For Office Use Only
-FILEDFile No.: 202461813855
Date Filed: 4/11/2024
172
BA20250277034
Entity Details
Limited Liability Company Name Harvest Realty LLC
Entity No. 202461813855
Formed In CALIFORNIA
Street Address of Principal Office of LLC
Principal Address 12223 HIGHLAND AVE
#106-580
RANCHO CUCAMONGA, CA 91739
Mailing Address of LLC
Mailing Address 12223 HIGHLAND AVE
#106-580
RANCHO CUCAMONGA, CA 91739
Attention Saniyyah Mayo
Street Address of California Office of LLC
Street Address of California Office None
Manager(s) or Member(s)
Manager or Member Name Manager or Member Address
+ Saniyyah Mayo 12223 HIGHLAND AVENUE
106-580
RANCHO CUCAMONGA, CA 91730
Agent for Service of Process
Agent Name Saniyyah S Mayo
Agent Address 12223 HIGHLAND AVENUE
# 106-580
RANCHO CUCAMINGA, CA 91739
Type of Business
Type of Business Social Services
Email Notifications
Opt-in Email Notifications Yes, I opt-in to receive entity notifications via email.
Chief Executive Officer (CEO)
CEO Name CEO Address
+ Saniyyah Mayo 12223 HIGHLAND AVENUE
106-580
RANCHO CUCAMONGA, CA 91730
Labor Judgment
No Manager or Member, as further defined by California Corporations Code section 17702.09(a)(8), has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal is pending, for the violation of any wage order or provision of the Labor Code.
STATE OF CALIFORNIA
Office of the Secretary of State
STATEMENT OF INFORMATION
LIMITED LIABILITY COMPANY
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 657-5448
B3426-3526 02/06/2025 8:44 PM Received by California Secretary of State
For Office Use Only
-FILEDFile No.: BA20250277034
Date Filed: 2/6/2025
173
Electronic Signature
By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.
saniyyah mayo
Signature
02/06/2025
Date
B3426-3527 02/06/2025 8:44 PM Received by California Secretary of State 174
175
176
177
Signature Block
for Unbreakable Heights Housing Project
Homekey+ Application
________________________________________________________________ Harvest Realty, LLC, a California, Limited Liability Company.
By: __________________ __________________
Date
SANIYYAH MAYO
Chief Executive Officer
178
Secretary of State
Certificate of Status
I, SHIRLEY N. WEBER, PH.D., California Secretary of State, hereby certify:
The above referenced entity is active on the Secretary of State's records and is authorized to exercise all its powers, rights and privileges in California.
This certificate relates to the status of the entity on the Secretary of State’s records as of the date of this certificate and does not reflect documents that are pending review or other events that may impact status.
No information is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity.
Active
Entity Name:
Entity No.:
Registration Date:
Entity Type:
202461813855
04/11/2024
Limited Liability Company - CA
Status:
Formed In: CALIFORNIA
Harvest Realty LLC
IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of April 12, 2025.
SHIRLEY N. WEBER, PH.D.
Secretary of State
Certificate No.:
To verify the issuance of this Certificate, use the Certificate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos.ca.gov. 316918937
179
180
181
State of California—Department of Health Services
PAYEE DATA RECORD
(Required when receiving payment from the State of California in lieu of IRS W-9) STD. 204 (Rev. 6-2003)
1 INSTRUCTIONS: Complete all information on this form. Sign, date, and return to the State agency (department/office) address shown at the bottom of this page. Prompt return of this fully completed form will prevent delays when processing payments. Information provided in this form will be used by State agencies to prepare Information Returns (1099). See reverse side for more information and Privacy Statement.
NOTE: Governmental entities, federal, state, and local (including school districts), are not required to submit this form. 2 PAYEE’S LEGAL BUSINESS NAME (Type or Print)
HARVEST REALTY LLC
SOLE PROPRIETOR—ENTER NAME AS SHOWN ON SSN (Last, First, M.I.) E-MAIL ADDRESS [email protected]
MAILING ADDRESS
8350 ARCHIBALD AVENUE SUITE 110
BUSINESS ADDRESS
8350 ARCHIBALD AVENUE SUITE 110
CITY, STATE, ZIP CODE
RANCHO CUCAMONGA, CA 91730
CITY, STATE, ZIP CODE
RANCHO CUCAMONGA, CA 91730
3 PAYEE
ENTITY
TYPE
CHECK
ONE BOX
ONLY
ENTER FEDERAL EMPLOYER IDENTIFICATION NUMBER (FEIN): 3 7 — 2 1 4 1 9 8 0 NOTE:
Payment will not
be processed
without an
accompanying
taxpayer I.D.
number.
PARTNERSHIP CORPORATION:
MEDICAL (e.g., dentistry, psychotherapy, chiropractic, etc.) LEGAL (e.g., attorney services)
EXEMPT (nonprofit)
ALL OTHERS
ESTATE OR TRUST
INDIVIDUAL OR SOLE PROPRIETOR
ENTER SOCIAL SECURITY NUMBER: — —
(SSN required by authority of California Revenue and Tax Code Section 18646) 4 PAYEE
RESIDENCY
TYPE
California resident—qualified to do business in California or maintains a permanent place of business in California.
California nonresident (see reverse side)—Payments to nonresidents for services may be subject to State income tax withholding.
No services performed in California.
Copy of Franchise Tax Board waiver of State withholding attached. 5 I hereby certify under penalty of perjury that the information provided on this document is true and correct.
Should my residency status change, I will promptly notify the State agency below.
AUTHORIZED PAYEE REPRESENTATIVE’S NAME (Type or Print)
Dr. Saniyyah Mayo
TITLE
President/CEO
SIGNATURE DATE
4/4/2025
TELEPHONE
(909) 527-3463
6 Please return completed form to:
Department/Office: Department of Housing and Community Development Unit/Section: Division of Financial Assistance/HPRP
Mailing Address: 1800 3rd Street - 390-4
City/State/ZIP: Sacramento, CA 95811
Telephone: ( ) FAX: (916) 323-6016
E-Mail Address:
182
State of California—Department of Health Services
PAYEE DATA RECORD
STD. 204 (Rev. 6-2003) (Page 2)
1 Requirement to Complete Payee Data Record, STD. 204
A completed Payee Data Record, STD. 204, is required for payments to all non-governmental entities and will be kept on file at each State agency. Since each State agency with which you do business must have a separate STD. 204 on file, it is possible for a payee to receive this form from various State agencies.
Payees who do not wish to complete the STD. 204 may elect to not do business with the State. If the payee does not complete the STD. 204 and the required payee data is not otherwise provided, payment may be reduced for federal backup withholding and nonresident State income tax withholding. Amounts reported on Information Returns (1099) are in accordance with the Internal Revenue Code and the California Revenue and Taxation Code. 2 Enter the payee’s legal business name. Sole proprietorships must also include the owner’s full name. An individual must list his/her full name. The mailing address should be the address at which the payee chooses to receive correspondence. Do not enter payment address or lock box information here.
3 Check the box that corresponds to the payee business type. Check only one box. Corporations must check the box that identifies the type of corporation. The State of California requires that all parties entering into business transactions that may lead to payment(s) from the State provide their Taxpayer Identification Number (TIN). The TIN is required by the California Revenue and Taxation Code Section 18646 to facilitate tax compliance enforcement activities and the preparation of Form 1099 and other information returns as required by the Internal Revenue Code Section 6109(a).
The TIN for individuals and sole proprietorships is the Social Security Number (SSN). Only partnerships, estates, trusts, and corporations will enter their Federal Employer Identification Number (FEIN). 4 Are you a California resident or nonresident?
A corporation will be defined as a "resident" if it has a permanent place of business in California or is qualified through the Secretary of State to do business in California.
A partnership is considered a resident partnership if it has a permanent place of business in California. An estate is a resident if the decedent was a California resident at time of death. A trust is a resident if at least one trustee is a California resident.
For individuals and sole proprietors, the term "resident" includes every individual who is in California for other than a temporary or transitory purpose and any individual domiciled in California who is absent for a temporary or transitory purpose. Generally, an individual who comes to California for a purpose that will extend over a long or indefinite period will be considered a resident.
However, an individual who comes to perform a particular contract of short duration will be considered a nonresident.
Payments to all nonresidents may be subject to withholding. Nonresident payees performing services in California or receiving rent, lease, or royalty payments from property (real or personal) located in California will have 7% of their total payments withheld for State income taxes. However, no withholding is required if total payments to the payee are $1,500 or less for the calendar year.
For information on Nonresident Withholding, contact the Franchise Tax Board at the numbers listed below:
Withholding Services and Compliance Section: 1-888-792-4900 E-mail address: [email protected] For hearing impaired with TDD, call: 1-800-822-6268 Website: www.ftb.ca.gov 5 Provide the name, title, signature, and telephone number of the individual completing this form. Provide the date the form was completed.
6 This section must be completed by the State agency requesting the STD. 204.
Privacy Statement
Section 7(b) of the Privacy Act of 1974 (Public Law 93-579) requires that any federal, State, or local governmental agency, which requests an individual to disclose their social security account number, shall inform that individual whether that disclosure is mandatory or voluntary, by which statutory or other authority such number is solicited, and what uses will be made of it.
It is mandatory to furnish the information requested. Federal law requires that payment for which the requested information is not provided is subject to federal backup withholding and State law imposes noncompliance penalties of up to $20,000.
You have the right to access records containing your personal information, such as your SSN. To exercise that right, please contact the business services unit or the accounts payable unit of the State agency(ies) with which you transact that business.
All questions should be referred to the requesting State agency listed on the bottom front of this form. 183
Certification & Legal Disclosure
On behalf of the entity identified in the signature block below, I certify that:
1. The information, statements and attachments included in this application are, to the best of my knowledge and belief, true and correct.
2. I possess the legal authority to submit this application on behalf of the entity identified in the signature block.
3. The following is a complete disclosure of all identities of interest - of all persons or entities, including affiliates, that will provide goods or services to the Project either (a) in one or more capacity or (b) that qualify as a "Related Party" to any person or entity that will provide goods or services to the Project. "Related Party" is defined in Section 10302 of the California Code of Regulations (CTCAC Regulations):
4. As of the date of application, the Project, or the real property on which the Project is proposed (Property) is not party to or the subject of any claim or action at the State or Federal appellate level.
5. I have disclosed and described below any claim or action undertaken which affects or potentially affects the feasibility of the Project.
In addition, I acknowledge that all information in this application and attachments is public, and may be disclosed by the State.
Civil Matters
Printed Name Title of Signatory Signature
Legal Disclosure
For purposes of the following questions, and with the exceptions noted below, the term “Applicant” shall include the applicant and joint applicant, and any subsidiary of the applicant or joint applicant if the subsidiary is involved in (for example, as a guarantor) or will be benefited by the application or the project.
In addition to each of these entities themselves, the term “Applicant” shall also include the direct and indirect holders of more than ten percent (10%) of the ownership interests in the entity, as well as the officers, directors, principals and senior executives of the entity if the entity is a corporation, the general and limited partners of the entity if the entity is a partnership, and the members or managers of the entity if the entity is a limited liability company. For projects using tax-exempt bonds, it shall also include the individual who will be executing the bond purchase agreement.
The following questions must be responded to for each entity and person qualifying as an "Applicant," or "joint applicant" as defined above.
Explain all positive responses on a separate sheet and include with this questionnaire in the application.
Exceptions:
Public entity applicants without an ownership interest in the proposed project, including but not limited to cities, counties, and joint powers authorities with 100 or more members, are not required to respond to this questionnaire.
Members of the boards of directors of non-profit corporations, including officers of the boards, are also not required to respond. However, chief executive officers (Executive Directors, Chief Executive Officers, Presidents or their equivalent) must respond, as must chief financial officers (Treasurers, Chief Financial Officers, or their equivalent).
Date
6. Is the applicant currently a party to, or the subject of, or been notified that it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, involving, or that could result in, felony charges against the applicant?
1. Has the applicant filed a bankruptcy or receivership case or had a bankruptcy or receivership action commenced against it, defaulted on a loan or been foreclosed against in past ten years ?
2. Is the applicant currently a party to, or been notified that it may become a party to, any civil litigation that may materially and adversely affect (a) the financial condition of the applicant’s business, or (b) the project that is the subject of the application?
3. Have there been any administrative or civil settlements, decisions, or judgments against the applicant within the past ten years that materially and adversely affected (a) the financial condition of the applicant’s business, or (b) the project that is the subject of the application?
4. Is the applicant currently subject to, or been notified that it may become subject to, any civil or administrative proceeding, examination, or investigation by a local, state or federal licensing or accreditation agency, a local, state or federal taxing authority, or a local, state or federal regulatory or enforcement agency?
5. In the past ten years, has the applicant been subject to any civil or administrative proceeding, examination, or investigation by a local, state or federal licensing or accreditation agency, a local, state or federal taxing authority, or a local, state or federal regulatory or enforcement agency that resulted in a settlement, decision, or judgment? Criminal Matters
7. Is the applicant currently a party to, or the subject of, or been notified that it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, involving, or that could result in, misdemeanor charges against the applicant for matters relating to the conduct of the applicant’s business?
8. Is the applicant currently a party to, or the subject of, or been notified that it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, involving, or that could result in, criminal charges (whether felony or misdemeanor) against the applicant for any financial or fraud related crime?
9. Is the applicant currently a party to, or the subject of, or been notified that it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, that could materially affect the financial condition of the applicant’s business?
10. Within the past ten years, has the applicant been convicted of any felony?
11. Within the past ten years, has the applicant been convicted of any misdemeanor related to the conduct of the applicant’s business?
12. Within the past ten years, has the applicant been convicted of any misdemeanor for any financial or fraud related crime? Printed Name Title of Signatory Signature Date
1 of 1 Certification & Legal
No
No
No
No
No
No
Simple Solutions Family Therapy Inc
No
No
No
No
No
No
Saniyyah Mayo President/CEO 4/4/2024
Saniyyah Mayo President/CEO 4/4/2025
184
185
1 BYLAWS
OF
SIMPLE SOLUTIONS FAMILY THERAPY, INC.
ARTICLE I
PURPOSE AND OFFICES OF CORPORATION
1.1 PURPOSE
The purpose of this corporation is to engage in the profession of marriage and family therapy and any other lawful activities (other than the banking business or trust company business) not prohibited to a corporation engaging in such profession by applicable laws and regulations.
1.2 PRINCIPAL OFFICE
The board of directors shall fix the location of the principal executive office of the corporation at any place within or outside the State of California. If the principal executive office is located outside such state and the corporation has one or more business offices in such state, then the board of directors shall fix and designate a principal business office in the State of California. Once fixed, the board of directors shall have the authority to change the principal executive office from one location to another.
1.3 OTHER OFFICES
The board of directors may at any time establish branch or subordinate offices at any place or places where the corporation is qualified to do business.
ARTICLE II
SHARES AND SHAREHOLDERS
2.1 AUTHORIZED SHARES
The corporation is authorized to issue a certain number of shares, all of one class, designated “Common Stock”. This designation and the authorized number of shares may only be increased or otherwise revised pursuant to an amendment of the corporation’s Articles of Incorporation, as approved by the Board of Directors and Shareholders.
2.2 ISSUANCE OF ADDITIONAL SHARES
The Board of Directors shall have the authority to issue additional shares of stock, including non-voting stock as authorized by the Articles of Incorporation of the corporation, from time to time, on such terms and conditions, and for such price or prices, as the Board of Directors may determine in its sole discretion; provided, however, that 186
2 shares of stock of the corporation may only be issued to persons who meet the qualifications set forth in section 2.3 of these Bylaws.
2.3 AUTHORIZED SHAREHOLDERS
Shares of the stock of the corporation may only be owned by holders of: (i) a valid license to practice marriage and family therapy issued by the California Board of Behavioral Sciences; and (ii) by “licensed persons,” as the term is defined in section 13401.5(g) of the Corporations Code of California (the “Code”); provided that, a licensed physician or surgeon, psychologist, clinical social worker, registered nurse, chiropractor, acupuncturist, naturopathic doctor, professional clinical counselor, or midwife may own shares of stock of the corporation as long as the number of shares in the corporation owned by such persons does not exceed 49 percent of the total shares issued by the corporation and the number of licensed physicians or surgeons, psychologists, clinical social workers, registered nurses, chiropractors, acupuncturists, naturopathic doctors, professional clinical counselors, or midwives owning shares in the corporation does not exceed the number of licensed marriage and family therapists owning shares in the corporation.
Shares may not be owned by a “disqualified person” as defined in section 13401(e) of the Code.
Despite any provision to the contrary, income of the corporation attributable to the practice of marriage and family therapy services rendered while a shareholder is a disqualified person, as defined by section 13401(e) of the Code, shall not in any manner accrue to the benefit of that shareholder or his or her shares.
ARTICLE III
MEETINGS OF SHAREHOLDERS
3.1 PLACE OF MEETINGS
Meetings of shareholders shall be held at any place within or outside the State of California designated by the board of directors. In the absence of any such designation, shareholders' meetings shall be held at the principal executive office of the corporation.
3.2 ANNUAL MEETING
The annual meeting of shareholders shall be held each year on a date and at a time designated by the board of directors. In the absence of such designation, the annual meeting of shareholders shall be held on the second Thursday of June in each year at 10 a.m. However, if such day falls on a legal holiday, then the meeting shall be held at the same time and place on the next succeeding full business day. At the meeting, directors shall be elected, and any other proper business may be transacted. 187
3 3.3 SPECIAL MEETING
A special meeting of the shareholders may be called at any time by the board of directors, or by the chair of the board, or by the president, or by one or more shareholders holding shares in the aggregate entitled to cast not less than ten percent (10%) of the votes at that meeting.
If a special meeting is called by any person or persons other than the board of directors or the president or the chair of the board, then the request shall be in writing, specifying the time of such meeting and the general nature of the business proposed to be transacted, and shall be delivered personally or sent by registered mail or by electronic transmission to the corporation and sent to the chair of the board, the president, any vice president or the secretary of the corporation. The officer receiving the request shall cause notice to be promptly given to the shareholders entitled to vote, in accordance with the provisions of Sections 3.5 and 3.6 of these bylaws, that a meeting will be held at the time requested by the person or persons calling the meeting, so long as that time is not less than thirty-five (35) nor more than sixty (60) days after the receipt of the request. If the notice is not given within twenty (20) days after receipt of the request, then the person or persons requesting the meeting may give the notice. Nothing contained in this paragraph of this Section 3.3 shall be construed as limiting, fixing or affecting the time when a meeting of shareholders called by action of the board of directors may be held.
3.4 MEETING BY ELECTRONIC TRANSMISSION
A meeting of the shareholders may be conducted, in whole or in part, by electronic transmission by and to the corporation or by electronic video screen communication provided:
(1) the corporation implements reasonable measures to provide shareholders an opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting concurrently with those proceedings, and (2) if any shareholder votes or takes other action at the meeting by means of electronic transmission to the corporation or electronic video screen communication, a record of that vote or action is maintained by the corporation. If such electronic meetings are authorized, a shareholder that attends via electronic transmission by and to the corporation or electronic video screen communication shall be deemed present as if that shareholder had attended the meeting in person or by proxy. Unless all shareholders otherwise consent, any request by a corporation to a shareholder for consent to conduct a meeting of shareholders by electronic transmission by and to the corporation, shall include a notice that the meeting shall also be held at a physical location in accordance with Section 3.1 of this Article III.
Nothing in this Article III, Section 3 shall limit or restrict a shareholder’s right to notice of a meeting as provided in this Article III.
3.5 NOTICE OF SHAREHOLDERS' MEETINGS
All notices of meetings of shareholders shall be sent or otherwise given in accordance with Section 3.6 of these bylaws not less than ten (10) (or, if sent by third188 4 class mail pursuant to Section 3.6 of these bylaws, thirty (30)) nor more than sixty (60) days before the date of the meeting. The notice shall specify the place, date, and hour of the meeting and (i) in the case of a special meeting, the general nature of the business to be transacted (no business other than that specified in the notice may be transacted) or (ii) in the case of the annual meeting, those matters which the board of directors, at the time of giving the notice, intends to present for action by the shareholders (but subject to the provisions of the next paragraph of this Section 3.5 any proper matter may be presented at the meeting for such action). The notice of any meeting at which directors are to be elected shall include the name of any nominee or nominees who, at the time of the notice, the board intends to present for election.
If action is proposed to be taken at any meeting for approval of (i) a contract or transaction in which a director has a direct or indirect financial interest, pursuant to section 310 of the Corporations Code of California (the “Code”), (ii) an amendment of the articles of incorporation, pursuant to section 902 of the Code, (iii) a reorganization of the corporation, pursuant to section 1201 of the Code, (iv) a voluntary dissolution of the corporation, pursuant to section 1900 of the Code, or (v) a distribution in dissolution other than in accordance with the rights of outstanding preferred shares, pursuant to Section 2007 of the Code, then the notice shall also state the general nature of that proposal.
3.6 MANNER OF GIVING NOTICE; AFFIDAVIT OF NOTICE
Written notice of any meeting of shareholders shall be given either (i) personally or (ii) by first-class mail or (iii) by electronic transmission by the corporation or (iv) by thirdclass mail but only if the corporation has outstanding shares held of record by five hundred (500) or more persons (determined as provided in section 605 of the Code) on the record date for the shareholders' meeting, or (iv) by telegraphic or other written communication. Notices not personally delivered shall be sent charges prepaid and shall be addressed to the shareholder at the address of that shareholder appearing on the books of the corporation or given by the shareholder to the corporation for the purpose of notice. If no such address appears on the corporation's books or is given, notice shall be deemed to have been given if sent to that shareholder by mail or telegraphic or other written communication to the corporation's principal executive office, or if published at least once in a newspaper of general circulation in the county where that office is located. Notice shall be deemed to have been given at the time when delivered personally or deposited in the mail or sent by electronic transmission by the corporation or by other means of written communication.
If any notice not sent by electronic transmission by the corporation addressed to a shareholder at the address of that shareholder appearing on the books of the corporation is returned to the corporation by the United States Postal Service marked to indicate that the United States Postal Service is unable to deliver the notice to the shareholder at that address, then all future notices or reports shall be deemed to have been duly given without further mailing if the same shall be available to the shareholder on written demand of the shareholder at the principal executive office of the corporation for a period of one (1) year from the date of the giving of the notice.
If the corporation is unable to deliver two consecutive notices to the shareholder 189
5 by electronic transmission or the inability to so deliver a notice to the shareholder becomes known to the secretary, any assistant secretary, the transfer agent or any other person responsible for giving of the notice, then that shareholder shall be deemed to have revoked consent to the use of those means of transmission for communications.
An affidavit of the mailing or other means of giving any notice of any shareholders' meeting, executed by the secretary, assistant secretary or any transfer agent of the corporation giving the notice, shall be prima facie evidence of the giving of such notice.
3.7 QUORUM
The presence in person or by proxy of the holders of a majority of the shares entitled to vote constitutes a quorum for the transaction of business at all meetings of shareholders. The shareholders present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough shareholders to leave less than a quorum, if any action taken (other than adjournment) is approved by at least a majority of the shares required to constitute a quorum.
3.8 ADJOURNED MEETING; NOTICE
Any shareholders' meeting, annual or special, whether or not a quorum is present, may be adjourned from time to time by the vote of the majority of the shares represented at that meeting, either in person or by proxy. In the absence of a quorum, no other business may be transacted at that meeting except as provided in Section 3.7 of these bylaws.
When any meeting of shareholders, either annual or special, is adjourned to another time or place, notice need not be given of the adjourned meeting if the time and place are announced at the meeting at which the adjournment is taken. However, if a new record date for the adjourned meeting is fixed or if the adjournment is for more than forty-five (45) days from the date set for the original meeting, then notice of the adjourned meeting shall be given. Notice of any such adjourned meeting shall be given to each shareholder of record entitled to vote at the adjourned meeting in accordance with the provisions of Sections 3.5 and 3.6 of these bylaws. At any adjourned meeting the corporation may transact any business which might have been transacted at the original meeting.
3.9 VOTING
The shareholders entitled to vote at any meeting of shareholders shall be determined in accordance with the provisions of Section 3.12 of these bylaws, subject to the provisions of sections 702 through 704 of the Code (relating to voting shares held by a fiduciary, in the name of a corporation or in joint ownership).
The shareholders' vote may be by voice vote or by ballot; provided, however, that any election for directors must be by ballot if demanded by any shareholder at the meeting and before the voting has begun. Should a ballot vote be taken, an electronic 190
6 transmission to the corporation may serve as the ballot of any shareholder participating by electronic transmission.
Except as provided in the last paragraph of this Section 3.9, or as may be otherwise provided in the articles of incorporation, each outstanding share, regardless of class, shall be entitled to one vote on each matter submitted to a vote of the shareholders. Any shareholder entitled to vote on any matter may vote part of the shares in favor of the proposal and refrain from voting the remaining shares or, except when the matter is the election of directors, may vote them against the proposal; but, if the shareholder fails to specify the number of shares which the shareholder is voting affirmatively, it will be conclusively presumed that the shareholder's approving vote is with respect to all shares which the shareholder is entitled to vote.
If a quorum is present, the affirmative vote of the majority of the shares represented and voting at a duly held meeting (which shares voting affirmatively also constitute at least a majority of the required quorum) shall be the act of the shareholders, unless the vote of a greater number or a vote by classes is required by the Code or by the articles of incorporation.
At a shareholders' meeting at which directors are to be elected, a shareholder shall be entitled to cumulate votes (i.e., cast for any candidate a number of votes greater than the number of votes which such shareholder normally is entitled to cast) if the candidates' names have been placed in nomination prior to commencement of the voting and the shareholder has given notice prior to commencement of the voting of the shareholder's intention to cumulate votes. If any shareholder has given such a notice, then every shareholder entitled to vote may cumulate votes for candidates in nomination either (i) by giving one candidate a number of votes equal to the number of directors to be elected multiplied by the number of votes to which that shareholder's shares are normally entitled or (ii) by distributing the shareholder's votes on the same principle among any or all of the candidates, as the shareholder thinks fit. The candidates receiving the highest number of affirmative votes, up to the number of directors to be elected, shall be elected; votes against any candidate and votes withheld shall have no legal effect.
3.10 VALIDATION OF MEETINGS; WAIVER OF NOTICE; CONSENT
The transactions of any meeting of shareholders, either annual or special, however called and noticed, and wherever held, shall be as valid as if they had been taken at a meeting duly held after regular call and notice, if a quorum be present either in person or by proxy, and if, either before or after the meeting, each person entitled to vote, who was not present in person or by proxy, signs a written waiver of notice or a consent to the holding of the meeting or an approval of the minutes thereof. The waiver of notice or consent or approval need not specify either the business to be transacted or the purpose of any annual or special meeting of shareholders, except that if action is taken or proposed to be taken for approval of any of those matters specified in the second paragraph of Section 3.5 of these bylaws, the waiver of notice or consent or approval shall state the general nature of the proposal. All such waivers, consents, and approvals shall be filed with the corporate records or made a part of the minutes of the meeting. 191
7 Attendance by a person at a meeting shall also constitute a waiver of notice of and presence at that meeting, except when the person objects at the beginning of the meeting to the transaction of any business because the meeting is not lawfully called or convened. Attendance at a meeting is not a waiver of any right to object to the consideration of matters required by the Code to be included in the notice of the meeting but not so included, if that objection is expressly made at the meeting.
3.11 SHAREHOLDER ACTION BY WRITTEN CONSENT WITHOUT A MEETING Any action that may be taken at any annual or special meeting of shareholders may be taken without a meeting and without prior notice, if a consent in writing, setting forth the action so taken, is signed by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all shares entitled to vote on that action were present and voted.
In the case of election of directors, such a consent shall be effective only if signed by the holders of all outstanding shares entitled to vote for the election of directors.
However, a director may be elected at any time to fill any vacancy on the board of directors, provided that it was not created by removal of a director and that it has not been filled by the directors, by the written consent of the holders of a majority of the outstanding shares entitled to vote for the election of directors.
All such consents shall be maintained in the corporate records. Any shareholder giving a written consent, or the shareholder's proxy holders, or a transferee of the shares, or a personal representative of the shareholder, or their respective proxy holders, may revoke the consent by a writing received by the secretary of the corporation before written consents of the number of shares required to authorize the proposed action have been filed with the secretary.
If the consents of all shareholders entitled to vote have not been solicited in writing and if the unanimous written consent of all such shareholders has not been received, then the secretary shall give prompt notice of the corporate action approved by the shareholders without a meeting. Such notice shall be given to those shareholders entitled to vote who have not consented in writing and shall be given in the manner specified in Section 3.6 of these bylaws. In the case of approval of (i) a contract or transaction in which a director has a direct or indirect financial interest, pursuant to section 310 of the Code, (ii) indemnification of a corporate “agent,” pursuant to section 317 of the Code, (iii) a reorganization of the corporation, pursuant to section 1201 of the Code, and (iv) a distribution in dissolution other than in accordance with the rights of outstanding preferred shares, pursuant to section 2007 of the Code, the notice shall be given at least ten (10) days before the consummation of any action authorized by that approval.
3.12 RECORD DATE FOR SHAREHOLDER NOTICE; VOTING; GIVING CONSENTS For purposes of determining the shareholders entitled to notice of any meeting or to vote thereat or entitled to give consent to corporate action without a meeting, the 192
8 board of directors may fix, in advance, a record date, which shall not be more than sixty (60) days nor less than ten (10) days before the date of any such meeting nor more than sixty (60) days before any such action without a meeting, and in such event only shareholders of record on the date so fixed are entitled to notice and to vote or to give consents, as the case may be, notwithstanding any transfer of any shares on the books of the corporation after the record date, except as otherwise provided in the Code.
If the board of directors does not so fix a record date:
(a) the record date for determining shareholders entitled to notice of or to vote at a meeting of shareholders shall be at the close of business on the business day next preceding the day on which notice is given or, if notice is waived, at the close of business on the business day next preceding the day on which the meeting is held; and (b) the record date for determining shareholders entitled to give consent to corporate action in writing without a meeting, (i) when no prior action by the board has been taken, shall be the day on which the first written consent is given, or (ii) when prior action by the board has been taken, shall be at the close of business on the day on which the board adopts the resolution relating to that action, or the sixtieth (60th) day before the date of such other action, whichever is later.
The record date for any other purpose shall be as provided in Article VIII of these bylaws.
3.13 PROXIES
Every person entitled to vote for directors, or on any other matter, shall have the right to do so either in person or by one or more agents authorized by a written proxy signed by the person and filed with the secretary of the corporation. A proxy shall be deemed signed if the shareholder's name is placed on the proxy (whether by manual signature, typewriting, telegraphic transmission or otherwise) by the shareholder or the shareholder's attorney-in-fact. A validly executed proxy which does not state that it is irrevocable shall continue in full force and effect unless (i) the person who executed the proxy revokes it prior to the time of voting by delivering a writing to the corporation stating that the proxy is revoked or by executing a subsequent proxy and presenting it to the meeting or by voting in person at the meeting, or (ii) written notice of the death or incapacity of the maker of that proxy is received by the corporation before the vote pursuant to that proxy is counted; provided, however, that no proxy shall be valid after the expiration of eleven (11) months from the date of the proxy, unless otherwise provided in the proxy. The dates contained on the forms of proxy presumptively determine the order of execution, regardless of the postmark dates on the envelopes in which they are mailed. The revocability of a proxy that states on its face that it is irrevocable shall be governed by the provisions of sections 705(e) and 705(f) of the Code.
3.14 INSPECTORS OF ELECTION
Before any meeting of shareholders, the board of directors may appoint an inspector or inspectors of election to act at the meeting or its adjournment. If no 193
9 inspector of election is so appointed, then the chair of the meeting may, and on the request of any shareholder or a shareholder's proxy shall, appoint an inspector or inspectors of election to act at the meeting. The number of inspectors shall be either one (1) or three (3). If inspectors are appointed at a meeting pursuant to the request of one (1) or more shareholders or proxies, then the holders of a majority of shares or their proxies present at the meeting shall determine whether one (1) or three (3) inspectors are to be appointed. If any person appointed as inspector fails to appear or fails or refuses to act, then the chair of the meeting may, and upon the request of any shareholder or a shareholder's proxy shall, appoint a person to fill that vacancy.
Such inspectors shall:
(a) determine the number of shares outstanding and the voting power of each, the number of shares represented at the meeting, the existence of a quorum, and the authenticity, validity and effect of proxies;
(b) receive votes, ballots or consents;
(c) hear and determine all challenges and questions in any way arising in connection with the right to vote;
(d) count and tabulate all votes or consents;
(e) determine when the polls shall close;
(f) determine the result; and
(g) do any other acts that may be proper to conduct the election or vote with fairness to all shareholders.
ARTICLE IV
DIRECTORS
4.1 POWERS
Subject to the provisions of the Code and any limitations in the articles of incorporation and these bylaws relating to action required to be approved by the shareholders or by the outstanding shares, the business and affairs of the corporation shall be managed and all corporate powers shall be exercised by or under the direction of the board of directors.
4.2 NUMBER OF DIRECTORS
The number of directors of the corporation shall be not less than three (3) nor more than five (5), the exact authorized number to be fixed, within these limits, by resolution of the board of directors, unless or until changed by an amendment to this Section 4.2, duly adopted by the board of directors or by the shareholders. Notwithstanding the foregoing, 194
10 (i) if all shares of the corporation are owned beneficially and of record by either one (1) or two (2) shareholders, the number of directors may be less than three (3) but not less than the number of shareholders, provided that such shareholder or shareholders shall be the director or directors; and (ii) before shares in the corporation have been issued, the number of directors may be one (1) or two (2). The indefinite number of directors may be changed, or a definite number may be fixed without provision for an indefinite number, by a duly adopted amendment to the articles of incorporation or by an amendment to this bylaw duly adopted by the vote or written consent of holders of a majority of the outstanding shares entitled to vote; provided, however, that an amendment reducing the fixed number or the minimum number of directors to a number less than five (5) cannot be adopted if the votes cast against its adoption at a meeting, or the shares not consenting in the case of an action by written consent, are equal to more than sixteen and two-thirds percent (16-2/3%) of the outstanding shares entitled to vote thereon. No amendment may change the stated maximum number of authorized directors to a number greater than two (2) times the stated minimum number of directors.
No reduction of the authorized number of directors shall have the effect of removing any director before that director's term of office expires.
4.3 ELECTION AND TERM OF OFFICE OF DIRECTORS
Directors shall be elected at each annual meeting of shareholders to hold office until the next annual meeting. Each director, including a director elected to fill a vacancy, shall hold office until the expiration of the term for which elected and until a successor has been elected and qualified. Except as provided in Sections 13401.5 and 13403 of the Code, each director of the corporation shall be a “Licensed Person” as defined in Section 13401 of the Code.
4.4 RESIGNATION AND VACANCIES
Any director may resign effective on giving written notice to the chair of the board, the president, the secretary or the board of directors, unless the notice specifies a later time for that resignation to become effective. If the resignation of a director is effective at a future time, the board of directors may elect a successor to take office when the resignation becomes effective.
Vacancies in the board of directors may be filled by a majority of the remaining directors, even if less than a quorum, or by a sole remaining director; however, a vacancy created by the removal of a director by the vote or written consent of the shareholders or by court order may be filled only by the affirmative vote of a majority of the shares represented and voting at a duly held meeting at which a quorum is present (which shares voting affirmatively also constitute a majority of the required quorum), or by the unanimous written consent of all shares entitled to vote thereon. Each director so elected shall hold office until the next annual meeting of the shareholders and until a successor has been elected and qualified.
A vacancy or vacancies in the board of directors shall be deemed to exist (i) in the event of the death, resignation or removal of any director, (ii) if the board of directors by 195
11 resolution declares vacant the office of a director who has been declared of unsound mind by an order of court or convicted of a felony, (iii) if the authorized number of directors is increased or (iv) if the shareholders fail, at any meeting of shareholders at which any director or directors are elected, to elect the number of directors to be elected at that meeting.
The shareholders may elect a director or directors at any time to fill any vacancy or vacancies not filled by the directors, but any such election other than to fill a vacancy created by removal, if by written consent, shall require the consent of the holders of a majority of the outstanding shares entitled to vote thereon.
4.5 PLACE OF MEETINGS; MEETINGS BY TELEPHONE AND ELECTRONIC
MEETINGS
Regular meetings of the board of directors may be held at any place within or outside the State of California that has been designated from time to time by resolution of the board. In the absence of such a designation, regular meetings shall be held at the principal executive office of the corporation. Special meetings of the board may be held at any place within or outside the State of California that has been designated in the notice of the meeting or, if not stated in the notice or if there is no notice, at the principal executive office of the corporation.
Any meeting, regular or special, may be held by conference telephone, electronic video screen communication, or electronic transmission by and to the corporation; and all such directors shall be deemed to be present in person at the meeting so long as each director can hear each other in the case of meetings by conference telephone or electronic video screen communication, or can communicate with all other members concurrently in the case of meetings by electronic transmission by and to the corporation.
4.6 REGULAR MEETINGS
Regular meetings of the board of directors may be held without notice if the times of such meetings are fixed by the board of directors.
4.7 SPECIAL MEETINGS; NOTICE
Special meetings of the board of directors for any purpose or purposes may be called at any time by the chair or co-chairs of the board, the president, any vice president, the chief financial officer, the secretary or any two directors.
Notice of the time and place of special meetings shall be delivered personally or by telephone or by electronic transmission by the corporation or sent by first-class mail, charges prepaid, addressed to each director at that director's address as it is shown on the records of the corporation. If the notice is mailed, it shall be deposited in the United States mail at least four (4) days before the time of the holding of the meeting. If the notice is delivered personally or by telephone or by electronic transmission by the corporation, it shall be delivered personally or by telephone or by electronic transmission 196
12 by the corporation at least forty-eight (48) hours before the time of the holding of the meeting. Any oral notice given personally or by telephone may be communicated either to the director or to a person at the office of the director who the person giving the notice has reason to believe will promptly communicate it to the director. The notice need not specify the purpose or the place of the meeting, if the meeting is to be held at the principal executive office of the corporation.
4.8 QUORUM
A majority of the authorized number of directors shall constitute a quorum for the transaction of business, except to adjourn as provided in Section 4.10 of these bylaws.
Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the board of directors, subject to the provisions of section 310 of the Code (as to approval of contracts or transactions in which a director has a direct or indirect material financial interest), section 311 of the Code (as to appointment of committees), section 317(e) of the Code (as to indemnification of directors), the articles of incorporation and other applicable law.
A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of directors, if any action taken is approved by at least a majority of the required quorum for that meeting.
4.9 WAIVER OF NOTICE
Notice of a meeting need not be given to any director (i) who provides a waiver of notice or a consent to holding the meeting or an approval of the minutes thereof, whether before or after the meeting, or (ii) who attends the meeting without protesting, prior thereto or at its commencement, the lack of notice to such directors. All such waivers, consents and approvals shall be filed with the corporate records or made part of the minutes of the meeting. A waiver of notice need not specify the purpose of any regular or special meeting of the board of directors.
4.10 ADJOURNMENT
A majority of the directors present, whether or not constituting a quorum, may adjourn any meeting to another time and place.
4.11 NOTICE OF ADJOURNMENT
Notice of the time and place of holding an adjourned meeting need not be given unless the meeting is adjourned for more than twenty-four (24) hours. If the meeting is adjourned for more than twenty-four (24) hours, then notice of the time and place of the adjourned meeting shall be given before the adjourned meeting takes place, in the manner specified in Section 4.7 of these bylaws, to the directors who were not present at the time of the adjournment.
197
13 4.12 BOARD ACTION BY WRITTEN CONSENT WITHOUT A MEETING Any action required or permitted to be taken by the board of directors may be taken without a meeting, provided that all members of the board individually or collectively consent in writing to that action. Such action by written consent shall have the same force and effect as a unanimous vote of the board of directors. Such written consent and any counterparts thereof shall be filed with the minutes of the proceedings of the board.
4.13 FEES AND COMPENSATION OF DIRECTORS
Directors and members of committees may receive such compensation, if any, for their services and such reimbursement of expenses as may be fixed or determined by resolution of the board of directors. This Section 4.13 shall not be construed to preclude any director from serving the corporation in any other capacity as an officer, agent, employee or otherwise and receiving compensation for those services.
4.14 APPROVAL OF LOANS TO OFFICERS
The corporation may, upon the approval of the board of directors alone, make loans of money or property to, or guarantee the obligations of, any officer of the corporation or its parent or subsidiary, whether or not a director, or adopt an employee benefit plan or plans authorizing such loans or guaranties provided that (i) the board of directors determines that such a loan or guaranty or plan may reasonably be expected to benefit the corporation, (ii) the corporation has outstanding shares held of record by 100 or more persons (determined as provided in Section 605 of the Code) on the date of approval by the board of directors, and (iii) the approval of the board of directors is by a vote sufficient without counting the vote of any interested director or directors.
ARTICLE V
COMMITTEES
5.1 COMMITTEES OF DIRECTORS
The board of directors may, by resolution adopted by a majority of the authorized number of directors, designate one (1) or more committees, each consisting of two or more directors, to serve at the pleasure of the board. The board may designate one (1) or more directors as alternate members of any committee, who may replace any absent member at any meeting of the committee. The appointment of members or alternate members of a committee requires the vote of a majority of the authorized number of directors. Any committee, to the extent provided in the resolution of the board, shall have all the authority of the board, except with respect to:
(a) the approval of any action which, under the Code, also requires shareholders' approval or approval of the outstanding shares; (b) the filling of vacancies on the board of directors or in any committee; 198
14 (c) the fixing of compensation of the directors for serving on the board or on any committee;
(d) the amendment or repeal of these bylaws or the adoption of new bylaws; (e) the amendment or repeal of any resolution of the board of directors which by its express terms is not so amendable or repealable;
(f) a distribution to the shareholders of the corporation, except at a rate or in a periodic amount or within a price range determined by the board of directors; or (g) the appointment of any other committees of the board of directors or the members of such committees.
5.2 MEETINGS AND ACTION OF COMMITTEES
Meetings and actions of committees shall be governed by, and held and taken in accordance with, the provisions of Article IV of these bylaws, Section 4.5 (place of meetings), Section 4.6 (regular meetings), Section 4.7 (special meetings and notice), Section 4.8 (quorum), Section 4.9 (waiver of notice), Section 4.10 (adjournment), Section
4.11 (notice of adjournment) and Section 4.12 (action without meeting), with such changes in the context of those bylaws as are necessary to substitute the committee and its members for the board of directors and its members; provided, however, that the time of regular meetings of committees may be determined either by resolution of the board of directors or by resolution of the committee, that special meetings of committees may also be called by resolution of the board of directors, and that notice of special meetings of committees shall also be given to all alternate members, who shall have the right to attend all meetings of the committee. The board of directors may adopt rules for the government of any committee not inconsistent with the provisions of these bylaws.
ARTICLE VI
OFFICERS
6.1 OFFICERS
The officers of the corporation shall be a president, a secretary and a chief financial officer. The corporation may also have, at the discretion of the board of directors, a chair of the board, one or more vice presidents, one or more assistant secretaries, one or more assistant treasurers and such other officers as may be appointed in accordance with the provisions of Section 6.3 of these bylaws. Except as limited and/or otherwise provided in Sections 13401.5 and 13403 of the Code, each officer of the corporation, except an assistant secretary and an assistant treasurer, shall be a “Licensed Person” as defined in Section 13401 of the Code. Any number of offices may be held by the same person. If there is only one shareholder, and that shareholder is serving as the sole director of the corporation, that same shareholder shall also serve as the president and the treasurer of the corporation. The other officers of the corporation in such situation need not be Licensed Persons. If there are only two 199
15 shareholders and those shareholders are serving as the only two directors of the corporation, those two shareholders between them shall fill the offices of president, vice president, secretary, and treasurer.
6.2 ELECTION OF OFFICERS
The officers of the corporation, except such officers as may be appointed in accordance with the provisions of Section 6.3 or Section 6.5 of these bylaws, shall be chosen by the board, subject to the rights, if any, of an officer under any contract of employment. This section 6.2 is subject to Code Section 13403.
6.3 SUBORDINATE OFFICERS
The board of directors may appoint, or may empower the president to appoint, such other officers as the business of the corporation may require, each of whom shall hold office for such period, have such authority, and perform such duties as are provided in these bylaws or as the board of directors may from time to time determine.
6.4 REMOVAL AND RESIGNATION OF OFFICERS
Subject to the rights, if any, of an officer under any contract of employment, any officer may be removed, either with or without cause, by the board of directors at any regular or special meeting of the board or, except in case of an officer chosen by the board of directors, by any officer upon whom such power of removal may be conferred by the board of directors.
Any officer may resign at any time by giving written notice to the corporation. Any resignation shall take effect at the date of the receipt of that notice or at any later time specified in that notice; and, unless otherwise specified in that notice, the acceptance of the resignation shall not be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of the corporation under any contract to which the officer is a party.
6.5 VACANCIES IN OFFICES
A vacancy in any office because of death, resignation, removal, disqualification or any other cause shall be filled in the manner prescribed in these bylaws for regular appointments to that office.
6.6 CHAIR OF THE BOARD
The chair of the board, if such an officer be elected, shall, if present, preside at meetings of the board of directors and exercise and perform such other powers and duties as may from time to time be assigned to the chair by the board of directors or as may be prescribed by these bylaws. If there is no president, then the chair of the board shall also be the chief executive officer of the corporation and shall have the powers and duties prescribed in Section 6.7 of these bylaws.
200
16 6.7 PRESIDENT
Subject to such supervisory powers, if any, as may be given by the board of directors to the chair of the board, if there be such an officer, the president shall be the chief executive officer of the corporation and shall, subject to the control of the board of directors, have general supervision, direction and control of the business and the officers of the corporation. The president shall preside at all meetings of the shareholders and, in the absence or nonexistence of a chair of the board, at all meetings of the board of directors. The president shall have the general powers and duties of management usually vested in the office of president of a corporation, and shall have such other powers and duties as may be prescribed by the board of directors or these bylaws
6.8 VICE PRESIDENTS
In the absence or disability of the president, the vice presidents, if any, in order of their rank as fixed by the board of directors or, if not ranked, a vice president designated by the board of directors, shall perform all the duties of the president and when so acting shall have all the powers of, and be subject to all the restrictions upon, the president.
The vice presidents shall have such other powers and perform such other duties as from time to time may be prescribed for them respectively by the board of directors, these bylaws, the president or the chair of the board.
6.9 SECRETARY
The secretary shall keep or cause to be kept, at the principal executive office of the corporation or such other place as the board of directors may direct, a book of minutes of all meetings and actions of directors, committees of directors and shareholders. The minutes shall show the time and place of each meeting, whether regular or special (and, if special, how authorized and the notice given), the names of those present at directors' meetings or committee meetings, the number of shares present or represented at shareholders' meetings and the proceedings thereof.
The secretary shall keep, or cause to be kept, at the principal executive office of the corporation or at the office of the corporation's transfer agent or registrar, as determined by resolution of the board of directors, a share register, or a duplicate share register, showing the names of all shareholders and their addresses, the number and classes of shares held by each, the number and date of certificates evidencing such shares and the number and date of cancellation of every certificate surrendered for cancellation.
The secretary shall give, or cause to be given, notice of all meetings of the shareholders and of the board of directors required to be given by law or by these bylaws. The secretary shall keep the seal of the corporation, if one be adopted, in safe custody and shall have such other powers and perform such other duties as may be prescribed by the board of directors or by these bylaws. 201
17 6.10 CHIEF FINANCIAL OFFICER
The chief financial officer shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of accounts of the properties and business transactions of the corporation, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, retained earnings and shares. The books of account shall at all reasonable times be open to inspection by any director.
The chief financial officer shall deposit all money and other valuables in the name and to the credit of the corporation with such depositaries as may be designated by the board of directors. The chief financial officer shall disburse the funds of the corporation as may be ordered by the board of directors, shall render to the president and directors, whenever they request it, an account of all of his or her transactions as chief financial officer and of the financial condition of the corporation, and shall have such other powers and perform such other duties as may be prescribed by the board of directors or these bylaws.
ARTICLE VII
INDEMNIFICATION OF DIRECTORS, OFFICERS,
EMPLOYEES, AND OTHER AGENTS
7.1 INDEMNIFICATION OF DIRECTORS AND OFFICERS
The corporation shall, to the maximum extent and in the manner permitted by the Code, indemnify each of its directors and officers against expenses (as defined in section 317(a) of the Code), judgments, fines, settlements, and other amounts actually and reasonably incurred in connection with any proceeding (as defined in section 317(a) of the Code), arising by reason of the fact that such person is or was an agent of the corporation. For purposes of this Article VII, a “director” or “officer” of the corporation includes any person (i) who is or was a director or officer of the corporation, (ii) who is or was serving at the request of the corporation as a director or officer of another corporation, partnership, joint venture, trust or other enterprise, or (iii) who was a director or officer of a corporation which was a predecessor corporation of the corporation or of another enterprise at the request of such predecessor corporation.
7.2 INDEMNIFICATION OF OTHERS
The corporation shall have the power, to the extent and in the manner permitted by the Code, to indemnify each of its employees and agents (other than directors and officers) against expenses (as defined in section 317(a) of the Code), judgments, fines, settlements, and other amounts actually and reasonably incurred in connection with any proceeding (as defined in section 317(a) of the Code), arising by reason of the fact that such person is or was an agent of the corporation. For purposes of this Article VII, an “employee” or “agent” of the corporation (other than a director or officer) includes any person (i) who is or was an employee or agent of the corporation, (ii) who is or was serving at the request of the corporation as an employee or agent of another corporation, partnership, joint venture, trust or other enterprise, or (iii) who was an employee or agent 202
18 of a corporation which was a predecessor corporation of the corporation or of another enterprise at the request of such predecessor corporation.
7.3 PAYMENT OF EXPENSES IN ADVANCE
Expenses incurred in defending any civil or criminal action or proceeding for which indemnification is required pursuant to Section 7.1 or for which indemnification is permitted pursuant to Section 7.2 following authorization thereof by the Board of Directors shall be paid by the corporation in advance of the final disposition of such action or proceeding upon receipt of an undertaking by or on behalf of the indemnified party to repay such amount if it shall ultimately be determined that the indemnified party is not entitled to be indemnified as authorized in this Article VII.
7.4 INDEMNITY NOT EXCLUSIVE
The indemnification provided by this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under any bylaw, agreement, vote of shareholders or disinterested directors or otherwise, both as to action in an official capacity and as to action in another capacity while holding such office, to the extent that such additional rights to indemnification are authorized in the Articles of Incorporation.
7.5 INSURANCE INDEMNIFICATION
The corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation against any liability asserted against or incurred by such person in such capacity or arising out of such person's status as such, whether or not the corporation would have the power to indemnify them against such liability under the provisions of this Article VII.
7.6 CONFLICTS
No indemnification or advance shall be made under this Article VII, except where such indemnification or advance is mandated by law or the order, judgment or decree of any court of competent jurisdiction, in any circumstance where it appears:
(a) That it would be inconsistent with a provision of the Articles of Incorporation, these bylaws, a resolution of the shareholders or an agreement in effect at the time of the accrual of the alleged cause of the action asserted in the proceeding in which the expenses were incurred or other amounts were paid, which prohibits or otherwise limits indemnification; or (b) That it would be inconsistent with any condition expressly imposed by a court in approving a settlement.
203
19 ARTICLE VIII
RECORDS AND REPORTS
8.1 MAINTENANCE AND INSPECTION OF SHARE REGISTER
The corporation shall keep either at its principal executive office or at the office of its transfer agent or registrar (if either be appointed), as determined by resolution of the board of directors, a record of its shareholders listing the names and addresses of all shareholders and the number and class of shares held by each shareholder.
A shareholder or shareholders of the corporation who holds at least five percent (5%) in the aggregate of the outstanding voting shares of the corporation or who holds at least one percent (1%) of such voting shares and has filed a Schedule 14B with the Securities and Exchange Commission relating to the election of directors, may (i) inspect and copy the records of shareholders' names, addresses, and shareholdings during usual business hours on five (5) days' prior written demand on the corporation and (ii) obtain from the transfer agent of the corporation, on written demand and on the tender of such transfer agent's usual charges for such list, a list of the names and addresses of the shareholders who are entitled to vote for the election of directors, and their shareholdings, as of the most recent record date for which that list has been compiled or as of a date specified by the shareholder after the date of demand. Such list shall be made available to any such shareholder by the transfer agent on or before the later of five (5) days after the demand is received or five (5) days after the date specified in the demand as the date as of which the list is to be compiled.
The record of shareholders shall also be open to inspection on the written demand of any shareholder or holder of a voting trust certificate, at any time during usual business hours, for a purpose reasonably related to the holder's interests as a shareholder or as the holder of a voting trust certificate.
Any inspection and copying under this Section 8.1 may be made in person or by an agent or attorney of the shareholder or holder of a voting trust certificate making the demand.
8.2 MAINTENANCE AND INSPECTION OF BYLAWS
The corporation shall keep at its principal executive office or, if its principal executive office is not in the State of California, at its principal business office in California the original or a copy of these bylaws as amended to date, which bylaws shall be open to inspection by the shareholders at all reasonable times during office hours. If the principal executive office of the corporation is outside the State of California and the corporation has no principal business office in such state, then the secretary shall, upon the written request of any shareholder, furnish to that shareholder a copy of these bylaws as amended to date.
8.3 MAINTENANCE AND INSPECTION OF OTHER CORPORATE RECORDS The accounting books and records and the minutes of proceedings of the 204
20 shareholders, of the board of directors and of any committee or committees of the board of directors shall be kept at such place or places as are designated by the board of directors or, in absence of such designation, at the principal executive office of the corporation. The minutes and the accounting books and records shall be kept either in written form or in any other form capable of being converted into written form.
The minutes and accounting books and records shall be open to inspection upon the written demand of any shareholder or holder of a voting trust certificate, at any reasonable time during usual business hours, for a purpose reasonably related to the holder's interests as a shareholder or as the holder of a voting trust certificate. The inspection may be made in person or by an agent or attorney and shall include the right to copy and make extracts. Such rights of inspection shall extend to the records of each subsidiary corporation of the corporation.
8.4 INSPECTION BY DIRECTORS
Every director shall have the absolute right at any reasonable time to inspect all books, records and documents of every kind, as well as the physical properties of the corporation and each of its subsidiary corporations. Such inspection by a director may be made in person or by an agent or attorney. The right of inspection includes the right to copy and make extracts of documents.
8.5 ANNUAL REPORT TO SHAREHOLDERS; WAIVER
The board of directors shall cause an annual report to be sent to the shareholders not later than one hundred twenty (120) days after the close of the fiscal year adopted by the corporation. Such report shall be sent at least fifteen (15) days (or, if sent by thirdclass mail, thirty-five (35) days) before the annual meeting of shareholders to be held during the next fiscal year and in the manner specified in Section 3.6 of these bylaws for giving notice to shareholders of the corporation. Any annual or periodic report that is issued may be sent by electronic transmission by the corporation.
The annual report shall contain (i) a balance sheet as of the end of the fiscal year, (ii) an income statement, (iii) a statement of changes in financial position for the fiscal year and (iv) any report of independent accountants or, if there is no such report, the certificate of an authorized officer of the corporation that the statements were prepared without audit from the books and records of the corporation.
The foregoing requirement of an annual report shall be waived so long as the shares of the corporation are held by fewer than one hundred (100) holders of record.
8.6 FINANCIAL STATEMENTS
If no annual report for the fiscal year has been sent to shareholders, then the corporation shall, upon the written request of any shareholder made more than one hundred twenty (120) days after the close of such fiscal year, deliver or mail to the person making the request, within thirty (30) days thereafter, a copy of a balance sheet as of the end of such fiscal year and an income statement and statement of changes in 205
21 financial position for such fiscal year.
If a shareholder or shareholders holding at least five percent (5%) of the outstanding shares of any class of stock of the corporation makes a written request to the corporation for an income statement of the corporation for the three-month, six-month or nine-month period of the then current fiscal year ended more than thirty (30) days before the date of the request, and for a balance sheet of the corporation as of the end of that period, then the chief financial officer shall cause that statement to be prepared, if not already prepared, and shall deliver personally or mail that statement or statements to the person making the request within thirty (30) days after the receipt of the request. If the corporation has not sent to the shareholders its annual report for the last fiscal year, the statements referred to in the first paragraph of this Section 8.6 shall likewise be delivered or mailed to the shareholder or shareholders within thirty (30) days after the request.
The quarterly income statements and balance sheets referred to in this section shall be accompanied by the report, if any, of any independent accountants engaged by the corporation or by the certificate of an authorized officer of the corporation that the financial statements were prepared without audit from the books and records of the corporation.
8.7 REPRESENTATION OF SHARES OF OTHER CORPORATIONS
The chair of the board, the president, any vice president, the chief financial officer, the secretary or assistant secretary of this corporation or any other person authorized by the board of directors or the president or a vice president, is authorized to vote, represent and exercise on behalf of this corporation all rights incident to any and all shares of any other corporation or corporations standing in the name of this corporation. The authority herein granted may be exercised either by such person directly or by any other person authorized to do so by proxy or power of attorney duly executed by such person having the authority.
ARTICLE IX
GENERAL MATTERS
9.1 RECORD DATE FOR PURPOSES OTHER THAN NOTICE AND VOTING For purposes of determining the shareholders entitled to receive payment of any dividend or other distribution or allotment of any rights or the shareholders entitled to exercise any rights in respect of any other lawful action (other than action by shareholders by written consent without a meeting), the board of directors may fix, in advance, a record date, which shall not be more than sixty (60) days before any such action. In that case, only shareholders of record at the close of business on the date so fixed are entitled to receive the dividend, distribution or allotment of rights, or to exercise such rights, as the case may be, notwithstanding any transfer of any shares on the books of the corporation after the record date so fixed, except as otherwise provided in the Code.
206
22 If the board of directors does not so fix a record date, then the record date for determining shareholders for any such purpose shall be at the close of business on the day on which the board adopts the applicable resolution or the sixtieth (60th) day before the date of that action, whichever is later.
9.2 CHECKS, DRAFTS, EVIDENCES OF INDEBTEDNESS
From time to time, the board of directors shall determine by resolution which person or persons may sign or endorse all checks, drafts other orders for payment of money, notes or other evidences of indebtedness that are issued in the name of or payable to the corporation, and only the persons so authorized shall sign or endorse those instruments.
9.3 CORPORATE CONTRACTS AND INSTRUMENTS: HOW EXECUTED
The board of directors, except as otherwise provided in these bylaws, may authorize any officer or officers, or agent or agents, to enter into any contract or execute any instrument in the name of and on behalf of the corporation; such authority may be general or confined to specific instances. Unless so authorized or ratified by the board of directors or within the agency power of an officer, no officer, agent or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable for any purpose or for any amount.
9.4 CERTIFICATES FOR SHARES
A certificate or certificates for shares of the corporation shall be issued to each shareholder when any of such shares are fully paid. The board of directors may authorize the issuance of certificates for shares partly paid provided that these certificates shall state the total amount of the consideration to be paid for them and the amount actually paid. All certificates shall be signed in the name of the corporation by the chair of the board or the vice chair of the board or the president or a vice president and by the chief financial officer or an assistant treasurer or the secretary or an assistant secretary, certifying the number of shares and the class or series of shares owned by the shareholder. Any or all of the signatures on the certificate may be facsimile.
In case any officer, transfer agent or registrar who has signed or whose facsimile signature has been placed on a certificate ceases to be that officer, transfer agent or registrar before that certificate is issued, it may be issued by the corporation with the same effect as if that person were an officer, transfer agent or registrar at the date of issue.
9.5 LOST CERTIFICATES
Except as provided in this Section 9.5, no new certificates for shares shall be issued to replace a previously issued certificate unless the latter is surrendered to the corporation and canceled at the same time. The board of directors may, in case any share certificate or certificate for any other security is lost, stolen or destroyed, authorize the issuance of replacement certificates on such terms and conditions as the board may 207
23 require; the board may require indemnification of the corporation secured by a bond or other adequate security sufficient to protect the corporation against any claim that may be made against it, including any expense or liability, on account of the alleged loss, theft or destruction of the certificate or the issuance of the replacement certificate.
9.6 CONSTRUCTION; DEFINITIONS
Unless the context requires otherwise, the general provisions, rules of construction and definitions in the Code shall govern the construction of these bylaws. Without limiting the generality of this provision, the singular number includes the plural, the plural number includes the singular and the term “person” includes both a corporation and a natural person.
"Electronic transmission by the corporation" means a communication (a) delivered by (1) facsimile telecommunication or electronic mail when directed to the facsimile number or electronic mail address, respectively, for that recipient on record with the corporation, (2) posting on an electronic message board or network which the corporation has designated for those communications, together with a separate notice to the recipient of the posting, which transmission shall be validly delivered upon the later of the posting or delivery of the separate notice thereof, or (3) other means of electronic communication, (b) to a recipient who has provided an unrevoked consent to the use of those means of transmission for communications under or pursuant to the Code, and (c) that creates a record that is capable of retention, retrieval, and review, and that may thereafter be rendered into clearly legible tangible form. However, an electronic transmission by a corporation to an individual shareholder or member under the Code is not authorized unless, in addition to satisfying the requirements of this section, the transmission satisfies the requirements applicable to consumer consent to electronic records as set forth in the Electronic Signatures in Global and National Commerce Act (15 U.S.C. Sec. 7001(c)(1)).
"Electronic transmission to the corporation" means a communication (a) delivered by (1) facsimile telecommunication or electronic mail when directed to the facsimile number or electronic mail address, respectively, which the corporation has provided from time to time to shareholders or members and directors for sending communications to the corporation, (2) posting on an electronic message board or network which the corporation has designated for those communications, and which transmission shall be validly delivered upon the posting, or (3) other means of electronic communication, (b) as to which the corporation has placed in effect reasonable measures to verify that the sender is the shareholder or member (in person or by proxy) or director purporting to send the transmission, and (c) that creates a record that is capable of retention, retrieval, and review, and that may thereafter be rendered into clearly legible tangible form.
“Electronic transmission by and to the corporation” has the meanings set forth above under the definitions “electronic transmission by the corporation” and “electronic transmission to the corporation”.
ARTICLE X
208
24 AMENDMENTS
10.1 AMENDMENT BY SHAREHOLDERS
New bylaws may be adopted or these bylaws may be amended or repealed by the vote or written consent of holders of a majority of the outstanding shares entitled to vote; provided, however, that if the articles of incorporation of the corporation set forth the number of authorized directors of the corporation, then the authorized number of directors may be changed only by an amendment of the articles of incorporation.
10.2 AMENDMENT BY DIRECTORS
Subject to the rights of the shareholders as provided in Section 10.1 of these bylaws, bylaws, other than a bylaw or an amendment of a bylaw changing the authorized number of directors (except to fix the authorized number of directors pursuant to a bylaw providing for a variable number of directors), may be adopted, amended or repealed by the board of directors.
The undersigned, being the sole Director of Simple Solutions Family Therapy, Inc. hereby adopts the foregoing Bylaws as the Bylaws of said corporation.
DATED as of June 16, 2020.
Saniyyah Mayo, sole Director
209
25 THIS IS TO CERTIFY:
That I am the duly elected, qualified and acting Secretary of Simple Solutions Family Therapy, Inc. and that the foregoing Bylaws were adopted as the Bylaws of this corporation as of June 16, 2020 by the Board of Directors of the corporation.
IN WITNESS WHEREOF, I, the undersigned, have hereunto set my hand this day of September, 2020.
By: Saniyyah Mayo
Secretary
3rd
210
BA20230489055
Entity Details
Corporation Name SIMPLE SOLUTIONS FAMILY THERAPY INC
Entity No. 4607184
Formed In CALIFORNIA
Street Address of Principal Office of Corporation
Principal Address 8350 ARCHIBALD AVENUE SUITE 110
RANCHO CUCAMONGA, CA 91730
Mailing Address of Corporation
Mailing Address 8350 ARCHIBALD AVENUE SUITE 110
RANCHO CUCAMONGA, CA 91730
Attention
Street Address of California Office of Corporation
Street Address of California Office 8350 ARCHIBALD AVENUE SUITE 110 RANCHO CUCAMONGA, CA 91730
Officers
Officer Name Officer Address Position(s)
SANIYYAH MAYO 8350 ARCHIBALD AVENUE SUITE 110
RANCHO CUCAMONGA, CA 91730
Chief Executive Officer, Secretary
Dimitrius Mayo Jr. 8350 Archibald Avenue Suite 110
Rancho Cucamonga, CA 91730
Chief Financial Officer
Additional Officers
Officer Name Officer Address Position Stated Position
None Entered
Directors
The number of vacancies on Board of Directors is: 0
Director Name Director Address
Saniyyah Mayo 8350 Archibald Avenue Suite 110
Rancho Cucamonga, CA 91730
Agent for Service of Process
Agent Name SANIYYAH MAYO
Agent Address 8350 ARCHIBALD AVENUE SUITE 110
RANCHO CUCAMONGA, CA 91730
Type of Business
Type of Business MENTAL HEALTH
Email Notifications
Opt-in Email Notifications Yes, I opt-in to receive entity notifications via email.
Labor Judgment
STATE OF CALIFORNIA
Office of the Secretary of State
STATEMENT OF INFORMATION
CORPORATION
California Secretary of State
1500 11th Street
Sacramento, California 95814
(916) 653-3516
B1610-5653 03/22/2023 9:38 AM Received by California Secretary of State
For Office Use Only
-FILEDFile No.: BA20230489055
Date Filed: 3/22/2023
211
No Officer or Director of this Corporation has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal therefrom is pending, for the violation of any wage order or provision of the Labor Code.
Electronic Signature
By signing, I affirm that the information herein is true and correct and that I am authorized by California law to sign.
SANIYYAH MAYO
Signature
03/22/2023
Date
B1610-5654 03/22/2023 9:38 AM Received by California Secretary of State 212
213
214
215
Signature Block
for Unbreakable Heights Housing Project
Homekey+ Application
________________________________________________________________ Simple Solutions Family Therapy, Inc, a California, Stock Corporation.
By: __________________ __________________
Date
SANIYYAH MAYO
Chief Executive Officer
216
Secretary of State
Certificate of Status
I, SHIRLEY N. WEBER, PH.D., California Secretary of State, hereby certify:
The above referenced entity is active on the Secretary of State's records and is authorized to exercise all its powers, rights and privileges in California.
This certificate relates to the status of the entity on the Secretary of State’s records as of the date of this certificate and does not reflect documents that are pending review or other events that may impact status.
No information is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity.
Active
Entity Name:
Entity No.:
Registration Date:
Entity Type:
4607184
06/16/2020
Stock Corporation - CA - General
Status:
Formed In: CALIFORNIA
SIMPLE SOLUTIONS FAMILY THERAPY INC
IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of April 12, 2025.
SHIRLEY N. WEBER, PH.D.
Secretary of State
Certificate No.:
To verify the issuance of this Certificate, use the Certificate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos.ca.gov. 316919333
217
DEPARTMENT OF THE TREASURY
INTERNAL REVENUE SERVICE
CINCINNATI OH 45999-0023
Date of this notice: 06-04-2020
Employer Identification Number:
85-1300613
Form: SS-4
Number of this notice: CP 575 A
SIMPLE SOLUTIONS FAMILY
PSYCHOTHERAPY
SIMPLE SOLUTIONS PSYCHOTHERAPY For assistance you may call us at:
8350 ARCHIBALD AVE STE 110 1-800-829-4933
RCH CUCAMONGA, CA 91730
IF YOU WRITE, ATTACH THE
STUB AT THE END OF THIS NOTICE.
WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER
Thank you for applying for an Employer Identification Number (EIN). We assigned you EIN 85-1300613. This EIN will identify you, your business accounts, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records.
When filing tax documents, payments, and related correspondence, it is very important that you use your EIN and complete name and address exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your account, or even cause you to be assigned more than one EIN. If the information is not correct as shown above, please make the correction using the attached tear off stub and return it to us.
Based on the information received from you or your representative, you must file the following form(s) by the date(s) shown.
Form 941 10/31/2020
Form 940 01/31/2021
Form 1120 04/15/2021
If you have questions about the form(s) or the due date(s) shown, you can call us at the phone number or write to us at the address shown at the top of this notice. If you need help in determining your annual accounting period (tax year), see Publication 538, Accounting Periods and Methods.
We assigned you a tax classification based on information obtained from you or your representative. It is not a legal determination of your tax classification, and is not binding on the IRS. If you want a legal determination of your tax classification, you may request a private letter ruling from the IRS under the guidelines in Revenue Procedure 2004-1, 2004-1 I.R.B. 1 (or superseding Revenue Procedure for the year at issue). Note:
Certain tax classification elections can be requested by filing Form 8832, Entity Classification Election. See Form 8832 and its instructions for additional information.
IMPORTANT INFORMATION FOR S CORPORATION ELECTION:
If you intend to elect to file your return as a small business corporation, an election to file a Form 1120-S must be made within certain timeframes and the corporation must meet certain tests. All of this information is included in the instructions for Form 2553, Election by a Small Business Corporation. 218
(IRS USE ONLY) 575A 06-04-2020 SIMP B 9999999999 SS-4
If you are required to deposit for employment taxes (Forms 941, 943, 940, 944, 945, CT-1, or 1042), excise taxes (Form 720), or income taxes (Form 1120), you will receive a Welcome Package shortly, which includes instructions for making your deposits electronically through the Electronic Federal Tax Payment System (EFTPS). A Personal Identification Number (PIN) for EFTPS will also be sent to you under separate cover.
Please activate the PIN once you receive it, even if you have requested the services of a tax professional or representative. For more information about EFTPS, refer to Publication 966, Electronic Choices to Pay All Your Federal Taxes. If you need to make a deposit immediately, you will need to make arrangements with your Financial Institution to complete a wire transfer.
The IRS is committed to helping all taxpayers comply with their tax filing obligations. If you need help completing your returns or meeting your tax obligations, Authorized e-file Providers, such as Reporting Agents (payroll service providers) are available to assist you. Visit the IRS Web site at www.irs.gov for a list of companies that offer IRS e-file for business products and services. The list provides addresses, telephone numbers, and links to their Web sites.
To obtain tax forms and publications, including those referenced in this notice, visit our Web site at www.irs.gov. If you do not have access to the Internet, call 1-800-829-3676 (TTY/TDD 1-800-829-4059) or visit your local IRS office.
IMPORTANT REMINDERS:
* Keep a copy of this notice in your permanent records. This notice is issued only one time and the IRS will not be able to generate a duplicate copy for you. You may give a copy of this document to anyone asking for proof of your EIN. * Use this EIN and your name exactly as they appear at the top of this notice on all your federal tax forms.
* Refer to this EIN on your tax-related correspondence and documents.
If you have questions about your EIN, you can call us at the phone number or write to us at the address shown at the top of this notice. If you write, please tear off the stub at the bottom of this notice and send it along with your letter. If you do not need to write us, do not complete and return the stub.
Your name control associated with this EIN is SIMP. You will need to provide this information, along with your EIN, if you file your returns electronically.
Thank you for your cooperation.
219
(IRS USE ONLY) 575A 06-04-2020 SIMP B 9999999999 SS-4
Keep this part for your records. CP 575 A (Rev. 7-2007) ---------------------------------------------------------------------------------------------- Return this part with any correspondence
so we may identify your account. Please CP 575 A
correct any errors in your name or address.
9999999999
Your Telephone Number Best Time to Call DATE OF THIS NOTICE: 06-04-2020 ( ) - EMPLOYER IDENTIFICATION NUMBER: 85-1300613
_____________________ _________________ FORM: SS-4 NOBOD
INTERNAL REVENUE SERVICE SIMPLE SOLUTIONS FAMILY
CINCINNATI OH 45999-0023 PSYCHOTHERAPY
SIMPLE SOLUTIONS PSYCHOTHERAPY
8350 ARCHIBALD AVE STE 110
RCH CUCAMONGA, CA 91730
220
221
1 OPERATING AGREEMENT
OF
HARVEST REALTY LLC
ARTICLE I
PURPOSE AND OFFICES OF CORPORATION
1.1 PURPOSE
The purpose of this corporation is to engage in the business of real estate, specifically the management, leasing, and operation of residential apartment complexes, and to engage in any other lawful activities related to real estate and property management not prohibited by applicable laws and regulations.
1.2 PRINCIPAL OFFICE
The board of directors shall fix the location of the corporation’s principal executive office at any place within or outside the State of California. If the principal executive office is located outside California and the corporation has one or more business offices in California, then the board of directors shall fix and designate a principal business office in the State of California. Once fixed, the board of directors shall have the authority to change the principal executive office from one location to another.
1.3 OTHER OFFICES
The board of directors may at any time establish branch or subordinate offices at any place or places where the corporation is qualified to do business.
ARTICLE II
SHARES AND SHAREHOLDERS
2.1 AUTHORIZED SHARES
The corporation is authorized to issue a certain number of shares, all of one class, designated “Common Stock.” This designation and the authorized number of shares may only be increased or otherwise revised pursuant to an amendment of the corporation’s Articles of Incorporation, as approved by the Board of Directors and Shareholders. 222
2 2.2 ISSUANCE OF ADDITIONAL SHARES
The Board of Directors shall have the authority to issue additional shares of stock, including non-voting stock as authorized by the Articles of Incorporation of the corporation, from time to time, on such terms and conditions, and for such price or prices, as the Board of Directors may determine in its sole discretion; provided, however, that shares of stock of the corporation may only be issued to persons who meet the qualifications set forth in section 2.3 of these Bylaws.
2.3 AUTHORIZED SHAREHOLDERS
Any individual or entity may own shares of the corporation’s stock, provided that the total shares owned by any single individual or entity do not exceed 49 percent of the total shares issued by the corporation. Additionally, the number of shares owned by individuals or entities within any one specific category must not exceed the number of shares owned by individuals or entities in any other category.
Shares may not be owned by a “disqualified person” as defined in section 13401(e) of the Code. Despite any provision to the contrary, the income of the corporation attributable to services rendered by a shareholder who is a disqualified person, as defined by Section 13401(e) of the Corporations Code, shall not in any manner accrue to the benefit of that shareholder or their shares.
ARTICLE III
MEETINGS OF SHAREHOLDERS
3.1 PLACE OF MEETINGS
Shareholder meetings shall be held at any place within or outside the State of California designated by the board of directors. In the absence of any such designation, shareholders' meetings shall be held at the corporation's principal executive office.
3.2 ANNUAL MEETING
The annual meeting of shareholders shall be held each year on a date and at a time designated by the board of directors. In the absence of such designation, the annual meeting of shareholders shall be held on the second Thursday of June each year at 10 a.m. However, if such day falls on a legal holiday, the meeting shall be held at the same time and place on the next succeeding full business day. Directors shall be elected at the meeting, and any other proper business may be transacted. 223
3 3.3 SPECIAL MEETING
A special meeting of the shareholders may be called at any time by the board of directors, the chair of the board, the president, or one or more shareholders holding shares in the aggregate entitled to cast not less than ten percent (10%) of the votes at that meeting.
Suppose a special meeting is called by any person or persons other than the board of directors, the president, or the chair of the board. In that case, the request shall be in writing, specifying the time of such meeting and the general nature of the business proposed to be transacted. It shall be delivered personally, sent by registered mail, or by electronic transmission to the corporation and sent to the chair of the board, the president, any vice president, or the corporation’s secretary. The officer receiving the request shall cause notice to be promptly given to the shareholders entitled to vote, in accordance with the provisions of Sections 3.5 and 3.6 of these bylaws, that a meeting will be held at the time requested by the person or persons calling the meeting, so long as that time is not less than thirty-five (35) nor more than sixty (60) days after the receipt of the request. If the notice is not given within twenty (20) days after receipt of the request, then the person or persons requesting the meeting may give the notice. Nothing contained in this paragraph of Section 3.3 shall be construed as limiting, fixing, or affecting the time when a meeting of shareholders called by action of the board of directors may be held.
3.4 MEETING BY ELECTRONIC TRANSMISSION
A meeting of the shareholders may be conducted, in whole or in part, by electronic transmission by and to the corporation or by electronic video screen communication provided:
(1) the corporation implements reasonable measures to provide shareholders an opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting concurrently with those proceedings, and (2) if any shareholder votes or takes other action at the meeting by means of electronic transmission to the corporation or electronic video screen communication, a record of that vote or action is maintained by the corporation. If such electronic meetings are authorized, a shareholder that attends via electronic transmission by and to the corporation or electronic video screen communication shall be deemed present as if that shareholder had attended the meeting in person or by proxy. Unless all shareholders otherwise consent, any request by a corporation to a shareholder for consent to conduct a meeting of shareholders by electronic transmission by and to the corporation shall include a notice that the meeting shall also be held at a physical location in accordance with Section 3.1 of Article III.
Nothing in Article III, Section 3 shall limit or restrict a shareholder’s right to notice of a meeting as provided in Article III.
224
4 3.5 NOTICE OF SHAREHOLDERS' MEETINGS
All notices of meetings of shareholders shall be sent or otherwise given in accordance with Section 3.6 of these bylaws not less than ten (10) (or, if sent by thirdclass mail pursuant to Section 3.6 of these bylaws, thirty (30)) nor more than sixty (60) days before the date of the meeting. The notice shall specify the place, date, and hour of the meeting and (i) in the case of a special meeting, the general nature of the business to be transacted (no business other than that specified in the notice may be transacted) or (ii) in the case of the annual meeting, those matters which the board of directors, at the time of giving the notice, intends to present for action by the shareholders (but subject to the provisions of the following paragraph of this Section 3.5 any proper matter may be presented at the meeting for such action). The notice of any meeting at which directors are to be elected shall include the name of any nominee or nominees who, at the time of the notice, the board intends to present for election.
If action is proposed to be taken at any meeting for approval of (i) a contract or transaction in which a director has a direct or indirect financial interest, pursuant to section 310 of the Corporations Code of California (the “Code”), (ii) an amendment of the articles of incorporation, pursuant to section 902 of the Code, (iii) a reorganization of the corporation, pursuant to section 1201 of the Code, (iv) a voluntary dissolution of the corporation, pursuant to section 1900 of the Code, or (v) a distribution in dissolution other than in accordance with the rights of outstanding preferred shares, pursuant to Section 2007 of the Code, then the notice shall also state the general nature of that proposal.
3.6 MANNER OF GIVING NOTICE; AFFIDAVIT OF NOTICE
Written notice of any meeting of shareholders shall be given (i) personally, (ii) by firstclass mail, (iii) by electronic transmission by the corporation, (iv) by third-class mail but only if the corporation has outstanding shares held of record by five hundred (500) or more persons (determined as provided in section 605 of the Code) on the record date for the shareholders’ meeting, or (v) by telegraphic or other written communication. Notices not personally delivered shall be sent charges prepaid. They shall be addressed to the shareholder at the address of that shareholder appearing on the corporation’s books or given by the shareholder to the corporation for the purpose of giving notice. If no such address appears on the corporation’s books or is given, notice shall be deemed to have been given if sent to that shareholder by mail or telegraphic or other written communication to the corporation’s principal executive office or if published at least once in a newspaper of general circulation in the county where that office is located. Notice shall be deemed to have been given when delivered personally or deposited in the mail or sent by electronic transmission by the corporation or by other means of written communication.
If any notice not sent by electronic transmission by the corporation addressed to a shareholder at the address of that shareholder appearing on the books of the corporation is returned to the corporation by the United States Postal Service marked to indicate that the United States Postal Service is unable to deliver the notice to the shareholder at that address, then all future notices or reports shall be deemed to have been duly given without further mailing if the same shall be available to the shareholder on written demand of the shareholder at the principal executive office of the corporation for a period of one (1) year from the date of the giving of the notice. 225
5 If the corporation is unable to deliver two consecutive notices to the shareholder by electronic transmission or the inability to so deliver a notice to the shareholder becomes known to the secretary, any assistant secretary, the transfer agent, or any other person responsible for giving notice, then that shareholder shall be deemed to have revoked consent to the use of those means of transmission for communications.
An affidavit of the mailing or other means of giving any notice of any shareholders’ meeting, executed by the secretary, assistant secretary, or any transfer agent of the corporation giving the notice, shall be prima facie evidence of the giving of such notice.
3.7 QUORUM
The presence in person or by proxy of the holders of a majority of the shares entitled to vote constitutes a quorum for the transaction of business at all shareholders’ meetings. The shareholders present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough shareholders to leave less than a quorum, if any action taken (other than adjournment) is approved by at least a majority of the shares required to constitute a quorum.
3.8 ADJOURNED MEETING; NOTICE
Any shareholders’ meeting, annual or special, whether or not a quorum is present, may be adjourned from time to time by the vote of the majority of the shares represented at that meeting, either in person or by proxy. In the absence of a quorum, no other business may be transacted at that meeting except as provided in Section 3.7 of these bylaws.
When any meeting of shareholders, either annual or special, is adjourned to another time or place, notice need not be given of the adjourned meeting if the time and place are announced at the meeting at which the adjournment is taken. However, if a new record date for the adjourned meeting is fixed or if the adjournment is for more than forty-five (45) days from the date set for the original meeting, notice of the adjourned meeting shall be given. Notice of any such adjourned meeting shall be given to each shareholder of record entitled to vote at the adjourned meeting in accordance with the provisions of Sections 3.5 and 3.6 of these bylaws. At any adjourned meeting, the corporation may transact any business which might have been transacted at the original meeting.
3.9 VOTING
The shareholders entitled to vote at any meeting of shareholders shall be determined in accordance with the provisions of Section 3.12 of these bylaws, subject to the provisions of sections 702 through 704 of the Code (relating to voting shares held by a fiduciary, in the name of a corporation or in joint ownership). 226
6 The shareholders’ vote may be by voice vote or by ballot, except that any election for directors must be by ballot if demanded by any shareholder at the meeting and before the voting has begun. Should a ballot vote be taken, an electronic transmission to the corporation may serve as the ballot of any shareholder participating by electronic transmission.
Except as provided in the last paragraph of this Section 3.9, or as may be otherwise provided in the articles of incorporation, each outstanding share, regardless of class, shall be entitled to one vote on each matter submitted to a vote of the shareholders. Any shareholder entitled to vote on any matter may vote part of the shares in favor of the proposal and refrain from voting the remaining shares or, except when the matter is the election of directors, may vote them against the proposal; but, if the shareholder fails to specify the number of shares which the shareholder is voting affirmatively, it will be conclusively presumed that the shareholder's approving vote is with respect to all shares which the shareholder is entitled to vote.
If a quorum is present, the affirmative vote of the majority of the shares represented and voting at a duly held meeting (in which shares voting affirmatively also constitute at least a majority of the required quorum) shall be the act of the shareholders unless the vote of a greater number or a vote by classes is required by the Code or by the articles of incorporation.
At a shareholders’ meeting at which directors are to be elected, a shareholder shall be entitled to cumulate votes (i.e., cast for any candidate a number of votes greater than the number of votes that such shareholder normally is entitled to cast) if the candidates’ names have been placed in nomination prior to commencement of the voting and the shareholder has given notice prior to commencement of the voting of the shareholder’s intention to cumulate votes. If any shareholder has given such a notice, then every shareholder entitled to vote may cumulate votes for candidates in nomination either (i) by giving one candidate a number of votes equal to the number of directors to be elected multiplied by the number of votes to which that shareholder’s shares are normally entitled or (ii) by distributing the shareholder’s votes on the same principle among any or all of the candidates, as the shareholder thinks fit. The candidates receiving the highest number of affirmative votes, up to the number of directors to be elected, shall be elected; votes against any candidate and votes withheld shall have no legal effect. 227
7 3.10 VALIDATION OF MEETINGS; WAIVER OF NOTICE; CONSENT The transactions of any meeting of shareholders, either annual or special, however called and noticed, and wherever held, shall be as valid as if they had been taken at a meeting duly held after regular call and notice, if a quorum be present either in person or by proxy, and if, either before or after the meeting, each person entitled to vote, who was not present in person or by proxy, signs a written waiver of notice or a consent to the holding of the meeting or an approval of the minutes thereof. The waiver of notice or consent or approval need not specify either the business to be transacted or the purpose of any annual or special meeting of shareholders, except that if action is taken or proposed to be taken for approval of any of those matters specified in the second paragraph of Section 3.5 of these bylaws, the waiver of notice or consent or approval shall state the general nature of the proposal. All such waivers, consents, and approvals shall be filed with the corporate records or made a part of the meeting minutes.
Attendance by a person at a meeting shall also constitute a waiver of notice of and presence at that meeting, except when the person objects at the beginning of the meeting to the transaction of any business because the meeting is not lawfully called or convened. Attendance at a meeting is not a waiver of any right to object to the consideration of matters required by the Code to be included in the notice of the meeting but not so included if that objection is expressly made at the meeting.
3.11 SHAREHOLDER ACTION BY WRITTEN CONSENT WITHOUT A MEETING Any action that may be taken at any annual or special meeting of shareholders may be taken without a meeting and without prior notice if a consent in writing, setting forth the action so taken, is signed by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all shares entitled to vote on that action were present and voted.
In the case of election of directors, such a consent shall be effective only if signed by the holders of all outstanding shares entitled to vote for the election of directors.
However, a director may be elected at any time to fill any vacancy on the board of directors, provided that it was not created by the removal of a director and that it has not been filled by the directors, by the written consent of the holders of a majority of the outstanding shares entitled to vote for the election of directors.
All such consents shall be maintained in the corporate records. Any shareholder, shareholder's proxy holder(s), transferee(s) of the shares, personal representative of the shareholder, or proxy holder(s) of the transferee(s) or a personal representative of the shareholder may revoke a written consent by a written statement received by the secretary of the corporation before written consents of the number of shares required to authorize the proposed action have been filed with the secretary. 228
8 If the consents of all shareholders entitled to vote have not been solicited in writing and if the unanimous written consent of all such shareholders has not been received, then the secretary shall give prompt notice of the corporate action approved by the shareholders without a meeting. Such notice shall be given to those shareholders entitled to vote who have not consented in writing and shall be given in the manner specified in Section 3.6 of these bylaws. In the case of approval of (i) a contract or transaction in which a director has a direct or indirect financial interest, pursuant to section 310 of the Code, (ii) indemnification of a corporate “agent,” pursuant to section 317 of the Code, (iii) a reorganization of the corporation, pursuant to section 1201 of the Code, and (iv) a distribution in dissolution other than in accordance with the rights of outstanding preferred shares, pursuant to section 2007 of the Code, the notice shall be given at least ten (10) days before the consummation of any action authorized by that approval.
3.12 RECORD DATE FOR SHAREHOLDER NOTICE; VOTING; GIVING CONSENTS For purposes of determining the shareholders entitled to notice of any meeting or to vote thereat or entitled to give consent to corporate action without a meeting, the board of directors may fix, in advance, a record date, which shall not be more than sixty (60) days nor less than ten (10) days before the date of any such meeting nor more than sixty (60) days before any such action without a meeting, and in such event only shareholders of record on the date so fixed are entitled to notice and to vote or to give consents, as the case may be, notwithstanding any transfer of any shares on the books of the corporation after the record date, except as otherwise provided in the Code.
If the board of directors does not so fix a record date:
(a) the record date for determining shareholders entitled to notice of or to vote at a meeting of shareholders shall be at the close of business on the first business day preceding the day on which notice is given or, if notice is waived, at the close of business on the first business day preceding the day on which the meeting is held; and (b) the record date for determining shareholders entitled to give consent to corporate action in writing without a meeting, (i) when no prior action by the board has been taken, shall be the day on which the first written consent is given, or (ii) when prior action by the board has been taken, shall be at the close of business on the day on which the board adopts the resolution relating to that action, or the sixtieth (60th) day before the date of such other action, whichever is later.
The record date for any other purpose shall be as provided in Article VIII of these bylaws.
229
9 3.13 PROXIES
Every person entitled to vote for directors, or on any other matter, shall have the right to do so either in person or by one or more agents authorized by a written proxy signed by the person and filed with the secretary of the corporation. A proxy shall be deemed signed if the shareholder's name is placed on the proxy (whether by manual signature, typewriting, telegraphic transmission, or otherwise) by the shareholder or the shareholder's attorney-in-fact. A validly executed proxy that does not state that it is irrevocable shall continue in full force and effect unless (i) the person who executed the proxy revokes it prior to the time of voting by delivering a written notice to the corporation stating that the proxy is revoked, executing a subsequent proxy and presenting it to the meeting, or voting in person at the meeting, or (ii) written notice of the death or incapacity of the maker of that proxy is received by the corporation before the vote pursuant to that proxy is counted; provided, however, that no proxy shall be valid after the expiration of eleven (11) months from the date of the proxy unless otherwise provided in the proxy.
The dates contained in the proxy forms presumptively determine the order of execution, regardless of the postmark dates on the envelopes in which they are mailed. The revocability of a proxy that states on its face that it is irrevocable shall be governed by the provisions of sections 705(e) and 705(f) of the Code.
3.14 INSPECTORS OF ELECTION
Before any shareholders meeting’, the board of directors may appoint an inspector or inspectors of election to act at the meeting or its adjournment. If no inspector of election is so appointed, then the chair of the meeting may, and on the request of any shareholder or a shareholder’s proxy shall, appoint an inspector or inspectors of election to act at the meeting. The number of inspectors shall be either one (1) or three (3). If inspectors are appointed at a meeting pursuant to the request of one (1) or more shareholders or proxies, then the holders of a majority of shares or their proxies present at the meeting shall determine whether one (1) or three (3) inspectors are to be appointed. If any person appointed as inspector fails to appear or fails or refuses to act, then the chair of the meeting may, and upon the request of any shareholder or a shareholder’s proxy shall, appoint a person to fill that vacancy.
Such inspectors shall:
(a) determine the number of shares outstanding and the voting power of each, the number of shares represented at the meeting, the existence of a quorum, and the authenticity, validity, and effect of proxies;
(b) receive votes, ballots, or consents;
(c) hear and determine all challenges and questions in any way arising in connection with the right to vote;
(d) count and tabulate all votes or consents;
(e) determine when the polls shall close;
(f) determine the result; and
(g) do any other acts that may be proper to conduct the election or vote with fairness to all shareholders.
230
10 ARTICLE IV
DIRECTORS
4.1 POWERS
Subject to the provisions of the Code and any limitations in the articles of incorporation and these bylaws relating to action required to be approved by the shareholders or by the outstanding shares, the corporation’s business and affairs shall be managed and all corporate powers shall be exercised by or under the direction of the board of directors.
4.2 NUMBER OF DIRECTORS
The number of directors of the corporation shall be not less than three (3) nor more than five (5), the exact authorized number to be fixed, within these limits, by resolution of the board of directors, unless or until changed by an amendment to this Section 4.2, duly adopted by the board of directors or by the shareholders. Notwithstanding the foregoing, (i) if all shares of the corporation are owned beneficially and of record by either one (1) or two (2) shareholders, the number of directors may be less than three (3) but not less than the number of shareholders, provided that such shareholder or shareholders shall be the director or directors; and (ii) before shares in the corporation have been issued, the number of directors may be one (1) or two (2). The indefinite number of directors may be changed, or a definite number may be fixed without provision for an indefinite number, by a duly adopted amendment to the articles of incorporation or by an amendment to this bylaw duly adopted by the vote or written consent of holders of a majority of the outstanding shares entitled to vote; provided, however, that an amendment reducing the fixed number or the minimum number of directors to a number less than five (5) cannot be adopted if the votes cast against its adoption at a meeting, or the shares not consenting in the case of an action by written consent, are equal to more than one-sixth the outstanding shares entitled to vote thereon. No amendment may change the stated maximum number of authorized directors to a number greater than two (2) times the stated minimum number of directors.
No reduction of the authorized number of directors shall result in the removal of any director before that director’s term of office expires.
4.3 ELECTION AND TERM OF OFFICE OF DIRECTORS
Directors shall be elected at each annual meeting of shareholders to hold office until the next annual meeting. Each director, including a director elected to fill a vacancy, shall hold office until the expiration of the term for which elected and until a successor has been elected and qualified. Except as provided in Sections 13401.5 and 13403 of the Code, each director of the corporation shall be a “Licensed Person” as defined in Section 13401 of the Code.
231
11 4.4 RESIGNATION AND VACANCIES
Any director may resign effective on giving written notice to the chair of the board, the president, the secretary, or the board of directors unless the notice specifies a later time for that resignation to become effective. If the resignation of a director is effective at a future time, the board of directors may elect a successor to take office when the resignation becomes effective.
Vacancies in the board of directors may be filled by a majority of the remaining directors, even if less than a quorum, or by a sole remaining director; however, a vacancy created by the removal of a director by the vote or written consent of the shareholders or by court order may be filled only by the affirmative vote of a majority of the shares represented and voting at a duly held meeting at which a quorum is present (which shares voting affirmatively also constitute a majority of the required quorum), or by the unanimous written consent of all shares entitled to vote thereon. Each director so elected shall hold office until the next annual meeting of the shareholders and until a successor has been elected and qualified.
A vacancy or vacancies in the board of directors shall be deemed to exist (i) in the event of the death, resignation, or removal of any director, (ii) if the board of directors by resolution declares vacant the office of a director who has been declared of unsound mind by an order of court or convicted of a felony, (iii) if the authorized number of directors is increased or (iv) if the shareholders fail, at any meeting of shareholders at which any director or directors are elected, to elect the number of directors to be elected at that meeting.
The shareholders may elect a director or directors at any time to fill any vacancy or vacancies not filled by the directors. Any such election other than to fill a vacancy created by removal, if by written consent, shall require the consent of the holders of a majority of the outstanding shares entitled to vote thereon.
4.5 PLACE OF MEETINGS; MEETINGS BY TELEPHONE AND ELECTRONIC
MEETINGS
Regular meetings of the board of directors may be held at any place within or outside the State of California that has been designated from time to time by resolution of the board. In the absence of such a designation, regular meetings shall be held at the corporation’s principal executive office. Special meetings of the board may be held at any place within or outside the State of California that has been designated in the notice of the meeting or, if not stated in the notice or if there is no notice, at the corporation’s principal executive office.
Regular or special meetings may be held by conference telephone, electronic video screen communication, or electronic transmission by and to the corporation. All such directors shall be deemed to be present in person at the meeting so long as each director can hear each other in the case of meetings by conference telephone or electronic video screen communication or can communicate with all other members concurrently in the case of meetings by electronic transmission by and to the 232
12 corporation.
4.6 REGULAR MEETINGS
Regular meetings of the board of directors may be held without notice if the times of such meetings are fixed by the board of directors.
4.7 SPECIAL MEETINGS; NOTICE
Special meetings of the board of directors for any purpose or purposes may be called at any time by the chair or co-chairs of the board, the president, any vice president, the chief financial officer, the secretary or any two directors. Notice of the time and place of special meetings shall be delivered personally, by telephone, by electronic transmission by the corporation, or sent by first-class mail, charges prepaid, addressed to each director at that director’s address as shown on the corporation's records. If the notice is mailed, it shall be deposited in the United States mail at least four (4) days before the time of the holding of the meeting. If the notice is delivered personally, by telephone, or by electronic transmission by the corporation, it shall be delivered personally, by telephone, or by electronic transmission by the corporation at least forty-eight (48) hours before the time of the holding of the meeting. Any oral notice given personally or by telephone may be communicated to the director or to a person at the director's office who the person giving the notice has reason to believe will promptly communicate it to the director. The notice need not specify the purpose or place of the meeting if the meeting is to be held at the corporation's principal executive office.
4.8 QUORUM
A majority of the authorized number of directors shall constitute a quorum for the transaction of business, except to adjourn as provided in Section 4.10 of these bylaws.
Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the board of directors, subject to the provisions of section 310 of the Code (as to approval of contracts or transactions in which a director has a direct or indirect material financial interest), section 311 of the Code (as to appointment of committees), section 317(e) of the Code (as to indemnification of directors), the articles of incorporation and other applicable law.
A meeting at which a quorum is initially present may continue to transact business, notwithstanding the withdrawal of directors, if any action taken is approved by at least a majority of the required quorum for that meeting.
4.9 WAIVER OF NOTICE
Notice of a meeting need not be given to any director (i) who provides a waiver of notice or a consent to holding the meeting or an approval of the minutes thereof, whether before or after the meeting or (ii) who attends the meeting without protesting, prior thereto or at its commencement, the lack of notice to such directors. All such waivers, consents, and approvals shall be filed with the corporate records or made part of the minutes of the meeting. A waiver of notice need not specify the purpose of any regular or 233
13 special meeting of the board of directors.
4.10 ADJOURNMENT
A majority of the directors present, whether or not constituting a quorum, may adjourn any meeting to another time and place.
4.11 NOTICE OF ADJOURNMENT
Notice of the time and place of holding an adjourned meeting need not be given unless the meeting is adjourned for more than twenty-four (24) hours. If the meeting is adjourned for more than twenty-four (24) hours, then notice of the time and place of the adjourned meeting shall be given before the adjourned meeting takes place, in the manner specified in Section 4.7 of these bylaws, to the directors who were not present at the time of the adjournment.
4.12 BOARD ACTION BY WRITTEN CONSENT WITHOUT A MEETING
Any action required or permitted to be taken by the board of directors may be taken without a meeting, provided that all members of the board individually or collectively consent in writing to that action. Such action by written consent shall have the same force and effect as a unanimous vote of the board of directors. Such written consent and any counterparts thereof shall be filed with the minutes of the proceedings of the board.
4.13 FEES AND COMPENSATION OF DIRECTORS
Directors and members of committees may receive such compensation, if any, for their services and such reimbursement of expenses as may be fixed or determined by resolution of the board of directors. This Section 4.13 shall not be construed to preclude any director from serving the corporation in any other capacity as an officer, agent, employee, or otherwise and receiving compensation for those services.
4.14 APPROVAL OF LOANS TO OFFICERS
The corporation may, upon the approval of the board of directors alone, make loans of money or property to, or guarantee the obligations of, any officer of the corporation, its parent, or its subsidiary, whether or not the officer is a director, or may adopt an employee benefit plan or plans authorizing such loans or guaranties provided that (i) the board of directors determines that such a loan, guarantee, or plan may reasonably be expected to benefit the corporation, (ii) the corporation has outstanding shares held of record by 100 or more persons (determined as provided in Section 605 of the Code) on the date of approval by the board of directors, and (iii) the approval of the board of directors is by a vote sufficient without counting the vote of any interested director or directors.
234
14 ARTICLE V
COMMITTEES OF DIRECTORS
5.1 POWERS
The board of directors may, by resolution adopted by a majority of the authorized number of directors, designate one (1) or more committees, each consisting of two or more directors, to serve at the pleasure of the board. The board may designate one (1) or more directors as alternate committee members, who may replace any absent member at any committee meeting. The appointment of members or alternate members of a committee requires the vote of a majority of the authorized number of directors. Any committee, to the extent provided in the resolution of the board, shall have all the authority of the board, except with respect to:
(a) the approval of any action which, under the Code, also requires shareholders’ approval or approval of the outstanding shares; (b) the filling of vacancies on the board of directors or in any committee; (c) the fixing of compensation of the directors for serving on the board or any committee;
(d) the amendment or repeal of these bylaws or the adoption of new bylaws; (e) the amendment or repeal of any resolution of the board of directors which by its express terms cannot be so amended or repealed;
(f) a distribution to the shareholders of the corporation, except at a rate or in a periodic amount or within a price range determined by the board of directors; or (g) the appointment of any other committees of the board of directors or the members of such committees.
5.2 MEETINGS AND ACTION OF COMMITTEES
Meetings and actions of committees shall be governed by, and held and taken in accordance with, the provisions of Article IV of these bylaws, Section 4.5 (place of meetings), Section 4.6 (regular meetings), Section 4.7 (special meetings and notice), Section 4.8 (quorum), Section 4.9 (waiver of notice), Section 4.10 (adjournment), Section
4.11 (notice of adjournment) and Section 4.12 (action without meeting), with such changes in the context of those bylaws as are necessary to substitute the committee and its members for the board of directors and its members; provided, however, that the time of regular meetings of committees may be determined either by resolution of the board of directors or by resolution of the committee, that special meetings of committees may also be called by resolution of the board of directors, and that notice of special meetings of committees shall also be given to all alternate members, who shall have the right to attend all meetings of the committee. The board of directors may adopt rules for the government of any committee that are not inconsistent with the provisions of these bylaws.
235
15 ARTICLE VI
OFFICERS
6.1OFFICERS
The officers of the corporation shall be a president, a secretary, and a chief financial officer. The corporation may also have, at the discretion of the board of directors, a chair of the board, one or more vice presidents, one or more assistant secretaries, one or more assistant treasurers, and such other officers as may be appointed in accordance with the provisions of Section 6.3 of these bylaws. Except as limited and/or otherwise provided in Sections 13401.5 and 13403 of the Code, each officer of the corporation, except an assistant secretary or an assistant treasurer, shall be a “Licensed Person” as defined in Section 13401 of the Code. The same person may hold any number of offices.
If there is only one shareholder, and that shareholder is serving as the sole director of the corporation, that same shareholder shall also serve as the president and the treasurer of the corporation. The other officers of the corporation in such a situation need not be Licensed Persons. If there are only two shareholders and those shareholders are serving as the only two directors of the corporation, those two shareholders between them shall fill the offices of president, vice president, secretary, and treasurer.
6.2 ELECTION OF OFFICERS
The officers of the corporation, except such officers as may be appointed in accordance with the provisions of Section 6.3 or Section 6.5 of these bylaws, shall be chosen by the board, subject to the rights, if any, of an officer under any contract of employment. This section 6.2 is subject to Code Section 13403.
6.3 SUBORDINATE OFFICERS
The board of directors may appoint, or may empower the president to appoint, such other officers as the business of the corporation may require, each of whom shall hold office for such period, have such authority, and perform such duties as are provided in these bylaws or as the board of directors may from time to time determine.
6.4 REMOVAL AND RESIGNATION OF OFFICERS
Subject to the rights, if any, of an officer under any contract of employment, any officer may be removed, either with or without cause, by the board of directors at any regular or special meeting of the board or, except in case of an officer chosen by the board of directors, by any officer upon whom such power of removal may be conferred by the board of directors.
Any officer may resign at any time by giving written notice to the corporation. Any resignation shall take effect at the date of the receipt of that notice or at any later time specified in that notice and, unless otherwise specified in that notice, the acceptance of the resignation shall not be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of the corporation under any contract to which the officer is a party.
236
16 6.5 VACANCIES IN OFFICES
A vacancy in any office because of death, resignation, removal, disqualification, or any other cause shall be filled in the manner prescribed in these bylaws for regular appointments to that office.
6.6 CHAIR OF THE BOARD
The chair of the board, if such an officer is elected, shall, if present, preside at meetings of the board of directors and exercise and perform such other powers and duties as may from time to time be assigned to the chair by the board of directors or as may be prescribed by these bylaws. If there is no president, then the chair of the board shall also be the chief executive officer of the corporation and shall have the powers and duties prescribed in Section 6.7 of these bylaws.
6.7 PRESIDENT
Subject to such supervisory powers, if any, as may be given by the board of directors to the chair of the board, if there be such an officer, the president shall be the chief executive officer of the corporation and shall, subject to the control of the board of directors, have general supervision, direction and control of the business and the officers of the corporation. The president shall preside at all meetings of the shareholders and, in the absence or nonexistence of a chair of the board, at all meetings of the board of directors. The president shall have the general powers and duties of management usually vested in the office of president of a corporation and shall have such other powers and duties as may be prescribed by the board of directors or these bylaws.
6.8 VICE PRESIDENTS
In the absence or disability of the president, the vice presidents, if any, in order of their rank as fixed by the board of directors or, if not ranked, a vice president designated by the board of directors, shall perform all the duties of the president and when so acting shall have all the powers of, and be subject to all the restrictions upon, the president.
The vice presidents shall have such other powers and perform such other duties as may be prescribed for them from time to time by the board of directors, these bylaws, the president, or the chair of the board.
6.9 SECRETARY
The secretary shall keep or cause to be kept, at the corporation's principal executive office or such other place as the board of directors may direct, a book of minutes of all meetings and actions of directors, committees of directors, and shareholders. The minutes shall show the time and place of each meeting, whether regular or special (and, if special, how authorized and the notice given), the names of those present at directors' meetings or committee meetings, the number of shares present or represented at shareholders' meetings and the proceedings thereof. 237
17 The secretary shall keep, or cause to be kept, at the principal executive office of the corporation or the office of the corporation's transfer agent or registrar, as determined by resolution of the board of directors, a share register, or a duplicate share register, showing the names of all shareholders and their addresses, the number and classes of shares held by each, the number and date of certificates evidencing such shares and the number and date of cancellation of every certificate surrendered for cancellation.
The secretary shall give or cause to be given notice of all meetings of the shareholders and of the board of directors required to be given by law or by these bylaws. The secretary shall keep the corporation’s seal, if one is adopted, in safe custody and shall have such other powers and perform such other duties as may be prescribed by the board of directors or by these bylaws.
6.10 CHIEF FINANCIAL OFFICER
The chief financial officer shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of accounts of the properties and business transactions of the corporation, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, retained earnings and shares. The books of account shall be open to inspection by any director at all reasonable times.
The chief financial officer shall deposit all money and other valuables in the name and to the credit of the corporation with such depositaries as may be designated by the board of directors. The chief financial officer shall disburse the funds of the corporation as may be ordered by the board of directors, shall render to the president and directors, whenever they request it, an account of all of his or her transactions as chief financial officer and of the financial condition of the corporation, and shall have such other powers and perform such other duties as may be prescribed by the board of directors or these bylaws.
238
18 ARTICLE VII
INDEMNIFICATION OF DIRECTORS, OFFICERS,
EMPLOYEES, AND OTHER AGENTS
7.1 INDEMNIFICATION OF DIRECTORS AND OFFICERS
The corporation shall, to the maximum extent and in the manner permitted by the Code, indemnify each of its directors and officers against expenses (as defined in section 317(a) of the Code), judgments, fines, settlements, and other amounts actually and reasonably incurred in connection with any proceeding (as defined in section 317(a) of the Code), arising by reason of the fact that such person is or was an agent of the corporation. For purposes of this Article VII, a “director” or “officer” of the corporation includes any person (i) who is or was a director or officer of the corporation, (ii) who is or was serving at the request of the corporation as a director or officer of another corporation, partnership, joint venture, trust or other enterprise, or (iii) who was a director or officer of a corporation which was a predecessor corporation of the corporation or of another enterprise at the request of such predecessor corporation.
7.2 INDEMNIFICATION OF OTHERS
The corporation shall have the power, to the extent and in the manner permitted by the Code, to indemnify each of its employees and agents (other than directors and officers) against expenses (as defined in section 317(a) of the Code), judgments, fines, settlements, and other amounts actually and reasonably incurred in connection with any proceeding (as defined in section 317(a) of the Code), arising by reason of the fact that such person is or was an agent of the corporation. For purposes of this Article VII, an “employee” or “agent” of the corporation (other than a director or officer) includes any person (i) who is or was an employee or agent of the corporation, (ii) who is or was serving at the request of the corporation as an employee or agent of another corporation, partnership, joint venture, trust or other enterprise, or (iii) who was an employee or agent of a corporation which was a predecessor corporation of the corporation or of another enterprise at the request of such predecessor corporation.
7.3 PAYMENT OF EXPENSES IN ADVANCE
Expenses incurred in defending any civil or criminal action or proceeding for which indemnification is required pursuant to Section 7.1 or for which indemnification is permitted pursuant to Section 7.2 following authorization thereof by the Board of Directors shall be paid by the corporation in advance of the final disposition of such action or proceeding upon receipt of an undertaking by or on behalf of the indemnified party to repay such amount if it shall ultimately be determined that the indemnified party is not entitled to be indemnified as authorized in this Article VII.
7.4 INDEMNITY NOT EXCLUSIVE
The indemnification provided by this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under any bylaw, 239
19 agreement, vote of shareholders or disinterested directors or otherwise, both as to action in an official capacity and as to action in another capacity while holding such office, to the extent that such additional rights to indemnification are authorized in the Articles of Incorporation.
7.5 INSURANCE INDEMNIFICATION
The corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee, or agent of the corporation against any liability asserted against or incurred by such person in such capacity or arising out of such person's status as such, whether or not the corporation would have the power to indemnify them against such liability under the provisions of this Article VII.
7.6 CONFLICTS
No indemnification or advance shall be made under this Article VII, except where such indemnification or advance is mandated by law or the order, judgment, or decree of any court of competent jurisdiction in any circumstance where it appears:
(a) that it would be inconsistent with a provision of the Articles of Incorporation, these bylaws, a resolution of the shareholders, or an agreement in effect at the time of the accrual of the alleged cause of the action asserted in the proceeding in which the expenses were incurred or other amounts were paid, which prohibits or otherwise limits indemnification; or (b) that it would be inconsistent with any condition expressly imposed by a court in approving a settlement.
ARTICLE VIII
RECORDS AND REPORTS
8.1 MAINTENANCE AND INSPECTION OF THE SHARE REGISTER
The corporation shall keep, as determined by resolution of the board of directors, a record of its shareholders, listing the names and addresses of all shareholders and the number and class of shares held by each shareholder, either at its principal executive office or at the office of its transfer agent or registrar (if either is appointed).
A shareholder or shareholders of the corporation who holds at least five percent (5%) in the aggregate of the outstanding voting shares of the corporation or who holds at least one percent (1%) of such voting shares and has filed a Schedule 14B with the Securities and Exchange Commission relating to the election of directors, may (i) inspect and copy the records of shareholders’ names, addresses, and shareholdings during usual business hours assuming they have given to the corporation a written demand five (5) or more days prior or may (ii) obtain from the transfer agent of the corporation, on written demand and on the tender of such transfer agent’s usual charges for such list, a list of the names and addresses of the shareholders who are entitled to vote for the election of directors, and their shareholdings, as of the most recent record date for which that list has been compiled or as of a date specified by the shareholder after the date of 240
20 demand. Such a list shall be made available to any such shareholder by the transfer agent on or before the later of five (5) days after the demand is received or five (5) days after the date specified in the demand as the date as of which the list is to be compiled.
The record of shareholders shall also be open to inspection on the written demand of any shareholder or holder of a voting trust certificate, at any time during usual business hours, for a purpose reasonably related to the holder’s interests as a shareholder or as the holder of a voting trust certificate.
Any inspection and copying under this Section 8.1 may be made in person by the shareholder or holder of a voting trust certificate making the demand or by an agent or attorney of the shareholder or holder of a voting trust certificate making the demand.
8.2 MAINTENANCE AND INSPECTION OF BYLAWS
The corporation shall keep the original or a copy of these bylaws as amended to date at its principal executive office or, if its principal executive office is not in the State of California, at its principal business office in California. Such an original or copy of these bylaws shall be open to inspection by the shareholders at all reasonable times during office hours. If the principal executive office of the corporation is outside the State of California and the corporation has no principal business office in California, then the secretary shall, upon the written request of any shareholder, furnish to that shareholder a copy of these bylaws as amended to date.
241
21 8.3 MAINTENANCE AND INSPECTION OF OTHER CORPORATE RECORDS The accounting books and records and the minutes of proceedings of the shareholders, of the board of directors, and of any committee or committees of the board of directors shall be kept at such place or places as are designated by the board of directors or, in the absence of such designation, at the principal executive office of the corporation.
The minutes, the accounting books, and the records shall be kept either in written form or any other form capable of being converted into written form.
The minutes and accounting books and records shall be open to inspection upon the written demand of any shareholder or holder of a voting trust certificate, at any reasonable time during usual business hours, for a purpose reasonably related to the holder's interests as a shareholder or as the holder of a voting trust certificate. The inspection may be made in person or by an agent or attorney and shall include the right to copy and make extracts. Such rights of inspection shall extend to the records of each subsidiary corporation of the corporation.
8.4 INSPECTION BY DIRECTORS
Every director shall have the absolute right at any reasonable time to inspect all books, records, and documents of every kind, as well as the physical properties of the corporation and its subsidiary corporations. Such inspection by a director may be made in person or by an agent or attorney. The right of inspection includes the right to copy and make extracts of documents.
8.5 ANNUAL REPORT TO SHAREHOLDERS; WAIVER
The board of directors shall cause an annual report to be sent to the shareholders not later than one hundred twenty (120) days after the close of the fiscal year adopted by the corporation. Such report shall be sent at least fifteen (15) days (or, if sent by thirdclass mail, thirty-five (35) days) before the annual meeting of shareholders to be held during the next fiscal year and in the manner specified in Section 3.6 of these bylaws for giving notice to shareholders of the corporation. Any annual or periodic report issued may be sent by electronic transmission by the corporation.
The annual report shall contain (i) a balance sheet as of the end of the fiscal year, (ii) an income statement, (iii) a statement of changes in financial position for the fiscal year, and (iv) any report of independent accountants or, if there is no such report, the certificate of an authorized officer of the corporation that the statements were prepared without audit from the books and records of the corporation.
The foregoing requirement of an annual report shall be waived so long as the shares of the corporation are held by fewer than one hundred (100) holders of record. 242
22 8.6 FINANCIAL STATEMENTS
If no annual report for the fiscal year has been sent to shareholders, then the corporation shall, upon the written request of any shareholder made more than one hundred twenty (120) days after the close of such fiscal year, deliver or mail to the person making the request, within thirty (30) days thereafter, a copy of a balance sheet as of the end of such fiscal year and an income statement and statement of changes in financial position for such fiscal year.
If a shareholder or shareholders holding at least five percent (5%) of the outstanding shares of any class of stock of the corporation makes a written request to the corporation for an income statement of the corporation for the three-month, six-month, or nine-month period of the then current fiscal year ended more than thirty (30) days before the date of the request, and for a balance sheet of the corporation as of the end of that period, then the chief financial officer shall cause that statement to be prepared, if not already prepared, and shall deliver personally or mail that statement or statements to the person making the request within thirty (30) days after the receipt of the request. If the corporation has not sent to the shareholders its annual report for the last fiscal year, the statements referred to in the first paragraph of this Section 8.6 shall likewise be delivered or mailed to the shareholder or shareholders within thirty (30) days after the request.
The quarterly income statements and balance sheets referred to in this section shall be accompanied by the report, if any, of any independent accountants engaged by the corporation or by the certificate of an authorized officer of the corporation that the financial statements were prepared without audit from the books and records of the corporation.
8.7 REPRESENTATION OF SHARES OF OTHER CORPORATIONS
The chair of the board, the president, every vice president, the chief financial officer, and the secretary and assistant secretary of this corporation are authorized to vote, represent, and exercise on behalf of this corporation all rights incident to any and all shares of any other corporation or corporations standing in the name of this corporation, as is any other person authorized by the board of directors, the president, or a vice president. The authority herein granted may be exercised either by such person directly or by any other person authorized to do so by proxy or power of attorney duly executed by such person having the authority.
243
23 ARTICLE IX
GENERAL MATTERS
9.1 RECORD DATE FOR PURPOSES OTHER THAN NOTICE AND VOTING For purposes of determining the shareholders entitled to receive payment of any dividend or other distribution or allotment of any rights or the shareholders entitled to exercise any rights in respect of any other lawful action (other than an action by shareholders by written consent without a meeting), the board of directors may fix, in advance, a record date, which shall not be more than sixty (60) days before any such action. In that case, only shareholders of record at the close of business on the date so fixed are entitled to receive the dividend, distribution, or allotment of rights, or to exercise such rights, as the case may be, notwithstanding any transfer of any shares on the books of the corporation after the record date so fixed, except as otherwise provided in the Code.
If the board of directors does not so fix a record date, then the record date for determining shareholders for any such purpose shall be at the close of business on the day on which the board adopts the applicable resolution or the sixtieth (60th) day before the date of that action, whichever is later.
9.2 CHECKS, DRAFTS, EVIDENCES OF INDEBTEDNESS
From time to time, the board of directors shall determine by resolution which person or persons may sign or endorse all checks, drafts, other orders for payment of money, promissory notes, or other evidences of indebtedness that are issued in the name of or payable to the corporation, and only the persons so authorized shall sign or endorse those instruments.
9.3 CORPORATE CONTRACTS AND INSTRUMENTS: HOW EXECUTED
The board of directors, except as otherwise provided in these bylaws, may authorize any officer or officers, or agent or agents, to enter into any contract or execute any instrument in the name of and on behalf of the corporation; such authority may be general or confined to specific instances. Unless so authorized or ratified by the board of directors or within the agency power of an officer, no officer, agent, or employee shall have any power or authority to bind the corporation by any contract or engagement, to pledge its credit, or to render it liable for any purpose or for any amount. 244
24 9.4 CERTIFICATES FOR SHARES
A certificate or certificates for shares of the corporation shall be issued to each shareholder when any of such shares are fully paid. The board of directors may authorize the issuance of certificates for shares partly paid provided that these certificates shall state the total amount of the consideration to be paid for them and the amount actually paid. All certificates shall be signed in the name of the corporation by the chair of the board, the vice chair of the board, the president, or a vice president and by the chief financial officer, an assistant treasurer, the secretary, or an assistant secretary, certifying the number of shares and the class or series of shares owned by the shareholder. Any or all of the signatures on the certificate may be facsimile.
In case any officer, transfer agent, or registrar who has signed or whose facsimile signature has been placed on a certificate ceases to be that officer, transfer agent, or registrar before that certificate is issued, the corporation may issue it with the same effect as if that person were an officer, transfer agent, or registrar at the date of issue.
9.5 LOST CERTIFICATES
Except as provided in this Section (9.5), no new certificates for shares shall be issued to replace a previously issued certificate unless the latter is surrendered to the corporation and canceled at the same time. The board of directors may, in case any share certificate or certificate for any other security is lost, stolen, or destroyed, authorize the issuance of replacement certificates on such terms and conditions as the board may require; the board may require indemnification of the corporation secured by a bond or other adequate security sufficient to protect the corporation against any claim that may be made against it, including any expense or liability, on account of the alleged loss, theft or destruction of the certificate or the issuance of the replacement certificate.
9.6 CONSTRUCTION; DEFINITIONS
Unless the context requires otherwise, the general provisions, rules of construction, and definitions in the Code shall govern the construction of these bylaws.
Without limiting the generality of this provision, the singular number includes the plural, the plural number includes the singular, and the term “person” includes both a corporation and a natural person.
245
25 “Electronic transmission by the corporation” means a communication (a) delivered by (1) facsimile telecommunication or electronic mail when directed to the facsimile number or electronic mail address, respectively, for that recipient on record with the corporation, (2) posting on an electronic message board or network which the corporation has designated for those communications, together with a separate notice to the recipient of the posting, which transmission shall be validly delivered upon the later of the posting or delivery of the separate notice thereof, or (3) other means of electronic communication, (b) to a recipient who has provided an unrevoked consent to the use of those means of transmission for communications under or pursuant to the Code, and (c) that creates a record that is capable of retention, retrieval, and review, and that may thereafter be rendered into clearly legible tangible form. However, an electronic transmission by a corporation to an individual shareholder or member under the Code is not authorized unless, in addition to satisfying the requirements of this section, the transmission satisfies the requirements applicable to consumer consent to electronic records as set forth in the Electronic Signatures in Global and National Commerce Act (15 U.S.C. Sec. 7001(c)(1)).
“Electronic transmission to the corporation” means a communication (a) delivered by (1) facsimile telecommunication or electronic mail when directed to the facsimile number or electronic mail address, respectively, which the corporation has provided from time to time to shareholders or members and directors for sending communications to the corporation, (2) posting on an electronic message board or network which the corporation has designated for those communications, and which transmission shall be validly delivered upon the posting, or (3) other means of electronic communication, (b) as to which the corporation has placed in effect reasonable measures to verify that the sender is the shareholder or member (in person or by proxy) or director purporting to send the transmission, and (c) that creates a record that is capable of retention, retrieval, and review, and that may thereafter be rendered into clearly legible tangible form.
“Electronic transmission by and to the corporation” has the meanings set forth above under the definitions “electronic transmission by the corporation” and “electronic transmission to the corporation.”
246
26 ARTICLE X
AMENDMENTS
10.1 AMENDMENT BY SHAREHOLDERS
New bylaws may be adopted, or these bylaws may be amended or repealed, by the vote or written consent of holders of a majority of the outstanding shares entitled to vote; provided, however, that if the articles of incorporation of the corporation set forth the number of authorized directors of the corporation, then the authorized number of directors may be changed only by an amendment of the articles of incorporation.
10.2 AMENDMENT BY DIRECTORS
Subject to the rights of the shareholders as provided in Section 10.1 of these bylaws, new bylaws or amendments of bylaws, other than a bylaw or an amendment of a bylaw changing the authorized number of directors (except to fix the authorized number of directors pursuant to a bylaw providing for a variable number of directors), may be adopted, amended, or repealed by the board of directors.
The undersigned, being the sole Director of Harvest Realty LLC., hereby adopts the foregoing Bylaws as the Bylaws of said corporation.
DATED as of April 13, 2024.
Saniyyah Mayo, sole Director
THIS IS TO CERTIFY:
That I am the duly elected, qualified, and acting Secretary of Harvest Realty LLC. and that the foregoing Bylaws were adopted as the Bylaws of this corporation as of April 13, 2024 by the Board of Directors of the corporation.
IN WITNESS WHEREOF,
I, the undersigned, have hereunto set my hand this 13th day of April, 2024.
Saniyyah Mayo, Secretary
247
Utility Allowance
for Harvest Realty, LLC, Housing Project
Homekey+ Application
For the Unbreakable Heights Permanent Supportive Housing Project located at 11351 Chamberlaine Way, Adelanto, CA 92301, no utility allowance is required. All utilities for the residential units will be paid directly by the property owner, Harvest Realty, LLC. As such, there is no need to calculate or apply utility allowances for tenants residing in this development. 248
Tenant Selection Plan
for Unbreakable Heights Housing Project
Homekey+ Application
________________________________________________________________ The Unbreakable Heights Permanent Supportive Housing Project ensures an equitable, transparent, and efficient tenant selection process in full compliance with Homekey+ Program guidelines, Continuum of Care (CoC) policies, and fair housing laws.
COORDINATED ENTRY SYSTEM (CES) PARTICIPATION
The project will use CES to prioritize and select tenants based on vulnerability and service needs.
As the primary service provider, Environmental Alternatives will actively collaborate with the regional CoC and CES lead agency to ensure adherence to all CES protocols. • Youth units (65 units): Youth tenants will be referred through CES, prioritizing homeless youth, youth at risk of homelessness, and transition-age youth, including:
o Former foster youth
o Youth formerly involved in the child welfare or juvenile justice systems o AB12-eligible youth qualifying for Transitional Housing Placement Plus (THPPlus) funding o Vulnerability will be assessed using CES-approved tools, and referrals will prioritize youth with the highest needs.
• Veteran units (66 units): Veteran tenants will be similarly selected through CES, focusing on veterans experiencing or at risk of homelessness. Additional consideration will be given to those with co-occurring conditions, chronic medical or behavioral health needs, and other risk factors identified through CES.
Environmental Alternatives staff will participate in regular CES case conference meetings to ensure smooth coordination and referrals.
ELIGIBILITY CRITERIA
To be eligible for tenancy, applicants must meet the following:
• Verified homelessness status or at risk of homelessness, as defined by the United States Department of Housing and Urban Development and the Homekey+ Program. • Income eligibility at or below 30% of the local area median income (AMI). • Willingness to engage in supportive services offered on-site, though participation is voluntary and not a condition of tenancy.
249
Tenants will not be disqualified based on credit history, criminal history (except for specific violent crimes as per HUD guidance), income source, or prior evictions, aligning with Housing First principles.
NONDISCRIMINATION AND EQUITY
The tenant selection process will fully comply with the Fair Housing Act, California Fair Employment and Housing Act, and all applicable anti-discrimination laws. No applicant will be denied based on race, color, national origin, religion, gender, sexual orientation, gender identity, age, disability, familial status, or other protected categories.
The project intentionally addresses equity by ensuring access for marginalized populations, including Black, Indigenous, Latinx, LGBTQ+, and disabled individuals disproportionately represented in homelessness data.
SUBSIDY UTILIZATION
• 50% of the units will utilize Housing Choice Vouchers, including VASH Vouchers, to provide additional rental assistance, ensuring long-term affordability. • The remaining 50% will be reserved for tenants at or below 30% AMI, who will contribute no more than 30% of their adjusted income toward rent.
Harvest Realty, LLC, will coordinate with local public housing authorities and other subsidy administrators to manage voucher acceptance, rent collection, and compliance.
TENANCY RIGHTS & SUPPORT
All tenants will have lease protections under California landlord-tenant law. No tenant will lose their housing if their income increases after move-in. Upon turnover, vacant units will be filled through CES following the original population designations.
Tenants will have access to:
• Onsite case management
• Behavioral health support
• CalAIM services
• Housing retention support
All services will be voluntary, trauma-informed, and tailored to the unique needs of the youth and veteran populations served.
250
Local Approvals and Environmental Review Verification
To the Applicant: Submit this form to the agency or department of local government responsible for administration of the items listed. This form may be submitted to more than one agency or department if necessary. If an item is not required, include the reason why in box provided.
Project Applicant/Co-Applicant: THE CITY OF ADELANTO
Applicant/Co-Applicant Address:
Applicant/Co-Applicant City:
Project Name: UNBREAKABLE HEIGHTS
Project Address/site: 11351 Chamberlaine Way
Project City: ADELANTO
Project County: San Bernardino
Assessor Parcel Numbers (APNs): 0459-141-12
Specify in the box below, items not required and explain why (include documentation, if applicable):
To the local jurisdiction: The Applicant named above has submitted an application to the State Dept. of Housing and Community Development (HCD) requesting funding for the Project named above, under the Homekey+ Program. Projects submitted for program funding are subject continuous, over the Counter basis, with exceptions noted in Section 400. Project readiness is a component of that process. Verification of items listed below will be used in evaluating Homekey+ applications.
Is this Project approved "by right"?
Applicable for this
Project % Complete Approved Date
CEQA Environmental Clearance is in progress, approved, or determined to be unnecessary
CEQA No
NEPA Environmental Clearance is in progress, approved, or determined to be unnecessary
NEPA No
Statement Completed by (please print):
NEPA is not required because there is no federal funding involved. This project is ministerially exempt from the California Environmental Quality Act (CEQA) pursuant to Assembly Bill 2162.
Required for this
Project? Under Review? Verified as Completed and date completed All necessary, discretionary, and non-discretionary public land use approvals except building permits and other ministerial approvals are:
Specify in the box below, items not required and explain why (include documentation, if applicable):
Dated:
Signature:
Agency or Department Phone:
Title:
Agency or Department:
Agency or Department Address:
1 of 1 Local Enviro Verification
251
Funding Limit Exemption Form
for Harvest Realty, LLC, Housing Project
Homekey+ Application
The Unbreakable Heights Permanent Supportive Housing project does not require funding in excess of the Homekey+ program limits. The development team has carefully designed the project scope, budget, and operating plan to align with the established per-unit caps and eligible use criteria outlined in the Homekey+ NOFA.
Although the project is located in a rural area within San Bernardino County, where access to services and infrastructure can present cost challenges, the team has intentionally selected costeffective development strategies, including the acquisition and installation of modular housing on a permanent foundation. This approach significantly reduces construction and labor costs while ensuring high-quality, code-compliant housing for all tenants.
In addition, existing partnerships with experienced service providers and CalAIM reimbursement streams further enhance the project’s sustainability and reduce the need for excess public funding. The applicant and co-applicants are committed to leveraging all available nonstate resources, including housing vouchers and operational match contributions, to remain within the allowable budget thresholds.
As such, no request for additional funding above the Homekey+ program limits is being made for this project.
252
253
254
255
256
257
Saniyyah Mayo
\
EMPLOYMENT HISTORY
2024 to Present – CEO, Harvest Realty LLC
Set and oversee the strategic direction of the company, including investment planning, asset allocation, and long-term growth initiatives
Manage and protect company assets through proper legal structuring and risk mitigation strategies Maintain financial oversight, including budgeting, cash flow management, and performance tracking Make key investment decisions to support revenue generation and portfolio growth Maintain control over subsidiaries by guiding operational decisions and overall management Identify, assess, and manage risks related to real estate investments, including market and legal risks Ensure full compliance with all relevant legal, tax, and regulatory requirements Work closely with legal counsel to review and establish sound legal structures and contracts Keep accurate records of assets, financial performance, and investment activities Prepare and file required tax returns and financial reports Make high-level decisions regarding acquisitions, dispositions, and other strategic business moves 1/2020 to Present – CEO and Founder, Simple Solutions Psychotherapy, Act as the figurative head of the organization when communicating with stakeholders, government entities and the general public.
Lead the development of the organization’s long and short-term strategies.
Manage overall operations and make major decisions affecting the organization.
Manage the organization’s resources.
Negotiate or approve agreements and contracts for the organization.
Ensure and enforce compliance with government laws and regulations.
Process and prepare recruitment and selection materials to obtain top candidates.
Conduct review of resumes and online applications to determine qualifications and experience of candidates.
Analyze and identify necessary skills and qualifications needed for positions.
Conduct meetings with school districts administrators regarding implementing the program within their schools. 2/2020 to 7/2020 – Licensed Marriage and Family Therapist, Liberty Healthcare (Full-time) Help to significantly improve the health of individuals who are struggling with acute and chronic mental illness. Screen inmate clients, conduct intake assessments and prepare diagnostic evaluations. Evaluate and treat inmate clients who are in crisis. Develop, implement and evaluate goal-oriented treatment plans. Provide direct clinical treatment services to inmate clients - individually and in groups. Service as primary therapist for assigned inmate clients and managing a caseload. Collaborate with Psychiatrists, RNs, LCSWs, LMFTs and other ancillary clinicians and security staff.
1/2018 to 2023 – CEO and Founder, Girls Gossip and Women Network LLC, School Aged Treatment Girls Teach and design mental health curriculum for middle and high school girls.
Facilitate and participate in workshop and trainings designed to psycho-educate the community about mental health.
Ensure and enforce compliance with government laws and regulations.
Process and prepare recruitment and selection materials to obtain top candidates.
Conduct review of resumes and online applications to determine qualifications and experience of candidates.
Analyze and identify necessary skills and qualifications needed for positions.
Conduct meetings with school districts administrators regarding implementing the program within their schools. 258
Saniyyah Mayo
7/2018 to 2/2020 Licensed Marriage and Family Therapist, Private Practice, (Part-Time) Provide direct assessment, diagnosis formulation, treatment planning, treatment intervention and psychoeducation to clients and/or family members.
Provide diagnosis, treatment planning and treatment intervention of clients.
Provide treatment to adults, adolescents and children.
Maintains written record of therapy, prepare reports and letters.
Provide telephone assessment, counseling, resource information and referrals.
Proficient in various treatment modalities including but not limited to individual, group, family, and child therapy.
Demonstrate expertise in a variety of treatment methodologies. 7/2015 to 3/2018 – Associate Marriage and Family Therapist, Chaffey Joint Union High School District, (Full-Time)
Case management for 30+ Special Education students, including managing and documenting case files, attended Individualized Education Plan (IEP) meetings, provided individual, group, and family therapy.
Diagnosed and treated students with a range of clinical disorders.
Responded to crisis on campus and provided lethality assessments and screening; contacted San Bernardino County crisis team and safety resource officer when needed.
Collaborated amongst case carriers, teachers, school administrators, parents, outside mental health professionals, social workers, and others involved with the treatment of student’s social environment.
Conducted classroom observation and student assessment.
Provided Therapeutic Support Services (TSS), by referral, for students receiving outside therapeutic services.
Incorporated treatment plans, established treatment goals, monitored Behavioral Improvement Plan (BIP) and ensured compliance with IEPs.
3/2014 to 7/2015 - Eligibility Worker II, San Bernardino County, (Full-Time) Referred all applicants and recipients who needed social services to designated social work staff members after completing the appropriate referral form.
Interviewed applicants for, and recipients of, one or more aid categories to assist them in the completion and clarification of the prescribed application and declaration forms upon which eligibility decisions were based.
Conducted interviews in a Transitional Assistance Department office, private homes, hospitals, nursing homes or other locations outside of the department office.
Determined eligibility accordance with state and county procedures.
Authorized cash, medical and or food stamp assistance.
EDUCATION AND ACCOMPLISHMENT
Doctor of Marriage and Family Therapy, Loma Linda University, Loma Linda CA, 2026 Doctor of Philospohy, Christian Theological Seminary, Indianapolis IN, 2018 Master of Arts, Clinical Psychology, Azusa Pacific University, Azusa, CA, July 2013 Bachelor of Science, Criminal Justice, Everest University, January 2010
LICENSES/NPI
Licensed Marriage and Family Therapist, Board of Behavioral Sciences, Registration #LMFT103963 National Provider Identifier #1780153692
259
KIMBERLY STEWART
1265 Kendall Dr.
San Bernardino, CA 92407
(909) 955-3831
[email protected]
PROFESSIONAL SUMMARY
Dedicated and results-driven social services professional with extensive experience in care coordination, case management, and employment services. Proven ability to support justiceinvolved and high-need populations through individualized service planning, career counseling, and community resource navigation. Skilled in motivational interviewing, trauma-informed care, and client advocacy, with a strong focus on improving both health and economic outcomes.
Passionate about empowering underserved individuals by connecting them to housing, training programs, employment opportunities, and supportive services through collaborative and culturally competent care.
SKILLS & QUALIFICATIONS
• Care Coordination & Case Management (Clinical & Justice-Involved Populations) • Employment Counseling, Job Readiness Training & Resume Building • Community Resource Navigation, Referrals & Housing Assistance • Individualized Service Plan Development & Goal Setting • Trauma-Informed & Culturally Competent Care
• Motivational Interviewing & Patient Advocacy
• Workshop Facilitation, Employer Engagement & Job Placement • Collaboration with Probation & Community Agencies
• HIPAA Compliance & Regulatory Documentation
• Electronic Medical Records (EMR): Molina CCA, eClinicalWorks
PROFESSIONAL EXPERIENCE
Case Management Coordinator (ECM)
Simple Solutions Psychotherapy | February 2025 – Present • Manage a caseload of 50-75 high-need Medi-Cal members, addressing clinical and nonclinical needs through comprehensive care coordination. 260
• Conduct Health Risk Assessments (HRA) for new members and ongoing six-month follow-ups.
• Develop and implement individualized care plans, ensuring timely documentation. • Advocate for members by coordinating with healthcare professionals and linking them to social services.
• Engage members via phone and in-person visits to assess needs and monitor progress. • Provide patient education on self-management strategies and promote preventive care. • Coordinated transportation services to and from medical appointments, increasing access to care for underserved populations.
• Coordinate appointments with primary care providers, specialists, and community-based services.
• Perform documentation in Molina CCA, ensuring compliance with HIPAA and ECM standards.
HIV PrEP Counselor
Inland Behavioral and Health Services | November 2024 – February 2025 • Maintained an active caseload of 50–100 patients, providing monthly follow-ups to support PrEP adherence and health maintenance.
• Documented all client interactions, assessments, and outcomes in eClinicalWorks to ensure continuity of care and compliance.
• Counseled new patients on PrEP medication, HIV risk, and prevention strategies using trauma-informed and culturally competent approaches.
• Coordinated transportation services to and from medical appointments, increasing access to care for underserved populations.
• Collaborated closely with MDs, nurse practitioners, and RNs to develop and monitor individualized care plans.
• Organized and hosted HIV awareness events to educate the community, reduce stigma, and increase PrEP enrollment.
Employment Placement Specialist
Behavioral Systems Southwest | October 2018 – November 2024 • Assisted justice-impacted individuals with employment counseling, job readiness training, resume building, and mock interview preparation. • Developed and implemented individualized Employment and Educational Plans to support participants' long-term occupational and educational goals. • Provided orientation for new residents, including Federal inmates and probationers. • Referred homeless residents to various organizations for housing assistance. • Partnered with community resources and attended PACT meetings to connect with organizations supporting the justice-involved community. 261
• Collaborated with the Probation Department to enhance programming success and participant support.
• Organized and facilitated various events, quarterly job and resource fairs, and community relation board meetings.
• Built and maintained a network of prospective employers for job placement opportunities.
• Verified employment for all program participants to ensure accountability and successful outcomes.
• Maintained detailed case notes and Individual Placement Plans (IPP’s) to monitor participant progress.
• Established partnerships with local businesses, nonprofit organizations, and government agencies to expand employment and resource opportunities.
EDUCATION
Grand Canyon University – B.A. in Sociology (March 24, 2025) | GPA: 3.5 University of Phoenix – A.A. in Psychology (2017) | GPA: 3.7 262
Cidney Heath
(909) 697-6408 | [email protected] | Eastvale, CA
EMPLOYMENT HISTORY
Simple Solutions Psychotherapy Rancho Cucamonga, CA
Case Management Coordinator Feb 2025- present
● Conduct assessments to evaluate clients’ needs, situations, and barriers. ● Develop individualized care plans for each client based on their short- and long-term goals. ● Arrange services such as medical care, mental health support, housing, or financial assistance. ● Track clients’ progress and update care plans as needed. ● Maintain accurate documentation of interactions, services provided, and outcomes ● Advocate for clients to receive needed services and benefits. ● Connect clients with appropriate resources and support services to help them achieve individualized goals and improve overall well-being.
Physician’s Billing and Management Services Upland, CA
Medical Biller Feb 2024 - Nov 2024
● Utilized and navigated various EMR/EHR software.
● Accurately processed and submitted medical claims within a timely matter, ensuring compliance with ICD-10 and CPT coding requirements as well as Medi-Cal, Medicare, and other payer guidelines. ● Entered and verified patient data into billing systems, addressing discrepancies promptly. ● Communicated with patients, insurance companies, and healthcare providers to resolve billing inquiries, demonstrating strong interpersonal and problem-solving skills. ● Generated and reviewed monthly reports to track billing performance and revenue.
Kenneth W. Lee M.D. and Associates Pomona, CA
Histology Laboratory Assistant June 2023 - Sept 2024
● Assisted in grossing set up for the lab technician by labeling cases and specimens in accession. ● Entered and managed medical data in laboratory software systems. ● Provided clerical support including filing, record management, data entry, logging and tracking specimen processing.
● Ensured accurate and timely reporting by reviewing and editing lab reports with attention to detail. ● Scheduled and tracked specimen transfers with external laboratories for further assessment.
Kate Spade/Kohls/Ross/Target Riverside County, CA
Retail Associate Aug 2017 - Feb 2022
● Provided attentive service to customers by answering product questions and offering personalized suggestions.
● Managed a high volume of customer inquiries over the phone and in-store, ensuring customer satisfaction. ● Processed and packaged online purchases, ensuring timely and accurate order fulfillment; an average of 50 transactions per day.
● Organized and maintained store departments to create a visually appealing shopping environment.
EDUCATION
California State University, Long Beach
Bachelor of Arts, Psychology
Awards: President’s Honors List (2020 - 2022)
SKILLS
● Microsoft Office Proficiency (Excel, Word, Powerpoint, Outlook), Telephone Communication, Customer Service, Administrative & Clerical Support, Data Entry, Medical Records Management, Verbal and Written Communication, EMR/EHR Software Proficiency, Organization, Problem-solving 263
Melody King
12603 Long Valley Road
Penn Valley, CA 95946
(530) 272-7465
[email protected]
LICENSE
EDUCATION
June 1998
September 1996
EXPERIENCE
September 1998
to present
Marriage and Family Therapist LMFT42859 (Issued 3/10/06) Master of Arts in Counseling Psychology
National University, San Diego, CA
Bachelor of Arts in Psychology
University of California, Davis, CA
Environmental Alternatives (EA Family Services)
EXECUTIVE DIRECTOR: January 2020 to present
▪ Oversee leadership team and program implementation
▪ Provide timely information to the Board of Directors
▪ Liaison with community resources & professional agencies ▪ Develop & administer budget in partnership with CFO
▪ Implement policies & procedures for organization
ASSISTANT EXECUTIVE DIRECTOR: August 2008 to December 2019 ▪ Supervise 16 offices, including 300 employees, 800 clients ▪ Handle personnel issues
▪ Liaison between community resources & foster parents
▪ Conduct staff meetings & trainings
▪ Provide supervision for MFT interns
▪ Counsel individuals & families
▪ Process Community Care Licensing incident & investigation reports ▪ Administer self-insured unemployment insurance program PROGRAM DIRECTOR: August 2004 to August 2008
▪ Same duties as above
REGIONAL SOCIAL WORK SUPERVISOR May 2001 to August 2004 ▪ Managed six offices, including 25 employees, 140 foster children ▪ Screened applicants; interviewed & hired
▪ Supervised social workers, lead case staffings
MFT INTERN: January 2000 to June 2003
▪ Provided therapy for children ages 5-18 & families
▪ Attended weekly supervision
▪ Developed treatment plans; completed court assessment reports SOCIAL WORKER: September 1998 to May 2001
▪ Recruited & interviewed prospective foster families; certified foster homes ▪ Processed intakes; secured placements for foster children 264
August 1997-
June 1998
February 1997-
June 1997
October 1996-
January 1997
September 1995-
August 1996
January 1994-
August 1995
September 1993-
June 1995
CERTIFICATES
Solana Vista School Solana Beach, CA
COUNSELOR
▪ Assessed student referrals; collected psychosocial data from students, teachers, & families for composition of social histories ▪ Provided intensive short-term & long term counseling services for individuals & groups of children referred for behavior & family problems ▪ Facilitated psychoeducational socialization skills groups for children ages 5-9; developed curriculum for & facilitated behavioral modification program ▪ Collaborated with students’ teachers, administrators, & parents; participated in Student Study Teams (SSTs), parent-teacher conferences, and Individual Education Plans (IEPs)
▪ Received comprehensive training on Attention-Deficit/Hyperactivity Disorder, substance abuse/dependence (as a form of family dysfunction), behavior disorders among children & adolescents, & conflict resolution Sierra Nevada Home Care Grass Valley, CA
ASSISTANT ADMINISTRATIVE SECRETARY
▪ Revised nursing procedure manuals per mandatory state requirements ▪ Designed database for scheduling & recording CEUs of employees ▪ Organized psychomedical reports completed by PsychRNs American Red Cross Camp Hansen, Okinawa, Japan
VOLUNTEER CASEWORKER
▪ Conducted emergency communication services between members of the U.S. Armed Forces & their families
▪Provided intensive short-term counseling for individuals Vista Valley Day School Vista, CA
TEACHER
▪ Designed & implemented curriculum for academic and creative arts program for preschool & school age children
▪ Corresponded with parents & administration regarding children’s assessment & progress
▪ Communicated with community-based agencies to arrange childcare for low-income families
PRIVATE TUTOR Grass Valley, CA
▪ Received referrals from Nevada County Foster Youth Services ▪ Tutored math and English to students (elementary through high school) ▪ Collaborated with parents & students on developing goals & objectives Learning Skills Center – UC Davis Davis, CA
TUTOR
▪ Tutored English, ESL, writing skills, grammar to university students ▪ Prepared students for entrance and exit examinations in English comprehension & composition
STRTP Administrator Certificate, January 2017
Group Home Administrator Certificate, November 2007
Passed Classroom Aide Proficiency Exam (CAPE), January 1996 Passed California Basic Educational Skills Test (CBEST), December 1995 265
ZACHARY ANDERSON
66 Pioneer Trail, Oroville, CA · 530-720-5397
[email protected]/[email protected]
Seeking an opportunity to positively impact the lives of children and families at the State and local level.
EXPERIENCE
10/10-10/15
GROUP HOME SUPERVISOR, YOUTH4CHANGE
Supervised a Group Home for severely emotionally disturbed children (8-14 y/o males). This included everything from day to day living to involvement in treatment team meetings at the County level, IEP’s, etc.. Consistently interacted with County Representatives, Biological Parents, Foster Parents, Law Enforcement and other providers. Scheduling and many other administrative type duties included in the management of the Facility. 10/15 – CURRENT
DIRECTOR OF OPERATIONS, EA FAMILY SERVICES
Direct responsibility of the operations of the company. This includes our 18 offices throughout California (Fresno-Eureka), 12 apartment complexes (we run a transitional housing program for former foster youth and a homeless/mental health adult program in Plumas County), 130+ vehicles, oversee the technology with the aid of an IT Supervisor. All ordering for housing programs. Manage repairs with the assistance of a Maintenance Technician on all 200+ transitional housing placements throughout the State. Obtain new offices, move offices when needed. Manage and oversee operations at a separate business tied to our Agency. Lake Francis Resort is a RV/Campground that our Agency uses to send our Foster Children to Summer Camp each year. Member of Admin and Director Team.
EDUCATION
1999-2003
BACHELOR OF SCIENCE, OAKLAND CITY UNIVERSITY, OAKLAND CITY INDIANA
3.0 Cumulative GPA. Received full scholarship to play basketball.
SKILLS
• Problem Solving
• Significant experience in the field of Foster Care
• Pragmatic
• Many connections at County/Provider level
• Passionate about improving the lives of
kids/families
266
Jenna P. Bethancourt
(916) 812-8458 - [email protected]
OBJECTIVE
To attain a position in order to gain further experience within my field of interest and to be a source of support, comfort and hope for the employees and participants in the program.
EDUCATION and LICENSES
Licensed Marriage and Family Therapist #125147
Masters of Science in Counseling Psychology, Marriage and Family Therapy University of San Francisco (USF), May 2016
-Acting Student Liaison September 2013-2016, 4.0 GPA
Bachelor of Arts in Psychology
California State University, Sacramento (CSUS), December 2012 Deans Honor List: 2011-2012
PROFESSIONAL REALTED EXPERIENCE
Director Experience
• Oversight and ongoing management of agency as a whole, including all programs. • Oversight and ongoing management of a licensed Transitional Housing Program (THP) with a $12 million dollar operating budget and 16 office locations. • Responsible for program and policy development and implementation, including oversight of case management, ongoing housing unit procurement and retention. • Responsible for maintaining thorough knowledge of, and compliance with, Community Care Licensing regulations.
• Responsible for assessing and responding to County Requests for Proposals. • Provide individual training and supervision for eight social worker supervisors. • Conduct ongoing trainings for up to 60 social work and case management staff. • Ongoing mentoring of social work staff to develop leadership, interpersonal, and case management skills.
• Report directly to the Executive Director and communicate effectively with stakeholders to ensure smooth operation of programs.
Supervising Experience
• Social Work Supervisor for 20+ staff in Sacramento Office; Guiding with FFA and THP related concerns.
• Facilitated monthly staff meetings and supervisions with each employee. • Completed hiring, onboarding and training processes.
Social Work/ Case Management Experience
• Case management and 24-hour crisis support for foster youth 0-17 and transition aged youth 18-21.
• Approved resource family homes for the purpose of fostering/adoption. • Worked collaboratively with outside agencies and professionals to help clients succeed at specified goals.
• Provided resources, safety planning, suicide risk assessments, and support with daily living skills.
Counseling and Mentor Experience
• Assisted individuals and families in crisis in a therapeutic setting. • Practiced counseling techniques such as active listening, reflection of feelings and normalizing with clients.
• Tutored and mentored troubled teens ages 14-18 on the topics of family, suicide, academics, and developmental struggles.
Cross-Cultural Experience
• Provided counseling services to children, adolescences, and adults from a wide range of ethnic and religious backgrounds.
• Acquired awareness and knowledge of issues affecting diverse communicates as a result of educational training and direct work experience.
• Experiences working with clients who have physical and mental disabilities. 267
Educational and Assisting Experience
• Taken courses covering individual therapy (adult and child), couples therapy, and family therapy. • Teaching Assistant January- May 2013, Abnormal Psychology, Psychology Department, CSUS.
Assisted Professor with teaching, grading exams/papers, and tutoring students • Research Assistant January- May 2013, Qualitative Psychology, Psychology Department, CSUS.
Assisted Professor with research data analysis, coding of 45 transcripts, conducting in-person interviews within the collaborative research partnership between Esakton and CSUS, and the development of a final technical report.
WORK EXPERIENCE
Assistant Executive Director, EA Family Services, Sacramento, CA 2024-Present Transitional Housing Director, EA Family Services, Sacramento, CA 2021-Present Social Worker Supervisor, EA Family Services, Sacramento, CA 2019-2021 Lead Social Worker, EA Family Services, Sacramento, CA 2017-2019 Social Worker, EA Family Services, Sacramento, CA 2016-2017 Case Manager, EA Family Services, Sacramento, CA 2015-2016 Receptionist, Capital Vascular Surgeon and Vein Center, Sacramento, CA 2013-2015 Nanny, Cameron Park, CA 2012-2014
Private Tutor/ Mentor 2010-2012
Manager, Salon Capelli, El Dorado Hills, CA 2006-2011
VOLUNTEER EXPERIENCE
Healing Grace Counseling Agency (Practicum), Rocklin, CA 2015-2016 Mission Possible School Counseling Program (Practicum), Sacramento, CA 2015-2016 Make-A-Wish (Wish Granter), Sacramento, CA 2014-2015
Crisis Nursey, Sacramento Children’s Home, Sacramento, CA 2012-2013 Camp Counselor, Camp Okizu, Oroville, CA July 2012
-References available upon request268
Harvest Realty, LLC
Property Management Plan
Policy Manual
March 2025
Version 1
269
Harvest Realty, LLC - Property Management Plan March 2025 1 Table of Contents
Overview ....................................................................................................................2 Unbreakable Heights Project Property Management Company Overview........................... 3 Housing First Model....................................................................................................3 Application Process and Eligibility ...............................................................................5 Confidentiality and Resident Information ....................................................................5 Substance Abuse and Criminal Activity ........................................................................8 Pet Policy....................................................................................................................8 Staffing.......................................................................................................................8 Safety And Security .....................................................................................................9 Lease and Move-in Procedure .....................................................................................9 Relations and Communication with Tenants..............................................................10 Coordination with Property Management for Resolution of Complaints from Tenants or On Behalf of Tenants ............................................................................................10 Grievance and Appeals Policy....................................................................................10 Rent Collection..........................................................................................................11 Property Manager and Supporting Services Staff.......................................................12 Use of Best Practices in Service Delivery for Each Unique Target Population Served by the Project................................................................................................................15 Positive Youth Development (PYD) & Youth Assisted Units ........................................16 Reasonable Accommodation.....................................................................................16 Maintenance Policy and Unit Turnaround .................................................................17 Moving on Strategies................................................................................................19 Non-Cash and Cash Benefits Advocacy ......................................................................20 Emergency Situations................................................................................................20 Unit Turnover Policy..................................................................................................21 Security Deposit Policy ..............................................................................................22 Eviction And Termination of Tenancy ........................................................................23 270
Harvest Realty, LLC - Property Management Plan March 2025 2 Overview
Harvest Realty, LLC (HR) is a community-based organization that provides housing to vulnerable, at-risk youth and adults who have been abused, neglected, and abandoned.
The program provides services such as an annual assessment of service needs, case management, housing search, counseling services, life skills training, transportation, and connection to outside resources. The program's outcome is to ensure the youth and adults exit the program into permanent housing with their total income increased, they have the tools necessary to remain drug and alcohol-free, and they possess life skills that will promote interpersonal effectiveness for them to be successful in their educational and employment opportunities.
This Property Management Plan Policy Manual outlines the operational framework for Harvest Realty, LLC’s management of the Unbreakable Heights Permanent Supportive Housing project in Adelanto, CA. The manual ensures that all property management practices align with Housing First principles while supporting tenant stability, safety, and well-being. The manual includes detailed sections on applicant eligibility and screening standards to ensure equitable and nondiscriminatory tenant selection. It strictly adheres to confidentiality protocols to safeguard tenant information and privacy.
The manual also includes a clearly defined substance abuse policy that emphasizes a harm-reduction approach and coordinates with supportive services to address substance use without jeopardizing housing stability. Strong communication protocols are established between the property manager and supportive services staff, ensuring tenant needs are met collaboratively and efficiently.
Eviction policies and eviction prevention procedures are centered on tenant retention, incorporating strategies such as early intervention, mediation, and case conferencing with the services team to prevent unnecessary displacement. Additionally, the plan outlines processes to assist tenants in applying for various forms of cash and non-cash benefits, such as public assistance programs, to aid in maintaining their housing stability.
Reasonable accommodation procedures are also clearly articulated, ensuring tenants with disabilities can request and receive necessary accommodations. The manual includes guidance on working with outside entities, such as Housing Authorities, to secure accommodations that facilitate housing access and maintenance for tenants with disabilities.
The manual outlines voluntary Moving On strategies to support tenants ready to transition to more independent housing. It also includes comprehensive appeal and grievance procedures, allowing tenants to resolve disputes or voice concerns in a transparent and fair manner.
Policies regarding rent payment during periods of hospitalization are included, ensuring that tenants’ housing is not jeopardized due to temporary medical needs. Coordination 271
Harvest Realty, LLC - Property Management Plan March 2025 3 mechanisms between property management and supportive services are detailed for addressing and resolving complaints raised by tenants or on behalf of tenants.
The manual commits to the use of best practices in service delivery for each unique target population, including, but not limited to, critical time intervention, trauma-informed care, de-escalation techniques, motivational interviewing, peer support, case conferencing, and culturally competent care. For Youth Assisted Units, the manual specifies the integration of Positive Youth Development (PYD) and trauma-informed care models. Services provided to youth tenants will include case management, income supports, educational and employment counseling, life skills development, legal assistance, health and wellness services, and family connection support. Additionally, policies are in place to ensure that when tenants over age 25 vacate Youth Assisted Units, these units will return to serving homeless youth, preserving the integrity of youth-focused housing.
Overall, this manual provides a thorough and tenant-centered framework to promote housing retention, supportive service coordination, and long-term success for all residents.
Unbreakable Heights Project Property Management Company Overview Housing First Model
In accordance with the Housing First California Policy (SB1380), Harvest Realty, LLC will use the Housing First model to manage the Unbreakable Heights Project. HR will assist homeless people in a low-barrier process to obtain housing quickly and will provide support services to ensure long-term stability. Rather than moving homeless individuals through different "levels" of housing (for example, from the streets to an emergency shelter, from a shelter to a transitional housing program, and from there to their apartment in the community), HR will prioritize those with the highest need and move homeless individuals or households immediately from the streets or shelter into the units in Unbreakable Heights Project. HR supports the model that to address barriers to housing like lack of income, unemployment, substance use, or untreated mental illness, someone experiencing homelessness first and primary need is to obtain stable housing.
Without housing, such barriers are far more difficult to overcome. Furthermore, once participants are housed, HR goes to extraordinary lengths to keep them housed, meeting them “where they’re at” regarding their willingness to receive treatment and empowering them to define their recovery goals. Residents will be evicted from the Unbreakable Heights Project only as a last resort and only after serious and irresolvable lease violations.
Within the Housing First model, there are times when the roles and responsibilities of 272
Harvest Realty, LLC - Property Management Plan March 2025 4 property management and supportive services staff may overlap, particularly when dealing with nuisance behaviors, landlord/tenant challenges, and other challenges. The goals of the supportive services staff and the property management staff may differ in these circumstances. Therefore, we remember the shared goals of housing stability for participants and maintaining safe communities and involve Managers and/or Directors as needed to resolve tensions or challenges quickly and to the satisfaction of everyone involved.
The core features of the HR Housing First model are listed below:
Few to no programmatic prerequisites to Unbreakable Heights housing entry – People experiencing homelessness are offered housing with no programmatic preconditions such as demonstration of sobriety, completion of alcohol or drug treatment, or agreeing to comply with a treatment regimen upon entry into the program. People are also not required to first enter a transitional housing program in order to enter permanent housing.
Low barrier admission policies – HR supportive housing’s admissions policies are designed to “screen in” rather than screen out applicants with the greatest barriers to housing, such as having no or very low income, poor rental history, past evictions, or criminal histories. HR Housing programs tenant selection policies prioritize people who have been homeless the longest or have the highest service needs, as evidenced by vulnerability assessments or the high utilization of crisis services.
Rapid and streamlined entry into housing – Many people experiencing chronic homelessness may experience anxiety and uncertainty during a lengthy housing application and approval process. To ameliorate this, HR makes efforts to help people experiencing homelessness move into permanent housing as quickly as possible, streamlining application and approval processes and reducing wait times.
Supportive services are voluntary but can and should be used to persistently engage tenants to ensure housing stability – HR Supportive services are proactively offered to help tenants achieve and maintain housing stability, but tenants are not required to participate in services as a condition of tenancy. Case management techniques such as harm reduction and motivational interviewing may be helpful. Harm reduction techniques can confront and mitigate the harms of drug and alcohol use through non-judgmental communication, while motivational interviewing may be useful in helping households acquire and utilize new skills and information.
Tenants have full rights, responsibilities, and legal protections. The HR Housing First approach aims to help people experiencing homelessness achieve long-term housing stability in permanent housing. HR Tenants are educated about their lease terms, given access to legal assistance, and encouraged to exercise their full legal rights and responsibilities.
Practices and policies to prevent lease violations and evictions – Housing First supportive housing programs incorporate practices and policies that prevent lease violations and evictions among tenants. For instance, HR program policies consistent 273
Harvest Realty, LLC - Property Management Plan March 2025 5 with a Housing First approach do not consider alcohol or drug use in and of itself to be lease violations unless such use results in disturbances to neighbors or is associated with illegal activity (e.g., selling illegal substances.)
Application Process and Eligibility
Vacant units coming online will be registered with the CES through HMIS. The CES’s prioritization programming will determine the highest priority for each eligible group, which will result in screening referrals in priority order to facilitate a smooth enrollment process. All vacancies will be filled through the prioritization and referral of the CES.
The CES tenant selection process will rely on an approach that willscreen tenantsin rather than screen them out. HR recognizes that applicants for permanent supportive housing units may have poor credit, past evictions, negative rental histories, and other factors that traditionally present barriers to obtaining housing. An applicant with a recent history of poor credit or evictions will be provided an opportunity to present mitigating information and additional information to address concerns or, if appropriate and feasible, pay an additional security deposit. Criminal background checks will be performed only to identify recent convictions for violent crimes, and the consideration of any criminal convictions must consider the recency, nature, and severity of the crime. Arrest records alone will not be used to disqualify an applicant for tenancy. Although the CES should check for income and housing status, HR will verify income to ensure that all tenants are at 30% AMI and verify their homeless status and the appropriate status of specialized subgroups such as high-cost health users or severely mentally ill.
In adherence to the Violence Against Women’s Act, no tenant will be denied eligibility for housing because they, or anyone affiliated with them, have been a victim of domestic violence, dating violence, sexual assault, or stalking.
Overall, other issues notwithstanding, applicants must be ready for independent living and able to live at the level of services provided by the Unbreakable Heights Project. HR will work closely with our supportive services providers to evaluate whether the supportive services available at the Unbreakable Heights Project are appropriate for the referred tenant.
Confidentiality and Resident Information
HR program coordinators must keep resident information confidential unless the resident gives them explicit permission to share the information with others. If the resident has signed a Consent to Release of Information form, you may only share information with property management staff, service providers, and other parties. The form protects residents’ information, such as income, benefit amounts, and health status, and specifies which document or information can be shared.
The consent form should be time-limited and must be re-signed by the resident at least once a year. If the resident experiences a change in health or medical status, the form 274
Harvest Realty, LLC - Property Management Plan March 2025 6 must be revised and re-signed by the resident to ensure the resident has provided active consent for the sharing of their health information, even if a year has not passed since the last signature. The form should also be revisited if the resident requests it.
The Consent to Release of Information form will indicate:
• Who the information will be shared with, including but not limited to community partners and authorized medical professionals.
• What specific information will be shared?
• The reason for sharing the information.
• A deadline upon which the consent will expire.
There are some exceptions to these guidelines, including:
• Program staff must share resident information with property management staff if withholding the information could lead to negative consequences, including selfharm or harming others, activities that break the law, or violations of the lease agreement or community rules.
• If the program coordinator only provides a resident’s name and contact information to a provider, the resident’s verbal consent to the sharing is sufficient.
A signed Consent to Release Information is not necessary.
Note that program coordinators should not access property management files. They are prohibited from accessing a tenant’s personal documents in the property management files, even if the resident consents.
Program coordinators should only make referrals to service providers at the resident’s request or after obtaining permission from the resident. Program coordinators should only share information necessary for making referrals, monitoring and/or following up on services provided, or communicating changes in a resident’s needs or situation.
Information other than the resident’s basic contact information may only be shared with service providers with a signed consent form from the resident. Likewise, residents must consent for service providers to share resident information with the service coordinator.
Under no circumstances can a service coordinator share information about a resident with other residents without the resident’s consent.
Some general policies are listed below to guide staff members in maintaining confidentiality.
• Integrated services team members must communicate clearly with tenants regarding their organization, with whom they will share confidential information within their organization, and with whom they will not share information (unless written consent is obtained).
• Prospective tenants must be informed that if accepted into a building, the information they provided during the screening interview will be shared with other 275
Harvest Realty, LLC - Property Management Plan March 2025 7 support services staff from the same organization. They must also be informed that their written consent will be obtained before sharing the information with services team members from other agencies.
• Information obtained by services staff involved in the screening interview for initial tenancy must be considered confidential.
• All conversations between staff members and tenants about individual tenant issues or problems must be kept confidential and should be conducted privately. • Private space for confidential meetings should be available at all times. • Secure storage for electronic and written records containing protected health information must always be available.
• Property Management records and supportive services records should be maintained separately.
• The sharing of information divulged by a tenant in private sessions should only be shared with other professionals involved with the tenant's treatment and support and with the tenant's expressed written consent.
• When a services team member requests a tenant’s consent to share information with staff from a different agency, the written consent form should be as specific as possible. Information sharing should be limited to what is necessary to plan for and deliver services to the tenant.
• Information obtained in a service relationship must not be used to impact an individual’s employment or tenancy. Similarly, a problem that results in terminating a tenant’s employment must not be used to terminate their tenancy. • Clear policies and procedures regarding the privacy and security of protected health information must comply with HIPAA and state and local laws. • All staff must receive training on privacy and confidentiality policies at orientation and regularly thereafter.
Addressing Tenant Issues While Ensuring Confidentiality Sometimes, non-service staff can identify that a tenant needs supportive services or observe issues that may impact a tenant’s housing stability. If a non-support services staff member observes a tenant’s behavior that they believe indicates a problem or a need for services, recommended strategies for addressing the issue include:
• The staff member may offer to introduce the tenant to a services team member who could help the tenant.
• If the tenant’s behavior occurs regularly in a public area, the staff member can ask a member of the services team to observe it.
• When a non-support staff member shares information with a services team member, information about an incident or problem should be limited to direct observation, not judgments, hearsay, rumor, or interpretations.
• Property management may report to a services team member a disruptive episode involving the tenant over the weekend or in the evening when the team members were absent.
276
Harvest Realty, LLC - Property Management Plan March 2025 8 Substance Abuse and Criminal Activity
Resident, any member of the Resident’s household, guest, or other person under Resident’s control shall not engage in criminal activity, including drug-related criminal activity, on or near property premises. “Drug-related criminal activity” means illegal manufacture, sale, distribution, use, or possession with intent to manufacture, sell, distribute, or use of a controlled substance (as defined in section 102 of the Controlled Substances Act (21 U.S.C. 802).
Resident, any member of the Resident’s household, guest, or other person under the Resident’s control shall not engage in any act intended to facilitate criminal activity, including drug-related criminal activity, on or near property. Resident or members of the Resident’s household will not permit the dwelling apartment to be used for or to facilitate criminal activity, including drug-related criminal activity, regardless of whether the individual engaging in such activity is a household member or a guest.
Resident or members of the Resident’s household will not manufacture, sell, or distribute illegal drugs at any location, whether on or near the property or otherwise. Resident, any member of the Resident’s household, or guest or other person under the Resident’s control shall not engage in acts of violence or threats of violence, including, but not limited to, the unlawful discharge of firearms on or near the property.
Pet Policy
Common household pets are allowed at the Unbreakable Heights Project. Management recognizes the support and assistance a pet can provide to our residents. Additionally, reasonable accommodation will be made for an individual with a disability who maintains an animal to provide assistance, service, or support. Pets must be kept in the units in a manner that does not violate local or state laws concerning public health, animal control, and animal cruelty.
Staffing
The property management staff at Unbreakable Heights Project will include a resident manager, two maintenance technicians, and two security staff. The resident manager lives on-site and supervises the maintenance and security staff. The Executive Director of Harvest Realty, LLC, also supervises the resident manager. There will also be a Supportive Services Coordinator, EA Family Services staff, and Simple Solutions Psychotherapy staff on site.
All Unbreakable Heights Project management staff will have extensive training on Housing First and the goals of the Housing First model. They will be provided with information on interacting with the residents effectively and respectfully. 277
Harvest Realty, LLC - Property Management Plan March 2025 9 Safety And Security
Security and safety are a primary responsibility of the HR property management staff. All staff members will be aware of security concerns and trained to ensure all security protocols are met. Entrance to the Unbreakable Heights Project will be through a central gate. The gate will be open during the day and locked in the evenings. Residents will have an access code for the gate. There will be a security camera at the gate to monitor it and help with access for residents’ guests.
During the day, the resident manager will be responsible for security. Security staff will be on duty nights from 9 PM to 6 AM. At night, security staff will walk the site at least once an hour, checking all sides of the units, the common areas, and the areas next to the fence. Night security will report activities at the end of each shift, and the report will be provided to the resident manager.
Lease and Move-in Procedure
Move in, and the Unbreakable Heights Project resident manager will conduct lease procedures. At move-in, the resident manager and resident review and sign the lease. They also review all addenda, including the Unbreakable Heights Project House Handbook, and the resident receives a copy of all addenda. If not provided earlier, the resident manager receives the required rental payment and security deposit. The future resident reviews and signs an eviction policy document explaining the process for eviction in writing.
The resident manager provides a welcome orientation, including submitting maintenance and repair requests. The resident manager also assists the residents in connecting the utilities, checks if the residents have household or furniture needs, and provides referrals if needed.
The resident manager coordinates move-in with the resident, conducts a walkthrough of the unit and site, issues keys, discusses security procedures, and introduces residents to the property staff, including maintenance and security.
When a tenant signs the lease and moves into a unit, each family member over 12 will be issued one unit key and one front entry key.
A replacement will be issued if a key is lost, and the tenant may be charged $10. If a tenant is elderly or disabled and requests an extra entry key for an attendant, one additional key will be issued at no extra cost. The property manager will note the extra key in the tenant’s file and the contact information for the person to whom the key was issued. Upon move-out, any key not returned, including entry keys and keys given to attendants, may incur a charge of $10 to be taken out of the security deposit.
278
Harvest Realty, LLC - Property Management Plan March 2025 10 Relations and Communication with Tenants
HR is committed to communicating clearly with residents regarding the property's function. Information regarding maintenance, security, and opportunities for supportive services will be provided in writing to each unit's tenant and posted in a central location.
HR will provide each resident with a simple and easy-to-understand handbook that clearly explains their responsibilities concerning paying rent on time, asking for maintenance, and how to respond in an emergency, whether a personal crisis or a disastersuch as fire or flooding. The handbook also outlineswhatresources are nearby, local bus routes, hours of operation, and other transportation options, along with information on local religious, cultural, educational, and recreational opportunities. The handbook provides current contact information forthe property manager, as well as for supportive services and emergency services.
Coordination with Property Management for Resolution of Complaints from Tenants or On Behalf of Tenants
Harvest Realty, LLC will maintain a formal coordination protocol between property management and supportive services staff to address tenant complaints promptly. Tenants may submit complaints directly to either property management or supportive services staff. A case conferencing meeting will be convened within five business days of receiving a formal complaint to resolve the issue collaboratively. All resolutions will be documented, and tenants will be informed in writing of the outcome. If the complaint cannot be resolved at the property level, tenants may escalate their grievances to the HR Executive Director for further review.
Grievance and Appeals Policy
The project grievance policy will be posted in a common area and provided as part of the tenant handbook. The procedure will allow the tenant to file a grievance regarding their interaction with property management staff or contractors. The procedure will include filling out a form that details the nature and circumstances of the complaint. Complaints against property staff and contractors would be addressed to the resident manager.
Complaints against the manager would be addressed to the Executive Director of Harvest Realty, LLC. Complaints against property staff and contractors that the tenant felt were not resolved satisfactorily by the resident manager could be brought to the Executive Director of Harvest Realty, LLC. Tenants who feel that their complaints were not resolved satisfactorily by the Executive Director of Harvest Realty, LLC can take them to the Harvest Realty, LLC Board of Directors.
Rejection criteria in supportive housing are generally determined by compliance with Fair Housing laws. Owners are prohibited from discriminating against any eligible applicant and eligibility criteria as determined by the funding source(s). Rejection criteria 279
Harvest Realty, LLC - Property Management Plan March 2025 11 should also reflect the housing provider’s mission, values, and objectives. Poor credit, a negative housing history, and past drug use or criminal activity should not be automatic causes for the rejection in supportive housing. Supportive housing operators should review any negative housing history, poor credit history, past drug use, and/or criminal history with the applicant(s), exploring what action and/or effort the applicant(s) has made to address past behavior and history. Staff can ask the applicant to sign a Release of Information form enabling staff to verify the applicant’s statements.
Following are examples of sample rejection of applications for housing or refusal to interview applicants for housing:
• The applicant is clearly under the influence of drugs or alcohol. In this situation, staff should be trained to end the interview as quickly as possible and to inform the director of property management or designated representative immediately. The housing provider may allow the applicant to schedule a new interview.
• Histories of violence, such as documented violence towards former landlords or fellow tenants, conviction of hate crimes, or conviction of child abuse as a perpetrator of physical or sexual abuse of a minor.
• Demonstrated inability to live in a diverse community (intolerance), as indicated by responses the applicant gives during applicant screening(s) and interview(s). • Making false statement(s) during the housing interview, and/or making false statement(s) on the housing application.
All rejected applicants should also be provided with an opportunity to request an appeal to the rejection, and the applicant has a right to request a reasonable accommodation of an exception to the rejection criteria developed for the supportive housing project.
Rent Collection
Rent is collected at the beginning of every month, and collections are done in the office.
Residents are required to pay by money order or check. Cash is not accepted. Rent checks are recorded, and receipts are issued for every check received. Rent checks and money orders are put into the office safe after being recorded. Bank deposits are made daily during the first week of the month.
Payment of Rent by Residents During Periods of Hospitalization Residents experiencing hospitalization or medical emergencies will not lose their housing due to temporary inability to pay rent. During hospitalization, residents will be offered a grace period and the option to create an individualized payment plan upon discharge to assist in rent repayment. In coordination with supportive services, HR staff will proactively engage with the hospitalized tenant or their authorized representative to ensure communication and continuity of housing during such periods. Verification of hospitalization may be required to activate this policy. 280
Harvest Realty, LLC - Property Management Plan March 2025 12 Property Manager and Supporting Services Staff
Roles of the Property Manager and Asset Manager:
While the property management and asset management roles in supportive housing projects are closely related and interdependent, it is important to understand the distinctions between these two roles:
The Property Manager: The Property Manager is responsible for the day-to-day management of the property, including maintenance, tenant screening, leasing, rent collection, fiscal management, funder compliance reporting, and other responsibilities. In some cases, this is the developer; in other cases, a co-developer, the service provider, or a professional management agent (nonprofit or for-profit) selected by the project owner and, if appropriate, the service provider. In all cases, the Property Manager must have demonstrated skills and experience in managing affordable housing and preferably will have experience in housing serving the project’s target population. The experience of the Property Manager may be a factor in the scoring of the project’s applications for financing. Further, the earlier the Property Manager is identified for the project, the better the developer can take advantage of their experience and expertise in project design and operating cost estimates.
• The Asset Manager: The Asset Manager’s primary responsibilities begin once the property is occupied. The Asset Manager acts as a financial manager for the completed development, overseeing the property management activities to ensure that the tenant occupancy levels remain high and the project performs well financially. The Asset Manager also reports information about the development to funders in compliance with regulations associated with housing funding programs.
Often, the Property Manager assumes the asset management role in addition to their other duties.
Roles of Supportive Services Staff
There are many different staffing patterns used in supportive housing programs across the country, and the staffing required will depend upon a variety of factors, including the number of units, the populations served, the goals of the program, and the services available within the local community. Depending upon the intensity of service needs anticipated among the tenants, the ratio of direct supportive service staff to tenants typically ranges between 1:10 and 1:25. The following list of positions includes HR staff titles and definitions of roles found within supportive housing programs:
Program Directors/Supervisors: Oversee program development, implementation, coordination, and evaluation; provide regular supervision to direct service staff; orient new staff to program mission, goals, policies, and procedures; coordinate site coverage; ensure that the development and implementation of service plans are consistent with program goals and of maximum benefit to tenants; monitor and evaluate staff performance; coordinate supportive services with building management services; develop and modify policies and procedures; identify problems related to resources and personnel management; oversee production of 281
Harvest Realty, LLC - Property Management Plan March 2025 13 internal and external reports; oversee compliance with funders.
Case Managers / Service Coordinators: Provide direct services to tenants; develop and implement individual service plans; assist tenants in identifying and achieving personal goals; facilitate groups and activities; teach and/or assist tenants in developing ADL, communication, and self-advocacy skills; facilitate the development of tenant council and other community building activities; make referrals to community-based services; assist tenants in accessing and maintaining entitlements/benefits; advocate for needed services; and assist tenants in meeting the obligations of tenancy.
While property management and supportive services staff have many responsibilities for which they are solely responsible, there are also many areas in which responsibilities are shared. Staff in every supportive housing setting should discuss and reach a consensus on how these responsibilities will be delineated within their project, including discussing the confidential handling of information.
Table 1A below outlines the roles and responsibilities of supportive services staff and property management staff.
282
Harvest Realty, LLC - Property Management Plan March 2025 14 Table 1A
Responsibilities of
Supportive Services Staff
Responsibilities of
Property Management Staff
Tenant Selection &
Interviewing
Focus on service description during
service interview
Focus on ability to pay rent during
management interview
Both Service Staff and Property Management conduct the tenant interview, focusing on the characteristics of a good neighbor. Common concerns during the screening processes:
Who makes the final decision? How much information should be gathered during the service interview?
Orientation of
Incoming Tenants
Help tenants with concrete needs around
the move-in, such as unpacking, getting
familiar with the building routine and
location of laundry, neighborhood
resources, staff locations and
responsibilities
Orient tenants about building
maintenance issues, fire drills, and
tenant meetings
Rent Payment and
Arrears
Provide tenants with assistance in paying
their rent (e.g., budgeting, addressing the
cost of substance abuse, vocational
services, etc.) Encourage payment plans.
Responsible for collecting rent and
addressing issues of rent arrears through
payment plans, etc.
Dealing with
Nuisance and
Disruptive Behaviors
House rules are generally developed jointly by Services and Management. Some basic rules may be developed by staff and tenant input to add or revise these. All staff can help promote healthy cultural norms for the building; it is frequently Service staff members who help to structure these efforts.
Procedures during
Crises (e.g.
psychiatric, medical,
physical, fire)
Clear policies and procedures should be in place for dealing with disruptions.
These should clearly spell out the chain of command in case of emergency, what information to provide to EMS, when to summon staff on call, etc.
Tenant Grievances
Procedures
Staff and tenants should be aware of systems for evaluating the program and the services provided. Management and Service staff generally work together, with Service staff alerting tenants to procedures through individual case management meetings or tenant meetings.
Tenant Councils
Facilitate initial tenant meetings with the
goal being to eventually have tenant-run
meetings.
Attend meetings when issues concern
the building or maintenance. Hold
quarterly management/tenant meetings.
Community Building
Many issues mentioned above involve aspects of community building. The tenants as well as management and service staff are members of the building community and influence the culture of the community. Staff should be aware of trends in the community and plan strategies for positively influencing the culture.
Safety and Security
Responsible for notifying property
management regarding security breaches
and safety hazards.
Responsible for ensuring building
safety and security; for ongoing
inspections and addressing
safety/security issues that have been
identified
283
Harvest Realty, LLC - Property Management Plan March 2025 15 Housing stability is a central objective of HR, and the services provided will assist participants in remaining stable in their community. Supportive service providers at Unbreakable Heights Project created a program designed to provide the necessary support so that these tenants can overcome previous barriers that contributed to their homelessness. Core to this program is the collaboration of supportive services and property management staff to guide residents in the following areas:
• Household management skills: managing costs and complying with lease conditions.
• Understandingthe consequences of lease violations and eviction prevention. • One-on-one coaching in house cleaning, cooking and shopping, home decorating, and using utilities, household appliances, and plumbing. • How to live with housemates and in shared living environments. • Managing visitors and guests, the joy of showing off a new home, housewarming, visiting with significant others, and ensuring personal space is respected by others.
• How to request that someone be added to the lease or allowed to move in. • How to develop good relationships with neighbors.
• Maintenance: familiarity with maintenance requests and work orders; communication with property management staff; what to do when the property management staff does not follow up.
• Managing disabilities.
Issues that may emerge include house cleaning and maintenance, clinical issues related to mental illness or substance use, conflict with housemates and neighbors, timely rent payment, and tenants’ feelings of safety or comfort in their unit. Staff should discuss these issues in team meetings and address them with participants.
HR staff will respond promptly and appropriately to requests or concerns of supportive services staff. The property manager may contact supportive services staff because of difficulties with the tenant related to lease violation issues or may raise concerns if the tenant has displayed concerning behavior patterns.
Coordination between property management staff and support services is essential when issues arise to ensure that all reasonable efforts are taken to assist the tenant in maintaining housing.
Use of Best Practices in Service Delivery for Each Unique Target Population Served by the Project
HR is committed to implementing evidence-based best practices tailored to the unique needs of the target populations served at Unbreakable Heights. These practices include Critical Time Intervention (CTI) to support transitions, traumainformed care principles, de-escalation techniques to ensure safety, motivational interviewing to foster self-sufficiency, peer support models to promote empowerment, case conferencing for coordinated service delivery, and culturally 284
Harvest Realty, LLC - Property Management Plan March 2025 16 competent care practices. All property management and supportive service staff will receive annual training in these methodologies to ensure consistent, highquality service delivery.
Positive Youth Development (PYD) & Youth Assisted Units Youth Assisted Units will be guided by a Positive Youth Development (PYD) model and trauma-informed care approach. Case management services for youth residents will include income supports, educational and employment counseling, life skills training, legal advocacy, health and wellness services, and family reunification support. Tenants over age 25 who vacate Youth Assisted Units will have those units reassigned to Homeless Youth per program requirements. Should a tenant over age 25 occupy a Youth Assisted Unit, efforts will be made to transition them to a comparable unit in the same project, if available, ensuring compliance with youth housing regulations.
Reasonable Accommodation
HR is committed to adhering to federal and state laws regarding reasonable accommodation for people with disabilities. A reasonable accommodation could include a change in policies or practices necessary to provide a person with a disability with an equal opportunity to use and enjoy their home. A tenant can request reasonable accommodation upon application, when moving into the unit, or at any time during their tenancy.
Although legally, requests can be either oral or in writing, HR strongly suggests that they be in writing, signed and dated, and kept by the person making the request. This ensures that what is being requested is clear. HR will make available a form to request a reasonable accommodation as part of the welcome packet for all new tenants.
The HR Property Manager will review all reasonable accommodation requests. Each request will be reviewed on a case-by-case basis to determine whether granting the request is necessary to afford the person with the disabilities who submitted the request the equal opportunity to use and enjoy their dwelling. The HR Property Manager may request that supportive services assist with this dialogue. The HR Property Manager may request information from the individual verifying that they are disabled. This can be proof of disability benefits or a doctor or other medical professional document. The HR PM will provide an answer to the request within ten days of receiving it. Should a request be approved, it will be implemented no later than 30 days after the decision.
HR may deny a reasonable accommodation request if it was not made on behalf of a person with a disability or if there is no disability-related need for the accommodation. A reasonable accommodation request can also be denied if it is not reasonable. A 285
Harvest Realty, LLC - Property Management Plan March 2025 17 reasonable accommodation is not reasonable if it imposes a fundamental program alteration or an undue financial or administrative burden on HR. Should the property manager determine that the request is to be denied, they will first engage in an interactive dialogue with the person who has requested the accommodation. The HR Property Manager may request that supportive services assist with this dialogue.
Maintenance Policy and Unit Turnaround
10A core responsibility of HR is that the repair needs of the tenants are attended to promptly, efficiently, and effectively. The timeliness is 72 hours for routine maintenance and 24 hours for emergency repairs. Effectively is defined as all HUD Housing Quality Standards will be closely adhered to, and all city and State regulations will perform all work.
The resident manager is responsible for:
• Follow up on any reported damage orrepair
• Follow up on any reported incidents occurring atthe unit • Responding to the tenant and supportive service teamrequests • Assessing damage or repairs on-site
• Placing repair orders to maintenance staff or outside vendor • Reviewing completed work
• Processing check requests and invoices if an outsidevendor • Conducting annual inspections.
Process for repairing units:
• Property Management becomes aware of maintenance problems in one of the following ways:
• Resident notifies property manager or other HR staff member • Resident fills out a work orderrequest
• Problem noted at annual inspection or routine home visit • Supportive services staff mentions an issue.
The property Manager schedules maintenance, which is entered into the property management system with a scheduled completion time and cost estimate.
The maintenance technician, property manager, or supportive service provider gives a 24-hour notice to the resident or arranges an appointment. This can be done by:
• Leaving a door tag at the unit.
• Notice to Enter forms only need to be used if they are being mailed to the resident. When mailing a Notice to Enter, the form must be mailed four business days before the appointment.
• Phone calls to make appointments are acceptable. The resident’s consent will be documented on the work order.
286
Harvest Realty, LLC - Property Management Plan March 2025 18 • Tenants do not need to be present during repairs unless they request to be present.
• If the resident desires to be present during the repair, they must provide several four-hour blocks during regular business hours. • The requirement for 24-hour notice is not applicable in the case of an emergency. If the property manager determines that any tenant is in immediate danger or severe inconvenience, such as loss of heat or water, or that the property is in immediate danger of further damage if the problem is not immediately fixed, the property manager or repair staff may enter the unit after knocking and announcing their presence loudly at thedoor.
The maintenanceTechnician starts work and then either completes orreschedules a time to finish.
• If the work cannot be completed in the scheduled time, the maintenance technician will reschedule using a door tag.
• Maintenance personnel will not do any janitorial or housekeeping chores. For example, suppose the maintenance technician cannot get under the sink. In that case, the resident will be advised and instructed to notify the maintenance person when everything is removed and when the job is ready to be done. If a resident does not clear or clean, and the repair is prevented, they may be charged for a Return Call, or the tenant may be fined one hour time because the work could not be done until the area was cleared or cleaned.
• If the work takes a different amount of time than scheduled, the resident must be notified of the change, and the work order time will be updated.
The maintenance technician leaves a copy of the work order with the resident explaining what was done.
• The maintenance technician will fill out the work completed form while in the unit and leave a copy with the resident.
• After completion, the maintenance technician will ask the resident to sign the work order.
• If the resident is not present, the maintenance technician will write “Resident Not Present” on the signature line of the work order. If the tenant refuses to sign, the maintenance technician will write “tenant refused to sign” on the work order and note why they refused, if any reason was given.
• For liability reasons, there must be a paper backup every time a staff member goes into an apartment. A maintenance technician should not enter a resident’s unit without informing the resident of the date and time other than in an emergency.
When maintenance technicians close out a work order, the property manager will bill the resident if the repair was caused by negligence or abuse on the resident's part. The invoice amount will be for the total cost of the replacement parts and 287
Harvest Realty, LLC - Property Management Plan March 2025 19 labor.
Completing required documentation and reports is essential to manage workflow effectively. The resident manager needs to know where maintenance staff are and what they do.
In adherence to the Violence Against Women Act, tenants may request transfer to another unit for their safety, subject to the availability of other units. Upon receipt of documentation of their being victims of domestic violence, sexual assault, dating violence, or stalking, that request would be granted. All such requests will be kept confidential.
Moving on Strategies
Following the U.S. Department of Housing and Urban Development (HUD) Moving On Strategies, HR will implement Moving On strategies as a part of their supportive and case management services. HR leadership will defer to the HUD Moving on Services Guide for program best practices. The purpose of these strategies is for HR case managers to support and encourage the value of choice.
This includes moving out of supporting housing if the client is in good standing and can obtain other housing options.
Once an HR tenant has decided to move on from Unbreakable Heights supportive housing, HR supportive services are essential to helping them transition to a new, sustainable housing situation. These HR services include everything from preparing a tenant for the opportunity to move on to housing navigation to make sure the tenant has everything they need to maintain stability and thrive after moving on.
HR leadership, case managers, and other support staff will follow the following concepts and values of Moving on Strategies.
• Ensure that staff and program participants understand that Moving On efforts are rooted in program participant growth, recovery, and choice. The decision to pursue Moving On is always voluntary for the program participant. • Help program participants understand from the time of program entry that they can stay in supportive housing for as long as they want to, but that if someday they feel ready and desire to leave, staff can support them to move on. • Ensure that programs and staff operate with a strengths-based, recoveryoriented approach to help program participants recognize their strengths and potential to stabilize, recover, and grow.
• Provide services that support increased self-sufficiency over time. Case managers will encourage and provide opportunities for program participants to build self-sufficiency throughout their time in supportive housing. • Work with the CoC, local Public Housing Agencies, and other community partners to ensure housing resources are available for program participants who want to move on. Without affordable housing, even the most independent, 288
Harvest Realty, LLC - Property Management Plan March 2025 20 motivated program participants are unlikely to be able to move.
Moving On cannot happen without the coordination and collaboration of mainstream housing and services. HR Partnerships with local public housing authorities, HUD-assisted multi-family housing, and affordable housing developers are essential for identifying and securing housing units for the HR Unbreakable Heights tenants.
Non-Cash and Cash Benefits Advocacy
HR is committed to assisting tenants in retaining their access to stable housing. HR recognizes that tenants are eligible for various cash and non-cash benefits to support their financial and general stability and help them retain their household.
HR also recognizes that tenants may not be aware of the benefits they are eligible for and/or may not know how to apply for available benefits.
As part of their commitment to helping tenants retain access to housing, HR supportive services staff are expected to work closely with tenants to assist them in applying for different forms of cash and non-cash benefits that provide tenants with stability and help them pay rent. If needed, information will be provided to tenants to educate them on cash and non-cash benefits they may be eligible for. Tenants eligible for certain cash and/or non-cash benefits will receive guidance and support to apply for and receive benefits that have been identified with the help of HR staff.
The process for helping tenants apply for and receive cash and non-cash benefits may include:
• Identifying tenants who may need extra support to retain housing and working closely with them to identify and apply for benefits that can support their stability and help them retain housing
• Identifying tenants who are not enrolled for available cash and non-cash benefits and supporting them in applying for them
• Raising general awareness and knowledge of cash and non-cash benefits, encouraging tenants to apply for them, and offering help to apply for them. • Providing 1:1 assistance as needed to tenants who choose and/or are interested in applying for benefits.
Emergency Situations
Any component or system that may pose an immediate threat to the health and safety of resident(s) and/or property is considered an emergency. Immediate response is required to abate hazardsthat threaten persons or property. Emergencies include:
• The interruption of essential services (hot or cold running water, electricity, 289
Harvest Realty, LLC - Property Management Plan March 2025 21 heat, etc.)
• Glass breakage that affects security or loss of heat. • Repairs that, if not performed, would expose the resident to injury. • Flooding from ruptured or damaged water lines or fire sprinklers. • Gas leaks.
• Roof leaks.
• Waste line blockages or breaks.
Fires are ALWAYS critical emergencies; call the Fire Department, “911,” IMMEDIATELY.
In a maintenance emergency, maintenance staff must mitigate further damage or injury. They must be permitted to enter the apartment IMMEDIATELY without prior notice, without the resident being present, without giving advance 24-hour notice, or without obtaining consent. All reasonable efforts, however, will be made to contact or inform the tenant before entering the unit. In all cases of entry, a note will be left for the resident indicating that staff entered the apartment, who entered the apartment, and the purpose for the entry.
Unit Turnover Policy
When a unit is vacated and requires turnover, the main objectives are to minimize vacancy time and ensure that all requirements have been met.
The Pre-move-out inspection and repair
The resident manager will inspect the property to create a list of repair items. This will allow property managers to schedule maintenance staff or vendors as soon as possible after the tenant moves out. Any repair done while the resident is still there should be done before the tenant moves out. This includes heater repair or replacement, caulking, switches/plugs, light fixtures, and anything that does not omit fumes or creates prolonged inconvenience to the tenant (no work that may not be completed within an 8-hour day). The exception is if the repair results from tenant-responsible damage, and the tenant has agreed to and requested the work to be completed before vacating the unit.
The post-move-out unit turnover process
First, the unit will be cleaned of all trash and any remaining personal belongings. Second, wall damage will be patched and textured. Third, paint the unit as necessary. Complete any other repairs that could not be completed while the tenant occupied the unit. Last, any carpet and flooring must be replaced before the unit is rent-ready. Maintenance staff should complete as much turnover work as possible.
However, if maintenance staff capacity does not allow for a timely unit turnover, vendors may be used to turn over units. Carpet cleaning, flooring replacement, and substantial unit cleaning/rubbish removal should be contracted out to vendors. Five days from when the unit is vacated to rent-ready should be enough for a standard unit turnover. A standard unit turnover consists of lock re-keying, smoke detector battery replacement, light bulb replacement, cleaning, spot re-caulking, spot patching, texturing, and spot paint touch-up. 290
Harvest Realty, LLC - Property Management Plan March 2025 22 A slightly longer turnover time is permitted if the unit needs to be fully repainted with carpet or flooring replacement. If units require more substantial repair, the resident manager will notify HR, providing a list of repairs and a time frame for when the unit will be rent-ready. Turnover work must be scheduled and initiated the next working day following the tenant'slast day of the tenancy.
Security Deposit Policy
The resident manager will conduct the final walk-through of the unit at the end of the tenancy. All defects not noted on the initial walk-through will be noted in writing and submitted with the security deposit disposition. The inspection is best done the day after the tenant(s) have vacated.
All forms (including a copy of the move-out inspection form) must be submitted no later than 19 calendar days after a tenant vacates (or earlier if the 21st falls on a weekend or holiday). The HR office requires two days to ensure all is in order so that the security deposit disposition can be mailed before the 21st calendar deadline day as required by state law. It is advised that the property manager not send a copy to the tenant directly until the HR office has verified the property manager’s records with the tenant ledger.
After the property manager has performed the move-out inspection, including photos of any damage, the tenant ledger will be reviewed to determine if there are any outstanding charges (late fees, NSF charges, unpaid rent, or utility charges).
Any amounts outstanding should then be entered in the appropriate column on the security deposit disposition.
The property manager must call the applicable utility company(s) to determine if the tenant has unpaid utility costs. A faxed or emailed copy of the latest bill will be requested so those amounts can be withheld from the tenant’s security deposit and entered on the security deposit disposition.
Some utility companies consider the property owner responsible for unpaid utility charges and will lien the property for unpaid charges; others will pursue payment from the tenant. Utility companies may require a copy of the rental agreement before providing outstanding charges.
When all information/final bills have been gathered, the resident manager will submit the security deposit disposition to the HR office. Repair invoices will be entered to be paid, and the tenant will be charged. A copy of the move-out inspection and the tenant’s forwarding address will be included. The property manager should make every effort to obtain the forwarding address. If a forwarding address is not provided, the security deposit disposition will be mailed to the tenant’s last known address with “Please Forward” written on the envelope.
If work or invoices cannot be obtained before the end of the 21 days, the deposit 291
Harvest Realty, LLC - Property Management Plan March 2025 23 balance must be sent to the tenant.
If there are extenuating reasons as to why the property manager is not able to complete the Security Deposit Disposition within the 19-day time frame, the resident manager must contact the HR office immediately.
Eviction And Termination of Tenancy
Lease Violations
If a tenant violates a lease provision, HR has the right to terminate the lease. We take the following steps to prevent a lease violation from turning into an eviction:
• Lease violation notices are typically delivered directly to residents, usually by the resident manager.
• When the resident manager learns of a lease violation, s/he must communicate immediately with the supportive services coordinator and HR to review the issue. This team will determine how best to address the situation.
• Typically, the supportive service provider will work with the resident to address the behavior of concern.
• In some cases, it may be more appropriate for the resident manager to address the situation, especially if the problem is associated with the unit (such as property damage).
• The supportive service team will develop a plan to prevent future issues and communicate that plan to the participant, conveying that any lease violation can lead to eviction.
• The team will also communicate the plan to the property manager and maintain documentation in the housing file.
• If the team cannot resolve the issue, depending on the severity of the situation, it may be necessary to relocate the participant or proceed with eviction.
Eviction Policy
HR embraces the Housing First model to serve our participant households. A few of the basic principles of this philosophy are:
• Housing is essential for people to address some factors and behaviors that led to their homelessness. For example, someone struggling with substance use is more likely to manage their drug use once they are successfully placed in stable housing. We do not expect them to be clean and sober before housing placement.
• People with barriers to housing may require multiple attempts at housing before becoming stable. Just because one unit does not work out does not mean no unit will.
• If someone is not violating the terms of their lease, s/he should typically not 292
Harvest Realty, LLC - Property Management Plan March 2025 24 be exited, even if they are not participating actively in supportive services. • Eviction is a last resort. It is understood that the people we serve are likely to experience some challenges while in housing. However, HR exits them from the program only after we determine that all other options have been exhausted or that there are no remaining opportunities forresolution.
Along these lines, we exit people from Housing First programs once we feel it is a reasonable “last resort” situation. Some examples of circumstances that can lead to eviction include:
• Violence or threats toward staff or otherparticipants. • Abandonment of unit and total disconnection from the service staff. • Multiple,serious, and irresolvable lease violations, such as nonpayment of rent, disturbances in the apartment, violation of guest policies, or other circumstances that lead to the landlord issuing violation notices and for which attempts toward resolution have not been successful. • If someone is to be institutionalized (in jail, inpatient treatment, psychiatric care, etc.) for a term longer than the term, we are allowed to hold a unit. • In adherence to the Violence Against Women’s Act, HR may divide(bifurcate) a lease to evict the individual who has engaged in criminal activity (the abuser or perpetrator directly relating to domestic violence, dating violence, sexual assault, or stalking). HR will allow the tenant who has been a victim and other household members to remain in the unit.
Some of these situations may be straightforward. For example, if someone commits an act of violence against a staff person, that participant would be evicted.
However, many other situations may be subjective, particularly around whether they can be resolved. For example, someone may only contribute their portion of the rent some of the time or have exhibited problematic behaviors that the resident manager is aware of but has not yet issued notices for. In some cases, those situations would warrant an exit. In others, they would not.
The following questions/guidelines help staff interpret such situations and decide whether an eviction is appropriate. They are not intended to provide definitive/indisputable rules. Situations will be decided on a case-by-case basis.
When a problem arises with a resident:
• Is the situation a violation of the lease agreement? Participant households may display challenging behaviors, but those behaviors should typically only trigger an exit if they violate the lease agreement. The most common example is the refusal to participate in services. If someone does not respond to their case manager but is otherwise in compliance with the terms of their lease, they should not be exited. If someone is generally difficult or hard to deal with but pays rent and keeps himself/herself at home, he/she should not 293
Harvest Realty, LLC - Property Management Plan March 2025 25 be exited.
However, suppose someone’s refusal to engage with staff leads to violating a program rule, such as not allowing for a re-inspection of the unit or refusing to re-certify income. In that case, an eviction may be necessary for HR to comply with program rules.
• A determination will be made if the situation is resolvable. Many situations – even those involving lease violations – can be resolved and do not need to result in an eviction. For instance, if someone’s behaviors are sufficiently disruptive to trigger a lease violation, program staff may be able to work with them to mitigate the behaviors such that the person can remain housed.
Alternatively, the behaviors may be less disruptive in another unit, so moving the person without terminating the lease may be possible. If a resolution is legal, feasible, and acceptable to both the participant and the HR, then resolving the issue will be the goal before proceeding with eviction.
• Have prior attempts been made to resolve the situation without success? While some situations can be resolved after one or two attempts, it is not expected that program staff continue to try to resolve a problem that never gets fixed. For example, relocating someone to another unit might be reasonable if they have continual problems with their neighbors that cannot be resolved. However, if that person continues to have problems with neighbors after multiple relocations, finding a different type of housing or program may be more appropriate.
• Does this person have any other options? Even when the decision is made to terminate someone, it may be possible to make other arrangements that are better than putting them into homelessness. Does this person have any friends or family who may be able to house them for a while? Does this person need a higher level of care?
If a resident must be terminated, they must receive a written notice containing a clear statement of the reasons for eviction and the opportunity to discuss the eviction with someone other than the staff member who made the initial eviction determination.
294
Nondiscrimination Policy
for Harvest Realty, LLC, Housing Project
Homekey+ Application
It is the policy of Harvest Realty, LLC, (HR) Simple Solutions Family Therapy (SS), and the City of Adelanto (City) to fully comply with all federal, state, and local nondiscrimination laws; the Americans with Disabilities Act; the Fair Employment and Housing Act; and the United States Department of Housing and Urban Development regulations governing fair housing and equal opportunity. HR, SS, and City shall affirmatively further fair housing in the administration of the Homekey housing program. No person shall, on the grounds of race, color, religion, sex, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, family status, source of income, disability, age, medical condition, genetic information, citizenship, primary language, immigration status (except where explicitly prohibited by federal law), arbitrary characteristics, and all other classes of individuals protected from discrimination under federal or state fair housing laws, individuals perceived to be a member of any of the preceding classes, or any individual or person associated with any of the preceding classes be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or part with program funds made available under the Homekey+ Notice of Funding Availability.
Tenant Screening and Affirmative Marketing
During the tenant screening process, HR, SS, and City shall not on account of race, color, religion, sex, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, family status, source of income, disability, age, medical condition, genetic information, citizenship, primary language, immigration status (except where explicitly prohibited by federal law), arbitrary characteristics, and all other classes of individuals protected from discrimination under federal or state fair housing laws, individuals perceived to be a member of any of the preceding classes, or any individual or person associated with any of the preceding classes deny to any household the opportunity to apply for such housing, nor deny to 295
any eligible applicant the opportunity to lease such housing suitable to its needs. Nor shall HR, SS, and City:
1. Provide housing that is different from that provided to others, with the exception of providing the opportunity for reasonable accommodations and modification to policies for tenants and applicants with disabilities;
2. Subject a person to segregation or disparate treatment;
3. Restrict a person’s access to any benefit enjoyed by others in connection with the public housing program;
4. Treat a person differently in determining eligibility or to other requirements for tenancy; or,
5. Deny a person access to the same level of services.
Since tenants of Homekey+ will be referred to the development through the San Bernardino Continuum of Care (SBCoC) Coordinated Entry System (CES), the CES policies regarding nondiscrimination found under the Fair Housing and Marketing Sections of the CES Policies and Procedures will be adhered to. The nondiscrimination policies that are being adopted and applied to Homekey are listed as such:
1. The SBCoC does not tolerate discrimination based on any protected class (including actual or perceived race, color, religion, national origin, sex, age, familial status, disability, sexual orientation, gender identity, or marital status) during any phase of the Coordinated Entry process.
2. All aspects of the San Bernardino CES will comply with all federal, state, and local fair housing laws and regulations. Participants will not be “steered” toward any particular housing facility or neighborhood because of race, color, national origin, religion, sex, disability, or the presence of children.
3. All locations where persons are likely to access or attempt to access CES will include signs or brochures displayed in prominent locations informing participants of their right to file a discrimination complaint, as well as the contact information and requirements to file it.
4. The SBCoC requires cultural competence that involves understanding and appropriately responding to the unique combination of cultural variables, including age, ability, beliefs, 296
ethnicity, experiences, gender identity, linguistic background, national origin, religion, sexual orientation, and socioeconomic status.
5. The SBCoC is available to all eligible persons regardless of race, color, national origin, religion, sex, age, familial status, disability, actual or perceived sexual orientation, gender identity, or marital status.
6. The SBCoC is available to all populations and subpopulations in the SBCoC’s geographic area, including people experiencing chronic and/or literal homelessness, veterans, families with children, youth, survivors of domestic violence, and individuals/families at imminent risk of homelessness to ensure they have fair and equal access to CES, regardless of the location or method by which they access the system.
7. The SBCoC is available to individuals with disabilities.
8. The SBCoC is available to persons with limited English proficiency.
9. All access sites, assessment sites, navigators, and housing providers must provide reasonable accommodations and modifications to persons with disabilities to ensure equal access to housing. The duty to provide reasonable accommodation requires navigators and providers to change rules, policies, and procedures to allow a person with a disability to use and enjoy a dwelling.
If the CES policy conflicts with the adopted nondiscrimination policy, the nondiscrimination policy shall be the overriding policy.
Adopted
Signature: ______________________ Name/Title: ______________________ 297
Nondiscrimination Policy
for Harvest Realty, LLC, Housing Project
Homekey+ Application
It is the policy of Harvest Realty, LLC, (HR) Simple Solutions Family Therapy (SS), and the City of Adelanto (City) to fully comply with all federal, state, and local nondiscrimination laws; the Americans with Disabilities Act; the Fair Employment and Housing Act; and the United States Department of Housing and Urban Development regulations governing fair housing and equal opportunity. HR, SS, and City shall affirmatively further fair housing in the administration of the Homekey housing program. No person shall, on the grounds of race, color, religion, sex, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, family status, source of income, disability, age, medical condition, genetic information, citizenship, primary language, immigration status (except where explicitly prohibited by federal law), arbitrary characteristics, and all other classes of individuals protected from discrimination under federal or state fair housing laws, individuals perceived to be a member of any of the preceding classes, or any individual or person associated with any of the preceding classes be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or part with program funds made available pursuant to the Homekey+ Notice of Funding Availability.
Tenant Screening and Affirmative Marketing
During the tenant screening process, HR, SS, and City shall not on account of race, color, religion, sex, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, family status, source of income, disability, age, medical condition, genetic information, citizenship, primary language, immigration status (except where explicitly prohibited by federal law), arbitrary characteristics, and all other classes of individuals protected from discrimination under federal or state fair housing laws, individuals perceived to be a member of any of the preceding classes, or any individual or person associated with any of the preceding classes deny to any household the opportunity to apply for such housing, nor deny to 298
any eligible applicant the opportunity to lease such housing suitable to its needs. Nor shall HR, SS, and City:
1. Provide housing that is different from that provided to others, with the exception of providing the opportunity for reasonable accommodations and modification to policies for tenants and applicants with disabilities;
2. Subject a person to segregation or disparate treatment;
3. Restrict a person’s access to any benefit enjoyed by others in connection with the public housing program;
4. Treat a person differently in determining eligibility or to other requirements for tenancy; or,
5. Deny a person access to the same level of services.
Since tenants of Homekey+ will be referred to the development through the San Bernardino Continuum of Care (SBCoC) Coordinated Entry System (CES), the CES policies regarding nondiscrimination found under the Fair Housing and Marketing Sections of the CES Policies and Procedures will be adhered to. The nondiscrimination policies that are being adopted and applied to Homekey are listed as such:
1. The SBCoC does not tolerate discrimination on the basis of any protected class (including actual or perceived race, color, religion, national origin, sex, age, familial status, disability, sexual orientation, gender identity, or marital status) during any phase of the Coordinated Entry process.
2. All aspects of the San Bernardino CES will comply with all federal, state, and local fair housing laws and regulations. Participants will not be “steered” toward any particular housing facility or neighborhood because of race, color, national origin, religion, sex, disability, or the presence of children.
3. All locations where persons are likely to access or attempt to access CES will include signs or brochures displayed in prominent locations informing participants of their right to file a discrimination complaint and the contact information and requirements to file it.
4. The SBCoC requires cultural competence that involves understanding and appropriately responding to the unique combination of cultural variables, including age, ability, beliefs, 299
ethnicity, experiences, gender identity, linguistic background, national origin, religion, sexual orientation, and socioeconomic status.
5. The SBCoC is available to all eligible persons regardless of race, color, national origin, religion, sex, age, familial status, disability, actual or perceived sexual orientation, gender identity, or marital status.
6. The SBCoC is available to all populations and subpopulations in the SBCoC’s geographic area, including people experiencing chronic and/or literal homelessness, veterans, families with children, youth, survivors of domestic violence, and individuals/families at imminent risk of homelessness to ensure they have fair and equal access to CES, regardless of the location or method by which they access the system.
7. The SBCoC is available to individuals with disabilities.
8. The SBCoC is available to persons with limited English proficiency.
9. All access sites, assessment sites, navigators, and housing providers must provide reasonable accommodations and modifications to persons with disabilities to ensure equal access to housing. The duty to provide reasonable accommodation requires navigators and providers to make changes to rules, policies, and procedures to allow a person with a disability to use and enjoy a dwelling.
If the CES policy is in conflict with the adopted nondiscrimination policy, the nondiscrimination policy shall be the overriding policy.
Adopted
Signature: ______________________ Name/Title: ______________________ 300
Equity Statement
for Harvest Realty, LLC, Housing Project
Homekey+ Application
The Equity statement must include the following:
Project Name: Unbreakable Heights
Project Address: 11351 Chamberlaine Way, Adelanto, CA 92301 Eligible Applicant: City of Adelanto, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc.
The City of Adelanto, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc. affirm their deep commitment to advancing equity through the Unbreakable Heights Permanent Supportive Housing Project. Guided by the principles outlined in the California Interagency Council on Homelessness (Cal ICH) resources and the Targeted Universalism Framework, the project seeks to redress long-standing disparities in access to housing and services for communities historically overrepresented in homelessness. These include Black, Latinx, Indigenous, Asian, and Pacific Islander populations, LGBTQ+ individuals, persons with disabilities, transition-age youth, and veterans.
Unbreakable Heights will use data-driven, culturally informed, and community-validated practices throughout its design, implementation, and ongoing evaluation. Each project phase— from tenant outreach and selection to supportive services—has been carefully constructed to identify and remove systemic barriers, promote housing equity, and empower individuals through inclusive, trauma-informed approaches. The applicant’s strategy is rooted in the latest Point-in-Time Count data from the San Bernardino County Continuum of Care and informed by continuous consultation with local stakeholders, elected officials, and those with lived experience of homelessness.
How does the Project methodically analyze the community’s racial and ethnic demographics, the demographics of those within the homeless response system, and the system outcomes based on race, gender, ethnicity, age, and other demographics? The Unbreakable Heights project employs a systematic and data-informed approach to analyzing community demographics, the composition of the homeless population, and related outcome disparities based on race, ethnicity, gender, age, and other identity markers. 301
San Bernardino County, the project’s location, is among California's most racially and ethnically diverse regions. According to recent data, nearly 49.2% of the county’s population identifies as Hispanic or Latino, followed by non-Hispanic White (25.6%), African American (8.9%), and Asian (7.87%) populations. This diversity is further reflected in the county’s 2024 Point-in-Time Count, which reported 4,255 individuals experiencing homelessness—71.8% of whom were unsheltered. These figures represent a significant racial and socio-economic concern and an opportunity for targeted intervention.
By examining disparities between the general population and those experiencing homelessness, the Unbreakable Heights project is designed to advance equity and reduce disproportionality in housing access and support services. Special attention is given to addressing the needs of groups historically overrepresented in homelessness, particularly Black, Latino, and youth populations.
The project’s supportive service model, implemented by Environmental Alternatives and Simple Solutions Family Therapy Inc., is grounded in culturally responsive, trauma-informed, evidencebased practices. Services will be monitored through a demographic lens to identify gaps in care and improve outcomes over time. The project aims to ensure equitable service provision and long-term housing stability for all residents through ongoing evaluation and data disaggregation.
How does the Applicant address the systemic barriers, policies, programs, and decisions of the applicant (or CoC) that influence disparate outcomes? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., acknowledge the existence of systemic barriers and historical inequities that have contributed to disparate housing and health outcomes for marginalized populations, particularly within the homeless response system. In alignment with the state’s Homekey+ goals and to ensure that housing efforts do not perpetuate inequities, the City and its development partners have adopted a deliberate, methodical approach to addressing and dismantling these systemic barriers.
To guide this work, the City of Adelanto and its project partners use tools and frameworks recommended by the California Interagency Council on Homelessness (Cal ICH). These include the Targeted Universalism Framework, which emphasizes tailoring solutions to the specific barriers faced by different communities rather than applying a one-size-fits-all approach. The City recognizes that systemic inequities vary by demographic, and this model supports the development of responsive, localized strategies. In addition, Cal ICH equity resources will be consulted regularly to shape ongoing implementation and training.
The following steps will be implemented to ensure that Homekey+ housing achieves its equity goals without further exacerbating disparities among already marginalized populations. These 302
are evidence-informed best practices formed through the study of effective strategies that have shown measurable success in reaching underrepresented groups:
1. Step One: Data Analysis – Comprehensive demographic and outcome data will be collected and analyzed regularly to identify disparities in access, service delivery, and housing stability. This includes disaggregating data by race, ethnicity, gender, age, disability, and other relevant factors. The findings will guide program adjustments and equity-focused interventions.
2. Step Two: Policy Review—Based on the findings of data analysis, all program policies, procedures, and eligibility criteria will be reviewed and revised, where necessary. The City and its partners will ensure that individuals are not experiencing inequitable outcomes due to how policies are defined or enforced. This review process will help eliminate systemic barriers in program design or administration.
3. Step Three: Training—All staff involved in service provision, case management, and project oversight will receive annual training on racial equity, systemic inequity, and implicit bias. Additional training will be offered as needed. In particular, project personnel will participate in specialized training to dismantle implicit bias and ensure culturally responsive service delivery.
4. Step Four: Lived Experience Participation—The project's design, implementation, and ongoing evaluation will include active input from individuals with lived experience of homelessness. Staffing decisions will prioritize hiring those who share cultural and experiential backgrounds with the populations overrepresented in San Bernardino County’s homeless population, including youth, veterans, and persons of color. Their insights will be instrumental in shaping programs that are responsive and respectful to the needs of marginalized groups.
5. Step Five: Access and Outreach—All access points, including coordinated entry, shelter referrals, outreach efforts, and marketing materials, will be evaluated for inclusivity.
Outreach will specifically target communities historically underserved or disproportionately impacted by homelessness, such as Black, Indigenous, and Latinx communities. The City and partners will ensure that no group is excluded from receiving information or services due to systemic inequities.
6. Step Six: Housing First Compliance—The project adheres fully to Housing First principles, ensuring that access to housing is not contingent on sobriety, employment, or other conditions that disproportionately disadvantage certain populations. This principle ensures that services are offered without preconditions and that support is client-centered, culturally competent, and trauma-informed.
Through these six implementation steps, the City of Adelanto and its partners are committed to creating a responsive, inclusive, and equitable housing initiative under Homekey+. This systemic approach ensures that the structural causes of inequity are actively identified and addressed, resulting in fair and just housing outcomes for all community members. 303
How does the Applicant address the policies, programs, and decisions of the service provider(s) that have led to race, gender, ethnicity, age, or other disparate outcomes? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., ensure that all service providers involved in the Unbreakable Heights project address and actively work to reduce racial, gender-based, ethnic, and age-related disparities in outcomes through a structured and data-informed equity framework. This framework is built on the premise that systemic barriers can be identified and mitigated through intentional analysis, policy review, and inclusive practices.
To that end, the following steps will ensure the Homekey+ project achieves its goals without perpetuating disparate impacts on already marginalized populations. These steps are informed by evidence-based research and best practices proven effective in serving the target populations.
1. Step One: Data Analysis – All participating service providers will collect and analyze demographic and outcome data across race, ethnicity, gender, age, and disability. This includes disaggregating data on access to services, length of time to housing, housing retention rates, and other key metrics.
2. Step Two: Policy Review – Providers will comprehensively review all internal policies and program decisions to determine whether any unintentional barriers contribute to inequitable outcomes. These policies will be revised to ensure equitable service delivery and outcomes.
3. Step Three: Training—All staff will receive regular training, including implicit bias training and ongoing professional development focused on racial equity, cultural responsiveness, and inclusive service delivery. These trainings are mandatory on an annual or more frequent basis and designed to equip providers with the knowledge and tools to recognize and reduce systemic inequities.
4. Step Four: Lived Experience Participation – Persons with lived experience, particularly those from communities disproportionately represented in the homeless response system, will be engaged in advisory roles and program development processes. Staff with lived experience will also be prioritized for hiring, especially when they reflect the demographics of the residents served.
5. Step Five: Access and Outreach—Service providers will evaluate all access points to ensure equity in outreach and service connection. This includes reviewing street outreach strategies, marketing materials, and referral mechanisms to identify and correct any disparities in how various populations access services.
6. Step Six: Housing First – All services will follow Housing First principles, ensuring that eligibility criteria, service engagement requirements, or behavioral expectations do not create barriers to housing for specific demographic groups. 304
Through this comprehensive, proactive approach, the Applicant and its service providers are committed to ensuring the Unbreakable Heights project does not replicate or exacerbate historical inequities but contributes to a more equitable and just homeless response system in San Bernardino County.
In what ways does the Applicant consider how the voices of all members of the community, especially those often underrepresented, such as Black, Latinx, Asian, Pacific Islander, Native and Indigenous communities, LGBTQ+ groups, and those with lived experience of homelessness have/have not been centered in a meaningful and sustained way in systems design? How can these voices be centered?
The City of Adelanto, the Applicant, along with the Co-Applicants Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., acknowledge the critical importance of incorporating the voices of historically marginalized communities into the design, implementation, and evaluation of housing systems. These communities include, but are not limited to, Black, Latinx, Asian, Pacific Islander, Native and Indigenous peoples, LGBTQ+ individuals, and persons with lived experience of homelessness. The City is committed to ensuring that the systems supporting Unbreakable Heights are inclusive and responsive to the specific needs and priorities of these populations.
The planning and early development phases of Unbreakable Heights were intentionally grounded in a community engagement process that sought broad participation. This included direct consultations with community members, service providers, and public officials representing diverse constituencies. The public presentation to the Adelanto City Council on March 26, 2025, served as a meaningful opportunity for community stakeholders to express support and contribute feedback, particularly regarding the project’s commitment to housing transition-age youth, veterans, and populations historically underrepresented in housing programs.
The project will sustain this inclusive approach through multiple strategies centered on community voice. Individuals with lived experience of homelessness will be engaged in advisory and operational roles, providing critical insight into service delivery and program governance.
Their perspectives will shape policies, engagement strategies, and accountability mechanisms.
The project team, including all supportive service providers, is committed to inclusive hiring practices that reflect the racial, cultural, and linguistic identities of the residents served.
Culturally competent staff, particularly those with lived experience, will play an essential role in fostering trust and ensuring that services are delivered with authenticity and respect.
Regular resident forums will be held to maintain an active feedback loop, and anonymous mechanisms for input will be provided. This will allow for continuous assessment and 305
refinement of policies and practices in response to resident needs and experiences. Programming will be tailored to reflect the cultural and social contexts of the target populations, with attention to language access, trauma-informed care, and inclusive definitions of family and community.
The project will also apply an equity lens to all access points, reviewing outreach and intake practices to ensure no group is inadvertently excluded. Targeted outreach efforts will address historical inequities and ensure that those underserved by traditional systems are reached.
Through these efforts, the City of Adelanto and its partners are embedding equity into the foundation of Unbreakable Heights. The project will provide permanent supportive housing and serve as a model for equitable systems design that meaningfully includes the voices of those most impacted by homelessness and housing instability.
In what ways does the Applicant provide specific, detailed, and time-bound actions that they will take to address each of the systemic barriers to housing opportunity? The City of Adelanto, the Applicant, along with the Co-Applicants Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., are committed to addressing systemic barriers to housing opportunity through a structured, data-informed, and equity-centered framework. Recognizing that systemic inequities related to race, ethnicity, gender, and socioeconomic status contribute to disparate outcomes in housing access and stability, the Applicant has developed a multi-phase strategy designed to mitigate these disparities in both the planning and implementation of the Unbreakable Heights Permanent Supportive Housing Project.
To ensure accountability and measurable progress, the Applicant and its project partners will implement the following specific, detailed, and time-bound actions:
First, a comprehensive data analysis process will be conducted before the implementation phase to identify gaps in access, service utilization, and outcomes by race, ethnicity, gender identity, age, and disability status. This will be completed within the first 60 days of the project launch and updated annually. The data will be used to inform all policy, programmatic, and operational decisions.
Next, all existing policies and procedures guiding service delivery, intake, and tenant engagement will be formally reviewed within the first 90 days of project implementation. Any policies found to contribute to unequal treatment or outcomes will be revised. This policy review will be revisited annually and updated with findings from data analysis and resident feedback.
Training for all project staff, including frontline workers and administrative personnel, will be implemented within the first 60 days of project launch and repeated annually. Training modules will include implicit bias, trauma-informed care, and equitable service provision. These trainings 306
are designed to ensure culturally responsive engagement with residents and equip staff with the tools necessary to identify and address systemic barriers in real time.
The project will also institutionalize lived experience leadership by ensuring that at least one staff member or advisor with lived experience of homelessness is involved in program design, service planning, and resident engagement strategies within the first 30 days of project occupancy. This will ensure that policies and practices reflect the real-world experiences of those served.
Outreach strategies will be evaluated quarterly to ensure they are reaching racially and culturally marginalized groups, including youth exiting foster care, veterans of color, LGBTQ+ individuals, and undocumented residents. Adjustments will be made to maintain equitable access and participation in housing opportunities.
All tenant selection, services, and housing placement processes will adhere to Housing First principles, eliminating unnecessary screening barriers and ensuring that access to housing is not denied due to income, substance use, criminal history, or disability status. These practices will be formalized prior to initial lease-up and monitored throughout the project's life.
Through these coordinated, time-bound, and evidence-based actions, the Applicant and its partners are ensuring that Unbreakable Heights is a housing solution and a model for dismantling the systemic barriers that have historically excluded marginalized communities from stable and supportive housing opportunities.
How does the Applicant partner or plan to partner with organizations that are addressing equity in the housing and homelessness response system? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., recognize that meaningful progress toward equity in the housing and homelessness response system requires intentional partnerships with organizations that are actively addressing disparities among historically marginalized populations. To that end, the Applicant has already engaged in and will continue to expand partnerships with agencies that are culturally responsive, equity-focused, and experienced in serving underrepresented groups, including Black, Latinx, Native and Indigenous populations, LGBTQ+ communities, and persons with disabilities.
Key service partners on this project—Environmental Alternatives and Simple Solutions Family Therapy Inc.—are grounded in equity-centered practices. Environmental Alternatives has a longstanding track record of serving transition-age youth, many of whom are former foster youth or justice-involved, and offers services rooted in trauma-informed and culturally competent 307
frameworks. Simple Solutions Family Therapy Inc., a certified CalAIM provider and behavioral health agency, is led by a clinician of color and employs staff reflective of the racial and cultural demographics of the populations served. Their programming is tailored to address mental health, housing instability, and systemic barriers faced by communities disproportionately affected by homelessness.
The City will also continue collaborating with San Bernardino County Behavioral Health and the local Continuum of Care to identify and align with community-based organizations that are leaders in equity initiatives. These partnerships may include entities providing legal advocacy, immigration support, workforce development, and culturally specific services for tribal and immigrant communities. Additionally, targeted efforts will be made to include grassroots and resident-led organizations in advisory capacities to ensure the project is accountable to the communities it intends to serve.
These partnerships are not transactional but embedded in the project’s design, implementation, and continuous improvement processes. By aligning with organizations that center equity in their mission and practice, the Applicant ensures that Unbreakable Heights will contribute to a more just and inclusive housing system in San Bernardino County.
How will the Applicant ensure that racial, gender, age, ethnic, and other disparities are addressed with this funding?
The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., are committed to ensuring that the use of Homekey+ funding proactively addresses racial, gender, age, ethnic, and other disparities in access to housing and supportive services. This commitment is embedded in every stage of the Unbreakable Heights project—from design and implementation to evaluation and continuous improvement.
The Applicant and its development and service partners will implement several evidenceinformed strategies to achieve equity-centered outcomes. First, all outreach, eligibility, and referral processes will be assessed to ensure they do not inadvertently disadvantage any group.
Intake protocols will include demographic tracking to monitor who is accessing housing and services and who may be excluded. These data will be disaggregated by race, gender, age, and ethnicity to assess equity in real time and adjust practices accordingly.
Environmental Alternatives and Simple Solutions Family Therapy Inc.'s supportive services are designed to be trauma-informed, culturally and linguistically responsive, and reflective of the diverse populations served. Hiring practices across the project partners will prioritize staff who 308
share lived experiences and cultural backgrounds with residents, helping to build trust and deliver services more effectively.
The Applicant will also engage individuals with lived experience of homelessness in advisory and leadership roles, ensuring that policies, services, and resident engagement strategies reflect the needs of those most impacted. Regular equity reviews will be conducted to assess whether disparities are emerging in housing retention, service utilization, or resident well-being—and to implement course corrections as needed.
By embedding racial, gender, age, and ethnic equity into the project’s governance, staffing, service design, and data analysis, the City of Adelanto will ensure that Homekey+ funding is used not only to provide housing but also to correct systemic disparities and promote long-term housing stability for historically marginalized communities.
Other Resources:
• The California Interagency Council on Homelessness (Cal ICH) has identified equity resources to support communities in this work. Please see this link to their website. • Targeted Universalism Framework is a concept used to determine how to effectively address barriers that impact homeless individuals. It focuses on creating specific solutions for each demographic area. This model understands that each community has barriers that can’t be addressed with the same tools.
309
References
Homeless Count & Survey Report. (2024). https://www.sbcounty.gov/uploads/sbchp/SBC-2024- Homeless-Count-Report.pdf
2023 Point in Time Homeless Count. (2023).
https://www.sbcounty.gov/uploads/sbchp/content/SBC-2023-Homeless-Count-Report.pdf Homelessness & Housing Insecurity. San Bernardino County Community Indicators. (2022). https://indicators.sbcounty.gov/housing/homelessness-housing-insecurity/ 310
Equity Statement
for Harvest Realty, LLC, Housing Project
Homekey+ Application
The Equity statement must include:
Project Name: Unbreakable Heights
Project Address: 11351 Chamberlaine Way, Adelanto, CA 92301 Eligible Applicant: City of Adelanto, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc.
The City of Adelanto, along with Harvest Realty, LLC, and Simple Solutions Family Therapy Inc. affirms their deep commitment to advancing equity through the Unbreakable Heights Permanent Supportive Housing Project. Guided by the principles outlined in the California Interagency Council on Homelessness (Cal ICH) resources and the Targeted Universalism Framework, the project seeks to redress long-standing disparities in access to housing and services for communities historically overrepresented in homelessness. These include Black, Latinx, Indigenous, Asian and Pacific Islander populations, LGBTQ+ individuals, persons with disabilities, transition-age youth, and veterans.
Unbreakable Heights will use data-driven, culturally informed, and community-validated practices throughout its design, implementation, and ongoing evaluation. Each phase of the project—from tenant outreach and selection to supportive services—has been carefully constructed to identify and remove systemic barriers, promote housing equity, and empower individuals through inclusive, trauma-informed approaches. The applicant’s strategy is rooted in the latest Point-in-Time Count data from the San Bernardino County Continuum of Care and informed by continuous consultation with local stakeholders, elected officials, and those with lived experience of homelessness.
How does the Project methodically analyze the community’s racial and ethnic demographics, the demographics of those within the homeless response system, and the system outcomes based on race, gender, ethnicity, age, and other demographics? The Unbreakable Heights project employs a systematic and data-informed approach to analyzing community demographics, the composition of the homeless population, and related outcome disparities based on race, ethnicity, gender, age, and other identity markers. 311
San Bernardino County, the project’s location, is among the most racially and ethnically diverse regions in California. According to recent data, nearly 49.2% of the county’s population identifies as Hispanic or Latino, followed by non-Hispanic White (25.6%), African American (8.9%), and Asian (7.87%) populations. This diversity is further reflected in the county’s 2024 Point-in-Time Count, which reported 4,255 individuals experiencing homelessness—71.8% of whom were unsheltered. These figures represent both a significant racial and socio-economic concern, as well as an opportunity for targeted intervention.
By examining disparities between the general population and those experiencing homelessness, the Unbreakable Heights project is designed to advance equity and reduce disproportionality in housing access and support services. Special attention is given to addressing the needs of groups historically overrepresented in homelessness, particularly Black, Latino, and youth populations.
The project’s supportive service model, implemented by Environmental Alternatives and Simple Solutions Family Therapy Inc., is grounded in culturally responsive, trauma-informed, and evidence-based practices. Services will be monitored through a demographic lens to identify gaps in care and improve outcomes over time. Through ongoing evaluation and data disaggregation, the project aims to ensure equitable service provision and long-term housing stability for all residents.
How does the Applicant address the systemic barriers, policies, programs, and decisions of the applicant (or CoC) that influence disparate outcomes? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., acknowledge the existence of systemic barriers and historical inequities that have contributed to disparate housing and health outcomes for marginalized populations, particularly within the homeless response system. In alignment with the state’s Homekey+ goals and to ensure that housing efforts do not perpetuate inequities, the City and its development partners have adopted a deliberate, methodical approach to addressing and dismantling these systemic barriers.
To guide this work, the City of Adelanto and its project partners are using tools and frameworks recommended by the California Interagency Council on Homelessness (Cal ICH). These include the Targeted Universalism Framework, which emphasizes tailoring solutions to the specific barriers faced by different communities, rather than applying a one-size-fits-all approach. The City recognizes that systemic inequities vary by demographic, and this model supports the development of responsive, localized strategies. In addition, Cal ICH equity resources will be consulted regularly to shape ongoing implementation and training. 312
The following steps will be implemented to ensure that Homekey+ housing achieves its equity goals without further exacerbating disparities among already marginalized populations. These are evidence-informed best practices formed through the study of effective strategies that have shown measurable success in reaching underrepresented groups:
1. Step One: Data Analysis – Comprehensive demographic and outcome data will be collected and analyzed regularly to identify disparities in access, service delivery, and housing stability. This includes disaggregating data by race, ethnicity, gender, age, disability, and other relevant factors. The findings will guide program adjustments and equity-focused interventions.
2. Step Two: Policy Review – All program policies, procedures, and eligibility criteria will be reviewed and revised, where necessary, based on the findings of data analysis. The City and its partners will ensure that individuals are not experiencing inequitable outcomes due to how policies are defined or enforced. This review process will help eliminate systemic barriers embedded within program design or administration.
3. Step Three: Training – All staff involved in service provision, case management, and project oversight will receive annual training on racial equity, systemic inequity, and implicit bias. Additional training will be offered as needed. In particular, project personnel will participate in specialized training aimed at dismantling implicit bias and ensuring culturally responsive service delivery.
4. Step Four: Lived Experience Participation – The design, implementation, and ongoing evaluation of the project will include active input from individuals with lived experience of homelessness. Staffing decisions will prioritize hiring those who share cultural and experiential backgrounds with the populations overrepresented in San Bernardino County’s homeless population, including youth, veterans, and persons of color. Their insights will be instrumental in shaping programs that are responsive and respectful to the needs of marginalized groups.
5. Step Five: Access and Outreach – All access points, including coordinated entry, shelter referrals, outreach efforts, and marketing materials, will be evaluated for inclusivity.
Outreach will specifically target communities historically underserved or disproportionately impacted by homelessness, such as Black, Indigenous, and Latinx communities. The City and partners will ensure that no group is excluded from receiving information or services due to systemic inequities.
6. Step Six: Housing First Compliance – The project adheres fully to Housing First principles, ensuring that access to housing is not contingent on sobriety, employment, or other conditions that disproportionately disadvantage certain populations. This principle ensures that services are offered without preconditions, and support is client-centered, culturally competent, and trauma-informed.
Through these six implementation steps, the City of Adelanto and its partners are committed to creating a responsive, inclusive, and equitable housing initiative under Homekey+. This systemic 313
approach ensures that the structural causes of inequity are actively identified and addressed, resulting in fair and just housing outcomes for all community members.
How does the Applicant address the policies, programs, and decisions of the service provider(s) that have led to race, gender, ethnicity, age, or other disparate outcomes? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., ensure that all service providers involved in the Unbreakable Heights project address and actively work to reduce racial, gender-based, ethnic, and age-related disparities in outcomes through a structured and data-informed equity framework. This framework is built on the premise that systemic barriers can be identified and mitigated through intentional analysis, policy review, and inclusive practices.
To that end, the following steps will be implemented to ensure the Homekey+ project achieves its goals without perpetuating disparate impacts on already marginalized populations. These steps are informed by evidence-based research and best practices proven effective in serving the target populations.
1. Step One: Data Analysis – All participating service providers will collect and analyze demographic and outcome data across lines of race, ethnicity, gender, age, and disability.
This includes disaggregating data on access to services, length of time to housing, housing retention rates, and other key metrics.
2. Step Two: Policy Review – Providers will conduct a comprehensive review of all internal policies and program decisions to determine whether any unintentional barriers exist that contribute to inequitable outcomes. These policies will be revised as needed to ensure equitable service delivery and outcomes.
3. Step Three: Training – All staff will receive regular training, including implicit bias training and ongoing professional development focused on racial equity, cultural responsiveness, and inclusive service delivery. These trainings are mandatory at least annually and are designed to equip providers with the knowledge and tools to recognize and reduce systemic inequities.
4. Step Four: Lived Experience Participation – Persons with lived experience, particularly those from communities disproportionately represented in the homeless response system, will be engaged in advisory roles and program development processes. Staff with lived experience will also be prioritized for hiring, especially when they reflect the demographics of the residents served.
5. Step Five: Access and Outreach – Service providers will evaluate all access points to ensure equity in outreach and service connection. This includes a review of street outreach strategies, marketing materials, and referral mechanisms to identify and correct any disparities in how various populations access services. 314
6. Step Six: Housing First – All services will follow Housing First principles, ensuring that eligibility criteria, service engagement requirements, or behavioral expectations do not create barriers to housing for specific demographic groups.
Through this comprehensive, proactive approach, the Applicant and its service providers are committed to ensuring the Unbreakable Heights project does not replicate or exacerbate historical inequities but rather contributes to a more equitable and just homeless response system in San Bernardino County.
In what ways does the Applicant consider how the voices of all members of the community, especially those often underrepresented, such as Black, Latinx, Asian, Pacific Islander, Native and Indigenous communities, LGBTQ+ groups, and those with lived experience of homelessness have/have not been centered in a meaningful and sustained way in systems design? How can these voices be centered?
The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., acknowledge the critical importance of incorporating the voices of historically marginalized communities into the design, implementation, and evaluation of housing systems. These communities include, but are not limited to, Black, Latinx, Asian, Pacific Islander, Native and Indigenous peoples, LGBTQ+ individuals, and persons with lived experience of homelessness. The City is committed to ensuring that the systems supporting Unbreakable Heights are not only inclusive but also responsive to the specific needs and priorities of these populations.
The planning and early development phases of Unbreakable Heights were intentionally grounded in a community engagement process that sought broad participation. This included direct consultations with community members, service providers, and public officials representing diverse constituencies. The public presentation to the Adelanto City Council on March 26, 2025, served as a meaningful opportunity for community stakeholders to express support and contribute feedback, particularly regarding the project’s commitment to housing transition-age youth, veterans, and populations historically underrepresented in housing programs.
Moving forward, the project will sustain this inclusive approach through multiple strategies that center community voice. Individuals with lived experience of homelessness will be engaged in both advisory and operational roles, providing critical insight into service delivery and program governance. Their perspectives will shape policies, engagement strategies, and accountability mechanisms.
The project team, including all supportive service providers, is committed to inclusive hiring practices that reflect the racial, cultural, and linguistic identities of the residents served. 315
Culturally competent staff, particularly those with lived experience, will play an essential role in fostering trust and ensuring that services are delivered with authenticity and respect.
To maintain an active feedback loop, regular resident forums will be held, and anonymous mechanisms for input will be provided. This will allow for continuous assessment and refinement of policies and practices in response to resident needs and experiences. Programming will be tailored to reflect the cultural and social contexts of the target populations, with attention to language access, trauma-informed care, and inclusive definitions of family and community.
The project will also apply an equity lens to all access points, reviewing outreach and intake practices to ensure that no group is inadvertently excluded. Targeted outreach efforts will address historical inequities and ensure that those who have been underserved by traditional systems are reached.
Through these efforts, the City of Adelanto and its partners are embedding equity into the foundation of Unbreakable Heights. The project will not only provide permanent supportive housing but also serve as a model for equitable systems design that meaningfully includes the voices of those most impacted by homelessness and housing instability.
In what ways does the Applicant provide specific, detailed, and time-bound actions that they will take to address each of the systemic barriers to housing opportunity? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., are committed to addressing systemic barriers to housing opportunity through a structured, data-informed, and equity-centered framework. Recognizing that systemic inequities related to race, ethnicity, gender, and socioeconomic status contribute to disparate outcomes in housing access and stability, the Applicant has developed a multi-phase strategy designed to mitigate these disparities in both the planning and implementation of the Unbreakable Heights Permanent Supportive Housing Project.
To ensure accountability and measurable progress, the Applicant and its project partners will implement the following specific, detailed, and time-bound actions:
First, a comprehensive data analysis process will be conducted during the preimplementation phase to identify gaps in access; service utilization; and outcomes by race, ethnicity, gender identity, age, and disability status. This will be completed within the first 60 days of project launch and updated on an annual basis. Data will be used to inform all policy, programmatic, and operational decisions.
Next, all existing policies and procedures guiding service delivery, intake, and tenant engagement will undergo a formal review within the first 90 days of project implementation. 316
Any policies found to contribute to unequal treatment or outcomes will be revised. This policy review will be revisited annually and updated in accordance with findings from data analysis and resident feedback.
Training for all project staff, including frontline workers and administrative personnel, will be implemented within the first 60 days of project launch and repeated annually. Training modules will include implicit bias, trauma-informed care, and equitable service provision. These trainings are designed to ensure culturally responsive engagement with residents and to equip staff with the tools necessary to identify and address systemic barriers in real-time.
The project will also institutionalize lived experience leadership by ensuring that at least one staff member or advisor with lived experience of homelessness is involved in program design, service planning, and resident engagement strategies within the first 30 days of project occupancy. This will ensure that policies and practices reflect the real-world experiences of those served.
Outreach strategies will be evaluated quarterly to ensure they are reaching racially and culturally marginalized groups, including youth exiting foster care, veterans of color, LGBTQ+ individuals, and undocumented residents. Adjustments will be made as needed to maintain equitable access and participation in housing opportunities.
All tenant selection, services, and housing placement processes will adhere to Housing First principles, eliminating unnecessary screening barriers and ensuring that access to housing is not denied due to income, substance use, criminal history, or disability status. These practices will be formalized prior to initial lease-up and monitored throughout the life of the project.
Through these coordinated, time-bound, and evidence-based actions, the Applicant and its partners are ensuring that Unbreakable Heights is not only a housing solution but also a model for dismantling the systemic barriers that have historically excluded marginalized communities from stable and supportive housing opportunities.
How does the Applicant partner or plan to partner with organizations that are addressing equity in the housing and homelessness response system? The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., recognize that meaningful progress toward equity in the housing and homelessness response system requires intentional partnerships with organizations that are actively addressing disparities among historically marginalized populations. To that end, the Applicant has already engaged, and will continue to expand, partnerships with agencies that are culturally responsive, equity-focused, and experienced in serving underrepresented groups, 317
including Black, Latinx, Native and Indigenous populations, LGBTQ+ communities, and persons with disabilities.
Key service partners on this project—Environmental Alternatives and Simple Solutions Family Therapy Inc.—are grounded in equity-centered practices. Environmental Alternatives has a longstanding track record of serving transition-age youth, many of whom are former foster youth or justice-involved, and offers services rooted in trauma-informed and culturally competent frameworks. Simple Solutions Family Therapy Inc., a certified CalAIM provider and behavioral health agency, is led by a clinician of color and employs staff reflective of the racial and cultural demographics of the populations served. Their programming is tailored to address mental health, housing instability, and systemic barriers faced by communities disproportionately affected by homelessness.
The City will also continue to collaborate with San Bernardino County Behavioral Health and the local Continuum of Care to identify and align with community-based organizations that are leaders in equity initiatives. These partnerships may include entities providing legal advocacy, immigration support, workforce development, and culturally specific services for tribal and immigrant communities. Additionally, targeted efforts will be made to include grassroots and resident-led organizations in advisory capacities to ensure the project is accountable to the communities it intends to serve.
These partnerships are not transactional but embedded in the project’s design, implementation, and continuous improvement processes. By aligning with organizations that center equity in their mission and practice, the Applicant ensures that Unbreakable Heights will contribute to a more just and inclusive housing system in San Bernardino County.
How will the Applicant ensure that racial, gender, age, ethnic and other disparities are addressed with this funding?
The City of Adelanto, the Applicant, along with the Co-Applicants, Harvest Realty, LLC, and Simple Solutions Family Therapy Inc., are committed to ensuring that the use of Homekey+ funding proactively addresses racial, gender, age, ethnic, and other disparities in access to housing and supportive services. This commitment is embedded in every stage of the Unbreakable Heights project—from design and implementation to evaluation and continuous improvement.
To achieve equity-centered outcomes, the Applicant and its development and service partners will implement several evidence-informed strategies. First, all outreach, eligibility, and referral processes will be assessed to ensure they do not inadvertently disadvantage any group. Intake protocols will include demographic tracking to monitor who is accessing housing and services 318
and who may be excluded. These data will be disaggregated by race, gender, age, and ethnicity to assess equity in real-time and adjust practices accordingly.
Supportive services provided by Environmental Alternatives and Simple Solutions Family Therapy Inc. are designed to be trauma-informed, culturally and linguistically responsive, and reflective of the diverse populations served. Hiring practices across the project partners will prioritize staff who share lived experiences and cultural backgrounds with residents, helping to build trust and deliver services more effectively.
The Applicant will also engage individuals with lived experience of homelessness in advisory and leadership roles, ensuring that policies, services, and resident engagement strategies reflect the needs of those most impacted. Regular equity reviews will be conducted to assess whether disparities are emerging in housing retention, service utilization, or resident well-being—and to implement course corrections as needed.
By embedding racial, gender, age, and ethnic equity into the project’s governance, staffing, service design, and data analysis, the City of Adelanto will ensure that Homekey+ funding is used not only to provide housing but also to correct systemic disparities and promote long-term housing stability for historically marginalized communities.
Other Resources:
• The California Interagency Council on Homelessness (Cal ICH) has identified equity resources to support communities in this work. Please see this link to their website. • Targeted Universalism Framework is a concept used to determine how to effectively address barriers that impact homeless individuals and focuses on creating specific solutions as it relates to each demographic area. This model understands that each community has its own set of barriers that can’t be addressed with the same tools.
319
References
Homeless Count & Survey Report. (2024). https://www.sbcounty.gov/uploads/sbchp/SBC-2024- Homeless-Count-Report.pdf
2023 Point in Time Homeless Count. (2023).
https://www.sbcounty.gov/uploads/sbchp/content/SBC-2023-Homeless-Count-Report.pdf Homelessness & Housing Insecurity. San Bernardino County Community Indicators. (2022). https://indicators.sbcounty.gov/housing/homelessness-housing-insecurity/ 320
Engaging the Target Population
for Harvest Realty, LLC, Housing Project
Homekey+ Application
ENGAGEMENT OF THE TARGET POPULATION IN
PROJECT DESIGN AND SUPPORTIVE SERVICES
Harvest Realty, LLC, recognizes that meaningful engagement of the target population is essential to ensuring the success and relevance of the Unbreakable Heights Permanent Supportive Housing Project, which includes 132 units total:
• 65 units designated for homeless youth and youth at risk of homelessness • 66 units designated for veterans experiencing or at risk of homelessness • 1 one-bedroom manager’s unit
This dual-population model addresses the unique needs of both younger residents (including foster-involved youth and transitional-age youth) and veterans, many of whom may face cooccurring behavioral health challenges, trauma, or service-connected disabilities.
METHODS OF ENGAGEMENT
Focus Groups and Listening Sessions:
Harvest Realty, LLC, and its service partners conducted targeted focus groups and listening sessions with homeless youth, youth at risk of homelessness, and veterans with lived experience of homelessness. These sessions informed:
• The implementation of low-barrier entry policies
• Inclusion of trauma-informed care, positive youth development for youth, and veteraninformed service models • On-site priority services including mental health, VA benefits navigation, job training, education supports, legal advocacy, and community reintegration services.
Tenant Advisory Council:
A Tenant Advisory Council, composed of youth and veteran residents, meets quarterly to provide input on:
321
• Supportive services
• Property management policies
• Community engagement strategies
This council ensures real-time feedback from both populations drives service refinement and operational decision-making.
Veteran Service Provider Partnerships:
To support veteran tenants, Harvest Realty has partnered with Simple Solutions Family Therapy Inc. and other veteran-serving community-based organizations (CBOs) and providers trained in addressing post-traumatic stress disorder, military sexual trauma, VA systems navigation, and veteran peer support. Services will be culturally responsive and aligned with CalVet standards and Veterans Affairs Supportive Housing (VASH) best practices.
CBO Partnerships for Youth Services:
Harvest Realty has partnered with Environmental Alternatives, a provider with deep experience serving foster youth, system-involved youth, and youth at risk of homelessness. EA delivers trauma-informed, developmentally appropriate services tailored to youth transitioning to independent living.
Staff with Lived Experience:
The project prioritizes hiring peer staff, including formerly homeless youth and veterans. These individuals serve as trusted mentors and support providers, bridging the gap between service systems and residents’ lived realities.
Ongoing Resident Feedback:
Multiple channels—including anonymous surveys, suggestion boxes, and feedback kiosks— allow residents to voice concerns or suggestions. Staff and the Tenant Advisory Council formally review feedback to support continuous improvement.
CONTINUOUS ENGAGEMENT COMMITMENT
Harvest Realty, LLC, is committed to sustained, meaningful engagement with homeless youth, youth at risk of homelessness, and veterans experiencing or at risk of homelessness throughout the life of the Unbreakable Heights project. Through the Tenant Advisory Council, strategic partnerships, and a culture of responsiveness, tenant voices will guide program design and policy implementation and ensure culturally competent, inclusive, and dignified support for all residents.
322
Engaging the Target Population
for Harvest Realty, LLC, Housing Project
Homekey+ Application
ENGAGEMENT OF TARGET POPULATION IN
PROJECT DESIGN AND SUPPORTIVE SERVICES
Harvest Realty, LLC, recognizes that meaningful engagement of the target population is essential to ensuring the success and relevance of the Unbreakable Heights Permanent Supportive Housing Project, which includes 132 units total:
• 65 units designated for homeless youth and youth at risk of homelessness • 66 units designated for veterans experiencing or at risk of homelessness • 1 one-bedroom manager’s unit
This dual-population model addresses the unique needs of both younger residents (including foster-involved youth and transitional-age youth) and veterans, many of whom may face cooccurring behavioral health challenges, trauma, or service-connected disabilities.
METHODS OF ENGAGEMENT
Focus Groups and Listening Sessions:
Harvest Realty, LLC, and its service partners conducted targeted focus groups and listening sessions with homeless youth, youth at risk of homelessness, and veterans with lived experience of homelessness. These sessions informed:
• The implementation of low-barrier entry policies
• Inclusion of trauma-informed care, positive youth development for youth, and veteraninformed service models • On-site priority services such as mental health, VA benefits navigation, job training, education supports, legal advocacy, and community reintegration services Tenant Advisory Council:
A Tenant Advisory Council, composed of youth and veteran residents, meets quarterly to provide input on:
323
• Supportive services
• Property management policies
• Community engagement strategies
This council ensures that real-time feedback from both populations drives service refinement and operational decision-making.
Veteran Service Provider Partnerships:
To support veteran tenants, Harvest Realty has partnered with Simple Solutions Family Therapy Inc. and other veteran-serving community-based organizations (CBOs) and providers trained in addressing post-traumatic stress disorder, military sexual trauma, VA systems navigation, and veteran peer support. Services will be culturally responsive and aligned with CalVet standards and Veterans Affairs Supportive Housing (VASH) best practices.
CBO Partnerships for Youth Services:
Harvest Realty has partnered with Environmental Alternatives, a provider with deep experience serving foster youth, system-involved youth, and youth at risk of homelessness. EA delivers trauma-informed, developmentally appropriate services tailored to youth transitioning to independent living.
Staff with Lived Experience:
The project prioritizes hiring peer staff, including both formerly homeless youth and veterans.
These individuals serve as trusted mentors and support providers, bridging the gap between service systems and resident lived realities.
Ongoing Resident Feedback:
Multiple channels—including anonymous surveys, suggestion boxes, and feedback kiosks— allow residents to voice concerns or suggestions. Feedback is formally reviewed by staff and the Tenant Advisory Council to support continuous improvement.
CONTINUOUS ENGAGEMENT COMMITMENT
Harvest Realty, LLC, is committed to sustained, meaningful engagement with homeless youth, youth at risk of homelessness, and veterans experiencing or at risk of homelessness throughout the life of the Unbreakable Heights project. Through the Tenant Advisory Council, strategic partnerships, and a culture of responsiveness, tenant voices will guide program design, policy implementation, and ensure culturally competent, inclusive, and dignified support for all residents.
324
ADDITIONAL SIGNATURE ADDENDUM
(C.A.R. Form ASA, Revised 12/21)
This form is not an assignment. It should not be used to add new parties after a contract has been formed.
1. The persons or entities identified in paragraph 3 are additional signatories to the Residential Purchase Agreement, Residential Listing Agreement, Other
dated , for the property known as (“Property”),
between
( Buyer Seller Landlord Tenant Other )
and
( Buyer Seller Landlord Tenant Broker Other ).
2. By signing below, the undersigned (i) acknowledges receipt of the document identified above; and, except as specified below (ii) agrees to the terms, conditions, representations, and disclosures in the document.
3. A. Additional Signer: Buyer Seller Landlord Tenant Other (Print Name)
(If applicable) By Title
(If the document identified above contains a liquidated damages or arbitration clause which has been initialed by one or more parties.)
I agree do not agree to the liquidated damages provision.
I agree do not agree to have disputes decided in accordance with the arbitration provision. (Signature) Date
B. Additional Signer: Buyer Seller Landlord Tenant Other (Print Name)
(If applicable) By Title
(If the document identified above contains a liquidated damages or arbitration clause which has been initialed by one or more parties.)
I agree do not agree to the liquidated damages provision.
I agree do not agree to have disputes decided in accordance with the arbitration provision. (Signature) Date
C. Additional Signer: Buyer Seller Landlord Tenant Other (Print Name)
(If applicable) By Title
(If the document identified above contains a liquidated damages or arbitration clause which has been initialed by one or more parties.)
I agree do not agree to the liquidated damages provision.
I agree do not agree to have disputes decided in accordance with the arbitration provision. (Signature) Date
© 2021, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS® (C.A.R.). NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
ASA REVISED 12/21 (PAGE 1 OF 1)
ADDITIONAL SIGNATURE ADDENDUM (ASA PAGE 1 OF 1)
Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com
X VLPA, BVLIA, PRBS, FHDA, WFA
01/08/2025 1 Chamberlaine Way, Adelanto, CA 92301
Kaled Ibrahim Saleh, Ali Sleimen Saleh
X
Harvest Realty, LLC and/or assignee
X
X
Maurina Saleh
X
Nejme Ibrahim Saleh
Allison James Estates & Homes, 41593 Winchester Rd, Suite 200 Temecula CA 92590 9515148161 1 Chamberlaine Joseph Rahhal
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 1/16/2025
1/16/2025
325
DISCLOSURE REGARDING
REAL ESTATE AGENCY RELATIONSHIP
(As required by the Civil Code)
(C.A.R. Form AD, Revised 12/24)
(If checked) This form is being provided in connection with a transaction for a leasehold interest exceeding one year as per Civil Code §§ 2079.13(j), (k), and (l).
When you enter into a discussion with a real estate agent regarding a real estate transaction, you should from the outset understand what type of agency relationship or representation you wish to have with the agent in the transaction.
SELLER'S AGENT
A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or a subagent of that agent has the following affirmative obligations:
To the Seller: A Fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Seller.
To the Buyer and the Seller:
(a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith.
(c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties. An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the affirmative duties set forth above.
BUYER'S AGENT
A Buyer's agent can, with a Buyer's consent, agree to act as agent for the Buyer only. This includes a Buyer's agent under a buyer-broker representation agreement with the Buyer. In these situations, the agent is not the Seller's agent, even if by agreement the agent may receive compensation for services rendered, either in full or in part from the Seller. An agent acting only for a Buyer has the following affirmative obligations:
To the Buyer: A fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Buyer.
To the Buyer and the Seller:
(a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith.
(c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties. An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the affirmative duties set forth above.
AGENT REPRESENTING BOTH SELLER AND BUYER
A real estate agent, either acting directly or through one or more salespersons and broker associates, can legally be the agent of both the Seller and the Buyer in a transaction, but only with the knowledge and consent of both the Seller and the Buyer.
In a dual agency situation, the agent has the following affirmative obligations to both the Seller and the Buyer:
(a) A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either the Seller or the Buyer. (b) Other duties to the Seller and the Buyer as stated above in their respective sections.
In representing both Seller and Buyer, a dual agent may not, without the express permission of the respective party, disclose to the other party confidential information, including, but not limited to, facts relating to either the Buyer's or Seller's financial position, motivations, bargaining position, or other personal information that may impact price, including the Seller's willingness to accept a price less than the listing price or the Buyer's willingness to pay a price greater than the price offered.
SELLER AND BUYER RESPONSIBILITIES
Either the purchase agreement or a separate document will contain a confirmation of which agent is representing you and whether that agent is representing you exclusively in the transaction or acting as a dual agent. Please pay attention to that confirmation to make sure it accurately reflects your understanding of your agent's role.
The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect their own interests. You should carefully read all agreements to assure that they adequately express your understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired, consult a competent professional.
If you are a Buyer, you have the duty to exercise reasonable care to protect yourself, including as to those facts about the property which are known to you or within your diligent attention and observation.
Both Sellers and Buyers should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change.
Throughout your real property transaction you may receive more than one disclosure form, depending upon the number of agents assisting in the transaction. The law requires each agent with whom you have more than a casual relationship to present you with this disclosure form. You should read its contents each time it is presented to you, considering the relationship between you and the real estate agent in your specific transaction. This disclosure form includes the provisions of §§ 2079.13 to 2079.24, inclusive, of the Civil Code set forth on page 2. Read it carefully.
Note: Real estate broker commissions are not set by law and are fully negotiable.
I/WE ACKNOWLEDGE RECEIPT OF A COPY OF THIS DISCLOSURE AND THE PORTIONS OF THE CIVIL CODE PRINTED ON THE SECOND PAGE.
Buyer Seller Landlord Tenant Date
Buyer Seller Landlord Tenant Date
Agent DRE Lic. #
Real Estate Broker (Firm)
By DRE Lic. # Date
(Salesperson or Broker-Associate, if any)
AD REVISED 12/24 (PAGE 1 OF 2)
DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP (AD PAGE 1 OF 2) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com X Harvest Realty, LLC and/or assignee
Cochran Real Estate Professionals, Inc. 01856404
Vince Lacambra 02139523
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 326
CIVIL §§ 2079.13 - 2079.24 (2079.16 APPEARS ON THE FRONT) 2079.13. As used in this section and §§ 2079.7 and 2079.14 to 2079.24, inclusive, the following terms have the following meanings:
(a) “Agent” means a person acting under provisions of Title 9 (commencing with § 2295) in a real property transaction, and includes a person who is licensed as a real estate broker under Chapter 3 (commencing with § 10130) of Part 1 of Division 4 of the Business and Professions Code, and under whose license a listing is executed or an offer to purchase is obtained. The agent in the real property transaction bears responsibility for that agent's salespersons or broker associates who perform as agents of the agent. When a salesperson or broker associate owes a duty to any principal, or to any buyer or seller who is not a principal, in a real property transaction, that duty is equivalent to the duty owed to that party by the broker for whom the salesperson or broker associate functions. (b) “Buyer” means a transferee in a real property transaction, and includes a person who executes an offer to purchase real property from a seller through an agent, or who seeks the services of an agent in more than a casual, transitory, or preliminary manner, with the object of entering into a real property transaction. “Buyer” includes a vendee or lessee of real property. (c) “Commercial real property” means all real property in the state, except (1) single-family residential real property, (2) dwelling units made subject to Chapter 2 (commencing with § 1940) of Title 5, (3) a mobilehome, as defined in § 798.3, (4) vacant land, or (5) a recreational vehicle, as defined in § 799.29. (d) “Dual agent” means an agent acting, either directly or through a salesperson or broker associate, as agent for both the seller and the buyer in a real property transaction. (e) “Listing agreement” means a written contract between a seller of real property and an agent, by which the agent has been authorized to sell the real property or to find or obtain a buyer, including rendering other services for which a real estate license is required to the seller pursuant to the terms of the agreement. (f) “Seller's agent” means a person who has obtained a listing of real property to act as an agent for compensation. (g) “Listing price” is the amount expressed in dollars specified in the listing for which the seller is willing to sell the real property through the seller's agent. (h) “Offering price” is the amount expressed in dollars specified in an offer to purchase for which the buyer is willing to buy the real property. (i) “Offer to purchase” means a written contract executed by a buyer acting through a buyer's agent that becomes the contract for the sale of the real property upon acceptance by the seller. (j) “Real property” means any estate specified by subdivision (1) or (2) of § 761 in property, and includes (1) single-family residential property, (2) multiunit residential property with more than four dwelling units, (3) commercial real property, (4) vacant land, (5) a ground lease coupled with improvements, or (6) a manufactured home as defined in § 18007 of the Health and Safety Code, or a mobilehome as defined in § 18008 of the Health and Safety Code, when offered for sale or sold through an agent pursuant to the authority contained in § 10131.6 of the Business and Professions Code. (k) “Real property transaction” means a transaction for the sale of real property in which an agent is retained by a buyer, seller, or both a buyer and seller to act in that transaction, and includes a listing or an offer to purchase. (l) “Single-family residential property” or “single-family residential real property” means any of the following: (1) Real property improved with one to four dwelling units, including a leasehold exceeding one year's duration. (2) A unit in a residential stock cooperative, condominium, or planned unit development. (3) A mobilehome or manufactured home when offered for sale or sold through a real estate broker pursuant to § 10131.6 of the Business and Professions Code. (m) “Sell,” “sale,” or “sold” refers to a transaction for the transfer of real property from the seller to the buyer and includes exchanges of real property between the seller and buyer, transactions for the creation of a real property sales contract within the meaning of § 2985, and transactions for the creation of a leasehold exceeding one year's duration. (n) “Seller” means the transferor in a real property transaction and includes an owner who lists real property with an agent, whether or not a transfer results, or who receives an offer to purchase real property of which he or she is the owner from an agent on behalf of another. “Seller” includes both a vendor and a lessor of real property. (o) “Buyer's agent” means an agent who represents a buyer in a real property transaction. (p) “Buyer-broker representation agreement” means a written contract between a buyer of real property and a buyer's agent by which the buyer's agent has been authorized by the buyer to provide services set forth in subdivision (a) of § 10131 of the Business and Professions Code for or on behalf of the buyer for which a real estate license is required pursuant to the terms of the contract. 2079.14. A seller's agent and buyer's agent shall provide the seller and buyer in a real property transaction with a copy of the disclosure form specified in § 2079.16, and shall obtain a signed acknowledgment of receipt from that seller and buyer, except as provided in § 2079.15, as follows: (a) The seller's agent, if any, shall provide the disclosure form to the seller prior to entering into the listing agreement. (b) The buyer's agent shall provide the disclosure form to the buyer as soon as practicable before execution of a buyer-broker representation agreement and execution of the buyer's offer to purchase. If the offer to purchase is not prepared by the buyer's agent, the buyer's agent shall present the disclosure form to the buyer not later than the next business day after receiving the offer to purchase from the buyer. 2079.15. In any circumstance in which the seller or buyer refuses to sign an acknowledgment of receipt pursuant to § 2079.14, the agent shall set forth, sign, and date a written declaration of the facts of the refusal. 2079.16 Reproduced on Page 1 of this AD form.
2079.17(a) As soon as practicable, the buyer's agent shall disclose to the buyer and seller whether the agent is acting in the real property transaction as the buyer's agent, or as a dual agent representing both the buyer and the seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller, the buyer, and the buyer's agent prior to or coincident with execution of that contract by the buyer and the seller, respectively. (b) As soon as practicable, the seller's agent shall disclose to the seller whether the seller's agent is acting in the real property transaction as the seller's agent, or as a dual agent representing both the buyer and seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller and the seller's agent prior to or coincident with the execution of that contract by the seller.
CONFIRMATION: (c) The confirmation required by subdivisions (a) and (b) shall be in the following form:
Seller's Brokerage Firm DO NOT COMPLETE. SAMPLE ONLY License Number ______________ Is the broker of (check one): the seller; or both the buyer and seller. (dual agent) Seller's Agent DO NOT COMPLETE. SAMPLE ONLY License Number ______________ Is (check one): the Seller's Agent. (salesperson or broker associate) both the Buyer's and Seller's Agent. (dual agent) Buyer's Brokerage Firm DO NOT COMPLETE. SAMPLE ONLY License Number ______________ Is the broker of (check one): the buyer; or both the buyer and seller. (dual agent) Buyer's Agent DO NOT COMPLETE. SAMPLE ONLY License Number ______________ Is (check one): the Buyer's Agent. (salesperson or broker associate) both the Buyer's and Seller's Agent. (dual agent) (d) The disclosures and confirmation required by this section shall be in addition to the disclosure required by § 2079.14. An agent's duty to provide disclosure and confirmation of representation in this section may be performed by a real estate salesperson or broker associate affiliated with that broker. 2079.18 (Repealed pursuant to AB-1289)
2079.19 The payment of compensation or the obligation to pay compensation to an agent by the seller or buyer is not necessarily determinative of a particular agency relationship between an agent and the seller or buyer. A listing agent and a selling agent may agree to share any compensation or commission paid, or any right to any compensation or commission for which an obligation arises as the result of a real estate transaction, and the terms of any such agreement shall not necessarily be determinative of a particular relationship. 2079.20 Nothing in this article prevents an agent from selecting, as a condition of the agent's employment, a specific form of agency relationship not specifically prohibited by this article if the requirements of § 2079.14 and § 2079.17 are complied with. 2079.21 (a) A dual agent may not, without the express permission of the seller, disclose to the buyer any confidential information obtained from the seller. (b) A dual agent may not, without the express permission of the buyer, disclose to the seller any confidential information obtained from the buyer. (c) “Confidential information” means facts relating to the client's financial position, motivations, bargaining position, or other personal information that may impact price, such as the seller is willing to accept a price less than the listing price or the buyer is willing to pay a price greater than the price offered. (d) This section does not alter in any way the duty or responsibility of a dual agent to any principal with respect to confidential information other than price. 2079.22 Nothing in this article precludes a seller's agent from also being a buyer's agent. If a seller or buyer in a transaction chooses to not be represented by an agent, that does not, of itself, make that agent a dual agent. 2079.23 A contract between the principal and agent may be modified or altered to change the agency relationship at any time before the performance of the act which is the object of the agency with the written consent of the parties to the agency relationship. 2079.24 Nothing in this article shall be construed to either diminish the duty of disclosure owed buyers and sellers by agents and their associate licensees, subagents, and employees or to relieve agents and their associate licensees, subagents, and employees from liability for their conduct in connection with acts governed by this article or for any breach of a fiduciary duty or a duty of disclosure.
Published and Distributed by: REAL ESTATE BUSINESS SERVICES, LLC. a subsidiary of the California Association of REALTORS® AD REVISED 12/24 (PAGE 2 OF 2)
DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP (AD PAGE 2 OF 2) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com Dr Mayo - 1 Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 327
VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW
INSTRUCTIONS
(C.A.R. FORM VLPA, Revised 7/24)
Date Prepared:
1. OFFER:
A. THIS IS AN OFFER FROM (“Buyer”).
Individual(s), A Corporation, A Partnership, An LLC, Other .
B. THE PROPERTY to be acquired is , situated
in (City), (County), California, (Zip Code),
Assessor's Parcel No(s). (“Property”).
Further Described As .
(Postal/Mailing address may be different from city jurisdiction. Buyer is advised to investigate.) C. THE TERMS OF THE PURCHASE ARE SPECIFIED BELOW AND ON THE FOLLOWING PAGES.
D. Buyer and Seller are referred to herein as the "Parties." Brokers and Agents are not Parties to this Agreement.
2. AGENCY:
A. DISCLOSURE: The Parties each acknowledge receipt of a “Disclosure Regarding Real Estate Agency Relationship” (C.A.R.
Form AD) if represented by a real estate licensee. Buyer's Agent is not legally required to give to Seller's Agent the AD form Signed by Buyer. Seller's Agent is not legally obligated to give to Buyer's Agent the AD form Signed by Seller.
B. CONFIRMATION: The following agency relationships are here confirmed for this transaction.
Seller's Brokerage Firm License Number
Is the broker of (check one): the Seller; or both the Buyer and Seller (Dual Agent).
Seller's Agent License Number
Is (check one): the Seller's Agent (Salesperson or broker associate); or both the Buyer's and Seller's Agent (Dual Agent).
Buyer's Brokerage Firm License Number
Is the broker of (check one): the Buyer; or both the Buyer and Seller (Dual Agent).
Buyer's Agent License Number
Is (check one): the Buyer's Agent (Salesperson or broker associate); or both the Buyer's and Seller's Agent (Dual Agent).
C. More than one Brokerage represents Seller, Buyer. See, Additional Broker Acknowledgement (C.A.R. Form ABA).
D. POTENTIALLY COMPETING BUYERS AND SELLERS: The Parties each acknowledge receipt of a “Possible Representation of More than One Buyer or Seller - Disclosure and Consent” (C.A.R. Form PRBS).
3. TERMS OF PURCHASE AND ALLOCATION OF COSTS: The items in this paragraph are contractual terms of the Agreement.
Referenced paragraphs provide further explanation. This form is 17 pages. The Parties are advised to read all 17 pages.
Para # Paragraph Title or Contract
Term
Terms and Conditions Additional Terms
A 5, 5B (cash) Purchase Price $ All Cash
B Close Of Escrow (COE) Days after Acceptance
OR on (date)
C 40A Expiration of Offer 3 calendar days after all Buyer Signature(s) or (date) at 5PM
or AM/ PM
D(1) 5A(1) Initial Deposit Amount $ ( % of purchase price) (% number above is for calculation purposes
and is not a contractual term)
within 3 (or ) business days
after Acceptance by wire transfer
OR
D(2) 5A(2) Increased Deposit See attached Increased Deposit Addendum (C.A.R. Form IDA) E(1) 5C(1) Loan Amount(s): First
Interest Rate
Points
$ ( % of purchase price)
Fixed rate or Initial adjustable rate
● not to exceed %
● Buyer to pay up to points to obtain
rate above
Conventional or, if checked,
Seller Financing
Assumed Financing
Subject To Financing
Other:
E(2) 5C(2) Additional Financed Amount
Interest Rate
Points
$ ( % of purchase price)
Fixed rate or Initial adjustable rate
● not to exceed %
● Buyer to pay up to points to obtain
rate above
Conventional or, if checked,
Seller Financing
Assumed Financing
Subject To Financing
Other:
E(3) 7A Intended Use Investment OR
F 5D Balance of Down Payment $
PURCHASE PRICE TOTAL $
G SELLER PAYMENT TO COVER BUYER EXPENSES AND COSTS
G(1) 5E Seller Credit to Buyer $ For closing costs
G(2) ADDITIONAL FINANCE TERMS:
© 2024, California Association of REALTORS®, Inc.
VLPA REVISED 7/24 (PAGE 1 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 1 OF 17) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com January 8, 2025
Harvest Realty, LLC and/or assignee
X
1 Chamberlaine Way
Adelanto San Bernardino 92301
0459141120
NW 1/4 NW 1/4 NW 1/4 SEC 28 TP 6N R 5W EX W 210 FT THEREOF EX MNL RTS Allison James Estates & Homes 01885684
X
Joseph Rahhal 01939076
X
Cochran Real Estate Professionals, Inc. 01856404
X
Vince Lacambra 02139523
X
X
875,000.00
X 01/01/2026
17,500.00 2.00
875,000.00 100.00
X See Text Overflow
(17,500.00)
875,000.00
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 328
Property Address: Date:
G(3) 21 Seller Payment for Buyer's
Obligation to compensate Buyer's
Broker
Buyer Compensation Affirmation
Seller agrees to pay, out of transaction proceeds, % of the final purchase price AND, if applicable $ OR, if checked $ toward
the obligation of Buyer to compensate Buyer's Broker.
Buyer affirmatively represents that, at the time this offer is made, Buyer has a written agreement with Buyer's Broker that: (i) is valid; (ii) covers the Property; and (iii) provides for compensation for no less than the amount stated above.
Para # Paragraph Title or Contract
Term
Terms and Conditions Additional Terms
H(1) 5B Verification of All Cash (sufficient
funds)
Attached to the offer or 3 (or ) Days
after Acceptance
H(2) 6A Verification of Down Payment and
Closing Costs
Attached to the offer or 3 (or ) Days
after Acceptance
H(3) 6B Verification of Loan Application Attached to the offer or 3 (or ) Days after Acceptance
Prequalification Preapproval
Fully underwritten preapproval
I Intentionally Left Blank
J 19 Final Verification of Condition 5 (or ) Days prior to COE K 26 Assignment Request 17 (or ) Days after Acceptance
L CONTINGENCIES TIME TO REMOVE CONTINGENCIES CONTINGENCY REMOVED L(1) 8A Loan(s) 17 (or ) Days after Acceptance No loan contingency L(2) 8B Appraisal: Appraisal contingency
based upon appraised value at a
minimum of purchase price or
$
17 (or ) Days after Acceptance No appraisal contingency Removal of appraisal contingency
does not eliminate appraisal
cancellation rights in FVAC.
L(3) 8C Purchase of Manufactured Home
Buyer has (or has not) entered
into contract to purchase a personal
property manufactured home
17 (or ) Days after Acceptance
Shall remain in effect until the Close Of Escrow
of the Property REMOVAL OR WAIVER OF
CONTINGENCY:
L(4) 8D Construction Loan Financing
A draw from the construction loan will
not (or will) be used to finance the
Property
17 (or ) Days after Acceptance
L(5) 8E, 15 Investigation of Property 17 (or ) Days after Acceptance Informational Access to Property 17 (or ) Days after Acceptance Buyer's right to access the Property for informational purposes only is NOT a contingency and does NOT create additional cancellation rights for Buyer.
L(6) 8F Insurance 17 (or ) Days after Acceptance CR-B attached L(7) 8G, 17A Review of Seller Documents 17 (or ) Days after Acceptance, or 5 Days after Delivery, whichever is later
L(8) 8H, 16A Preliminary ("Title") Report 17 (or ) Days after Acceptance or 5 Days after Delivery, whichever is later
L(9) 8I, 11E Common Interest Disclosures
Per Civil Code § 4525 or this
Agreement
17 (or ) Days after Acceptance or 5 Days
after Delivery, whichever is later
L(10) 8J, 9B(2) Review of leased or liened items
(E.g. solar panels or propane tanks)
17 (or ) Days after Acceptance, or 5 Days
after Delivery, whichever is later
L(11) 8M Sale of Buyer's Property
Sale of Buyer's property is not a
contingency, UNLESS checked here:
C.A.R. Form COP attached
Possession Time for Performance Additional Terms
M 3R Vacant Lot Delivery
Lease/tenant in place
Upon notice of recordation
On COE Date
Property to be delivered subject to
tenant rights, except
.
N Documents/Fees/Compliance Time for Performance
N(1) 17A Seller Delivery of Documents 7 (or ) Days after Acceptance N(2) 22B Sign and return Escrow Holder
General Provisions, Supplemental
Instructions
5 (or ) Days after receipt
N(3) 11E(2) Time to pay fees for ordering HOA
Documents
3 (or ) Days after Acceptance
N(4) 36 Evidence of representative authority 3 Days after Acceptance O Intentionally Left Blank
VLPA REVISED 7/24 (PAGE 2 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 2 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
X 3.000
180
180
180
180
180
180
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 329
Property Address: Date:
P Items Included and Excluded
P(1) 9 Items Included - All items specified in Paragraph 9B are included and the following, if checked:
. . .
P(2) 9 Excluded Items:
;
; ;
Q Allocation of Costs
Para # Item Description Who Pays (if Both is checked, cost to be split equally unless Otherwise Agreed)
Additional Terms
Q(1) Natural Hazard Zone Disclosure
Report, including tax information
Buyer Seller Both Environmental
Other
Provided by:
Q(2) 15B(1)(D) Environmental Survey (Phase I) Buyer Seller Both Q(3) 10 Gov't Point of Sale Requirements
Inspections and reports
Buyer Seller Both
Q(4) 22B Escrow Fees Buyer Seller Both
Each to pay their own fees
Escrow Holder:
Q(5) 16 Owner's title insurance policy Buyer Seller Both Title Company (If different from Escrow Holder):
Q(6) Buyer's Lender title insurance policy Buyer Unless Otherwise Agreed, Buyer shall purchase any title insurance
policy insuring Buyer's lender.
Q(7) County transfer tax, fees Buyer Seller Both
Q(8) City transfer tax, fees Buyer Seller Both
Q(9) 11E(2) HOA fee for preparing disclosures Seller
Q(10) HOA certification fee Buyer
Q(11) HOA transfer fees Buyer Seller Both Unless Otherwise Agreed, Seller shall pay for separate HOA moveout fee and Buyer shall pay for separate move-in fee. Applies if
separately billed or itemized with
cost in transfer fee.
Q(12) Private transfer fees Seller, or if checked, Buyer Both Q(13) (A) Reports
(B) Reports
Buyer Seller Both
Buyer Seller Both
Q(14) (A) fees/costs
(B) fees/costs
Buyer Seller Both
Buyer Seller Both
R 12 Additional Tenancy Documents Income and Expense Statements Tenant Estoppel Certificate S OTHER TERMS:
4. PROPERTY ADDENDA AND ADVISORIES: (check all that apply) A. PROPERTY TYPE ADDENDA: This Agreement is subject to the terms contained in the Addenda checked below:
Probate Agreement Purchase Addendum (C.A.R. Form PA-PA) Residential Units Purchase Addendum (C.A.R. Form RU-PA) Other
B. OTHER ADDENDA: This Agreement is subject to the terms contained in the Addenda checked below:
Addendum # (C.A.R. Form ADM) Short Sale Addendum (C.A.R. Form SSA) Back Up Offer Addendum (C.A.R. Form BUO) Court Confirmation Addendum (C.A.R. Form CCA) Assumed Financing Addendum (C.A.R. Form AFA)
Septic, Well, Property Monument and Propane Addendum (C.A.R. Form SWPI) Buyer Intent to Exchange Addendum (C.A.R. Form BXA) Seller Intent to Exchange Addendum (C.A.R. Form SXA) Other Other
VLPA REVISED 7/24 (PAGE 3 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 3 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
X X
X Seller's choice.
X
X
Seller's choice
X
Sellers Choice
or First American (Lisa Green)
X
X
See Text Overflow Addendum (C.A.R. Form TOA) paragraph 2 Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 330
Property Address: Date:
C. BUYER AND SELLER ADVISORIES: (Note: All Advisories below are provided for reference purposes only and are not intended to be incorporated into this Agreement.)
Buyer's Vacant Land Additional Investigation Advisory (C.A.R. Form BVLIA) Fair Housing and Discrimination Advisory (C.A.R. Form FHDA) Wire Fraud Advisory (C.A.R. Form WFA) Cal. Consumer Privacy Act Advisory (C.A.R. Form CCPA) (Parties may also receive a privacy disclosure from their own Agent.) Wildfire Disaster Advisory (C.A.R. Form WFDA) Statewide Buyer and Seller Advisory (C.A.R. Form SBSA) Trust Advisory (C.A.R. Form TA) Short Sale Information and Advisory (C.A.R. Form SSIA) REO Advisory (C.A.R. Form REO) Probate Advisory (C.A.R. Form PA) Other Other
5. ADDITIONAL TERMS AFFECTING PURCHASE PRICE: Buyer represents that funds will be good when deposited with Escrow Holder.
A. DEPOSIT:
(1) INITIAL DEPOSIT: Buyer shall deliver deposit directly to Escrow Holder. If a method other than wire transfer is specified in paragraph 3D(1) and such method is unacceptable to Escrow Holder, then upon notice from Escrow Holder, delivery shall be by wire transfer.
(2) RETENTION OF DEPOSIT: Paragraph 36, if initialed by all Parties or otherwise incorporated into this Agreement, specifies a remedy for Buyer's default. Buyer and Seller are advised to consult with a qualified California real estate attorney: (i) Before adding any other clause specifying a remedy (such as release or forfeiture of deposit or making a deposit non-refundable) for failure of Buyer to complete the purchase. Any such clause shall be deemed invalid unless the clause independently satisfies the statutory liquidated damages requirements set forth in the Civil Code; and (ii) Regarding possible liability and remedies if Buyer fails to deliver the deposit.
B. ALL CASH OFFER: If an all cash offer is specified in paragraph 3A, no loan is needed to purchase the Property. This Agreement is NOT contingent on Buyer obtaining a loan. Buyer shall, within the time specified in paragraph 3H(1), Deliver written verification of funds sufficient for the purchase price and closing costs.
C. LOAN(S):
(1) FIRST LOAN: This loan will provide for conventional financing UNLESS Seller Financing (C.A.R. Form SFA), Assumed Financing, Subject to Financing, or Other is checked in paragraph 3E(1). (2) ADDITIONAL FINANCED AMOUNT: If an additional financed amount is specified in paragraph 3E(2), that amount will provide for conventional financing UNLESS Seller Financing (C.A.R. Form SFA), Assumed Financing, Subject To Financing, or Other is checked in paragraph 3E(2).
(3) BUYER'S LOAN STATUS: Buyer authorizes Seller and Seller's Authorized Agent to contact Buyer's lender(s) to determine the status of any Buyer's loan specified in paragraph 3E, or any alternate loan Buyer pursues, whether or not a contingency of this Agreement. If the contact information for Buyer's lender(s) is different from that provided under the terms of paragraph 6B, Buyer shall Deliver the updated contact information within 1 Day of Seller's request. (4) ASSUMED OR SUBJECT TO FINANCING: Seller represents that Seller is not delinquent on any payments due on any loans. If the Property is acquired subject to an existing loan, Buyer and Seller are advised to consult with legal counsel regarding the ability of an existing lender to call the loan due, and the consequences thereof.
D. BALANCE OF PURCHASE PRICE (DOWN PAYMENT, paragraph 3F)(including all-cash funds) to be deposited with Escrow Holder pursuant to Escrow Holder instructions.
E. LIMITS ON CREDITS TO BUYER: Any credit to Buyer as specified in paragraph 3G(1) or Otherwise Agreed, from any source, for closing or other costs that is agreed to by the Parties (“Contractual Credit”) shall be disclosed to Buyer's lender, if any, and made at Close Of Escrow. If the total credit allowed by Buyer's lender (“Lender Allowable Credit”) is less than the Contractual Credit, then (i) the Contractual Credit from Seller shall be reduced to the Lender Allowable Credit, and (ii) in the absence of a separate written agreement between the Parties, there shall be no automatic adjustment to the purchase price to make up for the difference between the Contractual Credit and the Lender Allowable Credit.
6. ADDITIONAL FINANCING TERMS:
A. VERIFICATION OF DOWN PAYMENT AND CLOSING COSTS: Written verification of Buyer's down payment and closing costs, within the time specified in paragraph 3H(2) may be made by Buyer or Buyer's lender or loan broker pursuant to paragraph 6B.
B. VERIFICATION OF LOAN APPLICATIONS: Buyer shall Deliver to Seller, within the time specified in paragraph 3H(3) a letter from Buyer's lender or loan broker stating that, based on a review of Buyer's written application and credit report, Buyer is prequalified or preapproved for any NEW loan specified in paragraph 3E. If any loan specified in paragraph 3E is an adjustable rate loan, the prequalification or preapproval letter shall be based on the qualifying rate, not the initial loan rate.
C. BUYER STATED FINANCING: Seller is relying on Buyer's representation of the type of financing specified (including, but not limited to, as applicable, all cash, amount of down payment, or contingent or non-contingent loan). Seller has agreed to a specific closing date, purchase price, and to sell to Buyer in reliance on Buyer's specified financing. Buyer shall pursue the financing specified in this Agreement, even if Buyer also elects to pursue an alternative form of financing. Seller has no obligation to cooperate with Buyer's efforts to obtain any financing other than that specified in this Agreement but shall not interfere with closing at the purchase price on the COE date (paragraph 3B) even if based upon alternate financing. Buyer's inability to obtain alternate financing does not excuse Buyer from the obligation to purchase the Property and close escrow as specified in this Agreement.
7. CLOSING AND POSSESSION:
A. INTENDED USE: Buyer intends to use the Property as indicated in paragraph 3E(3). Intended use may impact available financing.
B. CONDITION OF PROPERTY ON CLOSING: Unless Otherwise Agreed: (i) the Property shall be delivered “As-Is” in its PRESENT physical condition as of the date of Acceptance; (ii) the Property, including pool, spa, landscaping and grounds, is to be maintained in substantially the same condition as on the date of Acceptance; and (iii) all debris and personal property not included in the sale shall be removed by Close Of Escrow or at the time possession is delivered to Buyer, if not on the same date. If items are not removed when possession is delivered to Buyer, all items shall be deemed abandoned. Buyer, after first Delivering to Seller written notice to remove the items within 3 Days, may pay to have such items removed or disposed of and may bring legal action, as per this Agreement, to receive reasonable costs from Seller.
C. Buyer is strongly advised to conduct investigations of the entire Property in order to determine its present condition.
Seller and Agents may not be aware of all defects affecting the Property or other factors that Buyer considers important.
Property improvements may not be built according to code, in compliance with current Law, or have had all required permits issued and/or finalized.
VLPA REVISED 7/24 (PAGE 4 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 4 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
X
X
X X
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 331
Property Address: Date:
D. Seller shall, on Close Of Escrow unless Otherwise Agreed and even if Seller remains in possession, provide keys, passwords, codes and/or means to operate all locks, mailboxes, and all items included in either paragraph 3P or paragraph 9. If the Property is a condominium or located in a common interest development, Seller shall be responsible for securing or providing any such items for Association amenities, facilities, and access. Buyer may be required to pay a deposit to the Owners' Association (“HOA”) to obtain keys to accessible HOA facilities.
8. CONTINGENCIES AND REMOVAL OF CONTINGENCIES:
A. LOAN(S):
(1) This Agreement is, unless otherwise specified in paragraph 3L(1) or an attached CR form, contingent upon Buyer obtaining the loan(s) specified. If contingent, Buyer shall act diligently and in good faith to obtain the designated loan(s). If there is no appraisal contingency or the appraisal contingency has been waived or removed, then failure of the Property to appraise at the purchase price does not entitle Buyer to exercise the cancellation right pursuant to the loan contingency if Buyer is otherwise qualified for the specified loan and Buyer is able to satisfy lender's non-appraisal conditions for closing the loan.
(2) Buyer is advised to investigate the insurability of the Property as early as possible, as this may be a requirement for lending.
Buyer's ability to obtain insurance for the Property, including fire insurance, is part of Buyer's Insurance contingency. Failure of Buyer to obtain insurance may justify cancellation based on the Insurance contingency but not the loan contingency. (3) Buyer's contractual obligations regarding deposit, balance of down payment and closing costs are not contingencies of this Agreement, unless Otherwise Agreed.
(4) If there is an appraisal contingency, removal of the loan contingency shall not be deemed removal of the appraisal contingency. (5) NO LOAN CONTINGENCY: If "No loan contingency" is checked in paragraph 3L(1), obtaining any loan specified is NOT a contingency of this Agreement. If Buyer does not obtain the loan specified, and as a result is unable to purchase the Property, Seller may be entitled to Buyer's deposit or other legal remedies.
B. APPRAISAL:
(1) This Agreement is, unless otherwise specified in paragraph 3L(2) or an attached CR form, contingent upon a written appraisal of the Property by a licensed or certified appraiser at no less than the amount specified in paragraph 3L(2), without requiring repairs or improvements to the Property. Appraisals are often a reliable source to verify square footage of the subject Property. However, the ability to cancel based on the measurements provided in an appraisal falls within the Investigation of Property contingency. The appraisal contingency is solely limited to the value determined by the appraisal.
For any cancellation based upon this appraisal contingency, Buyer shall Deliver a Copy of the written appraisal to Seller, upon request by Seller.
(2) NO APPRAISAL CONTINGENCY: If "No appraisal contingency" is checked in paragraph 3L(2), then Buyer may not use the loan contingency specified in paragraph 3L(1) to cancel this Agreement if the sole reason for not obtaining the loan is that the appraisal relied upon by Buyer's lender values the property at an amount less than that specified in paragraph 3L(2). If Buyer is unable to obtain the loan specified solely for this reason, Seller may be entitled to Buyer's deposit or other legal remedies.
(3) Fair Appraisal Act: See paragraph 33 for additional information.
C. MANUFACTURED HOME PURCHASE: If checked in paragraph 3L(3), this Agreement is contingent upon Buyer acquiring a personal property manufactured home to be placed on the Property after Close Of Escrow.
D. CONSTRUCTION LOAN FINANCING: If checked in paragraph 3L(4), this Agreement is contingent upon Buyer obtaining a construction loan.
E. INVESTIGATION OF PROPERTY: This Agreement is, as specified in paragraph 3L(5), contingent upon Buyer's acceptance of the condition of, and any other matter affecting, the Property.
F. INSURANCE: This Agreement is, as specified in paragraph 3L(6), contingent upon Buyer's assessment of the availability and approval of the cost for any insurance policy desired under this Agreement.
G. REVIEW OF SELLER DOCUMENTS: This Agreement is, as specified in paragraph 3L(7), contingent upon Buyer's review and approval of Seller's documents required in paragraph 17A.
H. TITLE:
(1) This Agreement is, as specified in paragraph 3L(8), contingent upon Buyer's ability to obtain the title policy provided for in paragraph 16G and on Buyer's review of a current Preliminary Report and items that are disclosed or observable even if not on record or not specified in the Preliminary Report, and satisfying Buyer regarding the current status of title. Buyer is advised to review all underlying documents and other matters affecting title, including, but not limited to, any documents or deeds referenced in the Preliminary Report and any plotted easements. (2) Buyer has 5 Days after receipt to review a revised Preliminary Report, if any, furnished by the Title Company and cancel the transaction if the revised Preliminary Report reveals material or substantial deviations from a previously provided Preliminary Report.
I. CONDOMINIUM/PLANNED DEVELOPMENT DISCLOSURES (IF APPLICABLE): This Agreement is, as specified in paragraph 3L(9), contingent upon Buyer's review and approval of Common Interest Disclosures required by Civil Code § 4525 and under paragraph 11E (“CI Disclosures”).
J. BUYER REVIEW OF LEASED OR LIENED ITEMS CONTINGENCY: Buyer's review of and ability and willingness to assume any lease, maintenance agreement or other ongoing financial obligation, or to accept the Property subject to any lien, disclosed pursuant to paragraph 9B(2), is, as specified in paragraph 3L(10), a contingency of this Agreement. Any assumption of the lease shall not require any financial obligation or contribution by Seller. Seller, after first Delivering a Notice to Buyer to Perform, may cancel this Agreement if Buyer, by the time specified in paragraph 3L(10), refuses to enter into any necessary written agreements to accept responsibility for all obligations of Seller-disclosed leased or liened items.
K. REMOVAL OR WAIVER OF CONTINGENCIES WITH OFFER: Buyer shall have no obligation to remove a contractual contingency unless Seller has provided all required documents, reports, disclosures, and information pertaining to that contingency. If Buyer does remove a contingency without first receiving all required information from Seller, Buyer is relinquishing any contractual rights that apply to that contingency. If Buyer removes or waives any contingencies without an adequate understanding of the Property's condition or Buyer's ability to purchase, Buyer is acting against the advice of Agent.
L. REMOVAL OF CONTINGENCY OR CANCELLATION:
(1) For any contingency specified in paragraph 3L, 8, or elsewhere Buyer shall, within the applicable period specified, remove the contingency or cancel this Agreement. (2) For the contingencies for review of Seller Documents, Preliminary Report, and Condominium/Planned Development Disclosures, Buyer shall, within the time specified in paragraph 3L or 5 Days after Delivery of the applicable Seller Documents, Preliminary Report, or CI Disclosures, whichever occurs later, remove the applicable contingency in writing or cancel this Agreement.
VLPA REVISED 7/24 (PAGE 5 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 5 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 332
Property Address: Date:
(3) If Buyer does not remove a contingency within the time specified, Seller, after first giving Buyer a Notice to Buyer to Perform (C.A.R. Form NBP), shall have the right to cancel this Agreement.
M. SALE OF BUYER'S PROPERTY: This Agreement and Buyer's ability to obtain financing are NOT contingent upon the sale of any property owned by Buyer unless the Sale of Buyer's Property (C.A.R. Form COP) is checked as a contingency of this Agreement in paragraph 3L(11).
9. ITEMS INCLUDED IN AND EXCLUDED FROM SALE:
A. NOTE TO BUYER AND SELLER: Items listed as included or excluded in the Multiple Listing Service (MLS), flyers, marketing materials, or disclosures are NOT included in the purchase price or excluded from the sale unless specified in this paragraph or paragraph 3P or as Otherwise Agreed. Any items included herein are components of the Property and are not intended to affect the price. All items are transferred without Seller warranty.
B. ITEMS INCLUDED IN SALE:
(1) All EXISTING fixtures and fittings that are attached to the Property; (2) LEASED OR LIENED ITEMS AND SYSTEMS: Seller, within the time specified in paragraph 3N(1), shall (i) disclose to Buyer if any item or system specified in paragraph 3P or 9B or otherwise included in the sale is leased, or not owned by Seller, or is subject to any maintenance or other ongoing financial obligation, or specifically subject to a lien or other encumbrance or loan, and (ii) Deliver to Buyer all written materials (such as lease, warranty, financing, etc.) concerning any such item.
(3) Seller represents that all items included in the purchase price, unless Otherwise Agreed, (i) are owned by Seller and shall be transferred free and clear of liens and encumbrances, except the items and systems identified pursuant to paragraph 9B(2), and (ii) are transferred without Seller warranty regardless of value. Seller shall cooperate with the identification of any software or applications and Buyer's efforts to transfer any services needed to operate any Smart Home Features or other items included in this Agreement, including, but not limited to, utilities or security systems. (4) A complete inventory of all personal property of Seller currently used in the operation of the Property and included in the purchase price shall be delivered to Buyer within the time specified in paragraph 3N(1). (5) Seller shall deliver title to the personal property by Bill of Sale, free of all liens and encumbrances, and without warranty of condition.
(6) As additional security for any note in favor of Seller for any part of the purchase price, Buyer shall execute a UCC-1 Financing Statement to be filed with the Secretary of State, covering the personal property included in the purchase, replacement thereof, and insurance proceeds.
C. ITEMS EXCLUDED FROM SALE: Unless Otherwise Agreed, all items specified in paragraph 3P(2) are excluded from the sale.
10. ALLOCATION OF COSTS
A. INSPECTIONS, REPORTS, TESTS, AND CERTIFICATES: Paragraphs 3Q(1), (2), (3), and (13) only determines who is to pay for the inspection, report, test, certificate or service mentioned; it does not determine who is to pay for any work recommended or identified in any such document. Agreements for payment of required work should be specified elsewhere in paragraph 3Q, or 3S, or in a separate agreement (such as C.A.R. Forms RR, RRRR, ADM or AEA). Any reports in these paragraphs shall be Delivered in the time specified in Paragraph 3N(1).
B. GOVERNMENT POINT OF SALE REQUIREMENTS: Point of sale inspections and reports refer to any such actions required to be completed before or after Close Of Escrow that are required in order to close under any Law. If any point of sale requirement requires repairs, retrofits or additional costs beyond an inspection or report, further written agreement regarding costs is required.
If an agreement is reached, and unless Parties Otherwise Agree to another time period, any such repair, retrofit, or work shall be completed prior to final verification of Property. If Buyer agrees to pay for any portion of such repair, Buyer, shall (i) directly pay to the vendor completing the repair or (ii) provide an invoice to Escrow Holder, deposit funds into escrow sufficient to pay for Buyer's portion of such repair and request Escrow Holder pay the vendor completing the repair. If agreement is not reached within the time for removing the Buyer Investigation contingency, then either party may cancel the Agreement.
11. SELLER DISCLOSURES:
A. WITHHOLDING TAXES: Buyer and Seller hereby instruct Escrow Holder to withhold the applicable required amounts to comply with federal and California withholding Laws and forward such amounts to the Internal Revenue Service and Franchise Tax Board, respectively. However, no federal withholding is required if, prior to Close Of Escrow, Seller Delivers (i) to Buyer and Escrow Holder a fully completed affidavit (C.A.R. Form AS) sufficient to avoid withholding pursuant to federal withholding Law (FIRPTA); OR (ii) to a qualified substitute (usually a title company or an independent escrow company) a fully completed affidavit (C.A.R. Form AS) sufficient to avoid withholding pursuant to federal withholding Law AND the qualified substitute Delivers to Buyer and Escrow Holder an affidavit signed under penalty of perjury (C.A.R. Form QS) that the qualified substitute has received the fully completed Seller's affidavit and the Seller states that no federal withholding is required; OR (iii) to Buyer other documentation satisfying the requirements under Internal Revenue Code § 1445 (FIRPTA). No withholding is required under California Law if, prior to Close Of Escrow, Escrow Holder has received sufficient documentation from Seller that no withholding is required, and Buyer has been informed by Escrow Holder.
B. MEGAN'S LAW DATABASE DISCLOSURE: Notice: Pursuant to § 290.46 of the Penal Code, information about specified registered sex offenders is made available to the public via an Internet Web site maintained by the Department of Justice at www.meganslaw.ca.gov. Depending on an offender's criminal history, this information will include either the address at which the offender resides or the community of residence and ZIP Code in which he or she resides. (Neither Seller nor Agent are required to check this website. If Buyer wants further information, Agent recommends that Buyer obtain information from this website during Buyer's investigation contingency period. Agents do not have expertise in this area.) C. NOTICE REGARDING GAS AND HAZARDOUS LIQUID TRANSMISSION PIPELINES: This notice is being provided simply to inform you that information about the general location of gas and hazardous liquid transmission pipelines is available to the public via the National Pipeline Mapping System (NPMS) Internet Web site maintained by the United States Department of Transportation at http://www.npms.phmsa.dot.gov/. To seek further information about possible transmission pipelines near the Property, you may contact your local gas utility or other pipeline operators in the area. Contact information for pipeline operators is searchable by ZIP Code and county on the NPMS Internet Website. (Neither Seller nor Agent are required to check this website. If Buyer wants further information, Agent recommends that Buyer obtain information from this website during Buyer's investigation contingency period. Agents do not have expertise in this area.) D. NATURAL AND ENVIRONMENTAL HAZARDS: Seller shall, within the time specified in paragraph 3N(1), if required by Law:
(i) Deliver to Buyer the earthquake guide and environmental hazards booklet, and for all residential property with 1-4 units and any manufactured or mobile home built before January 1, 1960, fully complete and Deliver the Residential Earthquake Risk Disclosure Statement; and (ii) even if exempt from the obligation to provide a NHD, disclose if the Property is located in a Special Flood Hazard Area; Potential Flooding (Inundation) Area; Very High Fire Hazard Zone; State Fire Responsibility Area; Earthquake Fault Zone; Seismic Hazard Zone; and (iii) disclose any other zone as required by Law and provide any other information required for those zones.
VLPA REVISED 7/24 (PAGE 6 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 6 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 333
Property Address: Date:
E. CONDOMINIUM/PLANNED DEVELOPMENT DISCLOSURES:
(1) Seller shall, within the time specified in paragraph 3N(1), disclose to Buyer whether the Property is a condominium or is located in a planned development, other common interest development, or otherwise subject to covenants, conditions, and restrictions (C.A.R. Form SPQ or ESD).
(2) If the Property is a condominium or is located in a planned development or other common interest development with a HOA, Seller shall, within the time specified in paragraph 3N(3), order from, and pay any required fee as specified in paragraph 3Q(9) for the following items to the HOA (C.A.R. Form HOA-IR): (i) Copies of any documents required by Law (C.A.R. Form HOA-RS); (ii) disclosure of any pending or anticipated claim or litigation by or against the HOA; (iii) a statement containing the location and number of designated parking and storage spaces; (iv) Copies of the most recent 12 months of HOA minutes for regular and special meetings; (v) the names and contact information of all HOAs governing the Property; (vi) pet restrictions; and (vii) smoking restrictions (“CI Disclosures”). Seller shall itemize and Deliver to Buyer all CI Disclosures received from the HOA and any CI Disclosures in Seller's possession. Seller shall, as directed by Escrow Holder, deposit funds into escrow or direct to HOA or management company to pay for any of the above.
F. SOLAR POWER SYSTEMS: For properties with any solar panels or solar power systems, Seller shall, within the time specified in paragraph 3N(1), Deliver to Buyer all known information about the solar panels or solar power system. Seller shall use the Solar Advisory and Questionnaire (C.A.R. Form SOLAR).
G. ADDITIONAL DISCLOSURES: Within the time specified in paragraph 3N(1), if Seller has actual knowledge, Seller shall provide to Buyer, in writing, the following information:
(1) LEGAL PROCEEDINGS: Any lawsuits by or against Seller, threatening or affecting the Property, including any lawsuits alleging a defect or deficiency in the Property or common areas, or any known notices of abatement or citations filed or issued against the Property.
(2) AGRICULTURAL USE: Whether the Property is subject to restrictions for agricultural use pursuant to the Williamson Act (Government Code §§ 51200-51295).
(3) DEED RESTRICTIONS: Any deed restrictions or obligations. (4) FARM USE: Whether the Property is in, or adjacent to, an area with Right to Farm rights (Civil Code § 3482.5 and § 3482.6). (5) ENDANGERED SPECIES: Presence of endangered, threatened, “candidate” species, or wetlands on the Property. (6) ENVIRONMENTAL HAZARDS: Any substances, materials, or products that may be an environmental hazard including, but not limited to, asbestos, formaldehyde, radon gas, lead-based paint, fuel or chemical storage tanks, and contaminated soil or water on the Property.
(7) COMMON WALLS: Any features of the Property shared in common with adjoining landowners, such as walls, fences, roads, and driveways, and agriculture and domestic wells whose use or responsibility for maintenance may have an effect on the Property.
(8) LANDLOCKED: The absence of legal or physical access to the Property. (9) EASEMENTS/ENCROACHMENTS: Any encroachments, easements, or similar matters that may affect the Property. (10) SOIL FILL: Any fill (compacted or otherwise), or abandoned mining operations on the Property. (11) SOIL PROBLEMS: Any slippage, sliding, flooding, drainage, grading, or other soil problems. (12) EARTHQUAKE DAMAGE: Major damage to the Property of any of the structures from fire, earthquake, floods, or landslides. (13) ZONING ISSUES: Any zoning violations, non-conforming uses, or violations of “setback” requirements. (14) NEIGHBORHOOD PROBLEMS: Any neighborhood noise problems, or other nuisances. (15) SURVEY, PLANS, PERMITS AND ENGINEERING DOCUMENTS: If in Seller's possession, Copies of surveys, plans, specifications, permits and approvals, development plans, licenses, and engineering documents, if any, prepared on Seller's behalf on in Seller's possession.
(16) VIOLATION NOTICES: Seller shall disclose any notice of violations of any Law filed or issued against the Property.
H. MELLO-ROOS TAX; 1915 BOND ACT: Within the time specified in paragraph 3N(1), Seller shall: (i) make a good faith effort to obtain a notice from any local agencies that levy a special tax or assessment on the Property (or, if allowed, substantially equivalent notice), pursuant to the Mello-Roos Community Facilities Act, and Improvement Bond Act of 1915, and (ii) promptly Deliver to Buyer any such notice obtained.
I. KNOWN MATERIAL FACTS: Seller shall, within the time specified in paragraph 3N(1), DISCLOSE KNOWN MATERIAL FACTS AND DEFECTS affecting the Property, including, but not limited to, known insurance claims within the past five years, or provide Buyer with permission to contact insurer to get such information (C.A.R. Form ARC), and make any and all other disclosures required by Law.
J. SELLER VACANT LAND QUESTIONNAIRE: Seller shall, within the time specified in paragraph 3N(1), complete and provide Buyer with a Seller Vacant Land Questionnaire (C.A.R. Form VLQ).
K. SUBSEQUENT DISCLOSURES: In the event Seller, prior to Close Of Escrow, becomes aware of adverse conditions materially affecting the Property, or any material inaccuracy in disclosures, information, or representations previously provided to Buyer, Seller shall promptly Deliver a subsequent or amended disclosure or notice, in writing, covering those items.
However, a subsequent or amended disclosure shall not be required for conditions and material inaccuracies of which Buyer is otherwise aware or which are disclosed in reports provided to or obtained by Buyer or ordered and paid for by Buyer.
12. TENANCY RELATED DISCLOSURES: Within the time specified in paragraph 3N(1), and subject to Buyer's right of review, Seller shall disclose, make available or Deliver, as applicable, to Buyer, the following information:
A. RENTAL/SERVICE AGREEMENTS: (i) All current leases, rental agreements, service contracts, and other agreements pertaining to the operation of the Property; (ii) A rental statement including names of tenants, rental rates, period or rental, date of last rent increase, security deposits, rental concessions, rebates or other benefits, if any, and a list of delinquent rents and their duration. Seller represents that no tenant is entitled to any rebate, concession, or other benefit, except as set forth in these documents. Seller represents that the documents to be furnished are those maintained in the ordinary and normal course of business.
B. INCOME AND EXPENSE STATEMENTS: If checked in paragraph 3R, the books and records for the Property, if any, including a statement of income and expense for the 12 months preceding Acceptance. Seller represents that the books and records are those maintained in the ordinary and normal course of business and used by Seller in the computation of federal and state income tax returns.
C. TENANT ESTOPPEL CERTIFICATES: If checked in paragraph 3R, Tenant Estoppel Certificates (C.A.R. Form TEC). Tenant Estoppel Certificates shall be completed by Seller or Seller's agent and delivered to tenant(s) for tenant(s) to sign and acknowledge: (i) that tenant(s)' rental or lease agreements are unmodified and in full force and effect, (or if modified, stating all such modifications); (ii) that no lessor defaults exist; and (iii) stating the amount of any prepaid rent or security deposit. Seller shall exercise good faith to obtain tenant(s)' signature(s), but Seller cannot guarantee tenant(s)' cooperation. In the event Seller cannot obtain signed Tenant Estoppel Certificates within the time specified above, Seller shall notify Buyer and provide the unsigned one that was provided to tenant(s). If, after the time specified for Seller to Deliver the TEC to Buyer, any tenant(s) sign and return a TEC to Seller, Seller shall Deliver that TEC to Buyer.
VLPA REVISED 7/24 (PAGE 7 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 7 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 334
Property Address: Date:
D. SELLER REPRESENTATIONS: Unless otherwise disclosed under paragraph 11, paragraph 12, or under any disclosure Delivered to Buyer:
(1) Seller represents that Seller has no actual knowledge that any tenant(s): (i) has any current pending lawsuit(s), investigation(s), Inquiry(ies), action(s), or other proceeding(s) affecting the Property of the right to use and occupy it; (ii) has any unsatisfied mechanics or materialman lien(s) affecting the Property; and (iii) is the subject of a bankruptcy. If Seller receives any such notice, prior to Close Of Escrow, Seller shall immediately notify Buyer. (2) Seller represents that no tenant is entitled to any rebate, concessions, or other benefit, except as set forth in the rental service agreements.
(3) Seller represents that the documents to be furnished are those maintained in the ordinary and normal course of business and the income and expense statements are and used by Seller in the computation of federal and state income tax returns.
13. CHANGES DURING ESCROW:
A. Prior to Close Of Escrow, Seller may engage in the following acts (“Proposed Changes”), subject to Buyer's rights in paragraph 13B: (i) rent or lease any vacant unit or other part of the premises; (ii) alter, modify, or extend any existing rental or lease agreement; (iii) enter into, alter, modify, or extend any service contract(s); or (iv) change the status of the condition of the Property.
B. (1) At least 7 Days prior to any Proposed Changes, Seller shall Deliver written notice to Buyer of such Proposed Change (2) Within 5 Days after receipt of such notice, Buyer, in writing, may give Seller notice of Buyer's objection to the Proposed Changes in which case Seller shall not make the Proposed Changes.
14. SECURITY DEPOSITS: Security deposits, if any, to the extent they have not been applied by Seller in accordance with any rental agreement and current Law, shall be transferred to Buyer on Close Of Escrow. Seller shall notify each tenant, in compliance with the California Civil Code.
15. BUYER'S INVESTIGATION OF PROPERTY AND MATTERS AFFECTING PROPERTY:
A. Buyer shall, within the time specified in paragraph 3L(5), have the right, at Buyer's expense unless Otherwise Agreed, to conduct inspections, investigations, tests, surveys and other studies (“Buyer Investigations”).
B. Buyer Investigations include, but are not limited to:
(1) Inspections regarding any physical attributes of the Property or items connected to the Property, such as:
(A) A general inspection.
(B) An inspection for lead-based paint and other lead-based paint hazards. (C) An inspection specifically for wood destroying pests and organisms. Any inspection for wood destroying pests and organisms shall be prepared by a registered Structural Pest Control company; shall cover the main building and attached structures; may cover detached structures; shall NOT include water tests of shower pans on upper level units unless the owners of property below the shower consent; shall NOT include roof coverings; and, if the Property is a unit in a condominium or other common interest subdivision, the inspection shall include only the separate interest and any exclusive-use areas being transferred, and shall NOT include common areas; and shall include a report (“Pest Control Report”) showing the findings of the company which shall be separated into sections for evident infestation or infections (Section 1) and for conditions likely to lead to infestation or infection (Section 2). (D) A phase one environmental survey, paid for and obtained by the party indicated in paragraph 3Q(2). If Buyer is responsible for obtaining and paying for the survey, Buyer shall act diligently and in good faith to obtain such survey within the time specified in paragraph 3L(5). Buyer has 5 Days after receiving the survey to remove this portion of the Buyer's Investigation contingency.
(E) Any other specific inspections of the physical condition of the land and improvements. (2) Buyer Investigations of any other matter affecting the Property, other than those that are specified as separate contingencies.
Buyer Investigations do not include, among other things, an assessment of the availability and cost of general homeowner's insurance, flood insurance, and fire insurance. See, Buyer's Vacant Land Additional Inspection Advisory (C.A.R. Form BVLIA) for more.
C. Without Seller's prior written consent, Buyer shall neither make nor cause to be made: (i) invasive or destructive Buyer Investigations, except for minimally invasive testing required to prepare a Pest Control Report, which shall not include any holes or drilling through stucco or similar material; or (ii) inspections by any governmental building or zoning inspector or government employee, unless required by Law.
D. Seller shall make the Property available for all Buyer Investigations. Seller is not obligated to move any existing personal property.
Seller shall have water, gas, electricity and all operable pilot lights on for Buyer's Investigations and through the date possession is delivered to Buyer. Buyer shall, (i) by the time specified in paragraph 3L(5), complete Buyer Investigations and satisfy themselves as to the condition of the Property, and either remove the contingency or cancel this Agreement, and (ii) by the time specified in paragraph 3L(5) or 3 Days after receipt of any Investigation report, whichever is later, give Seller at no cost, complete Copies of all such reports obtained by Buyer, which obligation shall survive the termination of this Agreement. This Delivery of Investigation reports shall not include any appraisal.
E. Buyer indemnity and Seller protection for entry upon the Property: Buyer shall: (i) keep the Property free and clear of liens; (ii) repair all damage arising from Buyer Investigations; and (iii) indemnify and hold Seller harmless from all resulting liability, claims, demands, damages and costs. Buyer shall carry, or Buyer shall require anyone acting on Buyer's behalf to carry, policies of liability, workers' compensation and other applicable insurance, defending and protecting Seller from liability for any injuries to persons or property occurring during any Buyer Investigations or work done on the Property at Buyer's direction prior to Close Of Escrow. Seller is advised that certain protections may be afforded Seller by recording a “Notice of Non-Responsibility” (C.A.R. Form NNR) for Buyer Investigations and work done on the Property at Buyer's direction. Buyer's obligations under this paragraph shall survive the termination of this Agreement.
F. BUYER IS STRONGLY ADVISED TO INVESTIGATE THE CONDITION AND SUITABILITY OF ALL ASPECTS OF THE
PROPERTY AND ALL MATTERS AFFECTING THE VALUE OR DESIRABILITY OF THE PROPERTY, INCLUDING BUT NOT LIMITED TO, THE ITEMS SPECIFIED BELOW. IF BUYER DOES NOT EXERCISE THESE RIGHTS, BUYER IS ACTING AGAINST THE ADVICE OF BROKERS. BUYER UNDERSTANDS THAT ALTHOUGH CONDITIONS ARE OFTEN
DIFFICULT TO LOCATE AND DISCOVER, ALL REAL PROPERTY CONTAINS CONDITIONS THAT ARE NOT READILY APPARENT AND THAT MAY AFFECT THE VALUE OR DESIRABILITY OF THE PROPERTY. BUYER AND SELLER ARE
AWARE THAT BROKREES DO NOT GUARANTEE, AND IN NO WAY ASSUME RESPONSIBILITY FOR, THE CONDITION OF THE PROPERTY. BROKERS HAVE NOT AND WILL NOT VERIFY ANY OF THE ITEMS IN PARAGRAPH 15, UNLESS OTHERWISE AGREED IN WRITING.
VLPA REVISED 7/24 (PAGE 8 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 8 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 335
Property Address: Date:
G. SIZE, LINES, ACCESS, AND BOUNDARIES: Lot size, property lines, legal or physical access, and boundaries including features of the Property shared in common with adjoining landowners, such as walls, fences, roads, and driveways, whose use or responsibility for maintenance may have an effect on the Property and any encroachments, easements, or similar matters that may affect the Property. (Fences, hedges, walls, and other natural or constructed barriers or markers do not necessarily identify true Property boundaries. Property lines may be verified by survey.) (Unless otherwise specified in writing, any numerical statements by Brokers regarding lot size are APPROXIMATIONS ONLY, which have not been and will not be verified, and should not be relied upon by Buyer.)
H. ZONING AND LAND USE: Past, present, or proposed laws, ordinances, referendums, initiatives, votes, applications, and permits affecting the current use of the Property, future development, zoning, building, size, governmental permits and inspections. Any zoning violations, non-conforming uses, or violations of “setback' requirements. (Buyer should also investigate whether these matters affect Buyer's intended use of the Property.
I. UTILITIES AND SERVICES: Availability, costs, restrictions, and location of utilities and services, including but not limited to, sewerage, sanitation, septic and leach lines, water, electricity, gas, telephone, cable TV, and drainage.
J. ENVIRONMENTAL HAZARDS: Potential environmental hazards, including but not limited to, asbestos, lead-based paint and other lead contamination, radon, methane, other gases, fuel, oil or chemical storage tanks, contaminated soil or water, hazardous waste, waste disposal sites, electromagnetic fields, nuclear sources, and other substances, including mold (airborne, toxic, or otherwise), fungus or similar contaminant, materials, products, or conditions.
K. GEOLOGIC CONDITIONS: Geologic/seismic conditions, soil and terrain stability, suitability and drainage including slippage, sliding, flooding, drainage, grading, fill (compacted or otherwise), or other soil problems.
L. NATURAL HAZARD ZONE: Special Flood Hazard Areas, Potential Flooding (Inundation) Areas, Very High Hazard Zones, State Fire Responsibility Areas, Earthquake Fault Zones, Seismic Hazard Zones, or any other zone for which disclosure is required by Law.
M. PROPERTY DAMAGE: Major damage to the Property of any of the structures or non-structural systems and components and any personal property included in the sale from fire, earthquake, floods, landslides, or other causes.
N. NEIGHBORHOOD, AREA, AND PROPERTY CONDITIONS: Neighborhood or are conditions, including Agricultural Use Restrictions pursuant to the Williamson Act (Government Code §§ 51200-51295), Right to Farm Laws (Civil Code § 3482.5 and § 3482.6), schools, proximity and adequacy of law enforcement, crime statistics, the proximity of registered felons or offenders, fire protection, other government services, availability, adequacy, and cost of any speed-wired, wireless internet connections, or other telecommunications or other technology services and installations, proximity to commercial, industrial, or agricultural activities, existing and proposed transportation, construction and development that may affect noise, view, or traffic, airport noise, noise or odor from any source, abandoned mining operations on the Property, wild and domestic animals, other nuisances, hazards, or circumstances, protected species, wetland properties, botanical diseases, historic or other governmentally protected sites or improvements, cemeteries, facilities and condition of common areas of common interest subdivisions, and possible lack of compliance with any governing documents or Owners' Association requirements, conditions, and influences of significance to certain cultures and/or religions, and personal needs, requirements, and preferences of Buyer.
O. COMMON INTEREST SUBDIVISIONS; OWNER ASSOCIATIONS: Facilities and condition of common areas (facilities such as pools, tennis courts, walkways, or other areas co-owned in undivided interest with others), Owners' Association that has any authority over the subject property, CC&Rs, or other deed restrictions or obligations, and possible lack of compliance with any Owners' Association requirements.
P. SPECIAL TAX: Any local agencies that levy a special tax on the Property pursuant to the Mello-Roos Community facilities Act or Improvement Bond Act of 1915.
Q. RENTAL PROPERTY RESTRICTIONS: Some cities and counties impose restrictions that limit the amount of rent that can be charged, the maximum number of occupants, and the right of landlord to terminate a tenancy.
R. MANUFACTURED HOME PLACEMENT: Conditions that may affect the ability to place and use a manufactured home on the Property.
16. TITLE AND VESTING:
A. Buyer shall, within the time specified in paragraph 3N(1), be provided a current Preliminary Report by the person responsible for paying for the title report in paragraph 3Q(5). If Buyer is responsible for paying, Buyer shall act diligently and in good faith to obtain such Preliminary Report within the time specified. The Preliminary Report is only an offer by the title insurer to issue a policy of title insurance and may not contain every item affecting title. The company providing the Preliminary Report shall, prior to issuing a Preliminary Report, conduct a search of the General Index for all Sellers except banks or other institutional lenders selling properties they acquired through foreclosure (REOs), corporations, and government entities.
B. Title is taken in its present condition subject to all encumbrances, easements, covenants, conditions, restrictions, rights and other matters, whether of record or not, as of the date of Acceptance except for: (i) monetary liens of record unless Buyer is assuming those obligations or taking the Property subject to those obligations; and (ii) those matters which Seller has agreed to remove in writing. For any lien or matter not being transferred upon sale, Seller will take necessary action to deliver title free and clear of such lien or matter.
C. Seller shall within 7 Days after request, give Escrow Holder necessary information to clear title.
D. Seller shall, within the time specified in paragraph 3N(1), disclose to Buyer all matters known to Seller affecting title, whether of record or not.
E. If Buyer is a legal entity and the Property purchase price is at least $300,000 and the purchase price is made without a bank loan or similar form of external financing, a Geographic Targeting Order (GTO) issued by the Financial Crimes Enforcement Network, U.S. Department of the Treasury, requires title companies to collect and report certain information about the Buyer, depending on where the Property is located. Buyer agrees to cooperate with the title company's effort to comply with the GTO.
F. Buyer shall, after Close Of Escrow, receive a recorded grant deed or any other conveyance document required to convey title (For example, for stock cooperative or tenancy in common, respectively, an assignment of stock certificate or assignment of seller's interest in the real property), including oil, mineral and water rights if currently owned by Seller. Title shall vest as designated in Buyer's vesting instructions. The recording document shall contain Buyer's post-closing mailing address to enable Buyer's receipt of the recorded conveyance document from the County Recorder. THE MANNER OF TAKING TITLE MAY HAVE SIGNIFICANT LEGAL AND TAX CONSEQUENCES. CONSULT AN APPROPRIATE PROFESSIONAL.
G. Buyer shall receive a Standard Coverage Owner's CLTA policy of title insurance. An ALTA policy or the addition of endorsements may provide greater coverage for Buyer. A title company, at Buyer's request, can provide information about the availability, desirability, coverage, and cost of various title insurance coverages and endorsements. If Buyer desires title coverage other than that required by this paragraph, Buyer shall instruct Escrow Holder in writing and shall pay any increase in cost.
VLPA REVISED 7/24 (PAGE 9 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 9 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 336
Property Address: Date:
17. TIME PERIODS; REMOVAL OF CONTINGENCIES; CANCELLATION RIGHTS: The following time periods may only be extended, altered, modified or changed by mutual written agreement. Any removal of contingencies or cancellation under this paragraph by either Buyer or Seller must be exercised in good faith and in writing (C.A.R. Form CR-B, CR-S or CC).
A. SELLER DELIVERY OF DOCUMENTS: Seller shall, within the time specified in paragraph 3N(1), Deliver to Buyer all reports, disclosures and information ("Reports") for which Seller is responsible as specified in paragraphs 9B(2), 10, 11A, 11D-J, 12A, 12B, 12C, 16A, 16D, and 36.
B. BUYER REVIEW OF DOCUMENTS; REPAIR REQUEST; CONTINGENCY REMOVAL OR CANCELLATION (1) Buyer has the time specified in paragraph 3 to: (i) perform Buyer Investigations; review all disclosures, Reports, lease documents to be assumed by Buyer pursuant to paragraph 9B(2), and other applicable information, which Buyer receives from Seller; and approve all matters affecting the Property. (2) Buyer may, within the time specified in paragraph 3L(5), request that Seller make repairs or take any other action regarding the Property (C.A.R. Form RR). Seller has no obligation to agree to or respond to Buyer's requests (C.A.R.
Form RR or RRRR). If Seller does not agree or does not respond, Buyer is not contractually entitled to have the repairs or other requests made and may only cancel based on contingencies in this Agreement. (3) Buyer shall, by the end of the times specified in paragraph 3L (or as Otherwise Agreed), Deliver to Seller a removal of the applicable contingency or cancellation of this Agreement (C.A.R. Form CR-B or CC). Buyer is advised not to remove contingencies related to review of documents until after the documents have been Delivered. If Delivery of any Report occurs after a contractual contingency pertaining to that Report has already been waived or removed, the Delivery of the Report does not revive the contingency.
(4) Continuation of Contingency: Even after the end of the time specified in paragraph 3L and before Seller cancels, if at all, pursuant to paragraph 17C, Buyer retains the right, in writing, to either (i) remove remaining contingencies, or (ii) cancel this Agreement based on a remaining contingency. Once Buyer's written removal of all contingencies is Delivered to Seller, Seller may not cancel this Agreement pursuant to paragraph 17C(1).
C. SELLER RIGHT TO CANCEL:
(1) SELLER RIGHT TO CANCEL; BUYER CONTINGENCIES: If, by the time specified in this Agreement, Buyer does not Deliver to Seller a removal of the applicable contingency or cancellation of this Agreement, then Seller, after first Delivering to Buyer a Notice to Buyer to Perform (C.A.R. Form NBP), may cancel this Agreement. In such event, Seller shall authorize the return of Buyer's deposit, except for fees incurred by Buyer. (2) SELLER RIGHT TO CANCEL; BUYER CONTRACT OBLIGATIONS: Seller, after first Delivering to Buyer a Notice to Buyer to Perform, may cancel this Agreement if, by the time specified in this Agreement, Buyer does not take the following action(s):
(i) Deposit funds as required by paragraph 3D(1) or 3D(2) or if the funds deposited pursuant to paragraph 3D(1) or 3D(2) are not good when deposited; (ii) Deliver updated contact information for Buyer's lender(s) as required by paragraph 5C(3); (iii) Deliver verification, or a satisfactory verification if Seller reasonably disapproves of the verification already provided, as required by paragraph 5B or 6A; (iv) Deliver a letter as required by paragraph 6B; (v) In writing assume or accept leases or liens specified in paragraph 8J; (vi) Cooperate with the title company's effort to comply with the GTO as required by paragraph 16E; (vii) Sign or initial a separate liquidated damages form for an increased deposit as required by paragraph 37; (viii) Provide evidence of authority to Sign in a representative capacity as specified in paragraph 36; or (ix) Perform any additional Buyer contractual obligation(s) included in this Agreement. In such event, Seller shall authorize the return of Buyer's deposit, except for fees allocated to Seller in this Agreement and already paid by Escrow prior to cancellation of this Agreement and notification to Escrow.
(3) SELLER RIGHT TO CANCEL; SELLER CONTINGENCIES: Seller may cancel this Agreement by good faith exercise of any Seller contingency included in this Agreement, or Otherwise Agreed, so long as that contingency has not already been removed or waived in writing.
D. BUYER RIGHT TO CANCEL:
(1) BUYER RIGHT TO CANCEL; SELLER CONTINGENCIES: If, by the time specified in this Agreement, Seller does not Deliver to Buyer a removal of the applicable contingency or cancellation of this Agreement, then Buyer, after first Delivering to Seller a Notice to Seller to Perform (C.A.R. Form NSP), may cancel this Agreement. In such event, Seller shall authorize the return of Buyer's deposit, except for fees allocated to Seller in the Agreement and already paid by Escrow prior to cancellation of this Agreement and notification to Escrow. (2) BUYER RIGHT TO CANCEL; SELLER CONTRACT OBLIGATIONS: If, by the time specified, Seller has not Delivered any item specified in paragraph 3N(1) or Seller has not performed any Seller contractual obligation included in this Agreement by the time specified, Buyer, after first Delivering to Seller a Notice to Seller to Perform, may cancel this Agreement. (3) BUYER RIGHT TO CANCEL; BUYER CONTINGENCIES: Buyer may cancel this Agreement by good faith exercise of any Buyer contingency included in paragraph 8, or Otherwise Agreed, so long as that contingency has not already been removed in writing.
E. NOTICE TO BUYER OR SELLER TO PERFORM: The Notice to Buyer to Perform or Notice to Seller to Perform shall: (i) be in writing; (ii) be Signed by the applicable Buyer or Seller; and (iii) give the other Party at least 2 Days after Delivery (or until the time specified in the applicable paragraph, whichever occurs last) to take the applicable action. A Notice to Buyer to Perform or Notice to Seller to Perform may not be Delivered any earlier than 2 Days prior to the Scheduled Performance Day to remove a contingency or cancel this Agreement or meet an obligation specified in paragraph 17, except for Close of Escrow which shall be Delivered under the terms of paragraph 17G, whether or not the Scheduled Performance Day falls on a Saturday, or Sunday or legal holiday. If a Notice to Buyer to Perform or Notice to Seller to Perform is incorrectly Delivered or specifies a time less than the agreed time, the notice shall be deemed invalid and void. However, if the notice is for multiple items, the notice shall be valid for all contingencies and contractual actions for which the Delivery of the notice is within the time permitted in the Agreement and void as to the others. Seller or Buyer shall be required to Deliver a new Notice to Buyer to Perform or Notice to Seller to Perform with the specified timeframe.
F. EFFECT OF REMOVAL OF CONTINGENCIES:
(1) REMOVAL OF BUYER CONTINGENCIES: If Buyer removes any contingency or cancellation rights, unless Otherwise Agreed, Buyer shall conclusively be deemed to have: (i) completed all Buyer Investigations, and review of Reports and other applicable information and disclosures pertaining to that contingency or cancellation right; (ii) elected to proceed with the transaction; and (iii) assumed all liability, responsibility and expense for the non-delivery of any Reports, disclosures or information outside of Seller's control and for any Repairs or corrections pertaining to that contingency or cancellation right, or for the inability to obtain financing. (2) REMOVAL OF SELLER CONTINGENCIES: If Seller removes any contingency or cancellation rights, unless Otherwise Agreed, Seller shall conclusively be deemed to have: (i) satisfied themselves regarding such contingency, (ii) elected to proceed with the transaction; and (iii) given up any right to cancel this Agreement based on such contingency.
VLPA REVISED 7/24 (PAGE 10 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 10 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 337
Property Address: Date:
G. DEMAND TO CLOSE ESCROW: Before Buyer or Seller may cancel this Agreement for failure of the other Party to close escrow pursuant to this Agreement, Buyer or Seller must first Deliver to the other Party a Demand to Close Escrow (C.A.R.
Form DCE). The DCE shall: (i) be Signed by the applicable Buyer or Seller; and (ii) give the other Party at least 3 Days after Delivery to close escrow. A DCE may not be Delivered any earlier than 3 Days prior to the Scheduled Performance Day for the Close Of Escrow. If a DCE is incorrectly Delivered or specifies a time less than the agreed time, the DCE shall be deemed invalid and void and Seller or Buyer shall be required to Deliver a new DCE.
H. EFFECT OF CANCELLATION ON DEPOSITS: If Buyer or Seller gives written notice of cancellation pursuant to rights duly exercised under the terms of this Agreement, the Parties agree to Sign and Deliver mutual instructions to cancel the sale and escrow and release deposits, if any, to the Party entitled to the funds, less (i) fees and costs paid by Escrow Holder on behalf of that Party, if required by this Agreement; and (ii) any escrow fee charged to that party. Fees and costs may be payable to service providers and vendors for services and products provided during escrow. A release of funds will require mutual Signed release instructions from the Parties, judicial decision or arbitration award. A Party may be subject to a civil penalty of up to $1,000 for refusal to Sign cancellation instructions if no good faith dispute exists as to which Party is entitled to the deposited funds (Civil Code § 1057.3). Note: Neither Agents nor Escrow Holder are qualified to provide any opinion on whether either Party has acted in good faith or which Party is entitled to the deposited funds. Buyer and Seller are advised to seek the advice of a qualified California real estate attorney regarding this matter.
18. REPAIRS: Repairs shall be completed prior to final verification of condition unless Otherwise Agreed. Repairs to be performed at Seller's expense may be performed by Seller or through others, provided that the work complies with applicable Law, including governmental permit, inspection and approval requirements. Repairs shall be performed in a good, skillful manner with materials of quality and appearance comparable to existing materials. Buyer acknowledges that exact restoration of appearance or cosmetic items following all Repairs may not be possible. Seller shall: (i) obtain invoices and paid receipts for Repairs performed by others; (ii) prepare a written statement indicating the Repairs performed by Seller and the date of such Repairs; and (iii) provide Copies of invoices and paid receipts and statements to Buyer prior to final verification of condition.
19. FINAL VERIFICATION OF CONDITION: Buyer shall have the right to make a final verification of the Property condition within the time specified in paragraph 3J, NOT AS A CONTINGENCY OF THE SALE, but solely to confirm: (i) the Property is maintained pursuant to paragraph 7B; (ii) Repairs have been completed as agreed; and (iii) Seller has complied with Seller's other obligations under this Agreement (C.A.R. Form VP).
20. PRORATIONS OF PROPERTY TAXES AND OTHER ITEMS: Unless Otherwise Agreed, the following items shall be PAID CURRENT and prorated between Buyer and Seller as of Close Of Escrow: real property taxes and assessments, interest, Seller rental payments, HOA regular assessments due prior to Close Of Escrow, premiums on insurance assumed by Buyer, payments on bonds and assessments assumed by Buyer, and payments on Mello-Roos and other Special Assessment District bonds and assessments that are now a lien. Seller shall pay any HOA special or emergency assessments due prior to Close Of Escrow. The following items shall be assumed by Buyer WITHOUT CREDIT toward the purchase price: prorated payments on Mello-Roos and other Special Assessment District bonds and assessments and HOA special or emergency assessments that are due after Close Of Escrow. Property will be reassessed upon change of ownership. Any supplemental tax bills delivered to Escrow Holder prior to closing shall be prorated and paid as follows: (i) for periods after Close Of Escrow, by Buyer; and (ii) for periods prior to Close Of Escrow, by Seller (see C.A.R.
Form SPT or SBSA for further information). Seller agrees all service fees, maintenance costs and utility bills will be paid current up and through the date of Close Of Escrow. TAX BILLS AND UTILITY BILLS ISSUED AFTER CLOSE OF ESCROW SHALL BE HANDLED DIRECTLY BETWEEN BUYER AND SELLER. Prorations shall be made based on a 30-day month.
21. BROKERS AND AGENTS:
A. COMPENSATION:
(1) Timing of Broker Compensation: Seller or Buyer, or both, as applicable, agree to pay compensation to Broker as specified in a separate written agreement between Broker and that Seller or Buyer. Compensation is payable upon Close Of Escrow, or if escrow does not close, as otherwise specified in the agreement between Broker and that Seller or Buyer. (2) Buyer Representation; Seller Payment to Compensate Buyer's Broker: Buyer affirmatively represents that Buyer, at the time this offer is made, has a written agreement with Buyer's Broker that: (i) is valid; (ii) covers the Property; and (iii) provides for compensation for no less than the amount stated in paragraph 3G(3). If any representation (i)-(iii) is not true, then Seller has no obligation to pay Buyer's Broker. The amount of compensation, if a percentage, will be based on the final purchase price. Buyer's obligation to pay Buyer's Broker shall be offset by any amount that Seller pays Buyer's Broker (3) Third party beneficiary: Seller acknowledges and agrees that Buyer's Broker is a third-party beneficiary of this agreement and may pursue Seller for failure to pay the amount specified in this document.
B. SCOPE OF DUTY: Buyer and Seller acknowledge and agree that Agent: (i) Does not decide what price Buyer should pay or Seller should accept; (ii) Does not guarantee the condition of the Property; (iii) Does not guarantee the performance, adequacy or completeness of inspections, services, products or repairs provided or made by Seller or others; (iv) Does not have an obligation to conduct an inspection of common areas or areas off the site of the Property; (v) Shall not be responsible for identifying defects on the Property, in common areas, or offsite unless such defects are visually observable by an inspection of reasonably accessible areas of the Property or are known to Agent; (vi) Shall not be responsible for inspecting public records or permits concerning the title or use of Property; (vii) Shall not be responsible for identifying the location of boundary lines or other items affecting title; (viii) Shall not be responsible for verifying square footage, representations of others or information contained in Investigation reports, Multiple Listing Service, advertisements, flyers or other promotional material; (ix) Shall not be responsible for determining the fair market value of the Property or any personal property included in the sale; (x) Shall not be responsible for providing legal or tax advice regarding any aspect of a transaction entered into by Buyer or Seller; and (xi) Shall not be responsible for providing other advice or information that exceeds the knowledge, education and experience required to perform real estate licensed activity.
Buyer and Seller agree to seek legal, tax, insurance, title and other desired assistance from appropriate professionals.
C. BROKERAGE: Neither Buyer nor Seller has utilized the services of, or for any other reason owes compensation to, a licensed real estate broker (individual or corporate), agent, finder, or other entity, other than as specified in this Agreement, in connection with any act relating to the Property, including, but not limited to, inquiries, introductions, consultations, and negotiations leading to this Agreement. Buyer and Seller each agree to indemnify and hold the other, the Brokers specified herein and their agents, harmless from and against any costs, expenses or liability for compensation claimed inconsistent with the warranty and representation in this paragraph.
VLPA REVISED 7/24 (PAGE 11 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 11 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 338
Property Address: Date:
22. JOINT ESCROW INSTRUCTIONS TO ESCROW HOLDER:
A. ESCROW INSTRUCTION PARAGRAPHS: The following paragraphs, or applicable portions thereof, of this Agreement constitute the joint escrow instructions of Buyer and Seller to Escrow Holder, which Escrow Holder is to use along with any related counter offers and addenda, and any additional mutual instructions to close the escrow: paragraphs 1, 3A, 3B, 3D-G, 3N(2), 3Q, 3S, 4A, 4B, 5A(1-2), 5D, 5E, 11A, 11E(2), 16 (except 16D), 17H, 20, 21A, 22, 26, 32, 35, 36, 40, and 41. If a Copy of the separate compensation agreement(s) provided for in paragraph 21A is deposited with Escrow Holder by Agent, Escrow Holder shall accept such agreement(s) and pay out from Buyer's or Seller's funds, or both, as applicable, the Broker's compensation provided for in such agreement(s). The terms and conditions of this Agreement not set forth in the specified paragraphs are additional matters for the information of Escrow Holder, but about which Escrow Holder need not be concerned.
B. ESCROW HOLDER GENERAL PROVISIONS: Buyer and Seller will receive Escrow Holder's general provisions, if any, directly from Escrow Holder. To the extent the general provisions are inconsistent or conflict with this Agreement, the general provisions will control as to the duties and obligations of Escrow Holder only. Buyer and Seller shall Sign and return Escrow Holder's general provisions or supplemental instructions within the time specified in paragraph 3N(2). Buyer and Seller shall execute additional instructions, documents and forms provided by Escrow Holder that are reasonably necessary to close the escrow and, as directed by Escrow Holder, within 3 Days, shall pay to Escrow Holder or HOA or HOA management company or others any fee required by paragraphs 3, 8, 11, or elsewhere in this Agreement.
C. COPIES; STATEMENT OF INFORMATION; TAX WITHHOLDING INSTRUCTIONS: A Copy of this Agreement including any counter offer(s) and addenda shall be delivered to Escrow Holder within 3 Days after Acceptance. Buyer and Seller authorize Escrow Holder to accept and rely on Copies and Signatures as defined in this Agreement as originals, to open escrow and for other purposes of escrow. The validity of this Agreement as between Buyer and Seller is not affected by whether or when Escrow Holder Signs this Agreement. Escrow Holder shall provide Seller's Statement of Information to Title Company when received from Seller, if a separate company is providing title insurance. If Seller delivers an affidavit to Escrow Holder to satisfy Seller's FIRPTA obligation under paragraph 11A, Escrow Holder shall deliver to Buyer, Buyer's Agent, and Seller's Agent a Qualified Substitute statement that complies with federal Law. If Escrow Holder's Qualified Substitute statement does not comply with federal law, the Parties instruct escrow to withhold all applicable required amounts under paragraph 11A.
D. BROKER COMPENSATION:
(1) Payment: Agents are not a party to the escrow except for the sole purpose of receiving compensation pursuant to paragraph 21A. If a Copy of the separate compensation agreement(s) is deposited with Escrow Holder by Agent, Escrow Holder shall accept such agreement(s) and pay out from Buyer's or Seller's funds, or both, as applicable, the Broker's compensation provided for in such agreement(s). Buyer and Seller irrevocably assign to Brokers compensation specified in paragraph 21A, and irrevocably instruct Escrow Holder to disburse those funds to Brokers at Close Of Escrow or pursuant to any other mutually executed cancellation agreement. Compensation instructions can be amended or revoked only with the written consent of Brokers. Buyer and Seller shall release and hold harmless Escrow Holder from any liability resulting from Escrow Holder's payment to Broker(s) of compensation pursuant to this Agreement. (2) Compensation Disclosure: Escrow Holder shall provide to Buyer a closing statement or other written documentation disclosing the amount of compensation paid to Buyer's Broker. Escrow Holder shall provide to Seller a closing statement or other written documentation disclosing: (i) the amount of compensation paid to Seller's Broker; and (ii) if applicable pursuant to paragraph 3G(3) or other mutual instruction of the parties, the amount paid by Seller for Buyer's Broker compensation.
Escrow Holder's obligation pursuant to paragraph 21D, is not intended to alter any preexisting practice of Escrow Holder to issue, as applicable, joint or separate closing statements. Escrow Holder's obligation pursuant to paragraph 21D is independent of, but may be satisfied by, any closing statement mandated by Buyer's lender.
E. INVOICES: Buyer and Seller acknowledge that Escrow Holder may require invoices for expenses under this Agreement.
Buyer and Seller, upon request by Escrow Holder, within 3 Days or within a sufficient time to close escrow, whichever is sooner, shall provide any such invoices to Escrow Holder.
F. VERIFICATION OF DEPOSIT: Upon receipt, Escrow Holder shall provide Buyer, Seller, and each Agent verification of Buyer's deposit of funds pursuant to paragraph 5A(1) and C.A.R. Form IDA. Once Escrow Holder becomes aware of any of the following, Escrow Holder shall immediately notify each Agent: (i) if Buyer's initial or any additional deposit or down payment is not made pursuant to this Agreement, or is not good at time of deposit with Escrow Holder; or (ii) if Buyer and Seller instruct Escrow Holder to cancel escrow.
G. DELIVERY OF AMENDMENTS: A Copy of any amendment that affects any paragraph of this Agreement for which Escrow Holder is responsible shall be delivered to Escrow Holder within 3 Days after mutual execution of the amendment.
23. SELECTION OF SERVICE PROVIDERS: Agents do not guarantee the performance of any vendors, service or product providers (“Providers”), whether referred by Agent or selected by Buyer, Seller or other person. Buyer and Seller may select ANY Providers of their own choosing.
24. MULTIPLE LISTING SERVICE (“MLS”): Agents are authorized to report to the MLS that an offer has been accepted and, upon Close Of Escrow, the sales price and other terms of this transaction shall be provided to the MLS to be published and disseminated to persons and entities authorized to use the information on terms approved by the MLS. Buyer acknowledges that: (i) any pictures, videos, floor plans (collectively, “Images”) or other information about the Property that has been or will be inputted into the MLS or internet portals, or both, at the instruction of Seller or in compliance with MLS rules, will not be removed after Close Of Escrow; (ii) California Civil Code § 1088(c) requires the MLS to maintain such Images and information for at least three years and as a result they may be displayed or circulated on the Internet, which cannot be controlled or removed by Seller or Agents; and (iii) Seller, Seller's Agent, Buyer's Agent, and MLS have no obligation or ability to remove such Images or information from the Internet.
25. ATTORNEY FEES AND COSTS: In any action, proceeding, or arbitration between Buyer and Seller arising out of this Agreement, the prevailing Buyer or Seller shall be entitled to reasonable attorney fees and costs from the non-prevailing Buyer or Seller, except as provided in paragraph 38A.
VLPA REVISED 7/24 (PAGE 12 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 12 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 339
Property Address: Date:
26. ASSIGNMENT/NOMINATION: Buyer shall have the right to assign all of Buyer's interest in this Agreement to Buyer's own trust or to any wholly owned entity of Buyer that is in existence at the time of such assignment. Otherwise, Buyer shall not assign all or any part of Buyer's interest in this Agreement without first having obtained the separate written consent of Seller to a specified assignee. Such consent shall not be unreasonably withheld. Prior to any assignment, Buyer shall disclose to Seller the name of the assignee and the amount of any monetary consideration between Buyer and assignee. Buyer shall provide assignee with all documents related to this Agreement including, but not limited to, the Agreement and any disclosures. If assignee is a wholly owned entity or trust of Buyer, that assignee does not need to re-sign or initial all documents provided. Whether or not an assignment requires seller's consent, at the time of assignment, assignee shall deliver a letter from assignee's lender that assignee is prequalified or preapproved as specified in paragraph 6B. Should assignee fail to deliver such a letter, Seller, after first giving Assignee an Notice to Buyer to Perform, shall have the right to terminate the assignment. Buyer shall, within the time specified in paragraph 3K, Deliver any request to assign this Agreement for Seller's consent. If Buyer fails to provide the required information within this time frame, Seller's withholding of consent shall be deemed reasonable. Any total or partial assignment shall not relieve Buyer of Buyer's obligations pursuant to this Agreement unless Otherwise Agreed by Seller (C.A.R. Form AOAA). Parties shall provide any assignment agreement to Escrow Holder within 1 Day after the assignment. Any nomination by Buyer shall be subject to the same procedures, requirements, and terms as an assignment as specified in this paragraph.
27. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon, and inure to the benefit of, Buyer and Seller and their respective successors and assigns, except as otherwise provided herein.
28. ENVIRONMENTAL HAZARD CONSULTATION: Buyer and Seller acknowledge: (i) Federal, state, and local legislation impose liability upon existing and former owners and users of real property, in applicable situations, for certain legislatively defined, environmentally hazardous substances; (ii) Agent(s) has/have made no representation concerning the applicability of any such Law to this transaction or to Buyer or to Seller, except as otherwise indicated in this Agreement; (iii) Agent(s) has/have made no representation concerning the existence, testing, discovery, location, and evaluation of/for, and risks posed by, environmentally hazardous substances, if any, located on or potentially affecting the Property; and (iv) Buyer and Seller are each advised to consult with technical and legal experts concerning the existence, testing, discover, location and evaluation of/for, and risks posed by, environmentally hazardous substances, in any, located on or potentially affecting the Property.
29. AMERICANS WITH DISABILITIES ACT: The Americans With Disabilities Act (“ADA”) prohibits discrimination against individuals with disabilities. The ADA affects almost all commercial facilities and public accommodations. Residential properties are not typically covered by the ADA, but may be governed by its provisions if used for certain purposes. The ADA can require, among other things, that building be made readily accessible to the disabled. Different requirements apply to new construction, alterations to existing buildings, and removal of barriers in existing buildings. Compliance with the ADA may require significant costs. Monetary and injunctive remedies may be incurred if the Property is not in compliance. A real estate broker or agent does not have the technical expertise to determine whether a building is in compliance with ADA requirements, or to advise a principal on those requirements. Buyer and Seller are advised to contact a qualified California real estate attorney, contractor, architect, engineer, or other qualified professional of Buyer or Seller's own choosing to determine to what degree, if any, the ADA impacts that principal or this transaction.
30. EQUAL HOUSING OPPORTUNITY: The Property is sold in compliance with federal, state and local anti-discrimination Laws.
31. COPIES: Seller and buyer each represent that Copies of all reports, certificates, approvals, and other documents that are furnished to the other are true, correct, and unaltered Copies of the original documents, if the originals are in the possession of the furnishing party.
32. DEFINITIONS and INSTRUCTIONS: The following words are defined terms in this Agreement, shall be indicated by initial capital letters throughout this Agreement, and have the following meaning whenever used:
A. “Acceptance” means the time the offer or final counter offer is fully executed, in writing, by the recipient Party and is Delivered to the offering Party or that Party's Authorized Agent.
B. “Agent” means the Broker, salesperson, broker-associate or any other real estate licensee licensed under the brokerage firm identified in paragraph 2B.
C. “Agreement” means this document and any counter offers and any incorporated addenda or amendments, collectively forming the binding agreement between the Parties. Addenda and amendments are incorporated only when Signed and Delivered by all Parties.
D. “As-Is” condition: Seller shall disclose known material facts and defects as specified in this Agreement. Buyer has the right to inspect the Property and, within the time specified, request that Seller make repairs or take other corrective action, or exercise any contingency cancellation rights in this Agreement. Seller is only required to make repairs specified in this Agreement or as Otherwise Agreed.
E. “Authorized Agent” means an individual real estate licensee specified in the Real Estate Broker Section.
F. “C.A.R. Form” means the most current version of the specific form referenced or another comparable form agreed to by the Parties.
G. “Close Of Escrow”, including “COE”, means the date the grant deed, or other evidence of transfer of title, is recorded for any real property, or the date of Delivery of a document evidencing the transfer of title for any non-real property transaction.
H. “Copy” means copy by any means including photocopy, facsimile and electronic.
I. Counting Days is done as follows unless Otherwise Agreed: (1) The first Day after an event is the first full calendar date following the event, and ending at 11:59 pm. For example, if a Notice to Buyer to Perform (C.A.R. form NBP) is Delivered at 3 pm on the 7th calendar day of the month, or Acceptance of a counter offer is personally received at 12 noon on the 7th calendar day of the month, then the 7th is Day “0” for purposes of counting days to respond to the NBP or calculating the Close Of Escrow date or contingency removal dates and the 8th of the month is Day 1 for those same purposes. (2) All calendar days are counted in establishing the first Day after an event. (3) All calendar days are counted in determining the date upon which performance must be completed, ending at 11:59 pm on the last day for performance (“Scheduled Performance Day”). (4) After Acceptance, if the Scheduled Performance Day for any act required by this Agreement, including Close Of Escrow, lands on a Saturday, Sunday, or Legal Holiday, the performing party shall be allowed to perform on the next day that is not a Saturday, Sunday or Legal Holiday (“Allowable Performance Day”), and ending at 11:59 pm. “Legal Holiday” shall mean any holiday or optional bank holiday under Civil Code §§ 7 and 7.1 and any holiday under Government Code § 6700. (5) For the purposes of COE, any day that the Recorder's office in the County where the Property is located is closed or any day that the lender or Escrow Holder under this Agreement is closed, the COE shall occur on the next day the Recorder's office in that County, the lender, and the Escrow Holder are open. (6) COE is considered Day 0 for purposes of counting days Seller is allowed to remain in possession, if permitted by this Agreement.
J. “Day" or "Days” means calendar day or days. However, delivery of deposit to escrow is based on business days.
VLPA REVISED 7/24 (PAGE 13 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 13 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 340
Property Address: Date:
K. “Deliver”, “Delivered” or “Delivery” of documents, unless Otherwise Agreed, means and shall be effective upon personal receipt of the document by Buyer or Seller or their Authorized Agent. Personal receipt means (i) a Copy of the document, or as applicable, link to the document, is in the possession of the Party or Authorized Agent, regardless of the Delivery method used (i.e. e-mail, text, other). A document, or as applicable link to a document, shall be deemed to be “in possession” if it is located in the inbox for the applicable Party or Authorized Agent; or (ii) an electronic Copy of the document, or as applicable, link to the document, has been sent to the designated electronic delivery address specified in the Real Estate Broker Section unless Otherwise Agreed in C.A.R. Form DEDA. After Acceptance, Agent may change the designated electronic delivery address for that Agent by, in writing, Delivering notice of the change in designated electronic delivery address to the other Party (C.A.R. Form DEDA). Links could be, for example, to DropBox or GoogleDrive or other functionally equivalent program. If the recipient of a link is unable or unwilling to open the link or download the documents or otherwise prefers Delivery of the documents directly, Recipient of a link shall notify the sender in writing, within 3 Days after Delivery of the link (C.A.R. Form RFR). In such case, Delivery shall be effective upon Delivery of the documents and not the link. Failure to notify sender within the time specified above shall be deemed consent to receive, and Buyer opening, the document by link.
L. “Electronic Copy” or “Electronic Signature” means, as applicable, an electronic copy or signature complying with California Law. Unless Otherwise Agreed, Buyer and Seller agree to the use of Electronic Signatures. Buyer and Seller agree that electronic means will not be used by either Party to modify or alter the content or integrity of this Agreement without the knowledge and consent of the other Party.
M. “Law” means any law, code, statute, ordinance, regulation, rule or order, which is adopted by a controlling city, county, state or federal legislative, judicial or executive body or agency.
N. "Legally Authorized Signer" means an individual who has authority to Sign for the principal as specified in paragraph 40 or paragraph 41.
O. “Otherwise Agreed” means an agreement in writing, signed by both Parties and Delivered to each.
P. “Repairs” means any repairs (including pest control), alterations, replacements, modifications or retrofitting of the Property provided for under this Agreement.
Q. "Sign" or “Signed” means either a handwritten or Electronic Signature on an original document, Copy or any counterpart.
33. FAIR APPRAISAL ACT NOTICE:
A. Any appraisal of the property is required to be unbiased, objective, and not influenced by improper or illegal considerations, including, but not limited to, any of the following: race, color, religion (including religious dress, grooming practices, or both), gender (including, but not limited to, pregnancy, childbirth, breastfeeding, and related conditions, and gender identity and gender expression), sexual orientation, marital status, medical condition, military or veteran status, national origin (including language use and possession of a driver's license issued to persons unable to provide their presence in the United States is authorized under federal law), source of income, ancestry, disability (mental and physical, including, but not limited to, HIV/AIDS status, cancer diagnosis, and genetic characteristics), genetic information, or age.
B. If a buyer or seller believes that the appraisal has been influenced by any of the above factors, the seller or buyer can report this information to the lender or mortgage broker that retained the appraiser and may also file a complaint with the Bureau of Real Estate Appraisers at https://www2.brea.ca.gov/complaint/ or call (916) 552-9000 for further information on how to file a complaint.
34. TERMS AND CONDITIONS OF OFFER: This is an offer to purchase the Property on the terms and conditions herein. The individual Liquidated Damages and Arbitration of Disputes paragraphs are incorporated in this Agreement if initialed by all Parties or if incorporated by mutual agreement in a Counter Offer or addendum. If at least one but not all Parties initial, a Counter Offer is required until agreement is reached. Seller has the right to continue to offer the Property for sale and to accept any other offer at any time prior to notification of Acceptance and to market the Property for backup offers after Acceptance. The Parties have read and acknowledge receipt of a Copy of the offer and agree to the confirmation of agency relationships. If this offer is accepted and Buyer subsequently defaults, Buyer may be responsible for payment of Brokers' compensation. This Agreement and any supplement, addendum or modification, including any Copy, may be Signed in two or more counterparts, all of which shall constitute one and the same writing. By signing this offer or any document in the transaction, the Party Signing the document is deemed to have read the document in its entirety.
35. TIME OF ESSENCE; ENTIRE CONTRACT; CHANGES: Time is of the essence. All understandings between the Parties are incorporated in this Agreement. Its terms are intended by the Parties as a final, complete and exclusive expression of their Agreement with respect to its subject matter and may not be contradicted by evidence of any prior agreement or contemporaneous oral agreement. If any provision of this Agreement is held to be ineffective or invalid, the remaining provisions will nevertheless be given full force and effect. Except as Otherwise Agreed, this Agreement shall be interpreted, and disputes shall be resolved in accordance with the Laws of the State of California. Neither this Agreement nor any provision in it may be extended, amended, modified, altered or changed, except in writing Signed by Buyer and Seller.
36. LEGALLY AUTHORIZED SIGNER: Wherever the signature or initials of the Legally Authorized Signer identified in paragraph 40 and 41 appear on this Agreement or any related documents, it shall be deemed to be in a representative capacity for the entity described and not in an individual capacity, unless otherwise indicated. The Legally Authorized Signer (i) represents that the entity for which that person is acting already exists and is in good standing to do business in California and (ii) shall Deliver to the other Party and Escrow Holder, as specified in paragraph 3N(4), evidence of authority to act in that capacity (such as but not limited to:
applicable portion of the trust or Certification Of Trust (Probate Code § 18100.5), letters testamentary, court order, power of attorney, corporate resolution, or formation documents of the business entity).
37. LIQUIDATED DAMAGES:
If Buyer fails to complete this purchase because of Buyer's default, Seller shall retain, as liquidated damages, the deposit actually paid. Release of funds will require mutual, Signed release instructions from both Buyer and Seller, judicial decision or arbitration award. AT THE TIME OF ANY INCREASED DEPOSIT BUYER AND
SELLER SHALL SIGN A SEPARATE LIQUIDATED DAMAGES PROVISION INCORPORATING THE INCREASED DEPOSIT AS LIQUIDATED DAMAGES (C.A.R. FORM DID).
Buyer's Initials / Seller's Initials /
VLPA REVISED 7/24 (PAGE 14 OF 17) Buyer's Initials / Seller's Initials / VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 14 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 341
Property Address: Date:
38. MEDIATION:
A. The Parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction, before resorting to arbitration or court action. The mediation shall be conducted through the C.A.R. Real Estate Mediation Center for Consumers (www.consumermediation.org) or through any other mediation provider or service mutually agreed to by the Parties.
The Parties also agree to mediate any disputes or claims with Agents(s), who, in writing, agree to such mediation prior to, or within a reasonable time after, the dispute or claim is presented to the Agent. Mediation fees, if any, shall be divided equally among the Parties involved, and shall be recoverable under the prevailing party attorney fees clause. If, for any dispute or claim to which this paragraph applies, any Party (i) commences an action without first attempting to resolve the matter through mediation, or (ii) before commencement of an action, refuses to mediate after a request has been made, then that Party shall not be entitled to recover attorney fees, even if they would otherwise be available to that Party in any such action. THIS MEDIATION PROVISION APPLIES WHETHER OR NOT THE ARBITRATION PROVISION IS INITIALED.
B. ADDITIONAL MEDIATION TERMS: (i) Exclusions from this mediation agreement are specified in paragraph 39B; (ii) The obligation to mediate does not preclude the right of either Party to seek a preservation of rights under paragraph 39C; and (iii) Agent's rights and obligations are further specified in paragraph 39D.
39. ARBITRATION OF DISPUTES:
A. The Parties agree that any dispute or claim in Law or equity arising between them out of this Agreement or any resulting transaction, which is not settled through mediation, shall be decided by neutral, binding arbitration. The Parties also agree to arbitrate any disputes or claims with Agents(s), who, in writing, agree to such arbitration prior to, or within a reasonable time after, the dispute or claim is presented to the Agent. The arbitration shall be conducted through any arbitration provider or service mutually agreed to by the Parties. The arbitrator shall be a retired judge or justice, or an attorney with at least 5 years of transactional real estate Law experience, unless the Parties mutually agree to a different arbitrator. Enforcement of, and any motion to compel arbitration pursuant to, this agreement to arbitrate shall be governed by the procedural rules of the Federal Arbitration Act, and not the California Arbitration Act, notwithstanding any language seemingly to the contrary in this Agreement. The Parties shall have the right to discovery in accordance with Code of Civil Procedure § 1283.05. The arbitration shall be conducted in accordance with Title 9 of Part 3 of the Code of Civil Procedure. Judgment upon the award of the arbitrator(s) may be entered into any court having jurisdiction.
B. EXCLUSIONS: The following matters are excluded from mediation and arbitration: (i) Any matter that is within the jurisdiction of a probate, small claims or bankruptcy court; (ii) an unlawful detainer action; and (iii) a judicial or nonjudicial foreclosure or other action or proceeding to enforce a deed of trust, mortgage or installment land sale contract as defined in Civil Code § 2985.
C. PRESERVATION OF ACTIONS: The following shall not constitute a waiver nor violation of the mediation and arbitration provisions: (i) the filing of a court action to preserve a statute of limitations; (ii) the filing of a court action to enable the recording of a notice of pending action, for order of attachment, receivership, injunction, or other provisional remedies, provided the filing party concurrent with, or immediately after such filing, makes a request to the court for a stay of litigation pending any applicable mediation or arbitration proceeding; or (iii) the filing of a mechanic's lien.
D. AGENTS: Agents shall not be obligated nor compelled to mediate or arbitrate unless they agree to do so in writing.
Any Agents(s) participating in mediation or arbitration shall not be deemed a party to this Agreement.
E. “NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING
OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION DECIDED BY
NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN
THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL,
UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU
MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY.” “WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION TO NEUTRAL ARBITRATION.” Buyer's Initials / Seller's Initials /
VLPA REVISED 7/24 (PAGE 15 OF 17)
VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 15 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 342
Property Address: Date:
40. OFFER
A. EXPIRATION OF OFFER: This offer shall be deemed revoked and the deposit, if any, shall be returned to Buyer unless by the date and time specified in paragraph 3C, the offer is Signed by Seller and a Copy of the Signed offer is Delivered to Buyer or Buyer's Authorized Agent. Seller has no obligation to respond to an offer made.
B. ENTITY BUYERS: (Note: If this paragraph is completed, a Representative Capacity Signature Disclosure (C.A.R.
Form RCSD) is not required for the Legally Authorized Signers designated below.) (1) Non-Individual (entity) Buyers: One or more Buyers is a trust, corporation, LLC, probate estate, partnership, holding a power of attorney or other entity.
(2) Full entity name: The following is the full name of the entity (if a trust, enter the complete trust name; if under probate, enter full name of the estate, including case #):
.
(3) Contractual Identity of Buyer: For purposes of this Agreement, when the name described below is used, it shall be deemed to be the full entity name.
(A) If a trust: The trustee(s) of the trust or a simplified trust name (ex. John Doe, co-trustee, Jane Doe, co-trustee or Doe Revocable Family Trust);
(B) If Property is sold under the jurisdiction of a probate court: The name of the executor or administrator, or a simplified probate name (John Doe, executor, or Estate (or Conservatorship) of John Doe). (4) Legally Authorized Signer:
(A) This Agreement is being Signed by a Legally Authorized Signer in a representative capacity and not for him/herself as an individual. See paragraph 36 for additional terms.
(B) The name(s) of the Legally Authorized Signer(s) is/are: , .
C. The VLPA has 17 pages. Buyer acknowledges receipt of, and has read and understands, every page and all attachments that make up the Agreement.
D. BUYER SIGNATURE(S):
(Signature) By, Date:
Printed name of BUYER:
Printed Name of Legally Authorized Signer: Title, if applicable, (Signature) By, Date:
Printed name of BUYER:
Printed Name of Legally Authorized Signer: Title, if applicable, IF MORE THAN TWO SIGNERS, USE Additional Signature Addendum (C.A.R. Form ASA).
41. ACCEPTANCE
A. ACCEPTANCE OF OFFER: Seller warrants that Seller is the owner of the Property or has the authority to execute this Agreement. Seller accepts the above offer and agrees to sell the Property on the above terms and conditions. Seller has read and acknowledges receipt of a Copy of this Agreement and authorizes Agent to Deliver a Signed Copy to Buyer.
Seller's acceptance is subject to the attached Counter Offer or Back-Up Offer Addendum, or both, checked below.
Seller shall return and include the entire agreement with any response.
Seller Counter Offer (C.A.R. Form SCO or SMCO)
Back-Up Offer Addendum (C.A.R. Form BUO)
B. ENTITY SELLERS: (Note: If this paragraph is completed, a Representative Capacity Signature Disclosure form (C.A.R. Form RCSD) is not required for the Legally Authorized Signers designated below.) (1) Non-Individual (entity) Sellers: One or more Sellers is a trust, corporation, LLC, probate estate, partnership, holding a power of attorney or other entity.
(2) Full entity name: The following is the full name of the entity (if a trust, enter the complete trust name; if under probate, enter full name of the estate, including case #):
.
(3) Contractual Identity of Seller: For purposes of this Agreement, when the name described below is used, it shall be deemed to be the full entity name.
(A) If a trust: The trustee(s) of the trust or a simplified trust name (ex. John Doe, co-trustee, Jane Doe, co-trustee or Doe Revocable Family Trust);
(B) If Property is sold under the jurisdiction of a probate court: The name of the executor or administrator, or a simplified probate name (John Doe, executor, or Estate (or Conservatorship) of John Doe). (4) Legally Authorized Signer:
(A) This Agreement is being Signed by a Legally Authorized Signer in a representative capacity and not for him/herself as an individual. See paragraph 36 for additional terms.
(B) The name(s) of the Legally Authorized Signer(s) is/are: , .
C. The VLPA has 17 pages. Seller acknowledges receipt of, and has read and understands, every page and all attachments that make up the Agreement.
D. SELLER SIGNATURE(S):
(Signature) By, Date:
Printed name of SELLER:
Printed Name of Legally Authorized Signer: Title, if applicable, (Signature) By, Date:
Printed name of SELLER:
Printed Name of Legally Authorized Signer: Title, if applicable, IF MORE THAN TWO SIGNERS, USE Additional Signature Addendum (C.A.R. Form ASA).
VLPA REVISED 7/24 (PAGE 16 OF 17)
VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 16 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
X
Harvest Realty, LLC
Saniyyah Mayo
Harvest Realty, LLC and/or assignee
X Saniyyah Mayo
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F Kaled Ibrahim Saleh
1/15/2025
X
ali saleh
1/16/2025
343
Property Address: Date:
OFFER NOT ACCEPTED: ______/______ No Counter Offer is being made. This offer was not accepted by Seller __________ (date) Seller's Initials
REAL ESTATE BROKERS SECTION:
1. Real Estate Agents are not parties to the Agreement between Buyer and Seller.
2. Agency relationships are confirmed as stated in paragraph 2.
3. Presentation of Offer: Pursuant to the National Association of REALTORS® Standard of Practice 1-7, if Buyer's Agent makes a written request, Seller's Agent shall confirm in writing that this offer has been presented to Seller.
4. Agents' Signatures and designated electronic delivery address:
A. Buyer's Brokerage Firm DRE Lic. #
By DRE Lic. # Date
By DRE Lic. # Date
Address City State Zip
Email Phone #
More than one agent from the same firm represents Buyer. Additional Agent Acknowledgement (C.A.R. Form AAA) attached.
More than one brokerage firm represents Buyer. Additional Broker Acknowledgement (C.A.R. Form ABA) attached.
Designated Electronic Delivery Address(es): Email above or Attached DEDA: If Parties elect to have an alternative Delivery method, such method may be indicated on C.A.R. Form DEDA.
B. Seller's Brokerage Firm DRE Lic. #
By DRE Lic. # Date
By DRE Lic. # Date
Address City State Zip
Email Phone #
More than one agent from the same firm represents Seller. Additional Agent Acknowledgement (C.A.R. Form AAA) attached.
More than one brokerage firm represents Seller. Additional Broker Acknowledgement (C.A.R. Form ABA) attached.
Designated Electronic Delivery Address(es) (To be filled out by Seller's Agent): Email above or Attached DEDA: If Parties elect to have an alternative Delivery method, such method may be indicated on C.A.R. Form DEDA.
Buyer's Initials / Seller's Initials /
ESCROW HOLDER ACKNOWLEDGMENT:
Escrow Holder acknowledges receipt of a Copy of this Agreement, (if checked, a deposit in the amount of $ ), Counter Offer numbers and , and agrees to act as Escrow Holder subject to paragraph 22 of this Agreement, any supplemental escrow instructions and the terms of Escrow Holder's general provisions.
Escrow Holder is advised by that the date of Acceptance of the Agreement is Escrow Holder Escrow #
By Date
Address
Phone/Fax/E-mail
Escrow Holder has the following license number #
Department of Financial Protection and Innovation, Department of Insurance, Department of Real Estate.
PRESENTATION OF OFFER: / Seller's Brokerage Firm presented this offer to Seller on (date).
Broker or Designee Initials
© 2024, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®.
Published and Distributed by: REAL ESTATE BUSINESS SERVICES, LLC. a subsidiary of the California Association of REALTORS® VLPA REVISED 7/24 (PAGE 17 OF 17)
VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (VLPA PAGE 17 OF 17) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301 January 8, 2025
Cochran Real Estate Professionals, Inc. 01856404
Vince Lacambra 02139523
11801 Pierce Street, 2nd Floor Riverside CA 92505
[email protected] (951)642-8521
Allison James Estates & Homes 01885684
Joseph Rahhal 01939076
41593 Winchester Rd Temecula CA 92590
[email protected] (951)514-8161
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F #200
1/14/2025
1/14/2025 01188930
344
BUYER'S VACANT LAND ADDITIONAL INSPECTION
ADVISORY
(C.A.R. Form BVLIA, Revised 6/23)
Property Address: ("Property").
A. IMPORTANCE OF PROPERTY INVESTIGATION: The physical condition of the land and improvements being purchased is not guaranteed by either Seller or Brokers. For this reason, you should conduct thorough investigations of the Property personally and with professionals who should provide written reports of their investigations. A general physical inspection typically does not cover all aspects of the Property nor items affecting the Property that are not physically located on the Property. If the professionals recommend further investigations, including a recommendation by a pest control operator to inspect inaccessible areas of the Property, you should contact qualified experts to conduct such additional investigations. Additionally, some inspections, such as those listed below, may be of particular importance when purchasing vacant land.
B. BUYER RIGHTS AND DUTIES: You have an affirmative duty to exercise reasonable care to protect yourself, including discovery of the legal, practical and technical implications of disclosed facts, and the investigation and verification of information and facts that you know, or that are within your diligent attention and observation. The purchase agreement gives you the right to investigate the Property. If you exercise this right, and you should, you must do so in accordance with the terms of that agreement. This is the best way for you to protect yourself. It is extremely important for you to read all written reports provided by professionals and to discuss the results of inspections with the professional who conducted the inspection. You have the right to request that Seller make repairs, corrections or take other action based upon items discovered in your investigations or disclosed by Seller. If Seller is unwilling or unable to satisfy your requests, or you do not want to purchase the Property in its disclosed and discovered condition, you have the right to cancel the agreement if you act within specific time periods. If you do not perform, and you have not cancelled the agreement in a timely and proper manner, you may be in breach of contract.
C. SELLER RIGHTS AND DUTIES: Seller is required to disclose to you known material facts that affect the value or desirability of the Property. However, Seller may not be aware of some Property defects or conditions. Seller does not have an obligation to inspect the Property for your benefit nor is Seller obligated to repair, correct or otherwise cure known defects that are disclosed to you or previously unknown defects that are discovered by you or your inspectors during escrow. The purchase agreement obligates Seller to make the Property available to you for investigations.
D. BROKER OBLIGATIONS: Brokers do not have expertise in all areas and therefore cannot advise you on many items, such as soil stability, geologic or environmental conditions, hazardous or illegal controlled substances, structural conditions of the foundation or other improvements, or the condition of the roof, plumbing, heating, air conditioning, electrical, sewer, septic, waste disposal, or other system. The only way to accurately determine the condition of the Property is through an inspection by an appropriate professional selected by you. If Broker gives you referrals to such professionals, Broker does not guarantee their performance. You may select any professional of your choosing. If you have entered into a written agreement with a Broker, the specific terms of that agreement will determine the nature and extent of that Broker's duty to you. YOU ARE STRONGLY ADVISED TO INVESTIGATE THE CONDITION AND SUITABILITY OF ALL ASPECTS OF THE PROPERTY. IF YOU DO NOT DO SO, YOU ARE ACTING AGAINST THE ADVICE OF BROKERS.
E. YOU ARE ADVISED TO CONDUCT INVESTIGATIONS OF THE ENTIRE PROPERTY, INCLUDING, BUT NOT LIMITED TO THE FOLLOWING:
1. FINANCE: Financing the purchase of vacant land and especially financing construction loans for the improvement of vacant land can provide particular challenges, including subordination agreements and insurance requirements.
Buyer is advised to seek the assistance of reputable lenders in assistance with their decisions regarding financing of the property.
2. CONSTRUCTION COSTS: If Buyer is contemplating building improvements on the property, Buyer is advised that they will have to contact any contractors, service providers, suppliers, architects, utility companies regarding the costs of improvements. Buyer is advised to get written bids from all such persons regarding their decision to develop the property.
3. UTILITIES: Unimproved property may or may not have utilities available to the property. Buyer(s) is advised to obtain information from the public or private utility provider about the availability and cost of providing utilities to the property and whether necessary easements are in place to allow such utilities to the property.
4. ENVIRONMENTAL SURVEY: Unimproved land may have had or may have hazardous materials stored upon or under the land or been used by persons engaged in activities exposing the land to hazardous materials. The land may also be host to protected vegetation or animal life. Buyer(s) is advised to satisfy themselves as what hazards or protected plant or animal life are on the property and what impact they may have on Buyer's future plans for the property by seeking the help of a qualified professional. © 2023, California Association of REALTORS®, Inc.
BVLIA REVISED 6/23 (PAGE 1 OF 2) Buyer's Initials / Seller's Initials / BUYER'S VACANT LAND ADDITIONAL INSPECTION ADVISORY (BVLIA PAGE 1 OF 2) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 345
Property Address: Date:
5. NATURAL HAZARDS REPORTS: Buyer(s) is advised that while certain disclosures are required by state, federal and local laws, hazard disclosure companies can provide additional disclosures for both natural and man-made hazards or nuisances for a cost. Buyer is advised to seek the advice of a natural hazards reporting company regarding additional reports and disclosures that buyer may wish to obtain.
6. SUBDIVISION OF THE PROPERTY: If Buyer's plans include future subdivision of the property (whether under the Subdivision Map Act of the Subdivided Lands Law) multiple, complex issues regarding city, county, state, and federal laws may be presented. Buyer is strongly advised to seek the advice of California legal counsel familiar with federal, state and local subdivision requirements.
Buyer and Seller acknowledge and agree that Broker: (i) Does not decide what price Buyer should pay or Seller should accept; (ii) Does not guarantee the condition of the Property; (iii) Does not guarantee the performance, adequacy or completeness of inspections, services, products or repairs provided or made by Seller or others; (iv) Does not have an obligation to conduct an inspection of common areas or areas off the site of the Property; (v) Shall not be responsible for identifying defects on the Property, in common areas, or offsite unless such defects are visually observable by an inspection of reasonably accessible areas of the Property or are known to Broker; (vi) Shall not be responsible for inspecting public records or permits concerning the title or use of Property; (vii) Shall not be responsible for identifying the location of boundary lines or other items affecting title; (viii) Shall not be responsible for verifying square footage, representations of others or information contained in Investigation reports, Multiple Listing Service, advertisements, flyers or other promotional material; (ix) Shall not be responsible for providing legal or tax advice regarding any aspect of a transaction entered into by Buyer or Seller; and (x) Shall not be responsible for providing other advice or information that exceeds the knowledge, education and experience required to perform real estate licensed activity. Buyer and Seller agree to seek legal, tax, insurance, title and other desired assistance from appropriate professionals.
By signing below, Buyer and Seller each acknowledge that they have read, understand, accept and have received a Copy of this Advisory. Buyer is encouraged to read it carefully.
SELLER Date
SELLER Date
BUYER Date
BUYER Date
© 2023, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the California Association of REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
BVLIA REVISED 6/23 (PAGE 2 OF 2)
BUYER'S VACANT LAND ADDITIONAL INSPECTION ADVISORY (BVLIA PAGE 2 OF 2) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301
Harvest Realty, LLC and/or assignee
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 01/08/2025
1/15/2025
1/16/2025
346
POSSIBLE REPRESENTATION OF MORE THAN ONE BUYER
OR SELLER - DISCLOSURE AND CONSENT
(C.A.R. Form PRBS, Revised 12/21)
A real estate broker (Broker), whether a corporation, partnership or sole proprietorship, may represent more than one buyer or seller. This multiple representation can occur through an individual licensed as a broker or salesperson or through different individual broker's or salespersons (associate licensees) acting under the Broker's license. The associate licensees may be working out of the same or different office locations.
Multiple Buyers: Broker (individually or through its associate licensees) may be working with many prospective buyers at the same time. These prospective buyers may have an interest in, and make offers on, the same properties. Some of these properties may be listed with Broker and some may not. Broker will not limit or restrict any particular buyer from making an offer on any particular property whether or not Broker represents other buyers interested in the same property.
Multiple Sellers: Broker (individually or through its associate licensees) may have listings on many properties at the same time. As a result, Broker will attempt to find buyers for each of those listed properties. Some listed properties may appeal to the same prospective buyers. Some properties may attract more prospective buyers than others. Some of these prospective buyers may be represented by Broker and some may not. Broker will market all listed properties to all prospective buyers whether or not Broker has another or other listed properties that may appeal to the same prospective buyers.
Dual Agency: If Seller is represented by Broker, Seller acknowledges that broker may represent prospective buyers of Seller's property and consents to Broker acting as a dual agent for both seller and buyer in that transaction. If Buyer is represented by Broker, buyer acknowledges that Broker may represent sellers of property that Buyer is interested in acquiring and consents to Broker acting as a dual agent for both buyer and seller with regard to that property.
In the event of dual agency, seller and buyer agree that: a dual agent may not, without the express permission of the respective party, disclose to the other party confidential information, including, but not limited to, facts relating to either the buyer's or seller's financial position, motivations, bargaining position, or other personal information that may impact price, including the seller's willingness to accept a price less than the listing price or the buyer's willingness to pay a price greater than the price offered; and except as set forth above, a dual agent is obligated to disclose known facts materially affecting the value or desirability of the Property to both parties.
Offers not necessarily confidential: Buyer is advised that seller or listing agent may disclose the existence, terms, or conditions of buyer's offer unless all parties and their agent have signed a written confidentiality agreement. Whether any such information is actually disclosed depends on many factors, such as current market conditions, the prevailing practice in the real estate community, the listing agent's marketing strategy and the instructions of the seller.
Buyer and seller understand that Broker may represent more than one buyer or more than one seller and even both buyer and seller on the same transaction and consents to such relationships.
Seller and/or Buyer acknowledges reading and understanding this Possible Representation of More Than One Buyer or Seller - Disclosure and Consent and agrees to the agency possibilities disclosed.
Seller Date
Seller Date
Buyer Date
Buyer Date
Buyer's Brokerage Firm DRE Lic #
By DRE Lic # Date
Seller's Brokerage Firm DRE Lic #
By DRE Lic # Date
© 2021, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
PRBS REVISED 12/21 (PAGE 1 OF 1)
POSSIBLE REPRESENTATION OF MORE THAN ONE BUYER OR SELLER (PRBS PAGE 1 OF 1) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com Harvest Realty, LLC and/or assignee
Cochran Real Estate Professionals, Inc. 01856404
02139523
Vince Lacambra
Allison James Estates & Homes 01885684
01939076
Joseph Rahhal
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 1/14/2025
1/15/2025
1/16/2025
347
FAIR HOUSING AND DISCRIMINATION ADVISORY
(C.A.R. Form FHDA, Revised 12/24)
1. EQUAL ACCESS TO HOUSING FOR ALL: All housing in California is available to all persons. Discrimination as noted below is prohibited by law. Resources are available for those who have experienced unequal treatment under the law.
2. FEDERAL AND STATE LAWS PROHIBIT DISCRIMINATION AGAINST IDENTIFIED PROTECTED CLASSES:
A. FEDERAL FAIR HOUSING ACT (“FHA”) Title VIII of the Civil Rights Act; 42 U.S.C. §§ 3601-3619; Prohibits discrimination in sales, rental or financing of residential housing against persons in protected classes; B. CALIFORNIA FAIR EMPLOYMENT AND HOUSING ACT (“FEHA”) California Government Code (“GC”) §§ 12900- 12996,12955; 2 California Code of Regulations (“CCR”) §§ 12005-12271; Prohibits discrimination in sales, rental or financing of housing opportunity against persons in protected classes by providers of housing accommodation and financial assistance services as related to housing;
C. CALIFORNIA UNRUH CIVIL RIGHTS ACT (“Unruh”) California Civil Code (“CC”) § 51; Prohibits business establishments from discriminating against, and requires full and equal accommodation, advantages, facilities, privileges, and services to persons in protected classes;
D. AMERICANS WITH DISABILITIES ACT (“ADA”) 42 U.S.C. §§ 12181-12189; Title III of the ADA prohibits discrimination based on disability in public accommodations; and
E. OTHER FAIR HOUSING LAWS: § 504 of Rehabilitation Act of 1973 29 U.S.C. § 794; Ralph Civil Rights Act CC § 51.7; California Disabled Persons Act; CC §§ 54-55.32; any local city or county fair housing ordinances, as applicable.
3. POTENTIAL LEGAL REMEDIES FOR UNLAWFUL DISCRIMINATION: Violations of fair housing laws may result in monetary civil fines, injunctive relief, compensatory and/or punitive damages, and attorney fees and costs.
4. PROTECTED CLASSES/CHARACTERISTICS: Whether specified in Federal or State law or both, discrimination against persons based on that person's belonging to, association with, or perceived membership in, certain classes or categories, such as the following, is prohibited. Other classes, categories or restrictions may also apply.
Race (and race traits) Color Ancestry National Origin Religion Age Sex, Sexual Orientation Gender, Gender Identity,
Gender expression
Marital Status Familial Status (family with
a child or children under
18)
Citizenship Immigration Status Primary Language Military/Veteran Status Source of Income (e.g., Section 8 Voucher)
Medical Condition Disability (Mental & Physical) Genetic Information Criminal History (nonrelevant convictions)Any Arbitrary Characteristic or Intersectionality
5. THE CALIFORNIA DEPARTMENT OF REAL ESTATE REQUIRES TRAINING AND SUPERVISION TO PREVENT HOUSING DISCRIMINATION BY REAL ESTATE LICENSEES:
A. California Business & Professions Code (“B&PC”) § 10170.5(a)(4) requires 3 hours of training on fair housing for DRE license renewal; Real Estate Regulation § 2725(f) requires brokers who oversee salespersons to be familiar with the requirements of federal and state laws relating to the prohibition of discrimination.
B. Violation of DRE regulations or real estate laws against housing discrimination by a real estate licensee may result in the loss or suspension of the licensee's real estate license. B&PC §10177(l)(1); 10 CCR § 2780
6. REALTOR® ORGANIZATIONS PROHIBIT DISCRIMINATION: NAR Code of Ethics Article 10 prohibits discrimination in employment practices or in rendering real estate license services against any person because of race, color, religion, sex, disability, familial status, national origin, sexual orientation, or gender identity by REALTORS®.
7. WHO IS REQUIRED TO COMPLY WITH FAIR HOUSING LAWS?
Below is a non-exclusive list of providers of housing accommodations or financial assistance services as related to housing who are most likely to be encountered in a housing transaction and who must comply with fair housing laws. ● Sellers ● Landlords/Housing Providers ● Sublessors
● Real estate licensees ● Real estate brokerage firms ● Property managers ● Mobilehome parks ● Homeowners Associations (“HOAs”); ● Banks and Mortgage lenders ● Insurance companies ● Government housing services ● Appraisers
8. EXAMPLES OF CONDUCT THAT MAY NOT BE MOTIVATED BY DISCRIMINATORY INTENT BUT COULD HAVE A DISCRIMINATORY EFFECT:
A. Prior to acceptance of an offer, asking for or offering buyer personal information or letters from the buyer, especially with photos.
Those types of documents may inadvertently reveal, or be perceived as revealing, protected status information thereby increasing the risk of (i) actual or unconscious bias, and (ii) potential legal claims against sellers and others by prospective buyers whose offers were rejected.
B. Refusing to rent (i) an upper-level unit to an elderly tenant out of concern for the tenant's ability to navigate stairs or (ii) a house with a pool to a person with young children out of concern for the children's safety.
9. EXAMPLES OF UNLAWFUL OR IMPROPER CONDUCT BASED ON A PROTECTED CLASS OR CHARACTERISTIC:
A. Refusing to negotiate for a sale, rental or financing or otherwise make a housing opportunity unavailable; failing to present offers due to a person's protected status;
B. Refusing or failing to show, rent, sell or finance housing; “channeling” or “steering” a prospective buyer or tenant to or away from a particular area due to that person's protected status or because of the racial, religious or ethnic composition of the neighborhood; C. “Blockbusting” or causing “panic selling” by inducing a listing, sale or rental based on the grounds of loss of value of property, increase in crime, or decline in school quality due to the entry or prospective entry of people in protected categories into the neighborhood;
D. Making any statement or advertisement that indicates any preference, limitation, or discrimination; © 2024, California Association of REALTORS®, Inc.
FHDA REVISED 12/24 (PAGE 1 OF 2)
FAIR HOUSING AND DISCRIMINATION ADVISORY (FHDA PAGE 1 OF 2) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 348
E. Inquiring about protected characteristics (such as asking tenant applicants if they are married, or prospective purchasers if they have children or are planning to start a family);
F. Using criminal history information before otherwise affirming eligibility, and without a legally sufficient justification; G. Failing to assess financial standards based on the portion of the income responsible by a tenant who receives government subsidies (such as basing an otherwise neutral rent to income ratio on the whole rent rather than just the part of rent that is the tenant's responsibility);
H. Denying a home loan or homeowner's insurance;
I. Offering inferior terms, conditions, privileges, facilities or services; J. Using different qualification criteria or procedures for sale or rental of housing such as income standards, application requirements, application fees, credit analyses, sale or rental approval procedures or other requirements; K. Harassing a person;
L. Taking an adverse action based on protected characteristics; M. Refusing to permit a reasonable modification to the premises, as requested by a person with a disability (such as refusing to allow a tenant who uses a wheelchair to install, at their expense, a ramp over front or rear steps, or refusing to allow a tenant with a disability from installing, at their own expense, grab bars in a shower or bathtub); N. Refusing to make reasonable accommodation in policies, rules, practices, or services for a person with a disability (such as the following, if an actual or prospective tenant with a disability has a service animal or support animal):
(i) Failing to allow that person to keep the service animal or emotional support animal in rental property, (ii) Charging that person higher rent or increased security deposit, or (iii) Failing to show rental or sale property to that person who is accompanied by the service animal or support animal, and; O. Retaliating for asserting rights under fair housing laws.
10. EXAMPLES OF POSITIVE PRACTICES:
A. Real estate licensees working with buyers or tenants should apply the same objective property selection criteria, such as location/neighborhood, property features, and price range and other considerations, to all prospects.
B. Real estate licensees should provide complete and objective information to all clients based on the client's selection criteria.
C. Real estate licensees should provide the same professional courtesy in responding to inquiries, sharing of information and offers of assistance to all clients and prospects.
D. Housing providers should not make any statement or advertisement that directly or indirectly implies preference, limitation, or discrimination regarding any protected characteristic (such as “no children” or “English-speakers only”).
E. Housing providers should use a selection process relying on objective information about a prospective buyer's offer or tenant's application and not seek any information that may disclose any protected characteristics (such as using a summary document, e.g. C.A.R. Form SUM-MO, to compare multiple offers on objective terms).
11. FAIR HOUSING RESOURCES: If you have questions about your obligations or rights under the Fair Housing laws, or you think you have been discriminated against, you may want to contact one or more of the sources listed below to discuss what you can do about it, and whether the resource is able to assist you.
A. Federal: https://www.hud.gov/program_offices/fair_housing_equal_opp B. State: https://calcivilrights.ca.gov/housing/
C. Local: local Fair Housing Council office (non-profit, free service) D. DRE: https://www.dre.ca.gov/Consumers/FileComplaint.html E. Local Association of REALTORS®. List available at: https://www.car.org/en/contactus/rosters/localassociationroster.
F. Any qualified California fair housing attorney, or if applicable, landlord-tenant attorney.
12. LIMITED EXCEPTIONS TO FAIR HOUSING REQUIREMENTS: No person should rely on any exception below without first seeking legal advice about whether the exception applies to their situation. Real estate licensees are not qualified to provide advice on the application of these exceptions.
A. Legally compliant senior housing is exempt from FHA, FEHA and Unruh as related to age or familial status only; B. An owner of a single-family residence who resides at the property with one lodger may be exempt from FEHA for rental purposes, PROVIDED no real estate licensee is involved in the rental; C. An owner of a single-family residence may be exempt from FHA for sale or rental purposes, PROVIDED (i) no real estate licensee is involved in the sale or rental and (ii) no discriminatory advertising is used, and (iii) the owner owns no more than three single-family residences. Other restrictions apply; D. An owner of residential property with one to four units who resides at the property, may be exempt from FHA for rental purposes, PROVIDED no real estate licensee is involved in the rental; and E. Both FHA and FEHA do not apply to roommate situations. See, Fair Housing Council v Roommate.com LLC, 666 F.3d 1216 (2019).
F. Since both the 14th Amendment of the U.S. Constitution and the Civil Rights Act of 1866 prohibit discrimination based on race; the FHA and FEHA exemptions do not extend to discrimination based on race.
Buyer/Tenant and Seller/Housing Provider have read, understand and acknowledge receipt of a copy of this Fair Housing & Discrimination Advisory.
Buyer/Tenant Date
Buyer/Tenant Date
Seller/Housing Provider Date
Seller/Housing Provider Date
© 2024, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®.
Published and Distributed by: REAL ESTATE BUSINESS SERVICES, LLC. a subsidiary of the California Association of REALTORS® FHDA REVISED 12/24 (PAGE 2 OF 2)
FAIR HOUSING AND DISCRIMINATION ADVISORY (FHDA PAGE 2 OF 2) Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com Harvest Realty, LLC and/or assignee
Dr Mayo - 1
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 1/15/2025
1/16/2025
349
WIRE FRAUD AND ELECTRONIC FUNDS
TRANSFER ADVISORY
(C.A.R. Form WFA, Revised 12/21)
Property Address: (“Property”).
WIRE FRAUD AND ELECTRONIC FUNDS TRANSFERS ADVISORY:
The ability to communicate and conduct business electronically is a convenience and reality in nearly all parts of our lives.
At the same time, it has provided hackers and scammers new opportunities for their criminal activity. Many businesses have been victimized and the real estate business is no exception.
While wiring or electronically transferring funds is a welcome convenience, we all need to exercise extreme caution.
Emails attempting to induce fraudulent wire transfers have been received and have appeared to be legitimate. Reports indicate that some hackers have been able to intercept emailed transfer instructions, obtain account information and, by altering some of the data, redirect the funds to a different account. It also appears that some hackers were able to provide false phone numbers for verifying the wiring or funds transfer instructions. In those cases, the victim called the number provided to confirm the instructions, and then unwittingly authorized a transfer to somewhere or someone other than the intended recipient.
ACCORDINGLY, YOU ARE ADVISED:
1. Obtain phone numbers and account numbers only from Escrow Officers, Property Managers, or Landlords at the beginning of the transaction.
2. DO NOT EVER WIRE OR ELECTRONICALLY TRANSFER FUNDS PRIOR TO CALLING TO CONFIRM THE TRANSFER INSTRUCTIONS. ONLY USE A PHONE NUMBER YOU WERE PROVIDED PREVIOUSLY. Do not use any different phone number or account number included in any emailed transfer instructions.
3. Orally confirm the transfer instruction is legitimate and confirm the bank routing number, account numbers and other codes before taking steps to transfer the funds.
4. Avoid sending personal information in emails or texts. Provide such information in person or over the telephone directly to the Escrow Officer, Property Manager, or Landlord.
5. Take steps to secure the system you are using with your email account. These steps include creating strong passwords, using secure WiFi, and not using free services.
If you believe you have received questionable or suspicious wire or funds transfer instructions, immediately notify your bank, and the other party, and the Escrow Office, Landlord, or Property Manager. The sources below, as well as others, can also provide information:
Federal Bureau of Investigation: https://www.fbi.gov/; the FBI's IC3 at www.ic3.gov; or 310-477-6565 National White Collar Crime Center: http://www.nw3c.org/ On Guard Online: https://www.onguardonline.gov/
NOTE: There are existing alternatives to electronic and wired fund transfers such as cashier's checks.
By signing below, the undersigned acknowledge that each has read, understands and has received a copy of this Wire Fraud and Electronic Funds Transfer Advisory.
Buyer/Tenant Date
Buyer/Tenant Date
Seller/Landlord Date
Seller/Landlord Date
©2021, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
WFA REVISED 12/21 (PAGE 1 OF 1)
WIRE FRAUD AND ELECTRONIC FUNDS TRANSFER ADVISORY (WFA PAGE 1 OF 1) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 Chamberlaine Way, Adelanto, CA 92301
Harvest Realty, LLC and/or assignee
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 1/15/2025
1/16/2025
350
CALIFORNIA CONSUMER PRIVACY ACT ADVISORY,
DISCLOSURE AND NOTICE
(C.A.R. Form CCPA, Revised 12/22)
The California Consumer Privacy Act (commencing with Civil Code § 1798.100) (“CCPA”), as amended by California voters in 2020, grants to California residents certain rights in their private, personal information (“PI”) that is collected by companies with whom they do business. Under the CCPA, PI is defined broadly to encompass non-public records information that could reasonably be linked directly or indirectly to you. PI could potentially include photographs of, or sales information about, your property.
During the process of buying and selling real estate your PI will be collected and likely shared with others, including real estate licensees, a Multiple Listing Service, real estate internet websites, service providers, lenders, and title and escrow companies, to name several possibilities. Businesses that are covered by the CCPA are required to grant you various rights in your PI, including the right to know what PI is collected, the right to know what PI is sold or shared and to whom, the right to request that the business correct or delete your PI, the right to “opt out” or stop the transfer of your PI to others, and the right to limit the use of certain PI which is considered “sensitive.” You may get one or more notices regarding your CCPA rights from businesses you interact with in a real estate transaction. However, not all businesses that receive or share your PI are obligated to comply with the CCPA. Moreover, businesses that are otherwise covered under the CCPA may have a legal obligation to maintain PI, notwithstanding your instruction to the contrary. For instance, regardless of whether they are covered by CCPA, under California law, brokers and Multiple Listing Services are required to maintain their records for 3 years. If you wish to exercise your rights under CCPA, where applicable, you should contact the respective business directly.
You can obtain more information about the CCPA and your rights under the law from the State of California Department of Justice (oag.ca.gov/privacy/ccpa). Additionally, the California Privacy Protection Agency is authorized to promulgate regulations which may further clarify requirements of the CCPA (cppa.ca.gov/regulations/).
I/we acknowledge receipt of a copy of this California Consumer Privacy Act Advisory, Disclosure and Notice.
Buyer/Seller/Landlord/Tenant Date
Buyer/Seller/Landlord/Tenant Date
© 2022, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
CCPA REVISED 12/22 (PAGE 1 OF 1)
CALIFORNIA CONSUMER PRIVACY ACT ADVISORY (CCPA PAGE 1 OF 1) Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com Harvest Realty, LLC and/or assignee
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 351
TEXT OVERFLOW ADDENDUM No.
(C.A.R. Form TOA, Revised 6/23)
This addendum is given in connection with the property known as (“Property”),
in which is referred to as (“Buyer/Tenant”)
and is referred to as (“Seller/Housing Provider”).
The foregoing terms and conditions are hereby incorporated in and made a part of the paragraph(s) referred to in the document to which this TOA is attached. The undersigned acknowledge receipt of a copy of this TOA.
Buyer/Tenant Date
Buyer/Tenant Date
Seller/Housing Provider Date
Seller/Housing Provider Date
®2023, California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS®. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS®. It is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS® who subscribe to its Code of Ethics.
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
TOA REVISED 6/23 (PAGE 1 OF 1)
TEXT OVERFLOW ADDENDUM (TOA PAGE 1 OF 1)
Phone: Fax:
Produced with Lone Wolf Transactions (zipForm Edition) 717 N Harwood St, Suite 2200, Dallas, TX 75201 www.lwolf.com 1 1 Chamberlaine Way, Adelanto, CA 92301
NW 1/4 NW 1/4 NW 1/4 SEC 28 TP 6N R 5W EX W 210 FT THEREOF EX MNL RTS Harvest Realty, LLC and/or assignee
1) VLPA, E(1), Loan Amounts, Additional Terms - Other:
State of California Department of Housing and Community Development 2) VLPA, S, OTHER TERMS:
All contingencies will be removed, pending notification status of grant, on June 1, 2025 with the exception of State Funding (to be received Jan 2026). Buyer has two (30) thirty day extensions to this Contingency Removal Period if needed.
Buyer forfeits 50% of their deposit if they back out after Aug 1, 2025.
The buyer has two (30) thirty day extensions to the Close Of Escrow date if needed.
Harvest Realty, LLC and/or assignee
Cochran Real Estate Professionals, Inc., 11801 Pierce Street, 2nd Floor Riverside CA 92505 (951) 642-8521 (951) 327-9105 Dr Mayo - 1 Vince Lacambra
Docusign Envelope ID: 62C87D76-37B3-494D-BACB-5CBBFFEE588F 1/9/2025
Docusign Envelope ID: D1B73B86-17F0-4F15-8C54-F6D0CE182D4F 1/15/2025
Kaled Ibrahim Saleh
1/16/2025
ali saleh
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367
368
369
370
371
372
373
Development Plan – Adelanto Housing Project 1
Development Plan for Homekey+ Application
Project Name: Unbreakable Heights
Project Address(es): 11351 Chamberlaine Way, Adelanto, CA 92301 Assessor Parcel Number(s): 0459-141-12
Eligible Applicant: City of Adelanto, Harvest Realty LLC, Simple Family Therapy Inc.
1. PROJECT OVERVIEW & SITE CONTROL
a. Neighborhood Description, Including Neighborhood Amenities.
The Unbreakable Heights Permanent Supportive Housing project is located in the City of Adelanto, in the Victor Valley region along the south-central Mojave Desert. Adelanto’s rural landscape characterizes it, and it offers some of the most affordable housing prices in the Victor Valley, with average home values typically under $400,000. This affordability makes it an ideal location to implement supportive housing solutions to address homelessness and housing insecurity.
The city features various housing options in a range of neighborhoods, such as Seneca Pointe and Mesa Linda. Residents of Unbreakable Heights will also benefit from Adelanto’s access to 374
Development Plan – Adelanto Housing Project 2
community amenities, including outdoor recreation areas like Adelanto Dog Park, Sierra Park, and the nearby El Mirage Dry Lake Off-Highway Recreation Area, which caters to off-roading enthusiasts.
Furthermore, Adelanto supports a strong sense of community through events hosted at the Adelanto Plaza & Event Center. For instance, the annual Mayjah Vibes festival celebrates Pacific Islander culture with music, food, and engaging activities. Adelanto's rural setting, combined with its community-driven atmosphere and affordability, positions this project to effectively serve the area’s most vulnerable populations.
b. Description of the existing site, site plan, and any site improvement work needed to rehabilitate or construct the housing Project.
According to our Phase I Environmental Site Assessment report, the subject site is unimproved land that has been vacant since at least 1948.
The project will include eleven (11) 2-story residential buildings, providing 132 units (88 studios and 44 one-bedroom units). One one-bedroom manager’s unit is included in this total. A community/common amenity facility will consist of three (3) small, single-story structures centrally located on the site.
Based on our discussions with the City of Adelanto Planning and Building Departments, the required offsite improvements will be limited to the driveway tie-in, electrical utility work, and wet utility tie-ins. Considering the undeveloped, vacant site and all on-grade construction, onsite improvements consist of typical grading, trenching, paving, sidewalks, trash enclosures, utilities, lighting, fencing, gates, and landscaping. Although not required per any Planning requirements, the site will include a small dog park, significant grassy recreational space, and a community garden. All required and elective work has been accounted for in our budget and schedule.
c. Briefly describe any applicable building codes and standards the Project will meet or exceed.
The project has been designed and will be constructed under the 2022 California Building Code.
d. Unit Mix Table including size and configuration (include the number of Manager units).
Specify any non-Homekey+ funded units in the Project. Include the target population (add Veterans and unit count, where applicable) and AMI levels for each unit type.
The Unbreakable Heights Permanent Supportive Housing project will feature 132 units purposefully designed to address the needs of the region’s most vulnerable populations. Of these, 65 units will be reserved explicitly for Homeless Youth and Youth at Risk of Homelessness, including foster youth, former foster youth, and youth who have been involved with the State 375
Development Plan – Adelanto Housing Project 3
Welfare System and are at heightened risk of housing instability. Youth tenants will primarily be referred through the Coordinated Entry System (CES), with priority determined by their level of vulnerability as assessed through the CES evaluation tool.
An additional 66 units will serve Veteran Homeless and Veterans at Risk of Homelessness, who will also be selected through the CES prioritization process. Many of these individuals may face complex challenges such as mental health disorders, substance use issues, physical disabilities, chronic medical conditions, traumatic stress disorders, or other significant barriers that make maintaining housing difficult. Additional obstacles may include limited income, poor credit histories, criminal or civil justice involvement, social isolation, and deficits in essential life skills.
Some residents may have household members, including spouses, children, significant others, or other family members, who will also be accommodated.
One on-site manager's unit is included in the 132 units, ensuring daily oversight and smooth property operations. All units will be Homekey+ funded units. Unbreakable Heights is intentionally structured to provide equitable access to stable, affordable housing and comprehensive supportive services tailored to residents’ needs. Half of the total units will utilize housing vouchers, enhancing tenant affordability. All units will comply with affordability standards and be reserved for individuals and households earning at or below 30% of the Area Median Income (AMI) upon entry. Tenants will not be required to leave if their income increases after move-in, but any subsequent tenants filling vacated units must also meet the 30% AMI threshold.
e. Narrative description of units, appliances, and furnishings if applicable.
Each unit will be equipped with the following:
Kitchen: Quartz countertops, smooth-top 2-ring cooktop, combination microwave/convection oven, refrigerator/freezer, and wood cabinets.
Bathroom: 1-piece tub & surround with shower, toilet, lavatory, medicine cabinet, and accessories.
HVAC: PTAC unit(s).
Flooring: Luxury Vinyl Plank in the kitchen, living/dining room, and bedroom, and ceramic tile in the bathroom.
f. Supportive Service, Community and Property Management space (Note: there is no need to include experience here, only discuss the space).
The centrally located community/common amenity facility will consist of three (3) small, single-story structures.
Commented [AM1]: @tamara @darren, changed this to
reflect all will be homkey+ funded units.
376
Development Plan – Adelanto Housing Project 4
One building will include two offices, a leasing office, a common restroom, a multipurpose room, a laundry room, two storage rooms, and a utility closet. The other two buildings will include further offices, storage rooms, restrooms, a breakroom, and a conference room.
g. Number of Elevators
None required or provided.
h. Describe any lease(s) that might be associated with this Project or Project Site.
There are no leases associated with this Project or Project Site.
2. PROJECT SCHEDULE
a. Please review NOFA Sections 510 and 511 and Appendix C and provide a detailed Construction Schedule and Narrative summarizing needed entitlements, necessary and discretionary land use approvals, permits, environmental clearances (i.e., Phase I, and NEPA or Phase II where required), bidding, contracting, remediation, grading, rehabilitation, unit habitability standards, amenities, utilities, upgrades, installations, CEQA/NEPA approvals, inspections, etc., as applicable.
Harvest Realty commenced work on this project in 2025 once the site was established.
Harvest Realty engaged its Development Team to proactively commence work on the design, entitlements, and permitting processes. The Phase I Environmental Site Assessment has been completed.
The project will utilize wood volumetric modular construction for the residential and common buildings to achieve greater budget certainty and quality while achieving project occupancy within 24 months of the funding award.
Being a volumetric modular construction project, the modules will be plan-checked and inspected in the factory by a third-party company on the State's (HCD) behalf. The review process of modular projects of this type typically takes approximately 4-6 weeks. The modular design is based on modules that HCD has already approved for other projects in California, and as such, we anticipate further schedule savings in the modular permitting process.
With a significant portion of the project being reviewed expeditiously by HCD, the scope of work required to be reviewed by the City of Adelanto is minimized to the site work, foundations, roofing (at ridges only), exterior finishes (patching at matelines only), and utility hook-ups. The Harvest Realty Modular Consultant/Development Management Company has held meetings with the City of Adelanto Building and Planning Departments to describe the unique permitting process for modular projects and the more limited scope 377
Development Plan – Adelanto Housing Project 5
of the City’s review. Harvest Realty anticipates that this will provide further time savings; however, typical review time allocations have been utilized for the purpose of our schedule.
Conceptual Design – Complete
Site Plan Review Package – In Progress
Site Plan Review – Pending
Schematic Design – In Progress
Design Development – Pending
The Site Plan Review will be submitted under AB-2162, enabling the project to be reviewed under an administrative review, avoiding any public hearings that could delay the entitlements process. The project is CEQA exempt, and AB-2162 prevents the City of Adelanto from imposing parking requirements, although parking is proposed to meet the specific needs of the tenant group.
Harvest Realty has committed significant funds to commence the design, entitlements, and permitting processes to ensure sufficient time to complete the project once the Homekey funding award is received. According to our current timeline with certain assumptions, Harvest Realty will have a Temporary Certificate of Occupancy and Date of Construction Completion within 15.5 months of award. It will be fully occupied within 18.5 months of the award.
Harvest Realty’s Development Team, consisting of vastly experienced developers, specialist consultants, and risk managers, has prepared the attached detailed development schedule. The key aspects of the schedule are summarized as follows, utilizing the schedule sub-sections:
Homekey+ Process – Summary of dates and anticipated dates for Homekey funding award and anticipated completion within the required 24-month timeframe, excluding the 60-day grace period.
City Project Approval Process – Shows steps taken to engage the City of Adelanto as a coapplicant.
Conceptual Site Planning – Shows completed tasks relating to site due diligence and conceptual design, including renderings.
City Initial Project Planning Review – Shows completed tasks relating to the submission and initial review of the conceptual plans by the City of Adelanto.
Site Plan Design & Review – Shows anticipated tasks to obtain Site Plan Review approval.
Grading Design & Plan Check – Shows anticipated tasks to obtain early Grading Permit.
Site Utilities Design & Plan Check – Shows anticipated tasks to obtain early Site Utilities Permit.
378
Development Plan – Adelanto Housing Project 6
Building Design & Plan Check – Shows completed and anticipated tasks to obtain early Building Permits, including proactive early design of electrical plans and calculations to facilitate early submission of application for electrical service to Southern California Edison (SCE) (long-lead item). It also includes preparing electrical cut sheets to facilitate ordering electrical switchgear upon receipt of the Homekey+ funding award (long-lead item).
Switchgear Procurement – See above.
Modular Procurement – Shows anticipated tasks to retain a Modular Manufacturer to complete all required scopes of work by delivering modules to the job site.
General Contractor Engagement – Shows anticipated tasks to retain the General Contractor to complete Preconstruction Phase Services and Construction Phase Services relating to scopes of work completed on site.
GC Preconstruction Phase – Shows anticipated tasks for working with the Optimum Modular Solutions Development Team and Modular Manufacturer to prepare a detailed modular logistics plan, construction schedule, bidding, etc.
Site Control – Shows anticipated tasks and steps related to executing the Homekey+ Agreement, obtaining funding and closing on the land purchase.
Construction – By submitting early for Grading and Site Utilities Permits, work can commence on site before the receipt of Building Permits; if the permits are delayed, this will save time. Modules will be set in place and structurally connected within 12 days, after which simultaneous limited construction will occur on the interior and exterior. Modules will be delivered with roofing and the majority of the siding and with fully complete residential units (including kitchens, bathrooms, flooring, appliances, lighting, AC, water heaters, etc.), requiring only MEP/FP hook-ups and limited mateline work relating to the roofing and siding.
Expenditure of Funds – Harvest is working to maintain a 15.5-month construction completion timeline from the date of the award that would allow for all capital expenditures to be made well within the 24-month period (26 months, including the 60-day grace period) required by Homekey. It should be noted that being a modular construction project, approximately 40% of the total construction costs will be funded at the completion of the modules within 9.5 months of award, together with further costs associated with the onsite grading, utilities, foundations, and modular installation.
Full Occupancy – According to our current timeline, the project will have a Temporary Certificate of Occupancy and Date of Completion within 15.5 months of award and be fully occupied within 18.5 months.
b. For Applicants proposing sites that will require a use change, lot split or other local approvals for Permanent Supportive Housing, include a commitment and plan to 379
Development Plan – Adelanto Housing Project 7
facilitate or expedite those processes, to not delay expenditure and occupancy requirements.
Refer to the Commitment Letter from the City of Adelanto in Section 13 below.
3. RELOCATION- IF APPLICABLE
a. Explanation if a relocation consultant has been conferred with, or will be engaged, to prepare or review the Homekey+ relocation requirements for the Project.
The subject site is a vacant parcel; therefore, relocation is not applicable. b. Existing status of Project, Site and Tenants including any persons, businesses, or farm operations.
As outlined in the Relocation Narrative included with this Homekey+ application, the Unbreakable Heights Permanent Supportive Housing Project will not result in displaced individuals, businesses, or farm operations. The Project will be developed on vacant land owned by Harvest Realty, LLC, the Project Co-applicant. The site has no residential or commercial tenants or any active business or agricultural operations. Therefore, no relocation is required, and the development of the Project will impact no tenants or entities.
A complete Relocation Narrative has been submitted as part of Harvest Realty, LLC’s Homekey+ application materials, confirming that this Project triggers no displacement activities.
c. Explanation of any current tenants that do not qualify as Homekey+ Target Population (including any on-Veterans inhabiting units planned for Veterans). Describe how these tenants will be addressed or relocated as necessary.
No current tenants are occupying the Unbreakable Heights Permanent Supportive Housing Project site. The Project will be developed on vacant land owned by Harvest Realty, LLC, and not previously used for residential or commercial purposes. As such, there are no existing tenants who do not qualify as part of the Homekey+ Target Population, and no Veterans or non-Veterans are inhabiting any units designated for specific populations. No relocation or tenant displacement activities will be required for this Project. All units will be leased exclusively to individuals who meet the eligibility criteria outlined for the Homekey+ Target Populations, specifically Homeless Youth, Youth at Risk of Homelessness, Adult Homeless, and Adults at Risk of Homelessness. d. Confirm HCD approved Relocation Plan or a Certificate of No-Relocation (See NOFA Section 507 for regulations).
380
Development Plan – Adelanto Housing Project 8
As no relocation is required for this Project, HR will acquire a Department-issued Certification Regarding Non-Application of Relocation benefits and Indemnification Agreement (certificate of no-relocation), duly executed and approved by the Department, before receiving award funds.
4. SCOPE OF WORK
a. Scope of Work outlining tasks to complete the Project such as technical site work, construction or rehab, and deliverables of various parties.
Each scope-of-work item is detailed in the attached project schedule and can be summarized as follows:
• Harvest Realty’s architect and design team is designing the site and the overall concept.
• The modular manufacturer will design/engineer the residential and common buildings as part of the design/build scope and submit for state approval. • Harvest Realty’s architect and design team is designing all the onsite scopes of work (non-modular) that the general contractor will complete and that the City of Adelanto will review and approve.
b. Narrative Description of the proposed building structure, materials, and plan (for new construction).
The eleven (11) residential buildings will be constructed using wood volumetric modular construction and delivered to the job site with three (3) complete residential units in each module. Each building will consist of two Level 1 modules and two Level 2 modules (4 modules in total per building). The Level 1 modules will have typical flat plywood lids, and the Level 2 modules will have pitched roofs. The roof coverings and cement fiber siding will be installed in the factory, requiring only flashing and patching at the ridge and matelines on site. The modules will come with all HVAC systems, interior finishes, fixtures, and appliances, and one module will have the building water heater installed, leaving the onsite general contractor to complete the utility hookups. Section 1.g. above describes the high level of unit interior finishes.
The common buildings will be constructed using the same volumetric modular system; however, they will be single-story with a single-ply flat roof membrane installed on site. c. Accessibility upgrades.
All buildings will be designed and constructed to comply with all applicable accessibility codes and provide the number of accessible and audio/visual units stated in the Homekey+ application.
381
Development Plan – Adelanto Housing Project 9
5. PROJECT TIMELINE
a. Expected Homekey+ Award date.
We have utilized an estimated Homekey award date of July 15, 2025, for our schedule.
Although we understand this award date may be aggressive, we are working to this early date. Our schedule can accommodate a later award date if applicable. b. Acquisition or Sales Contract.
On January 8, 2025, a Vacant Land Purchase Agreement and Joint Escrow Instructions were executed between Harvest Realty, LLC (and/or assignee) and the current property owner, Kaled Ibrahim Saley, Ali Sleimen Saleh, for the acquisition of a parcel located at 1 Chamberlaine Way, Adelanto, CA 92301. As part of this agreement, an initial deposit of $17,500, representing 2% of the total purchase price, was made to open escrow. The total agreed-upon purchase price for the property is $875,000. The agreement stipulates that Harvest Realty, LLC has until January 1, 2026, to finalize the transaction and close escrow.
Upon award of the Homekey+ funding, Harvest Realty, LLC will complete the purchase and finalize the closing process to secure the project site for the development of the Unbreakable Heights Permanent Supportive Housing project. The site to be purchased is approximately 6.81 acres or 296,208 square feet. The site will be subdivided to create a separate 90,000 sq. ft. parcel for a future, unrelated development. The proposed Unbreakable Heights Homekey project will, therefore, be located on a 4.81-acre site, as noted in the appraisal.
c. Relocation, as applicable.
No relocation is required.
d. Construction Close.
We understand this question to relate to the anticipated date of closing (or executing) the contracts required to commence construction. We anticipate executing a Preconstruction Services contract with the General Contractor by June 23, 2025, and a construction contract sometime between this date and the Construction Start date noted below. e. Construction start and end dates.
The Development Team is taking advantage of the City of Adelanto’s separate Grading and Site Utilities permitting by obtaining these permits before the Building Permits. By adopting this strategy, the project is anticipated to commence grading work on-site on January 28, 2026, and obtain Temporary Certificates of Occupancy on November 5, 2026.
Completion is anticipated by no later than December 5, 2026. f. Date units will be ready for move-in.
382
Development Plan – Adelanto Housing Project 10
December 5, 2026.
g. Occupancy complete/fully operational.
No later than January 28, 2027, based on a Homekey award date of July 15, 2025.
6. CLEAR, RECENT, HIGH-RESOLUTION PHOTOGRAPHS OF THE PROJECT SITE AND ALL IMPROVEMENTS THEREON (E.G., EXTERIOR AND
INTERIOR PHOTOS OF THE BUILDINGS, PARKING LOTS, BILLBOARDS).
The current site plan and renderings are included in Section 12 below.
7. POTENTIAL OR KNOWN CHALLENGES
a. Please describe any potential or known challenges or unique characteristics this Project will or may encounter during development. Also please describe what measures are being taken to mitigate or address these issues.
Being a modular project, one of the typical challenges is finding a suitable site within a reasonable distance of the project site to temporarily stage the modules once they have left the factory. The project addresses this challenge because Harvest Realty owns the 2-acre future phase parcel directly north of the proposed site. All of the modules will be staged in this area, which will also act as the General Contractor’s lay-down area and parking lot, greatly reducing transportation costs and helping expedite the modular installation (set) process. This 2-acre lot will be included within the lines of the temporary construction fencing and be covered by the security measures planned for the project.
8. IF ANY APPLICANT IS REQUIRED TO UPDATE THEIR DEVELOPMENT
PLAN DURING THE APPLICATION REVIEW PROCESS, THE APPLICANT SHOULD ATTACH A COVER SHEET THAT SUMMARIZES THE UPDATES.
Noted.
9. ADDITIONAL INFORMATION SCHEDULE & SUPPLY CHAIN MITIGATION
MEASURES
Electrical switchgear lead times have significantly delayed many construction projects over the past 3-4 years. Although lead times are starting to improve, the Optimum Modular Solutions Development Team has accounted for this issue and front-loaded the electrical design to facilitate being able to order the switchgear as soon as possible following receipt of the Homekey funding award.
Another common cause of delays in construction projects is obtaining permanent power to the site. The typical process is that the utility provider will complete the design of the service and will also supply and install the electrical transformers as part of the utility company's scope of 383
Development Plan – Adelanto Housing Project 11
work on site. Often, the utility company is unable to complete the design in a timely manner, and the provision of transformers and the completion of work has been delayed. However, utility companies like Southern California Edison (SCE) have a program whereby approved consultants are permitted to complete the design on behalf of, and instead of, the utility company. Harvest Realty intends to retain an experienced Dry Utility Consultant who is approved to complete the applicant design on behalf of SCE for this project. Being a private entity, they will complete the design in a significantly less timeframe. The project will utilize pad-mounted exterior service entrance switchgear equipment to enable installation independently of an electrical room.
The Optimum Modular Solutions Development Team continuously monitors the current lead times of all materials, systems, and components anticipated to be used for the project. Although it is preferred that the subcontractors purchase their own materials, if further long-lead items are identified and the respective subcontractor has not yet been engaged, Harvest Realty will order the materials and store them as needed.
As noted above, the City of Adelanto has confirmed they can issue separate early permits for Grading and Site Utilities. The Optimum Modular Solutions Development Team has taken full advantage of this permitting process when preparing the schedule, as it enables the project to commence work on site before the Building Permits have been issued.
The project site is undeveloped, and based on the results of the Environmental Phase I report and surveys, we do not anticipate any potential delays relating to buried utilities, structures, etc. The City of Adelanto has confirmed that they will not require the Project to underground the existing power lines running along Chamberlaine Way, which will saving significant time and costs.
Lastly, the project has implemented Design For Manufacturing & Assembly (DFMA) best practices, where the manufacturing and fabrication of the buildings are streamlined for maximum efficiency and minimal complexity. The modular concept utilized for the project maximizes the work to be completed in the factory (including roofing and siding) to minimize time and costs associated with onsite scopes of work. This, together with simple on-grade foundation systems, will significantly reduce the risk of cost and schedule overruns.
10. ADDITIONAL INFORMATION - PROCUREMENT
Harvest Realty will complete an RFQ process to select the General Contractor and an RFP process to select the Modular Manufacturer.
The General Contractor will bid out all subcontractor and supplier scopes of work following applicable guidelines.
11. ADDITIONAL INFORMATION – DEVELOPMENT TEAM
384
Development Plan – Adelanto Housing Project 12
The Development Team will include the City of Adelanto, Harvest Realty, Optimum Modular Solutions, and all staff, consultants, and contractors hired by Harvest Realty.
Harvest Realty, LLC (Owner)
Harvest Realty, LLC serves as the owner and property management entity for the Unbreakable Heights Permanent Supportive Housing project. While Harvest Realty, LLC is not the developer of record, it holds full ownership of the property and is responsible for the long-term management and operation of the housing units. Harvest Realty, LLC entered into a Vacant Land Purchase Agreement with Kaled Ibrahim Saley and Ali Sleimen Saleh specifically to acquire this site for the Homekey+ project.
In this capacity, Harvest Realty, LLC will ensure all property management functions are carried out in alignment with Housing First principles and Homekey+ requirements. Their responsibilities include maintaining the physical site, coordinating with supportive services providers, ensuring compliance with applicable regulations, and supporting the housing stability of the project's target populations—Homeless Youth, Youth at Risk of Homelessness, Adult Homeless, and Adults at Risk of Homelessness. Their role is pivotal to sustaining an equitable, supportive housing environment where tenants can achieve long-term stability and self-sufficiency.
Optimum Modular Solutions (Development Manager & Modular Consultant) – www.OptimumModularSolutions.com
Optimum Modular Solutions’ Founder and Principal, Darren Seary, FRICS, has experience working on over $1B of modular and prefabricated projects over his 28-year career. Darren’s experience also includes design management, project management, construction management, and 15 years working in construction risk management, representing developers and some of the largest financial institutions and investment firms in the U.S. Optimum Modular Solutions acted as the Modular Consultant and Development Manager for the Homekey-funded Welcome Home project, located in Fresno, CA.
Optimum Modular Solutions will be acting as the Modular Consultant and Development Management Company on behalf of Harvest Realty, LLC. Optimum Modular Solutions’ responsibilities and tasks for the project will include the following:
• Overseeing the due diligence process
• Assisting in the preparation of the Homekey+ application • Identifying the most suitable design team and obtaining proposals for client execution • Preparing RFPs and RFQs to procure the Modular Manufacturer and General Contractor, respectively
385
Development Plan – Adelanto Housing Project 13
• Negotiating and administering the Modular Manufacturer’s Supply Agreement • Negotiating and administering the General Contractor’s Owner/Contractor Agreement • Assisting the design team in implementing DfMA (Design for Manufacturing & Assembly) best practices for maximizing modular efficiencies
• Overseeing various design phases of the project and reviewing deliverables • Preparing a detailed AHJ Responsibility Matrix to delineate the City, State, and Fire Department plan checks and inspections
• Meeting with the City Building Officials and Fire Department to review the AHJ Responsibility Matrix
• Preparing a detailed Onsite vs. Offsite Construction Responsibility Matrix to delineate the General Contractor’s and Modular Manufacturer’s scopes of work • Preparing and presenting trade-specific photographs and videos of previous modular projects to the General Contractor and bidding Subcontractors to mitigate gaps or duplications of scopes and associated pricing
• Overseeing the entitlements and City/State building permitting processes • Working with the Dry Utility Consultant as they expedite the electrical service to the property
• Assisting in the preparation of the Modular Logistics Plan • Overseeing the modular transportation and temporary staging process • Assisting clients in obtaining modular-specific Builder’s Risk Insurance • Preparing the Project Budget and cost management throughout the project • Preparing the Project Schedule and schedule tracking throughout the project • Performing observations of work completed at the modular factory and on-site • Preparing punch lists for the Modular Manufacturer’s and General Contractor’s scopes of work
386
Development Plan – Adelanto Housing Project 14
12. ADDITIONAL INFORMATION – PROJECT LOCATION PLAN, SITE PLAN,
RENDERINGS AND EXAMPLE INTERIOR FINISHES
LOCATION PLAN:
387
Development Plan – Adelanto Housing Project 15
SITE PLAN:
388
Development Plan – Adelanto Housing Project 16
RENDERINGS:
389
Development Plan – Adelanto Housing Project 17
390
Development Plan – Adelanto Housing Project 18
EXAMPLE INTERIOR FINISHES:
391
Development Plan – Adelanto Housing Project 19
392
Development Plan – Adelanto Housing Project 20
393
Development Plan – Adelanto Housing Project 21
13. CITY COMMITMENT LETTER REGARDING ENTITLEMENTS
394
Development Plan – Adelanto Housing Project 22
14. PROJECT SCHEDULE
395
1 Title Page
A Restricted Appraisal
Report of
6.81-acre Undeveloped Commercial Vacant Land
LOCATED AT:
NW 1/4 NW 1/4 NW 1/4 SEC 28 TP 6N R 5W EX W 210 FT THEREOF EX MNL RTS Adelanto, California 92301
PREPARED FOR:
Dr. Saniyyah Mayo, LMFT
Harvest Reality, LLC
12223 Highland Ave #106-580, Rancho Cucamonga, California 91739 PREPARED BY:
JAMES LEWIS, SRA
EFFECTIVE DATE:
Of value
03/27/2025
396
2 TABLE OF CONTENTS
Page
No
Title Page
Letter of Transmittal
Table of Contents
Summary of Important data and Conclusions
INTRODUCTION
Identification of the Property 1
Purpose of the Appraisal 1
Scope of the Appraisal 1
Date of Valuation 1
Ownership 2
Definition of Market Value 2
DESCRIPTIVE SECTION
Area Analysis 3
Market Overview 7
City/Neighborhood Analyses 9
Site Data 13
Zoning Data 14
Improvements Data 16
Sales History 18
Assessments and Taxes 18
Building Sketch 19
Highest and Best Use 20
VALUATION SECTION
Appraisal Procedures 23
Market Approach 28
Comparable Sales Summary 28
Gross Income Multiplier Analysis 33
Physical Value Indicators 33
Reconciliation 34
Income Approach 35
Income Analysis 35
Vacancy & Collection 45
Operating Expenses 46
Reconstructed Operating Statement 50
Capitalization 51
Final Reconciliation 51
Certification 53
Assumptions and Limiting Conditions 54
397
3 Summary of Salient Facts
Property Name: 1Chamberlaine Way
11351 Chamberlaine Way, Adelanto, California 92301
Assessor’s Parcel Number: 0459-141-12-0000 Census: 91.31 Property Description: 6.81-acre Undeveloped Commercial Vacant Land Highest and Best Use:
As Though Vacant: Commercial /Mixed use development to the highest density possible or as the markets permits.
As Improved: Comply with MU zone district -Development standards Property Rights Appraised: Fee simple Estate
Date of Value: March 27, 2025
Land Area
Gross: 6.81 Acre (296,643) SF
Net: 6.81 Acre (296,643) SF
Excess: None
Improvements
Building Area (SF): 0 Sf.
Year Built: N/A
Condition: N/A
Estimated Marketing Time: 12-24 months
Financial Indicators
Current Occupancy: 6.81-acre Undeveloped Commercial Vacant Land Market Rental Rate per SF $0. psf/0 month
Overall Capitalization Rate: 0%
398
4 Valuation
Income Capitalization Approach: $Not applicable
Sales Comparison Approach: $700,000
Cost Approach: $ Not applicable
Final Value
Conclusion: $700,000
Per square foot: $2.37
Contingencies: The following items have been identified as requiring action prior to loan closing: None Recommendations/ Volatility Issues: Significant factors, other than contingencies, which may affect the future value of the property, or the stabilized cash flow are: None Other Issues: None
ASSESSOR’S INFORMATION:
ASSESSOR’S PARCEL NO:
LAND: $335,200
IMPROVEMENTS: $0
TOTAL: $335,200
TAX STATUS: 2025
TAX RATE AREA 14-000
TAX AMOUNT: $4,654.67
Proposition 13, California Real Estate Law limits property taxation to one (1) percent of market value, plus bonded indebtedness within local taxing districts. In subsequent years, taxes are limited to annual increases of two (2) percent.
399
5 Transmittal Letter
April 7, 2025
Dr. Saniyyah Mayo, LMFT
Harvest Reality, LLC
12223 Highland Ave #106-580,
Rancho Cucamonga, California
91739
RE: Appraisal of:
6.81-acre Undeveloped
Commercial Vacant Land,
Adelanto , California 92301
Dear : Dr. Saniyyah Mayo,
LMFT
In accordance with your request and authorization concerning the referenced property, we have prepared an appraisal, based on the estimated market value of the Fee Simple Estate. This appraisal has been developed and reported in accordance with the Uniform Standards of Professional Appraisal Practices (USPAP).
As a result of this investigation, we have formed the opinion that the estimated market value of the Fee Simple Estate, as of March 27, 2025, was:
Seven Hundred Thousand Dollars
$7,00,000
I have estimated the value to be $2.37 x 296643=$7,03,043 say $700,000 296643sf – 90000sf =206643
$2.37 x 206643 = $489,743 ® $490,000
The following is a complete narrative appraisal report setting forth certain factual data, technical definitions, assumptions and limiting conditions, analyses, descriptions, exhibits and discussion and conclusions from which the opinions expressed here are in part predicated.
Thank you for the opportunity to be of service in your real estate valuation. .
Respectfully,
James Lewis, SRA
California State Certified General Real Estate Appraiser AG004871 400
6 USPAP Requirements
IDENTIFICATION OF THE PROBLEM TO BE SOLVED
Client/intended user: For the sole use of
1.Dr. Saniyyah Mayo, LMFT
Harvest Reality, LLC
12223 Highland Ave #106-
580, Rancho Cucamonga,
California 91739.
2.California Department of
Housing & Community
Development
Intended use: To assist the client in establishing a basis for Market value for Buy/sell decision. and H o m e k e y + G r a n t a p p l i c a t i o n . T h i s report is not intended for any other use.s
The appraiser is not responsible for unauthorized use of this report.. 401
7 Objective of the Assignment: To develop an opinion of FAIR Market Value of UNDEVELOPD LAND. “Fair Market value” “
The fair market value of the property taken is the is the highest price on the date of valuation that would be agreed to by a seller, being willing to sell but under no particular or urgent necessity for so doing, nor obliged to sell, and a buyer, being ready, willing and able to buy but under no particular necessity for so doing, each dealing with each other with full knowledge of all the uses and purposes for which the property is reasonably adaptable and available.
Effective date of value opinion: March 27, 2025
Real property interest valued: Fee simple
402
8 Identification of real estate: Unaddressed site address (NW 1/4 NW 1/4 NW 1/4 SEC 28 TP 6N R 5W EX W 210 FT THEREOF EX MNL RTS)
ASSESSOR’S PARCEL NO: 0459-141-12-0000
Current use: 6.81-acre Undeveloped Commercial Vacant Land Highest and best use: Current use
Conditions of the Assignment:
Extraordinary Assumptions: This analysis is premised on the extraordinary assumption that need value of undeveloped parcel minus the 90,000sf and future phase parcel
Hypothetical Conditions: none
Date of report: March 27, 2025
SCOPE OF WORK
Scope of Work: In preparing this appraisal, the appraiser Inspected the subject site.
gathered information on comparable land
confirmed all comparable sales
Per prior agreement with the client, the income approach and cost approach were not applied in this analysis. This approach is not critical to the development of a credible conclusion in an assignment of this type.
No rental agreement data or leases were reviewed.
Special Appraisal Instructions
Estimate the fair market value of undeveloped land. There were no other special appraisal instructions
Report Option: Restricted Appraisal Report in accordance with Standards Rule 2- 2 (b)of the Uniform Standards of Professional Appraisal Practice.
As such, it does present detailed discussions of the data, reasoning, and analyses that were used in the appraisal process to develop the appraiser's opinion of value. Supporting documentation concerning the data, reasoning, and analyses is retained in the appraiser's work file. The appraiser’s opinions and conclusions set forth in this report cannot be understood properly without additional information
CONCLUSION OF ANALYSIS
Based on the above cited scope of work, as of the effective date noted, and subject to the extraordinary assumptions and hypothetical conditions listed.
Opinion of Value: $700,000
403
9 Property History: According to CRMLS The subject property is currently listed for $875,000. No prior sale transfer w i t h i n t h e p a s t 3 y e a r s .
Certification:
I certify that, to the best of my knowledge and belief:
The statements of fact contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions.
I have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
My engagement in this assignment was not contingent upon developing or reporting predetermined results.
My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. I have made a personal inspection of the property that is the subject of this report. No one provided significant real property appraisal assistance to the person signing this certification. I certify that, to the best of my knowledge and belief, the reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. I certify that the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
As of the date of this report, I James Lewis has completed the continuing education program of the Appraisal Institute.
404
10 Legal Description
(NW 1/4 NW 1/4 NW 1/4 SEC 28 TP 6N R 5W EX W 210 FT
THEREOF EX MNL RTS)
SPECIAL ASSUMPTIONS AND LIMITING CONDITIONS
This appraisal is based on an “as is” condition
This appraisal is prepared exclusively of use by the client and his or her agents; the appraiser has no responsibility or liability to any unauthorized third party (ies).
A preliminary title report has not been reviewed; however, title is assumed to be clear and marketable.
No Liability is assumed for specific compliance with the requirements of the Americans With Disabilities Act (ADA).
Furniture, fixtures and equipment are not a part of this appraisal The neighborhood boundaries are generally bounded on the North by El mirage rd, South by Rancho Rd , East by Adelanto Rd and West by Koala Rd..
The neighborhood includes typical amenities including employment, shopping, entertainment, and schools.
Public parks and open space is available. Freeways are congested during early morning and early eveing. No empirical data , or insufficient data to support time adjustment.
Discussion of market conditions
Financing concessions for the subject and the market area are not inconsistent. Typical and atypical terms are available. Relevant competitive listing and contract offering have been considered in the preparation of this report and in the trending, information reported, according to the local CRMLS/loop net,costar.
COVID-19 is a new disease, and we are still learning how it spreads, the severity of illness it causes, and to what extent it may spread in the United States.
The coronavirus threat may be impacting market conditions. However, in most markets it is not yet clear to what extent, if any, market conditions are affected. Related, complicating factors include fluctuations in the stock market and changes in mortgage interest rates. At present we are in an endemic.
Research of sales in the subjects price range in the neighborhood between $240,000 and $740,000 over the past 12 months indicates 16 closed sales. The absorption rate is 1.33 per month. A 3 month inventory indicates a demand that is (in Balance). Not all comparable ares listed in the Costar data base.
405
11 Absorption Rate and period
Absorption Rate Calculation
# of closed sales in period (16)
# of months in period (12)
16 divided by 12 = 1.33 Absorption rate per month
Absorption Period (unsold inventory index)
# of Listing (4)
Absorption rate = 1.33
4 divided by 1.33 = 3.01 months to absorb or sell the inventory. 406
12 Marketing Period
MARKETING/EXPOSURE TIME
Based upon a review of recent sales transactions in the subject market area and interviews with market participants, along with inspection and evaluation of the subject property, the estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at Market Value As Is as of the date of value of this appraisal is estimated to be twelve to twenty four months (12-24) months. I forecast that this is a reasonable time of exposure under current market conditions to sell the subject at the appraised value. It is also necessary to estimate the appropriate "exposure time" which is defined as the amount of time from when a property is available for sale to the date on which it enters escrow. Based on a review of the above data, the "exposure time" and "marketing time" for the subject property are estimated to be the same.
Definitions:
Leased Fee Estate
A property held in fee with the right of use and occupancy conveyed to other by lease to others. A property consisting of the right to received grounds rentals over a period of time, plus the right to ultimate repossession at the termination of the lease.
“As Is” Value
The value of specific ownership rights to an identified parcel of real estate as of the effective dated of the appraisal; related to what physically exists and is legally permissible and excluding all assumptions concerning hypothetical market conditions and possible re-zoning.
Fee simple Estate
A form or ownership, or holding title to real estate. It is the most complete form of title, having an unconditional and unlimited interest of perpetual duration.
Excess land
Excess land is defined as that which is larger than what is typical in the neighborhood AND capable of a separate use. Generally, the excess portion can be subdivided and marketed as an individual parcel.
However, in small communities and outlying areas, appraisers must use different criteria because the market may accept a wide variance in lot sizes. If the plot contains excess land, the appraiser should describe it but not value it. In this instance, the appraisal is based upon a hypothetical condition. A legal description of the portion being appraised is required. The lender will require that the excess land be excluded from the mortgage security.
Neighborhood: Standardized definitions for “Neighborhood” and “Market Area” Neighborhood:
A congruous group of complementary land uses.
Market Area:
The geographic region, for a subject property, for which most demand comes and in which most of the competition is located
407
AREA ANALYSIS
The dynamic nature of economic relationships within a market area has a direct bearing on real estate values and the long-term quality of a real estate investment. In the market, the value of a property is not based on the price paid for it in the past or the cost of its creation, but on what buyers and sellers perceive it will provide in the future. Consequently, the attitude of the market toward a property within a specific neighborhood or market area reflects the probable future trend of that area.
Since real estate is an immobile asset, economic trends affecting its location quality in relation to other competing properties within its market area will also have a direct effect on its value as an investment. To accurately reflect such influences, it is necessary to examine the past and probable future trends, which may affect the economic structure of the market and evaluate their impact on the market potential of the subject. This section of the report is designed to isolate and examine the discernible economic trends in the region and neighborhood, which influence and create value for the subject property.
Location and Surroundings
City and Neighborhood Data
The property under appraisement is in the city of Adelanto CA, which has a history going back to 1915.
Adelanto is a city in San Bernardino County, California about 9 miles northwest of Victorville in the High Desert portion of the Inland Empire of the Greater Los Angeles Area. The name Adelanto means progress or advance in Spanish and was first given to the post office that was established on the site in 1917. The population was 31,765 at the 2010 census, up from 18,130 at the 2000 census.
History
Adelanto was founded in 1915 by E. H. Richardson, the inventor of what became the Hotpoint Electric Iron. He sold his patent and purchased land for $75,000. He had planned to develop one of the first planned communities in Southern California. Richardson subdivided his land into one-acre plots, which he hoped to sell to veterans with respiratory ailments suffered during World War I. He also hoped to build a respiratory hospital. Richardson never fully realized his dream, but his planning laid the foundation for what is currently the City of Adelanto.
Introduction:
Geography
Adelanto is in the Mojave Desert at
34°34′34″N 117°25′58″W34.57611°N 117.43278°W (34.575990, -117.432713).[12] According to the United States Census Bureau, the city has a total area of 56.0 square miles (145 km2). 56.0 square miles (145 km2) of it is land and 0.02 square miles (0.052 km2) of it (0.03%) is water.
Approximate elevation: 3,400 ft (1,000 m).
408
Climate
According to the Koppen Climate Classification system, Adelanto has a semi-arid climate, abbreviated "BSc" on climate maps
The Census reported that 38,160 people (94.5% of the population) lived in households, 30 (0.1%) lived in non- institutionalized group quarters, and 1,723 (5.4%) were institutionalized.
There were 9,741 housing units at an average density of 162.2 per square mile (62.6/km²), of which 4,513 (57.8%) were owner-occupied, and 3,296 (42.2%) were occupied by renters. The homeowner vacancy rate was 6.6%; the rental vacancy rate was 12.3%. 16,825 people (53.0% of the population) lived in owner-occupied housing units and 13,187 people (41.5%) lived in rental housing units.
According to the 2010 United States Census, Adelanto had a median household income of $65,518 with 32.0% of the population living below the federal poverty line.
Economy
Historically Adelanto was a fruit-growing town. Prior to 1992 much of the economy was related to the George Air Force Base. After its closure the city began having economic difficulties. The openings of several area prisons began in 1991, and the city government approved the construction of two private prisons. The prisons were not required to hire people within the Adelanto city limits.[20] The city, as of 2016, collects $160,000 annually in total from the prisons within the city limits. That year Jimi Devine of the San Francisco Chronicle wrote that the prisons "had mixed effects on the community for 25 years. Matt Tinoco of Vice wrote that "the prisons have failed to stimulate lasting growth in Adelanto" and that "all ultimately ended up contributing little to the city's coffers. Tinoco further stated that Adelanto had an "image as one big jail.
The privately owned Adelanto Detention Center, run by the GEO Group to house immigrant detainees, was built in Adelanto in 1991 as a state prison. In 2014 when a private developer proposed another prison, the city council approved a development agreement with the private developer that under California subdivision law allows the city to negotiate terms to provide additional benefits to the city. The city had little latitude to deny the private project as the land was appropriately zoned for use as a prison.
The city has only few retail stores and restaurants. A bed tax contributes about $200,000 annually from the detention facilities. The small city has struggled as tax revenue fell far short of the city budget. In 2013, they closed a fire station and laid off a fourth of the town's staff. Residents though turned down a nearly 8% utility users tax in November 2013.
Government and infrastructure
Federal prisons of the Federal Bureau of Prisons near Adelanto:
United States Penitentiary, Victorville
Federal Correctional Institution, Victorville (on portions of the former George Air Force Base)
Infrastructure
Until 2001, Adelanto had its own police department, which was disbanded due to massive corruption, but now contracts with the San Bernardino County Sheriff's Department for police services.[1] The Adelanto Substation is located on US Highway 395 and Bartlett Avenue. The 409
station provides full-service law enforcement for the City of Adelanto, and unincorporated areas of Victor Valley such as Phelan, Lucerne Valley, and Spring Valley Lake. The former regional station (next to the Victorville Courthouse) serving unincorporated areas of the Victor Valley was consolidated into the Adelanto Station in 2009. Until 1999, fire protection was provided by the city's own fire department. The city now contracts with the San Bernardino County Fire Department. There are two stations located within the city limits providing paramedic service as well as fire and rescue services. Ambulance and patient transportation is provided by American Medical Response.
The subject neighborhood is composed of commercial/light industrial properties, strip shopping centers, fast-food restaurants and a few industrial properties along Chamberlaine way. This street is a East-West traffic corridor. Some newer residential properties are also found further south.
The neighboring cities and communities are Victorville, Phelan, Hesperia and Apple Valley They are connected by the I-15 Freeway and HWY 395.
Taxes and Government
An exact estimate of taxes depends entirely upon the location of the home or business in each county and respective city. Property taxes for the entire state were reduced substantially as a result of the passage of the Jarvis-Gann Initiative in June 1978. Currently, property taxes are limited to 1% of assessed value but may actually be slightly higher since the bonded indebtedness of each community is added to the total tax bill.
Largest Employers are
General Atomics Aeronautical, systems inc 445
Fiber care Baths, Inc 240
Northwest pipe company 231
West coast Aerospace Inc 180
Adelanto Elementary school 166
Newest City projects, Copart Auto Auctions, AES solar farm, Multiple Large Cannabis Facilities, General Atomics Manufacturing and XPO Logistics.
410
Conclusion
Market Overview (High Desert )
On the upside, the local economy is well diversified and should remain strong and grow at a slower pace. It is also spurred by the number of people who migrate into the region. Land values continue to be strong as supply becomes more scare.
IMPROVEMENTS DATA
Improvement Analysis
The subject is a vacant undeveloped site.
Zoning The subject’s zoning requirements
are detailed below.
17.50.030 Development Standards
(a) General Standards
Table 50-1 provides the development standards for the
Mixed Use District.
TABLE 50-1
MU ZONE DISTRICT - DEVELOPMENT STANDARDS
Development Standard Zone District
MU
Development Standard Zone District
MU
A. Minimum Project Size, GLA 10,000 sf
B. Minimum Lot Dimensions
Width
Depth 100 ft.
100 ft.
C. Maximum Building Height 60 feet
D. Landscaping Required At least 5% of the project area (exclusive of areas within a public
right-of-way) must be landscaped.
E. Parking Lot Landscaping At least 5% of parking areas (exclusive of loading areas) must be
landscaped. This landscaping may
be counted toward the total site area
landscaping required in item D
above.
F. Minimum Floor Area Ratio (FAR) 0.45 FAR for mixed use (4 stories), 0.35 for single use
residential (2 stories), and 0.25 for
single use commercial (2 stories).
FAR will be subject to meeting
parking and landscaping standards.
G. Minimum Front Yard Setback
Setback to Buildings Setback to Parking 0 ft.10 ft.
411
H. Minimum Side yard Setback (a)
Street Side
All Others 0 ft.
10 ft.
I. Minimum Rear Yard Setback 0 ft.
Abbreviations: sf = square feet; ft. = feet; GLA = gross land area
Notes:
(a) On lots located adjacent to a residential zone district, building height shall be limited to
thirty-five (35) feet.
(b) Only one side yard is required. If a site adjoins a property zoned for residential, open space, or
institutional uses, then the side yard
must be provided on that side.
[Ord. No. 528, Exhibit A, 9/10/14; Ord. No. 589, Section 3, 7/25/18.]
I
412
18 Site Analysis
Location The subject is located at 11351 Chamberlaine way, Adelanto, CA 92301. The site fronts 450 feet on
Chamberlaine way ,heavy traffic street in the
subject’s economic area.
Assessor’s Parcel Number: 0459-141-12-0000
Land Area (6.81 )acres
Shape and Frontage: The subject site’s shape is Rectangular. There are +-- 450 feet of Frontage along chamberlaine way.
Topography and Drainage: The site is generally level at grade. Our investigation did not reveal any significant drainage problems.
Soils: No soils report was provided; it is assumed that soils are adequate for the existing use.
Easements and Encroachments: The preliminary title report was not available for review however; there are no known easements, restrictions,
and encroachments on the subject. There does not
appear to be any adverse easements or encroachments
that would diminish the utility or marketability of the subject property. This valuation assumes that the
market value of the subject property is not adversely
affected by any easements, encroachments or other
special conditions.
Covenants, Conditions, and Restrictions: No private deeds or restricting covenants affecting development.
Utilities: Sewer, Public Water, Public Electricity, and Public Gas.
Flood Zone: According to maps published by the Federal
Emergency Management Agency (FEMA), the
subject lies within indicated on FEMA Community
Map Panel flood zone X 06071C -
06037C1638 09/28/2008 flood
insurance is available. This zone is described as
follows: No Flood Hazard risk
FEMA Zone: Areas is not located in a flood hazard area, However is subject to flooding from severe storm activity or local drainage problems. These zones may be lightly shaded
or un-shaded on the FIRM.
Environmental Issues: No evidence of hazardous waste or toxic materials was visible.
The value estimate rendered in this report is predicated on the assumption that there is no hazardous material on or in the property that would cause a loss in value. No evidence of hazardous waste or toxic materials was visible. James Lewis Property Appraisal has no knowledge of the existence of these substances on or in the 413
19 subject property, however. James Lewis Property Appraisal is not qualified to detect hazardous waste or toxic materials.
Adjacent Properties
North: residential
South: residential .
East: residential
West: residential .
Conclusion: The subject is in the MU zone of the City of A d e l a n t o , CA. The site fronts to residential and sides residential., The site backs s o u t h t o r e s i d e n t i a l . Opposite the subject is a residential community.
The subject site is 1 block west of hwy 395. This is one major traffic streets in the subject neighborhood. The location and traffic exposure is considered to be good for mix use activity.
Visibility/exposure is considered good. There are no adverse soils conditions of which James Lewis Property Appraisal is aware. The shape of the site is rectangular, there are some specific development limitation, and may need a CUP( conditional use permit). The topography is generally level and poses no specific development limitation. In conclusion, from a physical standpoint, the site is considered adequate for many types of development.
COMMENTS:
The subject is located in Adelanto, CA in the incorporated city area. 414
20 HIGHEST AND BEST USE
Highest and Best Use are defined as:
“That reasonable and probable use that will support the highest present Value, as defined, as of the effective date of the appraisal.
“Alternatively, that use, from among reasonably probable and legal Alternatively uses, found to be physically possible, appropriately supported, financially feasible, and which results in highest land value.”
The above definition of “Highest and Best Use” is in reference to land that is Unimproved. In case if improved land, a determination of the contributory value of the Improvements to the land must be made. The improvements found on a site may be of inappropriate use but will usually continue until the land value in its highest and best use exceeds the total value of the property in its existing use.
There are four basic tests in determining the highest and best use. These tests consist of the following:
1. Is the proposed use physically possible on the site?
2. Is the proposed use legally permissible or reasonably possible?
3. Is the proposed economically and financially feasible under existing And project market conditions?
4. Is the proposed use estimate to be the most profitable among the Alternatives that are legally permissible, physically possible, and economically feasible?
415
21 Highest and Best Use Analysis
As Vacant
The subject site is of sufficient size for development without restraints. According To the zoning, Mu zone ( Mixed use) , almost any type of commercial development is possible. Of the most likely projects to produce the greatest net income is Mixed use given the supply and demand factors. The population’s income is of adequate size to make these financially feasible.
As Improved
The use that meets the four tests of the highest and best uses are a Conclusion: Highest and Best Use as Improved
Based on the foregoing discussions, James Lewis property appraisals concludes that the highest and best use of the property as improved is consistent with its Mixed use. There are no alternative uses of the improvements that would produce a higher net income and/or value over time than the current use. The current use is a legally permissible use and appears to represent the highest and best use as improved. 416
22 Valuation
Appraisal Procedures
In the valuation of real estate, appraisers may utilize one or more of the three classical Appraisal techniques to develop a reasonable opinion of value. Essentially, the three Approaches adopt the principle of substitution which is that a reasonable and prudent Purchaser will not pay more for a property that the cost if acquiring a substitute property. The techniques are:
Cost Approach: The summation of the market value of the land, assumed Vacant, and the depreciated replacement cost, physical deterioration, functional Obsolescence, and economic obsolescence is deducted from the current cost of Depreciated replacement cost. This approach is not developed.
Income Approach: The measure of the present worth of the future net benefits (Income and property reversion) derived from the property. The net income and Reversion are capitalized to arrive at an estimate of value. This technique is Employed to indicate value based upon the actions of informed buyers and sellers in the marketplace.
Market Approach: The subject property is compared to sales and/or listing of similar properties to produce an estimate of value. This technique is employed To indicate a value based upon the actions of informed buyers and sellers in the marketplace.
The Market Approach is appropriate when there are sales with similar Characteristics and reliable market indicators, such as price per unit or price per square foot per comparison. If available.
The Income Approach is not appropriate in this valuation because the subject will be owneroccupied, and is not an income-producing property, under a short-term lease. This approach is not developed.
Land Valuation Procedures
Definition:
The basic principal of site valuation for income properties is the same as those used in any type of property appraisal. In applying these principals the task is to make sure of their applicability to the income property appraised. It is necessary in income property appraisals to separate the land value from the improvements for several reasons (i,e) tax depreciation purposes, property tax assessments, necessary application of income approach techniques, used in condemnation testimony, estimating building value only from the market, remaining value where buildings are destroyed by fire, mortgage loan requirements.
417
23 There are basically five different methods of estimating land value recognized by professional appraisal organizations: They are as follows, Market data of comparable approach, Direct capitalization of ground rent, Land residual Technique, Abstracted Method and Cost of development method.
Income Capitalization Approach
The Income Capitalization Approach reflects the subject’s income-producing capabilities. This approach is based on the assumption that value is created by the expectation of benefits to be derived in the future. Specifically estimated is the amount an investor would be willing to pay to receive an income stream plus reversion value from a property over period of time. The two common valuation techniques associated with the Income Capitalization Approach are direct capitalization and the discounted cash flow (DCF) analysis.
Direct Capitalization
Direct capitalization is the method used to convert a single year’s estimate of income into a value indication. In direct capitalization, a precise allocation between return on and return of capital is not made because investor assumptions or forecasts concerning the holding period, pattern of income, or changes in value of the original investment are not simulated in the method. Direct capitalization is most appropriate when analyzing a stable income stream and in estimating the reversion at the end of a holding period. Using this method, the following sets forth the process:
1. Estimate the Potential Gross Income (PGI) from all sources that a competent owner should be able to generate from a property based on existing and/or market rents.
2. Deduct an estimate of Vacancy and Collection Loss (VCL) to arrive at an Effective Gross Income (EGI) estimate.
3. Deduct operating expenses from the estimate of EGI. The result is an estimate of the stabilized Net Operating Income (NOI).
4. Estimate an Overall capitalization rate (Ro, or OAR).
5. Divide the NOI by Ro, resulting in a value estimate at stabilized occupancy.
6. Adjust the stabilized value to account for “as is” condition, if applicable.
Occupancy Status
If the subject is not at stabilized occupancy, the DCF method is typically the preferred method because it better models the present value impact of lease-up costs on value. If the subject is at stabilized occupancy, the direct capitalization method may be the most applicable. For the purpose of this appraisal the improvements are n o t considered.
.
Lease Structure
The property is currently not leased.
Typical Buyer Behavior
Selection of the appropriate methodology also depends upon the behavior of typical buyers of the 418
24 subject’s property type within the local market. Based on discussions with market participants, buyers typically rely on Direct sales analysis for the subject property type.
Appraisal Instructions
Appraisal instructions specify Appraised as undeveloped vacant land.
Conclusion
As a result of considering the foregoing factors, the discounted cash flow analysis technique was not employed in this appraisal.
Estimate of Market Rent
Rent analysis involves both a study of market (comparable) rentals and the subject’s existing rents (if any). Market rent is the rent that a property would most probably command in the open market; indicated by the current rents paid and asked for comparable space.
419
25 Market approach
Comparable 1
Address 0 Hibiscus rd
City,state Adelanto , CA 92301
Apn number 0459-451-31
Property type Industrial land
Site area(sq ft) 435,600 sf/10 ac
zoning MI Mfg Industrial
Sale date 02/14/2025
Marketing time/DOM Not disclosed
seller Vulcan Lands inc
buyer United Truck parking LLC
Document # 34778
Interest Transferred Fee simple
Sale price $1,250,000-Confirmed
Price psf $2.87
Year built N/A
GBA Sold for land value.
420
26 Comparable 1
Address 0 Air Expressway bl
City,state Adelanto , CA 92301
Apn number 0459-241-34
Property type Vacant land
Site area(sq ft) 372,4381sf/8.55 ac
zoning BP
Sale date 02/11/2025
Marketing time/DOM 444 days on market
seller MK Group of properties LLC
buyer Palm Capital JMK LLC
Document # 29500
Interest Transferred Fee simple
Sale price $675,000-Confirmed
Price psf $1.81
Year built N/A
GBA Sold for land value
421
27 Comparable 2
Address 0 Palmdale rd
City,state Adelanto , CA 92301
Apn number 3103-401-07-0000
Property type Industrial Land
Site area(sq ft) 418,308sf/9.6ac
zoning BP
Sale date 03/04/2025
Marketing time/DOM Not disclosed
seller TEAM VICTORY DEV LLC
buyer Eagle Ridge 30 LLC
Document # 0046574
Interest Transferred Fee simple
Sale price $740,000
Price psf $1.77
Year built N/A
GBA Sold for land value
422
28 Comparable 3
Address 12525 bear valley rd
City,state Victorville , CA 92301
Apn number 3071-531-01
Property type Commercial vacant land
Site area(sq ft) 198198sf//4.55ac
zoning C1
Sale date 02/06/2025
Marketing time/DOM 0
seller Richard phillip chado,the chado
buyer Ks markets inc
Document # 0026393
Interest Transferred Fee simple
Sale price $700,000-Confirmed
Price psf $3.53
Year built N/A
GBA Sold for land value.
423
29 Comparable 4
Address Adelanto road
City,state Adelanto , CA 92301
Apn number 3128-261-32-000
Property type Industrial land
Site area(sq ft) 172,800sf/1.99 ac
zoning MI Mfg Industrial
Sale date 05/09/2024
Marketing time/DOM Not disclosed
seller Cassia properties llc
buyer Jose alfredo flores castaneda
Document # 0108915
Interest Transferred Fee simple
Sale price $240,000-Confirmed
Price psf $2.77
Year built N/A
GBA Sold for land value.
424
30 Comparable 5
Address Topaz rd
City,state Adelanto , CA 92301
Apn number 3128-261-32
Property type Industrial land
Site area(sq ft) 217,800sf/5.0 ac
zoning MI Mfg Industrial
Sale date 06/28/2024
Marketing time/DOM Not disclosed
seller Candelaria Dojillo Bautista,Agustina
buyer IPG emerald 20 holdings llc
Document # 0150386
Interest Transferred Fee simple
Sale price $412,500-Confirmed
Price psf $1.89
Year built N/A
GBA Sold for land value.
425
31 Active listing 1
Address 15675 Bellflower st
City,state Adelanto , CA 92301
Apn number 3128-511-01
Property type Vacant land
Site area(sq ft) 198,198sf/4.55 AC
zoning RM12 /commercial
Sale date Listing
Marketing time Not disclosed days on market)
seller CORIA MARIO
buyer N/A
Document # N/A
Interest Transferred Fee simple
List price $700000
Price psf $3.53
Year built N/A
GBA for sale land
426
32 Active listing 2
Address 0 Lawson ave
City,state Adelanto , CA 92301
Apn number 0459-181-49
Property type Vacant land
Site area(sq ft) 90169sf/2.07 AC
zoning MU
Sale date Listing
Marketing time/dom 229 days
seller CORIA MARIO
buyer N/A
Document # N/A
Interest Transferred Fee simple
List price $240,000
Price psf 0
Year built N/A
GBA for sale land
427
33 SALES COMPARISON APPROACH
We researched sales of similar properties via public records and visual inspections. The following sales were considered most useful in pricing the subject. More detailed information on each comparable is located in the table that follow. I have used land sales.