Order No.: 92002-928572-09
AMERICAN LAND TITLE ASSOCIATION
RESIDENTIAL TITLE INSURANCE POLICY (6-1-87)
EXCLUSIONS
In addition to the Exceptions in Schedule B, you are not insured against loss, costs, attorneys' fees, and expenses resulting from:
1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning:
• land use • improvements on the land
• land division • environmental protection
This exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date.
This exclusion does not limit the zoning coverage described in items 12 and 13 of Covered Title Risks.
2. The right to take the land by condemning it, unless:
• a notice of exercising the right appears in the public records • on the Policy Date
•
the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking
3. Title Risks:
• that are created, allowed, or agreed to by you
• that are known to you, but not to us, on the Policy Date — unless they appeared in the public records • that result in no loss to you
•
that first affect your title after the Policy Date -- this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks
4. Failure to pay value for your title.
5. Lack of a right:
• to any land outside the area specifically described and referred to in Item 3 of Schedule A OR
• in streets, alleys, or waterways that touch your land This exclusion does not limit the access coverage in Item 5 of Covered Title Risks.
AMERICAN LAND TITLE ASSOCIATION LOAN POLICY (10-17-92)
WITH ALTA ENDORSEMENT-FORM 1 COVERAGE
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the Land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b)
Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge.
3. Defects, liens, encumbrances, adverse claims or other matters:
(a) created, suffered, assumed or agreed to by the insured claimant; (b)
not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no lass or damage to the insured claimant; (d)
attaching or created subsequent to Date of Policy (except to the extent that this policy insures the priority of the lien of the insured mortgage over any statutory lien for services, labor or material or to the extent insurance is afforded herein as to assessments for street improvements under construction or completed at Date of Policy); or
(e)
resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage.
4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable doing business laws of the state in which the land is situated.
5. Invalidity or unenforceabilitY of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.
6. Any statutory lien for services, labor or materials (or the claim of priority of any statutory lien for services, labor or materials over the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or is obligated to advance.
7. Any claim, which arises out of the transaction creating the interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on:
(1)
the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine or equitable subordination; or (ii) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure:
(a) to timely record the instrument of transfer; or
(b) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. The above policy forms may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following General Exceptions:
Order No.: 92002-928572-09
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of:
1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records.
2. Any facts, rights, interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof.
3. Easements, liens or encumbrances, or claims thereof, which are not shown by the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records.
5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records. 2006 ALTA LOAN POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded form the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:
1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location, of any improvement erected on the land; (iii) the subdivision of land; or
(iv) environmental protection; Or the effect of any violation of these laws, ordinances, or governmental regulations. This exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b)
Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b)
not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d)
attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or
(e)
resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing business laws of the state where the Land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.
6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b).
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of:
1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.
2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.
3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.
5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.
Order No.: 92002-928572-09
AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY (10-17-92)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b)
Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Data of Policy which would be binding on the rights of a purchaser for value without knowledge.
3. Defects, liens, encumbrances, adverse claims or other matters:
(a) created, suffered, assumed or agreed to by the insured claimant; (b)
not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e)
resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy.
4. Any claim, which arises out of the transaction vesting in the insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on:
(i)
the transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer, or (ii)
the transaction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure:
(a) to timely record the instrument of transfer; or
(b) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. The above policy forms may be issued to afford either Standard Coverage or Extended Coverage, In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage Policy will also include the following General Instructions:
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of:
1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records.
2. Any facts, rights, interests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by making inquiry of persons in possession thereof.
3. Easements, liens or encumbrances, or claims thereof, which are not shown by the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records.
5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records. 2006 ALTA OWNER'S POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:
1 (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or
(iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b)
Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b)
not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d)
attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or
(e)
resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer; or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
Order No.: 92002-928572-09
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of:
1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records;proceedings
by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.
2. Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.
3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and that are not shown by the Public Records.
S.
(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.
ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (10/13/01)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the Land; (iii) a separation in ownership or a change in the dimensions or areas of the Land or any parcel of which the Land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that s notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the Land has been recorded in the Public Records at Date of Policy. This exclusion does not limit the coverage provided under Covered Risks 12, 13, 14, and 16 of this policy. (b)
Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the Land has been recorded in the Public Records at Date of Policy. This exclusion does not limit the coverage provided under Covered Risks 12, 13, 14, and 16 of this policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the Public Records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without Knowledge ,
3. Defects, liens, encumbrances, adverse claims or other matters:
(a) created, suffered, assumed or agreed to by the insured Claimant; (b)
not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting In no loss or damage to the Insured Claimant; (d)
attaching or created subsequent to Date of Policy (this paragraph does not limit the coverage provided under Covered Risks 8, 16, 18,19, 20, 21, 22, 23, 24, 25 and 26); or
(e)
resulting in loss or damage which would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of the Insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable doing business laws of the state in which the Land is situated.
5. Invalidity or unenforceability of the lien of the Insured Mortgage, or claim thereof, which arises out of the transaction evidenced by the Insured Mortgage and is based upon usury, except as provided in Covered Risk 27, or any consumer credit protection or truth in lending law.
6. Real property taxes or assessments of any governmental authority which become a lien on the Land subsequent to Date of Policy. This exclusion does not limit the coverage provided under Covered Risks 7, 8(e) and 26.
7. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This exclusion does not limit the coverage provided in Covered Risk 8.
8. Lack of priority of the lien of the Insured Mortgage as to each and every advance made after Date of Policy, and all interest charged thereon, over liens, encumbrances and other matters affecting the title, the existence of which are Known to the Insured at:
(a) The time of the advance; or
(b)
The time a modification is made to the terms of the Insured Mortgage which changes the rate of interest charged, if the rate of Interest is greater as a result of the modification than it would have been before the modification. This exclusion does not limit the coverage provided in Covered Risk 8.
9. The failure of the residential structure, or any portion thereof to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This exclusion does not apply to violations of building codes if notice of the violation appears in the Public Records at Date of Policy.
Order No.: 92002-928572-09
NATCO NOTES:
DON'T DELAY YOUR CLOSE OF ESCROW! IF ANY OF THE FOLLOWING ITEMS AFFECT YOUR TRANSACTION, PLEASE NOTIFY YOUR ESCROW OFFICER AS SOON AS POSSIBLE.
Ongoing Construction The Title Company will require, as a minimum, the following prior to insuring:
A. Valid Notice of Completion verified by inspection and expiration of 60 days from recordation of said notice or; B.
Approved Indemnities from Borrower/Seller, approved financial statement not over one year old and a waiver of lien rights from the general contractor.
C.
The Title Company may also require proof of payment of subcontractors, indemnity and financial statement from the general contractor, a copy of the contract and the with-holding of a sum of money, to cover the contract until the mechanics lien period has expired, with which to pay filed mechanics liens, or other assurances to be determined on a case by case basis.
II. Bankruptcy The Title Company will require, as a minimum, the following prior to insuring:
A. The bankruptcy case be closed or,
B.
An order from the bankruptcy court verifying the transaction, with a demand placed into escrow by the trustee.
C.
Escrow may not close until 15 days have elapsed from the order and the file has been checked to verify that there are no objections to said order.
III. Abstracts of Judgment, Liens, Tax Liens
The Title Company will require, as a minimum, the following prior to insuring:
A. Proof that the buyer/seller is not the same party as on the recorded liens.
B.
This is accomplished by the buyer/seller/borrower completely filling out and signing a statement of information.
C. The items are to paid off in escrow.
D. The items are to be subordinated to the new transaction.
Iv. Community Property
California and Nevada are community property states:
A. A quitclaim from one spouse to another must specifically quitclaim any community property interest.
B.
An interlocutory decree of divorce specifically granting the property to one spouse is sufficient if a final decree is issued and recorded in the county.
DID YOU KNOW?
Any of the following situations could cause a substantial delay in close of escrow. The earlier we are made aware of potential problems, the earlier the issues can be dealt with to ensure a smooth and timely close of your transaction.
Are your principals trying to accomplish a tax deferred exchange? If so, have they chosen an intermediary and who is it?
• Will any of the principals be using a Power of Attorney? • Are any of the vested owners deceased or in any way incapacitated? • Do all of the principals who will be signing have a current photo I.D. or Driver's License? •
Has there been a change in marital status of any of the vested owners or will we be adding anyone to title, i.e. co- signers, additional insured, etc.?
• Is the property currently vested in a trust or will the new buyer/borrower vest in a trust? • Are any of the trustees of the trust deceased or incapacitated? • Will this transaction involve a short sale?
• Will there be a new entity formed, i.e. partnership, corporation? •
Will all of the principals be available to sign or will we be Federal Expressing documents to another state/country? If so, where?
If you have any other information which may be useful to us, please contact your escrow officer as soon as possible. Our goal is to make your transaction as easy and trouble-free as possible. We appreciate your business and hope that you find North American Title Company your company of choice for all of your title and escrow needs.
Order No.: 92002-928572-09
EXHIBIT "G"
TERM EXTENSION MILESTONES
(1) Milestones to be Completed by the fifth (5 th) anniversary of the date of the Authorizing Ordinance In Order to Receive the First 5-Year Extension of the Development Agreement Term:
O Dedication of ultimate right-of-way for Gene Autry Way (remaining perimeter arterial), Market Street and internal connector streets.
0 Completion of all Public Facilities/Infrastructure (Phase 1 and Phase 2 Infrastructure).
El Completion of the Public Park.
O Completion of 550 residential units.
(2) Milestones to be Completed by the tenth (10 th) anniversary of the date of the Authorizing Ordinance In Order to Receive the Second 5-Year Extension of the Development Agreement Term:
O Completion of 550 residential units beyond the initial 550 residential units. (1100 total units completed).
El Completion of the Public Linear Park.
(3) Milestones to be Completed by the fifteenth (15 th) anniversary of the date of the Authorizing Ordinance In Order to Receive the Third 5-Year Extension of the Development Agreement Term:
O Completion of 300 or more residential units beyond the 1,100 total units. (No less than 1,400 total units complete)
O Completion of no less than 38,000 SF ground floor commercial space.
EXHIBIT "H"
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EXHIBIT "I"
DEVELOPMENT SUMMARY TABLE
[Behind this sheetd
TAB LE ,
Project Area Summary (Acres) ------------ --- ------------ Development Areas _......_
Connector Streets ......______
Public Park
Overall Project
_
Arterial Streets
Gross Project
Overall Project
------ --------
& Market Street _ _
______________
_______
__________
32.5 _
6.1 1.2 _
Linear Park 0.6
_
_______
40.4 ------------
------------
------------------------
--
2.8 43.2 ____ ______
Development Allocation
Maximum Total
Minimum Total
Overall Project ...._____
Maximum Total
Residential Dwelling Units
Residential Dwelling Units
Residential Density Range (Min. — Max.)
Commercial Square Footage
Commercial Square Footage
_
35 1,746
1,400
DU/AC —43 DU/AC
50,000
38,000 Minimum Total
• . Target Development Ranges for Development Areas
Development
Area
Size
(Acres) (Sq. Ft.)
Target Commercial Target
Floor Space Range Density Target Dwelling
Units Range
Residential
Range
(DU/AC)
Maximum
Building
Height (Feet)
A 5.6 0 392 - 403 70 72 100
B 3.3 21,000 - 25,000 165 281 50 - 85 100
C 3.2 17,000 - 25,000 160 - 272 50 - 85 100
0 3.1 0 140 - 217 45 - 70 100
E 3.1 0 93 217 30 - 70 100
F 4.4 V 0 70 - 132 16 - 30 100
G 5.3 0 106 - 159 20 - 30 100
H 4.5 0 90 - 99 20 - 22 100
Notes:
1) Area calculations are approximate and subject to change with final mapping. 2) Overall Project excludes dedication areas for Arterial Streets - Katella Ave., State College Blvd. & Gene Autry Way.
3) Development Area I-I, Development Areas Total, Overall Project and Gross Project areas included 2,487 sq. ft. remnant Gene Autry Way right of way parcel to be vacated. 4) Development Area acreages do not include street dedication areas for Connector, Market and Arterial Streets.
5) Density transfers between Development Areas may be permitted subject to Section 10 of the project's Development Agreement.
6) In order to provide flexibility for each Development Area sums of minimum and maximum target dwelling units for all Development Areas do not equal the Overall Project Development Allocation minimum and maximum residential dwelling unit requirement of 1,400 units or 1,746 units, respectively.
7) In Development Area E the minimum building height for buildings fronting on State College Boulevard shall be no less than 4-stories.
A-Town Amended Master Site Plan
July 22, 2015
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk-Recorder
11111011 H II 11 II 11 1111 II NO FEE
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City Council
City of Anaheim
do City Clerk
P.O. Box 3222
Anaheim, California 92805
*$R01310810442$*
2019000148064 1:44 pm 05/03/19
90 SC5 A17 8
0.00 0.00 0.00 0.00 21.00 0.00 0.000.000.00 0.00
(SPACE ABOVE LINE FOR RECORDER'S USE ONLY.)
EXEMPT FROM FEES PURSUANT TO
CALIFORNIA GOVERNTMENT CODE §27383
AMENDMENT NO. 1 TO
AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO. 2005-00008
BETWEEN
THE CITY OF ANAHEIM
AND
PT METRO, LLC
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City Council
City of Anaheim
c/o City Clerk
P.O. Box 3222
Anaheim, California 92805
- 3.7 5 0 ..4‘ - (SPACE ABOVE LINE FOR RECORDERS USE ONLY.)
EXEMPT FROM FEES PURSUANT TO
CALIFORNIA GOVERNTMENT CODE §27383
AMENDMENT NO. 1 TO
AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO. 2005-00008
BETWEEN
THE CITY OF ANAHEIM
AND
PT METRO, LLC
AMENDMENT NO. 1 TO
AMENDED AND RESTATED DEVELOPMENT AGREEMENT NO. 2005-00008 This AMENDMENT NO. 1 TO AMENDED AND RESTATED DEVELOPMENT AGREEMENT No. 2005-00008 (this "Amendment No. 1"), dated for purposes of identification only as of this la day of JuNle. , 2018 (the "Date of Amendment"), is made and entered into by and between the CITY OF ANAHEIM, a charter city and municipal corporation, duly organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and PT METRO, LLC, a Delaware limited liability company (referred to herein as "OWNER").
RECITALS
A. On October 20, 2015, the City Council of the City of Anaheim adopted Ordinance No. 6345 approving that certain Amended and Restated Development Agreement No. 2005- 00008, dated October 27, 2015 and recorded in the Official Records of Orange County California on November 13, 2015 as Instrument no. 2015000586936 (the "Development Agreement") with respect to that certain real property described in the Legal Description of the Property attached hereto as Attachment No. 1 and incorporated herein by this reference. All such terms in this Amendment No. 1 shall have the meanings ascribed to such terms in the Development Agreement unless otherwise defined in this Amendment No. 1. Copies of the Development Agreement are available as a public record in the office of the City Clerk located at 200 South Anaheim Boulevard, Anaheim, California.
B. The Term of the Development Agreement commenced on the Development Agreement Date and shall extend for a period of five (5) years thereafter, unless extended or earlier terminated as provided in the Development Agreement. Thereafter, the Term of the Development Agreement shall be automatically extended for up to three (3) additional five (5) year periods provided that development milestones described in Exhibit G are timely achieved.
C. OWNER has requested that the development milestones set forth in Exhibit G be modified relative to the timing and completion of residential units within the 5-year and
7.5-year anniversary periods.
D. CITY and OWNER (each a "Party" and jointly, the "Parties") intend, in this Amendment No. 1, to approve the OWNER's request to amend Exhibit G.
NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL PROMISES,
COVENANTS AND CONDITIONS CONTAINED HEREIN, THE PARTIES AGREE AS FOLLOWS:
SECTION 1. AMENDMENT OF DEVELOPMENT AGREEMENT. Section 2.2 of the Development Agreement is deleted in its entirety and replaced with the following:
"2.2 The term (hereinafter called "Term") of this Development Agreement shall be that period of time during which this Development Agreement shall be in effect and bind the parties hereto.
The Term shall commence on the Development Agreement Date and shall extend for a period of five (5) years thereafter, unless extended or earlier terminated as provided herein. Thereafter, the Term of this Development Agreement shall be automatically extended for up to two (2) additional two and one half (2 1/2) year periods followed by two (2) additional five (5) year periods provided that the development milestones described in Exhibit G are timely achieved.
Owner shall submit proof of compliance with the project milestones shown in Exhibit G prior to the expiration of each period set forth therein. The Planning Director shall determine if the project milestones have been met, and will inform the City Council of the extension of the Development Agreement."
SECTION 2. AMENDMENT OF DEVELOPMENT AGREEMENT. Exhibit G is deleted in its entirety and replaced with new Exhibit G attached hereto as Attachment No. 2 and incorporated herein by this reference.
SECTION 3. INTEGRATION. Except as expressly provided to the contrary herein, all other provisions of the Development Agreement shall remain in full force and effect. The Development Agreement and this Amendment No. 1 shall hereinafter be collectively referred to as the "Agreement". The Agreement integrates all of the terms and conditions of agreement between the Parties and supersedes all negotiations or previous agreements between the Parties with respect to the subject matter hereof.
SECTION 4. EFFECTIVE DATE. This Amendment No. 1 shall take effect upon the date the ordinance approving this Amendment No. 1 takes effect.
[SIGNATURES ON NEXT PAGE]
5 A A
ATTEST:
Dated:
Mayor
Harry S. Sidhu, Mayor
By:
an Gatchalian
Vice President
IN WITNESS WHEREOF, THE PARTIES HAVE EXECUTED THIS
AGREEMENT NO.1 AS OF THE RESPECTIVE DATES SET FORTH BELOW. "CITY"
CITY OF ANAHEIM,
a munici orporation and charter city
THERESA BASS, CITY CLERK
APPROVED AS TO FORM:
ROBERT FABELA, CITY ATTORNEY
1 By 1:
Leonie H. Mulvihill
Deputy City Attorney
qu41,
"OWNER":
PT METRO, LLC, a Delaware limited
liability company
By: Lennar Homes of California, Inc.,
a California corporation,
Its sole member
Dated:
127372v3/LHM
WITNESS my hand and official seal.
Signature (SEAL)
VICTORIA THAO-VY NGUYEN
Notary Public - California
Orange County
Commission if 2240457
My Comm. Expires Apr 29, 2022
California All-Purpose Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On October 25, 2018 before me Victoria Thao-Vy Nguyen , Notary Public, personally appeared Ryan Gatchalian who proved to me on the basis of satisfactory evidence, to be the person) whose name is/ale subscribed to the within instrument and acknowledged to me that he/9tetlk executed the same in his/ r/tkfeir authorized capacity(iis), and that by his/h/r/tyeir signaturekc on the instrument the person ç, or the entity upon behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
Attachment No. 1
Legal Description of the Property
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
ALL OF LOTS 1 THROUGH 14, INCLUSIVE, LOTS A, B, MARKET STREET, BRYANT
STREET, GRANVILLE DRIVE, TRIAD STREET, UNION STREET, MERIDIAN LANE, METRO DRIVE, PARK LANE AND WESTSIDE DRIVE OF TRACT NO. 16859 AS SHOWN ON A MAP RECORDED IN BOOK 892, PAGES 1 THROUGH 10, INCLUSIVE, OF
MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
AND ALSO LEGALLY DESCRIBED AS
In the City of Anaheim, County of Orange, State of California, being all of Tract No. 17703, as shown on a map flied in Book 957, Pages 6 through 15, inclusive of Miscellaneous Map, in the office of the County Recorder of said county.
Together with Parcel 4 of Lot Line Adjustment LLA-0000739 recorded April 13, 2016 as Instrument No. 2016000160063 of Official Records in the office of said County Recorder.
Robert L. Wheeler IV, L.S. 8639
Date: vii 7/03
Attachment No. 2
[ATTACHED]
EXHIBIT "G"
TERM EXTENSION MILESTONES
1) Milestones to be Completed by the fifth (5th) anniversary of the date of the Authorizing Ordinance In Order to Receive the First 2.5-Year Extension of the Development Agreement Term:
Dedication of ultimate right-of-way for Gene Autry Way (remaining perimeter arterial), Market Street and internal connector streets. ▪ Completion of all Public Facilities/Infrastructure (Phase 1 and Phase 2 Infrastructure).
O Completion of the Public Park.
O A full Final Site Plan application for 150 residential units. • Completion (approval of final building inspections) of 400 residential units. 2) Milestones to be Completed seven and one half years (seven years and 180 days) from the date of the Authorizing Ordinance In Order to Receive the Second 2.5-Year Extension of the Development Agreement Term:
• Completion (approval of final building inspections) of an additional 150 residential units (550 total residential units completed).
3) Milestones to be Completed by the tenth (10th) anniversary of the date of the Authorizing Ordinance In Order to Receive the First 5-Year Extension of the Development Agreement Term:
O Completion (approval of final building inspections) of 700 residential units beyond the cumulative 550 residential units. (1100 total residential units completed). • Completion of the Public Linear Park.
4) Milestones to be Completed by the fifteenth (15th) anniversary of the date of the Authorizing Ordinance In Order to Receive the Second 5-Year Extension of the Development Agreement Term:
• Completion (approval of final building inspections) of 300 or more residential units beyond the 1,100 total units. (No less than 1,400 total units completed). ▪ Issuance of Certificates of Occupancy for no less than 38,000 square feet of ground floor commercial space.