debt service payable in connection with such refinancinq reflects a present value savings when compared with the total amount of debt service remaining to be paid on tha bonds or other ohligations to be refinancad; and (ii) to replace the reserve fund Por its existinq bonda or othar obligations with a surety bond or othar alternate security, so long as tha annual debt service requiremants on such bonds or other obligations is not increased by such replacement." 2. Paragraph 35 is hereby added to the Btipulation to read as Pollows: "Notwithstanding the other provisions oP this Stipulation, the Agency may incur indebtedness and/or refinance indebEadness,�and�pledqe-��& M-Funds to- its-� repayment, including providing insurance and alternate secvrity Por a reaerve fund, so long as the proceeds �thereof are used to acquire rental housing projects and other residential dwellinq units located in the City oP Palm Desert which are owned and operated by the Riverside County Housing Authority." 3. Paragraph 36 is hereby added to the Stipulation to �Iread as follows: �� 4Ia605 C610YWI06 au p1 — Q — SfVU{ATpNAM'Fl1D@1032'PVfA770NPOA P.MRY OPIUDOAffil'I; C�FI"A'; �PROPOSPD) ORD9t 9 10 11 12 13 i4 15 16 17 18 14 20 21 22 23 24 25 26 27 28 q�cHaFos, WAT90N & GERSHON A+TonN[ve/�ilnw 0321d81 ."Funds equivalent to (1) all of the reduction in debt service and in other monetary costs resulting from the indebtedness or refinancing described in Paragraph 35, and (2) any administrative or other savings achieved by any acquisition of, restructuring of ownership or management, or operation of housing units owned and/or operated by the Rivarside County Housing Authority, regardless of whether any bonds are rePinanced, shall be used exclusively for acquiring, developing, rehabilitating, or otherwise assisting housing units occupied by and available at affordable housing costs to very low incoma households pursuant to this Stipulation. Such indebtedness or rafinancing may include the financing o£ rehabilitation costs oY rental units for occupancy and availability at affordable housing costs to very low income households. a. Such savings shall be used for the development, aoquisition or, if neceseary, the rehabilifation, of either�rentaT�housing�; self�-hElg�- hausing or repossessed properties, and other for-sale housing, except that it may not he used to displace lower income households. The term development includes suhsidizing existing units not occupied by lower income households. � b. Self-help housing shall be defined as housing in which at least 40 percent of the labor used in constructing the housing is contributed by the participants oE the program. I 7�0605I'610l-0�106 m (I) � S� ST[PULATION A/�llDP74 SIIDOIATION POR ENTAY OFNDQA9N1't ��11"A'; I�OP09PD1 OBDHB 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19, 20 21 22 23 24 25 26 27 26 HIGMMOS, WpT9oN & pEpBHON wnanwmwr�ww ol2f461 o, Any salf-help project shall utiliza experienced, reliable develapers, with a track record of successfully developing at least 2D units of self-help housinq within the last five years. In choosing a daveloper, the Agency shall give a prePerence to non- proEit developers which have successfully developed 50 or more units of salf-help new construction housing units within tha last fiva years. 'PrePerence' means the salection of a non-profit over a profit motivated developer where the non-profit development proposal does not excead the cost of a for-profit development proposal aqualized for tha proposed quality o£ construction and given developers of like exparienca. d. The devalopment or acquisition of any project inwlving Por-sale housing shall meat the foilowinq costa and subsidy criteria. For-sale housing shall not include self-help housing as defined in subparaqraph b above, but shall lnclude housing develnped or acquired by-the Bgency�which-is intended�to he sold to lower income households. � � (i) The total cost of developmant of any housing unit, including but not limited to acquisition, construction, financing and rehabilitation costs, axcept housinq which has been acquired or developed prior to the date of the Stipulation Amending Stipulation for Entry of Judgment addinq this Paragraph 36, shall not exceed the median cost of development of nawly constructed housi.ng units oP similar type (e.q., u mosns ream.aiaa w m — 6 — S�'@111A71pNAAffiIDINa3'1'BIM170NPOA FNfR1' OP NW�A'N[; P]6�[P'A": WROP09BDI ORDE6 1 2 3 4 5 6 7 8, 9 10 il 12 13 14 15 16 17 18 19 2D 21 22 23 24 I� 25 i 26 ' 27 I Z$ I aicrwaos, WAT60N 6 GERSHON ATTOPN{�iwiLwW I 03I1481 � condominiums versus free-standing units), with the same number of bedrooms and of similar size in Riverside County during the previous year. (ii) The amount oP Aqency subsidy for each for-sale unit shall not exceed the present value of the median cost of the Agency subsidies over 3o years for rental units of the same bedroom count and affordability level, as developed or � acquired by tha Agency under this Stipulation." 4. Subparagraph b of Paragraph 1 of the Stipulation is hereby amended to read as follows: "b. In addition to the housing units described in paragraph S.a, above, an additional 1D0 housing units occupied by and available at affordable housing cost to very low income households and an additional 60 housing units occupied by and available at affordable housinq cost to 7ower inaom� households shalY be develogerY. Development of these units ehall be commenced within 120 days after the averaqe occupancy rate on either the very low and low income ownership units or the very low and low income rental units developed or acquired pursuant to paragraph l.a (i) and (ii) is 90 percent or more during any calendar month, and development shall proceed with reasonable diligence to completion. The Agency shall maintain the average monthly occupancy rate of the units developed under paragraph i.a (i) and (ii)." 970605 P6d@-001 W m P) ' ! ' SIPVV.TIONAAffi7UINOS7PUTATIONA08 PM'RY OP lODOAffii'[: Exi��i"A•: (PAOTQ4�7 OHDER f 1 2 3 4 5 6 � 8 9 lo 11 12 13 24 15 16 17 18 19 20 21 22 23 24 25 26 I 27 I 28 RiCMAPDs, WnT30N 6 GER9HON 4TlOPMF�ATIIW O)21<61 5. Paragraph 37 is hereby added to tha Stipulation to read as follows: °Funds equivalent to all of the reduction in debt service achieved by the refinancing described in Paraqraph 34 shall b.e subject to the Agency's obligations under Paraqraph 1 of this Stipulation, as provided under Paragraph 2. Any savings achieved by such refinancing bonds shall not be exempt from the Agency�s obligationa under Paragraph 1 ae the result of any rasolution previously adopted by the Agency pursuant to paraqTaph 2 or as the result of any indebtedness previously incurred by tha Aqency on the basis of those prior resolutions, except to tha extent that funds are legally obliqated and neceasary to pay prior indebtedness validly adopted pursuant to those rasolutions." 5, Sssbparaqraph a o-€ Paragzaph-l-o€-the-Stipulation is_ hereby amended to read as follows: . . "a.. (i) Before January 1, �002, not less than the following units ehall be developed or acquired: (a) 366 housing units occupied by and available at affordable housinq cost to very low income households. The parties agree that as of the date of the Stipulation Amending Stipulation for Entry of Sudgment, the Agency has developed or acquired some of 970SM 1'6101-00106 m P) — B — ST�NATTONA�A'flUIN4SCPVIATIONPOR PNTAY OF IUDOAUT71'; fl�I7'A•: �PAOPOS�] ORDP& 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 R�CHAROS, WATSON di �ERSXON ATpPNM.�tLAW O]3UA1 ( the units mandated by Paragraph 1(a)(i) of the Stipulation. Not less than one-half o£ the 'remaining' housi.ng units, as identified by the parties in subparaqraph (iv) of this paragraph, below, sha11 be developed or acquired by January 1, 2001; and (b) 367 housing units occupied by and available at affordable housing cost to persons and Eamilies of low income. The parties agree that as of the date of the stipulation Amending Stipulation Por Entry of Sudgment, tha Agency has devalopad or acquired some of the units mandated by PaYagraph 1(a)(ii) of trie Stipulation. Not less than one-half oP the �remaining' housing units, as identiEied by the parties in . subparagraph (iv) of this paragraph, below, shall 6e daveloped or acquired by January 1, 2001. �(ii) The parties agree that as of the date of the Stipulation Amending StipulatiDn for Entxy oP � Judgment, the Agency has developed or acquired eome oP tha 367 units to be�occupied bg and-available at- affordable housing cost to persons and families of low or moderate income described in Paragraph 1(a) (i3i) of the Stipulation. In lieu of the �remaining' portion of the 367 housinq units in subparagraph 1(a)(iii) of the Stipulation, the Agency shall instead, before January 1, 2006, develop or acquire units occupied by and available at affordahle houeinq coet to very low income households. The numbers of such very-low income housing units to be developed or acquired shall be 20 percent of 970605 P61R/-00106 iu fq — 9 � ST�U[ATIONMff'N�INOST@UlA'RONPOR PN[AY OP )UDUtA'lff: HO�II' •A•; [PAOP0.5�I OADEH ,. 1 2 3 4 5 6 7 8 9 lo 11 12 13 14 i 15 ', 16j 17 I 18 19 20 21 22 23 24 25 26 27 28 RICHARD3. WAl50N 8 6Efl8HON A NNMIIUW OR3661 the 'remaining' moderate income housing units, as identified by the parties in subparagraph (iv) of this paraqraph, below. For exampla, iP 238 of the 367 moderate income units remain to ba daveloped or acquired by the Agency, 20 percent of 238, rounded, would be 46 very-low income units. Such very low income units shall be developed or acquired by January 1, 2006. (iii) Before July 31, 1997, the Agency shall provide to counsel for Interested Party a complete � listing oP the following information with respect to the housing units devaloped or acquired by trie Agency as of April 15, 1997: � � (a) The address and unit number, or in lieu of the unit number, the exact number of units desiqnated in each propexty for low, very low, and moderate inoome households; � �(b) The numher oP bedrooms in the unit; � (c) The nature of the unit (ownership, rental, mobilehome-epace},-�-- ��-- � - - (d) The data acquired or developed by the Agency; (e) The data first occupied following acquisition or devalopment by the Agency; (f) The income category assigned to the unit (low, very low, moderate income), if any; (g) The income level of the tenant (i.e., percent of inedian income); (h) I£ the unit is vacant, the reason I gNN�f Pb10400106 w p) — 10 — S"f'PIM'RONAAffiIUAIOSiflUlA170NPOR PM0.Y OPfUDOh�ff; PJD�ff'A'; �PROP�Bffi17 ORD�t 1 2 ] 4 5 6 7 8 9 10 11 12 13 FF�i 15 I 16 17 18 19 20 21 22 23 24 25' 26 27 28 RICHARO3� WIITSON 6 GEF6HON �now+eva w� uw roziae� for the vacancy, the lenqth of time tha unit has been vacant, and the date when the unit will be available for occupancy; and (i) The total number of units developed or acquired in each status of unit (i.e., very low income, low income, moderate income). (iv) Within a reasonable time after tha complete list raferred to in subparagraph (iii) of this paragraph is delivered to counsel for Interested Party, tha parties shall calculate and agree ta the remaininq number of units and bedroom sizes to be daveloped or acquired in each status of unit (i.e., very low incoma, low incoma, and moderate income), in accordance with subparaqraphs (i) and (ii) of this pazagraph above." 7. Nothing in this Stipulation Amending Stipulation for Entry o£ Judgment shall constitute a waivar of requirements in, or a modification of any provisions of, the Stipulation, other than thoee explicitly addressed herain. 8. This Stipulation Amending Stipulation Yor Entry oP Judgment may ba executed in countarparts. . 9. The Aqancy aqrees to pay to the Wastern Center on � Law and Poverty, California Rural Legal Assistance and Jonathan Lehrer-Graiwer an aggregate total of $35,467.00 as attornays� fees and an aggregate total of $1,255.Oo as costs. With tha exception o£ such payment of attorneys' fees and costs, Interested Party, /�� U// I YI0605 P6/01.00106 w (p - 11 - STRVIATIONAhffi{DPlOSTBUTATIONMIR PN1'RY OFJWOAffii'h IXI�I1"A': [PROPo9�I OPDEA i 1 2 3 4 5 6 7I8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 , 24 25 26 27 28 aicrwios. WA'BON A GEA9HON �irerwm� uw mvsn tha City and the Agency shall bear their own costs, attorneys' Eees and expenses incurred in connection with this Stipulation ?�mending Stipulation for Entry of Judqment. Dated• !n ( �6 , 1997 �%^-��*�-�vd�� ALFONSO SANCFIEZ Dated � 1997 By: TONATHAN LEHItER-GRAIWER Attorneye Por Interested Party Dated: � , 1997 CALIFORNIA RURP.L LEGAL ASSISTANCE By: EILEEN McCARTHY Dated: , 1997 WESTERN CENTER ON LAW AND POVII2TY By: DF1RA L. SCH[JR - Attornay for Interested Party Dated: I99T- .. CITY- OF� PALM-� DE3ER:- -� By: . RICHARD S. KELLY Mayor of tha City oP Palm Desert ATTEST: SHEILA R. GILLIGAN city Clerk o£ the City of ..Palm Desert I[signatures continue7. � 4106�f YM�7l--OOI03 m 0) � LZ � Sf�UTA1i0NASIPlIUINOS[@UTATlONPOE PMRY OP 1UU07AN[: EX�[f'A't IPROPl19U17 O�PA .. � � I, �� Li/��%.�L'�. �/l; ,_ • • � DECLARATION OFTRANSLATION I, Cazmen Lopez Rodriguez, declare that I am fluent in both the Spanish and English languages. On June 16,1997, I read the foregoing docmnent and orally translffied 'it faitUfally and accurntely into Spanish in the presence of the above signatory. After I completed tmnslatin8 tha document, the signatory told me that he underscood my translation of the document and thereafrer signed the document in my presence. I declaze under the penalty of perjury that the foregoing is true and correct, and that I executed this declaration on June 16, 1997 at elle, Catifomia 1 2 3 4 5 6 7 8' 9 10 11 12 13 14 15 16 17 18 19 20 21I 22 'i 23 24 25 26 27 28 R�CMAM& WATSON A GEfISHON �mHwr�nruw PS]14T1 tha City and tha Aqency shall bear their own costs, attorneys� 2ees and eacpanses incurred in connectian with this Stipulation Amending Stipulation for Entry of Judgment. � Dated: 1997 ALFONSO SANCHEZ Dated• � 1997 By� � JONATfiAN LEHF2ER-GRAIWER Attorneys for Interested Party Dated• , 1997 CALIFORNIA RURAL LEGAL ASSISTANCE � Dated: By: EILEEN McCARTHY 1997 WF.STERN CENTER ON LAW APID POVERTY By: DARA L. SCHUR Attorney for Interested Party Dated: . .. .. . _.._. -_�...199T --CITY- OF� PALM-DESERT.. _ .. . By: RICHARD S. RELLY Mayor of the City of Palm DeseTt ATTEST: SHEILA R. GILLIGAN City Clerk of the City oE Palm Desert I[signatures continue] � 910Q05 PSIQl-00I06 m (U — 12 — sreounor+naffi+n¢�wsr�vu�rwxeox PN18Y OP1VD4hffM; PXHIDR"A•:I��P03�1 OBDPB 0 1 z 3 4 5 6 7 6 9 10 11 12 13 14 15 22 23 24 25 26 27 z8 arow�nos. WATSDN & C3EP9HON w-nmvro,auw c�nm the City and the Agency shall bear their own costs, attorneys' fees and expanses incurred in connection with this Stipulation Amending Stipulation for Entry of Judgment. � Dated: � 1997 � ALFONSO SANCHEZ Date . , 1997 B • - ��'�'�'-� JO�FATHAN LEHRER-GRAI Attorneys Por Interested Party Dated 1997 CALIFORNIA RURAL LEGAL AS52STANCE By: EILEEN MCCP.RTHY Dated: 16 17 18 19 Dated: 20 21 IATTEST: 1997 WESTERN CENTIIt ON LAW AND POVERTY By: DARA L. SCHUR Attorney for Interested Party 1997 CITY�O£ PALM DESII2T Sy: RICHARD S. KELLY Mayor of the City of Palm Desert NSHEILA R. GILLZGAN City Clerk of �Che City of Palm Desert ��[signatures continue) �� g7p6p5 p610A0�1Ofi w IU - 12 - S77PULATIDNAMENDINOSIAWA71I1NP0@ PNT1tY OP 1VDOM1'M: IDCI�[f'A'; (PR0P09�] OADH[ 1 2 3 4 5 6 7 8 9 10� 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 q�crwnos, WAT80N 8 GERBNON wnwwanwruw WII{T/ the City and the Aqency shall bear their own costs, attorneys' fees and expenses incurred in connection with this Stipulation Amending Stipulation for Entry of Judqment. Dated• , 1997 � � ALFONSO SANCHEZ Datad 1997 By: JONATAAN T•�T�F.R—Ggpij�Ik,'g Attorneys for interested Party Dated: �, 1997 CALIFORNIA RURAL LEGAL ASSISTANCE By: EILEEN MCCARTHY Dated: u- �4' , 1997 WESTERN CENTER ON LAW AND POVERTY ,TTEST: BY ��i�� `=�C�"''" DARA L. Attorney for Interaeted Party 1947- CITY -OF� �PAI�4L- DBS&RT- '�HEILA R. GILLIGAN 'ity Clerk oP the City of �alm Desert signatures continue] rosas esaw,00�m w m By: RICHARD S. KEIS,Y . Mayor of the City oP Palm Desert � 12 ' S77PUU210NAE�7DIN03f@I1LITTONPOR EN7&Y OF]VDOAffi77; �il"A': I�P(�I OR�P$ ll ZI 3 4 5 6 7 8 9 10 11 12 13 14 15'i S6�I, 17 � 1a is zo 21 22 2� 24 25 26 27 28 qicliARos, WATSGN S GEFlBHON ATMMM AT tAW W31/]9 the City and the Agency shall bear their own coste, attorneys� fees and expenses incurred in connection with this Stipulation Amending Stipulation for Entry of Judgment. Dated: Dated: 1997 ALFONSO SANCHEZ .. 1997 By: JONATHAN LEffitER-GRAIWER Attorneys for Intarasted Party Dated: � , 1997 CALIFORNIA RIIRAL LEGAL ASSISTANCE By: EILEEN McCARTfiSC . Dated: 1997 SQE3TERN CENTER ON LAW AND POVERTY By: .DARII L. 3CHQR Attorney for Interested Party .. . - . , 1997- . EITY OF� PhLM- DESER'F.. . . . � / By: R S. I.EL Mayor of the City Palm Desert ATTEST: &x�E��y —j�rtMrtyz,y G.��rE.s��evu.�t C�r� C�e.e.IC �'�•�-'^�] E the City of Palm Desert '[signatures continue] I 9T0005 P6/V400106 m Q) � SZ - S'[�I7IXRONAILLRiDINU3[1PIMTIONPOR PN[RY OP1UDOhffi�C; H�R'A': �PROPO�D] OYD� 1 z 3 4 5 6 ATTEST: 7 , 8 13 14 15 16 17 18I 19 20 21 22 23 24 25 26 27 2& RICMARos, WA'BON 6 GFA�iON mm�nm�*�+M' 0321679 m� 9 Palm Desert Redevelopment Aqency lo li 12 Date .� � , 1997 PALM DESERT REDEVELOPMENT AGENCY BY; C �%�r RI D S. KELL Chairman of the Palm Desart Redevelopment Aqency , /•}ss.brn,�r S4e�e.ETf+*W RICHARDS� WATSON & GERSAON A Profeesional Corporation Attorneys f�r �ity of Palm Desert and(P,Ylm Desert Redevelopment Agency � IT IS SO ORDERED. �_ Q-�/ � dI p'� r'� �-� DATED : . � f � O F-.I_ /_ . . c �'�1 �7 1r . __. _ � Judge, Supesior urt, . county of Rivers e � 97U605 PQM102-00105 w (q - 13 � 5f@UUT10NAbII71�INOSTBUU9'1�NPOR HNfRY OP IU➢0ldPNT: Y]�7�R •A•: �P&OPo9E01 OADPB 1 2I 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 �i 28 � R�cMwRD9, WARON d. GER8F10N �f+e�wMwTLnW 0121<663 SIIPERIOR COVAT OF TEiE STATE OF CALIFORNIA FOR THE COUNTY OF RIVERSSDE CITY OF PAI,M SPRINGS, � Plaintiff, V5. AI,L PERSONS INTERESTEO IN THE MATTER OF THE RIDEOELOPMENT PLAN FOR THfi PALM DESERT REDEVELOPMENT PROJECP AREA NO. 2, et. a2., . . _ . Defendants. CASE NO. INDIO'S1124 [CONSOLIDATE� WITIi INDIO CA3E NO3. 51143� 51159] [PROPOSED] EMENDMENT TO 7UD6M&�1T SUNRISE DESERT PARTNERS, a California lim.ited partnership dba SVNRISS COMPANY, Plaintiff/Petitioner, vs. AT•T• PERSONS INTERESTED IN THE MATTER OF THE REDEVELOPMENT PLAN FOR PROJECT ARfiA NO. 2� et al., Defendants/Respondents [Caption ContinuesJ EXHIBIT /� i 2 3 4 5 6 7 8 4 10 11 12 13 � 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RICYUROB. WATSON G 06PSHON rta��ersMtwvr Wi11661 A CITY OF INDIAN WSLLS, a municipal corporation, Plaintiff/Petitioner, vs. AT•T, PERSONS INTERESTID IN THE MATPER OF THE REDEV.EZ+OPMENT PLAN £OR PROIECT AREA NO. 2, et al., DePendants/Respondente. � In these consolidated cases, this court having retained jurisdiction in Case No. 51124 for the p�,r+�+ose of anforcing the judgment entered pursuant to the Stipulation for Entry of Judgment in Case No. 51124, and the partiea to that Stipulation having Purther stipulated to certain amendments thereto, IT IS HEREBY ADJIIDGED AND ORDERED that the Pinal judgment entered in these consolidated casas pursuant to the terms of the Stipulation for Entry of 7udgment and pursuant to the terms of tha Settlement Agreement and Mutual Release in Case No. 51124, is hereby amended pursuant to Ehe terme oP the Stipulation Amending the Stipulation for Judgment in Casa No. 51124 on file heYein. That portiop of the judgment incorporating the terms of the Sattlement Agreement and Mutual Release in Case No. 51124 remains unchanged. A copy oP this amendment and the Stipulation Amending the Stipulation for - Entry oP Judgment shall he recorded in the Riverside County Recorder's Offica. . Ddted• � 4I0616 P6�Oi-0G106 P (� JUDGE OF THE SUPERZOR COURT RIVERSIDE COIINTY � 2 — [YBOP08=U)AAffi1DRII+N1"IOl71DOL1LFl1' EXHIBIT 1C AMENDMENT 2 TO ORIGINAL STIPULATION DATED SEPI'EMBER 2Q 2002 1 2 3 4 5 6 7 8 9 10 1! 12 13 14 IS 16 17 18 19 20 ' 21 22 23 24 25 26 27 28 RICHA(i09� WAT501 L GERSHON PllmnaYa al Lew � RICHARDS, WATSON & GERSHON A Professional Corporation WII.LIAM L. STRAUSZ (58410) 355 South Grand Avenue,40th Floor Los Angeles, CA 90071-3101 Telephone:(213)626-8484 Facsimile:(213)626-0078 �. Attomeys foi Defendants CITY OF PALM DESERT, CITY COUNCII, OF TF� CITY OF PALM DESERT, PALM DESERT REDEVELOPMENT AGENCY, WALTER H. SNYDER, RICHARD S. KELLY, S. ROY WII.SON, JEAN M. BENSON and BUFORD A. CRITES � SUPERIOUNtt pF RQy� ��FD IA 0 SEA 2 � 2002 _— M. ORTEGq, Clerk . . . , �,f... �_�ev0n � SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF RIVERSIDE CITY OF PALM SPRINGS, Plaintif{ vs. AT T. PERSONS IN'fERESTED IN THE MATTER OF TL� REDEVELOPMENT PLAN FOR TFIE PALM DESERT REDEVELOPMENT PROIECT AREA NO. 2, et. al., Gvi Case No. INDIO 51124 [Consolidated with CASE NOS. INDIO 51143,51159] STIPULATION FOR AMENDMENT NO. 2 TO STIPULATfON FOR ENTRY OF NDGMENT; EXFIIDTT "A;' [PROPOSED ORDER] DeFendants. SUNRISE DESERT PARTNERS, a Califomia limited paztrtership dba SLJNRISE COMPANY, Plaintiff/Petitioner, vs. ALL PERSONS INTERESTED iN THE MATTER OF THE REDEVELOPMENT PLAN FOR PROJECT AREA NO. 2, et al., D efendants/Respondents. [CapRon Continues] Sripuletion For Amendment No. 2 to SHpulation for Entry oF Judgmmt P6402\01061702474.3 �� . II � � 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 i 20 21 22 � 24 25 26 27 28 FICNAPDD. W.�Ti h GE119NOH a�mnen ,i �a.. CITY OF INDIAN WELLS, a municipal cotporation, Plaintiff/Petitioner, vs. ALL PERSONS INTERESTED IN THE MAT"fIIt OF THE REDEVELOPMENT PLAN FOR PROJECT AREA NO. 2, et al., Defendants/Respoadents. RECITALS 1. On May 15, 1991, this Court entered a Final Judgment ("Judgmant'� in these consolidated actions. The Judgment incorporates the terms of a Stipulation For Entry of Judgment ("Original Stipulation") in Case No. 51124 and a Stipulation for Entry of Judgment pursuan[ to Settlemen[ Agreement and Mu[ual Retease ("Setdement AgreemenP') in Case No. S 1124. Under the terms of the Original Stipulafion incotporated in the Judgment, tivs Court has continuing jurisdiction over the matters set forth in the Original Stipulation For ptuposes of enforcement of the ongoing obligations undertaken by parties to the Original Stipulatioa 2. The Original Stipulation and tha Settlement Agreement aze wholly distinct a�eements, involving different issues and different parties. The Otiginal Stipulation is attached � to the Judgment as Exlubit 1 thereto. The SetNement Agreement is attached to the 7udgment as Exhibit 2 thereto. 3. On June 18, 1997, this Court, the Honorable Robert G. Taytor, Judge Presiding, entered an Amendment to Judgment ("Amendment No. 1'7 in these consolidated actions. Amendment No. 1 incorporates [he terms of a StipuIarion Amending Stipulation for Entry of Judgnent ("First Amending Sripulation'� which was entered into by the parties ta the Original Slipufation, the same parties who have entered into the instant Sfipulation. 4. The First Amending Stipularion was approved by order of this Court on June 18, 1997. Both the First Amending Stipulation and Amendment No. I were duly recorded with the Office of the County Recorder, Counry of Riverside, on Iune 19, 1997. Sfipuledon Far Ame�ment No.2 to Sdpulefian for Entry ofJudgment P6402�lII ObV02474.3 -2- . � � . �� . c L 2 3 4 5 6 7 8 9 10 11 �I 12 I 13 I 14 15 16 17 18 19 20 21 22 23 24 25 26 27 RICHAfl�B� W.� BONI Q OHRlNON PllolnlYf 61 LBw 5. In the original proceeding herein, Alfonso Sanchez appeazed as the lead interested pazry on behalf of all persons interested in the matter of the redevelopmcnt plan for Redevelopment Project Area No. 2. Mr. Sanchez was a pazty to the Original Stipulation and the First Amending Stipulation. On or about January 2, 1999, Mr. Sanchez died. Maria Asuncion Sanchez, the widow of Mr. Sanchez, now wishes to appeaz as lead interested pazty on behalf of all persons interested in the matter of the redevelopment plan for Redevelopment Proj ect Area No. 2 for puryoses of enforcement of the ongoing obligarions undertaken by the parties to the Original Sripulation. 6. The Original Stipulafion and the First Amending Stipulation impose certain ongoing obligarions on the Palm Desert Redevelopment Agency (the "Agency") with respect to affordable housing in the City of PaUn Desert: 7. The Agency has made a good faith effort to meet its housing production obligations as provided in the Originat Stipulation and as arnended by the First Amending Stipulation. 8. In light of the foregoing, the undecsigned aze entering into this additional es stipulation to subsatute Maria Asuncion Sanchez as the lead interested pazty and further, to provide for a second amendment to the Judgment. NOW Tf�REFORE, IT IS HEREBY ST'IPULATED, by and between counsel for . __ _ _ Alfonso Sanchez ("Original Interested Pariy"), defendants the Ci4y of Palm Desert (the "City") and the Agency, thmugh theu respective counsel, that Maria Asuncion Sanchez is hereby substituted for Alfonso Sanchez as lead interested party. Maria Asuncion Sanchez is hereafter referred to as "Interested Pazty". IT IS FURTHER S'I'IPLTLAT'ED, by and between Interested Pariy, the City, and the Agency, through their respective counsel of record, that the Original Stipulation, as amended by the First Amending Stipuladon (hereafter "Stipulation, as Amended"), be fvrther amended as follows, and that an Amendment No. 2 to the Judgment be entered in these consolidated actions in the form attached hereto as Eachibit `B:' (1) Paragraph S.a of the Sripulafion, as Amended, is hereby amended to read Stipulation For Amrndment No. 2 ro Stipuletion for Enhy oFJudgmenf P6402\0106\702474.3 -3- � . il ` c t 2 3 4 5 6 7 8 9' 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RICX�p�S� WATSON a Genanon AtlomeYa alUw I as folloWS: "(i) For very low income households, at least 50 percent of the housing units shall be affordable to, and occupied by, households with 35 percent or less of the median income, adjusted for faznily size, for the Riverside-San Bemazdino Metropolitan Statistical Area (" SMSA"). Of that 50%: a. One•third, or morq shall be affordable to, and occupied by, households with 25 percent or less of the median income, b. An additional 18%, or more of that 50% shall be affordable to, and occupied by, households with 20 percent or less of the median income, (ii) The remainder of the very tow-income units shall be affordable to, and occupied by, households with 45 peroent or less of the�median income for the SMSA. (iu) The Agency shall provide a first preference to house6olds, one of whose members works in the City of Palm Desert, and who have been displaced by code __ _ enforcement activities in the Coachella Valley. (iv) The Agency shall undertake the following to assure availability of units affordable to very low income fannworkers: the Agency shall send no6ce of the availability of such units by first-class meil, togethcr with (i) a copy of the application to be placed on the waiting list as set forth in Exhibit A, to be fi]led in by prospective owners and tenants, and (ii) a stamped, rotum envelope addressed to the Housing Director of the Agency, to not less than all of the following: Califomia Rural Legal Assistance (CRLA), Coachella Valley Housing Coalition (CVHC), United Farm Workers (TJF'4�, California Coalition for Rura] Housing Stipulation For Amendment No. 2 to Stipulation for Entry of ludgment P640210106\7024743 -4- �.. . � 1 2 3 4 5 6 7 8 9 10 I 11 12 13 l4 15 16 1 "7 18 19 20 21 ' 22 23 24 25 26 27 ?g RICMAl109. WATG 6 GiPSMON RII Wne�f al lan (CCRf� and other organizations designated in writing by counsel for Interested Party. The Agency shall also advertise the availability of those units on a Spanish speaking radio station broadcasting in the eastem and westem Coachella Valley and in a local Spanish language newspaper with circulation in the eastern and westcm Coachella Valley. The notice described in this subpazagraph (iv) shal] be sent within 10 days of the sig�ing of this Amended Stipulation and every tluee months thereafter during the term of the Redevelopment Ptan for Proj ect Area No. 2. The Agency shall permit any farmworker applying for a rental unit to enter into a six-month lease in lieu of a one-yeaz lease.ln the case of any very low income person or faznily applying for a rental or ownership unit, the Agency shall waive any credit-check fee associated with any application." (2) Paragraph 12 of the Sdpularion is hereby aznended to read as follows: "12. In connection with its obligation to develop or assist in the development oF housing affordable to persons and families of very (ow and low income, the Agency shall follow the procedures and provide the priorifies specified in this paragraph: _ _ _ a At such dme as the Agency determines to have housing units required by this Stipula[ion constructed by th'vd pazties, [he Agency shall send a request for qualifications and proposal (RFP) For such construction by first-class mail to not less than all of the Foilowing: Southern Califomia Association of Non-ProSt Housing (SCANPI�, Coachella Valley Housing Coalition, Califomia Dept. of Housing and Community Development, Califomia Coalirion for Rural Housing (CCREi), Mercy Califomia Housing Coiporation, San Diego Federation, Rancho Housing Alliance, Housing - StipulationForAmendmentNo.2toSepulationkrEntryofludgment P6402�0106�702474,3 -5- . ii c c. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RICNRROb� WATSON ! GEPlXOH Anorneyf ai lew Cocpontion of America, counsel for Interested Party and other organizations added to this list by written notice from said counsei. b. The RFP shall specify all relevant details of the project desired by the Agency, including the minimum number of units, the breakdown of units by required bedroom count, required aznenities, level of affordability of the units, etc. c. If the RFP is ued [o a particulaz site, the Agency shall own or ]egally control the land upon which the housing uniu aze to be built. d. The RFP shall have a deadline for the submission of proposals not less than 60 days after its mailing as provided in this paragraph. e. The Agency shall give reasonable priority to both of the following. i. Non-profit developers which have the capacity [o and interest in developing very low and low income housing. ii. Sponsors or developers who agrea to main[ain the afforda6ility of lower income units for a longer time than the minimum required by paragraph 6 or applicable law, whichever is greater. (3) Paragraph 40 is hereby added to the Stipulation to read as follows: "Notwithstanding any other pmvision oF this Sfipulation to the contrary, commencement of the development, acquisition, rehabilitation or assistance to the t 42 very low income housing units aod 60 Iow income housing units described in Pazagraph l.b hereof shall be no later than December 31. 2003. , Sfipulalian For Ammdment No. 2 ro SNpulazion Cor Entry ofludgment I P6402\0106\702474J -6- . 1 2 3 4 5 6 7 8 9 10 I1 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 � ?g RICXAROH� WATSON S GEPlXON nuum.y. m �,. �.. � (4) Paragraph 22 of the Stipulation is hereby amended to read as follows: "Health and Safety Code Sections 50052.5, 50053, 50079.5, 50093 and 50105, as they existed prior to 199Q and as interpreted at that time by 25 Califomia Code of Regulazions 6900 et seq. shail apply to rental housing units acquired, developed, rehabilitated, or otherwise assisted pursuant to this Amended Sripulation which aze required to be available to and, occupied by persons and families whose income is 65 percent or less of the azea median income. � All ownerslup units (including, but not limited to, Building Horizons, Coachella Valley Housing Coalirion, Desert Rosq Habitat fot Humanity, Rebecca Road and Portola Palms), and all rental units available to and occupied by person and families whoso income is more thau 65 percent of the azea median ineome) acquired, developed, rehabilitated or otherwise assisted by the Agency, shall be subject to the £oregoing Health and Safety Code provisions as they now exist or may hereafter be amended." (5) Paragraph 43 is hereby added to the Stipulation to read as follows: "Nohvithstanding any other provision of this Stipulation to the coahary, the time limits set forth in this Stipulation relating to the acquisition, development, rehabilitation or assistance of housing units shall be delayed by two years for each land acquisition which is comprised of one or more pazcels of land suitable in the aggrega[e for construction of 75 or more very low and low income units." (6) The term "30 yeazs" as used in Paragaph 6 hereof shall mean "55 years" in the case of rental units acquired or developed by the Agency after the date of the Second Amendment, and rental units developed by third parties which received tax credit under Section 42 of the Intemal Revenue Code oF 1986, as amended. Stipulatlon For Amendment No. 2 to Stlpulation for P6402\0106V02474.3 -7- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 R�exweoa, Wwisen ♦ OERYMON illlwnWi Y IAW � ��) � Pazagraph 7.6 of the Stipulation is hereby amended ro read as follows: "Not less than five percent of all units acquired, developed, rehabi]itated or otherwi9e assisted by the Agency s6a11 consist of three and four bedrooms to meet the needs of large families." (8) Notl�ing in the instant SlipulaUon shall constitute a waiver of requirements or modification of any provisions of the Stipulation, as Amended, other tha¢ thase explicidy addressed herein. (9) The instant Stipulation may be executed in counte[parts. (10) The Agency agras to pay to the Westera Center on Law and Poverty, California Rural Legal Assistance and Jonathan Lehter-Craiwer an aggregate total of $90,000.00 as akomeys' fees and an aggregate total of $1,255.00 av costs. With fhe exception of such payment of attomeys' fees and costs, Interested Party, the City and the Agency shall bear their own costs, attomeys' fees and expenses inciured in co�ection with this Stipulation Amending Stiputadon for Enhy of Judgment __ _ Dated: � l ti 2002 -� �'t'' �- �� E�� MARIA ASUNCION SANCHEZ Declaration of Trmslation: I, Cax�en Lopez Rodriguez, declare: I am�£lueat in the English and Spanish languagee. On �ugust 12, 2002, I� tranelated the "STIPOLATION FOR ATffi�IDMENT N0. 2 TO STIPULATION FOR ENTRY OF SU7)GMENT; EXAIHIT "A;" (PROPOSID.ORDE&) to Maria-Sanchez fxom Engllsh to Spanish accurately and faithiully to tfie best of my abilicy. I declare under the penalty of perjury undex the laws of the State oi California triat t6e foregoing is true correct. %� Dated: �_, 2002 �/�� - v � [T TOR] ° a [signatwes confinue.] Stipuletioa ForAmealmeut No. 2 tn Stipulatio¢ for Entry ofludgment P640M106U07A74.3 —8 8lliD2 I 2 3 4 5 6 7 8 9 10 II 12 13 t4 15 16 l7 18 19 20 21 22 23 24 25 26 27 ?g fticnwxo�, W�raan e ae�awon mmm.y� u �ew i C. Da[ed L�� Dated: 2002 JONATHAN Attomeys for and Intaested Party CALIFORNIA RURAL LBGAL ASSISTANCE � ARTURO RODRIGUSZ Dated: � USfi�o� 2002 WESTERN CENTBR O� POVERTY Ey: RICHARD A. ROTHSCHII,D - Attomey for Original Interested Parry and Interested Party Dated: ATTEST: .2002 RACHFsLLS D. KLASSSN City Clerk of the City of Palm Desat [signatures continue.] CITY OF PALM DESERT � RICHARD S. KELLY Mayor of the City of Palm Desert Stipulation FurAmeudmeot No. 2 to StipWatiou for Enhy of Iudgmont P6 4 0210 1 0 6�7024743 -g 8/7N2 . .- II �. � c 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 » 18 19 20 � 21 22 23 24 25 26 27 ZS Rrcw�noa, WwteoH e ccnsxoH AllomFp �1 L�w Dated: Dated: fi,_ �C f�?�4 . 2002 JONATHAN LEHRER-GRAIWER Attomeys for Original Interested Parry and Interested Party ATTEST: � 1 r � zaoz , 2002 ,2002 ' RACHELLE D. KLASSEN I City Clerk of the City of Palm Desert [signatures continue.] CALIFORNIA RURAL LEGAL ASSISTANCfi By: � ._ O RIGUEZ WESTERN CENTER ON LAW AND POVERTY By: RICHARD A. ROTHSCHILD Attorney for Original Interestod Party and Interesud Party CTTY OF PALM DBSERT By: RICHARD S. KBLLY Mayor of the City of Palm Desert_._ ...._. . _ __. _ _ _ � StipulationForA�^aT•neNo.2roStipulationforHntryaFlud�nent I esaozwio��o2a�a.s -9' snro2 i 2 3 a 5 6 � 8 9 10 ii 12 13 14 l5 16 l7 18 19 20 21 22 23 24 25 26 27 28 RICN.�ROY. WAT60� 6 6611ONeN wtlomry� �1 L�w Dated: L , 2002 �� JONATHAN LEFII2ER-GRAIWER Attorneys for Original Interested Pazty and Interested Party Dated: �d / 1 L , 2002 CALIFORNIA RURAL LEGAL ASSISTANCE By: t RO RIGUEZ Dated: Dated: ATTEST: .2002 � . .. ... � � City Clerk of the City of Palm Desert [signatures continue.] WESTERN CENTER ON LAW AND POVERTY By: RICHARD A. ROTHSCHII.D Attomey for Original Iaterestcd Party and Interested Party CITY OF PALM DESERT I C By: RICHARD S. KELLY Mayor of the Ciry of P . . Desect --. . . .. . . .. .. . Stipuletiau For Amendmout No. 2 to Stipuletiaa fur Enlry af ]udgcnnt I P6902WI06�702474.3 . -9 8/7Po2 C 1 2 3 4 5 6 7 8 9 10 11 12 l3 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 C A„�a?- , 2002 PALM DESERT REDEVELOPMENT AGENCY \ By. n C S. KELLY Chairman oFthe Patm eseR Redevelopment Agen y Dated: ATTEST: Secretary, Palm Desert Redevelopment Agency Dated: 2002 By: William L. Strau Attomey for City o alm Desert and Palm Desert Redevelopment Agency � eicHnnoe. wnrsoH � Y GCNlNON nnomsrs,rt,�. S�ipulation For Amendmrnt No. 2 ro Stipulation for Entry oFJudgmen[ P6402\0106�702474.7 -1�- ll 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 i7 18 19 20 21 22 ' 23 24 25 ' 26 27 28 I Dated: ATTEST: �� 2002 RACHELLE D. KLASSEN Secretary, Patm Desert Redevelopment Agency Dated: �.��. ,2002 � PALM DESERT REDEVELOPMENT AGENCY � RLCHARD S. KELLY Chaiiman of the Palm Desert Redevelopment Agency By: William L. Stran Attomey for City o alm Desert and Palm Desert Redevelopment Agency ftICNPFUS. WITLOR e GenenaH q��a��Y� �� M, Sfipulation For Amendment No. 2 to S[ipulaHon for Entry of 7udgmenl P64021U106V024743 -10- .. ii � � 1 ? 3 4 5 6 7 8 9 10 ii 12 13 14 15' 16 �i 17 �i 18 I 19 20 21 22 23 24 The Foregoing Stipulation is hereby approved; Mazia Asuncion Sanchez is hereby substituted for Alfonso Sanchez as lead interestcd Pazty on behalf of all persons interested in [he matter of the redevelopment plan for Redevelopment Project Area No. 2 for puiposes of enforcement of the continuing obligarions imposed by the Original Stipulation and the First Amending Stipulation and such obligarions as may be imposed pursuant to such stipularions as may be approved by this Court; and the matters stipulated to at pazas. (1) through {10) above aze so ordered Dat�a: SEP 2 � 2002 ooz 25 26 27 28 Judge, Supenor Court, County of Riverside ChrisTnPha' � �h�d�a► RICX�R09� WPTSONII 6 GER'JHON S[ipulauan Por Amndment No.2 to Sfipuladan fm Entry of tudgmcnt anomeye c� iaw P6402N1106V01A743 � -11- i 2 3 4 5 6 7 8 9 10 II 12 13 14 IJ 16 17 IS _ 19 20 21 22 23 24 25 26 27 28 R�cH�A�s. Wnrs h GER9NOH nllwneY� al taw � . � Exhibit A � A�pplication for Placement on the PALM DESERT HOUSING AUTHORITY MASTER WAITING LIST Name• � Last First M(ddle Initlal Address: State Phone No.: ( ) Home Previous Address Address_ Ciry State Zip kfi+Yli�*�!*i!ltAYtkk*ttifif-kktii*kilMfRf4YrY4#i#nYiMIr411IiIikh'kY!*tW1e*i�iYtfF{*kf1!#ffrf'M1iiYM1fek*k*!HlYff4# Employment: Employer Name Address: Address_ Ctty State Zip Occupation: +fNeewf.rrtvrt+t�FiMfftf++F+fMf�w-�»arHM#txtel�wtYrt+wk4tkwtY3�teIM.f�ffRkM+N+txlrw4x+lfH;lRxm4��weF3Hr No. of Bedrooms you are requesting: Date apartment is needed: Ages of inembers in household: Special Needs: _ _ __ _ «..+...........,....+........+...+..,�.........,,,,.+............+........++........,K+,�..++._..+...... � Signature: Date: Note: Placemento(nameonwaltlngllstdoesnotimplyacceptancetoaffordablehousingprogrem. Add/tlonal lnfortnadon will be requested upon availabfllty of approprtate unrt for famlly sha and income. All appllcants wlll be p/aced on the Palm Desert Housing Authorlty master walBng tlst /n the order received. The Palm DeseR Housing Authority master waiting list malnfa/ned by RPM Management Company (760) 674N39. $tipulation Fol .4mendmenl No. 2 to Stipulation for Enlry of Judgmen� P64021010617024743 A- 1 . � Z 3 4 5 6 7 8 9 10 II 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 ?g xiceenoa, wnnon b G4F6HON A110lI1ry� al Law C! C SUPERIOR COU1tT OF THE STATE OF CALIFORMA COUNTY OF RNERSIDE CTTY OF PALM SPRINGS, Plaintiff, vs. AT.i. PERSONS 1N1'ERESTED IN THE MATTER OF THE REDEVELOPMENT PLAN FOR Tf� PALM DESERT REDEVELOPMENT PROJECT AREA NO. 2, et. al, . - Defendants :. .. . .... . . .. .. SUNRISE DESERT PARTNERS, a Califomia limiled partneislrip dba SUNRISE COMPANY, Plaintiff/Petitioner, vs. ALL PERSONS INTERESTED IN THE MATTER OF THE REDEVELOPMENT PLAN FOR PROJECT AREA NO. 2, e[ aL, Defcndants/Respondents. [Caption Continues] P6402U1106q02486.2 Case No. INDIO 51124 [Consolidated with CASE NOS. INDIO 51143,51159] [PROPOSED] AMENDMENT NO. 2 TO NDGMENT I [Proposed] Amendment No. 2 m ludgmmt DRAE7' 7/J1/02 - . ii c �: 1 2 3 4 5 6 7 8 9 10 11 12 i3 14 15 16 17 18 19 20 2L 22 23 24 25 26 27 28 i1CM.�flOB� WATSOH ! GfiR9MON AOamap al Lcw CITY OF II�IDIAN WELLS, a municipal coiporation, PlaintifflPefitioner, vs. ALL PERSONS 1NTERESTED IN THE MATTER OF THE REDEVELOPMENT PLAN FOR PROJECI' AREA NO. 2, et al., Defendants/Respondents. This Court having retained jurisdic6on in Case No. 51124 for the piuposes of enforcing the 7udgment entered pursuant to the Stipulation for Entry of Jud�ent ("Original Stlpulation'� and this Court having entered an Amendment to Judgment on Sune 18, 1997, incorponting the teans of a First Amending SHpulation, and ttte necessary paz[ies having further stipulated to certain additional amendments, IT IS HERHBY ADNDGED AND ORDERED that the final judgment entered in [hese consolidated cases, as amended by the Amendment to Judgment, is hueby fur[her amended to incoiporate the terms of the "Sfipulation for Amendment No. 2[o Stipulation for En�y of Judgment" on file herein and appmved by this Cour[. That portion of the original judgnent inco:porating the tem�s of the Settlement Agreement and Mutual Release in Case No. 51124 remains unchanged. A copy of this Amendment No. 2 and the. �� _ _ ___ SHpulation for Amendment No. 2 to Stipulation for Entry of 7udgmmt shall be recorded in the Riveiside County Recorder's Of&ce. Dated: 2002 ' " r �: Judge of the Supenor Coiut„ .. , County of Riverside �• . i.�. � � }' . . ' + �,,a; _: . , ,,, ' !� .fl�P � ..... .. . .� , . w, - ,. � s��'� �� .. . . . .. z,a.�rm�,, p -. . ��. # �y. B-2 I.[Proposedj Amendment No. 2 to Iudgmm[ Pfi402W106\707A86.2 DRAFf 7l31/02 EXHIBIT 2 AMENDED AND RESTATED HOUSING COOPERATION AGREEMENT DATED FEBRUARY 14, 2008 �r � AflllEfdDED AND RESTATED HOUSING COOPERATION AGREEMENT COPITRACT PlO. 1223801 This AMENDED AND RESTATED HOUSIMG COOPERATION AGREEMEPIT is entered into this 14'� day of February, 2008, by and between the Palm Desert Redevelopment Agency, a public body, corporete and polfdc (the "Redevelopment Agency'), duty organizad and validly existing urMer and pureuaM to the consGhdion and laws of the State of Califomfa, and the Palm Desert Housing Authorily, a public body, corporate and pofitic, duly organized and validly existing under and pursuarrt to the constitution ar�d laws of the State of CalfFomia. The Redevelopment Agency and the Housing Authority may be referred to herein indlvidually as a"Party" and collecdvely as the "Parties." RECITALS A. By ordinance, the City Counal of the City of Palm Desart haa declared the need for the Redevelopment Agency to furx:tion in the City, and the Redevebpment Agency is thereby authorized to transact business and eucercise its poweB. B. By resolution, the City Counal of the City of Palm Oesert has dedared the need for the Housing Author'dy to function in the City, and tha Housing Authority is � thereby authorized to transact business and exercise its powers. C. Under Calffomia Heatth and Safety Code Section 333342, not less than 20 perc�nt oi alt taxes which are allopted to the Redevelopment Agency pursuarrt to Califomia HeaRh and Safety Code Section 33870 shell be uaed by tha Redevelopment Agency for the purposea of increasing, improving, and preserving the suppty of Iow- and moderate-income housing in the City of Palm Desert available at affordable housing cost. In carrying out fhe purposes of Section 33334.2, the Redevelopment Agency may exercise am or all of its powers, including the acquisition of real property or buildi�g sites; the improvement of real property or 6uilding sitea with oasite or offsite improvements; donating real properry to private or public persons or e�tities; the construction of buildings or structures; the provision$ pf subsidies to, or for the benefrt of, very low income households, lower income households, or persons and families of low or moderete income, to the extent those househoids cannot obtain housing at affqrdable costs on the open maricet; and the devebpmerrt of plans, the paymerrt of principal and irrterest on bonds, loans, advances, or other indebtedness, or payment of financing or carrying charges. D. Under Section 34509 of the Housing Cooperation Law (Califomia Health and Safety Code SecEions 34500, et seq.), inr the purpose of aiding and cooperating in the planning, undertaking, construction, or opere6on of Housing Projeds (as hereinafter defined) located within the area in which it is authorized to act, any State public body (as hereinafter defined), such as the Redevebpmen4'Agency, may exercise the powers prescribed in Sections 34510 to 34518, inclusive, of the Housing Cooperation Law, upon such terms, and with or without consideration, as it may determine. 0?BDA�PebtaYbfAyM(CmpWmb��mMeddW�mlflmN�pmbA�mt01M9.dee PH%A00�96RIM400 -1- � � � CONTRACT WO. R23809 E. Under Sec�ion 34576 of the yousing Cooperaiion Law, a State public, body, such as the Redevelopment Agency, may do any and all things, necessary or convenfent, 4o aid and cooperate in the planning, undertaking, construction, or operation of Housing Projects. F. Under Section 34511 of the Housing Cooperation Law, a Srate public body, such as the Redevelopment Agency, may cause parks, playgrounds, recreational, community, educatlonal, water, sewer or drainage facilfties, or any other works which it is otherwise empowered to undertake, to be fumished adjacerrt to or in connection with Housing Projects. G. Under Section 34572 of the Housing Cooperation Law, a State public body, such as the Redevelopment Agency, may fumish, dedicate, close, pave, install, grade, regrade, plan, or replan st�eets, roads, roadways, alleys, sidewalks, or other placea which it is othervvise empowered to undertake. H. Under Section 34515 of the Housing Cooperetion Law, a State public body, such as the Redevelopment Agency, may enter into agreemerrts with the Housing Authority respecdng action to be taken by the State public body pursuant to the Housing Cooperation Law. I. Under Section 34516 of the Housing Cooperation Law, a State public body, such as the Redevelopment Agency, may incur the entire expense of any public improvements made hy it in exercising the powers graMed in the Housing Cooperatio� Law. J. Under Section 34518 of the Housing Cooperatfon Law, any law to the coMrary notwithstanding, a State pu6lic body, such as the Redevelopment Agency, may make any sale, conveyance, lease, or agreement provided for in Sections 34510 to 34517, indusive, of the Housing Cooperation law, without appraisal, public notice, advertisemeM, or public 6idding. K. Under Section 34502 of the Housing Cooperation Law, the powers corrferred by the Housing Caoperation Law are supplemental to the powers conferred by any other law. L. The Redevelopment Agency is or will be the owner of certain real properry (the Development Sites, as hereinafter defiried), which are or wifl be suitable for development of the Housing Developments (as hereinafter defined). M. The Housing Developments are Housing Projects. N. The development of the Housing �evelopments pursuant to this Agreeme�t constitutes a public use and purpose and an essent(al govemmentai function for which pubiic money may be spent and other aid given. O. 7he Redevelopment Agency is the owner of tha Apartrnerrt Projects which are periodically in need of renovations, rehabilitation and repairs. The Redevelopment o:�v++r��ow.wm��aaA.eawamxw,mc�e�men�m�mun.rs zwmmo�unsurad« '2' COPITRACT P10. R23801 Agency may acquire other apartmen4 projec4s which may also bo in need of . renovations, rehabilitation and repairs. - P. The Aparlment Prajects, the other apartment projects which may be �cquired, and other real property whfch may be owned or acquired by the Redevelopment Agency for the purpose of development of affordable housing, are Housfng Projects. Q. The Redevelopmerrt Agency and Housing Authority held a joint public hearing on this Agreement on February 14, 2008, at which interesied persons were afforded the opportunity to provide tesBmony. R. Notice of the joiM public hearing was duty published pursuant to Califomia Govemment Code Section 6088 in the Desert Sun, a newspaper of general circulation, January 31, 2008 and February 7, 2008. S. At least three copies of this /\qreement were available for inspection by any interested person at the Redevelopment qgency counter at Palm Desert Cily Hall as of January 31, 2008, between the hours of 8:30 a.m. to 4:30 p.m. T. The Redevelapment Agency and the Housing Authority wish to enter into •- thia Agreement. NOW, 7HEREFORE, for good and valuable consideration, the receipt of which is hereby adcnowledged, tfie Parties hereto agree as follows: Section 1. De ntions. In this Agreement, unless the context otherwise requires: (a) °Apartment Projects° means the apartrnent projects described in Exhibit B, attached hereto, and such other apartrnent projects which may 6e acquired or constructed by the Redevelopment Agency. (b) "City" means the City of Palm Desert, Cal'rfomia, and may aiso refer to the tarrRorial jurisdiction within the City. (c) "Development Sites° means fhe 20-acre parcei of reai property owned by the Redevebpment Agency and descrihed more fully in Exhibit "A', attached hereto, and such other land and developmeirt sites as may be owned or acquired by the Redevelopment Agenay for the acquisition or develapmentof affordabte housing. (d) "Housing Authorities LaW means the Housing Authorities Law, Cal'rfomia Health and Safety Code Section 34200, et, seq. (e) "Housing Cooperation Law" mea�s the Housing Cooperation Law, Calffomia Heakh and Safety Code Section 3450U, et. seq. (� "Housing Developments° means the project to carry out the devetopment of 27 senior housing units, 93 single-family homes, and an additional 14 G�'=o�1VmNAMIiwb[�aR�mAY�wudeaWRau.NBeWW�WhtlmApuqm{031101bv PW@IX0�1Wi21M.doe -3- COPITRACY P70. 9223509 single-family homes fo be built as part ot a"self help" program, Habitat for Humanity_. program, or similar program, on one of the Development Sites, and any other housing development on any o4her Development Sites, and aIl on-site and off-site improvements in connection therewith which the Redevelopment Agency deems necessary and desirable. (g) "Housing Projer�" means any woek or undertaking to be financed in whole or in part by a State public body, such as the Redevelopment Agency, or to which a State public 6ody, such as the Redevelopment Agency, extends assistance by supplying all or part of tfie labor, by guararrteeing the payment of liens, by providing financing through the issuance of its debt obligations, or otherwise, to provide decent, safe, and sanitary urban or rural dwellings, apartments, or other living accommodations for persons of low and moderate income. Such work or tmdertaking may indude buildings, land, aquipmerrt, faciiities, and other real or personal property for necessary, convenient, or desireble appurtenances, streets, sewers, water service, parks, site preparation, gardening, adminiatraGve, community, heatth, recreational, educational, welfare, or other purposes. "Housing Pro)ecY' aiso includes the planning of the buildings and improvements, the acquisitlon of property, the demolition of existing structures, the construction, reconstruction, alteraUon, and repair of the improvemeMs, and all other work in connectton therewith. (h) "Redevelopment Law' means the Communiiy Redevelopment law, Califomia Health and Safety Code Section 33000, et seq. (i) "State° means the State of Callfomia. (j) "State public body' means arry city, courriy, borough, commission, district, authorily or other subdivision or pub�ic body of the State. For the purposes of this deflnfion, °State public body" also means the State, any city and couMy and any housing authority. Sectfon 2. The Redevebpmerrt Agency shalf devalop the Housing Developments on the Develdpment Sitea. The Redevebptnent Agency shall use its best eNorts to complete construction of the 27 senior housing units on ar before Plovember 30, 2007 and shall use its best efforts to complete construction of the 93 single-famity homes on or before September 30, 2008. Within 180 days of the completion of construction of the foregaing units and homes, the Redevelopmerrt Agency shall begin the procssa of identifying a qualified developer or developers to assist the Agency with the development of the 14 homes. Section 3, The Housing Authority shall use its best efforts to cause the renovation, rehabilitation and repair, where appropriate; of the ApartmeM Projects, including, without limitation, re-stucco, re-roofing, replacement of windows, repair or replacement of inechanical systems, retrofd landscape and hardscape, and the addRion of parking, fire safety features and fagade improvements, and arry other work of renovation, rehabilitation or repair deemed necessaty or appropriate. a+au�.Wcn�JWeNoubt�ew.eom�n��d.d,oaa.umWdo�Gw�Mw�m�ot�welm vwm.am�vsnu.xdm -4-. CONTRACY PIO. ii23801 Section 4. The unRs at 4he Apartmerd Projects shall be available at an� affordable housing cost to persons and famiiies of low and moderate income. Single- family homes shall be available at an affordable housing cost to persons and families of low and moderate incame. Section 5. The Redevelopment Agency and the Housing Authority may enter into any and all such agreements with private pardes as they deem neceseary to develop the Housing Developments on the Development Sites and to renovate, rehabilitate and r�air the units at the Apartrnent Projects. The Redevelopment Agency and the Housing Authority may also eMer into any and all such agreemen� with public entitles as they deem necessary fo devebp the Housing Developments on the Development Sites and to renovate, rehabilitate and repair the units at the Apartment Projects; provided, however, that no other public entity shall airare in the expense of the Housing Developments or the renovation, rehabilihation and repair of the units at the Apartment Projects, and the entire expenae pf the Housing Developmerrts and the renovatlon, rehabilitation and repair of the Apartrnent Projecta shall be bome by the Redevelopment Agency from i� Low and Moderate Income Housing Fund, or from a combinaHon of private funds and ihe Low and Moderate Income Housing Fund. Sectlon 8. The Redevelopment Agency or the Housing Authority sliali perform all required preparetory woilc for the improvementa, including the aequisition of land and � rights-of-wey, and shall install and construct, or cause to be installed and constructed, the improvemeMs not previously installed and constructed. The Redevelopment Agency or the Housing Authority shall retain one or more persons or entities experienced in the design and cons6udion of the ImprovemeMa to undertake the design of the improvemente and to prepare plana and specifications therefoc The Redevelopment qgency or the Housing Authority shall, instali and conshuct, or cause to be installed and constructed, all improvements in accordance with such plans and specifications. Section 7. The covenants establlshed in thia Agreement shall, without regard to technicaf daBsHlcatlon and designatlon, be binding on the Parties hereto and their successors in IMerest Sedion 8. No member af the goveming body of fhe Redevelapmen4 Agency or the Housing AuthorHy, and no offlcial, agent, or employee of the Redevelopment Agency or the Housing Authority shall be personally liable to the other Party, or any successor in irderest, in the event of any defauit or breach by the Redevelopmerrt Agency or the Housing Authoriry, or for arry amount which may become due to the Redeveiopment Agency or Housing Authorily, or successor, or on any obifgations under the terms of this Agreemenk Section 9. The Redevelopment Agency and the Housing Authority covenarrt and agree for themselves, their succeasors and asaigns that there shall be no disc�imination against or segregatio� of any person, or group of persons, on account of race, color, creed, religion, marital status, sex, age, national origin or ancestry in the sale, lease, subiease, transfer, use, occupancy, tenure or enjoymeirt of the lands, rights-of-way, or improvemen4s in respact of the Development Sitea, 4he Housing O:LLOA@�'W�iO�i(v1s0�uA�wMewJMOW9amdfiwdN�mM�mApywe�MlbLJ¢ M3WLUWIbblltlrldm �5' I,� COPITRACT NO. Pi23801 Developments and 4he Apartm�nt Projects, nor shall fhe Redevelopmen4 Agency, or the • Housing Authority, or any person, claiming under or through them, �stabliah or permit any such practice or practices of discriminatlon or segregation with reference to the selection, location, number use or oxupancy of tenants, fessees, suhtenants, sublessees, or vendees of the lands, rights-ot-way and improvements. The Redevelopment Agency shall refrain from restricting the reMal, sale, or lease of the righta-of-way and improvements on the basis of race, color, creed, religian, marital status, age, sex, national origin, or ancestry of any person. All such deeds, leases or contracts for the sale, lease, sublease or other transfer of fhe lands, righta-of-way and improvements shall corrtain or be subject to substantially the fallowing nondiscriminadon or nonsegregation dausea: A. In deeds: "The Grantee herein covenants by antl�for himself or herself, his or her heirs, executora, administrators and assigns, and all persons claiming under or through tfiem, that there shall be na diacriminallon against or segregation of, any person or group of persons on account of any hasis listed in subdivision (a) or (d) of Section 12955 of the Califomia Govemment Code, as those bases are d�ned i� SecHons 12928, 12928.1, subdlvision (m) and paregraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Califomia Govemment Code, In the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises herein conveyed, nor shall the Grentee himsetf or herself, or any person claiming under or through him or her, estabiish or pertnit any prectice or practices of discrimination or segrega8o� with reference to the seledion, bcadon, number, use or occupancy of tenants, lessees, subtenards, sublessees or vendees in the premises herein corneyed. The foregoing covenants shall run wRh the land. Nohvithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to appty to housing for older persons, as defined in Sectioo 12955.9 of the C91'ifomia Government Code. With respect to familial status, nothin� in sald Paragraph shell be consVued to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Califomia Civil Code, relating to housing for senior citizens. Subdivisfon (d) of Section 51 and Section 1380 of the Califomia Civil Code arM subdivisions (n), (o) and (p) of Section 12955 of the Califomia Govemment C�e shall appty 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 claiming under or through hlm or her, and thia lease is made and aecepted upon and subject to the following conditions: That there shall be no discriminaHon against or segregatfon of'any person or group of persons, on accourrt of arry basis Iisted in subdivision (a) or (d) of Section 12955 of the Califomia Govemment Code, as ihose bases are deflned in Sections 12926, 72926.1, subdNision (m) and paragraph (1) of subdivision (p) of cwuu+•a�w�w.dw.4�..�w.+wnwu.'uaWcom..+w�sd�miao.am wm�urotvmu�na« -6- COPITRACT NO. R23809 Section 92065, �nd Section 12955.2 of the CaBfomia Govemment Code, . in the leasing, subleasing, �ransfeMng, use or occupancy, tenure or enJoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permR any such practice or prac�ces of discrimination or segregation wRh reference to the selection, location, number, use or occupancy of ienants, lesaeea, sublessees, subtenants or vendees in the premises herein leased. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be canstrued to apply to housing tor older persons, as defined in SecUon 129�5.8 of the Califomia Govemmerrt Code. With respect to famifiaf' status, nothing in said paragreph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 57.11, and 799.5 of the Calffomia Civil Code, relatlng to housing for senior citizens. Subdivision (d) of Section 51 and Sectfon 1360 of the Califomia Clvil Code and subdivisions (n), (o) and (p) of Section 12955 of the Califomia Govemment Civil Code shall apply to said paragraph." C. In contracts: °The coMractlng party or parties hereby covenarrt by and for himself and their respective successors and assigns, that there shali be no discrimination against or segregation of any person or group oP persons, on account of any basis listed in subdivision (a) or {d) of Section 12955 of the Califomia Govemment Code, as those bases are deflned in Sections 12928, 12926.1, subdivision (m) and paregraph (1) of subdivision (p) of Section 12955, and Sectbn 12955.2 of the Califomia Govemment Code, in the sale, lease, sublease, tranefer, use, occupancy, tenure or enjoyment of the premises, nor shall the contracting parly or parties, any subcontrecting party or parties, ur thair respective assigns or transferees, establish or permit any such practice or practices of diacdmination or seg[egaHon. Notwithstanding the immedlately preceding paragraph, with respect to familial status, said paragraph shall not be construed to appy to housing for older persons, as defined in Section 12955.9 of the Califomia Govemment Code. With resped to familial status, nothing in said paragraph shaN be construed to affect Sectlons 51.2, 51.3, 51.4, 51.10, 57.11, and 799.5 of the Califomia Civil Code, relating to housing for senior citizens. Subdivisian (d) of Section 51 and Section 1360 of the Califomia Civil Code and subdivisions (n), (o) and (p) of SecHon 12955 of the Califomia Govemment Code shall apply to said paragraph." Section 10. The Parties hereto agree to take ali appropriate steps and execute any documents which may reasonably be necessary or convenient to implement the intent of this Agreement o:wnA'Avf��w�ro�w�+a�tR wOLvma.daltlV.WHwao�Caqe�lmp�m�wnew e6�m�amresrs�a�e.aee _7_ � CONYRACT NO. 9223801 Section 11. Each Party shall maintain books and records regarding its duties; pursuant to this qgreement. Such boolcs and records shall be availablo for inspecYion by the offcers and agerrts of the other Party at all reasonable tlmes. Section 12. This Agreement is made in the State under the constitution and faws of fhe State, and is to be so construed. Section 13. Triis Agreement may be amended at any time, and from fime to fime, by an agreement executed by both Pafies to this Agreement. Section 14. Pursuant to California Health and Safety Code Sectlon 34518, the Redevelopment Agency shall assume the entire expense asaociated with carrying out its obiigations under this Agreement. - Section 15. There are no third parly beneficiaries to this Agreement. Section 76. The Redevelopment /{qency and the Housing Authorily may utlize arry and ail of their powers under the Housing Cooperation Law and under any other law in exercising their righta and pertortning their obligations under thia Agreement Section 17. The tertn of this Agreement shaii extend from the date hereoF un61 .. 45 years from the end of the year in which the last of the Housing Developments becomes available fw oxupancy. Section 18. The Housing Cooperation Agreement eMered into on May 12th, 2005 between the Redevelopment Agency and the Housing Authority is hereby superceded and rescinded. IN WITNESS THEREOF, the Parties have executed thia Agreement on the date first above written. PALM DESERT HOUSING AUTHORITY, pubNc body; �orporete and politic � ¢va�wur�++wwwnumn�w•+��s..m.��.maw+.eemd•c�r..da�o�muw.d� ra.ozamiwmx�a.a.a� -$- PALM DESERT REDEVELOPMENT AGENCY, a public body, corporate and politic ,� CONTRACT NO. R23801 EXHIBIT "A" [DEVELOPMENT SITE DESCRIPTION] 20-Acre Site Development, west of Cook Street between 42nd Avenue and Merle Drive. California Villas, 77-107 California Avenue, Palm Desert, CA 92280 Laguna Palms, 73-875 Santa Rosa Way, Palm Desert, CA 92260 CONTRACT NO. R23807 EXHIBIT "B" [APARTMENT PROJECTS] PALM DESERT HOUSING AUTHORITY PROPERTIES MULTI-FAMILY APARTMENT3• # Units ONE QUAIL PLACE 384 72-600 Fred Waring Drive DESERT POINTE 64 43-806 Monterey Avenue NEICaHBORS 24 73-535 SaMe Rosa Way TAOS PAlMS �B 44830 Las Palmas Avenue CALIFORNIA VILL4S 14� 77-107 Califomia Drlve LAGUNA PALMS 48 73-875 Sanla Rose Way COUNTRY VILLAGE 42-055'Nashington Street 88 PALM VILLAGE � 38 73-850 Senta Rosa Wey � LAS SERENAS 150 73-315 Country CWb Drive THE PUEBLOS 15 73-695 Sants Rosa Way PUEBLOS EAST 4 73-897 Santa Rosa Way CATALINA GAROENS . �Z 73-800 Catalina Way CANDLEWOOD 30 74000- T4002 Shadow Mountain Drive LA ROCCA VILLAS 2� 42-135 Golden Eagle Lane EXHIBIT 3 SUMMARY OF REPLACEMENT RESERVE STUDY SUCCESSOR AGENCY TO THE PALM DESERT REDEEVELOPMENT AGENCY AGREED-UPON PROCEDiJRES RELATED TO THE LOW AND MODERATE [NCOME HOUSING FIJND Apartment Neme Califomia Villas Candlewood Catalina DesM Pointe La Rxca Villas Lagma Palms Lav Serenas Neighbors Garclens One Quail Place Palm Village Pueblos Taos Palms SUMMARY OF REPLACEMINT RESERVE STUDY EXHIBIT 3 Reserve 2010 201t :Ot2 Study Actual . Special AcNel Special Acwel Special Prepared Contribution Appmptia[ion Contribution Appropdazion Contnbulion Appmpnation On S 225,000 S - S 276,250 $ - S 248,063 $ - 7-Mao-10 45,000 700,000 4$150 - SI,521 - 25-Feb-IO 95,000 550,000 98,800 - 102,752 - 25-Feb-10 96,000 - 100,800 200,000 105,840 200,000 25-Mar-10 25.000 - 27.000 - 29,160 - 25-Feb-]0 62,900 - 6fi,045 - 6Q347 - 24-Feb-10 283,000 277,500 299,980 277,5110 317,979 - 10-Mer-10 45,000 75q000 76,500 25,000 47,200 28Q000 47,250 1,600,000 795,000 - 80,325 I80,000 26,S1q 49.796 - 49,613 - 25-Feb-IO - 842,700 - 25-Feb-10 - 84.341 - 3-Aug-09 - 28,090 - 25-Feb-10 _ 52,535 - 7-Mar-10 Totale S 1,775,600 S 3,587,500 5 1�89�6 $ 477,500 f �,981,941 5 200,000 The Resrne study for the apartment projects was compkted by Association Reserves, Inc. The date for the various reports are listed above. Transfers on 3/31/11 and 6/30/I1: 2010 Annual 5 1,775,600 2010 Special 3,587,500 2011 Annual 1,875,696 2011 Special 479,500 $ 7,716,496 2012 Mnual $ 1,981,941 2012 Special 200,000 $ 2.181,941 EXHIBIT 4 BOND DOCUMENTS NE�V ISSU�HOOWENTRY ONLY RATINGS: Moodys �tch MBIA INSUS¢D: Aav AAA Unwsuxeo: A2 /n �he npinion of FkharQq Watton 6 Cer,�Mrt A Profes,riond Corpomtioa Lv� Anyefa, Cu(iJnrniq eaM Coumel, burcd on �ziJting law erd nscuming complivnce wifh certain covewnu rer farlF in !he dxummli p�noining lo rhe Soiea 2007 Bands ad rcquiremenu u/ihelnurna/ Revenue Cade nf 1986. ar umertded (Me "Cadd'1. a� deecribed he�ein. imeresi on �Fe Soits 2007 Hnndt ie mt included in grars income of rhe ownm 1hereoJfor/ederd :nmme mi purpoax /n rhe opinion ojBonECaunsel, in+erea on rhs SerieJ 1007 Bonde u nw rrm[ed ar an ioem oJiax prefermcs in cafcu0tin8 �heJ<drral a(urnative minimum �axable inmme ojindividuuLt anQ corpararinni. Inreres� on rhr Seriv 2007 Hondr may be subj<c! ro terroin frdera! rasr imposed w corpamtiam. including the co�pomreWtrrnative minimum mi on a portian ol that inrcnrz /n the fwther rpinian of Bnnd Cnwrrl, imnat an rhe BoM� u asmpt from permnol inwms �ute im�naed by rhe SJnte of Cafifamia. Set "TeX M�1Te,es" hnein. $56,155,000 PALM DFSERT FINANCL�IG AOTHORITY TAX ALLOCATiON (HOUSING SET-ASIDE) REFONDING REVENU� BONDS SERIES 2007 Deted: Det< aP lawnee Due: Oclober l, ae shown on the Innide mver hereof The Pxlm Dewt flne�ing AuNwity ([he "Financing AuRwriry") is isauing $86,155,000 principal au�ounl of Tu AllazUon (Hausing Se[-Asitle) Re(unding Revenue 6onds, Seriu 2007 (�Ae "Swies 2007 Bands") �o ma[e a loan ([he '2007 Lmn") ta Ne Palm Deser[ Redevelopmem Agency (the "ReGevelo0men[ ngency") purwant ro a 2006 Houang Pcojec� Losn Ageemem dakd as of Febrvary I, 20W (Ne'2007 Loan Agramrnf') by and among �he Au[horiry, Ne Agency and Wel1s Fargo 8ank, Na[ional Assceieuon (tMe "husree"J. The Bedevelopmen[ Agency will use the Oroceeia of Ilw 2007 Lom lo (i) finance the developmem of low end modcmte income hwsing by ihe Rttkvelopment Age�y; (ii) refi�w¢e a pwtion of Ne wtemnding obligeuone of the Redevelopment Agewy untlm a laan a�ament AakG ac of lauuary l, 1998; (iii) purcheee e debt usvice surery bond for depwit in the Reserve FunG and (iv) pny ca4in coeu avocialeA wi1M1 Ne ismance o( tlw Senea 2007 Bnnds. The Suin 2007 BOMs will be issued by Ihe Fnencing Amhoriry under an Indenma of Truol, OarcG ef of Febrvary I, 2007, by and betwwn the Finmring AuHwrity and [he huum (the "20U7 7nclenwre"). Thc Sviw 2007 Bonds wiil be usucd aa fully mgis¢rttl inswmenu wiNom coupona, in We tlenominauon of SS,D00 or wy io[egW muluple tliereof, in book-enuy folm, lnivally rcgictued in �he neme of Cede & Co., ae nomirce of 7Te Deposirory Trvu Campang New York New Yark ("DTC"). Fuahasca will �rol rtsuve phyaical cutifka[q rcpr�aenting Nelr inWwt in �he Snies 2007 Bonde For so long ea Ne Setim 2007 BoMf aze regismrW in Ne nune o( Cede & Co., the?msme wili meke all paymrnrs of principal a�d inmma on �Ae Servs 2007 Bond� ro DTC, which, in mrn, is oblignetl to remit such principal and in[erest m OTC Pariicipan¢ (defiMd Sercin) fvr wbuquant diebu�wment m�hc Beneficid OwMre (d�ned hemin) of Qx Scrirs 200'! Bonda. See Arrv+nix C"DTC,wotHe Oooa-Errtxx On�r SrJt�P Inmres[ on �he Svia 2007 BofMs wi0be payabk on ApN l and Ocrobe� 1 of mch year (each an "Intwl Paymmt Dace'�, commencing OcWbw I, 2007, by check or dnh, mailed nn Ihe Intuut Paymenl Da1e w rach Ownm of [he Seriu 2007 Bond� ee of �h< RecoN Dam preceAing such In¢mst Peymem Date. Stt'Txs Srn�es 2007 Bqms-DescriptianP SM1e Serin 2001 Bonds an subject to optfoml rtdemplioe end mandabry sinldog fuud redemptloo a� deuribed hereln. Sx "'ll�s Sea�es 2007 Bonos.^ . � � The SMu 2V07 BoMs ero special ob6gatbm of tbe AuMori[� pa�abk ham and xcurtd br Reveouen (ac deMed herein), mosi�Nng primarily of amounb payeble by Ne Redevelopmeot Agevey ueder the IOW L000 Agreemmt The 2007I.wn Aqreemevt ia fttu�ed by and paysbk fcom Pledyed Tax Rew�wey m deBeed Aenin Tbe Redevelapmm[ Agency mey. pununnl to t�e [eam, of the 20V7 Loan Agreement and Ihe G�dmlure, Issm additlonel obiigstlom secured Dy Pledgad lLx Revenun on a parity witA the Ilm N Ihe 2007 Lmo AgrtemeN (the "PaAty Deb[") or ma) bsue edditlonal abHgatlone saured by a Ilen un Ne PledgM 'Rx Revmun w�iN Y wbordina4 b[ha Ilan of Ihe 20% Loen ApreemmL The Redevelopmenl Agwey curteMl� hm auULnding obtlgaHooe that 6are a Ilen on certain Houairy{ SebAalde Re�enues (as deOved herelo) xNor lo md on a perlt7 wiN t0Y[ ot I�e 2007 Loan Agreemane Sea'5ecunrcv eo� ix[ Ssnrv'B 30117 BoNos-SeNor Debt, Parily Debt end SubocdWle Uebl" Payment ef the principal uf and inte2u on Ihe Series 200) Bon�s whev due will be insuad by a financid gvarnnry insurance policy to be iuued by MBIA Inamance Coryore�ion simuluneously with tAe delivery of the Saiu2007 Bond�. See "Pi�uervnu. Guutnntt IrvSuaeH�" �� THE SERIES 20W BONDS AftE NOT A DEBT OF TNE CITY OF PALM DESERi (THH `CITY"), THE STATE OF CAUFORNL4 (THE "STATE'� OR ANY OF ITS POLITICAL SUBDIVIS[ONS, OTHER THAN THE I7NANQNG AUCHORITY. AND NONE OPTHE CITY, THE SI'ATE OR ANY OF ITS POLiTICAL SUBDIVISIONS, OTHER THAN THE FlNANCINC AUTHORITY, IS LIABLETNEREFUR. THE 2007 LOAN IS NOT A DEBT OF THE FlNANCINC AUTf10RITY OR THE STAT80ft ANY OF ITS POLITICAL Sl1B�IVLS70N5, AND NON6 OF TN6 FINANCING AUTHORITY OR THE STATE OR ANY OF ITS POLITICAL SUBDIVISIONS, OTHER THAN THE REDEVELOPMENT AGENCY. IS GABLE THFREFUR. THE OBLIGATIONS OF TNE REDEVEIAPMEN7 AGENCY WITH RFSPECT TO THE 2007 LOAN IS PAYABLfi SOLELY FAOM THE PLEDGED TAX REVENUFS (AS DEFlNEU NEREIN). NONE OF THE MEMBERS OF TNE FlNANQNQ AUTHORITY. THE CITY COUNQL, THE RHDEVELOPMENT ACENCY OR ANY PERSONS E%ECUTING THE SERIES 200"! 90ND5 OR THE 2007 LOAN AGREEMENT ARE LIABLE PERSONALLY WI"fH RESPECT TO THE SElilES 2007 BONDS Ok THE 2007 LOAN. NEITHER THE FlNANCING AUTHORITY NOR TIIG REDEVELOPMENT AGENCY HAS TAXING POWER. Tlie S¢ritt 200J Bnnd� an agered whm. ar and if isiued and aacep�ed bY thr UnJerwntv. subjm m�hr nppmva! n.� m legafity by Ri<�Mrd.�, Wnrron & Gerxhon. A Profetainw! Coryomiian, La Ange/u, CaliJornia, 9on6 CnunreL Cermin kgal marterz wil! be pnned m� (or +M1e Authuri�y by Lo/!on & lenningr, Sm Fivrcum, CaliJmniq Diml¢mrt CnunnL and /or iM1e Au�hnriry ard tNe Redrwlopmmf Agmay by Richard,r, Wm.ron & Cerahnn, A Pm(es.einnn! Carpormion. Ln.rAngdex, Ca(�rnia !t i� on(icipaied tM1at ihe Serin 20078ondr wlll be awiWWs jnr Je7ivery on or �uut fehrvrvy Z 2007. HUTCHiNSON, SHOCKEY, ERLEY & CO. Uumd: Januar)' 25. J00'. TABLE OFCONTENTS iN'CRODUCTION .....................................................1 General: Authoriry for Issuauce ......................._ L Pwpoae............................................................... t TheCity ..............................................................2 The Financing Authority ....................................2 The Redevelapment Agwcy ..............................2 The Pmjxt Ateee ...............................................2 Security for the Seriee 2007 Bonds ....................3 Band Insuranco ...................................................5 Report of We Fiscel Cooeultant ..........................5 Cectain Riats to Bondholdere .............................5 Contlnuing Disclosure ........................................5 Additioml lnformatioa .......................................6 PLAN OF FINANCE ................................................6 Development of Low end Moderare Iucome Housing ..........................................6 Refunding of Prior Bonds ...................................6 Estimeted Sourcea and Uso of Funds .................. B DeM Servica Scheddm ......................................8 THE SERIES 2007 BONDS ......................................9 Description of the Smw 2007 Bonds ................9 Redemption Procedurea ....................................10 SECURITY AND SOURCES OF PAYMENT FOR THE SBRIES 2007 BONDS .............11 Reveaues and Loeu Ag�amanl ........................ l l Taz Allocarion Financing .................................11 Allocalioa of Taces; Housing Set-Aside Amomb.................................................... l2 Housm6S<t-Aside ............................................12 Pledged tax Ravenues .....................................13 Redevelopmw[ Pla¢ Limitations ......................15 Resecve Fund ....................................................17 Senior Debt, Parity Debt and Subordinak De b t ...........................................................18 Tnvwhnenl of Funds........_.._..........._ ..............19 Propecty Taz Administrative CosU ..................26 Certificetion of Rcdevclopment Agcncy ]ndebtednws ..............................................27 Pase-Througk� Agreemenfs and Tax Sharing Paymmte ......................................28 Limitation of Ta�e Revames &om Cerhnin Inc�eased Tex Rstes ..................................29 Batlot Initiativa md Le�slative �Satters.........29 CERTAIIJ R15KS TO BONDHOLDERS ...............29 Added 7er+itory Pmjected W Aeach Limit in Piscal Yeaz 2020-21 ..............................29 Accurecy af Assumptions .................................30 Reduc6on of Taz Reveuud .............................30 Appeals W Asaeased Veluee .............................31 Reduction in [nflatlon Rate ...............................31 Badwptcy and Foceclosure .............................32 ➢elinquencies ...................................................32 � SfaU Budget .....................................................32 Nahval Dieatkrs ..............................................34 Ha�rdous Subetances ......................................35 Loes of Tax Fxemption ....................................35 Risk of Tac Audit .............................................35 Secondary Ma�ket ............................................35 THE PROIECT AREAS .........................................36 Ovdview.......................................................... 36 Project Arw No. 1 ............................................43 Project Aree No. 2 ............................................54 Project Acee No. 3 ............................................59 Projeet Area No. 4 ............................................64 I'HH FINANCING AU1'HORITY ..........................70 THE RIDEVELOPMENT AGENCY ....................70 Aurhority, Members and Pecsomel ..................70 Powcts..............................................................72 Redevelopmwt Agency Finences ....................73 I'A3L MA7TERS .....................................................75 FINANCIAI. GUARANTY INSURANCE ............. ]9 1'he [yIB]p ��••� r^ Cotporation Insurance Pol3cy ........................................19 MBIA Insivance Corpomtion ...........................20 Regula[ion ........................................................20 Finmcial S4tng�h Ratings of MBIA ................21 IvIDiA Financial Nfomution ............................21 Incoipomtion of Cenaiu Docwnenis by Reference ...................................................22 LIMITA'I'IONS ON TAX ItEVENUES ..................22 Micle Xlll A of tLe State Conetitution ...........22 Micle XIII H of ihe State Constitution; Appmpriation Limiu[io�s .........................24 Ardcles Xtll C and XIII D of the State ConstiNtlon ...............................................25 'Caxaaon of Unitary Property ............................25 Property Tex Collxtion Procedures .................25 APPROVAL OF LEGAL PROCEEDINGS............77 ABSENCE OF MA'CERIAL LIT[GATION............77 Ccncnl.............................................................77 om�� r,r�n� .................................................... n FINANCL4L ADV150R .........................................77 CONTIINING DISCLOSURE ...............................78 VERIFICATION OE MATHEMP.7TCAL COMPUTAT[ONS .................................... 78 UNDERWRITING ..................................................78 RA7INGS................................................................ 79 FINANCIAL STAYEMENTS ..............._....._........J9 bIlSCELL4NE0US ................................................80 � APPENDICES APPENUIX A- REPORT OF THE FISCAL CONSULTANT .......................................................................A-1 APPENDIX B- REDEVEI.OPMENTAGENCY AUDITED FINANCIAL STATEMENTS FOR FISCAL YEAR ENDbD JUNB 30� 2006 .............................................................................. D-] APP6NDIX C- GENERAL INFORMATION CONCERNING 1'HE C1TY OF PALM DESEIIT ................C-1 APPENDIX D- SUMMARY OF PRINCIPAL LEGAL DOCUMENTS .......................................................D-1 APPENDIX E• FORM OF OPINION OP HOND COUNSEL ....................................................................... E-I APP&NDDC F- FORM OF CONT1Ni)ING DISCLOSURE AGREEMENT .............................................._. F-1 APPENDIX G- DTC AND 1'fiE BOOK-6NTRY ONLY SYSTEM ..............................................................G-1 APPENDIX H- SPECQvIBIV FINANCIAL GUARANTY INSURANCE POLICY .........................................H-1 APPENDIX I- SPECI[vtEN RESEAVE FUND SURE7'Y BOND ............................................................i-1 Me1PS AND TABLES RedevelapmentProjectAieav ........................................................................................................................................v Tnble A All $oJect Areas — SummuY of Redevelopment Plm I.imita...._ ...................................................37 Tabla B All Project Arem — Snmmary of Land Usw by Category ........................... ....38 ................................. Table C All Roject Arcee — Summary of Principel Tatpayeis .....................................................................39 Table D All Pmject Areea — Summery of Hauemg SM-Aaide Revenue Projectiom .....................................41 Table E All Project Pueas Projected Housing Set-Aside Revenms aod Debt Smice Coveraga ...............42 Table lA-1 Project Mu No. 1— Original Area— Smmmry of Redevelopmeut Plan Limits ..............................44 Table lA-2 Project Area No. l— Added Temtory — Summmy of Redevclopmrnt Plen L'vnits ..........................45 7able iH Projxt Area No. I— Cambinad — Laod Usea by Category ...............................................................46 Table 1C Roject Aiea No. 1— Combiced — Principal Tezpayere .....................................................................4'/ Table IGl Project Mea No. 1— Otiginel Fvea— Principal Taxpeyers ................................................................48 Table 1C-2 Projxt A�ea No. 1— Added Te�xitory�— Principsl Taxpayna ............................................................49 Table ID-I Project Acea No. 1— Original P.rea— Histaica( Taxable Valua end Tax Imsement Table 1D-2 Ptoject Arca No. 1— Added TemWry— Flisloricat Taz�eble Valuw a¢d Tu ]ncrement Verification ....:....................................................................................................... 51 Table lE-1 Project Area No. 1— Original Ama — Pmjxtion of Incremenlsl Taxable Value and Hwsing SebAside Revwua ................................................................................ 52 'CablelE-2 ProjectA�eallo.l—AddedTeltitory—ProjationoflncmmcutalTaxe6leValue and Housing Set-Aside Revenud ........................................................................ 53 TablelF-1 ProjectAreaNa]—OriginalArea—AsseeamentAppeals ...............................................................54 Table lF-2 ProjectAreallo.l— AddedTaritary—P.ssesamentAppeals ...............................................................54 Teble 2A . Projcct Area No. 2— Summary o£ Redevelopment Plan Limits ......................................................._ 55 "fable 2B Projut Ane No. 2— Land Uses bY Cfllegory .....................................................................................55 Tab1e2C PrqectAioaNa.2—PrincipalTexpayers ..........................................................................................56 Tab1e2D ProjeetArmYo-.2—HialaricalTexablaValuesendTex(nc�emeutVerifiution ..........................._57 Table 2E Project Area No. 2— Projection of Inc,emrnml Taxeble Value aod Housing SebAsideRevenuw ............................................................................................... 58 Table 2F Pmject Acee No. 2— Assesamrnt Appeals ............................................................................................. 39 Table 3A ProJect Aroa No. 3— Summery of Redevelopmmt P(m Limits ......................__...............................60 Table 3B Project Area No. 3— Land Uses by Category .....................................................................................b0 Tab1e3C ProjxtAreaNa3—Pxincipaliaxpayero ..........................................................................................61 Table 3D Projxt Area No. 3— Flistorical Tvcable Valuea and Tax Iacrement Verificatlon .............................62 Teble 3E Projat Aroa No. 3— Projection of Ineremmtal Tazable Value md Housing Sat-Aaide Reveoues................................................................................................................ 63 Tabie 3F Project A[ea No. 3— Aesessmmt Appeals ......................................................................................... 64 Table 4A Project Area No. 4— Summary of Redavelopment Plan Limits ........................................................65 Table 48 Project Ama No. 4— Land Uses by Category .....................................................................................66 Tablc4C &ojat?ueeNo.4— PrincipalTaxpayeis .................__.....................................................................67 Table 4D Pcojec[ Area No. 4— Hisfmical Tuable Values and Tac [n¢emeut Verification.........._ ..................... 68 Tab1e4E 1'rojaKAreallo.4—Projectionofl�romenWTauablaValueandHousingSct-Aside Table 4F Project Aree No. 4— Assessment Appeals ........................................................................................70 iv The Redevelopment Agency has never failed to comply in ati material respects with any previous uudertaltings with regard to said Aule to provide amual repocts or nodces of material events. AddlHonalInformadon This Official Statement contains summaries of the Series 200'7 Bonds, the security for the Series 2007 Bonds, the 2007 Indenture, the 2007 Loan Agreement, the Redevelopment Iaw, the Redevelopment Agency, the Project Areas and cortain other informazion mlevaat W the issuance of the Series 2007 Bonds. All referencea herein to the 2007 Indeuture and t6e 2007 Loau Agieement are qual�ed in t6e'v entirety by reference ro the complete text t6ereof and all ceferonces a the Series 2007 Bonds ate fiuther qualified by aferonce to the fonn thereof contained in the 2007 Indenture. The audited itneucia! sraamenta of the Redevelopment Agency for the Fiscal Yeaz eaded Jwe 30, 2006 are included in A7rECmoc B. The proposed forms of (egal opinions of Bond Couusel for the Setiee 2007 Bonds are set forth in APPENDIX B. See APPENDIX D-"SUMMARY OF PR(NCIPAL LEGAL DOCi7MEN7'S" for defmitions of certain wocds and terms used herei¢. All capitalized te:ms used in this Official Statement and not o[herwise defined hereia have the seme meaaings us in the 2007 Indenture. The iufocmatlon ut forth herein and i¢ the Appendices hereto has bee¢ fumished by the Redevelopment Agrncy and the City and includes infom�ation which has been obtained from othtt sourecs which are believed to be reliable but is not guazanteed as to accuracy or completeuess by the Financing Authority or t6e Underwriter md is not m be conshued as� a repmsentation 6y the Underwriter. Copies of dacuments refared to hereiu and informatlo¢ conceming the Series 2007 Bonds are availab(e vpon written request ftom tlte Senior Finmcial Anatyst oC the Redevelopment Ageucy, 73SL0 Fred Waring Drive, Pa]m DeseR, Califotnia 92260-2578; telephona 760-346-06ll. The Redevelopme¢t Agency may impose a charge for copying, mailing and Landling. PLe4Y OF FINANCE Developmeot of Low and Moderate lncome Housing A por[ion of the nroaining proceeds of the 2007 Loan will be used by the Redevelopcnent Agcncy to finance the developmwt of certain low and moderate income housing activiUes of the Redevelopment Agency within the Project Areas, including but not limited to (i) acquiring and/ar rehabilitating multi-family housing units; (ii) aequitiug land aod conshucting additional Redevelopmeut Agency owued multi-family low and modecete iucome housing uuits; a¢d (iii) providing subsidies to facilitate the dcveloprtunt of low and moderate income housiag �mita. Refunding of Prior Bonde 'Che Financing Authority will loan the proceeds of the Serics 2007 Bonds to the Redevelopmeut Agency. The Redevelopment Agency will use a portion oS thc procxds of the 2007 Loan to pmpay certain amomis that recnain dve with respect to lhe 1998 Loso .4greement The Finauciug Aut6ority will use those prepaid Ioan amounta to rofimd a portion of the Palm Desert Financing Authority Tvc Allocation (Aousing SeaAside) Revenue Bonds, Series 1998 in ffie principal amount of $38,740,000 (the `Prior Bonds'�. Such proceeds of the Series 2007 Bonds will be deposiud iu an escrow fund (the "Escrow Fund") to be held by Wells Fazgo Bank, National Associatioa, as escrow bank (the "Escrow Bank") pursua¢t [o an Escrow Agreemeat dated as of Febmary 1, 2007 (the "Escraw AgreemeaP'), by and among the Financing Authority, the Redevelopment Age¢cy aud the Fscrow Bank. Following t6e refuuding of the Pnor Bonda, there will be $5,725,000 principal amount of Remaining 1998 Bonds. EXfiIBIT 5 PROJECTED REVENUES AND SPENDING REQUIREMENTS ON ANNUAL BASIS - 2012 TO 2035 AND ASSUMPTIONS MADE PALM DESERT HOUSING AUTHORIN FlsealYear � ., 2012�.... . 2011..- 2014 2015; �. YU16�' � 2017 Sowces Stipulation � 4,747,109 6,667,904 6,975,244 7,297,908 7,626,588 7,957,462 SEHAF Reimbursement Note Payoff 287,629 500,000 500,�00 500,000 500,000 Loan PayoMs 250,000 255,000 260,100 265,302 TOTAL SDURCES 4,747,709 6,949,539 7,725,244 8,052,908 8,388,688 8,724,T64 Uses Administration 1,446,577 1,475,509 1,505,019 1,535,119 1,565,822 1,597,138 Pmgrams PDHA Net Operations CosLs 316,398 322,126 329,780 335,764 342,479 ARR 220,000 224,400 228,888 233,466 238,135 HIP 25,000 25,500 26,010 26,530 21,061 AffordabiliFj Covenanl Maint 25,000 25,500 26,010 26,530 27,061 HomebuyerAssishance 250,000 255,000 260,700 265,302 270,608 Projects Cados Ortega Villas Const . Indian Springs MHP Agreement Developer Buy-down Subsidy Desert Pointe Rehabilitation � 2,500,000 2.500,000 Las Serenas Expansion 6,150,000 SagecrestApartrnenisConst � 3,000,000 3,000,000 15 Acre Site Acquisition 2,250,000 15 Acra Site Devebpmen[ CamplexAcquisition . Rehab of Complex NS Parkla/M Apfs Const � ReplacementExpand'Rures Calikmia Villas Rep Exp 304,398 42,347 47,878 45,016 � 49,133 166,264 Candlewood Rep Exp 13,465 45,189 88,453 14,806 3,259 44,907 Carbs ORega Rep Exp p�,�7q CatalinaGardensRepExp 395,960 52,336 758,270 68,180 101,465 62,578 Desert Pointe Rep Ezp 585,164 326,086 54,897 71,527 47,667 77,851 La Rocca Vllas Rep Ezp - 5,121 - 38,031 5,596 44,527 Laguna Palms Rep Ezp 2,732 4,193 4,869 34,389 - 235,049 Las Serenas Rep E� 518,436 256,735 297,931 74,927 97,990 793,441 Las Serenas II Rep Exp � NeighborsRepExp 6,259 - 165,139 9,523 77,772 29,199 One Quail Place Rep Exp 575,517 206,432 1,023,929 245,497 � 184,912 275,522 PaImYllageRepExp 4,617 28,926 - 17,194 37,880 173,142 Pueblas Rep Exp 155,866 - 10,781 1,045 4,489 11,084 Sagecrest Replacement Fxp 2,096 iaos Palms Rep Enp 29,520 2,898 126,187 1,433 21,062 51,051 TOTAL USES 4,038,511 3,282,770 6,586,477 8,528,875 8,524,63P 70,580,368 ' Projects depend on availabiliry of tunding PALM DESERT HW SING AUTH FIswlYea{.. 2470� 2019 . 20Zq' �.. � 2021 2022 ,�.. 202� Sourcea Stipulafion 8,301,272 8,648,924 9,001,622 74,142,674 5,986,636 5,478,018 SERAF Reimbursement 4,899,949 Note Payoff 500,000 500,000 500,000 500,000 500,000 500,000 Loan PayofPs 270,608 276,020 281,541 287,111 292,915 298,773 TOTAL SOURCES 9,071,880 9,424,944 9,183,767 19,819,994 6,779,551 8,276,791 Uses Administration 1,629,081 1,661,662 1,694,896 1,728,794 1,763,369 1,798,637 Programs PDHA Net Operedons Casts 349,329 356,316 363,442 370,711 378,125 385,681 ARR 242,898 247,756 252,711 257,765 262,920 268,179 HIP 27,602 28,154 28,777 29,291 29.877 30,475 AffordabilityCovenanlMaint 27,602 28,154 28,711 29,291 29,877 30,475 HomebuyerAssistance 276,020 281,541 287,171 292,975 298,773 304749 Pmjecfs Carlos Ortega Villas Const Indian Springs MHP Agreemenf Devebper Buy-down Subsidy Desert Pointe Rehabilitation Las Serenas Expansion 9,600,000 6,500,000 Sagecrest ApartrnenLs Const � 15 Acre Site AcquisNon iSAcreSiteDevelopment 5,500,000 5,000,000 5,OOQ000 Complex Acquisition . Rehab olComplex NS Pa/idand Apfs Consf Replacement Expenditures CaliforniaVillasRepExp 1,128,596 227,962 936,054 67,973 319,186 9fi5,297 Candlewood Rep Exp 62,694 42,468 3,fi68 54,535 3,892 57,932 Cados Ortega Rep 6cp 23,939 22,508 2Q567 83,132 564,298 113,981 Catalina Gardens Rep Ezp 136,854 127,605 64,367 190,232 84,771 70,335 DeseRPa�teRepExp 38,953 70,216 .58,158 23,532 t35,754 164,255 La Roaa Vllas Rep Ezp - 21,906 - - 200,602 48,176 LagunaPalmsRep�Exp� 4,866 60,443 - 5,988 743,519 70,071 Las Serenas Rep Exp 104,382 454,714 74,922 60,025 81,797 100,814 Las Serenas II Rep Ezp 8,195 12,578 14,607 NeighborsRepExp 13,439 13,977 61,183 51,327 113,665 20,987 One Quail Poace Rep 6cp 523,475 1,495,997 219,609 540,934 558,337 260,392 Palm Village Rep Exp 2,707 178,271 - - 974,299 28,361 Pueblos Rep Exp � - 53,757 - 142,220 8,517 1,324 Sagecrest Replarsment Exp 2,434 17,194 - 117,525 2,430 30,221 Taos Palms Rep Exp 288,453 39,108 3,461 54,327 � 27,462 74,193 TOTALUSES 14,483,320 11,929,70I � 4,707,642 � 9,608,107 11,594,047 9,8�9,148 ' Projecfs depend on availaM7'Ay a PALM DESERT HOUSING AUTH FiawlYeAr � 2024�.' . 2025 � 2078 � � 202Z� . . . � 2028 2029'�. � Sources Stipulation 5,669,196 5,856,688 6,054,706 3,579,934 3,137,132 7,443,352 SERAF Reimbursement Note Payoff SOO,ODO 500,000 500,000 � Loan PayoRs 304,749 310,844 317,060 323,402 329,870 336,467 70TAL SOURCES fi,473,945 6,687,532 6,871,766 3,903,336 4,Ofi7,002 7,779,819 Usea Administratlon 1,834,670 1,871,302 1,908,728 1,946,902 1,985,840 2,025,557 Programs PDHA Net Operatians CosLs 393,401 4�1,269 409,295 477,480 425,830 434,347 ARR 273,542 279,013 284,593 290,285 296,097 302,013 HIP 31,084 31,706 32,340 32,967 33,647 34,320 ANadabilAy Covenanl Maint 31,084 31,706 32,340 32,987 33,647 34,320 HomebuyerAssistanrs 310,844 311,060 323,402 329,870 336,467 343,196 ProjecLa Carbs Ortega Villas Const indian Spnngs MHP Agreemenl 2,500,000 2,500,000 Devebper Buy-0own Subsidy Desert Pointe Rehabilitation . Las Serenas E�ansion Sagecrest Apartments Const 15 Acre Site Acquisition � � 15AcieSiteDevebpment 5,000,000 � CcmplexAcquisition 20,000,000 � Reha6 of Complex � NS Parkland Apfs Consf Replacement Expenditures California Villas Rep Exp 57,606 69,564 91,113 211,825 66,063 149,636 Candlewood Rep Eap 391,985 59,615 20,909 207,867 82,765 510,046 Carlos Ortega Rep Exp 468,027 33,987 159,593 482,648 28,803 34,782 Catalina Gardens Rep Exp 206,236 174,151 417,964 216,549 81,538 116,043 Desert Pointe Rep Exp 55,399 131,866 382,081 693,948 455,256 34,588 La Rocca Villas Rep Exp - 7,301 - 466,637 61,986 - Laguna Palms Rep Fxp - - - 438�,121 65,756� - Las Serenas Rep Exp . 2,118,563 78,069 74,709 140,834 470,860 209,328 Las Serenas II Rep Exp 103,166 - 705,148 14.581 181,328 - NeighborsRepExp 182,750 750,040 32,231 92,612 31,125 276,064 One �uail Place Rep Exp 2,281,410 1,612,911 � 621,388 243,788 306,176 1,675,168 PaImVllageRePExp - 47241 8:430 227,896 48,704 - Pue6las Rep Exp 108,902 - 3,967 71,502 51,115 51,023 Sagecrest Replacement Exp - 2,994 377,759 35,035 - - Taos Palms Rep E:p 218,115 30,810 32,437 8,299 � 9,425 285,501 TOTAL USES 74,066,723 5,324,606 25,912,425 9,102,657 7,553,023 6,515,937 ' Prajects depend on availability o PALM DESERT HOUSING AUTH . FiaealYeac. 2030� � 2031 1032 2033 � 2034: .. 2�35�. Sources Slipulatbn 7,610,572 � 7,777,700 7,949,928 8,887,826 9,065,582 9,246,894 SERAF Reim6ursement 504,789 Note Payof( Loan Payoffs 343,196 350,D60 351,062 364,203 371,487 378,917 TOTALSOURCES 7,953,768 8,727,760 8,306,990 9,252,029 9,437,089 10,730,600 Uses Administra6an 2,066,068 2,707,390 2,149,538 2,192,528 2,236,379 2,281,706 Programs PDHA Net Operetions Costs 443,034 451,894 460,932 470,151 479,554 489,145 ARR 308,053 374,214 320,498 326,908 333,447 340,116 HIP 35,006 35,106 36,420 . 37,149 37,892 38,649 Affordability Covenant Maint 35,006 35,106 36,420 37,149 37,892 38,649 HomebuyerAssistance 350,060 357,062 364,203 371,487 378,917 38fi,495 Projecis Cados Ortega Villas Cons[ � Indian Springs MHP Agreemenl Devebper Buy-0rnvn Subsidy Desert Pointe Rehabilitation Las Serenas E�ansion Sagecrest Apartments Const 15 Acre Site Acquisition f5 Acre Site Devebpment Complex AcquisBion � RehebofCompkx 5,000,000 . f0,000,000 NSParklaMAptsConst 5,000,000 5,000,000 5,000,000 Replacement Expenditures � Califomia Villas Rep Fxp 1,609,708 289,859 365,714 64,999 66,949 1,442,328 Candlewood Rep Exp 41,113 46,561 5,230 188,440 5,549 17,900 Cados OAega Rep Eup 45,557 105,913 33,032 74,818 804,554 144,929 Catalina Gardens Rep Exp 196,749 103,757 127,573 335,706 320,976 100,281 DeseR Poinle Rep Exp 32,781 � 69,603 131,924 42,185 140,446 41,300 La Rocca Vllas Rep Exp - 92,260 303,932 - 9,527 - LagunaPalmsRepExp - 147�;367 � 4,934 7,572 - 9,058 Las Serenas Rep Exp 106,130 10$O68 111,357 627,981 266,957 95,968 Las Serenas II Rep Exp 17,965 2,230,556 210,212 - - - Neghbors Rep Exp 59,250 � 15,281 56,319 16,262 19,053 18,978 One Quail Place Rep 6cp 367,594 405,280 335,312 1,714,255 719,108 412,017 Palm Village Rep Exp - 281,163 242,504 - 53,810 - Pueblos Rep Ezp - 230,076 - - 35,490 79,517 SagecrestReplacementExp - 219,061 32,878 - - 70,680 Taos Palms Rep Exp - 32,813 55,458 32,880 - 29,114 TOTALU5ES 70,713,474 72,674,183 10,439,79t 6,539,871 10,946,497 15,976,237 ' Projeds depend on availability o PALM DESERT HOUSING AUTH FiacalYeac . 2038� �� 2037 � 2038�� TOTALS Sou�ces Stipulation 9,431,832 9,620.468 9,812,876 204,570,847 SERAF Reimbursemenl 3,680,211 7,078,858 1,657,421 17,821,288 Note Payoff � 6,787,629 loan PayoWs 386,495 394,225 402,109 B4OW,575 TOTALSOURCES 13,498,596 17,093,557 11,872,406 237,187,339 Uses Administration 2,326,729 2,373,263 2,420,728 51,728,291 Programs - P�HA Net OpereUons Costs 498,928 508,906 519,084 10,653,407 ARR 346,918 353,856 360,933 7,407,599 HIP � 39,422 40,211 41,015 841)73 AffoMability Covenant Maint 39,422 40,211 . 41,015 841,773 HomebuyerAssistance 394,225 402,109 410,157 8,417,726 Projects - Catlos Ortega Villas Const ' - Indian Springs MHP Agreement � 5,000,000 Devebpar Buy-down Subsidy - Desed Pointe Rehabil@ation 5,000,000 Las Serenas E�ansion 22,250,000 Sagecrest Apartments Const 6,000,000 15 Acre Site Acquisition 2,250,000 15Acre Site Devebpment . 20,500,000 ComplexAcquisdion 20,000,000 Reha6ofComplex f0,000,000 5,000,000 30,�00,000 NS Parkland Apts Consf 15,000,000 Replacement Expenditures - Cali�omie Villas Rep EYp 122,060 650,343 1,486,050 77,042,721 CandlexroodRepExp 72,41q 22,765 90,139 2,198,565 Cados Odeya Rep Exp 182,557� 32,499 33,474 3,518J71 Catalina Gardens Rep Eep 382,839 116,112 111,fi42 4,514,472 Deurt Pointe Rep Ezp 52,082 350,664 372,645 4,580,821 la Rocca Villas Rep Exp - 904,418� - 2,2t0A20� Laguna PalmsRep Exp - 2,002�,394 41,299 3,876,607 Las Serenas Rep Exp 115,174 175,770 174,150 7,850,037 Las Serenas II Rep Exp 1,314,363 197,269 - 5,009,968 Neghbore Rep Ezp 79,966 198,020 13,904 1,746,325 One Quail Place Rep Fxp 520,337 926,067 405,683 18,657,647 Palm vllage Rep Exp 546,159 1,730,222 15,147 4,581,261 Puebbs Rep Ezp - 19,562 2,414 982,710 Sagecrest Replacement Exp 2,467 3,786 - 910,562 Taos Palms Rep Ezp 78,412 38,609 11,960 1,582,981 TOTAL USES 17,114,474 18,087,059 6,491,489 278,550.036 P�ojeGs depend on availability o PALM DESERT HOUSING AUTHORIN FiecalYear�. � � paaumptionaMada � Sourees PnorYear Balance FonvaN SGpulalion Based on Cunent Year Prop Tax (plus 2°� annual increase)' 20%, Less Debt Service SERAF Reimbursement Based on AB 1484,estimated fuMs availaMe from repayment Nofe Payoff Based on Principal Amount Due and 2012 repayment Loan PayoRs Based on 70 Loan PayofPs @$25klloan (oNset by HBA Program below) TOTALSOURCES Uses Administrafion Based on Five Year Average ofAdmin Costs plus 2%annual inc. Programs PDHA Net Opera6ons Costs BaseU on Curient Budget Net Ops plus 2%annual increase ARR BasedonCurtentBudgetplus2%Annuallnaease HIP Based on Currenl Budget plus 2°h Annual Inaease AHoNability Covenant Maint Based on Cunent Budget plus 2%Annual Inaeasa Homebuyer Pssistance Baud on Curtent Budget plus 2%Annual Inaease (o(het by Loan PayotPs) Projects (As required by SYipNafion ) Carbs ORega �Ilas Const Based on CurteM Estimated Cwts Indian Springs MHP Agreemeni 8ased on HOA Settlement Agreemenl dated 2l21/09 . Developer Buy�dovm Subsidy Based on Bond Tau Certificate and Letler lo SA re unspent proceeds. Desert Pointe Rehabilitation Based on Current Estimated Costs Las Serenas Expansion Based on 750 unils (a� $150k1ea Sagecrest Apartrnents Conffi Based on Currenf Estimaled Cosis 15 Acre Site Acquisilion Based on 15 Acres @$150k/xre 15 Acie Sife Devebpme.n Basetl on 100 SFH @$205Wunit (including subsidy) Complex Acquisition Based on recent asking pnce. Reha6 o(Complex Based on 300 units @$100klunit NSPa/klandAptsConsf Basedon100units@$i50klunit Replacement ExpendiNres � Califomia Yllas Rep Exp Based on Replacement Reserve Study by ARI Candlewood Rep E� Based on Replacement Reserve Study 6y ARI Carbs Ortega Rep Exp Based on haH Ca Villas Study. Catalina Gardans Rep Exp Based on Replacement Reserve Study by ARI �eseri Pointe Rep Ezp Based ort RepWcement Reserve SNdy by ARI La Rocca� Vllas Rep Exp Based�on Replacement Reserve Sludy byARl Laguna Palms Rep Exp Based on Replacement Reurve Study by ARI Las Serenas Rep Exp Based on Replacement Reserve SNdy by ARI Las Serenas II Rep Ezp Based on (3 times) f.aguna Palms Study. � Negh6ors Rep Exp Based on R�lacemant Reurve Sludy by ARI � One Quail Place Rep Exp Based on Replacement Reserve Study by ARI Palm V llage Rep Exp Based on Replacement Reserve SWdy by ARI Pueblos Rep Ezp Based on Replacement Reserve SWdy 6y ARI Sagecrest Replacement Exp Based on half Laguna Palms Study Taos Palms Rep Exp Based on Replacement Reserve SNdy hy ARI TOTALUSES BALANCE ' Projects depend on evetiabil'dy ol/unding EXHIBIT 6 SETTLEMENT AND RELEASE AGREEMENT, CITY OF PALM DESERT, PALM DESERT REDEVELOPMENT AGENCY AND [S PALM DESERT, LP .r SETTLE9IENT AND REI.EASE 4CREE1IENT Ttnti St i� i i.i�yu,�' i,�np RLI entiE AaNPi�:.�f[t:i ("Agreement") is made and entered inm as uf��, 20U9 by und among THE CI'll' OF PALM DFSF.RT, a mwiicip�l cor��rwian 1"City"), thc PALM DESF.RT RF.DFVFLOPMENT AGENCY", a public budy, rorFxxatc and pulitic (":\Rency") and IS P.4LM DESERT, LP, a Culitiimia limit�d pUrtnct�hip (succcssor-in- imercst �u INDIAN SPRINGS. L'iD. ("Park Owner"). City, Agency and Park Owner arc sumrtimrs culictitively rcfi�rred to hercin �s the "ParHef" anJ individuully as a"Party". RECITALS A. Park Owner is the owner of that ccrtain mobile home park ("Park") located at 49- 3U5 Stare Highway 74, Palm Dcscrt. Califomia. B. On or about October 4, ?005, the Park Owner fileel a Venfied Petition For Wnt of' Mandamus to Compel Approval uf Subdivision Map and Cumplaint For Invcrse Condcmnation ("Origlna� WrI[ and ComplainP') in the Superior Court of the County uf Riverside, Case No. INC U53903 Qhe "Aet(on"). On or about March 7, 2008, with respect to the Action, Park Owner filed a Pirst Amendcd Verified Petition tbr Writ of Mandamus to Compel Approval of Subdivision Map and Complaint For Invcrse Condemnation and Violation of § 42 U.S.C. 1983 (cnllectively with the Onginal Writ and Complaint, "ComplalnP'). C. Pork Owner has been involved in a number of disputes betwern it and the resiJents uf Ihe Park and the Indiun Springs Mobile Home Fark Homeowners' Association, a Califomia nonprofit mutual bcnefit co�poru�ion ("HOA") under the City's Mobilehome Rent Slabilization Ordinance and befom the Ciry's Mobile Home Pazk Rent Review Board � (collectively. "Owner-Resfdent Di�pute�"). D. The Crnnplaint Wgether with any and al� complaints, claims, defenses, causes of action, cruss-mmplaints, answers and denials uf Ihe Parties against the other related to, ;uising from, in connectiun with, or involving the Action are collectively roferred ro herein ac the "Dispute�'. F. This AgnYment is enterrd inro for thc bcnefit of Park Owner, Ciry and Agency. Exccp� as pmviJed herrin. no Ihird purty shall have the rigit[ [o make uny claim or assert any nght under this Agrccmcnt, and no third party shali be deemed a bcneticiary uf this Agrcement. F. Thc Parties Jesirc �o scttle the Disputes by entering inm Ihis Aycc7ncnt. �cithout admitting Iiabiliry w unc unuthcr. VO1V. THFREFORE Ihe Partics herchy agree as fidlows: TER\1S AVD CONDITIOYS L Conditions Precedent. The e(fecticeness uf ihis ,4grecmait is conditioncd upon i i) ihc cuncurrcnt cxccution and dclivcry uf thc Park O�vncr-HOA AgrccmcnE anJ �he Citv-H0.4 Agnement (cach as detined under Sectiun ? I hrrent). anJ (ii) the adoptinn �nJ issuance 6y the o�ni„�.�,.ir�„ r,�ai�„��.� �.•�,�,��,�n��:�,ri,i;yi-,��iii Ciiy's rent eonuul hoard ("Rent Control 8oard"1 oflhe Stipulated Agrccment and Order (�s dclined in Ihe Purk Owner•HQA Agrecment) (culltttively. "Conditlons PrecMenY'). 2. Obll¢atlom of the Cifv. Upon satisfactiun u(lhe Cundilions Pr�tieJem anJ execution anJ delivery of this A�geemem by the Park Owncr, und su long ae �he Park Uwn�v is not in default nf its obligations in this Agreement, City shaU comply with the f'ollowing: (a) Within thirty (3Q) Jays folbwing City's receipt of a Park Owner Invoice (as detincJ bclow) for cach calenJar munth, commencing February I. 2009 ("Commencemmt Date"), and continuing fur ea�:h calrndar month thercafler until the Monthly Cily Paymentx Tcrtnination Datc (as defined below), the Ciry sNall pay to Park Owner 561.26 per residcnt lo� ('•Monthly City Paymenti') ti�r ea�h resident lot of the Park for which a deed tmnsferting tide w the buyer has no� hem recorded and for which a tenant is paying rent (wllectively, "Umold Ren[ Paying Uniti'). A"Park Owner Invoice" shafl mean a writtrn invoice prepared by Park Owncr ond delivercvl to the City certi(ying us to Ihe num6er of Unsold Rent Paying Units. The Park Owner Invoice with respect to the Monthly City Paymrn�s fur February 2009 is attached hereto as Ex ib' . The City shali continue lo puy the Monthly City Puyments pursuatrt to a Pack Owner Invoice for each month during the period from the Commencement Date until Ihe eadier of (i) lhe IhiRieth (30'� anniversary of the Commencement Date, or (ii) the datc of the sale of the last of the raident Iob in the Paric evidrnced by ehe recording of a deed transferring tide to the buyer (as applicable, "Monthly City Paymmb Terminalloe Date. The Ciry shall set aside from its existing funds into a special acrnunt an amoun[ that the City reasonabfy deems to be sutficient to make all of the Monthly City Payments for such 30.year period. if the City fails to pay any Munthly City Payments within the 30-day period folluwing mceipt of a Park Owner Invoice, thrn a late paymrnt charge equai to the lesser of five percent (5%) of the unpaid amount of the Monthly City Paymrnts or the m�imum amount pem�itted by applicable law shall be added ro the amount of the Monthly City Payments for the month following the month pertaining to such unpaid sums and for each month thercafta until payment is received. 1'he Pania acknowledge that such lale paymenl charbe is a reasonable amount in order �o defray the expense incurred by Park Owner in handling and pmcessing such delinquent payments and [o compensa[e Park Owner for the loss of use of such delinquent payments. Munthly City Payments payable for less than a full calendar month shall be prorated bascd on a Ihirty (30) day month. (b) City shall deliver to the HOA a check in [he amaunl nf 586,000 made payablc to the HOA ("Settlemenl Payment") within �en (10) days of the City's receipt of the Park Owner's Paymcnt (as defined in Section 3(i) herco�. The Settlement Payment is subjer:t to cenain application restrictiuns as descnbed under the Ierms otlhe Park Owner-HOA A�eement and �he Ciry-HOA A�eement. (e) City u�ces tu nut inttTfere with or take action againsl conversiun, suhdicision or the sale uf lots within ihe Park, nor cause or encoumye any other govrmmental a_cncv tu do so. (dl City acknowl�dges mid a�acrs that (i� Park Ow�ner has already completcJ cunstruction of � sewer system fi�r the Park �"Sewer S��stem") as evidenccJ by that crrtain Aeticity Report Jated Vu��cmbcr 14.'_OO;i rcgarding inspcctiun issucd by ehe Califumia Ucpunmcnt ul' Huusing and ('nmmuniiy Dc�-clnpmenl , a copy uf whieh is attacheJ hcrctn as ff�AIALviin�l(ln IOAUuim�tF��c.wemqbibnr»Inulll L'shibi B. iIOA fll:lt CCliillli t'UrtIPII'h00 llll(I :IPj)fU\'JI ICI��T ll:lll'(I FChfUBfY �3. �(NN) 15501YI b)' Illl• Cuachclla Valicy Watcr Districi ("�4'a[cr DistAct"), a cnpy of which is wmchcd hcrctu as Lshibit C, (ii� the Sewer System rep�aces the septic tank sewer system a� �he Park and connttts w �he Water District's sewer line und�Y Flighway 74, �iii) Park Owncr Ims abandoned all exisiing scptic tanks, xeepage pits and Icuch fields at the Park, and (iv) cach mobilehome in the Park. «�hether vac,uri ur occupicJ, anJ all cummun orca buildinys, have becn connecteJ to the Sewer System. (e) Wi�hin ten (10) days fi>Ilowing the dale of �his.4ymemrnt. City shall deliver �o P�rk Owner the City's written �usignment of all right, tide and interest uf the City in and tu certain prepaid per unit sewer hiwk•up fees (rnllectively, "Prepafd Sewer Hook-Up Fee�') for ihe Park previously paid hy the Ciry to the Water District. The Prepaid Sewer Hook- Up Fees represmt paymenl in full of fees payable tu the Water District for cunnecting all mubilehomcs and buildings within the Park ro the Wnter District's sewer line under Highway 74 and the Water DistriM scwcr systcm. The Prcpaid Sewer Hook-Up Fces do not inciude Water District charges fur engineenng, inspection, plan chee:k or any other similar fees. 3. Oblieatiom of the Perk Owner. Upon satisfaclion of the Conditions Precedenl and exewtion end delivery uf this Agreement by the City and Agency, and so long m ihe City and Agency are not in deFault of their obligations in this Ay�eemrnt, Park Owner shall comply with the fbllowing: . (a) Within ten (10) days fol�awing the date that (i) the adop[ion and issuance of the Stipulated Agreement and Order by the Rent Control Board, ur (ii) the City Council approves this A�eement, whichever is later, is no longer subject lu appeul ('•ExpinNon of Appeal Pcrlodi'�, Paric Owner shall filc a dismissal with prejudice of all of Park Owner's claims in the Action. (h) The purchase price for each resident lot shall be ita appraised fair market value less any applicable discount hereinaRer described. Park Owner shall provide a discount equai to ten percent (10°/,) offof the appraisetl fair market value of each residrnt bt to Park residents who arc ex[remcly low, vcry low or low income houscholds, within the mcaning of those terms under California Health and Safery Code Sections 33000, M seq: (collectively, "Community Redevelopment Law"pif such residrnt purchaser(i) deposits inro escrow an executed Park Owner and Califomia Department of Real F.state ("DRE") appmved form of dcposit re�:eipt sales contract �which may be subject ro tinancing contingencies) ("Approved Form Deposit Receipt/Sales ContracP') regartling the purchnse uf his, her ur their bt within thirty (30) doys atia dcli�'cry of'thc fina� public report ("Ffeal Pubtic Report"� issueJ by thc DRE pertaining �o the subdivision of the Park; and (ii) has delivered to Park Owner a Resident's Waiver and Release of Claims (as Jefined in the Park Owner-HOA A�eemenq in aceordance wi�h the tertns unJ Jelivery «�yuirements descriMed undcr the Park Owner-HOA Ayeement. Such discount shull be pro�•iJed to residen� purehasrn thut satisfy the (oreguing reyuimments. rcgardless of'when escrnw closes and regarJless utlrhen funds. including, but not limited to, any .\lobilehume Park RcsiJent Ownership Prngram ("\IPROP") funds, hecume available tix such purd,asc. u�i H.v n��.n n�. r,�G uu ��„ �r2„��.m ��n u� �„ u i. „i i � (c)� Park bwncr shall pru��idc a dixnunl cyual tu fivc Exrcent (5�,;,1 i�ff of Ihc appmiseJ fair m•rrket value u(cach rcsidenl lut tu any resident purchaser, reearclless of incumr levrl, if such r�sident pumhaser (il deposits inro exrow an ex�tuled Approved Fortn uf Deposit RettipUSal��s Controct reg�rding the purchase uf his, her ar their lut within sisly (60) days after delivery of'the Final PuMic Repnrt issu�Yi by the DRE pertaining W Ihr subJivisiun of the Park, ❑nd�(ii) has dclivereJ tu Park Owner u Resident's Waiver anJ Release uf Claims (as Jefined in the Pork OwnervHOA AyR�roment) in acmrdance with the terms and Jclivery nquirements dcscrib�Yl under the Park Own�t-HOA Agrc�Knent Such discount shall be pruvided tu any resident purchascrs thut satisfy the foregoing requirements, regardless of when escrow doses and rcgarJless of when funds, including, but not limitnl to, uny MPROP funde, become available for such purchase. Notwithslanding lhe foregoing, this discount shall not Ae available to any resiJent whn receives the discount benefit describeJ under Sei:tion 3(b) above. (d) For Park residents that (i) are "persuns or families oC low or moderale income" (as defined in Section 33000 et seq. of Ihe Califomia Health and Safety Code), (ii) entcr inro escrow to purchase their space, and �iii) deliver ro Park Owner an executed ResidenPs Waiver and Release of Claims (as defincd in the Park Owner•HOA Agreemrnt) in accordance with the lertns and delivery requirements described under Ihe Park Owner-HOA Agreement, Park Owner shall provide such residents with srller Fnancing see:urcYi by the resident's mubilehome und lut (ench a"Seller Finaocing Laan") at an interest rate of three percent (3%) per annum, with interest only paymrnts payable every six (6) months, so long as the monthly amount of such intaest only payments plus homeowners' association ("HOA") dues do not exceed [he residenPs most recen[ rotal amount of monthly rent payments for the subject space. If the montbly amount of such intefest only payments plus HOA duev exceeds the resident's most recent rotal amount of monthly rent payments for the subject space, Utrn there shall be no requirement for interesf only payments every six (6) months and all accrued interest roge�her with unpaid principal and any other charges shall be payable in full at maturity or earlier � pursu:mt ro the tertns of the Seller Financing Lonn. The rotal amount of Seller Financing Loans made available by Park Owna to eligi6le residents shall not exceed the maximum ay�egate pnncipal amount of 35,000,000 ("Maximum Aggregate Selle� Financing AmounP'). Park Owner shall have no obligation to make a Seller Financing Loan to a Park resident, unless in addition ro satisfaction of [he requirements sel forth in clauses (i) and (ii) of this Section 3(J), �he Purk resident shall (x) have delivereJ by not later than twu (?) years �fter the close of escrow� for 1he sale uf the first resident lot at �he Pork a completed and ezewted loan application on a form prescribed by Patk Chvner ("Appllcalion Delivery Deadllne"). and (y) have satistied Park Owner's rr;uonable burrower qualiticatiun reyuirements for ublaining a Seller Financing Loan. Votwithslandi�g anything to the contrary herein. Park Owner shall not be reyuired m make any Scller Financing Loans which would cause the resident's purchase Iransaetion to generale insuflicient cash tu satisfy release price payTnen� reyuircments unJer any then existing financing sewreei by the Purk ur to pay Purk Owner's dosing custs related to �he purchase transaction. The principal amount of cach Seller Financing Loan ro a resident shall be determined bv Park Owner in its sole discrciion. Each Scll�v Financine Loan providcJ to a Park resident will be fully due and payable upon the earlicr uf'(a) twenty (_'0) qears, (b) the sale, transkr, Iease ur encumbrance uf the msident s space withuul Park Owner's cunsent, (c) when the resident ceaees tu nccup}� �heir spuce as their pnncipal residcncc, or (J) u�hcn therc is a resident dcfault �vhfch is nut cured uflcr n�nicc �nd during thc applicabic curc period. 1 u�i�t.�, ih.d i ��. r.��. u.�w�r �y�:.��„�i �una��,i ui�.�n i � (c) If both an Agcncy Finaneing Loun and a Scllcr Financing Luan are s�tureJ hy ihc samc resiJem mubilchumc �nd IoL [hen �hc agyegate loan paymcnls under both luans shall not result in loan payments which ezcred the Afforduble Hausing Cos[ (as Jetinrd in Sectiun �1(c) M1rluw� ti�r (orty-ti��e (�5) ywrs afler taking into aceount nther costx of uwnership. I(hoth an Agency Finuncinb Lnan and a Seller Finnncing Loan are secureJ by the sume rc�ident mubilehomr anJ lot, ihen Park Owner shall cuuper�te with Agency in detelmining the principal amount, monlhly payments and amortization unJer both luans in urder that �he louns do not nsult in loan pay�nents which excnyi the At7urJable Housing Cost �as detined in Section �(c) below�. (f) Each Seller Finnncing Loan shall be exclusive of MPROP financing, Agrncy Financing Luans (as defined under Section 4(u) beluw) or uther guvemmental fundinb m�ule �vailable lo Park rcsident� fur the purchase of Ihcir space at the Park. Any Agency deed uf trust rccorded against a mobilchome and lot secunng an Agency Financing Loan shall be senior and prior to any deed of trust recorded against such mobilehome and bt secunn6 a Seller Financing Loan. (g) Anything ta the contrury hercin nutwithstanding, given Ihe Maximum Aggregate Seller Financing Amount nnd the Maximum Aggre�;ate Agrncy Financing Amount, Park Owner shall cooperate with Agrncy so as to dettrtnine the pnoriry of resident9 who will recoive Seller Financing Loans and Agenty Financing Loans from the pool of residents wha satisfy the qualification and elib�bility requiremrnts descri6ed in Ihis Section 3 and the yualification and eliybility requirements described in Section 4 below. (h) Park Owner shall comply with the requirements descnbed under Section ?(a) of the Park Owner-HOA A�eement regarding tiiing of funha applications, claims or actions opposing rent increase denials, decisions of tho Rrnt Control Baard, sceking hardship and fair retum rent increases and seeking capital improvement incrcases related to [he Sewer � System. (i) Park Owner shall deiiver to City a check in the amount of 543.000 made payable ro the City ("Park Owner's Payment") within trn (10) days following the Expiration of the Appeal Penod-. The Park Owner's Paymrnt is Park Owner's share of the Settlement Payment flom the City to the HOA. TRe Setdement Payment is subject to certain application rcstrictions as described under the �ertns of the Park Ow�ner-HOA Ay�eement. (j1 By no[ latcr than une ( I) ycar after the Application Delivery Deadline, Park O�mer shall Jelivcr wntten nntice to Agrncy (i) that Park Owner has identified the mazimum number of Seller Financing Loans that Park Oa�ner has made or plans to make [u Park resiJents who hace eleaed to purchase their lute. (ii� �hat exccpt (ur Park Owner's iden[itieJ ma.<imum.numbcr of Seller Financing Luans alrcady madc ur that Park Owner plans to make �hut nu t'urther Scller Financing Loans will be made [o residents of the Park who have elected tu purchase their lots. and (iii) that procides the wtal dollar amqunt uf �he !Naximwn A5&regate Scllcr Financing Ainount wi�h respcct tn StIICf FIIi:1f1C1i1� Li��115 IItitIC Uf IYI�I P�fIC ON'pCC �I:IOti w makc (enl lcetivcly.' :Yuticc uf Scllcr Fin�ncinK Cap"). ��i��iV., il�,,�ir,n r.,�� i,��., �.,,,,,�,�n�c��ui.� un,��n�� lk) Nrn�ci�h��anding onything tq tha cuntrary herein. Park Ownrr shali have no obli�tiun to pruvide the P;vk residem bcnclits :u desrnhrJ in this S�t;tiun 3 u� well us uny uf the Park raidrnt benetits as describeJ in �he Park OwnervHOA Agm��rnent W any Park nsident who�has filed or ihreaamed to file any legal or aJministrative actiun, procecding or ciaim againsl Park O��ner, exccpt far P;uk resiJents who huve es�euted and deli��end �o Park Uwner a Rexident's W�iver and Release of Cl;tims (as dcfincd in ihe Park Owner-HOA Ay�cement) by the RcsiJent Waiver and Release De�adline (as defincvl in Ihe Park Owner-HOA Agreemenq and who huve nut hel'orc the ciose oPtheir escrow tiied ur threateneei tn tile any lega� ar udministm�ive a�tiun, pructtivling ur claim ugainst Purk Own�T. 4. Aeenev Oblieation�. Upun satisfactian of the Conditions Precedent and executian and Jelivery of this Agrcement by the Park Owner, and so lonb as the Park Owner is not in default of its ubligalions in this Ayeement, Agency shall comply with the fullowing: (a) For Park residents who are extrcmely low, very low or low income households (within the meaning of those terms under the Community Redevelopment Law) that submit ro the Agency by not later Ihan the Appliwtion �elivery Deadline a fuqy completed and ezwuced loan application on a form prescribed by the Agency, Agenry (or at its election Agency acting through an agent) shall determine which residents shall Ae offered purchase-money tinnncing by Agency. secured by the residenPs mobilehome and lol (each en "Agency Financing Loan"). Agrncy shell make Agertcy Financing Luans thnt do not excecd the lesser of (i) the maximum aggregate principal amount of SS,OW,UUO, or (ii) Ihe total amount of Seller Financing Loans on a dollar-for•dollar basis madc by Park Owner (as applicable, "Maximum .lggregate AQency Financing AmounP'). Agrncy shail have no obiigation to make an Agrncy Financing Loan to a Pork residrnt who does not satisfy the Affonlable Housing Costs requiremrnts (as defined in Section d(c) I�elow). pgrncy Financing [.oans shall not be made to moderate inenme households, but only to extremely low, very low and low income households (in Poe order of priority as detecmined by Agency). @) If both an Agency Financing Loan and a Seller Financing Loan are secured by the sarne resident mobilehume and lot, [hen �he ag�egate loan payments under both lo�ns shall not result in loan payments which eaceed the Affordable Housing Cost (as defined in Section 4(cY below) fur ftirty-five (45) yexry aRer taking inW accuunl uther costs uf ownership. If bntk an Agency Financing Loan and a Se�ler Pinancing Loan are securcd by the same resident mobilchome and lot, thcn Agency shall cooperatc with Park Owner in detcrmining the principal amount, monthly payments and amonization under both loans in order tha[ the loans do not result in loan payments, after taking into account other costs of ownership, which exceed the .4ff'urduble Housing Cnst (as defineel in Section 4(c� helow). � (c) If, pursuant ro the Notice uf Seller Financing Cap. the total amuunt u(thc Scller Financing Loans esc��cds the total amount uf the Agrncy Financing Loans aircady m�de anJ iherc are no more yualitied �pplicants to ahom Agency Financing Lnans can be made in wmplianec with appticable law and in uceurdance w�ith the Jrfinitiun uf"uffixduble hnu�ing cusC' containcd in Health and Safcty Cudc Scctinn ?005?.i, as amcnd�d fmm timc tu timc, af(cr takine other uu�nership cus�s into cnnsidrration ("A((ordable Ilousing Cost"), then, within tcn f 101 days of Agency's reccipt nf thr Nutice uf Seller Finuncing Cap, .4gency shall deliver ��ritten nutice tu Purk Oa�ner uf such dcpictiun uf yualiticd app�icsnts (..Votice of Depiehon ot I I)`.I AI v..n.J ll6 I`pi. punn \F�n'mml �CI4ua 1.1I n nl I'i QualiRed Applicanta"). M.uch c��ent, Agcney shall use up �o the Maximum Aggrcgote Agency Fin�ncing Anwunt I�ys the cumulative tutal u(Agency Finuncing Luuns made by the Agency undcr ihis Agrecmrnt, but in no e��cnt more than Ihc amount by which the total of Ihc Seller Cinancing Loans cxca:Js the tutal uf the Agency Fin;mcing Coans, to purchase nsident Iots f�nm the Park Owner oecupieei by extremrly luw, very low ur luw income househalds (in that order uf priority as drtmrmin�d by Agrncy) at the same nomdiscounte�l price nfTeml tu residenls. Agrncy's purchase of n�ident Ints fium Park Owner shail be all cash purchuseY �with thirty QU) day escrows. Agency sh:�ll open escruw �o purchase such resiJent luts within ten ( I O) days aHer delivery of the Nulice oF Depletiun of Quuli fied Applicanis. Agency's purchase of a resident lot shall be m:ule subject m the tecros of any cxisting rcsident Icase or renta! agreement regarding such residen[ bt, and purchase of such �esident Im shall oth�nvise be in accorilance with the Pork Owner's form of purchase ducuments approved by the DRE. (d) The Agrnry Financing Luans shulh (i) be made in acwrdance with applicable law anJ used ro uchieve :m Aflbnlnble Housing Cost after taking other ownership wsts inta considerution; (ii) includc a recorded 45 year aRbrdability cavenant, (iii) be made at an interest rate of three percent (3%) per annum with inrerest to accrue and not be paid until marunty, and (iv) be fuily due and payable upon the eazlier of (A) forty-five (45) yenrs, (B) the sale, transfa, lease or encumbrance of the residrnt's space without Agency's consent, (C) whrn the residen[ ceases to occupy their space as their pnncipal residmce, ur (D) when there is a resident default which is mt cured afler notice and during the applicable cure periods. �� (e) Anything ro the contrary herein notwithstanding, givrn the Maximum As�regate Seller Financing Amoun[ and the Maximum Aggregate Agrncy Financing Amount, Agency shall cooperete with Park Owner so as to determine the priority of residents whu will receive Sella Financing Loans and Agency Financing Loans from the poul uf residrnts who satisfy the qualifica[ion and eligibility requiremrnts described in Section 3 above and the yualification and eligibility reyuirements described in Ihis Scetion 4. � (� . Each Agency Financing Loan shall he ezclusive of MPROP financing, Seller Financing Loans (as defined under Section 3(d) above) or other govemmental funJing made availa6le to Park residents for the purchase of lheir spuce at the Park. qny Agency deed of trvst rewrded against u mobilehome anJ lot securing an Agency Financing Loan shall be senior and prior to any deeG of tnut recorJed-abainst such mobilchome and lot secunng a Seller Finnncing Coan. 5. RcleasesotLiabilitv. Ia� Upon eKccu�ion and dclivery uf this A�eement hy ehe Panice, and u�mn tultillment uf Ihe Conditions Precedent, except with respect tu any claim uf a violatinn of this .4greement, the Park OwnervH0,4 Agrecment or the City-H�A Agreement. �he Parties rcic:uc anJ (urever discharge cach odier and thrir prcdecessurs, sucecssors, heirs, ussiyros, agents, aftiliaied and parent mmpa�ies, and caeh of them, and cach past or present. direct or indirect, pamiec purent, subsidiary, division or affiliated entity ur corporatiun, and each past or present employee, agent. reprEyentatier, attomey. acenuntant, ot7icer. efirector. stockholder, memher. inanagcr, and all prrsuns ucting by. thruugh, unJcr or in cuneen with thc�n, or any of �hcm, f�am any anJ all claims, JcmanJs, actinns, causes nf actinrl, suits, dcb�s. licns. cuntracts, liabilitics, '.u�ni,�rv,.dn�� v,��n4��., �„��,m„nnin��„��.n�.nii� rcicases, custs, rem�di�s (ineluding but nut limitc.d �o puni�i��e dmnages, treble damagrs, slalWory penalties and restitutinn�, cspenses ar lusses of any type, whether kn�iwn or unknnwn, fiz�d ur contingenl, (mm thr 6eginning ul �imc �u the prexnt, arising uut o(or relut�rl w thr Cmnplainl. Uic Action and the Disputcs. . (b) Consistcnt with the furcgoing, the Parti��s expressly ond vuluntanly wai��e �nd relinyuish �II rights anJ brnetits under Sectinn 19q? uf the Califomia Civil Cude if in any aay applicable to Ihis Agreemrm. Sec�inn 1542 uf the Califi�mia Civil Code prariJes as � tid lows: GENERAL RELEASH CLAIM EXTING ISHED� A GENERAL RELEASE DOES NOT EXTEND TO CLAfMS WH1CH A CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST M HIS FAVOR AT THE TIME OF EXECUTING THE RELEAS E, WHICH IF KNO W N TO H(M M UST HA V E MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. The Parties acknowledbe in that connection tha[ they may have sustained damages, losses, wsls ur espenses that are presendy unknown and unsuspected, and that such damages, losses, costs ur cxpenses as may have been sustuinal mny give rise to wiJitionul damuges, losses, cost or expcnse in thc future. Neverthcless, the Partics acknowledge that this Agreement has been ne6otiated and agreed upon in light of this situation and ezpressly waive any and all rights which they may have under Section 1542 of the California Civil Code, or any otha state or federal stature or common law principle of similar et%ct, to the extent applicable, if at all. . (c) Euch Purty acknowledges thut it hus received the advice of legal counsel with respei:t ro the aforemcntioncd waiver and understands the tertns thercof. 6. Biodin¢ Aereemen[. This A�eement shall be binding upon and inure ro ihe benefil of the Parties hereto, their legal representatives, successors and permitted assigns, including, without limitation, lo a new owner of the Park or any part thereof. 7. Enfoccemen[ Of Aereement. The Parties ay�ee that, notwithstanding dismissal of the Action, the Coun will retain jurisdiction to entiirce this A�ecment pursuant to Califomia Code o( Civil Procedum sec[inn 664.6, including the right to recover attomeys' (ees inwved by �vay of sccking �furcement of the Agreement. R. Refereoce Procedure. The Patties here6y ay�ce to resolve all disputes u�ith respect �o any qf the terms or mnditions uf this Agrcement pursuant m the provisions af Caliti>mia Code uf Civil Prucedure �§63N through 645.1, subject w �he following procedures: �a) The Purties shull ayce upon � singie re�iree whu shall then iry all issues. «hether ul (ac� or law. and rcpon a tinding and judgment thercun. If the Parties are unable to �grcc upon a referce u�ithin ten ( 10) Jays aticr a wmtrn «�yuesl tu du so by any Party, [hen uny Party may thereafter seek to hu��c s retcree appoimcJ pursuant to Calitiimia Cnde uf Civil ProccJure ; �G38 anJ 6�10: iu�ni��ih�,icn� v��irn��.r�i��u,��.��i�n�un,�µv,�ni� (b) TI1C P:IIYICti :16fCt: lll;ll lNC fl`fLlCl' SI18II I18VC IIIZ �klWCt (U �CCItIB �II ISSUCY uf' fact and law anJ re�xirt his'her deeision �hcrcun, anJ �o issue oll legul and eyuitublc rciicf uppmpnnte unJrr Ihe circums�ances uCthe cuntro��crsy befitte him�'hcr, provided, however. that tu �he csten� the mferee is unuble W issuc and.'or cnturce any such Icgal and eyuitable reliet; cither Party muy petition the court to issue andior en�i�rce such rclief on the basis of the refercr's dccision; (c) Discovery shall br �fForJ�Y1 W the Parties in accordance with Code nf Civil Proccdurc §$ ?016.010 et. xq.; (d) Thc Califomia Hvidence Code rules of evidence, the Califomia CuJe o( Civil Proccdure and the Califomia Rules of Court shall apply [o Ihe wnduct of ihe hearing, esuminution of witnesses anJ presentation of evidence ut the trial; (c) Any Party desiring a stenogaphic record of the trial may secure a court reporter to attend the trial; provided, the requesting PaRy notifies the other Parties of the request and pays for the costs inwrted for the coun ropnrter; (� The reCeree shall issue a written statement of decision which shall be reported to the wurt in accordance with Califomia Code of Civil Procedure §643 and mailed promptly ro the Panies; (g) Judgment may be entered un the decision of Ihe referee in accordance wi[h Califomia Code of Civil Procedure §644, and the decision may be excepted to, challenged and appexleJ according to law; � (h) The Parties shal! prompdy and diligently cooperate wi[h one anolher and the referee, and shall perfortn such acts as may be necessary to obtain a prompt and expeditious resolution of the dispute or controversy in accordance with the tertns hereof; and (i) The cost of such proreeding, including but not limited to the referee's fees, shall initially be bome equally by the Parties to the dispu[e or controversy. However, the prevailing Parly in such proceeding shall be entitled, in addition to all o�her wsts, to re.eover its contribution for the cost of the reference and its reasonxble atmmeys' fees as items of rocoverabie ws�s. � 9, Remedies. In the event of a defauit under this Agreement, all or any one or more of the rights, powers, privileges and other remedieS availabk N a Party under �his Agreement or at law nr in equity (including but not limi�ed tu, injunctive relirij may be exerciscd at any time anJ (rom tiNe �o time as permittcd by applicab�e law. 10. Headtnee. Section headings nr captions cuntainrJ in this .lgreement are used fur referencr nnly and shall nnt Fe dcemed to govem, limit, ur extend the tcrtns utlhis A�ecmrnt. I I. Entire Aereement All pnur anJ cuntem�xanenus cnmersations, negotiations. pnssible and alleged agrccments, represcntatians, rnccn�n�s and warranticx by und bcnveen the Partics amcerning dic suhject m�ucr herctrf inhrr Ih�n thuse re(rrzed ta hercin are merged IUAIll a� lin.ill ir, P.�M ��un��.Ap�vm.ni��'nJua iJln,rl I I ll hercin. This is nn intebr��tl �grcement. 'ihis .4greement shall nnt be altereJ, ameaJed. moJifieJ, or nthenvisr ch�ng�d excep� hy o writing duly signed by �II the Parties hereto. 12. Indeoendent AdWce of Couosel. 1'he Partics represent and declarc tha� in csecWing �his Agrcement they rclied xrlely upon their own judgment, bclicf and knawleJgr, and the advice and recummendations of their uwn independendy selecmd caunsel, cuncerning �he nature. cztent and Juration of their nghts nnd claims, and �hat they ha��e nut been inFluenceA to �ny cx�cnt whatsuever in cxccwing the same by �ny rcprcsentations nr statements by one Party In the othcr nut enpressly conlaineJ or rcterted tu in Ihis Agrcement. 13. Severabilirv. If any provision of this Agreement or the application thermf to any Party or cireumstance is held to be invalid or unenfomeable, if such provision is not marenal to the basic intent uf this Ayeement, the remaining pmvisions of this Agreement and the �pplicatiun of such provisions ro otha Party or circumstances, shall not be affei:ted thercby, the provisions of �his Agreemrnt being severable in any such instunce. I4. Feea aod Co�b Incurred. The Parties shall bear their own attomeys' fees and wsts incurted with respect ro this A�eement. I5. Further Necessary Actloa. The Parties, without further cunsiderafion, a�ee ro execute and deliver such other documents and take such other action as may be necessery to carry out the intent of this Agrcement. 16. DnRer. No pmvision, prineiple, orother concept of law or equity wherein the terms unJ cu`ulitiuns of an a,�reement are interpreteJ against the Party who Jrafted the a�eement shull have any application to ihis AyReemrnt. � I7. Warrantv Of Authorizatfon. 1'he Parlies wartant and represrnt that ihey are competent and authorized to enter in this Ay�eement Each Party represrnts and warrants that it � hae �aken all necessary actiort for the execution and delivery of this A�;reement, including, as to Ihe Ciry und Agency's excry:utiun anJ delivery uf Ihis Agreement, all City :u�d Agency uuthonzations required from the City Council and Agrncy 8oard, respectively approving the terms af this Agreement. I8. No Assienment. The Partics warrant and represent that [hey. have not assiE,ned, transferred or disposed of any ogh�, title or interest in the Ac�ion or ihe Dispums. 19. Counteroart�. This .4yTcemcnt may 6e exewted in une or mure counterpans, �nJ each set of duly delivered identical counterpans which includes ull signatnnes shall be dc�mcd to bc une onginal dncumcnt � '0. Governine Law. This Ayeement shall be gocemed by, interprried and cnnstrued in accordanee with the laws nl'the State nf Califiimia � ? I. Other Setllement and Rcleasc �ereements• Third Partv 6cneficiarie: This Agrccinent is being entercd intu simultantY�usly with that certain Setdement and Relcase Aucanent dated as uf e��rn date hercwith br and �mone ihe Park Owner, the HOA anJ the HOd Uirecturs. a enpo of which is a(tachcJ heretn as Erhihil D �"Park ON�ner-HOA Akreemenl"� In�Ht,.nn.dCu,, r.d.rw�i„�.nr.�nr��"_wuaUlnunl I11 anJ that ccnuin Sctdcmcnt and Relcasc Agr�r.mcnt dated as of cven daM hcrewith hy �uid amang the Cin� anJ ihe HOA and the HOA Directors. a copy which is attacheJ herctu as Exhibit E �"City-IIOA Agreemcnt"). Nonrithvlanding anything tn Ihe contmry herein, this Aycemcnt shall be of'no furce or eflict until, and is contingent upon, ihe ex��:utian and deli��ery uf the 1'ark Owner-HOA Agrreinent and Ihe City-HOA Agreemcnt by the parties �herew. 'fhe Purtics ❑eknuwlcdge unJ uyree th�t the Park Owner-HOA Agrecment and �he City-HOA At;reement shali bc of nu force or ctTect until thc Partics exccute and deliver this Ay�eement. The tIOA ;u�d HOA Direclurs shall 6c a third•purty bencticiary of the pmvisions of this A�etment benefiting HOA and the HOA Directors, the Ciry anJ Abency shall be third-pany beneficianes of the proeisions uf'the Park Ownervf IOA Ayeement henefiting the City and Agency, and the Pnrk Owner shall be a third-party beneticiary of the provisions uf the City-HOA A}Tcemenl beneFiting �he Park Owner. Excrpt us descnbed in this Section 21, this Agreement is made and entercd into tin the wle benetit of the Paniey, and no other persun or entiry shall hnve any rights ur re.hneJiey under ihis Ay�eemenl Th��rr are w third party beneficiaries to Ihis A�{reement cxccpt as Jcscnbcd undcr this Section 21. 22. No Admission of Llabilitv. This Agreement represenfs ihe settlement ;uid compromise of disputed claims, and nu�hing contained in this A�eemont shull be construed as an udmissiun of liabilily ur of any Fact re�;arding Ihe Actioa . mre.�, r��.di ��,� r.��4 u„��,� �.:,.�:��„��.,�� ui,. ��ii fN �4'(CNESS WHEREOF, tlic Partics hcretu haee ex�cutnl this Agreement ax uf tlie datc tirst aboec �cnucn. CITY OF PAL�f D[SERT. a munieipal corporation dy: /S.r�i�i�l'. � RubM A. Spirgel. �M�for � ( PALM DESERT REDEVELOPMENTAGENCY, a public body, corparute and politic BY: �s�s e. �Q �y�� Robcrt A. Spiegcl; C �m� IS PALM DESERT, LP, a Califomia limited partnaship By, Goldstein Properties, Inc., a Califomia corporetion . Its General Partner � James Goldstein, President u�n�i.ili.dtnyredn.no.oyecnm�n"��Y��,�nr�n�� 02-26-07 O6:O/p� Fron- T-BIS P OUS/010 F-A30 [I•; WT['PIE3S P11-IEREOF, tho P,�tties hneto have execu[ed this Agreem�t as of the �ate f¢st above written. CITY OF PAL�t DESERT. a tnunicipal corporotion By: Robert A. Spiegrl, Nleyor PALM DESERT REDEVELOPMENC AGENCY, a public body, corporate aod politic By: Robert A. Spiegel, Chaiiman IS PALM DESERT, LP, a Califomia limited pa�mership By; Goldstein Properties, Iuc., a Califomia coipomtioa Its Gene Pammr p.� gy, flld��/ CE��PJ.Gt�: lames doldstein, Ptesident �: �Mas��asn�� cooa,�Ho�e+�.c�c� l2 exHiarr,� �See Attached February 20119 Park O�cner Invoice� �u�ni.�..��.i��n r„ii�.��,� ��:��.,�i�..,��.,ui�.��nIP\IIIBI'I':\ IS Palm Desert, LP c/o James & Associates 255 N. EI Cielo, Ste. 140-28 Palm Springs, CA 92262 Fcbruary f, 2009 INVOICE To: City of Palm Desert ("Cit}�') Redevelopmen[ Agency 73-510 Fred Waring Drive Palm Desert, CA 92260.061 I Atm: V.'Capia,Accountant Re: February 2009 Invoice for Sewer Rent Increase Monthly Paymen[ Pursuant to Park Owner — City Settlement Agreement dated Febn�ary 27, 2009 As of the date hereof, there are 190 unsold resident lots in the mobilehome park, located at 49-305 State Highway 74, Palm DeseR, California, for which a tenant is paying rent. The City mont6ly payment for February 2009 is $11,639.40 ($6116 x 190) ("Monthly City PaymenP'). If the City fails to pay the Monthly City Payment within 30 days following receipt of this invoice, tfien a Iate payment charge equal to the lesser of 5% of the unpaid amoun[ or the maximum amount permitted by applicable law shall be added to the Monthly City Payment for the following month and for each month thereafter until payment is received. The parties have acknowledged Ihat such late payment charge is a reasonable amount in order [o defray the expense incurred by the park owner in handling and processing such delinquent payment(s) and to compensatc park owner for the loss of use of such delinquent payment(s). At] payments are to be made payable to IS Palm Desert, LP and delivered to the address first set forth above. � ro�tlr��c�cnz �.uucuzsuv:uinoirl E�CNIBIT B �See Attached HCD Acth�ity Report Ualed Vorember I�, 200A� �mn�,, i��.�i��,�, r.�na,��.� �wa„�nn�� runv ��n��ii�l�:AIIIHIT H � iTA7E 0! W.YORNYI-WRPQ6f. iRAN8i0R�A7di MD HWlWO AOFNCY ,'^'rR^^'.ri acrnnrr �aoRr .pr IlliM118 a.patqr JaclrieFagk �xc�or�� p� NADERQOBORSI ��v' � Mif FYrn Wr. hyyN. 17621 atV WE BLVD STE 230, N57'IN � r.a w uar e...�.r,u IlJDIAN SPRINGS °��'�� parptamrnw.ew.� r.� aia aaaa 59303 HWY 74 PALM DESERT �a„ae.:�.. QMM�IB1ArYsw� $Ii� S/�7MYn�br1 !W �00 � W��li. G �3X T�L �� 7tbMf wr�noM � aw�r �ra�r��aw oiar UOTIC101VIOLRTId1MORHd►7lDtYORtlAT10tt 11Y�nportpwN�Mkr NVM�6nralbCiamYMW11rY8rtlyCaY.�Y1m17QtlrC�6anYWd�dR�prWar, � i�M 10, OKYk111. CrPr_� 8a/olr MNYO. OaP�M af tlu npirlurM' h�oWYMd 6an BrdMlawP�O1Mr�. P. O. B:3UM 8arh S� fl�� G GIOl7J0!!. VbhBe�r Ydr�d Mtlb mncW �tl � wWn n4� for N�rrMprAm MAVM 9r IVr Oltk� Inmer.a.ew.en«efa. . nrn@wtkrYrpr�a�drn. rr�idW � ni�Ynm N� d i. . APr�drllrahWWfidnlrAtiplbNrilbdahawfonw�kheoar�ctYan(A� . H1w EiM MM npn� Ir bwn Yww! In �nor aY 6quyYKaiW. P�� oa6d tlr Am S{qNVUOfaIOr N�OIb� Y1duW �CCI�R ' rypru+L �.r NAUi6sMm m�uirvrt wc aar rn� oenrranox wn�eeox� .. F�e o � 33-0WS 1AWIIOATN � p�n 73 „�n vWAerco MP-UCI ,� S m 73 �a' mYl�r.. SO M; p�� 10.0 �� 2.5 wrte�ow o�r� o l�E 11ppR pxlr )(xnu� � o �ea�amn /MOWMf IfIDMM VIOIATqM dl7A: iOTu � AI►lB1AN� �F c u � p�p_!1�_ � ureunar me •Co �Cee rooFo po 00 111nYdMRY 11alNfONV@ OM• MQo Pa OW �fe DA� /ll�Ml /COYPLY Y►NOECf10M 011i/r. ■9R0l— W l0T qV LOL AL— @I �qlfCIiW10ATA o ��'I�yg olu�efNE ►uzw_rw oe� 11fD_ oOML_ YtlRV_ o_ i8 AfL91A17�1@ � 5185296 u� w wmioo � �s on� �tr�nsnsm�n SEWEf �8LBC819 20 All sewer installauon is now completed. Septic tanks are to be pumped to removal sewer, and tanks to be back fitled es noied on approved pians. NECENEDBY TRLE O�MTMENTALWlOIiY: Adq[ ❑ dosiFN ❑ RWsqcUmRpuYd � RaPWWprJMRequY�d ❑ ENa�anrticlNnNMdd ❑ Otlr SENDCOPIESTO: ❑ R�rJplad ❑ Owrw SM OL qhr SUPERVISOR REVIEW DATE COPIES SENT BY OATE �� y,dyy� PAGE 1 W �_ e�H�srr c �See A¢ached �1'ater District Completion and Approval Letter Da[ed February 23, 20114� ��u•e��,.r�,�.ir„ r.��io�.,��, . ��,�� :n��ui�,��iiih.VilHll�(' `N AT E H FSTABLISHlo IH 191! PS < PUBUC 46lNCY ��SrA'°t COACHELLA VALLEY WATER DISTRICT POST OFFILE 001f 105E • CORCHELtA. C6UFOPNIR 91238 • TEIFPHONE (760� 398-2851 • F�IX (7A0) J9&3711 OIfICF05: .^.IPECIOR�. � �ELfM AFt50N. YPFSiOFMt � 51EVEN !.fll19&NS. P�TICI�.1. LAPSpII. VICE PRfSNFNI GeXFRLL M�N�GE�{MIEi ENGINEfM tFlll9 C00[X�5 uAq6 BFVMLER. JOXNW MciApOFN A55L GENFRI�tIM1MGFl1 uU55FLl Mi1�x4Pd Febtue[y 23. 2009 IDlU fEPXEXOFt. SKI1f1�nY �EO W rvf lJill�SNfPNILL f/.� PN�lR File: 0721.I lames & Associates Z55 North EI Cielo, Suite 140 #28 Pnlm Springs. CA 92262 ' , Ladies and Gentlemen: Subjec[: lndian Springa Mobile Home Park, Palm Desert Parcel Mao 31862 InsoceNon No. 7700 We ere pleased to report and acknowledge your project to hava aclueved 100%wmpletion. At 100% the Coechella Vailey Water District reeognizes your project to be aceeptable and approved for final as of Janutuy 21, 2009. Should you have any questione pleese contact mo at (760) 398-2651, extension 3539. Yours very ttvly, �d��w� Roland Bustamante Chief Inspector cc: Poresight Engineering Civil Engineering and Land Surveying 17621 irvine Bivd., Suite 210 Tustin, CA 92760 RVB:P�MxB]917]OO�rv100 TRUE CONSERVATION USE WATEP WISELY EXHIBIT D �Sce Atteched Park Owncr — IIOA AKreement� �u��f,.i��,i�� r.o4u�a��o�iu�.."��e��n�nr,�:n,.oiiil:AIIIf1ffU SETTLEMENT AND RELEASE ACREEMEMI' 7'rns Serr�enienr nHo Re�ense ACReeMeNT (hercinaRer, "Agmment") is maJe und cntend into as of Febfuary 27, 2009 by and hetween THE INDIAN SPRINGS MOBILE HOME PARK tIOMF.OWNERS' ASS(KIA'I'ION, a Califomia nonprofit mutuel benefit corporation ("HOA'�, A MAJORI'CY OF THE CURRENT BOARD MEMBEfLY UF'CHE HOA (collectively, "HOA Direeton") end IS PALM DESERT, LP, s CaliComia limited pertnenhip (successor-in-interest to INDIAN SPRINGS. LTD.) ("Pirii Ow�oer �. HOA, IiOA Directon and Park Owner are somaimes collectively refemed �o he�ein aa the "Partia" and singularly as a "P�rty". � � ItECITALS A. Perk Owna is the owner of thu certain mobile home park ("Park") located at 49- 705 State I lighway 74, Palm Desert, Califomia B. The HOA, HOA Dicecrors end rcsidenn of the Perk have made claims Ihat. the Park's rentel chergea are in violation of the rent control ordinaz�ca of the City of Palm Desert ("City"). including, without limitation. claim� tt�at the Park Owner haa merclurged residrnts for rent (oollectively, "HOA Clalm�'�. The HOA hes filed applications penaining W the HOA Claims ("HOA Applkatlom") with the City's fent control board ("Rent Comtrol Board'�. C. Park Owner has mede claima conceming Park Owna's rights to herdship, fair retum and cspital improvemrnt rent increavcs at the Park (collectively, "Park Owoer Claimr'�. Park Owner has filed applications pertaining b the Park Owner Claima ("Parlc Owoer ApplieaHom'� witd tAe Rent Convol Board. The HOA Cleime ard Park Owner Claims are collectivdy �eferted to he�ein as the "CWms". Each of the HOA Applications end the Pazk Owner Applicatiore (wllectively refe�d w hercin as the "Appliation�'� are listed in that cer�ain Stipuleled Agrcemrnt end Orda ot �he Rent Review Commission dated Febniery _, 2009 ("Stlpulated Apsement aod Order"), a truc and cortect copy of which is attsctKd hemto as xhi ' . D. � Except for sny righn, remedies, claims, causa of action, disputes or conuntions oCcerlain Piuk residrnb pertaining to the issue of rent overcharge �azd Ioll� back of renv with respect lo unib dexribed w�der Scetion I V(AN4) of the Stipulated A�yament and Order (collectivcly. "Seetbo IV(Ax4) Claimi'), the Claima and Applications Wgether with any and al I righ�s, remediea, cause� of action, disputes, contmtiom, other claims and denials of the Parties against the oiha related to, arising from, in connection with, m involving the Claims and Applications are cullective(y referrcd to herein �s �he "D'uputn". E. This Agrcement is entered into for the benefit of the Parties. The parties agree thet the intenl and purpou of this Agreement is to facilitale wnversion o(the Park. F.xcept as pruvided herein, no third party shall have the right ro mske any claim ur aasen uny riyht unJer �his Agrecment.:uiJ except :a pruvid�d herein no third p�uty shall bc dccmcJ a bencficiary of this Agrecmcnt. �UMM vAn)121.NIDIFIIV)�IM1011 � F. The Panies are now desirous of seuling the Disputes and any and all claims n,as�x:iated thercwith by entering into this Agreement, without admitting liability W one anuther. �I'hercfurc, the Partin hereby a�ee as fu�lowa: . :u i 1 � 1 I. CoodiHoo� Preced� The effectiveness of this Agrcement is co�itioned upon (i) �he concunent execuliun end delivery uf lhe Perk Owner-City Ag�eement ard the Ciry-HOA A�ecment (esch a� defined under Section 19 hereo�. and (ii) the edoption aod issuance by tAe Rmt Control Boud of the Stipulated Agreement and Order (collxtively, "CondlHoa� Pncedent'�. 2. Oblia�tlons of the P�h Ow�ner. Upon fiilfillment of the Condirions Precedm4 exxution end delivery of �hi� Apeemrnt by the HOA ard HOA Direcwn, and ao long es the HOA enii HOA Di`cc�ors arc not in default of the HOA and HOA Di�ccWn' obliga�ioro hemundcr. Park Owner shnll comply with the followinQ tenns end wnditiom: (a1 From snd after the date of thu Agreement, Par1c Owner shdl (A) not file any Weived Applicatioro (a� defined below) with the ReM Cuntrol Board, or file any claima or actiom in eny court of law or in any oiher lagal or administrative tribunal or fonun oppoaing rent increase deniate or decisions of the Rrnt Control Boud pertainiog b Park Ow�ur Applicatiom (collectively, "Walved Appllcalloa� ud Cldm� Reqrireseab'7. eod (B) comply with t6e Stipulated Agleement and Orda pertaining to wiilMnwal of cenain Park Owna Applicazions (collectively, "AppUaHoa WitYdn�vd Rcquireneeb'�. "W�ived Applkallom" shall meen (i) all i:Pl rrnt inc`ease notices or applicationa filed by Park Owoer with the Rent Conhol Boazd prior to November I, 2009, (ii) all sewer-rclated capita! improvemrnt componenfa of mnt inc�eave applications filed by Park Owna with the Rrnt Control Board, and (ui) my hardehip and fair rchun rent increa+e epplicetiom filed with the Rent Co�ol Boerd prior W September 30, 2010 ("Convenio� Dndline"). Notwithstending the foregoing, Parlc Owner shall wntinue to have Ihe right W seek CPI rcnt incmases punuant to applicable rent conhol ordinances of the Ciry (so long as the annaal CPI trnt incroax effective date is set for Novem6er I or latc of each year), including seeking a CPI rent ircrcaae effective as of November 1, 2009 m Iater and a CPI incrcave effective av of November I, 2010 or laler and ennually thereafter if Ihe close of acrow for the sale of the first tinit of tt�e Park (hereinaRer describcd es the �"Co�venioa �� Aas not occurrcd by such �ent i�creax etTective date. 'Ihe CPI rcnt inereax effecdve ae of Novemba 1, 2009 shall be computed based on the base rrnt for August I, 2006 and use of the CPI-W of March 2008, and Park Owner shall remain bound by same including if drc Conversion does not occur by Ihe Conversion Deadline. Notwithstanding anything to Ihe contrary herein, Park (hmet shsll continue to have all rights to file and/or pursue applicetions and claims and ro take euch legal and administrative actions aa Peh Owner dcems app�oPriate in its wle dixretion in connection wi�h the Section IV(Ax4) Claims, and Park Owner shall not be damed w have waived or fodeited any such righb pertaining to the Section IV(Ax4) Claims (excep� as provieled undcr Section IV(Ax4) of the Stipulated Agreement and (hder). �b) For Park rcsiJcnts that arc "persons or farnilics of mcxlcratc income" (as defined in Section 50093 of the Calif'omia l lealth and Safety Code) ("Modente Income Penona") who ch�se to rnntinue to renl Ihcir space and to nol purchase their lot within lhe 90. �UMMvlln]I:t t�ISlUlle/.IJlbllll� day right of fint refusel period Providnl under Califomia Govemment Code Section 66459, Park (hmer agrees that their basc mn� slwll be incrcascd in ryuul annual increaxs over a live (5) year period to market rcn4 instead of ihc four (4) year period povided under slale law. Pmvided sueh park rnidrnis have delivercd to Pah ONmer by noi later than ninety (90) day� following the dam the� this Ag�eement has hcm exaukd and delivered by thc Perlid end the City-HOA pgreement a�d �he Perk Owner-City Apeement ha� bern exceutcd and delivercd by the parties thersw ("Raidmt W�iver �nd Releue Deidline'7 en exauted weiver and mleate. which ie subs�antidly identical in fixm and comrnl to the waiver and rcleue attached hereto av Exhibit B, and which includea a waiver and rcleax of uny and ell claima of suc6 residaLL against Park Owner pertai�ing to suc6 mideM's rentd or lerese epeement including eny Section IV(Ax4) Claims and eny cleima that such rcsidrnl ha+ been ovnclwged for rent in violuion of appliaable law, ard which alao ineludes a Califomia Civit Code Seclioo I542 waiver and mlwe �egerding any and dl such cleime (collatively. "RaidrnC� W�iver �nd Rek.ue of CLimr'�. The Peric resident be'xfita dacribed in this subsection shall also exknd to Park'esidenta who have made Section IV(Ax4) Claim+and who are Moderate Ixome Pason�, so long as nuch Park rcsidenn exocua end deliva to Pazic Owner a Resident's Waiva and Releax of Claima tMt includea witkaut limiution a dimussel end rcleue oC eli Sectioa IV(Ax4) Clsime by nM later tt�an ttx Residrnt Waiva and Releax Dadline. Notwith+unding anything to the conUaey hercin, Park Ow�xr egrecs tlmt my Reaident's Waiver ard Relcax of Claim+ delive�ed W Park Owner by the Resident Waiva and Relee�e Deadlin s6a11 be of no Corce and effect if the Conversion does not occur by the Convasion Deadliro; provided, howeva, if ihe Conve�ion occurs efter t6e Convenion Dwdlirc, Park Owner shall have the right in condition each Parlc mideot's eligibiliry for benefita as dexci6ed in under this Seetion 2(b) aod (e) end undc the Park Owna- City A�eement with exaution md delivery of e Resident'� Waiver and Release of Cleims . (c) Park Owner shall deliver to the City a cheek in the azrouot of 543.000 made payable to tlk Ciry within ten (10) daya following the date tAat the edoption m�d issuance of the Stipuleted Agmemeru and Order by the Rmt Conhol Board, and the dete that the City Council eppnva the Park Owna-Ciry Agreement, whicheva is lazer, are no longer subjeM to appeal. puryaarrt W the te�m� of a City-HOA Agteement (ea defined under Sxtion 19 hereo�, the City ha+ agrmd ro match such payment and Ihrn W pay W the HOA Ihe to�al sum of 586,000 (collxtively. the'Settkmeot PaymenP� within ten QO) days of tMe City's rxeipt of aCorementioned suma fmm Park Owner. The SettlemeN Paymrnl is subject to certain application restrictionsas describeel.unler Section 7(a) hereof. (d) for Park rcsidents w�du mntal agreemenu who choose to continue W rent their space, Park Owner agrees that such residents shall have the right to subld their space end Icase their mobilehume as one unit, provided such wblease and lease is For a krm of not less chan six (b) months' duration. � (e) In additinn to the benefits to be provided ta Park residents by Park Owner ag dc�:ribed herein, Pork Owner shall provide the sella financing and sales dixount bcnefin as described under S�clion 3 of �hr Park Owner-City Agreement (as defined under Section 19 hereo�. (t) Yotwithstanding anything m ihe contrary herein, Park Uwner shall have no obligation to proviJe the Pxrk msident txnefits ac described in Section 2(b) and (e) hereof as �l>MM v/IM11U� NIEtINW.HIM101I� well as any of �he Park resiJent benetib as dem:ribed in the Park Owner-('ity Agreement (at defincd under Section 19 hcnroQ to any Pork residenl who has filed or �hrcalened to file eny Ic�al ur administrstive action, proceeding ot claim against Park Owner, excepl for Park residents who heve exxwed and delivered w Perk Owner a Residenl'e Waiver wrl Release uf Claims by �he Rnsident Waiver and Releau Deadline (p�ovided, howover, execudon and delivery by the ResiJenl Waiver and Relea+e fhadline slull not apply in �he event U�e Convmion daee not occur by the Conversion Deadlim as dexri6ed in the Iast sentence wder Sation 2(b)) end who have not before the close of their acrow filed or threetened to file any legal or adminisuetive action. Proceeding or claim egainst Pork Owner. 3. OblioHon� o( the HOA aod HOA Directon. Upon fulfillmrnl oCthe Cunditions Prccedent. eaaution and delivery of thia Agreement by Park Owoer, and so bng as Peric Owner ia rwl in default of Park Owner's obligationa heieunder. Ihe HOA end HOA DirecWn shall comply with the following terms ar�d wndiaona: . (a) � All Cundv fiom [he Settlemcnt Paymrnt (a+defned in Section 2(d) above) shell be deposited into a sepsrate bank accowt for the HOA (not being commingled wilh my otlxr HOA fwda) ("3etlkment Fund� Aeeount'� end shall be uxd by the HOA and the HOA Directon for the benefit of the Perk and the HOA; provided, howevm, the NOA end the HOA Dimcbn shall not apply fwds 6om the Settlement Paymeo4 or sey psrt t6erwf, W pay for. ftuid or reimbu�se, diRctly or indirccUy. Ux HOA's or Hx HOA Dircclon' pasl, preaent or fulure anocnys' fea or wste pertaining W the Disputes. ror W mimMuae any third perty who may have paid for or funded. or have a�eed to pay for or fund, any attorneys' fae or costa pMaining to the Dispute�. Park Owna shall have the right to requat m aaoun6ng of tMe Settlemmt Funds Accouu4 not mo�e frequently then onee annually. upon Pa�1c Owner'a writteo mquest delivaed via federal acpm. P�ofessianal courim or certified maiUrtum rcaipt reque�ed w the then president of the HOA or b the HOA's mailing addraa. In the evrnt oPwch requat, the HOA and ehe HOA Dirccton shell. within �hirty (30) days of recei� af such requat by the tf�en presidmt of the HOA or delivery of such request W the HOA'a meiling add�u, deliver to Park Ownw financiale, receipb and appropriete documenintion evidencing applieation of the SetQement Payment funds deposited into the Settlement Funda Axount If a dispute shell erix between Parle Owner end the HOA rcguding the HOA's eomplimue with the aforementioned restrictions rcga[ding applieation of the Settleme�rt Paymrnt fwda, or rcgarding the HOA's failurc to detiver fi�ncials, receipLs end appropriatc docummtation evidercing application of the Settlement Paymen4 then Park Owner shell have the right ta have s�h dispum rewlved by the reference procedure as dacribed under Section 6 below. . (b) The I IOA end the HOA �irectors shall not interfe�e with, rar lake any actions to delay, the conversion of the P�uk, including, but not limited ta, fmm and after ihe dale hemif, filfng any applicalions wi�h tt�c Rent Conlml &>erd which. may interfem with or delay the cunversion of �he Park. The Panies acknowledge and agme that the Section IV(Ax4) Claims shall nol be deem�d to be a vialation of the reyuiremcnts of this subsectiva . �DMM ui IM11126 NIZLMkYHI� UI 11 4. Relax o( Liabilitv. (a) Upon eaecution and delivery of this Agrcomrn� by the Partiea, nnd upun (ulfillmenl of the Conditions Prcceden4 except with rcspee� ta any claim of a violation of thie A�eemml. the City-HOA Agreemrnt or the Park Owntt-City A�emrnt, the Parties release and foma dixhery{e uch o�her and their predeceswn. succesaon. heiea, aviQns, egentr. �listed and parent com{mnies. end each of them, and each past or p�esent, dircet or indirce4 paru�er, peren4 wbaidiery, division or xfTilieted entity or corporation, and each past or p'esent employee. agent, represenWive. anomey. eccuunle�4 ��. director. stockMlder. member. menager. +nd e�l persona ecting by, Uwugh, under or in wncen wi�h them. or eny of them, Crom any ard all claims, demends. actions. cauxe of action, suiV. debta, liene, wntrecta, liabilities, rcleeses,. cosu, rcmediea (including but not limiled w punitive damnga. treble demage�. 9tetW�xy ponelties and rtstitution). expensea or losaes of my type, whether known or unluwwn. fixed or contingen4 from the 6eginning of time m the p�esen4 ecisin8 out of or related to the Claims end the�Disputes. (b) Consistent with the foregoing, the Paztia exprcsaly and voluntarily weive end felinquish all righta end benefib under Sectloa 1542 of d�e Califomia Civil Code if in any way applicable m tltis Agreemene Section 1542 of tln Celifomia Civil Code providn a+ follows: GENERAL RF'LEASE CLAIMS EXTSNGUISHED: A GENERAL RELEASE DOES NOT EXTEND TO CLAIM3 WHICH A CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST Q�I H15 FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH � KNOWN TO HIM M(IST HAVE MATERIALLY AFFECTED HIS SETCI.EMENT WITH THE DEBTOR. 7'he Parties acknowledge in tfiat connxtion that they may have suvfained damages, losses, wsta or expenses thet are preseetly unkrrown and a+is�upecta4 �� such damegd, losses. costs or expenxa a+ may have been sustai�ed may give rise to acWitional dartiega, losses, cost or expenx in �he future. Nevenhelas, the Partiw �knowledge thet this A�eement has been negotiated and agtad upon in light of tftis sinution end e�cpmslq weiveany ard al4�ri}{6Is� which they may have unda Section t 542 of tF�e Califomia Civil Cade, or any otlia statt or federel� statute or common Iaw principle of similar effxt, ro the extrnt applica6le, if at all. (c) Each Party acknowledgea that it ties received the advice of legal counsel with respect to the aforcmmtioned waiver and mdersland+ the terms thereoF. � 5. Blodina A¢reement. This Agreement shall be binding upon and inure to the benefit of the PaKies hereto, their Icgal represenmtivee, wcces�rs and pertnitted assigns, including, wi�hewl limitalion, to a new owner of the Par1c or eny part thercoE As uyed above, '•Icgrl repre.untitive" means, without limitation, any executor, trustee, receiver, attomey-in-fact ur agcnt uf a P;uty. �I)MM�m/In11Etl NIAIXM611F011� 6. Re(ercaee Procedure. The Parties hereMy abree to resolve all disputes with . mspect to nny uP the �emie or cundiliuns uf this Agreement pureuan[ to the provisiona of Califomia Code oCCivil Procedure $§638 throu�{h 645.1, subjei:t to ihe follawing procedures: (a) The Patties shall a�gree upon a single'ekrce who shell then try ail isaues, whether af fact or law, and rcport a finding and jud�nrnt thereon. If the Pazties are uneble to a�me upun a rckret within ten (10) days afler a writtm rcquest lo do so by any PeRy, iha� any Perty may [hereeNer s�xk �o have a referce appointed pursuant to Califomia Code of Civil procediue +j§638 and 640; (b) 'Ihe Paniea a�ee thet tlx rcferce shell have the power to decide all iuues of fact and law and ieport his/her daision the�eon, and W issue all legsl and equimble ielief appropriate under the circumsiar�ces of the wntroveny before him/her, provided, tawever, that to the extent the referee ie unable W issue and/or enfo�ce any such legel and equitable rclief. either Party mey petitlon Ihe wurt to issue and/or enforce euch relief on the ba+is of the rokrce's decision; . (c) Discovery shall be afforded W the Partia in accordanee with Code of Civil Procedure §§ 2016.010 M. xq.; (d) Ilx Califomie Evidence Code �ulee of evidence, the Califomia Cade of Civ7 p'ocedwe a�d the Califomia Ruld of Couet shall epply w the corduct of the hearing, examination of witnesees and p�esenmtion of evidence at the trial; (e) My Patty desiring a stenographic raord of the Irisl may sec�ae a court rcporter to etlend the triel: provided, the reyuesting Periy naifies the other PaAia of the rcquest ,v,1 pays for the costs incuned for the couR reporter, (� The rcfaee shall issue a written statanent of decision which shall be repoAed !o the court in accordance with Califomia Code of Civil Pmcedure ¢643 and mailcd promptly to the Partics; (g) Judgment may be entercd on the decision of the referee in accordance with Califomia Code of Civil Praxdure §644, ard the desision may be excepted W. challrnged and appcaled according lo�law; (h) 7irc Parties shall promptly and diligrntly cooperete with one another and the re(eree, and shall perfortn such acu as may be nceessery to obtain a pmmpl and expalitious resoluliun u( lhe dispute ar conunversy in accordance with the term� hereoF, and (i) The cost of such p�oceeding, including but not limited tu the referee's Fees, shall initially Ix home equally by the Parties lo the dispute or condoveny. Howeva, the prcvailing Party in such procading shall be rntided in addition to all oUxr cos�s, �o recaver its convibution For Ihe cart u(the refen.mce and i�s reasonable attomeys' fms as items of recoverable cosu. 7. Remediee. In the evcn� of a default under this Agreemcn� all or any one or morc o( the ngh�c, puwers. privileges and uther remedies availaAle lo a Party under Ihis Agrecment ur �UMM.vA�1pN NI71qN.NIM1IIII� (� al law or.in cquiry (including, but no� limited to, injunctive rclie� may tro exemised at any time :ud fmm title to time �+ permitt�d by epplicablc lew. � 8. Hadines. Scetion headings or captions con�ai�red in this Agreement arc used for rcfercncn unly aiwi shull mil be dremrd to govem, limit, or exlend lhe tecme of this Agreement. 9. EeNre Aerss�set. All prior and contemporanwua converoetions, nego[iatioro. possible and alleged agceemrnn. rcprexntatioro. covenanb and wertenties by and between the parties conceming the subjecl maeter hercof other than thox rcfeered to herein ere merged hercin. This ia an integ�aled agreement. Thia Agrcemrnt shall not be altered. amended modified, or otherwix eNenged except by a writing duly sigrod by all the Paetia herto. I0. ladeoeodsut Advlee ot Coumel. The Parties rep�esent end declaze that in executinQ thi+ Agmemrnt tlKy relied solely upon their own judpnrn4 6elief and Ienowledge. and the edvice and recommendstions of tlxir own indeperdendy xkcted counsel, concerning the nenue, extent and duration of their rights and claim�, ard thet �hey have not been influrnced to any extent wlut�oever in executing the seme by any rcpresentations or ststemrnb by one Party to tbe other not exp¢svly comaiced or rcferted to in this Ag�eement I 1. 3evenbiliN. If any provision of [his Agreemmt or the application thereof to any Party or circumstana is 6eld w be invalid or unenformeble, if such pmvision ia rrot materiel to the besio inunt of this Agreemrn4 ��8 Provisiaro of thia AgrcemeM and the � application of such pmvisione to other PaRy or circumstances, shell not be atTecfed thmeby, the � provisions of this A�cemenl being snvelable in any such instance. 12. Fea snd Cab lacnrred. The Partia shall bar their own atWrneys' �fxn and costs incurted with rc�spcet to �hi� Agreemrnl 1 J. Further Neeeeeary Aclion. 71u Partia. withoul funher consideration. egcce to exxute and deliver such otlKr documents and ialee such other aetion as may be necessary to carry out the intent of thie Agrcemrnt. � q. DnRer. No pmvision, principle, or other aoncept of law or equity wherein the tertns and conditions of an ag�cement arrinterpretai against the Party who drsited-the agreement shall tiave any applicatioe to this AgreemeM. . I5. Wamalv Of Autboris�tiae. The Parties warrant and represeM U�st they are competent and aullwriud to enter in thie A�eemenL Each Party represen� and warrents that i� has taken all necessery aclion for lhe cxecution and dclivcry of this Agreecmrn� including, with respect to the FIOA's execution and delivery of this Agreemrn4 �� autAoriaations required from the HnA memMers, nfFicers and board. 16. No Aiai�menf. 'Ihe Parties wartant and represent that they have nol assigned, transfertsd or disposed of any right, tide or intercst in Ihe Claims or the Disputes. 17. Couotern�rt�. 'I7iis Agreement may tx eztrutcd in one ar more counterpans. and cach set of duly dclivered id�mtical counterp;uts which includes ull signutori�� shall br dcemcd to be one original dacumcnt. �OAIMv/IM111'.II NID�NWIJlbllll� � 18. Covereln[ Law�. �Ihis Ay�eement shall lx govemed by, inlerpmled and consimr.d in acaordence wilh thc laws uf the State of Celi(umia. 19. Ot6e� �Stkmrnt �nd Releue Aveemenb• Third P�rlv Be�eiki�ria. This Agrccmcnt is being entercd into simultan�.rously with that certain Senkhnent and Rcicax Aµ�eemcnt dNed a+ of evm Jate herewith by and among the Ciry. the f IOA erd the HUA Dirccton, s copy oPwhich ia attached hereto a+ Exhib' C("C[h-HOA Ageemeot'� and that ceAain Senlemrnt and Relcax Agteemenl elsted es of evm dete herewith 6y and emong the Park (Twnn. City and Agency, a copy which is etlached herem ee Ex i' D("P�rk Ow�oer-City Agreement'�. Notwitlistending anylhing to lhe oontrary herein, t6is Agrc,emrnt sluli be of no foree or effect until, and ie contin�{ent upon, the exccution and delivery of the City-HOA Agreemenl and the Pazt Owner-City Apeemrnt by the pnAid the�eto. The Pe[tin ecknowledge and ypee that �he City-HOA Ag�mmt and the Perk OwnerLhY Agreemmt shall be of no fora or effeet unGl the Paztia exaeute nnd deliver tltis A�mnent. The City and Agency shatl be a third-pany beneficiary of the provisions of thie Agreement benefiting Ciry aod Agency. the HOA and HOA Directon shell be thi�d-partY beneficieries of tho qnvisions of the Park Owner City Agreemmt benefiting the HOA end HOA Dirxton. md the Park Owner stull he a tlurd- perty beneficiery of the provisione of the Ciry-HOA AQceement benefiting �he Pah Owner. Excepl es dacribed in this Section I9• lhis Ageament is made and enteRd inW for the sole benefit of the Pertia, end no otAer person w rntity shall have my righis or cemedies wder Uus A�n�G 'It�ere are no third peAY beneficiaries to this A�eoment exeept as described under Nis i n IA [signatu¢s on the followin8 paQel �UM1UIn/IM11ill1 N171MIIVNIh011� IN W I'TNF.SS WHEREOF. thc Parties hereto have executed this Agrcemnnl as of the due first above written. HVA: NoA�Li i:or.nE�AGk. °~I~t'� 1 A �I'H� INUTAN SPRMGS HOMFAWNERS' ASSOCIATION, a Califomia nonprofit mutual bexfit corporetion By:_._L�.3I Name: Title: n �T Neme: • � �0 /— - /I - _,- . '� v..at%t�:*.�� , . , -- �. .�. .��/,_ ,. - `` -, . ,- � � � l'. � , iT�i1!!, Prin� (signamres continued on (ullowing page� �UMMv/IM1]I:A NI2ilIlMlUlA011� - Oi-26-09 06:U]w Fror T-IIS P 043/010 F-B30 Perk Owner: IS PALM DESERT, LP. a Califomit limiced pattn�s�p gy; Goldste'sn Prop��s. Inc.. a Califomia eoryorotion Its deneta� Permer Br �1� / James colastein. Presidrnt ��A��'15�:I8'vPM;ID�NiV7a16A111 �� EXHtBIT E �See Attachcd Ciq• — IiOA ARreement� ❑�i�i.�r�wc�n r.��u,.��.� �_ ��n�r��.or, uinniilYXllllil'f F SETTLEbIENT AND RELEASE ACREEMEIVT This Sctdcment and Release Agreement (hereinafter, "AgreemenY') is made and enurcd into as of �-y,b,�'� _. �� hy �nd M1etween THE lND1AN SPRINGS �MOBILE HOME PARK HOMEOWNERS' ASSOCIATION, u Calitbmia nunprofit mutuul benefit corporution ("HOA"). A MAJORI7Y OF THE CURRENT DIRECTORS OF THE HOA (collectively, "HOA Dire�:turs") and THE CITY OF PALM DESERT ("City"). HOA. HOA Directors and Ciry are some�imes wilectively referted ro herein as the "Pnrties" and singuluriy as a"Party". RECITALS A. Park Owner is the owntt of tha� cMain mubik hume park ("Park") located at 49-305 Sfate Highway 74. Palm Desert, Caiifomia. B. The HOA, HOA Direcrors on behalf of the Residents of the Park have made claims that the Park's rental charges are in violation of the rent control ordinances of the City of Palm Desert ("City"). including, without limitation, claims that the Park Owner has overcharged residrnts for rent (collectively, "HOA Clslm�'7. The HOA has filed applications pertaining to the HOA Claims ("HOA Apptica[foni') with the City's rent control board ("Rent Control Bonrd"). C. Park Owner has made claims conceming Park Owner's nghts to hatdship, fair remm and capital improvemmt rent increases at [he Park (collectively, "Park Owner Claimd'). Park Owner haz ftltd applications pertaining to the Park Owner Claima ("Park Owoer Apptications'7 W'��h the Rent Control Boerd. The HOA Claims and Park Owner Claims are collectively referted to herein as the "Claimi'. Each of the HOA Applica[ions and the Park Owner Applications (collectively referted ro haein as the "Applleation� 1 are Iisted in that certain Stipulated Agreement and Order of the Rent Review Cnmmission dated , 20U9 ("S[ipulated Agreement and Order"), a true and cortecl copy of which is attached haeto as Exhibit A. D. Except for any rigttts. remedies, claims, causes of action, disputes or mntentions of ccrtain Park residenis pertaining to ehe issue of rent overcharge und roll back of ren[s with respect to units described under Section I V(A)(4) of [he Stipulated Ap{cement and Order (collectively. "Section IV(A)(4) Clnimi'), the Claims und Applications together with any and all rights. remedies. causes uf actiun, Jisputes. eontentions. uthcr claims and denials of the Parties against the other related co, ansing from, in connection with. or involving the Claims and Applications are cullectively referred to herein as Ihe "Disputei'. E. Ciry is the Respunden6Defendunl in u lawsuit tiled by Park Owner challenging ceeTain actions of lhe City taken with rcspect ro the Park, tilecl in Indian Sorin Ltd a Califomia Limited Partnershio v Citv of Paim Desert a.bfunicinal Corvoration, et al.. Case No. INC U53403 1"the Lawsuit'). rr,�ui-im; nivnm�ie,�.- F. This Agr�Ymc�t is eNcrcd into for �he henefit of City. HOA and HOA Directnrs. Except as provided herein, no diirJ party shall have ihe right to make any daim ur asscrt any riE;ht under this Agrcement, and except as proviJcd herein nu third party shall be dremed a heneticiary of this AyReement. G. The Purties are nuw desirous af settling the Dispures and any �nd all claims associated therewith by entenng intu this A�eemrnt, without admitting liabiliry �o one another, and the City is desimus of settling the Lawsuit. Therefore, the Parties hereby agree as follows: TERMS AND CONDITIOIVS I. Conditions Prccedent I'he effer;tiveness of this Ageement is cunditioned upon (i) the concurrrnt execution and delivery of the Pazk Owner-HOA Agreement and the CityOwner Agreemrnt (rae:h as defined under Section 19 hereot), and (ii) the adoption and issuance by the City's ront wntiol board ("Rent Conhol Board") of the Stipulated Ageemrnt and Order (as defined in the Park Owner-HOA Agreement) (collectivrty, "Condltlona Precedeot'�. 2. Oblieation� of the Citv. Upon fulfil(ment of the Conditions Precedent, and execution and delivery af this Agreement by the HOA and HOA Directoes, and so long av the HOA and HOA Direcrors are not in default of the HOA a�d HOA Direcrors' ubligations hereunder, City shall cumply with the following tertns and conditians: (a) Upon reccipt of the 543,000 payment from Park Owner to City as specified in [he Park City-Owntt ABeement, City shall pay to HOA the sum of 586,000, to be used solely and exclusively for the benefit of the Park and the Association, and s6a11 in no event be used ro pay attomeys' fees, litigation expenses or otha expenses incurred in connection with HOA, HOA Directors or Park residents in litigation or administrative proceedings against City or Park Owner. In any event, if paymrnf is not made by lhe Park Owner immediately upon the deadline for Park Owner to make payment to Ihe City pursuant to Section 3(i) of the Park Owner-HOA agreement as defined in Section 19 hereof, the City shall within 5 days of that deadline make paymrnt for the City's purtion in the amount af 343,000 to Ihe HOA Directors. (b) Ciry shall pay tbr an upJated appraisal of the Park by an MAI reco1;nized appraisal for the FMV of each spuce/lut in the Park, ineluding the Fair Market Rent estimation on each spacG bt in the Park and. the ag�egate PMV of the common ❑reas (pool/greenbeltsiclubhouse, etc.) of the praperty and, an estimate of the Fair Market Rent of the spoces/lots. (c) Ciry's Redevrbpment Agency shall pruvide purchase luan assistance in a total sum uf Si.l)IIq0110 to Park residenis a�hu are uf Luw. Very Low or Estremely Lu�� incume us de(ined in Sectiun iq093 uf the Helllth and Saf'ety Cade. in accurdancu with the tenns set 1i�rth in Seetion J(a� of the City-O�ener Agreement as dctincd in Scetinn 19 hcrcut. I'MII�-IIItS I I 14Yq7cl duc -�- �d) In the event City or Ciry's Redevelopment Agency purchases any lot hom Park Owacr in accorJance with Section 4(c) of the City-Owner AbReement as detined in Senion I9 haeuf. City ur Agency shall continue ro rent [u the Park residrnt u•hu lawfully occupies such lot in accordance with the applicable law and the HOA/Park Owner Agrcement as detined in $rction 19 herrnf on the same tcrms :vv Park Owner wuuld be requireJ tu Ju sa werc Park Owner still the uwner uf such lot. 1. Obliaatio�� ot the HOA and HOA Directors. Upon fultiilment of the Conditions Preaedent, execution and delivery otlhis A�yeement by Park Owntt, and so long as Park Owner is not in default of Park Owner' obligations hereunda, the HOA and HOA Directors shall comply with the following [ertns and conditions: (a) All funds &om the Settlement Puyment (as detined in Section 2(d) above) shall be us�d by the HOA and the HOA Directon for the bene6t of the Park and the HOA; provided, however, the HOA and the HOA Directors shall not apply Cunds from the Seldement Payment, or any part thttmf, to pay for, fund or reimburse, directly or indirecdy, the HOA's or the HOA Directors' past, present or future attomeys' fees or costs pe�taining to the Disputes, nor to reimburse any third party who may have paid for or funded, or have agreed to pay for or fund, any anomeys' fees or wsts penaining to the Disputes (collxtively, "HOA Attornep' Fen and Cosh"). City shail have the right to request an accounting of the Settlement Funds Account, not more frequmtly than once annually, ��pon City's written reques[ delivered via fedttal express, professional couriet or certified maii/raum rceeipt requested ro the then president of [he HOA or to the HOA's mailing address. In the event of such request, the HOA and the HOA Directors shall, within �hirty (30) days of receipt of such request by the thrn president of the HOA or delivery of such request to the HOA's mailing address, deliver to the City financials, receipts and appropriate documentation evidrncing application of the Setdemrnt Payment funds deposited into lhe Settlemrnt funds Account. lf a dispute shall arise be[ween City and the HOA regarding the HOA's compliance with �he aforementioned restrictions regarding application of the Settlement Payment funds, or reganding the HOA's failurc to deliver financiuls, receipts and appropriate documrntation evidrncing application of the Settlement Payment then City shall have the nght to have such dispute resolved by the reference procedure as described under Section 6 below. (b) The HOA and the HOA Directors shall no[ interFere with, nor take any actions w delay. the conversion of the Park, including. but not limited to from and after the Jate hereof. filing any appliwuons with the Rent Contml Board which may inmrtere with or delay the com'ersion of the Park. The Parties acknowledge and agee that the Sectian IV(A)(4) Claims shull nu[ be deemed to be a e�iolation uf the reyuirements of the subsection. Release of Liabilitv. (a� Esecpt ti�r u�ith respect to any rights, remeJies. claims, causes of' action. Jispwes, or contentinns of certain Park residents pertaining to the issue of rent ucercharge and roll back of rents ��ith respect to units described under Section IVIA)�4) ul �he StipulalcYl Ayeement and Order upon esecutiun and deli��ery uf this .4greement by P(,a01-Illii I I19R117cI.Jnc 'Z' the Parties, c�cept with respect to any claim nf a eiulatiun of Ihis Agreemcnt, the Parties refease anJ fiirever discharge each other and thev predecessurs, successurs, hein. assiyu, agents, aBiliatcd anJ parent companies, anJ each of them. �nd each past or present, dimct or indirect, partner, parcnt, subsidiary, divisiai or afiiliatttl entity or corporntion, and each past or present employee, agont, mpresentative, atromey. accountant, ot7iccr, dirccmr, stockhulder, member, manager. and all persons acting by. through, under or in c�mcert with them. or any of them, tiom any anJ ull claims. demands, actions. causes of action, suits, debts, liens, contracts, liabilities, releases, costs. rcmedies �inclwiing bu[ nut limited ro punitive damages, tmble damages, staturory penalties and restitution�, expenses or losses of any type, whether known or unknown, tixed or wntingent, kom the beginning uf time ro the present, arising out of or relatcd to the Claims and the Disputes. (h) Consistent with the foregoing, the Parties expressly and volun[arily waive and relinquish ali nghts nnd benefits under Section I 542 of the Califomis Civil Code if in any way applicable ro this Agreemmt Scetion 1542 of the Califomia Civil Code provides as follows: GENERAL RELEASE CLAIMS EXTINGU[SHED: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WH[CH A CREDITOR DOHS NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTMG THE RELEASE, WH[CH IF KNOWN TO HIM MUST HAVH MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH'CHE DEHTOR. The Parties acknowledge in that connection that Ihey may have sustained damxges, losses, wsts ur expenses that are presently unknown and unsuspected, and that such damages, losses, tt�sts nr expmses as may have been sus[ained may give nse to additional damages, losses, wst or expense in the futura Nevenheless, the Pacties acknowledge that this Agreement has been negotiated and ageed upon in light of this simatinn and expressly waive any and al l.nghts which they may have. under Section 1542 of the Califomia-CiviF Code, or any other state or federal stamte or common law pdneiple of similaz etTect, m the extent applic¢ble, if a[ all. f c) Each Parcy acknowledges that it has rcccived the advice of Iegal counsel with respect w the aforementioned waiver and wderstands the tcrtns themof. 5. Blndine AerecmmL This Ayeement shall be binding upun and inure W the benrtit o(the Parties hereto, lheir Iegal representatives, successors and pertnitted assiyns, induding, a�ithout limitation. to a new naner of the Park or any part thereoE As used abo�'e. "IeRal represenfath�e" means, without limitatian. any executor. trustec. rccciccr. anumcy-in-tact or agcnt uf u Party. . 6. Refcrencc Procedure. The Purties herehy agree to resolve all disputes with respect io any of the Icrms ur cnnditiuns af this Agrcement pursuant to !he P6JUIJN5111vx�n�ldnc -d- pro��isions u(Califi�mia Codc of Ciril ProceJure §$ 63S through 6d5.1, subjccl to the tidluwing proccdures: (a) The Parties shall aeree upun a single referee who shall then try ull issues. whether uf fact or law, and repon � tniding-and judynent [hereon. If the Parties arc uuabk to a�gec upun a referee within �en (10) days after a written request to do so by any Party, then any P�rty may thercatter seek to have a rcferee appointed pursuant ro Califomia Code uf Civil Pmcedure ,$a 638 and 64U: (b) The Parties a�ee that the referce shall have the power to decide all issues of fact and I�w ;uiJ report hi�her decision thereon, and ro issue all legat and eyuitabie relief appropnate under the circumstances of the controversy before himiher; pmvided, however, that to the extent the referee is unuble ro issue and/ar enforce any such legal anA equitable relief, ei�her Party may petition the court to issue and/or enforce such rclief on Ihe basis of the referee's decision; (c) Discovery shal! be att'orded to Ihe Parties in accordance with Code uf Civil Procedure §§ 2016.OI0 et. seq.; � (d) The Califomia Hvidence Code rules of evidence, the Califomia Code of Civil Procedure and the Califomia Rules uf Court shall npply to the conduct of Ihe hearing, esamination of witnesses and presentation of evidence at [he trial; (e) Any Party desiring a stenogaphic record of the trial mey secure a court reporter to attend the trial; provided, the requesting Party notifies the other Parties of the request and pays for the cos�s inwfred for the court reporter; (� The referee shall issue a written statement of decision which shall be reportal to the court in accordance with Califomia Code of Civil Procedure § 643 and mailed promptly [o ehe Parties; (g) Judgment may be entered on the decision of the referee in accordance with Califomia Code of Civil Procedure 0 644, and the decision may 6e cxcepted to, challenged and appealed acwrding to law; � (h) The Parties shall promptly and diligently cooperate with one � another and the reteree, and shall pertbrtn such acts as may be necessary to obtain a prompt and espedilious resolution of the dispute or coNroversy in accordance with the terrtts hercrof: and � (i) The cast of such pruceeding, inclwiing but not limited ta the rcfcrcc's fees, shall initially be burne equally by the Partics to the dispure or cuntroversy. Hoacccr, thc prcvailing Party in such procccding shall bc entiHed. in addition ro all other costs. m reco��er its cantnbution for �he mst of the referrnce anJ ils re�sonable attomeys' f'ecs as items of reco�'erable custs. 7 Remedies. In thc rvent uf a defaul� undcr Ihis .Agrccmcm, all ur any onc nr nturc u(thc rights. po�ccrs. pm�ilcgcs and uthcr « medies a�'ail�ble tn a Party under pn1�il-lut: IIIVRo7rI.Jue -S- this Agreement or at luw or in equity (including. but not IimiteJ to. injunctiee mliet) muy be exercised at any time and 6om tide to time �s pertnitted by applicable Ixw. R, Headinea. Section heodings ar eaptions contained in this AyReement are used for reference only and shall nu[ be da:med w guvem, limit, ur cztend the �erms uf this Agreement. 9, Enttre .►¢reement. All pnor und conremporanenus conversations, negotiatiuns. possible and alieged aFgeements, representatiuns, covenants and wartanties by and between the Parties conceming the subject matta hereof other ehan those refert�d to heroin are merged herein. This is an inte�ated agreement. 'I'his Agreement shall not be altereJ, nmended, muditiad, ur othrnvise changed except by a writing duly si�ed by ali the�Parties heroto. � 1 U. tedeoendent Adviee of Coumei. The Parties represent and declare that in exauting this Agreemrnt they relied solely upon their own judgment, belief and knowledge, and the advice and recommendatioro of their own independently selected counsel, wnceming the narure, extrnt and duration of their nghts and �ciaims, and that they have not been influrnced to any extrnt whatsoever in executing [he same by any representations or statements� by one Party to [he other twt eapressly contained or referred to in this Ageemrne � I I. Severabilltv. If any pmvision of this Agreement or the application thereof to any Par[y or circumstance is held to be invalid or unenforceable, if such provision is not material to the basic intent of this Agreement, the remaining provisions of this Agreement and the application of such provisions ro other Party or circumstances, sheil not be affected thereby, the provisions of this Agrcement being severable in any such instance. � 12. Feea and Cosh Incurred. The Parties shall bear their own attomeys' fees and costs inwrred with respect to this Agrcement. 13. Further Neceesary Actlon. The Parties, without further consideration, agree to execure and deliver such other documents and [ake such other action as may be necessary tu carty out the intent of this Ay�eement. 14. Drafter. No provision, principle, or other concept of law or equiry wherein the tertns and conditions of an agreement are interpreted agains[ Ihe Party who dreHed the a�eemen[ shall have any application to this Ageement. . I5. Warrantv Of Authorizatlon. The Partics wartam and represem that they are competent and authorized ro enrer in this A�eement. Each Pany represents and u-arrants ihat it has takrn all necessary action for the ezecution and delivery of this Agrcement. including, with respect to the HOA's executiun and delivery of this Agrecmcm. all authurizaliuns reyuircd from �he HOA members, officrrs and board. aMa�-Inls�nnNu7��d��c -6- I6. No Assienment. Thc Partics waRant and represent �hat they have iwt assign�d. vansferred ar disposed uFany nght. title ot interest in the Claims ur �he Disputcs. 17. Counteroarts. �I�his Agreement may 6e executecl in one or more euunterparts. �nd each set of duly delivercYl iJrntical enunmrparts which includcs all signatarics shall be deemed to be one original dowment. I R. Governin¢ Law. This Agreement s'hall be govemed by. interprc[ed and eunstmed in accord•rnce with the laws uFthe Sta[e uf Califomia. 19. Other Settlement and Release AQreemenb• Third Partv Beneflciaries. This Agrcement is being entered ineo simultaneously with that certam Settlement and Release Ay�eemen[ dated as of even date herewith by and among the Park Owner, the HOA and the HOA Directors, a cupy uf which is attached hereto as Exhibit C("Park Owner-HOA Agreement"Y, that certain Settlement and Release Agreement dated as of even d¢[e herewith by and among the Park Owner and City, a copy of which is attached hereto as Exhibit D("Park Owner-City AQreemmt") and that ce[tain "Stipulated Agreement and Order of the Rent Review Commission' ("Stipulated Findings"), copies uf which are attached hereto as Exhibits "A" and "B:' respectively. Notwithstanding anything to the contrary herein, this Agreemrnt shail be of no force or effec[ until, and is contingrnt upon, the execution and delivery of the Park Owner-HOA Agreement and the Park Owner-City Agrcement by the panies therMo. The Parties acknowledge and a�ee that the Park Owner-HOA A�eement and the Padc Owner-City Agreemen[ shall be of no force or effect until the Parties execute and delivet this A�eemenL The Park Owner shall be a third-party brneficiary of the provisions of this Agreement hmefi�ing Park Owner, the HOA and HOA Direcrors shall bo. third-party brneficiaries of Ihe pmvisions of Ihe Park Owner-City Agreement benefiting the HOA and HOA Directoro, and the Ciry and the Agency shall be a third-party beneficiaries of the provisions of [he Park Owner HOA Agreement benefiting the City. Except as described in this Section 19, this Agreement is made unJ entered into for the sole benefit of the Partios, and no otha person or entity shall have any nghts ur remedies under this Agreement There arc no third party beneficiaries ro this Al;reement except as descnbed under this Section 19. [signatures on fullowing page] pe�n�-iuli � uvHmci doc -�- IN WITNESS WHEREOF, the Panies hercto have axecuted this Agreement as of the date firsl above written. NOA: Mo��Lia � � ��t,1�9 A ^'� M�1c 'CHE MDIAN SPRMGS HOMEOWNERS' ASSOCIATION, a Califomia nonprofit mutual benefit corporation � By: .�.�_ ¢✓, _,_ Nama:s�eZa��le • •• � r Ti[te: � �.s.,J � _,T oy: Nazne: HOA Direcmis: i , - �_ � i / - — i �a ' � -�_��a ' • � / y /'/i/ . � i./l '.I/i// ' i � i � I� C r�r�s�Err.��-ra P5J01-1035�1119R07vl.dx -S- IN WITNESS WHGREOF. thc Parties hereto have esecuted Ihis A�;reement us uf the date lirst above written. - HOA: THE INDIAN SPRINGS HOMEOWNERS' ASSOCIAT(ON, a Calif'omia nonpmfit mutuul benetil corpiratiun By: IJame: i'itle: HOA Directocs: CITY OF PALM DESERT a municipal corporation By: i�� Ruben A. Spiegel, a p61n1-Ints I I Iawr, I J��c -N-