HomeMy WebLinkAboutAMEND 2024-0008; Cannon Road LLC - TerraMar Apartments; 2026-0188337; Affordable Housing-Regulatory Agreement & Dec. of Restrictive CovenantsRECORDING REQUESTED BY
'AND WHEN. RECORDED MAIL TO:
City of Carlsbad
City Clerk's ,Office
Attn. City Clerk.
1200 Carlsba'dVillage Drive
Carlsbad, CA 92008
No fee for recording pursuant
to Government Code Section
27383'
DOC# 2026-0188337
111111111111111111111111111111111111111111111111111111111111111111 ~II
Jui 01, 2026 10:56 AM
OFFICIAL RECORDS
JORDAN Z. MARKS,
SAN DIEGO COUNTY RECORDER
FEES: $0.00 (S82 Atkins: $0.00)
PAGES:29
(Space above for Recotder's Use)
REGULATORY AGREEMENT AND
DECLARATION OF RESTRICTIVE COVENANTS
(lnclusionary .& Density B_onus)
. This Regulatory Agreement and De~ration .of Restrictive Covenants ("Agreement")
_ is made and entered into as of this .13' day of J LA-Y\..€ , 2026, by and between
the City of Carlsbad, a California municipal corporation and charter city ("City"), CanQon
Road, LLC, a Califor~ia limited liability company ("Owner"), and TerraMar Apartments, LP, a
Delaware _limited partnership ("Grouna Tenant''.) (collectively referred to as "Developer").
RECITALS
1. "fhe Owner is.the fee title owner of the land and an existing 98-unit hotel on the·
real property commonly known ·as 5010 Avenida Encinas, Carlsbad, CA 92008 (APN: 210-
090-52), as rnore particularly set forth on Exhibit A, attached hereto and incorporated herein.
Any real, property ow,ned by Owner ·other than the property described in Exhibit A is not
• subj~ct fo this Agreement.
2. . • The Ground Tenant is a Delaw~re limited partnership that will hold a ground
lease on th~ property and intends to convert the e~isting '98-unit hotel to a 98-unit apartment
complex_; The Ground Tenant is a limited partnership between C~nr,ortRoad Ventures, LLC,
a Delaware limited liability company of which the Owner is the sole member and Multifamily.
lnvesfment Partners 4, LP, a California limited partnership of which Alliance Development
Services, .Irie.,. a California corporation, is a general partner.
3. The .City_ .has adopted an lnclusionary Housing Ordinance as Carlsbad
Municipal Code (CMC) Chapter 21.85 requiring a percentage of ne_w housing development
to be developed as affordable housing for. very low and low-income households.
4; . The. City has adopted a Density Bonus Ordinance as CMC Chapter 21.86 to
conform wi~h state density bonus law (Government Code Sections 65915 -65918), together
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referred to herein as the "Density Bonus Law" which allows increases to density and
concessions and waivers in the development of new residential housing in exchange for
provision of affordable units.
5. The City Council approved the Project by Reso. 2025-238 on Oct. 28, 2025.
As part of the Project, the Developer agreed to restrict 15 units (15% of the total units) of the
Project to be affordable to Very Low, Low, and Moderate-Income Households (defined
below).
6. With the city's approval of the project, fifteen (15) of the Project's units, i.e. the
Affordable Units (defined below), will be restricted to occupancy by, and affordable to Very
Low, Low, and Moderate Income Households as required by the Density Bonus Law
(Carlsbad Municipal Code Chapter 21.86) and Carlsbad's lnclusionary Housing Ordinance
(Carlsbad Municipal Code 21.85).
(a) Seven (7) of the Affordable Units will be described and defined as the "Very-
Low Income Units" below. The Very-Low Income Units will be developed to meet the
affordable housing obligations for the Development as required by the Density Bonus Law
and restricted by the Density Bonus Ordinance as Carlsbad Municipal Code Chapter 21.86.
The Very-Low Income Units satisfy both density bonus and inclusionary requirements and
are therefore restricted as required by the lnclusionary Housing Ordinance (Carlsbad
Municipal Code 21.85) as well. If there is any discrepancy between Density Bonus Law and
the lnclusionary Housing Ordinance regarding affordability or occupancy requirements, the
strictest requirement shall prevail.
(b) Five (5) of the Affordable Units will be described and defined as the "Low-
Income Units" below and restricted, as required, by the lnclusionary Housing Ordinance
(Carlsbad Municipal Code 21.85).
(c) Three (3) of the Affordable Units will be described and defined as the
"Moderate-Income Units" below and restricted, as required, by the lnclusionary Housing
Ordinance (Carlsbad Municipal Code 21.85).
7. A request for additional density for additional market-rate units was not
requested. In accordance with Density Bonus Law, the Developer has applied for, and the
City has granted the following regulatory waivers or modifications to requested development
standards with respect to the Project, in exchange for the Developer's provision of affordable
units: (a) waiver of the inclusionary housing standard established in Carlsbad Municipal Code
Section 21.85.030(C), which requires developments that provide ten (10) or more units
affordable to lower-income households to provide at least 10% of the lower-income units as
three or more bedrooms; (b) waiver of residential planned development standard established
in Carlsbad Municipal Code Section 21.45.060 (Table C, C.2) requiring dwelling units
adjacent to any arterial road shown in the Circulation Element of the General Plan, to have
a fully landscaped setback of forty (40') feet from prime arterial roads; (c) waiver of the
planned development standard established in Carlsbad Municipal Code Section 21.45.060
(Table C, C.9), which requires community recreation space of 200 square feet per unit; and
(d) waiver of the planned industrial zone development standard established in Carlsbad
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Municipal Code Section 21.34.0?0(A), which sets a maximum building height of thirty-five
(35') feet with architectural projections permitted up to a maximum height of forty-five (45')
feet.
8. In accordance with the requirements of Government Code Section 65915 and
CMC Chapters 21.85, 21.86, Developer is obligated to enter into this Agreement, for the
benefit of the City, and to observe all the terms and conditions set forth below.
9. In order to ensure that the entire Project will be used and operated in
accordance with these conditions and restrictions, City and Developer wish to enter into this
Agreement.
THEREFORE, City and Developer hereby agree as follows:
ARTICLE 1. DEFINITIONS
1.1 Definitions. When used in the Agreement, the following terms shall have the
respective meanings assigned to them in this Article 1.
(a) "Affordable Rent" shall be calculated in accordance with CMC Section
21.85.020(A), California Health and Safety Code Section 50053, and Title
25 of the California Code of Regulations, Section 6918 (or successor
provision), and, in accordance with Section 2.2 below.
(b) "Affordable Units" shall mean the units limited to occupancy by
maximum income and restricted in rental cost as set forth in this
Agreement.
(c) "Agreement" shall mean this Regulatory Agreement and Declaration of
Restrictive Covenants.
(d) "City" shall mean the City of Carlsbad, California municipal corporation
and charter city.
(e) "Density Bonus Law" shall mean the City's density bonus ordinance,
set forth in Chapter 21.86 of the CMC and California Government Code
Section 65915.
(f) "Developer" shall collectively mean Cannon Road, LLC, and TerraMar
Apartments, LP, and their successors in interest to the Property.
(g) "Development" shall mean the real property identified in Exhibit A and
all residential units developed pursuant to the Conditions identified in
Planning Commission Reso 7548 and City Council Reso. 2025-238
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(h) "Gross Income" shall mean the total anticipated annual income of all
persons eighteen ( 18) years of age or older in a household, as
calculated in accordance with Title 25 of the California Code of
Regulations, Section 6914, or pursuant to a successor State housing
program that utilizes a reasonably similar method of calculation of gross
income. In the event that no such successor program exists, City shall
provide Developer with a reasonably similar method of calculation of
gross income as provided in said Title 25 of the California Code of
Regulations Section 6914.
(i) "HCD" shall mean the California Department of Housing and Community
Development.
U) "Household" shall mean the combined occupants who have been
chosen to occupy a residential unit. An eligible Household shall not
include any student dependent as defined in the U.S. Internal Revenue
Code, unless the taxpayer upon whom the student is dependent resides
in the same unit.
(k) "lnclusionary Housing Ordinance" shall mean the City's inclusionary
housing ordinance, set forth in Chapter 21.85 of the CMC, as it may be
amended from time to time.
(I) "Low-Income Household" shall mean a household whose annual
Gross Income, for all occupants eighteen (18) years of age or older,
does not exceed eighty percent (80%) of the Area Median Income,
adjusted for household size.
(m) "Low-Income Units" shall mean the units limited to occupancy by Low
Income Households and restricted in rental cost as set forth in this
Agreement.
(n) "Median Income" or "Area Median Income" shall • mean the area
median income adjusted for actual household size, in the County of San
Diego, California, as determined from time to time by the U.S.
Department of Housing and Urban Development and published by HCD.
In the event that such income determinations are no longer published or
are not updated for a period of at least eighteen (18) months, City shall
provide Developer with other income determinations which are
reasonably similar with respect to methods of calculation to those
previously published by HCD.
(o) "Moderate-Income Household" shall mean a household whose annual
Gross Income, for all occupants eighteen (18) years of age or older,
does not exceed one hundred twenty percent (120%) of the Area Median
Income, adjusted for household size.
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(p) "Moderate-Income Units" shall mean the units limited to occupancy by
Moderate-Income Households and restricted in rental cost as set forth
in this Agreement.
(q) "Project" shall mean the ninety-eight (98) units to be constructed on the
Property, as well as all other improvements, landscaping, roads and
parking spaces associated with the ninety-eight (98) units, as the same
may from time to time exist.
(r) "Property" shall mean the real property described in Exhibit A attached
hereto and incorporated herein.
(s) "Rent" means the total monthly expenses required to obtain a unit and
shall include the following: use and occupancy of the unit and land and
associated facilities, including parking; any separately charged fees or
service charges assessed by Developer which are required of all
tenants, other than security deposits or other refundable amounts
deposited or paid by tenants; an allowance for the cost of an adequate
level of service for utilities paid by the tenant, including garbage
collection, sewer, water, electricity, gas and other heating, cooking and
refrigeration fuel, but not telephone service; any other interest, taxes,
fees or charges for use of the land or associated facilities and assessed
by a public or private entity other than Developer and paid by tenants.
Rent shall not include: fees or charges resulting from any default by a
tenant of a unit or damage caused by a tenant.
(t) "Term" shall begin upon the date of recordation of this Agreement in the
Official Records, and shall remain in full force and effect for a period of
fifty-five (55) years after issuance of the certificate of occupancy for the
Project (or equivalent documentation from the City evidencing that the
Project may be utilized for multifamily housing).
(u) "Very Low-Income Household" shall mean a household whose
combined annual Gross Income, for all occupants eighteen (18) years
of age or older, does not exceed fifty percent (50%) of the Area Median
Income, adjusted for household size.
(v) "Very Low-Income Units" shall mean the units limited to occupancy by
Very Low-Income Households and restricted in rental cost as set forth
in this Agreement.
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ARTICLE 2. AFFORDABILITY COVENANTS
2.1 Occupancy Requirements.
(a) Each of the Very Low, Low, and Moderate-Income Units shall only be rented to,
and occupied by, or, if vacant, shall only be available for rental and occupancy by Very Low,
Low, and Moderate-Income Households.
(b) No Owners of Real Property. No Very-Low, Low, or Moderate-Income Unit shall
be occupied by any person who owns real property.
(c) Liquid Asset Limitation. No Very-Low, Low, or Moderate-Income Unit shall be
occupied by any person holding, directly or indirectly, liquid assets whose aggregate value,
at the time of determination of eligibility, exceeds eighty percent (80%) of the annual Area
Median Income, for that household size. Liquid assets refer to cash and assets which are
readily convertible to cash within a reasonable period, including but not limited to savings
and checking accounts, certificates of deposit of any term, marketable securities, money
market and similar accounts, mutual funds shares, and insurance policy cash values (if a
cash out provision applies). Liquid assets shall not include retirement funds which are not
readily accessible or which cannot be assessed without incurring a penalty.
(d) At initial occupancy of the Very Low, Low, and Moderate-Income Units, the
following minimum and maximum occupancies shall be met, unless a reasonable
accommodation has been approved by the Developer, or its agent.
Number of Minimum Maximum
Bedrooms Occupancy at Occupancy
move-in at move-in
Studio 1 2
One 1 3
2.2 Allowable Rent.
(a) The maximum monthly Rent for all affordable units shall be calculated in
accordance with CMC Section 21.85.020(A), California Health and Safety Code Section
50053, and Title 25 of the California Code of Regulations, Section 6918 (or successor
provision). In accordance with these provisions, a maximum monthly Rent charged the
occupants shall be adjusted for family size appropriate for the unit and shall not exceed the
product of one-twelfth (1/12) of thirty-percent (30%) of: 50 percent (50%) of the area median
income for Very Low-Income Households; 60 percent (60%) of the area median income for
Low-Income Households; and 110 percent (110%) of the area median income for Moderate
Income Households.
(b) No Affordable Unit shall be rented for an amount which exceeds 90% of the
current rental rate charged for a comparable market unit in the same development.
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(c) The maximum Rent includes a utility allowance based on the City's published
and standard utility allowance schedule.
(d) In calculating the allowable Rent for all Affordable Units, the following assumed
household sizes shall be utilized:
Number of Assumed
Bedrooms Household Size
Studio 1
One 2
2.3 Lease Provisions. To the extent permitted under applicable law, Developer
shall include in leases for all Very Low, Low, and Moderate-Income Units provisions which
authorize Developer to immediately terminate the tenancy of any household where one (1)
or more household members misrepresented any fact material to the household's
qualification as a Very Low, Low, and Moderate-Income Household. To the extent permitted
under applicable law, each lease or rental agreement shall also provide that the household
is subject to annual certification in accordance with Section 3.2 below, and that, if the
household's Gross Income increases above the applicable limits for a Very Low, Low, and
Moderate-Income Household, such household's Rent may be subject to increase.
2.4 Section 8 Voucher Holders. Developer shall accept as tenants of the Very Low,
Low, and Moderate-Income Units, on the same basis as all other prospective tenants,
persons who are recipients of federal vouchers for rent subsidies pursuant to the existing
housing subsidy program under Section 8 of the United States Housing Act, or its successor.
Developer shall not apply selection criteria for available Very Low, Low, and Moderate
Income Units to Section 8 voucher holders that is more burdensome than criteria applied to
all other prospective tenants, nor shall Developer apply or permit the application of
management policies or lease provisions with respect to the Project which have the intended
effect of precluding occupancy of Very Low, Low, and Moderate-Income Units by such
prospective tenants.
2.5 Condominium Conversion. Developer shall not convert the Project to
condominium or cooperative ownership, or sell condominium or cooperative conversion
rights to the Project, during the Term, without first having obtained all necessary entitlements
and approvals from the City and any other applicable government authority and complying
with all then-applicable laws (for example, any Subdivision Map Act requirements, notices,
and any other condo conversion laws and requirements) and entering into a replacement
agreement with the City to ensure the continued affordability of the Very Low, Low, and
Moderate-Income Units.
2.6 Right of First Refusal.
(a) Granting of the Right. With respect to any sale of the Property
occurring within the final five (5) years of the Term, Developer grants to the City a first right
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of refusal ("First Right of Refusal") to purchase the Property on the same terms and
conditions as set forth in any offer to purchase the Property in state defined noticing
periods leading up to the or upon the expiration of the Term, which Developer has elected
to accept. In such event, Developer shall deliver written notice ("Notice") of the same to the
Housing and Homeless Services Director of the City ( or if such position does not exist, then
to the City Manager). The City shall have the right commencing on the date of delivery of
the Notice and for ninety (90) days thereafter to elect, in City's sole discretion, to purchase
the Property on the same terms and conditions as set forth in the offer to purchase which is
identified in the Notice. If the City does not deliver written notice to Developer within such
time period affirmatively electing to purchase the Property on the terms described in
Developer's Notice, then the City shall automatically be deemed to have elected not to
exercise its First Right of First Refusal, and Developer shall be entitled to proceed with the
sale of the Property.
(b) Consideration for the Right. The execution of this Agreement and
issuance of the Entitlements is the consideration for the First Right of Refusal. Developer
hereby acknowledges that the City would not enter into this Agreement without the
Developer granting the First Right of Refusal to the City.
(c) Escrow. Within ten (10) days following City's Exercise of the First Right
of Refusal, Developer and the City shall open an escrow at a reputable escrow company in
San Diego County, California. The parties shall sign the escrow instructions prepared by
the escrow holder within ten (10) days of receipt thereof, so long as the instructions (i) state
that it is the sole purpose of the escrow holder to comply with and carry out the terms and
conditions of the First Right of Refusal, and (ii) contain such other general provisions as are
then customarily found in such escrow holder's escrow instructions. Either party failing to
sign the escrow holder's escrow instructions as provided above shall be deemed to be in
breach of this Agreement. The escrow shall provide for a closing on or before ninety (90)
days after it is opened. The escrow holder's escrow instructions signed by the parties shall
state the date escrow was opened. The Property shall be transferred "As-ls", "Where-ls"
without representation or warranty.
ARTICLE 3. INCOME CERTIFICATION AND REPORTING
3.1 Initial Income Certification. Developer shall obtain, complete, and maintain on
file, immediately prior to initial occupancy of an Affordable Unit copies of income and asset
certifications for each household. Developer shall make a good faith effort to verify that the
stated income and assets, in a certification provided by an applicant or a household residing
in an Affordable Unit, is accurate by more than one of the following steps as a part of the
verification process: (1) obtain pay stubs for the two (2) most recent months; (2) obtain an
income verification form from the Social Security Administration and/or the California
Department of Social Services if the applicant receives assistance from either of such
agencies; (3) obtain income tax returns for the two (2) most recent tax years; (4) conduct a
credit agency or similar search; (5) obtain an income verification form from the applicant's
current employer; (6) if the applicant is unemployed or and has no such tax return, obtain
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another form of independent verification. The two most recent bank or brokerage statements
shall be used to verify assets. Copies of tenant income certifications shall be available to
City upon written request.
3.2 Increased Income of Occupying Households. Developer shall re-certify that the
Affordable Units are occupied only by income eligible households, in compliance with this
Agreement every twelve (12) months. If, upon recertification or otherwise, the Developer
determines that that the Gross Income of the tenant(s) occupying an Affordable Unit has
subsequently increased so as to exceed the income to qualify as an eligible housing for that
unit type (an "Increased Income Occupant"), but the Increased Income Occupant's Gross
Income does not exceed the next income category covered by this Agreement, adjusted for
household size, then, to the extent permitted by applicable law and notwithstanding Sections
2.1 and 2.2, such household shall still be considered a qualifying household, and the Rent
may be increased to thirty percent (30%) of the Increased Income Occupant's actual Gross
Income, minus the applicable utility allowance, on the later of the expiration of the Increased
Income Occupant's lease or upon ninety (90) days written notice from Developer to the
Increased Income Occupant. In such event, the Increased Income Occupant shall still be
counted as complying with the lower income category until such a time that a vacancy with
the same unit size in the higher income category is available. At that point, the Increased
Income Occupant will be counted in the higher income category and Developer shall be in
compliance with this agreement so long as the next available unit of similar bedroom count
in the lower category is rented to a household that complies with such lower income category
to comply with the required number of units in Exhibit B. However, no Affordable Unit shall
be rented for an amount which exceeds 90% of the current rental rate for a comparable
market unit in the same development. In the event that the Gross Income of a Moderate
Income Household exceeds one hundred forty percent (140%) of Area Median Income,
adjusted for household size, then such unit no longer qualifies as a Moderate-Income Unit,
but for purposes of determining compliance with this Agreement, such Increased Income
Occupant shall still be considered a qualifying household so long as, and until such time as,
the next available unit of similar bedroom count is rented to a Moderate-Income Household.
In such instance, Developer can increase the rent subject to and to the extent permitted
under applicable law and shall rent the next available unit of similar bedroom count to a
Moderate-Income Household.
3.3 Annual Report to City. Developer shall submit, in a form and manner approved
by City, an annual report to City for the immediately preceding year no later than February
15 of each year. The annual report shall include for each Very Low, Low, and Moderate
Income Unit covered by this Agreement, the Rent and the reported income and household
size of the household occupying the Very Low, Low, and Moderate-Income Unit. The report
shall also state the date the tenancy commenced for each Very Low, Low, and Moderate
Income Unit and such other information as City may reasonably require but solely for the
purpose of verifying Developer's compliance with this Agreement.
3.4 Annual Monitoring Fee. Commencing upon the issuance of certification of
occupancy, and annually thereafter, the Developer shall pay to City an annual monitoring fee
for the Affordable Units, as determined by City in schedules adopted by City from time to
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time, and available on the city's website. Said fee shall be subject to revision annually. After
the first year, the fee shall be due and payable no later than February 15 of each calendar
year when the Annual Report is due.
3.5 Records. Developer shall maintain complete, accurate and current records
pertaining to the Very Low, Low, and Moderate-Income Units, pursuant to this Agreement,
and, upon five (5) business days prior written request by City, shall permit any duly authorized
representative of City to inspect records, including records pertaining to income and
household size of tenant households occupying such Very Low, Low, and Moderate-Income
Units (but specifically excluding any attorney-client privileged information of Developer).
ARTICLE 4. OPERATION OF THE PROJECT
4.1 Residential Use. The Project shall be operated only for residential use. No part
of the Project shall be operated as transient housing, such as short-term vacation rental, with
a tenancy less than thirty (30) days.
4.2 Unit Distribution. Prior to initial lease-up, and annually thereafter, the Project
must maintain the unit type distribution as identified in Exhibit B to be commensurate with the
market-rate unit bedroom counts as required by CMC Section 21.85.040 (G). The affordable
units must be distributed equitability throughout the project in accordance with Health and
Safety Code Section 17929. The location of the Very Low-Income Units shall not be isolated
to a specific floor or area. If a unit designation changes over time, as certain occupants of the
Very Low-Income Units become over-income tenants, the Developer must identify the
location of the new qualifying unit. The City will verify ongoing compliance with unit
distribution annually in the Annual Report described in 3.3 above.
4.3 Access to Common Areas and Amenities. The occupants of the Very Low-
Income Units shall have the same access to the common entrances, common areas and
amenities of the Project as the occupants of the market-rate housing units in accordance with
Health and Safety Code Section 17929.
4.4 Compliance with Regulatory Agreement and Applicable Laws. Developer shall
comply with all the terms and provisions of this Agreement to the extent applicable to the
Property, the City's lnclusionary Housing Ordinance and Density Bonus Ordinance, and all
applicable local, state, and federal laws and regulations governing the ownership, use, and
occupancy of the Project (whether existing as of the date of this Agreement or later enacted).
In the case of an inconsistency or conflict between this Agreement and the City's lnclusionary
Housing Ordinance, Density Bonus Ordinance, or applicable laws or regulations, the City's
lnclusionary Housing Ordinance, Density Bonus Ordinance and applicable local, state and
federal laws and regulations take precedence. In such an instance, violation of any term or
provision of this Agreement shall not constitute a breach of this Agreement.
4.5 Taxes and Assessments. Developer shall pay, or cause to be paid, all real and
personal property taxes, assessments and charges and all franchise, income, employment,
old age benefit, withholding, sales, and other taxes assessed against it, or payable by it, or
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shall acquire such tax credits or other methods of satisfaction of any such tax liabilities, at
such times and in such manner as to prevent any penalty from accruing, or any lien or charge
from attaching to the Property; provided, however, that Developer shall have the right to
contest in good faith, any such taxes, assessments, or charges. In the event Developer
exercises its right to contest any tax, assessment, or charge against it, Developer, on final
determination of the proceeding or contest, shall immediately pay or discharge any decision
or judgment rendered against it, together with all costs, charges and interest. Nothing herein
shall be interpreted as prohibiting Developer from appealing its valuation for the
determination of property taxes or applying for the Welfare Tax Exemption or other property
tax relief resulting from the reduced value of the Very Low, Low, and Moderate-Income Units.
4.6 Nondiscrimination. All of the Very Low, Low, and Moderate-Income Units shall
be available for occupancy on a continuous basis to members of the general public who
qualify as a Very Low, Low, and Moderate-Income Household. Developer shall not give
preference to any particular class or group of persons in renting the Very Low, Low, and
Moderate-Income Units, except to the extent that the Very Low, Low, and Moderate-Income
Units are required to be leased to Very Low, Low, and Moderate-Income Households. There
shall be no unlawful discrimination against or segregation of any person or group of persons,
on account of race, color, creed, religion, sex, sexual orientation, marital status, national
origin, ancestry, or any other classification protected by law, in the leasing, use, occupancy,
tenure, or enjoyment of any Very Low, Low, and Moderate-Income Unit nor shall Developer
or Developer's agents, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of tenants
or lessees of any Very Low, Low, and Moderate-Income Unit or in connection with the
employment of persons for the operation and management of the Project. All deeds, leases
or contracts made or entered into by Developer as to the leasing, occupancy, or tenancy of
the Very Low, Low, and Moderate-Income Units or portion thereof, shall contain covenants
concerning discrimination as prescribed by this Agreement.
ARTICLE 5. PROPERTY MANAGEMENT AND MAINTENANCE
5.1 Management Responsibilities. Developer acknowledges and agrees
Developer, and not City, is responsible for all management functions with respect to the
Project, including without limitation, the selection of tenants, certification and recertification
of household size and income, evictions, collection of rents and deposits, maintenance,
landscaping, routine and extraordinary repairs, replacement of capital items, and security.
City will have no responsibility over the management or operation of the Project. A resident
manager shall also be required, the selection of whom shall be at the discretion of Developer.
5.2 Management Agent. The Project shall at all times either be: (i) managed by an
experienced management agent ("Management Agent") acceptable to and approved in
writing by City or (ii) self-managed by Developer or by an affiliate of Developer (in, each case,
"Self-Management"), provided that the City approves of such Self-Management.
Management Agent or Self-Management shall have a demonstrated ability to operate
residential facilities like the Project in a manner that will provide decent, safe, and sanitary
housing. City's approval of a Managing Agent or Self-Management will not be unreasonably
withheld, conditioned or delayed. Prior to the issuance of a Certificate of Occupancy for any
11
building within the Project, Developer shall submit for City's approval the identity of any
proposed Management Agent or Self-Management. Developer shall also submit such
additional information about the background, experience and financial condition of the
proposed Management Agent or Self-Management as is reasonably necessary for City to
determine whether the proposed Management Agent or Self-Management meets the
standard for a qualified Management Agent or Self-Management as set forth above. If the
proposed Management Agent or Self-Management meets the standard set forth above, the
City will approve the proposed Management Agent or Self-Management by notifying
Developer in writing within thirty (30) days of Developer's submission of a proposed
Management Agent or Self-Management.
If City determines that the proposed Management Agent or Self-Management does
not meet the standard set forth above, the City will notify Developer in writing within thirty
(30) days of Developer's submission of a proposed Management Agent or Self-Management.
The City's notification will state with reasonable specificity the reasons for the disapproval.
Developer shall have fifteen (15) days to respond in writing to the City's notification of
disapproval by providing documentation to address in good faith the concerns raised by the
City, and thereafter, City will have fifteen (15) days to respond, in writing to the Developer
and either approve or provide final disapproval of the proposed Management Agent or Self
Management.
If the City fails to approve or disapprove the proposed Management Agent or Self
Management within the time limits provided in this Section 5.2, the proposed Management
Agent or Self-Management shall be deemed approved. If City disapproves a proposed
Management Agent or Self-Management, Developer shall not be in default under this Section
5.2, so long as Developer actively seeks and submits a new Management Agent or Self
Management for City's consideration within thirty (30) days of the City's final disapproval. For
the purposes of this Section, CTM Apartment Services Corporation is approved by City as
the initial Management Agent for the Project.
5.3 Performance Review. City reserves the right to conduct an annual, or more
frequent review of the management practices of the Very Low, Low, and Moderate-Income
Units if deemed necessary by City. The purpose of each periodic review will be to enable
City to determine if the Very Low, Low, and Moderate-Income Units are being operated and
managed in accordance with the requirements and standards of this Agreement. Developer
shall cooperate with City in such reviews.
5.4 Replacement of Management Agent. If, as a result of a periodic review, City
determines in its reasonable judgment that the Very Low, Low, and Moderate-Income Units
are not being operated and managed in accordance with any of the material requirements
and standards of this Agreement, City will deliver written notice to Developer of any such
failure to comply with this Agreement and provide Developer an opportunity to cure such
failure within thirty (30) days of the notice, provided, however, that if the nature of such failure
is such that more than thirty (30) days are reasonably required for its cure, then Developer
shall be provided an additional ninety (90) days thereafter to diligently pursue such cure to
completion. If Developer is unable to timely cure any such failure identified by the City in
12
writing, then the City will deliver a second written notice to Developer. No later than thirty (30)
days after receipt by Developer of such written notice, City staff and Developer shall meet in
good faith to consider methods for improving the operating status of the Very Low, Low, and
Moderate -Income Units, including, without limitation, the possible replacement of the
Management Agent in the event such Management Agent is unable to comply with the
requirements of this Agreement.
If, after such meeting, City staff reasonably determines that the Management Agent is
not adequately performing and City requires, in writing, the replacement of the Management
Agent, Developer shall dismiss the Management Agent within thirty-five (35) days of City's
written demand to replace the Management Agent, and shall appoint a replacement
Management Agent, or seek Self-Management, in accordance with the terms set forth in
Section 5.2 above.
Any contract with a Management Agent for the operation or management of the Very
Low, Low, and Moderate-Income Units entered into by Developer shall provide that the
contract can be terminated as set forth above. Failure to remove the Management Agent in
accordance with the provisions of this Section shall constitute a default under this Agreement,
and City may enforce this provision through legal proceedings as specified in Section 6.3.
5.5 City Approval of Management Policies. Developer shall submit its written
management policies in connection with the rental of Very Low, Low, and Moderate-Income
Units to City for its review and shall amend such policies in any way necessary to ensure that
such policies comply with the provisions of this Agreement. This includes a marketing plan
establishing the process for seeking, selecting and determining the eligibility of tenants of the
Very Low, Low, and Moderate-Income Units. The management policies and marketing plan
must be submitted to the city for review and approval a minimum of thirty (30) days prior to
the availability of applications for initial leasing period or upon any subsequent change to the
management policies and marketing plan.
The Developer shall advertise the availability of the Very Low, Low, and Moderate
Income Units for a minimum of two (2) consecutive weeks in a local newspaper or other local
media platform. The Developer may employ additional marketing methods that are in
accordance with professional standards. The City may also advertise the Very Low-, Low-,
and Moderate-Income Units to provide contact information to interested households. The
Developer advertisement must include the following details: units are subject to affordability
restrictions, application deadline, contact information, fair housing statement, and application
instructions. City shall approve advertisement prior to publication. Developer shall maintain
a record of all interested households and applications for future availability. Developer must
provide such documentation to the City upon request within a reasonable amount of time but
no more than ten (10) business days.
Developer shall provide City with notice of not less than thirty (30) days prior to
advertising the availability of the affordable units.
13
Developer is prohibited from renting Very Low, Low, and Moderate-Income Units to a
family member, relative, employee, or any pre-determined household. A 'pre-determined'
household is any household with a pre-existing relationship with the Developer, such a friend,
associate, or any other household that has an existing relationship with the Developer whose
occupancy of the Very Low, Low, and Moderate-Income Units would decrease their
availability to the general public as intended by Density Bonus Law and the City's lnclusionary
Housing Ordinance. If this is found, such unit will not be counted as meeting the Developer's
obligation and the Developer will have to lease a different unit to a qualifying household to
satisfy the Developer's obligation.
5.6 Property Maintenance. Developer agrees, for the entire Term, to maintain all
interior and exterior improvements, including common area landscaping, on the Property in
good condition and repair (and, as to landscaping, in a healthy condition) and in accordance
with all applicable laws, rules, ordinances, order and regulations of all federal, state, county,
municipal, and other governmental agencies and bodies having or claiming jurisdiction and
all their respective departments, bureaus, and officials.
City places prime importance on quality maintenance to ensure that all affordable
housing projects within the City are not allowed to deteriorate due to below-average
maintenance. Normal wear and tear of the Project will be acceptable to City assuming
Developer agrees to provide all necessary improvements to ensure the Project is maintained
in good condition. Developer shall make all repairs and replacements necessary to keep the
improvements in good condition and repair.
In the event that Developer breaches any of the covenants contained in this section
and such default continues for a period of five (5) business days after written notice from City
with respect to graffiti, debris, waste material, and any other matter posing a threat to the
health and safety of the tenants, or thirty (30) days after written notice from City with respect
to general maintenance, landscaping and building improvements (and subject to any stricter
requirements included in any applicable City ordinance), then City, in addition to whatever
other remedy it may have at law or in equity, will have the right to enter upon the Property
(or any portion thereof), following at least seventy-two (72) hours' prior written notice to
Developer, and perform or cause to be performed all such acts and work necessary to cure
the default. Provided however, that if Developer demonstrates the nature of such failure is
such that more than thirty (30) days are reasonably required to cure the breach and City
determines Developer is diligently pursuing such cure, then City shall provide Developer up
to an additional ninety (90) days thereafter as to diligently pursue such cure to completion.
By execution of this Agreement, Developer hereby irrevocably grants the City, and the City's
employees and agents, a right of entry for such purpose. Pursuant to such right of entry, City
will be permitted (but is not required) to enter upon the Property and perform all acts and
work necessary to protect, maintain, and preserve the improvements and landscaped areas
on the Property, and to demand reimbursement from Developer, in the amount of the actual
expenditures arising from such acts and work of protection, maintenance, and preservation
by City and/or costs of such cure, including an administrative charge equal to ten percent
(10%) of such expenditures, which amount shall be promptly paid by Developer to City upon
written demand.
14
ARTICLE 6. MISCELLANEOUS
6.1 Term. The provisions of this Agreement shall apply to the Property for the entire
Term as defined in Section 1.1 above. This Agreement shall bind any successor, heir or
assign of Developer, whether a change in interest occurs voluntarily or involuntarily, by
operation of law or otherwise, except as expressly released by City in writing and recorded
in the Official Records.
6.2 Covenants to Run With the Land. City and Developer hereby declare their
express intent that the covenants and restrictions set forth in this Agreement shall run with
the land and shall bind all successors in title to the Property, provided, however, that on the
expiration of the Term of this Agreement, this Agreement and said covenants and restrictions
shall expire. On the expiration of the Term of this Agreement, Developer may deliver a written
notice to City requesting a termination agreement or such other commercially reasonable
instrument requested by Developer or a title insurance company to terminate and remove
this Agreement from the real property records. Each and every contract, deed or other
instrument hereafter executed covering or conveying the Property or any portion thereof shall
be held conclusively to have been executed, delivered and accepted subject to such
covenants and restrictions, regardless of whether such covenants or restrictions are set forth
in such contract, deed or other instrument, unless City expressly releases such conveyed
portion of the Property from the requirements of this Agreement.
6.3 Enforcement by City. If Developer fails to perform any obligation under this
Agreement, and fails to cure the default within thirty (30) days after City has notified
Developer in writing of the default or, if the default cannot be cured within thirty (30) days,
fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure to
completion within ninety (90) days, or such mutually agreeable period as is necessary so
long as Developer continuous and diligently pursues such cure, City will have the right to
enforce this Agreement by any or all of the following actions, or any other remedy provided
by law.
(a) Action to Compel Performance or for Damages. City may bring an action at law
or in equity to compel Developer's performance of its obligations under this Agreement,
and/or for damages. Developer acknowledges that any breach in Developer's performance
of Developer's obligations under this Agreement shall cause irreparable harm to the City and
materially impair the public policy objectives set forth in the CMC. Therefore, Developer
agrees that the City is entitled to equitable relief in the form of specific performance, and that
an award of damages may not be adequate to compensate the City for Developer's failure
to perform according to the terms of this Agreement. Notwithstanding the foregoing, the City,
in its sole and absolute discretion, may elect the appropriate remedy for Developer's default
under this Agreement.
(b) Remedies Provided Under Ordinance. City may exercise any other remedy
available under the lnclusionary Housing Ordinance or the Density Bonus Law in effect as of
the date of this Agreement.
15
(c) Remedies Provided Under the Law. City may exercise any other remedy
available under federal or the laws of the State of California.
6.4 Attorneys' Fees and Costs. In the event any action or proceeding in court or
other dispute resolution mechanism permitted under this Agreement is commenced by either
party to interpret or enforce the terms of this Agreement, the prevailing party therein shall be
entitled to recover from the non-prevailing party all of the prevailing party's reasonable costs
and expenses in connection therewith, including on any appeal and including expert witness
fees, document copying expenses, exhibit preparation costs, carrier expenses and postage
and communication expenses, and reasonable attorneys' fees and costs for the services
rendered to the prevailing party in such action or proceeding (which shall include the
reasonable costs for services of the prevailing party's in-house counsel and any third-party
counsel retained by the prevailing party).
6.5 Recording and Filing. City and Developer shall cause this Agreement, and all
amendments and supplements to it, to be recorded against the Property in the Official
Records.
6.6 Governing Law: Venue. This Agreement shall be governed by the laws of the
State of California. Venue for any dispute arising out of this Agreement shall be San Diego
County.
6.7 Amendments. This Agreement may be amended only by a written instrument
executed by all the Parties hereto or their successor in title, duly recorded in the Official
Records. Additionally, pursuant to City Council resolution 2025-238, "If a third party makes a
binding determination any of the units in the existing hotel are occupied by tenants, or were
occupied by tenants in the five years preceding the development application, the Developer
must notify the Housing & Homeless Services Director of the third party's binding
determination and must agree to amend the Affordable Housing Agreement as the
Housing & Homeless Services Director determines is necessary to ensure the
development replaces the subject units and contains affordable units at the
percentages required under state law, including but not limited to California Government
Code Sections 65590 and 65915(c)(3)(A)."
6.8 Notice. All notices given or certificates delivered under this Agreement shall be
deemed received on the delivery or refusal date shown on the delivery receipt, if: (i)
personally delivered by a commercial service which furnishes signed receipts of delivery; or
(ii) mailed by certified mail, return receipt requested, postage prepaid, addressed to the party
to receive such notice at the addresses set forth below. Any of the parties may, by notice
given hereunder, designate any further or different addresses to which subsequent notices,
certificates or communications shall be sent.
16
To City:
City of Carlsbad
Attn: Housing & Homeless Services Director
1200 Carlsbad Village Drive
Carlsbad, CA 92008-1949
To Developer:
Cannon Road LLC
Attention: Corey Steiner
PO Box 11966
Burke, VA 22009-1966
AND
TerraMar Apartments, LP
c/o Alliance Development Services, Inc.
17828 Villamoura Dive
Poway, CA 92064
6.9 Entire Agreement. The Recitals set forth above, and all exhibits attached
hereto, are hereby incorporated into this Agreement by this reference. This Agreement
contains the entire agreement between the parties as to the subject matter hereof and
supersedes any and all prior arrangements and understandings between the parties, and no
other agreement, statement or promise made by either party hereto which is not contained
herein shall be binding or valid provided, however, that nothing in this Section limits the effect
or enforceability of the City's Municipal Code. This Agreement shall not be construed as if it
had been prepared by one of the parties, but rather as if both parties had prepared it. The
parties have read and reviewed this Agreement and agree that any rule of construction to the
effect that ambiguities are to be resolved against the drafting party (including but not limited
to Civil Code Section 1654 as may be amended from time to time) shall not apply to the
interpretation of this Agreement.
6.10 Waiver. The waiver of or failure to enforce any provision of this Agreement shall
not operate as a waiver of any future breach of any such provision or any other provisions
hereof.
6.11 Relationship of Parties. Nothing contained in this Agreement shall be deemed
or construed by the parties or any third party to create the relationship of principal and agent
or of partnership or of joint venture or of association. The relationship of the parties is that of
an owner and developer of real property and an administrator of a municipal inclusionary
housing program; furthermore, the parties agree and acknowledge that this Agreement is in
furtherance of the inherent power of City to regulate the use of land within City's jurisdiction.
Developer further acknowledges, understands and agrees that the City does not undertake
or assume any responsibility for or duty to Developer to select, review, inspect, supervise,
17
pass judgment on, or inform Developer of the quality, adequacy or suitability of the Very Low,
Low, and Moderate-Income Units (or any other portion of the Property). The City owes no
duty of care to protect Developer against negligent, faulty, inadequate or defective building
or construction or any condition of the Property and Developer agrees that neither Developer,
or Developer's heirs, successors or assigns shall ever claim, have or assert any right or
action against the City for any loss, damage or other matter arising out of or resulting from
any condition of the Property and will hold the City harmless from any liability, loss or damage
as set forth below. Any review by the City of any documents submitted by the Developer to
the City pursuant to this Agreement, including, but not limited to the form of any tenant lease,
is solely to confirm compliance with the requirements of this Agreement and shall not be
deemed to be a representation of any kind of the validity, business advantage, or legal
enforceability of such document(s).
6.12 Hold Harmless; Indemnity. Developer shall indemnify, defend (with counsel
reasonably selected by Developer, subject to the City's reasonable approval), and hold
harmless the City and its councilmembers, officers, officials, agents, and employees against
any and all liability, claims, actions, causes of action or demands whatsoever against any of
them, for the following: (i) any injury or death of any person or damage to property or other
liability of any nature arising out of Developer's ownership or operation of the Property or
Project; (ii) any claims arising out of Developer's performance or non-performance of its
obligations hereunder; or (iii) otherwise related to Developer's ownership or operation of the
Property or Project, except where the cause of such is the gross negligence or willful
misconduct of the City or its employees or agents. If condition (4)(b) of City Council resolution
2025-238 requires replacement units at percentages required under state law, Developer
shall likewise indemnify, defend, and hold harmless the City. The indemnification obligations
set forth in this Section shall survive any termination or expiration of this Agreement.
6.13 Time is of the Essence. In all matters under this Agreement, the parties agree
that time is of the essence. References in this Agreement to days shall be to calendar days.
If the last day of any period to give or reply to a notice, meet a deadline or undertake any
other action occurs on a day that is not a day of the week on which the City of Carlsbad is
open to the public for carrying on substantially all business functions (a "Business Day"),
then the last day for giving or replying to such notice, meeting such deadline or undertaking
any such other action shall be the next succeeding Business Day. In no event shall a
Saturday or Sunday be considered a Business Day.
6.14 Interpretation. The use in this Agreement of the words "including", "such as" or
words of similar import when used with reference to any general term, statement or matter
shall not be construed to limit such statement, term or matter to the specific statements, terms
or matters, unless language of limitation, such as "and limited to" or words of similar import
are used with reference thereto. The headings of this Agreement are for convenience only
and do not in any way limit or amplify the terms or provisions hereof. All pronouns and
variations thereof shall be deemed to refer to the masculine, feminine, or neuter, and to the
singular or plural, as the identity of the party or parties may require.
18
6.15 No Limitation on Municipal Powers. Nothing in this Agreement shall limit, waive,
or otherwise impair the authority and discretion of: (a) the City's Building Department, in
connection with the review and approval of any proposed construction plans for the Property
(or any change to such plans), or any use, or proposed use, of the Property; or (b) any other
office or department of the City acting in its capacity as a governmental regulatory authority
with jurisdiction over the development, use, or operation of the Property.
6.16 Severability. If any provision of this Agreement shall be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining portions of this
Agreement shall not in any way be affected or impaired thereby.
6.17 State Law Requirements.
(a) Enforcements by Certain Third Parties. Pursuant to California Health and
Safety Code Section 33334.3(f)(7), a default under this Agreement, including the rental of a
Very Low, Low, and Moderate-Income Unit by the Developer to a household not eligible
under this Agreement, may be enforceable by the City, a residents' association, a resident
of another affordable unit, a former resident of a Very Low, Low, and Moderate-Income Unit,
a person on an affordable housing waiting list, and others who are listed in any applicable
state law. The parties to=this Agreement agree and acknowledge that such rights shall only
exist during such time that the Property is subject to the requirements of California Health
and Safety Code Section 33334.3(f)(7), or any successor statute.
(b) Developer Obligations Prior to Expiration of Term. At least six (6) months prior
to the expiration of the Term, Developer shall provide by first-class mail, postage prepaid, a
notice to all tenants in the Very Low, Low, and Moderate-Income Units containing: (i) the
anticipated date of the expiration of the Term; (ii) any anticipated Rent increase upon the
expiration of the Term; (iii) a statement that a copy of such notice shall be sent to the City;
and (iv) a statement that a public hearing may be held by the City on the issue and that the
tenant will receive notice of the hearing at least fifteen (15) days in advance of any such
hearing. Developer shall also file a copy of the above-described notice with the City's
Department of Housing and Homeless Services, or successor City department. In addition,
Developer shall comply with the requirements set forth in California Government Code
Sections 65863.10 and 65863.11, to the extent then applicable. Nothing in this subsection
shall be deemed to waive, limit, or otherwise impair the Developer's obligation to comply with
CMC Section 21.85.155 of the lnclusionary Housing Ordinance, to the extend then
applicable.
6.18 Counterparts. This Agreement may be executed in multiple originals, each of
which is deemed to be an original, and may be executed in counterparts, which shall
constitute one and the same agreement.
6.19 Project Financing. No later than thirty (30) days after Developer's written
request for an estoppel certificate, the City will provide an estoppel certificate to the
Developer in favor of any person identified by Developer, that ( except as set forth on a
schedule to the estoppel certificate) there are (a) no defaults by Developer under this
19
Agreement, (b) the City has neither made nor investigated nor is the City about to make, any
claim, pursue any judgment, cause of action, and Developer has no unfulfilled monetary
obligations in favor of the City, any of which such matters have arisen out of or related to this
Agreement, except as set forth in the copy of the attached instrument, (c) the attached copy
of the Agreement is a true and correct and complete copy of the Agreement, and (d) any
other matter that Developer or any lender, prospective lender, purchaser or prospective
purchaser may reasonably request.
[Remainder of page left intentionally blank]
20
IN WITNESS WHEREOF, City and Developer have executed this Agreement by
duly authorized representatives, all on the date first written above.
CITY:
CITY OF CARLSBAD,
a chartered municipal corporation
By:
~ Cobian, Asst. City Manager
APPROVED AS TO FORM:
C. DAL TON SORICH,
ASSISTANT CITY ATTORNEY
By:
ATTEST:
Sherry Freisinger
City Clerk
By: JA~{Yzi
Signatures continue on following page
Signatures must be notarized
21
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of _____ S_a_n_D_i_eg_o ____ _,
on June 23, 2026 before me, Erica Nava, Notary Public
(insert name and title of the officer)
personally appeared _S_h_e_i_la_C_o_b_i_a_n ____________________ _
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature &r:rcn N O\J°', {Seal)
...•..•. f
ERICA NAVA
Notary Public • California z
San Diego County ~
Commission# 2538691
y Comm. Expires Nov 10, 2029
DEVELOPER:
TERRAMAR APARTMENTS, LP,
a Delaware limited partnership
By: Multi-Family Investment Partners 4, LP,
a California limited partnership,
its General Partner
By: Alliance Development Services, Inc.,
a California corporation,
its General Partner
By: ~-
Name:Greg La Marca
Title: President
CANNON ROAD LLC
A California limited liability company
SIGNED IN COUNTERPART
By: __________ _
Corey M. Steiner, President
DEVELOPER:
TERRAMAR APARTMENTS, LP
By: MULTI-FAMILY INVESTMENT PARTNERS 4, LP, a California limited partnership,
its General Partner
By: ALLIANCE DEVELOPMENT SERVICES, INC., a California corporation,
its General Partner
SIGNED IN COUNTERPART
James Wait, Treasurer and Secretary
CANNON ROAD, LLC
A California limited liability company
129127-00000009/10837683.3 19
State of CAL..\~ t A
County of ~ DcelO
A notary public or other officer completing this
certificate verifies only the identity of the
individual who signed the document, to which this
certificate is attached, and not the truthfulness,
accuracy, or validity of that document.
On -:Tu~ @,~~ before me, ::fT, '=f..,q/(4~ , a Notary Public,
personally appeared Greg La Marca, who proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/
she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of OAl-f fi-12N tA that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
~~ ········~ J. T. GALLARDO
Notary Public • California z
San Dl~o County i
Commission ii 2464170 -
y Comm. Expires Oct 22. 2027
-st-at-e-of'-------'-(c_or_+_&__::_.c.✓-'-/v.-'---'v'--i r_
GGY-Rfy'-ef_~~~-/~~5~1n~lfL-=---
A nota1y public or other officer completing this
certificate verifies only the identity of the
individual who signed the document, to which this
certificate is attached, and not the trnthfulness,
accuracy, or validity of that document.
On Ji./ Tune Jo~'1 , before me, L7{ Ot1..vid D, Ot:> borJ1-e,, , a Notary
Public, personally appeared Cb •"j h:i, Skin tr who proved to me on the
basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the .State oL lo IA ,J .e. § /o'N that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
{47wd/t{) ~ C)
D. DANIEL OSBORNE
LTC, JUDGE ADVOCATE
PURSUANT TO USC 1044a
COMMISSION: INDEFINITE
129127-00000009/10837683.3 20
EXHIBIT A
LEGAL PROPERTY DESCRIPTION
That certain real property situated in the County of San Diego, State of
California, and is described as follows:
PARCEL A:
INTENTIONALLY DELETED.
PARCEL B:
THAT PORTION OF LOT H OF RANCHO AGUA HEDIONDA, IN THE CITY OF
CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO MAP THEREOF NO. 823 FILED IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWEST CORNER OF PARCEL 2 OF PARCEL MAP
NO. 10801, FILED IN THE OFFICE OF THE COUNTY RECORDER, DECEMBER 17,
1980, AS FILE NO. 80-424307, SAID POINT ALSO BEING THE SOUTHEAST
CORNER OF CERTIFICATE OF COMPLIANCE DOCUMENT NO. 80-261365,
RECORDED AUGUST 15, 1980 AND THE TRUE POINT OF BEGINNING;
THENCE ALONG THE NORTHERLY BOUNDARY OF SAID PARCEL MAP 10801
SOUTH 61°24'41" WEST, 251.13 FEET TO A POINT, SAID POINT BEING ON THE
SOUTHEAST BOUNDARY OF DOCUMENT NO. 81-071069 RECORDED MARCH
9, 1981, SAID POINT ALSO BEING ON THE SOUTHEAST BOUNDARY OF SAID
CERTIFICATE OF COMPLIANCE DOCUMENT NO. 80-261365; THENCE ALONG
SAID BOUNDARY OF SAID DOCUMENT 81-071069 SOUTH 67°29'31"' WEST,
33.82 FEET TO A POINT, SAID POINT BEING THE CALCULATED CENTERLINE
PER SAID DOCUMENT NO. 81-071069, SAID POINT ALSO BEING THE
CENTERLINE OF RECORD OF SURVEY MAP NO. 13036 FILED IN THE OFFICE
OF THE COUNTY RECORDER, JANUARY 31, 1991 AS FILE NO. 91-0845871;
THENCE ALONG THE CENTERLINE OF SAID DOCUMENT NO. 81-071069 NORTH
39°41'49" WEST, 135.32 FEET; NORTH 39°41'49" WEST, 135.31 FEET PER
RECORD OF SURVEY MAP 13036 TO THE BEGINNING OF A TANGENT 835.00
FOOT RADIUS CURVE, CONCAVE TO THE EAST, CENTER POINT TO SAID
CURVE BEARS NORTH 50°18'11" EAST, THENCE NORTHERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE 17°13'29", AN ARC DISTANCE OF 251.02
FEET; THENCE CONTINUING ALONG THE CENTERLINE OF DOCUMENT NO. 81-
071069 NORTH 22°28'20" WEST, 138.33 FEET (NORTH 22°28'06" WEST, 138.33
FEET PER RECORD OF SURVEY MAP 13036); THENCE LEAVING CALCULATED
CENTERLLNE OF DOCUMENT NO. 81-071069 NORTH 67°31'40" EAST, 35.00
FEET TO A POINT ON A NON-TANGENT 19.69 FOOT(6.000 METERS PER
DOCUMENT 1997-0507630) CURVE, CONCAVE TO THE SOUTHEAST, CENTER
A-1
POINT TO SAID CURVE BEARS NORTH 86°20'49" EAST, SAID POINT BEING ON
THE NORTHEASTERLY BOUNDARY OF DOCUMENT NO. 81-071069, SAID
POINT ALSO BEING THE SOUTHWEST CORNER OF CAL TRANS OWNERSHIP
MAP NO. 3777A AND DOCUMENT NO. 1997-0507630 RECORDED OCTOBER 13,
1997, AND PARALLEL WITH THE CENTERLINE OF AVENIDA ENCINAS PER SAID
DOCUMENT NO. 81-071069; THENCE EASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE 71°10'51", AN ARC DISTANCE OF 24.46 FEET
(CENTRAL ANGLE 71°11'07", ARC DISTANCE OF 7.455 METERS PER SAID
DOCUMENT NO. 1997-0507630);
THENCE PARALLEL WITH THE CENTERLINE OF CANNON ROAD NORTH
67°31'40" EAST, 86.90 FEET (NORTH 67°31'44" EAST, 26.447 METERS PER SAID
DOCUMENT NO. 1997-0507630 TO A POINT ONTHE NORTHEASTERLY
BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE DOCUMENT 80-261365;
THENCE ALONG SAID BOUNDARY NORTH 83°37'1 O" EAST, 71.58 FEET (NORTH
83°39'05" EAST, 21.858 METERS PER SAID CAL TRANS OWNERSHIP MAP NO.
37774); THENCE SOUTH 39°57'39" EAST, 504.90 FEET TO THE TRUE POINT OF
BEGINNING.
PARCEL C:
RECIPROCAL AND NONEXCLUSIVE EASEMENTS FOR ACCESS, INGRESS AND
EGRESS BY VEHICULAR AND PEDESTRIAN TRAFFIC OVER AND ACROSS THE
"COMMON DRIVEWAY" AS DESCRIBED ON EXHIBIT C AND AS SHOWN ON
EXHIBIT C-1 AS SET FORTH IN SECTION 2 OF THAT CERTAIN "RECIPROCAL
EASEMENT AGREEMENT" RECORDED JUNE 19, 2000, AS INSTRUMENT NO.
2000-0322330, OFFICIAL RECORDS.
A-1
EXHIBIT B
Unit Size Very Low-Low-Income Moderate Total
Income Units Income-Units Affordable
Units Units
Studio 6 3 2 11
1 BR 1 2 1 4
Total 7 5 3 15
B-1