HomeMy WebLinkAbout; Solutions Chestnut LLC; 2014-0570837; Affordable Housing-Regulatory Agreement & Dec. of Restrictive Covenants) F}tk. l / +-, T ; 11.,.,,
f ·RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Carlsbad
Housing and Neighborhood Services Department
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attn: Director
No fee for recording pursuant to
Government Code Section 273 83
~ __ QC# 2014-0570837
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Dec 26, 2014 03:51 PM
OFFICIAL RECORDS
Ernest J. Dronenburg, Jr.,
SAN DIEGO COUNlY RECORDER
FEES: $0.00
PCOR: N/A
REGULATORY AGREEMENT AND
DECLARATION OF RESTRICTIVE COVENANTS
(Solutions for Change Chestnut Ave Apartments Acquisition)
This Regulatory Agreement and Declaration of Restrictive Covenants ("Agreement") is
made and entered into as of December ~\.I ·, 2014 ("Agreement Date"), by and among
the City of Carlsbad, a chartered municipal corporation ("City"), and Solutions Chestnut, LLC ,
a California Limited Liability Company which Solutions for Change, Inc., a California nonprofit
public benefit corporation, is its sole member ( "Developer").
RECITALS
1. The City and the Developer have entered into a loan agreement ( "Loan
Agreement") under which the City agreed to loan up to Two Million Six Hundred Forty-Six
Thousand Dollars ($2,646,000) ( "City Loan") to Developer to finance the acquisition of sixteen
( 16) apartment dwelling units, appurtenances, landscaping and related land that will be
subsequently rehabilitated to provide for affordable housing for lower and moderate income
households ("Development") on property described as Chestnut A venue Apartments and further
described in Exhibit A attached hereto. Capitalized terms used but not defined in this Agreement
shall have the meanings set forth in the Loan Agreement.
2. The City Loan consists of Two Million Six Hundred Forty-Six Thousand Dollars
($2,646,000) of Carlsbad Housing Trust Funds.
3. The Carlsbad Housing Trust Fund must be used to provide housing for lower
income households for the longest feasible time, determined to be a minimum of fifty-five (55)
years. The City intends to initially restrict seven (7) of the uni.ts in the Development to low
income households, and eight (8) of the units to moderate income households. There will be one
(1) unrestricted manager's unit.
4. Through this Agreement the City is imposing occupancy and affordability
restrictions on the Development in order to meet the needs for affordable housing in Carlsbad for
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'lower and moderate income households, and more specifically for homeless families with lower
incomes.
5. In consideration of receipt of the City Loan, the Developer has further agreed to
observe all the terms and conditions set forth below .
. 6. In order to ensure that the entire Development will be used and operated in
accordance with these conditions and restrictions, the City and the Developer wish to enter into
this Agreement.
THEREFORE, the City and the Developer hereby agree as follows:
ARTICLE 1.
DEFINITIONS
Section 1.1 Definitions.
When used in this Agreement, the following terms shall have the respective meanings
assigned to them in this Article 1.
(a) "Actual Household Size" shall mean the actual number of persons in the
applicable household.
(b) "Adjusted Income" shall mean the total anticipated annual income of all
persons in a household as calculated in accordance with 24 CFR 92.203(b)(l) (which
incorporates 24 CFR 813).
(c) "Agreement" shall mean this Regulatory Agreement and Declaration of
Restrictive Covenants.
"
(d) "Assumed Household Size" shall mean the assumed household size of
one and one half (1.5) persons for a one-bedroom , and three (3) persons for a two-bedroom
unit.
( e) "City" shall mean the City of Carlsbad, a municipal corporation.
(t) "City Loan" shall mean the Housing Trust funds loaned to the Developer
by the City pursuant to the Loan Agreement.
(g) "Deed of Trust" shall mean the deed of trust of even date herewith in favor
of the City on the Developer' interest in the Property which secures repayment of the City Loan
and the performance of the Loan Agreement.
(h) "Developer" shall mean North County Solutions for Change, Inc. a
nonprofit public benefit corporation, and its permitted successors and assigns.
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(i) "Development" shall mean the Property and the sixteen (16) residential
units and related improvements to be acquired on the Property, as well as any additional
improvements in the future, and all landscaping, roads and parking spaces existing thereon, as
the same may from time to time exist.
G) "Housing Fund" shall mean the City's Housing Trust Fund.
(k) "Low Income Household" shall mean a household with an Adjusted
Income that does not exceed sixty percent ( 60%) of the Area Median Income for San Diego
County, and as published by the US Department of Housing and Urban Development.
(I) "Median Income" shall mean the median gross yearly income, adjusted for
Actual Household Size or Assumed Household Size as specified herein, in the County of San
Diego, California, as published from time to time by the United States Department of Housing
and Urban Development ("HUD") and the State of California. In the event that such income
determinations are no longer published, or are not updated for a period of at least eighteen (18)
months, the City shall provide the Developer with other income determinations which are
reasonably similar with respect to methods of calculation to those previously published by HUD
and the State.
(m) "Moderate Income Household" shall mean a household with an Adjusted
Income which does not exceed ninety percent (90%) of Median Income, adjusted for Actual
Household Size, as set forth by the US Department ·of Housing and Urban Development..
(n) "Moderate Income Units" shall mean the Units which, pursuant to Section
2.2(c) below, are required to be occupied by Other Households.
( o) "Property" shall mean the real property described in Exhibit A attached
hereto and incorporated herein.
(p) "Rent" shall mean the total of monthly payments by the Tenant of a Unit
for the following: use and occupancy of the Unit and land and associated facilities, including
parking; any separately charged fees or service charges assessed by the Developer which are
required of all Tenants, other than security deposits; 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 or
cable TV; and 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 the Developer, and paid by the Tenant.
( q) "Tenant" shall mean a household legally occupying a Unit pursuant to a
valid lease with the Developer.
(r) "Term" shall mean the term of this Agreement, which shall commence on
the Agreement Date and terminate the earlier of (1) fifty-five (55) years from date the loan
converts from a deferred, no interest loan to a residual receipts loan with a simple interest rate of
3 %, or (2) sixty ( 60) years from the date of this Agreement.
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(s) ''Unit(s)" shall mean one (1) or all of the sixteen (16) rental units to be
acquired and rehabilitated on the Property; seven (7) units of which the City will require to be
specifically restricted and rented to lower income households, and eight (8) of which will be
required to be specifically restricted and rented to moderate income households. There will be
one ( 1) unrestricted manager's unit.
ARTICLE 2.
AFFORDABILITY AND OCCUPANCY COVENANTS
Section 2.1 Occupancy Requirements.
(a) The Developer shall regulate the use and occupancy of the Units in the
following manner:
Subject to Section (b) below, sixteen (16) Units shall be rented to and occupied by or, if vacant,
available for occupancy by households as follows:
Low Moderate Income
(Sixty Percent) (Ninety Percent) Total
One Bedroom 3 4 7
Two Bedroom 4 4 8
Total 7 8 15
{+l MgrUnit)
(b) The existing tenants at the time of acquisition of the property shall not be
required to be displaced by City; if desired by the Developer or required by another public
agency, the existing tenants may be displaced if appropriate relocation benefits are provided and
the Developer complies fully with applicable displacement and relocation regulations.
Section 2.2 Allowable Rent.
(a) Low Income Rent. The Monthly Rent charged to Tenants of the Low
Income Units shall not exceed one-twelfth (1112th) of thirty percent (30%) of sixty percent
(60%) of Area Median Income for San Diego County, adjusted for Assumed Household Size,
and set forth by the US Department of Housing and Urban Development.
(c) Moderate Income Rent. The Rent charged to Tenants of the Moderate
Income Units shall not exceed one-twelfth (1112th) of thirty percent (30%) of ninety percent
(90%) of Area Median Income for San Diego County, adjusted for Assumed Household Size, as
set for the by the US Department of Housing and Urban Development
( d) Assumed Household Size. In calculating the allowable Rent for the Units,
the following Assumed Household Size shall be utilized: one and one half (1.5) persons per one
bedroom and three (3) persons per two (2) bedroom unit.
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( e) Approval of Rents for Units. Initial rents for all Units shall be approved
by the City's Housing and Neighborhood Services Director. All rent increases for all Units shall
also be submitted to the City's Housing and Neighborhood Services Director for approval not
less than thirty (30) days before notice is given to the affected Tenant and shall be imposed only
if determined to be in compliance with this Agreement. The City's Housing and Neighborhood
Services Director shall provide the Developer with a schedule of maximum permissible rents for
the Units annually.
Section 2.3 Increased Income of Tenants.
(a) Increased Income Over Low Income. In the event that, following
recertification of a Tenant's income, the Developer determines that a former Low Income
Household has an Adjusted Income that exceeds the qualifying limit for a Low Income
Household but does not exceed ninety percent (90%) of Area Median Income for San Diego
County, adjusted for Actual Household Size, then, upon expiration of the Tenant's lease and sixty
(60) days' written notice to the Tenant, such household's Unit shall be considered an Moderate
Income Unit, and the Rent may be increased to one-twelfth (1112th) of thirty percent (30%) of
ninety percent (90%) of Median Income, and the Developer shall rent the next available Unit to a
Low Income Household to comply with the requirements of Section 2.1 above.
(b) Increased Income over 90% of Median Income. If, upon recertification of
a Tenant's income, Developer determines that a Tenant has an Adjusted Income exceeding
ninety percent (90%) of Area Median Income for San Diego County, adjusted for Actual
Household Size, such Tenant shall be permitted to continue to occupy the Unit, and, upon
expiration of the Tenant's lease, and sixty (60) days' written notice to the Tenant, the Tenant shall
vacate the Unit at which time the Unit shall be re-rented to an income-eligible household to
meet the requirements of Section 2.1.
(c) Termination of Occupancy. Upon termination of occupancy of a Unit by a
Tenant, such Unit shall be deemed to be continuously occupied by a household of the same
income level (e.g., Low Income Household) as ~he income level of the vacating Tenant, until
such Unit is reoccupied, at which time the income character of the Unit (e.g., Low Income
Household) shall be re-determined.
( d) Not withstanding any provision of any of the City Loan Documents to the
contrary, any failure to have seven (7) units rented to lower income households and eight
(8) units rented to moderate income households shall not be a default under any City
Loan Documents provided that Section 2.3 above has been complied with by Borrower.
Section 2.4 Units Available to the Disabled.
The Developer shall comply with all requirements of the American Disabilities Act.
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ARTICLE 3.
INCOME CERTIFICATION AND REPORTING
Section 3 .1 Income Certification.
Developer shall obtain, complete and maintain on file, immediately prior to initial
occupancy and annually thereafter, income certifications from each Tenant who is first
occupying a Unit after Borrower acquisition of the Development and renting any of the Units
( excluding the manager's Unit). Developer shall make a good faith effort to verify that the
income provided by an applicant or occupying household in an income ce11ification is accurate
by taking one or more of the following steps as a part of the verification process: (1) obtain a
pay stub for the two most recent pay periods; (2) obtain an income tax return for the most recent
tax year; (3) conduct a credit agency or similar search; (4) obtain an income verification form
from the applicant's current employer; (5) 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; or ( 6) if the applicant is unemployed and has no
such tax return, obtain another form of independent verification. Copies of tenant income
certifications shall be available to the City upon request.
Section 3 .2 Annual Report to the City.
Developer shall submit to the City (a) not later than the one hundred and twentieth
(120th) day after the close of each calendar year, or such other date as may reasonably be
requested by the City, a statistical report, including income and rent data for all Units covered by
this Agreement, setting forth the information called for therein, and (b) within fifteen (15) days
after receipt of a written request, any other information or completed forms requested by the City
in order to comply with reporting requirements of the City.
Section 3 .3 Additional Information.
Developer shall provide any additional information re~sonably requested by the City.
The City shall have the right to examine and make copies of all books, records or other
documents of Developer which pertain to the Development.
Section 3 .4 Records.
Developer shall maintain complete, accurate and current records pertaining to the
Development, and shall permit any duly authorized representative of the City to inspect records,
including records pertaining to income and household size of Tenants. All Tenant lists,
applications and waiting lists relating to Development shall at all times be kept separate and
identifiable from any other business of Developer and shall be maintained as required by the
City, in a reasonable condition for proper audit and subject to examination during business hours
by representatives of the City. Developer shall retain copies of all materials obtained or
produced with respect to occupancy of the Units for a period of at least five (5) years.
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Section 3 .5 On-site Inspection.
City shall have the right to perform an on-site inspection of the Development at least one
(1) time per year. Developer agrees to cooperate in such inspection. If the City desires to
inspect the interior of the Units, City shall give Developer sufficient notice to allow the
Developer to give seventy-two (72) hours notice to residents. Such right to annually inspect the
Development shall be addition to the City's right to inspect the Development in accordance with
the City's municipal code as may be amended from time to time.
ARTICLE 4.
OPERATION OF THE DEVELOPMENT
Section 4.1 Residential Use.
The Development shall be operated only for residential use.
Section 4.2 Taxes and Assessments.
Developer shall pay 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, at such times and in such manner as to prevent any penalty from
accruing, or any lien or charge from attaching to Development; provided, however, that
Developer shall have the right to contest in good faith, any such taxes, assessments, or charges.
In the event Developer exercise their rights 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. Developer shall not apply for a property tax exemption for the Property under any
provision oflaw, including but not limit~d to Revenue and Taxation Section 214, without City's
prior written consent.
Section 4.3 Preference to Displacees.
Developer shall give a preference in the rental of any Units to eligible households
displaced by activity of the City upon receiving a written request of the City regarding such
displacement.
ARTICLE 5.
PROPERTY MANAGEMENT AND MAINTENANCE
Section 5 .1 Management Responsibilities.
Developer is responsible for all management functions with respect to the Development,
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 shall have no
responsibility over management of the Development. Developer may retain only a pro_fessional
property management company approved by the City in its reasonable discretion to perform its
management duties hereunder as set forth below. A resident manager shall be required.
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Section 5.2 Management Agent.
The Development shall at all times be managed by Borrower or an experienced
management agent with demonstrated ability to operate residential facilities like the
Development in a manner that will provide decent, safe, and sanitary housing ( "Management
Agent"). Developer shall submit for the City's approval the identity of any proposed
Management Agent other than Borrower. Developer shall also submit such additional
information about the background, experience and financial condition of any proposed
Management Agent as is reasonably necessary for the City to determine whether the proposed
Management Agent meets the standard for a qualified Management Agent set forth above. If the
proposed Management Agent meets the standard for a qualified Management Agent set forth
above, the City shall approve the proposed Management Agent by notifying Developer in
writing. If the proposed Management Agent is disapproved by the City, the disapproval shall
state with reasonable specificity the basis for disapproval. Thereafter, Developer shall submit a
different proposed Management Agent, and submit such additional information about the
background, experience and financial condition of the proposed Management Agent as is
reasonably necessary for the City to determine whether the proposed Management Agent meets
the standard for a qualified Management Agent .set forth above. City's written approval of the
Developer's proposed Management Agent shall constitute the Developer's compliance with this
Section.
Section 5.3 Periodic Performance Review.
City reserves the right to conduct an annual ( or more frequently, if deemed necessary by
the City) review of the management practices and financial status of the Development, including
the perfonnance of the Management Agent. The purpose of each periodic review will be to
enable the City to determine if the Development is being operated and managed in accordance
with the requirements and standards of this Agreement. The Developer shall cooperate with the
City in such reviews.
Section 5 .4 Replacement of Management Agent.
If, as a result of a periodic review, City determines in its reasonable judgment that the
Development is not being operated and managed in accordance with any of the material
requirements and standards of this Agreement, City shall deliver notice to Developer of its
intention to cause replacement of the Management Agent, including the reasons therefor. Within
fifteen (15) days of receipt by Developer of such w:ritten notice, City staff and the Developer
shall meet in good faith to consider methods for improving the financial and operating status of
the Development, including, without limitation, replacement of the Management Agent.
If, after such meeting, City staff recommends in writing the replacement of the
Management Agent, Developer shall, subject to compliance with any other Agreements affecting
the Developer or Development, promptly dismiss the then Management Agent, and shall appoint
as the Management Agent a person or entity meeting the standards for a Management Agent set
forth in Section 5.2 above and approved by the City and any other lender or investor in the
Development, pursuant to Section 5 .2 above. ·
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Any contract for the operation or management of the Development 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 default
under this Agreement, and the City may enforce this provision through legal proceedings as
specified in Section 6.8.
Section 5.5 Approval of Management Policies.
Developer shall submit its written management policies with respect to the Development
to the 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.
Section S. 6 Property Maintenance.
Developer agrees, for the entire Term of this Agreement, to maintain all interior and
exterior improvements, including 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, orders 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.
The City places prime importance on quality maintenance to protect its investment and to
ensure that all City-assisted affordable housing projects within the City are not allowed to
deteriorate due to below-average maintenance. Developer agrees to provide all necessary
maintenance and improvements to assure the Development is maintained in good condition due
to normal wear and tear and otherwise.
In the event that the Developer breaches any of the covenants contained in this section
and such default continues for a period often (10) days after written notice from the City with
respect to graffiti, debris, and/or other waste, or thirty (30) days after written notice with respect
to general maintenance, landscaping and building improvements, ( and subject to any stricter
requirements included in any applicable City ordinance) then the City, in addition to whatever
other remedy it may have at law or in equity, shall have the right to enter upon the Development
and perform or cause to be performed all such acts and work necessary to cure the default.
Pursuant to such right of entry, the City shall be permitted (but is not required) to enter upon the
Development and perform all acts and work necessary to protect, maintain, and preserve the
improvements and landscaped areas on the Development , and to attach a lien on the Property, or
to assess the Property, in the amount of the reasonable expenditures arising from such acts and
work of protection, maintenance, and preservation by the City and/or costs of such cure,
including an administrative charge equal to fifteen percent (15%) of such expenditures, which
amount shall be promptly paid by the Developer to the City upon demand. ·
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ARTICLE 6.
MISCELLANEOUS
Section 6.1 Lease Provisions.
Developer shall use a form of Tenant lease approved by City. The form of Tenant lease
shall also comply with all requirements of this Agreement and for all leases entered into after
Developer's acquisition of the Development and the Loan Agreement, and shall, among other
matters:
(a) provide for termination of the lease and consent by the Tenant to
immediate eviction for failure: (1) to provide any information required under this Agreement or
reasonably requested by the Developer to establish or recertify the Tenant's qualification, or the
qualification of the Tenant's household, for occupancy in the Development in accordance with
the standards set forth in this Agreement, or (2) to qualify as a Low/Moderate Income Household
as a result of any material misrepresentation made by such Tenant with respect to the income
computation or certification; and
(b) be for an initial term of not less than one (1) year, and provide for no Rent
increase during such year. After the initial year of tenancy, the lease may be month to month by
mutual agreement of Developer and the Tenant, however the Rent may not be raised more often
than once every twelve (12) months. Developer will provide each Tenant with at least sixty (60)
days' written notice of any increase in Rent applicable to such Tenant, and with such further
notice as may be required by Section 2.3 above.
( c) any termination of a lease or refusal by Developer to renew must be
preceded by no less than sixty ( 60) days written notice to the Tenant by Developer specifying the
grounds for the action.
Section 6.2 Nondiscrimination.
All of the Units shall be available for occupancy on a continuous basis to members of the
general public who are income eligible. Developer shall not give preference to any particular
class or group of persons in renting or selling the Units, except to the extent that the Units are
required to be leased to Low Income Households and to give priority to homeless families who
resided in Carlsbad or the region of North County San Diego prior to or at the time of becoming
homeless. There shall be no 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, source of income (e.g., SSI), age, ancestry, or disability, in the leasing, subleasing,
transferring, use, occupancy, tenure, or enjoyment of any Unit nor shall Developer or any person
claiming under or through the Developer, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
occupancy, of tenants, lessees, sublessees, subtenants, or vendees of any Unit or in connection
with the employment of persons for the ·construction, operation and management of any Unit.
All deeds, leases or contracts made or entered into by Developer as to the Units or the
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Development or portion thereof, shall contain covenants concerning discrimination as prescribed
by the Loan Agreement.
Section 6.3 Section 8 Certificate Holders.
Developer will accept as Tenants, on the same basis as all other prospective Tenants,
persons who are recipients of federal certificates for rent subsidies pursuant to the existing
housing program under Section 8 of the United States Housing Act of 1937, as amended, or its
successor. Developer shall not apply selection criteria to Section 8 certificate or voucher holders
that are 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 Development which have the effect of precluding occupancy of units by such
prospective Tenants.
Section 6.4 Term.
The provisions of this Agreement shall apply to the Property for the entire Term. This
Agreement shall bind any successor, heir or assign of the Developer, whether a change in interest
occurs voluntarily or involuntarily, by operation oflaw or otherwise, except as expressly
released by the City. City makes the City Loan on the condition, and in consideration of, this
provision, and would not do so otherwise.
Section 6.5 Compliance with Loan Agreement and Program Requirements.
Developer's actions with respect to the Property shall at all times be in full conformity
with: (i) all requirements of the Loan Agreement; and, (ii) all requirements imposed on projects
assisted with the City's Housing Trust Fund by resolution of the City Council.
Section 6.6 Notice of 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 Units containing (a) the anticipated
date of the expiration of the Term, (b) any anticipated Rent increase upon the expiration of the
Term, (c) a statement that a copy of such notice will be sent to the City, and (d) 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.
Section 6.7 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 said
covenants and restrictions shall expire. Each and every contract, deed or other instrument
hereafter executed covering or conveying the Property or any portion thereof, shall be held
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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 the City expressly releases such conveyed portion of the
Property from the requirements of this Agreement.
Section 6.8 Default by the Developer; Enforcement by the City.
If Developer fails to perform any obligation under this Agreement (including but not
limited to the failure to rent the Units as set forth in Section 2.1 ), and fails to cure the default
within thirty (30) days after the City has notified the 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 and complete such cure within ninety (90) days, or
such longer period as approved by the City in writing, the City shall have the right to enforce this
Agreement by any or all of the following actions, or any other remedy provided by law:
(a) Calling the City Loan. City may declare a default pursuant to the Loan
Documents· under the Loan Agreement, and declare the City Loan due and payable and proceed
with foreclosure under the Deed of Trust.
(b) Action to Compel Performance or for Damages. City may bring an action
at law or in equity to compel Developer' performance of its obligations under this Agreement,
and/or for damages.
( c) Remedies Provided Under Loan Agreement. City may exercise any other
remedy provided under the Loan Agreement.
Section 6.9 Recording and Filing.
City and Developer shall cause this Agreement, and all amendments and supplements to
it, to be recorded in the Official Records of the County of San Diego.
Section 6.10 Governing Law.
This Agreement shall be governed by the laws of the State of California.
Section 6.11 Waiver of Requirements.
Any of the requirements of this Agreement may be expressly waived by the City in
writing, but no waiver by the City of any requirement of this Agreement shall, or shall be
deemed to, extend to or affect any other provision of this Agreement.
Section 6.12 Amendments.
This Agreement may be amended only by a written instrument executed by all the parties
hereto or their successors in title, and duly recorded in the real property records of the County of
San Diego.
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Section 6.13 Notices.
Any notice requirement set forth herein shall be deemed to be satisfied three (3) days
after mailing of the notice first-class United States certified mail, postage prepaid, addressed to
the appropriate party as follows:
Developer:
City:
Solutions for Change, Inc.
Attn: Executive Director
722 W. California Ave
Vista, Ca. 92083
City of Carlsbad
Attn: Housing and Neighborhood Services Director
1200 Carlsbad Village Drive
Carlsbad, Ca 92008
Such addresses may be changed by notice to the other party given in the same manner as
provided above.
Section 6.14 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. '
Section 6.15 Multiple Originals; Counterparts.
This Agreement may be executed in ,multiple originals, each of which is deemed to be an
original, and may be signed in counterpart~.'
(THE REMAINDER OF THIS PAGE HAS BEEN
INTENTIONALLY LEFT BLANK)
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IN WITNESS WHEREOF, City and Developer have concurrently executed this
Agreement by duly authorized representatives, as of the last date written below.
APPROVED AS TO FORM
Developer:
Solutions Chestnut LLC
By: Solutions for Change, Inc.,
a California nonprofit public benefit corporation
Its: Sole Member ,
By: (\r Ql\/') M~~n
Its: President/Executive Director ---
By::._i<:2>0
Its:r1/ /--------
City:
CITY OF CARLSBAD, a chartered municipal
COqID~1 9h By: · u
Its: Sl_anager
By: ~fp/-0 :2-/;7-I~
/ ssistant City Attorney
All party signatures must be notarized.
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IN WITNESS WHEREOF, City and Developer have concurrently executed this
Agreement by duly authorized representatives, as of the last date written below.
APPROVED AS TO FORM
By: _______ _
Assistant City Attorney
Developer:
Solutions Chestnut LLC
By: Solutions for Change, Inc.,
a California nonprofit ·public benefit corporation
Its: Sole Member
By: __________ _
Michael C. Megison
Its: President/Executive Director ---
City:
CITY OF CARLSBAD, a chartered municipal
corporation
By:
Its: City Manager
All party signatures must be notarized.
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ST A TE OF CALIFORNIA
COUNTY OF SAN DIEGO
On {J-·'d'f , 2014, before me, Ca,r; ~& a Notary
Public, personally appeared MICHAEL C. MEGISON, who proved to me on the basis of satisfactorY evidence to be the
person(s) whose name(s~are subscribed to the within instrument and acknowledged to me that~she/they executed the
same in@her/their auiliorized capacity(ies), and that by ~er/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 (h L'.' ~
l
0 a: z
1
o e ~ CARI HATFIELD
COMM. #1917653 z
Notary Public -California ~
San Diego County 1
M~ Comm. Expires Jan. 12, 2015
(Seal)
OPTIONAL
Although the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
□ INDIVIDUAL
□ CORPORA TE OFFICER
TITLE(S)
□ PARTNER(S) □ LIMITED
□ GENERAL NUMBER OF PAGES
□ ATTORNEY-IN-FACT
□ TRUSTEE(S)
□ GUARDIAN/CONSERVATOR
□ OTHER: DATE OF DOCUMENT ---------------
SIGNER IS REPRESENTING: SIGNER(S) OTHER THAN NAMED ABOVE
NAME OF PERSON(S) OR ENTITY{IES)
01993 NATIONAL NOTARY ASSOCIATION/ 8236 Remmel Ave., P.O. Box 7184 /Canoga Park, Ca 91309-7184
"' • • r
:~
STATE.OF CALIFORNIA
COUNTY OF ~lltY\ 1)1£..-Pf'
On_....1..(}..::;.._'...;..d'-__ q __ _ (}Ld ~ --r------------------__J a Notary
Public, personally appeared -:--..r;....a,,c:;.:....o.--,-~~:.i...::i"-""'-~-----.,....._----~,-----------
who proved to me on the basis of satisfa ry evidence to be the person(s) ·whose name(s) 1s re subscribed to the within
in~trument and acknowledged to_ me that (@she/they executed the same in@}'her/their authorized capacity(ies), and that
by(li'h;/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, · ex~ted the instrument. ·
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and
correct.
WITNESS my hand and official seal.
Signature.{]uu) ~
r CARi HATFIELD O l
COMM. #1917_65~ i Notary Public • Cahforma 0
San Diego County 1 ·Ml Comm. Expires Jan. 12, 2015
(Seal)
OPTIONAL
Although the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this f~rm.
CAPACITY CLAIMED BY SIGNER
"'I
□ INDIVIDUAL
□ CORPORATE OFFICER
TITLE(S)
□ PARTNER(S) 0 LIMITED
□ GENERAL
□ ATTORNEY-IN-FACT
□ TRUSTEE(S) .
□ GUARDIAN/CONSERVATOR
□ OTIIER: ____________ _
SIGNER IS REPRESENTING:
NAME OF PERSON(S) OR ENTITY(IES) ·
DESCRIPTION OF ATTACHED DOCUMENT
Qe cJ Cl rit:fton of-(( .e_ s-Jy-,rfi vfJ c~ry-Js
NUMBER OF PAGES
DA TE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
0 1993 NATIONAL NOTARY ASSOCIA TJON / 8236 Remmet Ave., P.O. Box 7184 / Canoga Park, Ca 9 J 309-7184
-· ' • !.
CALIFORNIA ALL-PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of ~Y\ ""D-\~
On I ?--j?-?-\ 14-' before me, t\AoY~~titlc~e~;t:j:?~
personally appeared 5ti-,V,e_ ,f;,~?Aj
who proved to me on the basis of satisfactory evidence to be the person(~ whose name('&.) is/~ subscribed to
the within instrument and acknowledged to me that he/ss0/ih~ executed the same in his/her/their authorized
capacity(ies ), and that by his&0rttheir signature~) on the instrument the person(s ), or the entity upon behalf of
which the personts7 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.
(Notary Seal)
ADDITIONAL OPTIONAL INFORMATION
DESCRIPTION OF TIIB ATTACHED DOCUMENT
(Title or description of attached document)
(Title or description of attached document continued)
Number of Pages __ Document Date ____ _
(Additional information)
CAP A CITY CLAIMED BY THE SIGNER
□ Individual ( s)
□ Corporate Officer
(Title)
□ Partner(s)
□ Attorney-in-Fact
□ Trustee(s)
□ Other ___________ _
2008 Version CAPA vl2.10.07 800-873-9865 www.NotaryClasses.com
INSTRUCTIONS FOR COMPLETING THIS FORM
Any aclmowledgment completed in California must contain verbiage exactly as
appears above in the notary section or a separate aclmowledgment form must be
properly completed and attached to that document The only exception is if a
document is to be recorded outside of California. In such instances, any alternative
aclmowledgment verbiage as may be printed on such a document so long as the
verbiage does not require the notary to do something that is illegal for a notary in
California (i.e. certifying the authorized capacity of the signer). Please check the
document carefully for proper notarial wording and attach this form if required.
• State and County information must be the State and County where the document
signer(s) personally appeared before the notary public for acknowledgment.
• Date of notarization must be the date that the signer(s) personally appeared which
must also be the same date the acknowledgment is completed.
• The notary public must print his or her name as it appears within his or her
commission followed by a comma and then your title (notmy public).
• Print the name(s) of document signer(s) who personally appear at the time of
notarization.
• Indicate the correct singular or plural forms by crossing off incorrect forms (i.e.
he/she/they, is /f58) or circling the correct forms. Failure to correctly indicate this
information may lead to rejection of document recording.
• The notary seal impression must be clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges, re-seal if a
sufficient area permits, otherwise complete a different acknowledgment form.
• Signature of the notary public must match the signature on file with the office of
the county clerk.
❖ Additional information is not required but could help to ensure this
acknowledgment is not misused or attached to a different document
❖ Indicate title or type of attached document, number of pages and date.
❖ Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer. indicate the title (i.e. CEO, CFO, Secretary).
• Securely attach this document to the signed document
""' .. ('
' t
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF CARLSBAD, COUNTY OF
SAN DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1 AS SHOWN ON PARCEL MAP FILED IN BOOK OF PARCEL MAPS AT PAGE 4185, IN
THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, ON OCTOBER 30, 1975,
BEING A PORTION OF LOTS 10 AND 11, IN BLOCK C OF ALLIS AVOCADO ACRES, IN THE CITY
OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP
THEREOF NO. 2027, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY, MAY 17, 1927.
APN: 204-191-22-00
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