1 FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT THIS FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT (this “First Amendment”) is made and entered into as of ___________, 2025 (the “Effective Date”), by and between the LANCASTER HOUSING AUTHORITY, public body corporate and politic (“Authority”), and PACIFIC WEST COMMUNITIES, INC., an Idaho general business corporation (“Developer”), with reference to the following facts, intentions and understandings.
R E C I T A L S
A. The Parties entered into a Disposition and Development Agreement dated as August 28, 2025 (“DDA” concerning certain parcels of real property described in Exhibit C to the DDA (collectively, “Original Site”).
B. Whereas, the Developer, through inadvertent error, represented to the City that the maximum permitted rents under the Project were restricted to sixty percent (60%) of the area median income (“AMI”), when in fact the correct maximum permitted rents should have been based on seventy percent (70%) of the AMI, and the City relied upon this representation; and C. Whereas, the Parties acknowledge that this correction does not alter the average affordability of the Project as originally proposed; and D. The Parties desire by this First Amendment to revise the affordability requirements in Exhibit B, Section II. This Amendment revises the affordability requirement in the DDA by increasing the maximum income limit for eligible households from sixty percent (60%) to seventy percent (70%) of the area median income (AMI) for Los Angeles County, adjusted for household size.
NOW, THEREFORE, in consideration of the mutual promises set forth in this First Amendment and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by the Parties, the Parties agree as follows:
1. Amendment of Exhibits. Exhibits to the DDA are amended as follows:
a.Exhibit B (Schedule of Development). Exhibit B to the DDA is hereby deleted in its entirety and replaced by the Exhibit B that is attached hereto and incorporated herein.
b.Exhibit G (Residential Declaration of Conditions, Covenants and Restrictions and Regulatory Agreement). Exhibit G to the DDA is hereby deleted in its entirety and replaced by the Exhibit G that is attached hereto and incorporated herein.
2. Conforming Amendments. The DDA shall be and hereby is amended as and to the extent necessary to conform to the amendments provided in Sections 1 of this First Amendment.
3. No Further Changes. Except as expressly provided to the contrary in this First Amendment, the terms of the DDA shall remain in full force and effective as written. All terms used herein and not defined herein but defined in the DDA shall have the meaning given to such terms therein.
2 4. Effectiveness. This First Amendment shall become effective immediately upon execution by the Parties.
5. Authority to Enter Amendment. Each Party warrants that the individuals who have signed this First Amendment have the legal power, right, and authority to make this First Amendment and bind each respective Party.
6. Counterparts; Electronic Execution. This First Amendment may be executed in multiple counterparts by the Parties. All counterparts so executed shall constitute one agreement binding upon the Parties, notwithstanding that the Parties are not signatories to the original or the same counterpart. Each counterpart shall be deemed an original to this First Amendment, all of which shall constitute one (1) agreement. Documents executed, scanned and transmitted electronically and electronic signatures shall be deemed original signatures for purposes of this First Amendment and all matters related thereto, with such scanned and electronic signatures having the same legal effect as original signatures. This First Amendment, any other document necessary for the consummation of the transaction contemplated by this First Amendment may be accepted, executed or agreed to through the use of an electronic signature in accordance with the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. § 7001 et seq., the Uniform Electronic Transactions Act, Cal. Civ. Code § 1633.1 et seq., and/or any other applicable law. [Signatures begin on next page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date and year first written above.
AUTHORITY:
LANCASTER HOUSING AUTHORITY, public
body corporate and politic
ATTEST:
By: Trolis Niebla
Its: Executive Director
City Clerk
APPROVED AS TO FORM:
City Attorney
DEVELOPER:
PACIFIC WEST COMMUNITIES, INC., an Idaho general
business corporation
_____________________________________________
By: Caleb Roope
Its: President
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EXHIBIT B
SCOPE OF DEVELOPMENT
I. GENERAL DESCRIPTION
The Site is specifically delineated on the Site Map and the Site Legal Description.
II. DEVELOPMENT
The Developer shall construct 24 one-bedroom units, 120 two-bedroom units, and 84 three- bedroom units. With the exception of the manager’s unit, all units will be restricted to lower income households earning between 30% and 70% of the area median income (“AMI”) for Los Angeles County, adjusted for household size.
All such approvals, including without limitation, the payment of fees to governmental agencies required in connection therewith, shall constitute the “Developer Improvements.” The Developer shall be responsible for any demolition, grubbing, and grading as necessary to accomplish the construction of the Developer Improvements.
The Developer shall commence and complete the Developer Improvements by the respective times established therefor in the Schedule of Performance.
III. DEVELOPMENT STANDARDS
The Improvements shall conform to all applicable state laws and regulations and to local zoning, applicable provisions of the City Code and the following development standards:
A. General Requirements:
1. Vehicular Access. The placement of vehicular driveways shall be coordinated with the needs of proper street traffic flow as approved by City. In the interest of minimizing traffic congestion, City will control the number and location of curb breaks for access to the Site for off-street parking and truck loading. All access driveways shall require written approval of City staff.
2. Building Signs. Signs shall be limited in size, subdued and otherwise designed to contribute positively to the environment. Signs identifying the building use will be permitted, but their height, size, location, color, lighting and design will be subject to City staff approval, and signs must conform to the City Code.
3. Screening. All outdoor storage of materials or equipment shall be enclosed or screened to the extent and in the manner required by City staff.
4. Landscaping. The Developer shall provide and maintain landscaping within the Site, including the public rights-of-way and within setback area along all street frontages and conforming with the plans as hereafter approved by City. Landscaping shall consist of drought-tolerant landscaping and trees in keeping with the City’s architecture and design guidelines, as well as B-1
installation of an automatic irrigation system adequate to maintain such plant material. The type and size of trees to be planted, together with a landscaping plan, shall be subject to City staff approval prior to planting.
5. Utilities. All utilities on the Site shall be underground at Developer’s expense.
6. Building Design. Buildings shall be constructed such that the Developer Improvements shall be of high architectural quality and shall be effectively and aesthetically designed and in conformance with City approvals.
7. Mitigation Measures. Mitigation measures approved in connection with the development of the Site under the California Environmental Quality Act (CEQA).
B. Design Features:
The following design features are considered essential components to the Improvements:
Security. The details of security will be reviewed upon submission of the detailed plans.
Overall Design Quality, Materials, Colors, Design Features. Quality of design is important, materials and colors are to be approved by the City.
IV. DEMOLITION AND SOILS
The Developer assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Improvements. The Developer has undertaken all investigation of the Site as it shall deem necessary and has not received or relied upon any representations of Authority, or its respective officers, agents and employees.
Entitlements for the entire project are subject to expiration periods set forth in the Lancaster Municipal Code based on project submittal type.
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EXHIBIT G
RESIDENTIAL DECLARATION OF CONDITIONS, COVENANTS
AND RESTRICTIONS AND REGULATORY AGREEMENT
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Lancaster Housing Authority
44933 N. Fern Avenue
Lancaster, California 93534
Attention: Executive Director
This document is exempt from the payment of a
recording fee pursuant to Government Code Section
6103.
RESIDENTIAL DECLARATION OF CONDITIONS, COVENANTS
AND RESTRICTIONS AND REGULATORY AGREEMENT
THIS RESDIDENTIAL DECLARATION OF CONDITIONS, COVENANTS, AND RESTRICTIONS AND REGULATORY AGREEMENT (the “Declaration”) is made by PACIFIC WEST COMMUNITIES, INC., an Idaho general business corporation, (the “Covenanter”), as of this ___________ day of , 202 .
R E C I T A L S
A. As of the date hereof the Covenanter is the fee owner of record of that certain real property (the “Property”) located in the City of Lancaster, County of Los Angeles, State of California, legally described in Attachment No. 1. The Property is the subject of a Disposition and Development Agreement dated as of , 202 (the “Agreement”), entered into by and between the Lancaster Housing Authority (the “Covenantee”) and Covenanter, a copy of which is on file with the Covenantee as a public record. Pursuant to the Agreement, the Covenanter is required to execute this Declaration, which has been or shall be recorded among the official land records of the County of Los Angeles.
B. The Agreement provides for the execution and recordation of this document.
NOW, THEREFORE, THE COVENANTER HEREBY DECLARES AS FOLLOWS:
Capitalized terms used herein shall have the following set forth below:
“Affordability Period” is defined in Section 1(b) hereof. “Affordable Rents” shall have the meaning set forth in Health and Safety Code Section 50053, as in effect of the date hereof, as calculated for lower income households.
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“Area Median Income” shall mean the area medium income for Los Angeles County, California, adjusted for household size, as determined pursuant to Health and Safety Code Section 50093.
“Certificate of Occupancy” shall mean the certificate issued by the official in the City’s Building Department with authority over such issuance subsequent to the approval of the Developer Improvements.
“Default” means the failure of a party to perform any action or covenant required by this Agreement within the time periods provided herein following thirty (30) days’ notice and opportunity to cure.
“Developer Improvements” means the Residential Units and all streets, driveways, walkways, open spaces, amenities and other improvements constructed on the Site in connection therewith.
“Gross Income” shall mean the gross income of a household or family calculated in accordance with Section 6914 of Title 25 of the California Code of Regulations. “Project” means the Residential Units and other Developer Improvements. “Property” means and refers to the Site.
“Qualified Resident” means a person or household whose Gross Income is equal to or less than the income limits specified in Section 1(a).
“Residential Units” shall mean the housing units to be constructed by the Developer on the Site pursuant and subject to the Agreement.
“Site” means the real property that is more particularly described in Attachment No. 1 attached hereto.
1. Affordable Housing. The Covenanter shall construct Residential Units on the Site.
All such Residential Units shall be designated for and occupied by Qualified Residents at Affordable Rents, as follows:
(a) Affordability Requirements. All the Residential Units will be designated for and occupied at Affordable Rents by lower income households as defined by California Health and Safety Code Section 50079.5.
(b) Duration of Affordability Requirements. During the entire term of the Affordability Period, Covenanter agrees to make available, restrict occupancy to, and rent the Residential Units to Qualified Residents at affordable rents as set forth in Section (a) above. In addition to any requirements of the Code, Covenanter agrees to comply with the provisions of Health and Safety Code Section 33413 through Section 33418 to the extent necessary to enable the Covenantee to count the units for purposes of meeting the requirements of Section 33413 of the Health and Safety Code.
The term “Affordability Period” means the period beginning upon the first day of the first full month following the date on which the first Residential Unit in the Project is occupied and ending on the last day of the 660th month thereafter.
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(c) Annual Reports. Upon Covenantee’s request, Covenanter, at its expense, shall submit to the Covenantee the reports required pursuant to Health and Safety Code Section 33418, as the same may be amended from time to time, with each such report to be in the form prescribed by the Covenantee. Each annual report shall cover the immediately preceding fiscal year. (d) Long Term Management of the Property. The parties acknowledge that the Covenantee is interested in the long-term management and operation of the Property and in the qualifications of any person or entity retained by the Covenanter for that purpose (the “Property Manager”). The Covenantee may from time-to-time review and evaluate the identity and performance of the Property Manager of the Property and the Property Manager’s compliance with the provisions of this Declaration. If the Covenantee determines that the performance of the Property Manager is deficient based upon the standards and requirements set forth in this Declaration, the Covenantee shall provide notice to the Covenanter of such deficiencies and the Covenanter shall use its best efforts to correct such deficiencies. Upon Default of the terms of this Declaration by the Property Manager, the Covenantee shall have the right to require the Covenanter to immediately remove and replace the Property Manager with another property manager or property management company who is reasonably acceptable to the Covenantee, who may be related to or affiliated with the Covenanter, and who is experienced in managing multifamily residential developments.
2. Compliance with Declaration. Covenanter shall commence and complete the construction of the Property, and carry out the design, construction as evidenced by the issuance of the Certificate of Occupancy, and operation of the Project in compliance with all applicable laws, and in accordance with the Declaration.
3. Non-Discrimination Covenants. Covenanter by and for itself, its successors and assigns, and all persons claiming under or through them agrees that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall Covenanter itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, subleases, or vendees in the Property.
4. Maintenance of the Property. The Covenanter shall maintain or cause to be maintained the interiors and exteriors of the Property in a decent, safe and sanitary manner, in accordance with the standard of maintenance of similar housing units within the City, and in accordance with the maintenance standards which are set forth in the Declaration. None of the dwelling units on the Property shall at any time be utilized on a transient basis nor shall the Property or any portion thereof ever be used as a hotel, motel, dormitory, fraternity or sorority house, rooming house, hospital, nursing home, sanitarium or rest home. The Covenanter shall not convert the Property to condominium ownership without the prior written approval of the Covenantee, which approval the Covenantee may grant, withhold or deny in its sole and absolute discretion. If at any time Covenanter fails to maintain the Property in accordance with this Declaration and Covenantor fails to correct or commence to correct such condition within ten (10) days after written notice from the Covenantee (with a copy to the then existing lenders for the Project) with respect to graffiti, debris, waste material, and general maintenance, or thirty days after written notice from the Covenantee with respect to landscaping and building improvements, then the Covenantee, in addition to whatever remedy it may have at law or at equity, shall have the right to enter upon the applicable portion of the Property and perform all acts and work necessary to protect, maintain, and preserve the Developer Improvements and landscaped G-3
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areas on the Property, and to attach a lien upon the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by the Covenantee and/or costs of such cure, including a five percent 5% administrative charge, which amount shall be promptly paid by Covenanter to the Covenantee upon demand; provided, however, that such right to enter is subordinate to any existing or future mortgage or deed of trust.
Covenanter shall properly maintain the buildings, landscaping and yard areas on the Property, in accordance with the City’s Municipal Code and according to the following standards:
(a) No improperly maintained landscaping shall be visible from public rights of way, including:
(i) no lawns with grasses in excess of six (6) inches in height; (ii) no untrimmed hedges;
(iii) no trees, shrubbery, lawns, and other plant life dying from lack of water or other necessary maintenance;
(iv) no trees and shrubbery grown uncontrolled without proper pruning; (v) no vegetation so overgrown as to be likely to harbor rats or vermin; (vi) no dead, decayed or diseased trees, weeds and other vegetation. (b) No yard areas or balconies shall be left unmaintained, including:
(i) no broken or discarded furniture, appliances and other household equipment stored in yard areas for periods exceeding one (1) week; (ii) no packing boxes, lumber, trash, dirt and other debris stored in yards for periods exceeding one (l) week in areas visible from public property or neighboring properties;
(iii) no unscreened trash cans, bins or containers stored for unreasonable periods in areas visible from public property or neighboring properties; and (iv) no vehicles parked or stored in other than approved parking areas. (c) No buildings may be left in an unmaintained condition, including:
(i) no violations of state law, uniform codes, or City ordinances; (ii) no condition that constitutes an unsightly appearance that detracts from the aesthetics or property value of the subject property or constitutes a private or public nuisance;
(iii) no broken windows or chipped, cracked or peeling paint; and G-4
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(iv) no conditions constituting hazards and/or inviting trespassers or malicious mischief
5. Conflict with Other Laws; Severability. In the event that any provision of this Declaration is found to be contrary to applicable law or any other provision of this Declaration, then the contrary provisions of this Declaration shall be deemed to mean those provisions which are enforceable and consistent with such laws and policies. The remaining portions of this Declaration shall be deemed modified in a manner which is consistent with the goals and intent of this Declaration to provide housing to lower income residents as set forth in this Declaration. Every provision of this Declaration is intended to be severable. In the event any term or provision of this Declaration is declared by a court of competent jurisdiction to be unlawful, invalid or unenforceable for any reason, such determination shall not affect the balance of the terms and provisions of this Declaration, which terms and provisions shall remain binding and enforceable.
6. Covenants For Benefit of Covenantee. All covenants without regard to technical classification or designation shall be binding for the benefit of the Covenantee and such covenants shall run in favor of the Covenantee for the entire period during the Affordability Period. The parties shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper legal proceedings to enforce and to cure such breach to which it or any other beneficiaries of these covenants may be entitled during the term specified for such covenants, except the covenants against discrimination which may be enforced at law or in equity at any time in perpetuity.
7. Notices, Demands and Communications. Written notices, demands and communications between the Covenanter and the Covenantee shall be sufficiently given if delivered by hand or dispatched by registered or certified mail, postage prepaid, return receipt requested, as follows:
Covenanter: Pacific West Communities, Inc.,
430 E. State Street, #100
Eagle, ID 83616
Attn: Caleb Roope
Covenantee: Lancaster Housing Authority
44933 N. Fern Avenue
Lancaster, CA 93534
Attention: Executive Director
Such addresses for notice may be changed from time to time upon notice to the other party.
Any written notice, demand or communication shall be deemed received immediately if delivered by hand and shall be deemed received on the fifth (5th) calendar day from the date it is postmarked if delivered by registered or certified mail.
8. Expiration Date. This Declaration shall automatically terminate and be of no further force or effect upon the expiration of the Affordability Period, except as otherwise provided in this Declaration.
9. Covenantee Remedies. The occurrence of any Default under this Declaration will, either at the option of the Covenantee or automatically where so specified, entitle the Covenantee to proceed with any and all remedies, including but not limited to the following:
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(a) Specific Performance. The Covenantee shall have the right to mandamus or other suit, action or proceeding at law or in equity to require Covenanter to perform its obligations and covenants under this Declaration or to enjoin acts or things which may be unlawful or in violation of the provisions of this Declaration.
(b) Right to Cure at Covenanter’s Expense. The Covenantee shall have the right to cure any monetary default by Covenanter under a loan or grant; provided, however, that if the Covenanter is in good faith contesting a claim of default under a loan and the Covenantee’s interest under this Declaration is not imminently threatened by such default, the Covenantee shall not have the right to cure such default. The Covenanter agrees to reimburse the Covenantee for any funds advanced by the Covenantee to cure a monetary default by Covenanter upon demand therefore, together with interest thereon at the rate of ten percent (10%) per annum, from the date of expenditure until the date of reimbursement.
IN WITNESS WHEREOF, the Covenanter has caused this instrument to be executed on its behalf by its officers hereunto duly authorized as of the date set forth above.
COVENANTER:
PACIFIC WEST COMMUNITIES, INC., an Idaho
general business corporation
By:
Name:
Its:
ATTACHMENT NO. 1
SITE LEGAL DESCRIPTION
The land referred to herein is situated in the State of California, County of Los Angeles, described as follows:
All of that parcel of land being the Southwest quarter of the Northeast quarter of Section 28, Township 7 North, Range 12 West, San Bernardino Base and Meridian, in the City of Lancaster, County of Los Angeles, State of California, according to the official plat of said land, except therefrom that portion lying easterly of the land described as Parcels, 1, 2 and 3 in the Deed to the State of California recorded June 27, 1968 as Instrument No. 417, Official Records of said County, said parcel of land also being described in the Certificate of Compliance recorded September 1, 1988 as Instrument No. 88-1395036, Official Records of said County.
EXCEPTING THEREFROM, that portion of land lying southerly of the following described line; BEGINNING at a point on the West line of said Northeast quarter of Section 28 distant North 0°24’01” West 547.17 from the Southwest corner thereof; thence, 1st - South 89°38’50” East 767.88 feet to the East line of said land, being also the West line of said Parcel 1 in the Deed to the State of California.
RESERVING therefrom an 18 foot wide (18') strip of land along the westerly line of said northeast quarter an easement for public road purposes, as described as beginning at the southwest corner of said southwest quarter of the northeast quarter section 28; thence North 0°17' 26" west along quarter section line, also being the easterly line of Tract No. 43627 filed in Book 1097, page 87 to 91 of Maps, Records of said County, 1055 feet; thence North 89°43' 34" East, 18 feet; thence South 0°17’26" East, 1055 feet to the southerly line of said southwest quarter; thence North 89°38'36" west, 18 feet more or less along said last mentioned southerly line to the point of beginning.
Except therefrom that portion in public roads of record.
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 )
) ss.
COUNTY OF )
On , before me, , Notary Public,
(Print Name of Notary Public)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.
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Title(s)
Title Or Type Of Document
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Other:
Signer is representing:
Name Of Person(s) Or Entity(ies)
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