Palm Desert City Council
October 10, 2024

ADDENDA CONFIRMATION
Addendum #1
Confirmed Sep 10, 2024 9:13 AM by JAMES PERRY

QUESTIONNAIRE

1. BID ACKNOWLEDGMENT*
To the City of Palm Desert, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California 92260.

A. In response to the Contract Documents for project number CTS00001 and in accordance with the accompanying Instructions to Bidders, the undersigned hereby proposes to the City to furnish all labor, technical and professional services, supervision, materials and equipment, other than materials and equipment specified as furnished by the City, and to perform all operations necessary and required to construct the Project in accordance with the provisions of the Contract Documents and any addenda thereto, and at the prices stated opposite the respective items set forth in the Bid Schedule.

B. This Bid constitutes a firm offer to the City which cannot be withdrawn for 90 calendar days after the date set for opening of Bids, or until a Contract is executed by the City and a third party, whichever is earlier.

C. The undersigned certifies that it has examined and is fully familiar with all of the provisions of the Contract Documents and any addenda thereto; that it has carefully checked all of the words and figures shown in its Bid Schedule; that it has carefully reviewed the accuracy of all statements in this Bid and attachments hereto; and that it understands and agrees that the City will not be responsible for any errors or omissions on the part of the undersigned in preparing this Bid.

D. If awarded a Contract, the undersigned agrees to execute and deliver to the City within ten (10) Days after date of receipt of Notice of Award, a signed Contract and the necessary Performance Bond, Payment Bond, and Certificates of Insurance and Endorsements.

E. All Bid Forms, which have been completed and executed by undersigned Bidder, are incorporated by this reference and made a part of this Bid.
164
[DBX, INC.] RESPONSE DOCUMENT REPORT
IFB No. CTS00001
Market Place Drive and Cook Street Traffic Signal Improvements [DBX, INC.] RESPONSE DOCUMENT REPORT
PUBLIC WORKS - Market Place Drive and Cook Street Traffic Signal Improvements

F. The undersigned is hereby representing that it is and will be properly licensed both at the time that it submits a Bid as well as at the time the Contract is awarded, if the Contract is awarded to the undersigned.

1. If Individual Contractor. Undersigned certifies that it is now licensed in accordance with the provisions of the Contractor's License Law of the State of California; or

2. If Joint Venture. Undersigned certifies that the individual members of the joint venture are now licensed in accordance with the provisions of the Contractor's License Law of the State of California.

I hereby certify under penalty of perjury under the laws of the State of California that all of the information submitted in connection with this Bid and all of the representations made herein are true and correct.

Confirmed

2. BID SCHEDULE*
IMPORTANT:

THE ELECTRONIC #BID SCHEDULE MUST BE COMPLETED BY EACH BIDDER AND PROPERLY SUBMITTED ON OPENGOV PROCUREMENT.

FAILURE TO COMPLETE THE BID SCHEDULE WILL RESULT IN AN INCOMPLETE AND NON-RESPONSIVE BID.

THE ELECTRONIC BID SCHEDULE WILL BE INCORPORATED INTO THE CONTRACT DOCUMENTS.

The costs for any Work shown or required in the Contract Documents, but not specifically identified as a line item are to be included in the related line items and no additional compensation shall be due to Contractor for the performance of the Work. All blank spaces appearing in the Electronic Bid Schedule must be filled in. Failure to fill in any blank spaces may render the bid non-responsive.

The estimated quantities for Unit Price items are for purposes of comparing Bids only and the City makes no representation that the actual quantities of work performed will not vary from the estimates. Final payment shall be determined by the Engineer from measured quantities of work performed based upon the Unit Price.

If the Contract Documents specify Alternate Bid items, the City can choose to include any, all, or none of the Alternate Bid items in the Work. If the City selects any of the Alternate Bid items, the corresponding Alternate Bid prices shall be added to or deducted from Base Bid Price for the Work. The City can award/select Alternate Bid items at any time(s). 165
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I certify that I have read, understood the above statement.

Confirmed

3. BID GUARANTEE*
IF SUBMITTING AN ORIGINAL BID BOND: Please download the Bid Bond Form under #ATTACHMENTS, and Mail or hand deliver in a sealed and labeled envelope including the Project Number, Project Title, and Project Due Date visible on the outside of the envelope to the City Clerk's Office located at 73-510 Fred Waring Drive, Palm Desert, CA 92260 before the bid submittal deadline.

IF SUBMITTING CASH OR CASHIER'S CHECK: Mail or hand deliver in a sealed and labeled envelope including the Project Number, Project Title, and Project Due Date visible on the outside of the envelope to the City Clerk's Office located at 73-510 Fred Waring Drive, Palm Desert, CA 92260 before the bid submittal deadline.

IF SUBMITTING AN E-BID BOND: follow E-Bid Bond instructions.

Hard Copy Original Bid Bond (delivered before bid submittal deadline)

4. E-Bid Bond
Please enter your Bid Bond information from Surety2000 below ONLY IF YOU ARE NOT SUBMITTING A HARD COPY BID BOND, CASH, OR CASHIER'S CHECK.

Bond ID: N/A
Vendor ID: N/A

5. Enter Surety Company "Name" who Issued Bid Guarantee * This information will be verified against the California Department of Insurance Website.

The Ohio Casualty Insurance Company
Click to Verify Value will be copied to clipboard
166
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Market Place Drive and Cook Street Traffic Signal Improvements [DBX, INC.] RESPONSE DOCUMENT REPORT
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6. DESIGNATION OF SUBCONTRACTORS*
Please download the below documents, complete, and upload. • DESIGNATION_OF_SUBCONTRACTO...

DESIGNATION_OF_SUBCONTRACTORS.pdf

7. BIDDER INFORMATION AND EXPERIENCE FORM*
Please download the below documents, complete, and upload. • BIDDER_INFORMATION_AND_EXPE...

BIDDER_INFORMATION_AND_EXPERIENCE_FORM.pdf

8. NON-COLLUSION DECLARATION*
The undersigned declares:

I am an authorized representative of my company, the party making the foregoing Bid, to certify the following.

The Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The Bid is genuine and not collusive or sham. The Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham bid. The Bidder has not directly or indirectly colluded, conspired, connived, or agreed with any Bidder or anyone else to put in a sham bid, or to refrain from bidding. The Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid Price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid Price, or of that of any other Bidder. All statements contained in the Bid are true. The Bidder has not, directly or indirectly, submitted his or her Bid Price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose.

Any person executing this declaration on behalf of a Bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the Bidder.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. 167
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IFB No. CTS00001
Market Place Drive and Cook Street Traffic Signal Improvements [DBX, INC.] RESPONSE DOCUMENT REPORT
PUBLIC WORKS - Market Place Drive and Cook Street Traffic Signal Improvements

Confirmed

9. PUBLIC WORKS CONTRACTOR DIR REGISTRATION CERTIFICATION* Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public-Works/PublicWorks.html for additional information.

No bid will be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work.

Bidder hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations.

Unless Bidder is exempt pursuant to the small project exemption, Bidder further acknowledges:

A. Bidder shall maintain a current DIR registration for the duration of the project.

B. Bidder shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project.

C. Failure to submit this form or comply with any of the above requirements may result in a finding that the bid is nonresponsive.

Confirmed

10. Enter your California Department of Industrial Relations (DIR) Registration number* Please enter your Public Works Contractor DIR Number. This will be verified against the state database. 1000004242
Click to Verify Value will be copied to clipboard

11. Enter your valid CA Contractors State License Board (CSLB) number* Please enter your License Number here. This will be verified against the state database. 168
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IFB No. CTS00001
Market Place Drive and Cook Street Traffic Signal Improvements [DBX, INC.] RESPONSE DOCUMENT REPORT
PUBLIC WORKS - Market Place Drive and Cook Street Traffic Signal Improvements

240547
Click to Verify Value will be copied to clipboard

12. CONTRACTOR’S CERTIFICATE REGARDING WORKERS’ COMPENSATION* I am aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this Contract.

Confirmed

13. Fleet Compliance Certification*
I hereby acknowledge that I have reviewed the California Air Resources Board’s policies, rules and regulations and are familiar with the requirements of Title 13, California Code of Regulations, Division 3, Chapter 9, effective on January 1, 2024 (the “Regulation”). I hereby certify, subject to penalty for perjury, that the option checked below relating to the Bidder’s fleet, and/or that of their subcontractor(s) (“Fleet”) is true and correct:

The Fleet is subject to the requirements of the Regulation, and the appropriate Certificate(s) of Reported Compliance have been attached hereto.

14. Fleet Compliance Documentation*
Please attach supporting documentation for the selection made in the above item. dbx,_inc._-_California_Air_Resources_Board__Off-Road_Diesel-Fueled_Fleets_Regulation.pdf

15. Type of Business*
C Corporation (if corporation, two signatures are required)

16. Type your Legal Company Name Here*
State your Company's Name Here. This will be verified against the California Secretary of State's Website. 169
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Market Place Drive and Cook Street Traffic Signal Improvements [DBX, INC.] RESPONSE DOCUMENT REPORT
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DBX, Inc.

Click to Verify Value will be copied to clipboard

17. How many years has Bidder’s organization been in business as a Contractor? * 58 18. List the Signatory(s) Authorized to Sign and Bind an Agreement.* (If two (2) signatures are required, include the following information for both signatories) A. Full Name
B. Title
C. Physical Business Address
D. Email Address
E. Phone Number
James C. Perry, President/Secretary/Treasurer
42024 Avenida Alvarado, Suite A, Temecula, CA 92590
[email protected]
951-296-9909

19. Nondiscrimination Certification*
The City of Palm Desert is committed to promoting equal opportunity in its contracting activities. We ensure that all individuals seeking to do business with the city treat contractors, subcontractors, and employees fairly, without discrimination based on race, color, religion, ancestry, national origin, disability, medical condition, marital status, domestic partner status, sex, gender, gender identity, gender expression, sexual orientation, or membership in any other protected class. 170
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For any purchase exceeding $10,000, vendors must certify compliance with the City’s nondiscrimination policy (G.C. 3.30.200) before contract award. No contract will be awarded until the contractor submits this certification.

By clicking the confirmation box below, the vendor certifies that they have read the code and agree to comply with its requirements.

Failure to comply may result in termination of any agreement entered into with the vendor.

Confirmed

PRICE TABLES

CONSTRUCTION SERVICES
Line Item Description Quantity Unit of
Measure
Unit Cost Total
1 Mobilization 1 LS $9,000.00 $9,000.00
2 Traffic Control 1 LS $12,000.00 $12,000.00
3 As-builts 1 LS $2,500.00 $2,500.00
4 Clearing and Grubbing 1 LS $6,500.00 $6,500.00
TOTAL $30,000.00

ROADWAY IMPROVEMENTS
Line Item Description Quantity Unit of
Measure
Unit Cost Total
5 Construct Curb Ramp per Caltrans Type F 1 LS $15,000.00 $15,000.00 6 Construct Concrete Curb and Gutter 7 LF $400.00 $2,800.00 171
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Line Item Description Quantity Unit of
Measure
Unit Cost Total
7 Construct Concrete Sidewalk 1,000 SF $28.00 $28,000.00 8 Sawcut Existing Sidewalk 16 LF $150.00 $2,400.00
9 Sawcut and Join Existing Pavement 21 LF $280.00 $5,880.00 10 Unclassified Excavation 1 LF $3,500.00 $3,500.00
11 Install Handrail (APWA Std Plan No. 606-5) 20 LF $650.00 $13,000.00 TOTAL $70,580.00

TRAFFIC SIGNAL IMPROVEMENTS
Line Item Description Quantity Unit of
Measure
Unit Cost Total
12 Traffic Signal Installation 1 LS $330,000.00 $330,000.00 TOTAL $330,000.00

SIGNING AND STRIPING
Line Item Description Quantity Unit of
Measure
Unit Cost Total
13 Signing, Striping, and Pavement Marking 1 LS $34,000.00 $34,000.00 TOTAL $34,000.00
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Vicinity Map
Proposed Traffic Signal
Country Club Dr.

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174

CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: October 10, 2024
PREPARED BY: Mike Rowe, City Engineer
SUBJECT: RELEASE MAINTENANCE BOND FOR PM 37512 FOR THE REVEL LOCATED AT 74300 COUNTRY CLUB DRIVE
RECOMMENDATION:

Release Maintenance Bond in the amount of $5,096.07 for PM 37512 for the Revel located at 74300 Country Club Drive.

BACKGROUND/ANALYSIS:

On November 15, 2018, the City Council approved by Resolution No. 2018-87, a request by The Wolff Company (6710 E. Camelback Road, Ste. 100, Scottsdale, AZ 85251) to construct a senior living project of 164 dwelling units and a clubhouse located 74300 Country Club Drive.

On June 8, 2023, the City Council accepted the public improvements and authorized the release of Faithful Performance and Labor and Materials Bonds and accepted the Maintenance Bond in the amount $5,096.07 submitted by the applicant as a cash deposit. Pursuant to the Palm Desert Municipal Code Section 26.28.140, the City of Palm Desert requires the submittal of a Maintenance Bond (or cash deposit) to be held for a one-year after completion of improvements.

The maintenance period has expired, and Public Works staff inspected the site and found no deficiencies
FINANCIAL IMPACT:

The public improvements for this project are incorporated in the Public Works maintenance schedule. There is no additional anticipated cost to the General Fund for these improvements.

ATTACHMENTS:

1. Maintenance Bond (cash deposit)

2. Vicinity Map
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177
178
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180

CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: October 10, 2024
PREPARED BY: Joe Barron, Senior Contract Analyst
Jessica Gonzalez, Housing Manager
Veronica Chavez, Director of Finance
SUBJECT: THIRD AMENDED AND RESTATED DDLA AND ACTIONS RELATED TO THE CONVEYANCE OF THE PARCELS IDENTIFIED AS APN 694-120- 028 AND A PORTION OF 694-120-029 FOR AFFORDABLE HOUSING RECOMMENDATION:

1. Adopt a Resolution (City) entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A THIRD “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE CITY, AS LESSOR, THE PALM DESERT HOUSING

AUTHORITY, AS LENDER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED

PARTNERSHIP, AS LESEE/ BORROWER/ DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, AND TAKING RELATED ACTIONS.”

2. Adopt a Resolution (Housing Authority) entitled, “A RESOLUTION OF THE PALM DESERT HOUSING AUTHORITY APPROVING A THIRD “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE AUTHORITY, AS LENDER, THE CITY OF PALM DESERT,

AS SELLER, AND PALM COMMUNITIES, A CALIFORNIA CORPORATION, AS BUYER/

BORROWER/ DEVELOPER, APPROPRIATING FUNDS IN CONNECTION THEREWITH, AND TAKING RELATED ACTIONS.”

3. Authorize Mayor/Chairperson, staff, and legal counsel to negotiate, execute and record agreements and necessary documents to effectuate the resolutions, including the conveyance of the Property, the funding commitments, and related actions for the Project as set forth in the Third Amended and Restated DDLA.

BACKGROUND/ANALYSIS:

On October 13, 2022, the City Council approved the conveyance of a City owned 10-acre parcel, identified as APN 694-120-028, and a 0.49-acre parcel, identified as a portion of APN 694-120- 029 (the "Property") to Palm Communities, Inc. ("Developer"). The Authority Board approved two loans from the Authority’s Low- and Moderate-Income Housing Asset Fund (“Housing Fund”) totaling $6,755,000 to the Developer, pursuant to a Disposition, Development and Loan Agreement, dated November 23, 2022 ("DDLA"), for the purchase of the Property and construction of 239 affordable housing units and two manager units in two phases ("Project").

The DDLA has since been amended on June 14, 2023, and again on April 11, 2024. The Developer has requested a third extension to ensure success in meeting the agreement terms. 181
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Third Amended and Restated DDLA – Palm Communities

The Developer believes they will make the December 31, 2024, deadline for funding of Phase 1 and is now requesting an amendment to the Second Amended and Restated DDLA pursuant to the proposed Third Amended and Restated DDLA. The Developer requested an amendment to the DDLA to extend the escrow conveyance for Phase I to August 31, 2025, and extend the Phase I Project completion date to February 28, 2028, and for Phase II extend the escrow conveyance to August 31, 2028, and extend Project completion date to February 28, 2031All other terms remain in full effect.

If the required funding sources are awarded to the Project, the City-owned Property will be sold, subject to satisfaction of the conditions to closing for a two-phased Project. These conditions are typical for a DDLA, including the recording of a parcel map, payment of grading permit fees, final parcel map fees, and the recording of certain easements (which may occur at the close of escrow) for access over a portion of adjacent property owned by the City (to allow sand removal adjacent to a future boundary wall)
The attached City and Authority resolutions approve the Third Amended and Restated DDLA, including the exhibits attached thereto, substantially in the form presented to the City Council and Authority Board at this meeting.

Project: The Project will be operated for a period of fifty-five (55) years following the date of Certificate of Occupancy ("COO") for each phase of the Project, to provide rental housing affordable to persons and families of low and extremely low income, in accordance with the affordability restrictions contained in the Second Amended and Restated DDLA, as well as the Tax-Exempt Bonds, 4% Federal Tax Credits, State Tax Credits, County Loan, and PBVs being used to finance the two phases of the Project. To the extent necessary, the Authority will subordinate the deed of trust securing the two Loans (as described below) to the liens and encumbrances of the Project's construction and permanent lenders. However, the City and Authority will not subordinate their interests in the Density Bonus Housing Agreements (described below) or the Authority Housing Agreements (described below) to such liens or encumbrances.

Density Bonus Housing Agreements: In order to develop the 241-unit Project (121 units in Phase I and 120 units in Phase II), the approved entitlements include the use of the City's Density Bonus Ordinance, which also allows for fewer parking spaces to be included in the Project than required by the City's Municipal Code. The Density Bonus provision was able to be used by the Project because at least 20% of the units will be restricted to very-low Income households. The two Density Bonus Housing Agreements have a term of fifty-five (55) years from COO and restrict 12 units in each phase to very-low-income households, for a total of 24 Density Bonus units.

Authority Loans: To support the project, the Authority will provide two loans. The loans shall be in the principal amount of $1,965,539 (Phase I) and $4,789,461 (Phase II) and will be made from the Authority's Housing Asset Fund. They will commence on the effective date of the Loan Agreements, have a term of fifty-five (55) years from the COO, bear simple interest at three percent (3%) per annum, and will be repaid from a proportional share (50%) of the Project's residual receipts. The Authority Loans will be due and payable at the end of the loan term. The 182
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Third Amended and Restated DDLA – Palm Communities

Phase I Authority Loan will be used to acquire the Phase I parcel, and the Phase II Authority Loan will be used to acquire the Phase II parcel and for some of the Phase II construction costs.

Total development costs for the Project, including land costs, are estimated at $153,839,000 ($82,160,000 for Phase I and $71,679,000 for Phase II). The Project is intended to be funded by leveraging multiple funding sources, including Tax-Exempt Bond proceeds, 4% Federal Tax Credits, State Tax Credits, a $6,700,000 County Loan, an aggregate of one hundred and twenty (120) PBVs provided by the County, a deferred developer fee, and the Authority Loans. By making the Authority Loans to the Developer, the City and Authority will benefit from 239 units restricted to extremely low-, very low-, and low-income households for a term of 55-years.

Therefore, staff requests approval of the Third Amended and Restated DDLA. Upon notification of award to the Developer by the proposed funding sources, staff and legal counsel will finalize, execute, and record agreements and necessary documents to effectuate the resolutions, including the conveyance of the Property, the funding commitments, and related actions for the Project as set forth in the Third Amended and Restated DDLA Legal Review:

This report has been reviewed by Special Legal Counsel.

Strategic Plan:

A priority of the City's Strategic Plan, as part of Land, Use, Housing and Open Space, is to facilitate development of high-quality housing for people of all income levels. This request meets that objective by diversifying the City's housing stock for lower income households.

FINANCIAL IMPACT:

Funds in the amount of $6,755,000 have been appropriated in the Authority Housing Asset Fund intended as a loan for this project. The funding will only be provided upon the Developer’s satisfaction of the DDLA terms and condition, including providing proof, satisfactory to the Authority, that the Developer has secured financing commitment from all other sources of funding to consider the Project as permit-ready.

ATTACHMENTS:

1. City Resolution

2. Authority Resolution

3. Third Amended and Restated Disposition, Development and Loan Agreement 183
184
RESOLUTION NO. ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM
DESERT, CALIFORNIA, APPROVING A THIRD “AMENDED AND
RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT”
REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE CITY, AS

LESSOR, THE PALM DESERT HOUSING AUTHORITY, AS LENDER,

AND PALM COMMUNITIES, A CALIFORNIA LIMITED PARTNERSHIP,

AS LESEE/ BORROWER/DEVELOPER, IN CONNECTION WITH
APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY,

AND TAKING RELATED ACTIONS
RECITALS:

A. Pursuant to AB X1 26 (enacted in June 2011) and the California Supreme Court’s decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the former Palm Desert Redevelopment Agency (“Former Agency”) was dissolved as of February 1, 2012.

B. Pursuant to Health and Safety Code Section 34176(b), the City Council of the City of Palm Desert (“City”) adopted Resolution No. 2012-07, electing for the City to not retain the responsibility for performing housing functions previously performed by the Former Agency, and determining that all of the assets, as allowed by law, and all rights, powers, liabilities, duties, and obligations associated with the housing activities of the Former Agency be transferred to the Palm Desert Housing Authority (“Authority”).

C. The City owns that approximately ten and one-half (10.49) acre site located in the City, identified as APN 694-120-028 and a portion of APN 694-120-029, as more particularly described in Exhibit A to the form of the Third Amended and Restated Disposition, Development and Loan Agreement, dated as of October 10, 2024 (“Third Amended and Restated DDLA”) by and among the City, the Authority and Palm Communities (“Developer”) attached hereto as Exhibit “A” (“Property”).

D. The City, Authority and Developer previously entered into a Disposition, Development and Loan Agreement, dated November 23, 2022, and the Amended and Restated Disposition and Development Agreement, dated June 22, 2023 (the “First Amended and Restated DDLA”), and the Second Amended and Restated Disposition and Development Agreement, dated April 11, 2024 (the “Second Amended and Restated DDLA”) , to provide for the conveyance of the Property to the Developer and the construction by the Developer of 239 affordable housing units, which shall be made available to and occupied by low and extremely low income households, and two on-site manager units (“Project”).In order to facilitate obtaining necessary financing for the development of the Property, Developer, City and Authority desire to amend and restate the First DDA in order to (i) eliminate the phasing of the development of the Property; (iii) alter the amount and terms of the Authority loan described in the First DDA; and (iv) extend the deadline for closing the transaction.
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RESOLUTION NO.
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E. The Third Amended and Restated DDLA contemplates that the Developer construct, in one phase, two hundred forty-one (241) units of housing, two hundred thirtynine (239) of which shall be made available to and occupied by low-income households and extremely low-income households, and two (2) of which shall be on-site manager’s units.

F. The City Council desires to adopt this Resolution to approve the Developer’s purchase of the Property from the City pursuant to the Third Amended and Restated Disposition, Development and Loan Agreement by and among the City, the Developer and the Palm Desert Housing Authority, as lender, attached hereto as Exhibit “A” (the Third “Amended and Restated DDLA”), including the Housing Agreements attached thereto (as exhibits) which constitutes the density bonus agreement, the City loan for the purchase prices, subject to the conditions to closing and closing deadlines in the Third Amended and Restated DDLA and the pre-closing deadlines for construction.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The above recitals are true and correct and are a substantive part of this Resolution.

SECTION 2. In accordance with Government Code Section 37364, the City Council hereby finds that the Property can be used to provide housing affordable to persons and families of low or moderate income and that this use is in the City’s best interests.

SECTION 3. The Third Amended and Restated DDLA in the form attached hereto as Exhibit “A” is hereby approved. The City Manager of the City is hereby authorized to execute and deliver the Third Amended and Restated DDLA, for and in the name of the City, in substantially such form, with changes therein as the City Manager may approve (such approval to be conclusively evidenced by the execution and delivery thereof).

SECTION 4. The members of the City Council and the officers and staff of the City are hereby authorized, jointly and severally, to take any other such actions as they deem necessary or proper to effectuate the purposes of this Resolution and the Third Amended and Restated DDLA, and all actions previously taken are hereby ratified and confirmed.

The City Manager of the City is authorized to execute, deliver and record, on behalf of the Authority, all documents contemplated by the Third Amended and Restated DDLA.

SECTION 5. The City Clerk shall certify to the adoption of this Resolution and the same shall take effect and be in force.

PASSED, APPROVED, AND ADOPTED this 10TH day of October 2024.

AYES:

NOES:
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RESOLUTION NO.
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ABSENT:

ABSTAIN:

KARINA QUINTANILLA
MAYOR
ATTEST:

ANTHONY J. MEJIA, CITY CLERK
187
EXHIBIT “A”

FORM OF THIRD AMENDED AND RESTATED DDLA
(Attached.)
188
RESOLUTION NO. HA-________

A RESOLUTION OF THE PALM DESERT HOUSING AUTHORITY
APPROVING A THIRD “AMENDED AND RESTATED DISPOSITION,
DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM
VILLAS AT MILLENIUM” AMONG THE AUTHORITY, AS LENDER, THE

CITY OF PALM DESERT, AS SELLER, AND PALM COMMUNITIES, A

CALIFORNIA CORPORATION, AS BUYER/BORROWER/DEVELOPER,

APPROPRIATING FUNDS IN CONNECTION THEREWITH, AND TAKING

RELATED ACTIONS
RECITALS:

A. Pursuant to AB X1 26 (enacted in June 2011) and the California Supreme Court’s decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the former Palm Desert Redevelopment Agency (the “Former Agency”) was dissolved as of February 1, 2012, the Successor Agency to the Palm Desert Redevelopment Agency (the “Successor Agency”), as the successor entity to the Former Agency, was constituted, and a board of the Successor Agency (the “Board”) was established.

B. AB X1 26 added Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) to Division 24 of the California Health and Safety Code (“HSC”) (such Parts 1.8 and 1.85, including amendments and supplements enacted after AB X1 26, being referred to herein as the “Dissolution Act”).

C. Pursuant to HSC Section 34176(b), the City Council of the City of Palm Desert (the “City”) adopted Resolution No. 2012-07, electing for the City to not retain the responsibility for performing housing functions previously performed by the Former Agency, and determining that all of the assets, as allowed by law, and all rights, powers, liabilities, duties, and obligations associated with the housing activities of the Former Agency, including unexpended funds that are to be used for low income housing, be transferred to the Palm Desert Housing Authority (the “Authority”).

D. Palm Communities, a California corporation (the “Developer”) intends to acquire approximately 10.49 acres of land from the City of Palm Desert (the “Property”) and proposes to construct thereon a 241-unit multi-family residential apartment community for households with incomes up to 80% of the area median income in one phase, as well as access and sand maintenance easements (the “Project”). The Property and easements, and the Project, are more particularly described in the Third Amended and Restated Disposition, Development and Loan Agreement attached hereto as Exhibit “A” (“DDLA”).

G. The Authority, as the housing successor to the Former Agency, wishes to approve the Third Amended and Restated DDLA (and the documents attached as exhibits thereto, including the promissory notes for the City and Authority Loans, deeds of trust for the City and Authority Loans, housing agreement restricting the households by income 189
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levels and rents permitted, (as required by applicable law), which includes deadlines for closing of the City and Authority loans/land purchase.

NOW, THEREFORE, THE PALM DESERT HOUSING AUTHORITY DOES
HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

Section 1. The above recitals, and each of them, are true and correct and are a substantive part of this Resolution.

Section 2. The Third Amended and Restated DDLA, in the form attached hereto as Exhibit “A”, is hereby approved. The Executive Director of the Authority is hereby authorized to execute and deliver, for and in the name of the Authority, the Third Amended and Restated DDLA in substantially such form, with such changes thereto as the Executive Director, in consultation with the Authority legal counsel, may deem appropriate or necessary and consistent with the purposes of this Resolution (such approval to be conclusively evidenced by the execution and delivery thereof).

Section 3. The Third Amended and Restated DDLA does not bind the Authority to make the Authority Loan unless the applicable tax credits and other debt and equity necessary to complete the improvements shall have been awarded/committed, and all other conditions described in the Third Amended and Restated DDLA to the closing shall have been satisfied.

Section 4. The members of this Board and the officers and staff of the Authority are hereby authorized, jointly and severally, to do all things which they may deem necessary or proper to effectuate the purposes of this Resolution and the Third Amended and Restated DDLA, including the exhibits thereto, including negotiating and preparing agreements and documents, and any such actions previously taken are hereby ratified and confirmed. The Executive Director of the Authority is authorized to execute, deliver and record, on behalf of the Authority, all documents contemplated by the Third Amended and Restated DDLA.

Section 5. The Secretary shall certify to the adoption of this Resolution and the same shall take effect and be in force.

PASSED, APPROVED and ADOPTED ON THIS 10th day of October 2024, by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:
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KARINA QUINTANILLA,

CHAIRPERSON
ATTEST:

ANTHONY J. MEJIA, SECRETARY

PALM DESERT HOUSING AUTHORITY
191
EXHIBIT “A”

FORM OF THIRD AMENDED AND RESTATED DDLA
(Attached.)
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THIRD AMENDED AND RESTATED DISPOSITION, DEVELOPMENT

AND LOAN AGREEMENT
AMONG

CITY OF PALM DESERT

PALM DESERT HOUSING AUTHORITY
AND

PALM COMMUNITIES
(PALM VILLAS AT MILLENNIUM)
193

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Section 1.1 Definitions................................................................................................................... 3 Section 1.2 Exhibits........................................................................................................................ 8 ARTICLE 2. PREDISPOSITION CONDITIONS FOR CONVEYANCE OF EACH PHASE 9 Section 2.1 City Right to Terminate for Failure to Timely Obtain Tax Credits.......................................................................................................................... 9 Section 2.2 City Approvals........................................................................................................... 9 Section 2.3 Parcel Map .................................................................................................................. 9 Section 2.4 Financing..................................................................................................................... 9 Section 2.5 Permits.......................................................................................................................... 9 Section 2.6 Tax Credits.................................................................................................................. 9 Section 2.7 Loan Closings ............................................................................................................ 9 Section 2.8 Construction Plans..................................................................................................10 Section 2.9 Construction Contract............................................................................................10 Section 2.10 Cost Estimate............................................................................................................10 Section 2.11 Construction Bonds................................................................................................10 Section 2.12 Developer Organizational Documents..............................................................11 Section 2.13 Authority Loan.........................................................................................................11 Section 2.14 Tax Credit Equity....................................................................................................11 Section 2.15 City Easements........................................................................................................11 Section 2.16 Phase II Conveyance..............................................................................................11 Section 2.17 HCD Confirmation of Exemption......................................................................11 Section 2.18 AHAP.........................................................................................................................11 Section 2.19 Title Report...............................................................................................................11 194

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ARTICLE 3. DISPOSITION OF PROPERTY ......................................................................................11 Section 3.1 Conveyance of Phase I Parcel and Phase II Parcel .......................................11 Section 3.2 Purchase Prices........................................................................................................11 Section 3.3 Deposit .......................................................................................................................11 Section 3.4 Opening Escrow ......................................................................................................12 Section 3.5 Close of Escrow.......................................................................................................13 Section 3.6 Costs of Escrow and Closing...............................................................................14 Section 3.7 Condition of Title....................................................................................................14 Section 3.8 Condition of Property ............................................................................................14 ARTICLE 4. CONSTRUCTION OF DEVELOPMENT....................................................................17 Section 4.1 Construction and Operation Consistent with Agreements..........................17 Section 4.2 Commencement of Development.......................................................................17 Section 4.3 Completion of the Development.........................................................................17 Section 4.4 Equal Opportunity...................................................................................................17 Section 4.5 Construction Under Laws.....................................................................................17 Section 4.6 Progress Reports......................................................................................................18 Section 4.7 Construction Responsibilities..............................................................................18 Section 4.8 Mechanics Liens, Stop Notices, and Notices of Completion.....................18 Section 4.9 Inspections ................................................................................................................19 Section 4.10 Records ......................................................................................................................19 Section 4.11 Certificate of Completion .....................................................................................19 ARTICLE 5. AUTHORITY LOAN PROVISIONS.............................................................................19 Section 5.1 Authority Loans.......................................................................................................19 Section 5.2 Use of Authority Loan...........................................................................................20 195

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Section 5.3 Delivery of Promissory Notes.............................................................................20 Section 5.4 Term of the Authority Loan.................................................................................20 Section 5.5 Interest........................................................................................................................20 Section 5.6 Disbursement of Authority Loans......................................................................20 Section 5.7 Repayment Schedule..............................................................................................21 Section 5.8 Reports and Accounting of Residual Receipts...............................................21 Section 5.9 Non-Recourse...........................................................................................................22 ARTICLE 6. ONGOING DEVELOPER OBLIGATIONS................................................................22 Section 6.1 Applicability.............................................................................................................22 Section 6.2 Use of Development...............................................................................................22 Section 6.3 Maintenance..............................................................................................................23 Section 6.4 Taxes and Assessments.........................................................................................23 Section 6.5 Mandatory Language in All Subsequent Deeds, Leases and Contracts....................................................................................................................23 Section 6.6 Management Agent ................................................................................................25 Section 6.7 Insurance Requirements........................................................................................26 Section 6.8 Audits.........................................................................................................................29 ARTICLE 7. ASSIGNMENTS AND TRANSFERS ...........................................................................29 Section 7.1 Definitions.................................................................................................................29 Section 7.2 Purpose of Restrictions on Transfer ..................................................................29 Section 7.3 Prohibited Transfers...............................................................................................30 Section 7.4 Permitted Transfers................................................................................................30 Section 7.5 Other Transfers with City Consent ....................................................................31 Section 7.6 Termination of Limitations on Transfers.........................................................31 ARTICLE 8. DEFAULT AND REMEDIES ..........................................................................................31 196

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Section 8.1 General Applicability.............................................................................................31 Section 8.2 Fault of City..............................................................................................................31 Section 8.3 Fault of Authority ...................................................................................................31 Section 8.4 Fault of Developer..................................................................................................31 Section 8.5 Notice and Cure Period Regarding City/Authority Defaults......................33 Section 8.6 Remedies...................................................................................................................33 Section 8.7 Rights of Mortgagees.............................................................................................34 Section 8.8 Remedies Cumulative............................................................................................34 ARTICLE 9. SECURITY FINANCING AND RIGHTS OF HOLDERS .....................................34 Section 9.1 No Encumbrances Except for Development Purposes.................................34 Section 9.2 Holder Not Obligated to Construct....................................................................34 Section 9.3 Notice of Default and Right to Cure..................................................................34 Section 9.4 Failure of Holder to Complete Development..................................................35 Section 9.5 Right of Cure............................................................................................................35 Section 9.6 Right of City to Satisfy Other Liens..................................................................35 Section 9.7 Holder to be Notified .............................................................................................36 Section 9.8 Estoppel Certificates..............................................................................................36 ARTICLE 10 GENERAL PROVISIONS.................................................................................................36 Section 10.1 Notices, Demands and Communications.........................................................36 Section 10.2 Non-Liability of Officials, Employees and Agents.......................................36 Section 10.3 Forced Delay ............................................................................................................37 Section 10.4 Inspection of Books and Records.......................................................................37 Section 10.5 Title of Parts and Sections....................................................................................37 Section 10.6 No Third-Party Beneficiaries...............................................................................37 197

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Section 10.7 Applicable Law........................................................................................................37 Section 10.8 No Brokers................................................................................................................37 Section 10.9 Legal Actions...........................................................................................................37 Section 10.10 Severability...............................................................................................................38 Section 10.11 Binding Upon Successors.....................................................................................38 Section 10.12 Parties Not Co-Venturers......................................................................................38 Section 10.13 Discretion Retained by City.................................................................................38 Section 10.14 Time of the Essence ...............................................................................................38 Section 10.15 Representation and Warranties of Developer.................................................38 Section 10.16 Entire Understanding of the Parties...................................................................39 Section 10.17 Amendments.............................................................................................................39 Section 10.18 Approvals..................................................................................................................39 Section 10.19 Counterparts .............................................................................................................39 198

THIRD AMENDED AND RESTATED DISPOSITION, DEVELOPMENT, AND LOAN

AGREEMENT
(Palm Villas at Millennium)
This THIRD AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT (the “Agreement”) is dated as of October 10, 2024, and is entered into by and among the CITY OF PALM DESERT, a municipal corporation (the “City”), the PALM DESERT HOUSING AUTHORITY, a public body corporate and politic (the “Authority”) and PALM COMMUNITIES, a California corporation (the “Developer”), each individually a “Party” and collectively the “Parties,” with reference to the following facts, understandings and intentions of the Parties:

RECITALS
A. Defined terms used but not defined in these recitals are as defined in Article 1 of this Agreement.

B. The City owns that approximately ten and one-half (10.49) acre site located in the City of Palm Desert as more particularly described in Exhibit A (the “Property”). The City intends to process a Parcel Map to divide the Property into the Phase I Parcel (consisting of approximately

6.02 acres) and Parcel II Parcel (consisting of approximately 4.47 acres); the Phase I Parcel and Phase II Parcel are described on Exhibits A-1 and A-2.

C. The Property has been declared exempt surplus land by the City Council of the City under Government Code Section 54221(f)(1)(A) and has concluded based on the Developer’s site plan and proposed affordability that proposed Development meets the affordability and design requirements of Government Code Section 37364. The California Department of Housing and Community Development has confirmed such exemption in writing.

D. The City, the Authority and the Developer previously entered into that certain Disposition, Development and Loan Agreement dated November 23, 2022, as amended by that certain Amended and Restated Disposition, Development and Loan Agreement dated June 22, 2023, as amended by that certain Second Amended and Restated Disposition, Development and Loan Agreement dated April 11, 2024 (the “Existing DDLA”); this Agreement replaces the Existing DDLA.

E. The Developer intends to construct in two phases at least two hundred forty-one (241) units of housing, two hundred thirty-nine (239) of which shall be made available to and occupied by low-income households, very low-income households, and extremely low-income households, and two (2) of which shall be on-site manager’s units.

F. The Developer intends to construct one hundred twenty-one (121) units on the Phase I Parcel, with one hundred twenty (120) of the units restricted to Extremely-Low Households, Very-Low Income Households and Low Income Households, at affordable rents, and the other unit used as an on-site manager’s unit. The Phase I Development will be composed of one, two and three bedroom units.
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G. The Developer intends to construct one hundred twenty (120) units on the Phase II Parcel, with one hundred nineteen (119) of the units restricted to Extremely-Low Households, Very-Low Income Households and Low Income Households, at affordable rents, and the other unit used as an on-site manager’s unit. The Phase II Development will also be composed of one, two and three bedroom units.

H. To effectuate this purpose, the City will convey the Property to the Developer in two phases, subject to the terms and conditions of this Agreement.

I. To assist the Developer in acquiring the Phase I Parcel from the City, the Authority intends to make a purchase money/acquisition loan to the Developer in the amount of $1,965,539.00, subject to the terms and conditions of this Agreement. To assist the Developer in acquiring the Phase II Parcel from the City and developing/construction the Phase II Development, the Authority intends to make a purchase money and construction loan to the Developer in the amount of $4,789,461, subject to the terms and conditions of this Agreement.

J. The Authority shall disburse the construction loan portion of the Phase II loan by Authority itself, but upon request of Developer, will consider entering into an agreement with the Developer’s construction lender for the Phase II Development providing that the construction lender will disburse the remaining proceeds of the Authority’s loan following the Close of Escrow to the construction lender for the payment of construction costs of the Phase II Development. The agreement will provide that the Authority Loan funds will be disbursed pari-passu with the construction lender’s loan. The construction lender shall not have a security interest in such Authority funds.

K. Concurrently with the conveyance of the Phase I Parcel to the Developer, the Developer and City intend to grant to each other reciprocal easements over the Phase I and Phase II Parcel for ingress and egress. The Developer also intends to grant the Phase II Parcel owner reasonable rights to use the Phase I Development’s common area facilities upon the completion of the Phase II Development (the “Phase I and Phase II Access Easement”). The Parties intend that the Phase I and Phase II Access Easement will include a provision that the Phase I and Phase II Access Easement may be amended by the Parties if the City intends to convey the Phase II Parcel to a party that is not affiliated with the Developer.

L. Concurrently with the conveyance of the Phase I Parcel to the Developer, the City intends to grant (i) an easement over the Parcel 9, an adjacent City-owned parcel, to allow ingress and egress to the Phase I Parcel through the Phase II Parcel (the “Parcel 9 Easement”); and (ii) an access easement over Parcel 9 to allow the Developer and the Phase II Parcel owner to clear any accumulated sand against the Phase I and the Phase II boundary wall (the “Maintenance Easement”).

M. The City has determined that the Developer has the necessary expertise, skill and ability to carry out the commitments set forth in this Agreement and that this Agreement is in the best interests of, and will materially contribute to the implementation of, the City’s affordable housing goals through the development of the Property.
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N. Developer has applied for and received a density bonus (including reduced parking and increased density) for both the Phase I Development and the Phase II Development.

In consideration of the foregoing, and the mutual terms and conditions herein, the Parties agree as follows:

AGREEMENT
The foregoing recitals are hereby incorporated by reference and made part of this Agreement.

ARTICLE 1

DEFINITIONS AND EXHIBITS
Section 1.1 Definitions. In addition to the terms defined elsewhere in this Agreement, the following definitions apply throughout this Agreement. “Affordable Units” means the Two Hundred Thirty-Nine (239) Units restricted by the Housing Agreements to be developed on the Property to be occupied by Extremely-Low, Very-Low and Low-Income Households and to be available at affordable rent as defined in accordance with Health & Safety Code Section 50053.
“Annual Financial Statement” means for any calendar year: (i) the financial statement of operating expenses and revenues for a Phase, prepared at the Developer’s expense, by an independent certified accountant reasonably acceptable to the Authority, and showing the Residual Receipts for the applicable calendar year; (ii) sufficient back-up data to support the revenues and expenses claimed on the statement; and (iii) such additional information reasonably requested by the Authority, all of which shall form the basis for determining Residual Receipts. “Approved Financing” means the loans, equity, and other financing obtained by the Developer for the purpose of financing the costs of the Development that are approved by the City and consistent with the Financing Proposal.
“Approved Plans” means all designs for the Development approved by the City in conjunction with the City Approvals prior to or concurrent with the Effective Date. “Authority” is defined in the introductory paragraph of this Agreement. “Authority Loans” or “Authority Loan”, as applicable, mean loans by the Palm Desert Housing Authority to the Developer in the amount of: (i) $1,965,539 to pay the purchase price for the Phase I Parcel and (ii) $4,789,461 to pay the purchase price for the Phase II Parcel and construction costs for the Phase II Development.
“Building Permit” means the building permit and all other ministerial construction permits required from the City to construct the Development.
“Certificate of Completion” is defined in Section 4.11. 201
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“Certificate of Occupancy” means a final certificate of occupancy issued by the City for the Development, or equivalent final inspection.
“City” is defined in the introductory paragraph of this Agreement. “City/Authority Documents” means, collectively, this Agreement, the Promissory Notes, the Deed of Trusts, the Housing Agreements, the Notice of Restrictions for each phase of the Development and any other documents executed by the City and/or the Authority and Developer. “City Approvals” means the permits and entitlements issued by the City to allow for the commencement of construction for the respective Phase.
“City Event of Default” is defined in Section 8.3.
“Close of Escrow” means the date on which a fee interest in each of the Phase I Parcel and the Phase II Parcel is conveyed to the Developer, as appropriate. “Construction Plans” means the final construction plans for the construction of the Development as approved by the City in accordance with Section 2.5. “Control” means the power to direct the day-to-day management responsibilities for the activities of Developer, and, with respect to a limited liability company, means the: (1) managing member or members; or (2) the right to exercise, directly or indirectly, more than fifty percent (50%) of the voting rights attributable to the limited liability company. “Declaration of Default” is defined in Section 8.5.
“Deeds of Trust” shall mean the deeds of trust, assignment of rents, and security agreement placed on the Developer’s interest in the Phase I Parcel and Phase II Parcel, as security for the Authority Loans by the Developer as trustor with the Authority as beneficiary, as well as any amendments to, modifications of, and restatements of said deed of trusts, in the forms attached hereto as Exhibit F.
“Defaulting Party” is defined in Section 8.5.
“Density Bonus Agreement” shall mean the Density Bonus Agreement for each Phase in the form attached hereto as Exhibits D-1 and D-2
“Deposit” is defined in Section 3.3.
“Developer” has the meaning in the introductory paragraph of this Agreement. “Developer Event of Default” is defined in Section 8.4. “Development” means the development of two hundred forty-one (241) apartment units to be developed on the Property.
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“Effective Date” shall mean the later of: (i) the date the Developer has executed this Agreement; (ii) the date the Authority has executed this Agreement and (iii) the date the City has executed this Agreement.
“Escrow” means the escrow opened with the Title Company to accomplish the transfer of Phase I and Phase II, respectively, from the City to the Developer. “Extremely Low Income” means a household with an income that does not exceed the qualifying limits for extremely low-income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50106 of the California Health and Safety Code, or successor provision. “Financing Proposal” means the Developer’s initial proposal for financing the acquisition of the Property and the construction of the Development, including an estimate of the sources and uses of funds, which is attached hereto as Exhibit K.
“Grading Permit” means the permit to commence grading on the Phase I Parcel and the permit for the Phase II Parcel.
“Hazardous Materials” means any substance, material, or waste which is: (1) defined as a “hazardous waste”, “hazardous material,” “hazardous substance,” “extremely hazardous waste,” “restricted hazardous waste,” “pollutant” or any other terms comparable to the foregoing terms under any provision of California law or federal law; (2) petroleum; (3) asbestos; (4) polychlorinated biphenyls; (5) radioactive materials; (6) MTBE; or (7) determined by California, federal or local government authority to be capable of posing a risk of injury to health, safety or property. Without limiting the foregoing, Hazardous Materials means and includes any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, a hazardous, toxic or radioactive substance, or other similar term, by any Hazardous Materials Laws including any federal, state or local environmental statute, regulation or ordinance presently in effect that may be promulgated in the future, as such statutes, regulations and ordinances may be amended from time to time.

The term “Hazardous Materials” does not include: (1) construction materials, gardening materials, household products, office supply products or janitorial supply products customarily used in the construction or maintenance, of residential developments, or typically used in office or residential activities; or (2) certain substances which may contain chemicals listed by the State of California under California Health and Safety Code Sections 25249.8 et seq., which substances are commonly used by a significant portion of the population living within the region of the Development, including, but not limited to, alcoholic beverages, aspirin, tobacco products, nutrasweet and saccharine, so long as such materials and substances are stored, used and disposed of in compliance with all applicable Hazardous Materials Laws. “Hazardous Materials Laws” means all federal, state, and local laws, ordinances, regulations, orders and directives pertaining to Hazardous Materials in, on or under the Development or any portion thereof.
“Housing Agreements” or “Housing Agreement”, as applicable, means the Housing Agreements between the Developer and the Authority in the form of Exhibit H that will be 203
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recorded against the Developer’s fee interest in the Phase I Parcel and Phase II Parcel and all improvements thereon, and will restrict the household income levels for occupancy of the Units thereon to Extremely Low, Very-Low and Low Income Households and will restrict the rent to affordable rent.
“Initial Deposit” is defined in Section 3.3.
“Low Income Household” means a household with an income that does not exceed the qualifying limits for lower income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50079.5 of the California Health and Safety Code, or successor provision.
“Maintenance Easement” means an easement over Parcel 9 prepared by the Developer and approved by the City granting the Developer and the Phase II Parcel owner the right of access to clear sand from the outside of the Phase I Wall and the Phase II Wall abutting the Maintenance Easement area, substantially in the form of Exhibit B-3. “Notices of Restrictions” or “Notice of Restrictions”, as applicable, shall mean the Notices of Affordability Restrictions in the form attached hereto as Exhibit G, which are to be recorded against the Phase I Parcel and the Phase II Parcel upon the closing of the sales thereof. “Notice of Default” is defined in Section 8.5.
“Official Records” means the official land records of Riverside County. “Parcel” means either the Phase I Parcel or the Phase II Parcel, as the context requires. “Parcel Map” means the Parcel Map prepared by the Developer and approved by the City subdividing the Property into the two Phases and recorded in the Official Records of the County of Riverside with any recording costs paid by the Developer. “Parcel 9” means the City-owned parcel abutting the Phase I Parcel and the Phase II Parcel described in Exhibit A-3.
“Parcel 9 Easement” means the easement for ingress and egress of over a portion of Parcel 9 prepared by the Developer and approved by the City benefiting Parcel I and granting the right to the Developer to improve the easement with street improvements, substantially in the form of Exhibit B-2.
“Parties” means collectively the City, the Authority and the Developer and the term Party refers to each of them individually.
“Phase” shall mean the Phase I Development or the Phase II Development, as the context requires.
“Phase I Development” means the development of at least one hundred twenty-one (121) units of housing, required offsite infrastructure improvements and parking constructed on the Phase I Parcel, all as more fully set forth in the Scope of Development. 204
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“Phase II Development” means the development of at least one hundred twenty (120) units of housing, required offsite infrastructure improvements and parking constructed on the Phase II Parcel, all as more fully set forth in the Scope of Development. “Parcel I and Parcel II Access Easement” means the reciprocal easement prepared by the Developer and approved by the City for ingress and egress of over Parcel I and Parcel II and granting the Phase II Parcel owner the right of reasonable access to the Phase I Development common facilities, substantially in the form of Exhibit B-1. “Phase I Parcel” means the property generally described in Exhibit A-1. “Phase II Parcel” means the property generally described in Exhibit A-2. “Promissory Notes” or “Promissory Note”, as applicable, shall mean the promissory notes that will evidence the Developer’s obligation to repay the applicable Authority Loan for a Phase as set forth in this Agreement, and shall be in the form of Exhibit E. Each Phase of the Development will have its own Promissory Note and shall not be cross-collateralized. “Property” means the property generally described in the legal description attached as Exhibit A, consisting of the Phase I Parcel and the Phase II Parcel. “Residual Receipts” in a particular calendar year for a Phase shall mean the cash (without regard to the source) derived from the operation of such Phase of the Development minus the following for that Phase, determined on a cash basis: (i) all real estate and personal property taxes and assessments, insurance premiums and reasonable costs of maintenance, operation and management incurred by the Developer in connection with the operation and maintenance, (ii) property management fees not to exceed four and one-half percent (4.5%) of the gross revenue of the Phase, (iii) the costs of servicing the senior construction loan/financing (and any approved refinancing thereof) and other sources of permitted financing; (iv) amounts necessary to maintain a guaranty or other form of security or bond for an operation reserve account, (v) amounts deposited into a replacement initially capitalized reserve account in the minimum sum of Three Hundred Twenty-Five Dollars ($325.00) per unit per annum, (vi) the repayment of any amounts loaned by the Developer for material development costs which costs were not reasonably foreseeable, (vii) deferred developer fees (viii) a limited partner monitoring fee in the annual amount of Five Thousand Dollars ($5,000.00) per year unless fully paid a permanent loan conversion; (ix) a managing general partner fee in the annual amount of Fifteen Thousand Dollars ($15,000.00), increasing three percent (3%) annually; and (xi) an administrative general partner fee in the annual amount of Ten Thousand Dollars ($10,000.00), increasing three percent (3%) annually. In no event shall depreciation/amortization be deducted from cash revenues. Residual Receipts shall be determined by Developer and Authority on a cash basis without regard to any carry-over profit or loss from any prior calendar year, and shall be determined annually, on or before June 1st for the preceding calendar year. Any deferred developer fee, limited partner monitoring fee, managing general partner fee, and administrative general partner fee may not accrue interest.
“Schedule of Performance” means the schedule attached as Exhibit J setting forth the schedule for the Developer’s acquisition and development of the Phase I Parcel and the acquisition 205
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and development of the Phase II Parcel and the construction of the Phase I Development and the Phase II Development and other deadlines.
“Scope of Development” shall mean the description of the Development, including a basic site plan, which will serve as a basis for the Developer’s application for the City Approvals. The Scope of Development is attached to this Agreement as Exhibit I. “Security Financing Interest” means a mortgage, deed of trust, or other reasonable method of security encumbering the Developer’s fee interest in the Phase I Parcel and the Phase II Parcel that: (i) meets the requirements of this Agreement; and (ii) secures any construction or permanent loan shown on the Financing Proposal, or any refinancing approved by the Authority. “TCAC” means the California Tax Credit Allocation Committee. “TCAC Regulatory Agreement” means the regulatory agreement entered into between the Developer and TCAC regulating the affordability of each Phase to be recorded as an encumbrance on the Property.
“Title Company” means First American Title Company, or such other title company as the Parties may mutually select.
“Title Report” is defined in Section 2.19.
“Transfer” has the meaning set forth in Section 7.1.
“Unit” means one of the residential units to be constructed on the Property. “Very Low Income Household” means a household with an income that does not exceed the qualifying limits for very low income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50105 of the California Health and Safety Code, or successor provision.

Exhibits. The following exhibits are attached to and incorporated in this Agreement:

Exhibit A: Legal Description of the Property
Exhibit A-1: Legal Description of Phase I Parcel
Exhibit A-2: Legal Description of Phase II Parcel
Exhibit A-3: Depiction of Parcel 9
Exhibit B-1: Phase I and Phase II Access Easement
Exhibit B-2: Parcel 9 Easement
Exhibit B-3: Maintenance Easement
Exhibit C: Form of Grant Deed
Exhibit D-1: Form of Phase I Density Bonus Agreement
Exhibit D-2: Form of Phase II Density Bonus Agreement
Exhibit E: Form of Promissory Note
Exhibit F: Form of Deed of Trust
Exhibit G-1: Form of Phase I Notice of Affordability Restrictions Exhibit G-2: Form of Phase II Notice of Affordability Restrictions 206
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Exhibit H-1: Form of Phase I Housing Agreement
Exhibit H-2: Form of Phase II Housing Agreement
Exhibit I: Scope of Development (Phase I and Phase II)
Exhibit J: Schedule(s) of Performance (Phase I and Phase II) Exhibit K-1: Financing Plan – Phase I
Exhibit K-2: Financing Plan – Phase II
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ARTICLE 2

CONDITIONS FOR

CONVEYANCE OF EACH PHASE
Section 2.1 City Right to Terminate for Failure to Timely Obtain Tax Credits; Other City Conditions Precedent to Conveyance. The City Manager may terminate this Agreement on behalf of the City in his or her sole and absolute discretion if Developer fails to obtain by December 31, 2024 an award of tax credits that is materially consistent with the Financing Proposal. The requirements set forth in this Article 2 are conditions precedent to the City’s obligation to convey a Phase to the Developer. The City has no obligation to convey a Phase to the Developer unless the conditions precedent set forth in this Article 2 have been satisfied in the manner set forth below and within the timeframe set forth in the Schedule of Performance. The closing of the conveyance of the Phase I Parcel must occur on or before August 31, 2025 (or either party who is not in default may terminate this Agreement by written notice to the other). The closing of the conveyance of the Phase II Parcel must occur on or before August 31, 2028 (or either party who is not in default may terminate this Agreement by written notice to the other).

Section 2.2 City Approvals. Prior to or concurrently with the conveyance of a Phase, the Developer must have obtained the City Approvals for the Phase and the Developer must have paid the required fees to the City and must have provided letters from the applicable bonding company(s) agreeing to issue the required improvement bonds upon the Close of Escrow.

Section 2.3 Parcel Map. The Parcel Map subdividing the Property into the Phase I Parcel and the Phase II Parcel must be approved by the City, in its sole and absolute discretion, and the Developer; the Parcel Map must be been recorded prior to the Close of Escrow for the conveyance of Phase I; and the Developer must have paid the costs related to recording the Parcel Map. All applicable subdivision improvement agreements and “CC&Rs” and the like that are conditions of approval of the Parcel Map must be executed and delivered/recorded prior to or concurrently with the applicable Close of Escrow.

Section 2.4 Financing Proposal Update; Budget. The Developer shall have submitted a revised Financing Proposal and a comprehensive project budget for the appropriate Phase.

Section 2.5 Permits. The City must have issued a “Ready to Issue” letter regarding the Building Permit, and the Developer must have paid the Building Permit fees prior to or concurrently with the applicable Close of Escrow, and must have executed and delivered all agreements and other documents required in connection with the Building Permit (such as a grading agreement).

Section 2.6 Tax Credits. The tax credits necessary to help finance the applicable development must have been awarded, and Developer shall have provided evidence thereof to City, together with reasonable evidence that tax credit investors shall have legally committed to provide equity funds sufficient to pay all development costs not being paid with loans/debt. 208
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Section 2.7 Loan Closings. All loans necessary to finance costs in the Cityapproved revised Financing Proposal and pay the costs in the updated project budget not being paid with equity funds shall have closed (or shall close concurrently with the applicable Close of Escrow) such that the lenders are conditionally obligated to disburse their loan funds (so that the applicable development can be completed), and copies of the applicable loan documents (or drafts that are final in all material respects) shall have been provided to City.

Section 2.8 Construction Plans. The Developer shall prepare construction plans for the construction of the development of each Phase. The final construction plans for the development of each submitted by the Developer for City approval shall consist of all construction documentation upon which the Developer and its contractors shall rely in building the Phase I Development and the Phase II Development. Such construction plans shall include (without limitation) final architectural drawings, landscaping plans and specifications, final elevations, building plans and specifications (also known as “working drawings”). The construction plans shall be based upon the Approved Plans and shall not materially deviate from them without the written consent of the City. As set forth in Section 10.14, the Developer acknowledges that execution of this Agreement by the City does not constitute approval by the City of any required permits and in no way limits the discretion of the City in the permit approval process.

As part of the Developer’s application for a Building Permit, the City shall also have the right to review and approve the proposed construction plans for conformance with the Approved Plans and the other commitments made by the Developer to the City. The Developer acknowledges that the City’s right to review and approve the proposed construction plans as allowed by this paragraph is in addition to, and shall not be limited by, the City’s obligation to review the Developer’s proposed construction plans for consistency with applicable building and construction code requirements.

As approved, these construction plans for the applicable component of the Development shall be referred to as the “Construction Plans”.

Section 2.9 Construction Contract. Developer shall have delivered to City a copy of an executed Guaranteed Maximum Price or Stipulated Sum construction contract for the applicable Phase, which shows a development cost consistent with the revised Financing Proposal/Plan and updated budget, and the equity and debt funds committed to the applicable development.

Section 2.10 Cost Estimate. The Developer’s construction lender must have shared its construction cost estimate with the City or, in the alternative, if the construction lender is unwilling to share its cost estimate, the City has obtained an independent cost estimate at the Developer’s cost to confirm the reasonableness of the construction costs.

Section 2.11 Construction Bonds. At least seven (7) days prior to Close of Escrow, the Developer shall deliver to the City forms of one (1) labor and material bond and one (1) performance bond for the Development issued by a reputable insurance company licensed to do business in California, and named in the current list of “Surety Companies Acceptable on Federal Bonds” as published in the Federal Register by the Audit Staff Bureau of Accounts, U.S.

Treasury Department, and reasonably acceptable to the City, each in a penal sum of not less than 209
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one hundred percent (100%) of the scheduled cost of construction of the Phase for the City’s review and approval. The bonds shall name the City as co-obligee. Upon receipt by the City of the proposed payment and performance bonds, the City shall promptly review such bonds and approve them if they satisfy the criteria set forth above and include any other modification reasonably requested by the City. If the payment and performance bonds are not approved by the City, the City shall set forth in writing and notify the Developer of the City’s reasons for withholding such approval. The Developer shall thereafter submit revised payment and performance bonds for City approval, which approval shall be granted or denied in five (5) business days in accordance with the criteria and procedures set forth above.

Section 2.12 Developer Organizational Documents. The Developer has provided the Developer organizational documents to the City for its review and the City has approved the documents.

Section 2.13 Authority Loans. The Authority must be ready to make the applicable Authority Loan in the amount necessary to acquire the Phase I Parcel or Phase II Parcel, as appropriate, and the Developer shall have delivered the applicable City/Authority Documents, duly executed, to the Authority.

Section 2.14 Tax Credit Equity. The City has approved the Developer’s proposed uses of any tax credit equity paid as of the Close of Escrow to the Developer.

Section 2.15 City Easements. The Developer and City have agreed upon the final forms of the Phase I and Phase II Access Easement, the Parcel 9 Easement and the Maintenance Easement.

Section 2.16 Phase II Conveyance. As a condition to the Close of Escrow for the Phase II Parcel only, the Close of Escrow for the Phase I Parcel shall have occurred, and Developer shall not be in default under this DDLA or under the Authority loan relating to the Phase I Parcel.

Section 2.17 AHAP. The Developer and the Housing Authority of the County of Riverside have entered into an Agreement to Enter into a Housing Assistance Payments Contract.

Section 2.18 Title Report Approved. The Developer has approved the following preliminary report and the title exceptions therein (the “Title Report”) from the Title Company:

Amended Preliminary Report issued on August 22, 2022 under Order Number 997-30064151-ATC1. City shall not further encumber the Property after the date hereof without the prior written consent of Developer.

ARTICLE 3

DISPOSITION OF PROPERTY
Section 3.1 Conveyances of Phase I Parcel and Phase II Parcel. Subject to the satisfaction of the conditions to closing set forth above (which apply to each Phase, except as noted in Section 2.15), the City will sell to the Developer, and the Developer will purchase from the City, the Property under the terms, covenants, and conditions of this Agreement. 210
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Section 3.2 Purchase Prices. The Purchase Price for the Phase I Parcel shall be One Million Nine Hundred Sixty-Five Thousand Five Hundred Thirty-Nine Dollars ($1,965,539.00). The Purchase Price for the Phase II Parcel shall be One Million Four Hundred Fifty-Nine Thousand Four Hundred Sixty-One Dollars ($1,459,461.00).

Section 3.3 Deposits.

The parties acknowledge and agree that the City will expend, and has expended, considerable resources in the negotiation and review of the proposed development of the Phase I Parcel and Phase II Parcel. To offset a portion of the staff, legal and other consulting costs that the City has incurred with respect to this Agreement and/or will incur under or in connection with this Agreement and the projects described herein until completion of the Phase II Development, and in consideration of this Agreement, the Developer has previously deposited with City the sum of Twelve Thousand Dollars ($12,000.00) (the "Initial Deposit"). No interest shall be payable on the Initial Deposit. The Initial Deposit shall be used by the City solely for the purpose of reimbursing the City for reasonable costs it incurs during the course of negotiating this Agreement and administering this Agreement, including attorneys’ fees and consultant costs. The City may from time to time withdraw monies from the Initial Deposit to reimburse it for such costs and expenses incurred and paid by the City. Prior to the date of such withdrawal, the City shall notify the Developer in writing no less than five (5) business days prior to each such withdrawal/application and include with such notice a copy of invoices and if applicable, statement of staff time/charges to be paid with the proceeds of each such withdrawal/application. The Developer further agrees and acknowledges that if the amount of the Initial Deposit shall be reduced to an amount less than Two Thousand Five Hundred Dollars ($2,500.00) as a result of such periodic reimbursement withdrawals, the Developer shall within five (5) business days of delivery of written notice from the City deposit such additional monies with the City as shall replenish the amount of the Initial Deposit being held by the City to Twelve Thousand Dollars ($12,000.00). In the event of termination of this Agreement for any reason other than uncured default of the Developer, or completion of the Phase II Development (or if the Phase II Parcel is not sold to Developer, then the completion of the Phase I Development), the City shall promptly return to Developer the remainder of the Initial Deposit not needed for theretofore-accrued City costs and expenses.

Additionally, within thirty (30) days following the Effective Date, Developer shall deposit $58,966.00 into Escrow as a good faith deposit for the acquisition of the Phase I Parcel (the “Phase I Deposit”). Upon the Close of Escrow for Phase I, the Phase I Deposit shall not be applied to the purchase price for the Phase II Parcel, but shall be returned to Developer, as the Purchase Price is being paid by the loan from the Authority. If this Agreement is terminated prior to the Close of Escrow for the Phase I Parcel for any reason other than a default by the Developer, the Phase I Deposit and any portion of the Initial Deposit not needed to pay accrued City costs shall be immediately refunded to the Developer upon the date the Agreement is terminated, and City shall have no obligations with respect to the Phase II Parcel.

Additionally, within thirty days after the Close of Escrow for Phase I Parcel, the Developer shall deposit $43,784 into a Phase II Escrow as a good faith deposit for the acquisition of the Phase II Parcel (the “Phase II Deposit”). Upon the Close of Escrow for Phase II, the Phase I Deposit shall not be applied to the purchase price for the Phase II Parcel, but shall be returned to Developer, as the Purchase Price is being paid by the loan from the Authority. If this Agreement is terminated 211
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as to Phase II, and the termination is not due to a default by the Developer, the Phase II Deposit shall be immediately refunded to the Developer upon the date the Agreement is terminated. The Phase I Deposit and the Phase II Deposit shall each constitute liquidated damages to the City upon a termination of this Agreement as to the applicable Phase/parcel due to a default by Developer.

BUYER ACKNOWLEDGES THAT BY ENTERING INTO THIS AGREEMENT,

SELLER MAY REMOVE THE PROPERTY FROM THE ACTIVE REAL ESTATE MARKET

AND THUS SUSTAIN MISSED OPPORTUNITIES AND EXTENDED CARRYING COSTS, AS WELL AS OTHER DAMAGES. IN THE EVENT THAT THE ESCROW AND THIS

TRANSACTION FAIL TO CLOSE AS A RESULT OF THE DEFAULT OF BUYER IN THE

PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT, BUYER AND

SELLER AGREE THAT SELLER WILL SUSTAIN THESE AND OTHER DAMAGES, AND THAT SELLER’S ACTUAL DAMAGES WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO DETERMINE. THE PARTIES THEREFORE AGREE THAT IN THE EVENT

THAT ESCROW AND THIS TRANSACTION FAIL TO CLOSE AS A RESULT OF A

MATERIAL DEFAULT OF BUYER, AND SELLER IS READY, WILLING AND ABLE TO PERFORM ITS OBLIGATIONS HEREUNDER, SELLER, AS SELLER’S SOLE AND

EXCLUSIVE REMEDY, IS ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF THE INITIAL DEPOSIT THERETOFORE MADE. IN THE EVENT ESCROW FAILS TO CLOSE SOLELY AS A RESULT OF BUYER’S DEFAULT AND SELLER IS READY,

WILLING AND ABLE TO PERFORM ITS OBLIGATIONS HEREUNDER, THEN (A) THIS

AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF BUYER AND SELLER

HEREUNDER AND THE ESCROW CREATED HEREBY SHALL TERMINATE, AND (B)

ESCROW AGENT SHALL, AND IS HEREBY AUTHORIZED AND INSTRUCTED TO,

RETURN PROMPTLY TO BUYER AND SELLER ALL DOCUMENTS AND INSTRUMENTS TO THE PARTIES WHO DEPOSITED THE SAME. THE PAYMENT OF SUCH AMOUNT

AS LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369 BUT IS

INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. SELLER HEREBY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 3389. SELLER AND BUYER

ACKNOWLEDGE THAT THEY HAVE READ AND UNDERSTAND THE PROVISIONS OF THIS SECTION 3.3(b), AND BY THEIR INITIALS IMMEDIATELY BELOW, AGREE TO BE BOUND BY ITS TERMS.

SELLERS’ INITIALS:
__________________________
BUYER’S INITIALS
_________________
Section 3.4 Opening Escrow. To accomplish the transfer of the Phase I Parcel and the Phase II Parcel from the City to the Developer, the Parties will promptly establish an escrow for each transfer with the Title Company after the Effective Date. The Parties will execute and deliver reasonable written instructions to the Title Company to accomplish the terms hereof, which instructions must be consistent with this Agreement.

Section 3.5 Close of Escrow. The Close of Escrow shall occur within thirty (30) days after the Developer has met all of the closing conditions as set forth in Article 2 above for a 212
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particular Parcel, but in no event shall the Close of Escrow occur later than August 31, 2025 for the Phase I Parcel, and in no event shall the Close of Escrow occur later than August 31, 2028 for the Phase II Parcel. At the applicable Close of Escrow, the City shall convey a fee interest in the applicable Parcel to the Developer by the delivery of a Grant Deed to Escrow in the form set forth in the attached Exhibit C for recording at the Close of Escrow.

At the Close of Escrow for Phase I, the Developer shall execute and deliver to Escrow for recording at the Close of Escrow, the Phase I and Phase II Access Easement, the Parcel 9 Easement and the Maintenance Easement.

Developer’s obligation to proceed with the acquisition of the Property from the City pursuant to the terms of this Agreement is subject to the fulfillment or waiver by Developer of each and all of the conditions precedent described below (“Developer Conditions Precedent”). The Developer Conditions Precedent are solely for the benefit of the Developer and shall be fulfilled or waived within the time periods provided for herein, and in any event, no later than the date specified in the Schedule of Performance.

There exists no condition, event or act which would constitute a breach or default under this Agreement, the City Documents, the Development Approvals, or under any other project financing agreements or contracts related to the Development, or which, upon the giving of notice or the passage of time, or both, would constitute such a breach or default by the City.

Subject to payment of the applicable fees, City shall be ready to issue the building permit(s) necessary for the Developer to Commence Construction of the Development.

The Title Company shall, upon payment of Title Company’s regularly scheduled premium, be irrevocably committed to issue an owner’s title policy upon recordation of the applicable Grant Deed insuring Developer’s interest in the Property, subject only to the exceptions in Section 3.7 below.

The Parcel Map has been approved by the City and the Developer and has been recorded or is ready to be recorded currently with the Close of Escrow in the Official Records of Riverside County.

There shall be an absence of any condemnation, environmental or other pending governmental or any type of administrative or legal proceedings with respect to the Property which would materially and adversely affect Developer’s intended uses of the Property or the value of the Property.

The City has executed and delivered to Escrow (x) the Phase I and Phase II Access Easement, (y) the Parcel 9 Easement and (z) the Maintenance Easement.

The City has executed and delivered to Escrow applicable Housing Agreement and Notice of Affordability Restrictions, duly executed and acknowledged.

There shall not have occurred between the Effective Date and the Closing a material adverse change to the physical condition of the Property. 213
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There is no existing, pending or threatened litigation, suit, action or proceeding before any court or administrative agency affecting the City or the Developer or the Property that would, if adversely determined, materially adversely affect the Development or the Developer’s or the City’s ability to perform their obligations under this Agreement or the Developers’ ability to develop and operate the Development.

Section 3.6 Costs of Escrow and Closing. The Developer must pay all of the City’s and Authority’s legal fees and costs, the cost of title insurance, transfer tax, Title Company document preparation, recordation fees, and the escrow fees of the Title Company, if any, and any additional costs to close the applicable escrow. The costs borne by the Developer are in addition to the Purchase Prices of the Parcels.

Section 3.7 Condition of Title. Upon the Close of Escrow for each Phase, the Developer will take title subject to all title exceptions in the Title Report and all other liens, encumbrances, clouds and conditions, rights of occupancy or possession, except, applicable building and zoning laws and regulations;
(a) The conditions and easements on the Parcel Map;
(b) the Phase I and Phase II Access Easement;
(c) the applicable Housing Agreement;
(d) the applicable Density Bonus Agreement;
(e) the applicable Deed of Trust and Notice of Restrictions; (f) any lien for current taxes and assessments or taxes and assessments accruing subsequent to Close of Escrow;
(g) the liens of any Approved Financing (approved by the City); (h) any other matters created by or with the consent of Developer.

Section 3.8 Condition of Property; City Information. In fulfillment of the purposes of Health and Safety Code Section 25359.7(a), to the City’s Current Actual Knowledge, no release of Hazardous Materials has come to be located on or beneath the Property except as previously disclosed by the City to the Developer. The Developer has completed all due diligence activities, including but not limited to a physical adequacy determination of the Property, and may not terminate this Agreement as a result of the purported physical unsuitability of the Property. As used in this Agreement, the phrase “to the City’s Current Actual Knowledge” and words of similar import shall mean the actual knowledge of the City Manager (the “City Representative”), on behalf of the City, as of the Effective Date, without any duty of separate inquiry and investigation. The City represents and warrants that the City Representative is that person affiliated with the City most knowledgeable regarding the ownership and operation of the Property. Developer hereby agrees that the foregoing person shall not have or incur any personal liability for the breach of any representation or warranty in this Agreement, and that Developer’s sole remedy for any such breach shall be against the City.
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Section 3.9 “As is” Conveyance. Prior to the effective date, the Developer was provided the opportunity to investigate the Property and has approved the physical condition of the Property. The Developer specifically acknowledges and agrees that the City is selling each Phase of the Property to the Developer and the Developer is buying each Phase of the Property from the City (and all thereon) on an “as is with all faults” basis and that the Developer is not relying on any representations or warranties of any kind whatsoever, express (except as expressly set forth in this agreement) or implied, from the City as to any matters concerning the Property, including without limitation: (1) the quality, nature, adequacy and physical condition of the Property (including, without limitation, topography, climate, air, water rights, water, gas, electricity, utility services, grading, drainage, sewers, access to public roads and related conditions); (2) the quality, nature, adequacy, and physical condition of soils, geology, and groundwater; (3) the existence, quality, nature, adequacy and physical condition of utilities serving the Property; (4) the development potential of the Property, and the Property’s use, habitability, merchantability, or fitness, suitability, value or adequacy of the Property for any particular purpose; (5) public or private restrictions on the use of the Property; (6) the compliance of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances, covenants, conditions and restrictions of any governmental or quasi-governmental entity or of any other person or entity; (7) the presence or absence of hazardous materials on, under or about the Property or the adjoining or neighboring property; and (8) the condition of title to the Property.

The Developer affirms that the Developer has not relied on the skill or judgment of the City or any of its agents, employees or contractors to select or furnish the Property for any particular purpose, and that the City makes no warranty that the Property is fit for any particular purpose. The Developer acknowledges that it shall use its independent judgment and make its own determination as to the scope and breadth of its due diligence investigation which it shall make relative to the Property and shall rely upon its own investigation of the physical, environmental, economic, and legal condition of the Property (including, without limitation, whether the Property is located in any area which is designated as a special flood hazard area, dam failure inundation area, earthquake fault zone, seismic hazard zone, high fire severity area or wildland fire area, by any federal, state or local agency). The Developer undertakes and assumes all risks associated with all matters pertaining to the Property’s location in any area designated as a special flood hazard area, dam failure inundation area, earthquake fault zone, seismic hazard zone, high fire severity area or wildland fire area by any federal, state or local agency.

Section 3.10 Survival. The terms and conditions of this Section expressly survive the Close of Escrow. The City is not liable or bound in any manner by any oral or written statements, representations, or information pertaining to the Property furnished by any contractor, agent, employee, servant, or other person. The Developer acknowledges that the lease price will reflect the “as is” nature of this sale and any faults, liabilities, defects, or other adverse matters that may be associated with the Property. The Developer has fully reviewed the disclaimers and waivers set forth in this Agreement with the Developer’s counsel and understands the significance and effect thereof.

Section 3.11 Acknowledgment. The Developer acknowledges and agrees that:
(1) to the extent required to be operative, the disclaimers of warranties contained in this Section are “conspicuous” disclaimers for purposes of all applicable laws and other legal requirements; and (2) the disclaimers and other agreements set forth in such sections are an integral part of this Agreement, that the lease price will be adjusted to reflect the same and that the City would not 215
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have agreed to lease the Property to the Developer without the disclaimers and other agreements set forth in this Section.

Section 3.12 Developer’s Release. The Developer, on behalf of itself and anyone claiming by, through or under the Developer hereby waives its right to recover from and fully and irrevocably releases the City and the Authority, and City Council members, Authority board members and the officers, directors, representatives, consultants, employees and agents of City and/or Authority (the “Released Parties”) from any and all claims, responsibility, and/or liability that the Developer may have or hereafter acquire against any of the Released Parties for any costs, loss, liability, damage, expenses, demand, action or cause of action arising from or related to:
(1) the condition (including any construction defects, errors, omissions or other conditions, latent or otherwise), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever; (2) any presence of Hazardous Materials; and (3) any information furnished by the Released Parties under or in connection with this Agreement.

Section 3.13 Scope of Release. The release set forth in Section 3.7(e) above includes claims of which the Developer is presently unaware or which the Developer does not presently suspect to exist which, if known by the Developer, would materially affect the Developer’s release of the Released Parties. The Developer specifically waives the provision of any statute or principle of law that provides otherwise. In this connection and to the extent permitted by law, the Developer agrees, represents and warrants that the Developer realizes and acknowledges that factual matters now unknown to the Developer may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and the Developer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that the Developer nevertheless hereby intends to release, discharge and acquit the Released Parties from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Accordingly, the Developer, on behalf of itself and anyone claiming by, through or under the Developer, hereby assumes the above-mentioned risks and hereby expressly waives any right the Developer and anyone claiming by, through or under the Developer, may have under Section 1542 of the California Civil Code, which reads as follows:
“A general release does not extend to claims which the creditor or released party does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor or released party.”
Developer’s Initials: __________
Notwithstanding the foregoing, this release does not apply to, nor will the City be released from, the City’s actual fraud or misrepresentation.
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ARTICLE 4

CONSTRUCTION OF DEVELOPMENT
Section 4.1 Construction and Operation Consistent with Agreements. Unless modified by operation of Section 4.2, the Development must be constructed in accordance with the Scope of Development, the Construction Plans and the terms and conditions of the Approved Plans and the City Approvals. The Developer shall comply with all standards and requirements for construction, use, operation, maintenance, management and encumbrance of the Development which are set forth in this Agreement and the City Approvals. As between the City and the Developer, the Developer shall be solely responsible for all costs necessary for the construction and operation of the Development, including, but not limited to, any construction cost overruns.

Developer shall defend, indemnify and hold City harmless from and against any and all claims, liabilities, damages, losses, costs and expenses arising directly or indirectly from or relating to any allegations that City is liable for failure by Developer to pay prevailing wages and/or comply with California Labor Code Sections 1720 et seq. (The foregoing is not an admission by Developer or City that prevailing wages are required in connection with any development on either Phase.) Section 4.2 Commencement of Developments; Interim Deadlines. The Developer must commence construction of the Phase I Development no later than ninety (90) days after closing of the conveyance of the Phase I Parcel]. The Developer must commence construction of the Phase II Development no later than ninety (90) days after closing of the conveyance of the Phase II Parcel. For purposes of this Section 4.2, commencement of construction means the material commencement of grading of the Phase.

Section 4.3 Completion of the Developments. Subject to Section 10.3 below, the Developer must diligently prosecute to completion the construction of each Phase, and the Phase I Development must be completed no later than February 29, 2028, and the Phase II Development must be completed no later than February 28, 2031.

Section 4.4 Equal Opportunity. During the construction of the Development, the Developer, and its successors, assigns, and subcontractors must not discriminate against any employee or applicant for employment in connection with the construction of the Development on any basis listed in Section 12940 of the Government Code. Each of the following activities must be conducted in a non-discriminatory manner: hiring; upgrading; demotion and transfers; recruitment and recruitment advertising; layoff and termination; rate of pay and other forms of compensation; and selection for training including apprenticeship.

Section 4.5 Construction Under Laws.
(a) Compliance with Project Documents. Developer shall construct the Development in conformance with the Approved Plans, Approved Financing, and Financing Proposal and consistent with the City Approvals. Developer shall notify the City in a timely manner of any changes in the work required to be performed under this Agreement, including any additions, changes, or deletions to the plans and specifications approved by the City. 217
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(b) Compliance with Laws. Developer shall cause all construction work to be performed in compliance with, without limitation: (1) all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies now in force or that may be enacted hereafter, including without limitation state prevailing wages pursuant to Labor Code Sections 1770 et seq., and the regulations pursuant thereto; (2) all applicable federal and state accessibility requirements; and (3) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The work shall proceed only after procurement of each permit, license, or other authorization that may be required by any governmental agency having jurisdiction, and Developer shall be responsible to the City for the procurement and maintenance thereof, as may be required of Developer and all entities engaged in work on the construction. (c) Prevailing Wage Laws. The Project is a work of public improvement such that Developer shall pay prevailing wages under California Labor Code Sections 1770 et seq. and shall comply with the other requirements of such statutes. Developer shall defend, indemnify and hold City and Authority harmless from and against any and all claims, liabilities, losses, damages, costs and expenses arising from or relating to any failure by Developer to do so.

Section 4.6 Progress Reports. Until such time as the Developer has completed construction of the Development, as evidenced by the Certificate of Completion, the Developer must provide the City with quarterly progress reports regarding the status of the construction of the Development.

Section 4.7 Construction Responsibilities. The Developer shall comply with the Schedule of Performance.
(a) The Developer is solely responsible for all aspects of the Developer’s conduct in connection with the Development, including but not limited to the quality and suitability of the Construction Plans, the supervision of construction work, and the qualifications, financial condition, and performance of all architects, engineers, contractors, subcontractors, suppliers, consultants, and property managers. Any review or inspection undertaken by the City with reference to the Development is solely for the purpose of determining whether the Developer is properly discharging its obligations to the City and should not be relied upon by the Developer or by any third parties as a warranty or representation by the City as to the quality of the design or construction of the Development.

Section 4.8 Mechanics Liens, Stop Notices, and Notices of Completion. If any claim of lien is filed against the Property or the Development or a stop notice is served on any lender or other third party in connection with the Development, then the Developer must, within twenty (20) days after such filing or service, either pay and fully discharge or cause the Developer’s contractor to pay and fully discharge, the lien or stop notice, effect the release of such lien or stop notice by delivering to the City a surety bond from a surety reasonably acceptable to the City in sufficient form and amount, or provide the City with other assurance reasonably satisfactory to the City that the claim of lien or stop notice will be paid or discharged. (a) If the Developer fails to discharge any lien, encumbrance, charge, or claim in the manner required in this Section or obtain a surety bond, then in addition to any other right or remedy, the City may (but is under no obligation to) discharge such lien, 218
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encumbrance, charge, or claim at the Developer’s expense. Alternatively, the City may require the Developer to immediately deposit with the City the amount necessary to satisfy such lien or claim and any costs, pending resolution thereof. The City may use such deposit to satisfy any claim or lien that is adversely determined against the Developer. (b) The Developer must file a valid notice of cessation or notice of completion upon cessation of construction of the Development for a continuous period of thirty (30) days or more and take all other reasonable steps to forestall the assertion of claims of lien against the Property or the Development. The Developer authorizes the City, but without any obligation, to record any notices of completion or cessation of labor, or any other notice that the City deems necessary or desirable to protect its interest in the Development and Property.

Section 4.9 Inspections. The Developer must permit and facilitate, and require its contractors to permit and facilitate, observation and inspection at the Development by the City and the Authority during business hours with reasonable notice.

Section 4.10 Records. The Developer must maintain complete, accurate, and current records pertaining to the Development for a period of seven (7) years after the creation of such records, and permit any duly authorized representative of the City to inspect and copy records during regular business days/hours. Records must be kept accurate and current, and shall be kept at Developer’s corporate office at 100 Pacifica, Suite 203, Irvine, California. Upon reasonable written notice from the City requesting to review specified Developer records, the Developer shall deliver the records to the City’s offices within fifteen (15) days following the City’s request. (a) The City will notify the Developer of any records it deems insufficient. The Developer will have thirty (30) days after delivery of such a notice to correct any deficiency in the records specified by the City in such notice, or if a period longer than thirty (30) days is reasonably necessary to correct the deficiency, then the Developer must begin to correct the deficiency within thirty (30) days and complete the correction of the deficiency as soon as reasonably possible.

Section 4.11 Certificate of Completion. Promptly after completing the Development on a Parcel (Phase I or II) in accordance with those provisions of this Agreement that relate solely to the obligations of Developer to construct the Development (including the dates for beginning and completion thereof), the City will provide a Certificate of Completion so certifying (the “Certificate of Completion”). The Certificate of Completion will be the conclusive determination that certain covenants in this Agreement with respect to the obligations of the Developer to construct the Development (excluding the Developer’s compliance with Section 4.6) and the dates for the beginning and completion thereof have been met. The Certificate of Completion shall be in such form as will enable such certificate to be recorded in the Official Records. The Certificate of Completion will not constitute evidence of compliance with or satisfaction of any obligation of the Developer to: (a) any holder of a Security Financing Interest.

The Certificate of Completion may not be deemed a notice of completion under the California Civil Code.
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ARTICLE 5

AUTHORITY LOAN PROVISIONS
Section 5.1 Authority Loans. Subject to the terms and conditions set forth in this Agreement, the Authority shall make a loan to the Developer for the Phase I Development in the original principal amount of $1,965,539 and a loan for the Phase II Development in the original principal amount of not less than $4,789,461. The Authority Loan shall be evidenced by two promissory notes: (a) a Promissory Note for the Phase I Development executed by Developer in favor of City in the amount of $1,965,539 secured by the Deed of Trust executed by the Developer as trustor in favor of the City as beneficiary and recorded against the Developer’s fee interest in the Phase I Parcel. and (b) a Promissory Note for the Phase II Development executed by Developer in favor of City in the amount not less than $4,789,461 secured by the Deed of Trust executed by the Developer as trustor in favor of the City as beneficiary and recorded against the Developer’s fee interest in the Phase II Parcel.

Section 5.2 Use of Authority Loan. The proceeds of the Authority Loans shall be used to fund the acquisition (pay the purchase prices) of the Parcels, and the remainder of the Authority Loan for the Phase II Development shall be used for construction costs of the Phase II Development.

Section 5.3 Delivery of Promissory Notes; Recording of Housing Agreements; Deeds of Trust; Notices of Restrictions. Prior to the Close of Escrow and in accordance with the Schedule of Performance, the City shall cause escrow holder to first record the Subdivision Map.

Upon and as a condition to the Close of Escrow for a Parcel, the escrow holder shall first record the applicable grant deed, and then the applicable Housing Agreement and Density Bonus Agreement for that Phase, the applicable Notice of Restrictions and then the applicable Deed of Trust for the applicable Agency Loan (with no intervening recordings). The Housing Agreement and Notice of Restrictions shall remain in full force and effect for fifty-five (55) years after the issuance of the final Certificate of Occupancy for the Development on the applicable Phase, regardless of any repayment of the applicable Authority Loan following a Developer Event of Default or otherwise. The Executive Director of the Authority shall have the authority to execute reasonable subordination agreements subordinating the Authority Deed of Trust for a Phase to the deeds of trust securing other construction and permanent financing, provided copies of the senior loan documents shall have been provided for the City’s reasonable review.

Section 5.4 Term of the Authority Loan. Unless sooner due under the terms of the applicable Note, all principal and interest on the applicable Authority Loan shall be due upon the earliest of: a Transfer of any portion of the applicable collateral Property or the Developer’s interest in such Property other than a Transfer permitted or approved by the Authority as provided in Section 10.6;
(a) the occurrence of a Developer Event of Default for which the Authority exercises its right to cause the Authority Loan indebtedness to become immediately due and payable, or
(b) a default under the Housing Agreement which has not been cured within the time periods specified therein.
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(c) Fifty-five (55) years from the date of the applicable final Certificate of Occupancy.

Section 5.5 Interest; Payments. Simple interest at three percent (3%) per annum shall accrue on the outstanding principal amount of the applicable Authority Loan except in a Developer Event of Default, whereupon interest shall accrue from and after the date of the applicable Promissory Note until paid at the rate of ten percent (10%) or the highest rate permitted by law. Payments shall be structured as residual receipts payments over the course of the applicable Authority Loan and shall first be applied to interest then to principal.

Section 5.6 Disbursement of Authority Loans; Disbursement of Authority Loan for Phase I. The Authority shall deposit into Escrow the Phase I loan. The Phase I funds shall be disbursed by escrow holder to pay the Phase I Purchase Price.

Section 5.7 Disbursement of Authority Loan for Phase II. The Authority shall deposit into Escrow the Phase II loan in the amount of the Phase II Parcel purchase price. The Authority shall also deposit into Escrow the remainder of such loan together with a counterpart of the agreement with the primary construction lender governing that lender’s holding and disbursement of the City’s construction loan funds, with instructions to deliver such funds to such lender provided Escrow has an executed counterpart of such agreement from such lender that is to be delivered to the Authority. If no such agreement is reached or executed and delivered, then Authority shall disburse the construction loan portion of its Phase II loan, not more often that once every thirty (30) days, pursuant to normal and reasonable construction loan disbursement conditions, including that Developer not be in default under the applicable loan documents, that Developer shall have submitted a draw request certifying that the Authority loan is “in balance” (enough undisbursed funds from committed loans exist to pay all Project construction costs) and specifying the costs to be paid (by line item in the budget) with reasonable evidence of such costs, conditional partial mechanics lien releases from payees of the current draw and unconditional partial mechanics lien releases for the costs/work paid with the previous draw of construction loan funds.

Section 5.8 Repayment Schedule. The Authority Loans shall be repaid as follows:
(a) Payments. Commencing on the first June 1st following the completion of the Phase, and on each June 1st thereafter until the applicable Promissory Note is paid in full, the Developer shall make repayments of the applicable Authority Loan from fifty percent (50%) of Residual Receipts. The Authority will share the fifty percent (50%) of Residual Receipts payment with the other public entities providing loans to the Developer for the respective Phase. The Authority’s percentage share of fifty percent (50%) of Residual Receipts shall be equal to the percentage derived by dividing the Authority loan amount by the combined total of the Authority Loan and the other public entity loans committed to the Developer. The Developer shall provide the Authority, within one hundred eighty (180) days following the end of each calendar year, an Annual Financial Statement showing the actual income and expenditures with respect to the Development for the immediately preceding calendar year. Payments made shall be credited first against accrued interest and then against outstanding principal. 221
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(b) Payment in Full. All principal and interest, if any, on the applicable Authority Loan shall, at the option of the Authority, be due and payable upon the earliest of: (1) a Transfer other than a Transfer permitted or approved by the Authority as provided in Article 7 below; (2) the occurrence of an Event of Default for which the Authority exercises its right to cause the applicable Authority Loan indebtedness to become immediately due and payable; or (3) the maturity date of the applicable Promissory Note.
(c) Prepayment. The Developer shall have the right to prepay the Authority Loans at any time.

Section 5.9 Reports and Accounting of Residual Receipts; Audited Financial Statement. In connection with the annual repayment of the Authority Loans, the Developer shall furnish to the Authority an Annual Financial Statement.

Section 5.10 Books and Records. The Developer shall keep and maintain full, complete and appropriate books, record and accounts relating to the Development, including all such books, records and accounts necessary or prudent to evidence and substantiate in full detail the Developer’s calculation of the applicable Residual Receipts, at the Developer’s corporate office currently at 100 Pacifica, Suite 203 in the City of Irvine. Books, records and accounts relating to the Developer’s compliance with the terms, provisions, covenants and conditions of this Agreement shall be kept and maintained in accordance with generally accepted accounting principles consistently applied and shall be consistent with requirements of this Agreement which provide for the calculation of Residual Receipts on a cash basis. All such books, records, and accounts shall be open to and available for inspection by the Authority, its auditors or other authorized representatives at reasonable intervals during normal business hours on reasonable prior notice to the Developer. Copies of all tax returns and other reports that the Developer may be required to furnish any governmental agency shall at all reasonable times be open for inspection by the Authority at the place that the books, records and accounts of the Developer are kept. The Developer shall preserve records on which any statement of Residual Receipts is based for a period of not less than five (5) years after such statement is rendered.

Section 5.11 Non-Recourse. Following recordation of the applicable Deed of Trust, and except as provided below, the Developer shall not have any direct or indirect personal liability for payment of the principal of, or interest on, the applicable Authority Loan or the performance of the covenants of the Developer under the applicable Deed of Trust. The sole recourse of the Authority with respect to the principal of, or interest on, the applicable Promissory Note and defaults by the Developer in the performance of its covenants under the applicable Deed of Trust shall be to the property described in such Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability shall: (a) limit or impair the enforcement against all such security for the applicable Promissory Note of all the rights and remedies of the Authority thereunder; or (b) be deemed in any way to impair the right of the Authority to assert the unpaid principal amount of the applicable Promissory Note as demand for money within the meaning and intendment of Section 431.70 of the California Code of Civil Procedure or any successor provision thereto.

The foregoing limitation of liability is intended to apply only to the obligation for the repayment of the principal of, and payment of interest on the applicable Promissory Note, except 222
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as hereafter set forth; nothing contained herein is intended to relieve the Developer of personal liability for (1) fraud or willful misrepresentation; (2) the failure to pay taxes, assessments or other charges (which are not contested by Developer in good faith) which may create liens on the Property or Phase that are payable or applicable prior to any foreclosure under the applicable Deed of Trust (to the full extent of such taxes, assessments or other charges); (3) the Developer’s indemnification obligations under this Agreement; (4) misappropriation of any rents, security deposits, insurance proceeds, condemnation awards or any other proceeds derived from the collateral security and (5) payment to the Authority of any rental income or other income arising with respect to the Property received by the Developer after the Authority has given notice to the Developer of the occurrence of an Event of Default, subject to the rights of any lender providing a loan secured by the Property to which Authority has subordinated the Deed of Trust.

ARTICLE 6

ONGOING DEVELOPER OBLIGATIONS
Section 6.1 Applicability. The conditions and obligations set forth in this Article 6 apply throughout the term of the Regulatory Agreement, unless a different period of applicability is specified for a particular condition or obligation.

Section 6.2 Use of Development. The Developer hereby agrees that, for the entire Term, the Development will be used and continuously operated only as affordable housing in accordance with all applicable requirements of the California Community Redevelopment Law (the “Law”), including, but not limited to, the requirement that such housing be provided to households described in Section 50079.5 of the Law, at rents not exceeding the amounts set forth in Section 50053(b)(3). In the event of any conflict between the terms of this Agreement and the Regulatory Agreement, the Developer shall comply with the stricter requirement. In addition, the Developer shall comply with the TCAC Regulatory Agreement (each while they are in effect) all other applicable laws, statutes, and regulations governing the Development, including, but not limited to affordability restrictions of all other public entities encumbering the Phase and the applicable requirements of Code Section 42, and all TCAC regulations, for such time that the Development is subject to such regulations.

Section 6.3 Maintenance. The Developer agrees to maintain all interior and exterior portions of the Development, including landscaping, of the Development in first-class condition and repair and in a sanitary condition (and, as to landscaping, in a healthy condition, subject to any restrictions on water use) and all applicable laws, rules, ordinances, orders, and regulations of all federal, state, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials. (a) The Developer acknowledges the great emphasis the City places on quality maintenance to protect its investment and to provide quality affordable and market-rate housing for area residents. In addition, the Developer must keep the Development free from all graffiti, and any accumulation of shopping carts, debris or waste material. The Developer must promptly make all repairs and replacements necessary to keep the Development in first-class condition and repair and promptly eliminate all graffiti and replace dead and diseased plants and landscaping with comparable approved materials.
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(b) In the event that the Developer breaches any of the covenants contained in this Section and such default continues for a period of seven (7) days after written notice from the City with respect to graffiti, debris, waste material, and general maintenance or thirty (30) days after written notice from the City with respect to landscaping and building maintenance, then the City, in addition to whatever other remedy it may have at law or in equity, will have the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the default. Under such right of entry, the City will be permitted (but is not required) to enter upon the Property and perform all acts and work necessary to protect, maintain, and preserve the Development and landscaped areas on the Property, and Developer shall reimburse City for the costs thereof and a ten percent (10%) administrative charge within ten (10) days after written demand with evidence of the costs.

Section 6.4 Taxes and Assessments. The Developer must pay all real and personal property taxes, assessments and charges and all franchise, income, employment, social security benefit, withholding, sales, and other taxes assessed against it, or payable by it, at such times and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching to the Property; provided, however, that the Developer has the right to contest in good faith, any such taxes, assessments, or charges. In the event the Developer exercises its right to contest any tax, assessment, or charge against it, the Developer, on final determination of the proceeding or contest, must immediately pay or discharge any decision or judgment rendered against it, together with all costs, charges and interest.

Section 6.5 Mandatory Language in All Subsequent Deeds, Leases and Contracts; Basic Requirement. The Developer may not restrict the rental, sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Development on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code. Developer or any person claiming under or through the Developer may not 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, sublessees or vendees in the Development. The foregoing covenant runs with the land.

Section 6.6 Provisions in Conveyance Documents. All deeds, leases or contracts made or entered into by Developer, and its successor and assigns permitted under this Agreement, as to any portion of the Property must contain therein the following language:
(1) In Deeds:
“(1) Grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed, nor shall the grantee or any person claiming under or through the grantee, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, 224
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subtenants, sublessees or vendees in the property herein conveyed. The foregoing covenant shall run with the land.
(2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).”
(2) In Leases:
“(1) Lessee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the lessee or any person claiming under or through the lessee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).”
(3) In Contracts:
“(1) There shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property nor shall the transferee or any person claiming under or through the transferee 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, sublessees or vendees of the land. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, 225
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relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).”
Section 6.7 Management Agent. The Developer shall manage or cause the Development to be managed in a prudent and business-like manner, consistent with good property management standards for other comparable high quality, well-managed affordable rental housing projects in the City of Palm Desert. The Developer shall be responsible for all repair and maintenance functions of the Development, including ordinary maintenance and replacement of capital items. The Developer shall ensure maintenance of units and common areas in accordance with local health, building and housing codes. Developer may contract with an experienced property management company or property manager, to operate and maintain the Development (“Property Manager”). The Property Management contract shall be subject to prior written approval by the City and shall contain a provision allowing the Developer, with the approval of the lenders and the California Tax Allocation Committee, to terminate the contract without penalty upon no more than thirty (30) days’ notice.
(a) The Developer will develop a management plan and deliver a copy thereof to City as a condition to the closing of each Phase (a “Property Management Plan”). The Property Management Plan shall include the following:
(1) The role and responsibility of the Developer and its delegation of authority, if any, to the Property Manager; (2) Personnel policy and staffing arrangements, including ongoing training of staff in best practices for serving the Project tenants; (3) Plans and procedures for publicizing and achieving early and continued occupancy;
(4) Procedures for determining tenant eligibility, and selecting tenants, and for certifying and annually recertifying household status, income and size; (5) Plans for carrying out an effective maintenance and repair program;
(6) Rent collection policies and procedures;
(7) Plans for enhancing tenant-management relations;
(8) Appeal and grievance procedures;
(9) Description of how service staff and property management staff will work together to prevent evictions and to facilitate the implementation of reasonable accommodation policies.
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written notice to the Developer specifying the Property Manager’s breach of the Management Plan and providing the Developer at least thirty (30) days to cure the specified breach. Within thirty (30) days the Developer must either use good faith efforts to cure the breach or, if such cure is of the nature to take longer than thirty (30) days, the Developer shall commence the cure during the thirty (30) day period and complete the cure by the conclusion of one hundred eighty (180) days the Developer’s receipt of the City’s notice, or in such other time period as the parties may mutually agree. If the Developer has failed to cure the breach of the Management Plan by the expiration of the relevant cure period, the City may immediately provide a written notice to the Developer requiring that the Developer promptly terminate the existing Property Manager and contract with an alternative qualified management agent to operate the Project, each with the approval of the lenders and the California Tax Allocation Committee, or to make such other arrangements as the City deems reasonably necessary to ensure performance of the functions and obligations set forth in the applicable Property Management Plan.

Section 6.8 Insurance Requirements; Required Coverage. The Developer must maintain and keep in force, at the Developer’s sole cost and expense, the following insurance applicable to the Development:
(a) Workers’ Compensation insurance, as required by the State of California and consistent with statutory limits, and Employers’ Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident for bodily injury or disease. (b) Commercial General Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence and Five Million Dollars ($5,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broad form Property Damage, Products and Completed Operations. Products and Completed Operations coverage must be obtained no later than completion of construction of the Development. The Developer shall cause the Developer’s general contractor to maintain Commercial General Liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence and Four Million Dollars ($4,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broad form Property Damage, Products and Completed Operations.
(c) Commercial Automobile Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence combined single limit for Bodily Injury and Property Damage, including coverages for owned, non-owned and hired vehicles, as applicable; provided, however, that if the Developer does not own or lease vehicles, or operate any non-owned vehicles for purposes of this Agreement, then no automobile liability insurance will be required and both Parties to this Agreement must initial this provision signifying same. (d) Professional liability insurance in an amount not less than One Million Dollars ($1,000,000) each occurrence and Two Million Dollars ($2,000,000) aggregate policy limit. Developer may meet this requirement by requiring any design professional retained by the Developer or general contractor to maintain professional liability insurance in the minimum amounts specified in this subsection.
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(e) Builders’ risk insurance during the course of construction (and upon completion of construction, property insurance) covering the Development and covering all risks of loss, excluding earthquake and including flood (if required), for one hundred percent (100%) of the replacement value, with deductible, if any, acceptable to the City.

Section 6.9 Subcontractor’s Insurance. Developer must require and verify that all subcontractors and agents working on the Development maintain Workers’ Compensation insurance meeting all the requirements stated in this Section, and Developer must ensure that City and the Authority are both additional insureds on insurance required from subcontractors as described in subsection (c)(2) of this Section.
(a) General Requirements.
(1) Except for professional liability, the required insurance must be provided under an occurrence form, and the Developer must maintain such coverage continuously throughout the Term. Should any of the required insurance be provided under a form of coverage that includes an annual aggregate limit or provides that claims investigation or legal defense costs be included in such annual aggregate limit, such annual aggregate limit must be three (3) times the occurrence limits specified above.
(2) All Commercial General Liability, Commercial Automobile Liability and Property insurance policies (including builders’ risk) must be endorsed to name as additional insureds the City, the Authority and their elected officials, officers, directors, representatives, consultants, employees, and agents. The endorsement must include liability arising out of work or operations performed by or on behalf of Developer including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed by or on behalf of Developer. For commercial general liability, the policy must be endorsed with a form at least as broad as ISO form CG 20 10 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used.
(3) Developer’s insurance must be primary to any other
insurance (including self-insurance) available to the City or the Authority (including elected officials, officers, directors, representatives, consultants, employees, and agents) with respect to any claim arising out of this Agreement. Any insurance maintained by the City or Authority shall be excess of the Developer’s insurance and shall not contribute with it. (4) No policy shall be canceled, limited, or allowed to expire without renewal until after thirty (30) days written notice has been given to the City and Authority by first class mail.
(5) Insurance is to be placed with insurers with a current A.M.

Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity. Exception may be made for the State Compensation Insurance Fund when not specifically rated. (b) Deductibles. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either:
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(1) Developer must reduce or eliminate such deductibles or selfinsured retentions as respects the City and its elected officials, officers, directors, representatives, consultants, employees, and agents; or,
(2) Developer must provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.
(c) Subrogation Waiver. Developer hereby grants to City and the Authority a waiver of any right to subrogation which any insurer of Developer may acquire against the City by virtue of the payment of any loss under such insurance. Developer agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation. The Workers’ Compensation policy must be endorsed with a waiver of subrogation in favor of City for all work performed by Developer, its employees, agents, and subcontractors. This provision applies regardless of whether or not the City or Authority has requested or received a waiver of subrogation endorsement from the insurer.

Section 6.10 Certificates of Insurance. As a condition to the Close of Escrow for each Phase, the Developer must provide certificates of insurance, in form and with insurers reasonably acceptable to the City, evidencing compliance with the requirements of this Section, and must provide complete copies of such insurance policies, including endorsements as required by this Section. However, failure to obtain the required documents before the work beginning shall not waive Developer’s obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time.

Section 6.11 Additional Coverage. Developer may carry, at its own expense, any additional insurance it deems necessary or prudent. If Developer maintains higher levels than the minimums shown above, City requires and shall be entitled to coverage for the higher limits maintained by Developer. Any available insurance proceeds in excess of the specified minimum levels of insurance and coverage shall be available to the City.

Section 6.12 Audits. The Developer must make available for examination at reasonable intervals and during normal business hours to the Authority and the City all books, accounts, reports, files, and other papers or property with respect to all matters covered by this Agreement, and permit the Authority and the City to audit, examine, and make excerpts or transcripts from such records, and such records shall be kept at 100 Pacifica, Suite 203 in the City of Irvine. The Authority and the City may make audits of such records. 229
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ARTICLE 7

ASSIGNMENTS AND TRANSFERS
Section 7.1 Definitions. As used in this Article 7, the term “Transfer” means:

Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode or form, of or with respect to this Agreement or of the Development or any part thereof or any interest therein or any contract or agreement to do any of the same; (a) Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode or form, of or with respect to any ownership interest in Developer or any contract or agreement to do any of the same; (b) Any merger, consolidation, sale or lease of all or substantially all of the assets of the Developer; or
(c) The leasing of part or all of the Development thereon; provided, however, that leasing of the Units included within the Development to tenant occupants in accordance with the Regulatory Agreement or the leasing of the Commercial Space in the Development in accordance with this Agreement shall not be deemed a Transfer for purposes of this Article 7.

Section 7.2 Purpose of Restrictions on Transfer. This Agreement is entered into solely for the purpose of the development and operation of the Development and its subsequent use in accordance with the terms hereof. The Developer recognizes that the qualifications and identity of Developer are of particular concern to the City, in view of:
(a) The importance of the redevelopment of the Property to the general welfare of the community;
(b) The land acquisition assistance and other public aids that have been made available by law and by the government for the purpose of making such redevelopment possible;
(c) The reliance by the City upon the unique qualifications and ability of the Developer to serve as the catalyst for development of the Property; (d) The fact that a change in ownership or Control of the Developer, or of a substantial part thereof, or any other act or transaction involving or resulting in a significant change in ownership or with respect to the identity of the parties in Control of the Developer is for practical purposes a transfer or disposition of the Property; (e) The fact that the Property is not to be acquired or used for speculation, but only for development and operation by the Developer in accordance with this Agreement and the Regulatory Agreement; and
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(f) The Developer further recognizes that it is because of such qualifications and identity that the City is entering into this Agreement with the Developer and that Transfers are permitted only as provided in this Agreement.

Section 7.3 Prohibited Transfers. Any Transfer made in contravention of this Section and is void and are deemed to be a Developer Event of Default under this Agreement whether or not the Developer knew of or participated in such Transfer. Except for permitted Transfers described in Section 7.4, no Transfer shall be permitted in the absence of specific written agreement by the City, and, unless approved by the City in writing, no Transfer or assignment will be deemed to relieve the Developer or any other party from any obligations under this Agreement.

Section 7.4 Permitted Transfers. Notwithstanding the provisions of Section 7.3, the following Transfers are permitted and are hereby approved by the City without further review.

Any consent by the City under this Section 7.4 shall constitute the consent of the Authority:
(a) Notwithstanding the provisions of Section 7.3, the following Transfers shall be permitted and are hereby approved by the City:
(1) Any Transfer creating a Security Financing Interest permitted pursuant to the approved Financing Proposal;
(2) Any Transfer of an entire Phase to a limited partnership in which the Developer or an entity Controlled by the Developer is the administrative general partner of such limited partnership (provided City shall have been given a copy of the limited partnership, and copies of the organizational documents of the general partner). (3) The Transfer of an entire Phase to a nonprofit managing general partner pursuant to a right of first refusal agreement given by a limited partnership owner of the Phase.
(4) The Transfer of an entire Phase to the administrative general partner pursuant to an option agreement given by a limited partnership owner of the Phase. (5) The admission of a tax credit investor limited partner to Developer, and any subsequent transfer of investor limited partner interest thereafter. (6) Any Transfer directly resulting from the foreclosure of a Security Financing Interest or the granting of a deed in lieu of foreclosure of a Security Financing Interest or as otherwise permitted under Article;
(7) The leasing of residential units within the Development in accordance with the applicable Housing Agreement;
(8) The granting of reasonable easements or permits to facilitate the Development of the Property.

Section 7.5 Other Transfers with City Consent. Any Transfers not permitted under Section 7.4 shall require the prior written approval of the City Manager. 231
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(a) No Transfer of this Agreement permitted under this Section will be effective unless, at the time of the Transfer, the transferor and transferee enter into and records an assignment and assumption agreement in a form reasonably approved by the City Manager.

Section 7.6 Termination of Limitations on Transfers. The limitations on Transfers set forth in this Article 7 shall apply with respect to the Property or a Phase until issuance by the City of a Certificate of Completion for the Phase.

ARTICLE 8

DEFAULT AND REMEDIES
Section 8.1 General Applicability. The provisions of this Article 8 govern the Parties’ remedies for breach or failure of this Agreement. If a closing condition does not occur, then either Party shall not be obligated to convey or accept the applicable parcel, may terminate the obligation to convey/accept and the Deposit shall be returned to the Developer; however, the foregoing does not relieve a party from the implied covenant of good faith and fair dealing (with the understanding that such implied covenant does not apply to the City acting in its governmental capacity).

Section 8.2 Fault of City. Each of the following events, if uncured after expiration of the applicable cure period in constitutes a “City Event of Default”. The City, without good cause, fails to sell the Property to the Developer in the manner set forth in Article 3 and the Developer is otherwise entitled by this Agreement to such conveyance; or (a) The City breaches any other material provision of this Agreement which is materially adverse to Developer.

Section 8.3 Fault of Authority. Each of the following events, if uncured after expiration of the applicable cure period, constitutes an “Authority Event of Default”:
(a) The Authority, without good cause, fails to disburse the Authority Loan to the Developer in the manner set forth in Article 5 and the Developer is otherwise entitled by this Agreement to the disbursement; or
(b) The Authority breaches any other material provision of this Agreement which is materially adverse to Developer.

Section 8.4 Fault of Developer. Each of the following events, if uncured after expiration of the applicable cure period, constitutes a “Developer Event of Default”:
(a) The Developer fails to exercise good faith and diligent efforts to satisfy, within the time and in the manner set forth in Article 3, one or more of the conditions precedent to the City’s obligation to convey the Property to the Developer; (b) The Developer refuses to accept conveyance from the City of the Property within the time periods and under the terms set forth in Article 3 and fails to cure the default within thirty (30) days after notice of default from City or Authority; 232
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(c) The Developer fails to construct the Development in violation of Article 4 cure the default within thirty (30) days after notice of default from City or Authority; (d) The Developer fails to comply with any construction deadlines in the Schedule of Performance.
(e) Any default by the Developer under the Housing Agreement shall also be a Developer Event of Default under this Agreement and the Authority Loan Documents, subject to any required notice and cure period under the Housing Agreement; (f) A Transfer occurs, either voluntarily or involuntarily, in violation of Article 7;
(g) Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted to the City in connection with this Agreement proves to have been incorrect in any material and adverse respect when made; (h) A court having jurisdiction makes or enters any decree or order:
(1) adjudging the Developer to be bankrupt or insolvent; (2) approving as properly filed a petition seeking reorganization of the Developer, or seeking any arrangement for the Developer, under the bankruptcy law or any other applicable debtor’s relief law or statute of the United States or any state or other jurisdiction; (3) appointing a receiver, trustee, liquidator, or assignee of the Developer, in bankruptcy or insolvency or for any of their properties; or (4) directing the winding up or liquidation of the Developer, if any such decree or order described in clauses (1) to (4), inclusive, continued unstayed or undischarged for a period of ninety (90) days unless a lesser time period is permitted for cure under any other mortgage on the Property, in which event such lesser time period will apply under this subsection (i) as well; or the Developer, admits in writing its inability to pay its debts as they fall due or voluntarily submits to or files a petition seeking any decree or order of the nature described in clauses (1) to (4), inclusive; (i) The Developer assigns its assets for the benefit of its creditors or suffered a sequestration or attachment of or execution on any substantial part of its property, unless the property so assigned, sequestered, attached or executed upon have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure under any other mortgage on the Property, in which event such lesser time period will apply under this subsection as well) or prior to sooner sale under such sequestration, attachment, or execution; (j) The Developer voluntarily suspends its business or, the Developer is dissolved or terminated;
(k) There occurs any default declared by any entity under any loan document to which City or Authority is not a party/beneficiary, and which is related to any loans secured by a deed of trust on the Development or any such deed of trust or any regulatory agreement recorded against the Property (other than the Housing Agreement), after the expiration of applicable cure periods in the applicable documents; or (l) The Developer breaches any other provision of this Agreement and fails to cure the default within thirty (30) days after notice of default from City or Authority, or 233
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the Developer breaches any other provision of any Authority Loan Documents and fails to cure the same within: (a) the cure period in the Authority Loan Documents, if any applicable to the default; or (b) if no cure period applies, and the default is not included/described in the preceding subsections, then Developer fails to cure the default within thirty (30) days after written notice from Authority.

Section 8.5 Notice and Cure Period Regarding City/Authority Defaults. Before initiating any action for relief against City or Authority for an alleged breach of this Agreement, Developer must deliver to City or Authority, as applicable, a written notice of breach specifying all of the reasons for the allegation of default with reasonable particularity. Within thirty (30) days, City or Authority (as applicable) must either: (1) use good faith efforts to cure the breach or, if such cure is of the nature to take longer than thirty (30) days, to follow the procedures specified in subsection (b) below; or (2) if in the determination of the City or Authority, the event does not constitute a breach of this Agreement, the City or Authority, as applicable, within thirty (30) days of receipt of the Notice of Default, must deliver to Developer a notice which sets forth with reasonable particularity the reasons that a default has not occurred. Failure to respond within the thirty (30) day period may not be deemed an admission of the default. (a) If the City or Authority, as applicable, believes that the Default cannot practically be cured within the thirty (30)-day period, it shall not be in Default provided that: (1) the cure is commenced during the thirty (30) day period after receipt of the Notice of Default; (2) within the thirty (30) day period, the Defaulting Party provides a schedule to Developer for cure, ; and (3) the cure is thereafter diligently prosecuted to completion, and City or Authority as applicable uses good faith efforts to comply with the schedule.

Section 8.6 Remedies; City Remedies. With respect to an uncured Developer Event of Default, the City shall be entitled to take any or all of the following remedies:
(a) Terminating this Agreement by giving written notice to the Developer; provided, however, that the City’s remedies under this Article 8 and the indemnification provisions of this Agreement survive such termination. If the City elects to terminate this Agreement, the provisions of this Agreement that are specified to survive such termination shall remain in full force and effect.
(b) Prosecuting an action for damages (excluding specific performance, punitive damages and indirect consequential damages); or seeking any other remedy available at law or in equity (excluding punitive damages and indirect consequential damages).

Section 8.7 Developer Remedies. With respect to an uncured City Event of Default or Authority Event of Default, the Developer shall be entitled to take any or all of the following remedies:
(a) Terminating this Agreement by giving written notice to the Developer; provided, however, that the Developer’s remedies under this Article 8 and the indemnification provisions of this Agreement survive such termination. If the Developer elects to terminate this Agreement, the provisions of this Agreement that are specified to survive such termination shall remain in full force and effect.
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(b) Prosecuting an action for damages (excluding specific performance, punitive damages, lost profits and indirect consequential damages); or seeking any other remedy available at law or in equity (excluding punitive damages and indirect consequential damages).

Section 8.8 Authority Remedies. With respect to an uncured Developer Event of Default as to a Phase, the Authority shall be entitled to exercise any or all remedies permitted at law or in equity, and any remedies under the Promissory Note and Deed of Trust for that Phase (including acceleration of the applicable loan).

Section 8.9 Rights of Mortgagees. Any rights of the City or Authority under this Article 8 will not defeat, limit or render invalid any Security Financing Interest permitted by this Agreement or any rights provided for in this Agreement for the protection of holders of Security Financing Interests.

Section 8.10 Remedies Cumulative. No right, power, or remedy given to the City by the terms of this Agreement is intended to be exclusive of any other right, power, or remedy; and each and every such right, power, or remedy will be cumulative and in addition to every other right, power, or remedy given by the terms of any such instrument, or by any statute or otherwise.

Neither the failure nor any delay to exercise any such rights and remedies will operate as a waiver thereof, nor will any single or partial exercise of any such right or remedy preclude any other or further exercise of such right or remedy, or any other right or remedy.

ARTICLE 9

SECURITY FINANCING AND RIGHTS OF HOLDERS
Section 9.1 No Encumbrances Except for Development Purposes.

Notwithstanding any other provision of this Agreement, mortgages and deeds of trust, or any other reasonable method of security are permitted to be placed upon the Developer’s fee interest in the Property, but only for the purpose of securing loans approved by the City under the approved Financing Proposal. Mortgages, deeds of trust, or other reasonable security instruments securing loans approved by the City under the approved Financing Proposal are each referred to as a “Security Financing Interest.” The words “mortgage” and “deed of trust” as used in this Agreement include all other appropriate modes of financing real estate acquisition, construction, and land development.

Section 9.2 Holder Not Obligated to Construct. The holder of any Security Financing Interest authorized by this Agreement is not obligated to construct or complete any Development or to guarantee such construction or completion; nor will any covenant or any other provision in conveyances from the City to the Developer evidencing the realty comprising the Property or any part thereof be construed so to obligate such holder. However, no such holder shall devote the Property or any portion thereof to any uses, or to construct any Development thereon, other than the Development provided for or authorized by this Agreement and the Housing Agreement.

Section 9.3 Notice of Default and Right to Cure. Whenever the City under its rights set forth in Article 8 of this Agreement delivers any notice or demand to the Developer with 235
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respect to the commencement, completion, or cessation of the construction of the Development, the City will at the same time deliver to each holder of record of any Security Financing Interest creating a lien upon the Developer’s fee interest in the Property or any portion thereof, and the Investor, a copy of such notice or demand provided City shall have been given written notice of its address for notice by the Developer. Each such holder (insofar as the rights of the City are concerned) has the right, but not the obligation, at its option, within ninety (90) days after the delivery of the notice, to cure or remedy or commence to cure or remedy any such default or breach affecting the Property which is subject to the lien of the Security Financing Interest held by such holder and to add the cost thereof to the security interest debt and the lien on its security interest.

Nothing contained in this Agreement is deemed to permit or authorize such holder to undertake or continue the construction or completion of the Development (beyond the extent necessary to conserve or protect such Development or construction already made) without first having expressly assumed in writing the Developer’s obligations to the City relating to such Development under this Agreement under an assignment and assumption agreement prepared by the City and recordable among the Official Records (the “Security Financing Interest Assignment”). The holder in that event must agree to complete, in the manner provided in this Agreement (or as may be amended by the Security Financing Interest Assignment; provided, however, the City is under no obligation to extend the dates for performance set forth in this Agreement), the Development to which the lien or title of such holder relates. Any such holder properly completing such Development under this paragraph must assume all rights and obligations of Developer under this Agreement and will be entitled, upon completion and written request made to the City, to a Certificate of Completion from the City.

Section 9.4 Failure of Holder to Complete Development. In any case where six (6) months after default by the Developer in completion of construction of the Development under this Agreement, the holder of record of any Security Financing Interest, having first exercised its option to construct under the Security Financing Interest Assignment, has not proceeded diligently with construction (as reasonably determined by the City), the City and Authority must be afforded those rights against such holder it would otherwise have against Developer under this Agreement.

Section 9.5 Right of Cure. In the event of a default or breach by the Developer of a Security Financing Interest prior to the completion of the Development, and the holder has not exercised its option to complete the Development on the Property, the City or Authority may cure the default, prior to the completion of any foreclosure. In such event the City or Authority as applicable will be entitled to reimbursement from the Developer of all costs and expenses incurred bin curing the default. The City will also be entitled to a lien upon the Property or any portion thereof to the extent of such costs and disbursements, or in the case of the Authority, the Developer’s obligation to reimburse for costs and disbursements shall be included in the obligations secured by the applicable Deed of Trust. The City agrees that such lien will be subordinate to any Security Financing Interest, and the City will execute from time to time any and all documentation reasonably requested by Developer to effect such subordination.

Section 9.6 Right of City to Satisfy Other Liens. After the conveyance of title to the Property or any portion thereof and after the Developer has had a reasonable time to challenge, cure or satisfy any liens or encumbrances on the Property or any portion thereof, the City will have the right to satisfy any such lien or encumbrances; provided, however, that nothing in this Agreement will require the Developer to pay or make provision for the payment of any tax, 236
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assessment, lien or charge so long as the Developer in good faith may contest the validity or amount therein and so long as such delay in payment is not subject the Property or any portion thereof to forfeiture or sale.

Section 9.7 Holder to be Notified. The Developer will insert each term contained in this Article 9 into each Security Financing Interest or will procure acknowledgement of such terms by each prospective holder of a Security Financing Interest prior to its coming into any security right or interest in the Property or portion thereof.

Section 9.8 Estoppel Certificates. Any Party may at any time, and from time to time, deliver written notice to another Party requesting such other party to certify in writing that, to the knowledge of the certifying Party: (a) this Agreement is in full force and effect and a binding obligation of the Parties; (b) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments; and (c) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, the notice shall describe the nature and amount of any such default. A Party receiving a request shall execute and return such certificate within fifteen (15) days following receipt of the request. The City Manager is authorized to execute any estoppel certificate requested by the Developer on behalf of the City.

The Authority’s Executive Director is authorized to execute any estoppel certificate requested by the Developer on behalf of the Authority.

ARTICLE 10

GENERAL PROVISIONS
Section 10.1 Notices, Demands and Communications. Formal notices, demands, and communications between the City and the Developer will be sufficiently given if, and not be deemed given unless, dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered by reputable overnight delivery service, to the principal office of the City and the Developer as follows:

City and Authority: City of Palm Desert/Palm Desert Housing Authority 73-510 Fred Waring Drive
Palm Desert, CA 92260
Attn: Housing Division
Developer: Palm Communities
100 Pacifica, Suite 203
Irvine, CA 92618
Attn: President
Such written notices, demands and communications may be sent in the same manner to such other addresses as the affected Party may from time to time designate by notice as provided in this Section.

Section 10.2 Non-Liability of Officials, Employees and Agents. No City Council members, or Authority board members, or any of the officers, directors, representatives, 237
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consultants, employees and agents of the City or Authority may be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or Authority or for any amount which may become due to the Developer or successor or on any obligation under the terms of this Agreement. Absent fraud or willful misconduct by the responsible party, no members, officers, directors, representatives, consultants, employees and agents of the Developer may be personally liable to the City or Authority, or any successor in interest, in the event of any default or breach by the Developer or for any amount which may become due to the City or Authority or successor or on any obligation under the terms of this Agreement.

Section 10.3 Forced Delay. In addition to specific provisions of this Agreement, any Party hereunder shall not be deemed to be in default with respect to a construction obligation/deadline where delays or defaults are due to war; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority (except for restrictions or priorities established by the Party required to perform the action required under this Agreement); unusually severe weather; inability to secure necessary labor, materials or tools; acts or the failure to act of any public or governmental agency or entity (except that acts or the failure to act of a Party shall not excuse performance by such Party, including without limitation the Developer’s inability to obtain financing for the Development or the economic infeasibility of the Development) (“Force Majeure”). An extension of time for Force Majeure shall only be for the period of the enforced delay, which period shall commence to run from the time of the notification of the delay by the Party requesting the extension to the other Party. The Party requesting an extension of time under this Section 10.3 shall give notice promptly following knowledge of the delay to the other Party. If, however, notice by the Party claiming such extension is sent to the other Party more than thirty (30) days after knowledge of the commencement of the delay, the period shall commence to run upon the earlier of (i) thirty (30) days prior to the giving of such notice or (ii) the date that the other Party received knowledge of the events giving rise to the delay.

Section 10.4 Inspection of Books and Records. Upon request, the Developer must permit the City and Authority to inspect at reasonable times and on a confidential basis those books, records and all other documents of the Developer necessary to determine Developer’s compliance with the terms of this Agreement. Title of Parts and Sections. Any titles of the articles, sections or subsections of this Agreement are inserted for convenience of reference only and should be disregarded in construing or interpreting any part of its provision.

Section 10.5 No Third-Party Beneficiaries. There are no third party beneficiaries to this Agreement.

Section 10.6 Applicable Law. This Agreement must be interpreted under and under the laws of the State of California. Venue shall be Riverside County.

Section 10.7 No Brokers. Each Party represents to the other that it has not had any contact or dealings regarding the Property, or any communication in connection with the subject matter of this transaction, through any real estate broker or other person who can claim a right to a commission or finder’s fee. If any broker or finder makes a claim for a commission or 238
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finder’s fee based upon a contact, dealings, or communications, the Party through whom the broker or finder makes this claim must indemnify, defend with counsel of the indemnified Party’s choice, and hold the indemnified Party harmless from all expense, loss, damage and claims, including the indemnified Party’s reasonable attorneys’ fees, if necessary, arising out of the broker’s or finder’s claim. The provisions of this Section survive expiration of the Term or other termination of this Agreement and will remain in full force and effect.

Section 10.8 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, each Party shall bear their own attorneys’ fees and no attorneys’ fees may be awarded to the Party prevailing in the action.

Section 10.9 Severability. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions will continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability.

Section 10.10 Binding Upon Successors. This Agreement is binding upon and inures to the benefit of the heirs, administrators, executors, successors in interest and assigns of each of the Parties hereto, except that there may be no Transfer of any interest by any of the Parties hereto except under the terms of this Agreement. Any reference in this Agreement to a specifically named Party is deemed to apply to any successor, heir, administrator, executor or assignee of such Party who has acquired an interest in compliance with the terms of this Agreement, or under law.

Section 10.11 Parties Not Co-Venturers. Nothing in this Agreement is intended to or does establish the Parties as partners, co-venturers, or principal and agent with one another.

Section 10.12 Discretion Retained by City. The City’s execution of this Agreement does not constitute approval by the City and in no way limits the discretion or any governmental rights or powers of the City in the permit and approval process in connection with construction of the Development.

Section 10.13 Time of the Essence. In all matters under this Agreement, the Parties agree that time is of the essence.

Section 10.14 Representation and Warranties of Developer. The Developer hereby represents and warrants to the City and Authority as follows:
(a) Organization. The Developer is a duly organized, validly existing corporation, is in good standing under the laws of the State of California and has the power and authority to own its property and carry on its business as now being conducted. (b) Authority of Developer. The Developer has full power and authority to execute and deliver this Agreement and to perform and observe the terms and provisions of all of the above.
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(c) Authority of Persons Executing Documents. This Agreement and all other documents or instruments executed and delivered, or to be executed and delivered, under this Agreement have been executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of Developer, and all actions required under the Developer’s organizational documents and applicable governing law for the authorization, execution, delivery and performance of this Agreement and all other documents or instruments executed and delivered, or to be executed and delivered, under this Agreement, have been duly taken. (d) Valid Binding Agreements. This Agreement and all other documents or instruments which have been executed and delivered under or in connection with this Agreement constitute or, if not yet executed or delivered, will when so executed and delivered constitute, legal, valid and binding obligations of the Developer enforceable against it in accordance with their respective terms.
(e) No Breach of Law or Agreement. Neither the execution nor delivery of this Agreement or of any other documents or instruments executed and delivered, or to be executed or delivered, under this Agreement, nor the performance of any provision, condition, covenant or other term hereof or thereof, will conflict with or result in a breach of any statute, rule or regulation, or any judgment, decree or order of any court, City Council, commission or agency whatsoever binding on the Developer, or any provision of the organizational documents of the Developer, or will conflict with or constitute a breach of or a default under any agreement to which the Developer is a party.

Section 10.15 Entire Understanding of the Parties. This Agreement constitutes the entire understanding and agreement of the Parties. All prior discussions, understandings and written agreements are superseded by this Agreement.

Section 10.16 Amendments. The Parties can amend this Agreement only by means of a writing executed by the Developer, the Authority and the City.

Section 10.17 Approvals. Whenever this Agreement permits City approval, consent, or waiver, to be authorized by the City Manager, the City Manager’s signature shall constitute the approval, consent, or waiver of the City, without further authorization required from the City Council unless required by law or the terms of this Agreement. Whenever this Agreement permits Authority approval, consent, or waiver, to be authorized by the Authority’s Executive Director, the Authority’s Executive Director signature shall constitute the approval, consent, or waiver of the Authority, without further authorization required from the Authority’s governing board unless required by law or the terms of this Agreement.

Section 10.18 Counterparts; Multiple Originals. This Agreement may be executed in counterparts, each of which is deemed to be an original.

The City, the Authority and the Developer are signing this Agreement as of the Effective Date.
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CITY:

CITY OF PALM DESERT,
a municipal corporation
By:

L. Todd Hileman
City Manager
DEVELOPER:

PALM COMMUNITIES,
a California corporation
By:

Danavon L. Horn
President
APPROVED AS TO FORM:

Richard, Watson & Gerson
By:

Special Counsel
AUTHORITY:

PALM DESERT HOUSING AUTHORITY
By: ___
L. Todd Hileman
Executive Director
APPROVED AS TO FORM:

Richard, Watson & Gerson
By:

Special Counsel
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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: October 10, 2024
PREPARED BY: Erica Powell, Management Analyst
Thomas Soule, Public Affairs Manager
SUBJECT: 2025 CALIFORNIA DESERT PLEIN AIR FESTIVAL FUNDING RECOMMENDATION:

Approve funding in the amount of $25,000 for the inaugural California Desert Plein Air Festival.

BACKGROUND/ANALYSIS:

The City of Palm Desert has been approached by the Desert Plein Air Association (DPAA) with a funding request for the inaugural California Desert Plein Air Festival. This festival, scheduled for January 2025, will span three weeks and establish Palm Desert as a hub for plein-air painting activities. The Artists' Center at the Galen will host all related events, including paint-outs, workshops, artist talks, exhibitions, and art sales.

The Desert Plein Air Association, a non-profit based in the Coachella Valley, promotes the tradition of plein-air (outdoor) painting and aims to grow the event into the largest plein-air festival in the southwest United States. A $15,000 cash prize for Best in Show will be awarded, attracting top-tier artists and further enhancing the festival's prestige.

Partnership with Palm Springs Life
For the 2025 Festival, DPAA has partnered with Palm Springs Life (PSL) to brand and promote the festival, taking it to the next level. Their marketing campaign is projected to attract 2,000-3,000 attendees, which will boost Palm Desert’s visibility and tourism. In order to increase the grand prize package as a way of encouraging the participation of top-tier plein-air artists, DPAA and PSL are seeking funding for the rebranded festival. The proposal before the City Council is for a title sponsorship package that would entail the following benefits:
 City logo will appear first in the list of sponsors.
 City logo/name on print ads running in Palm Springs Life, The Guide, Palm Springs Life Arts + Culture, and other publications produced by Palm Springs Life.  City logo/name on email marketing promotions going to California Desert Plein Air Festival, and Palm Springs Life, email opt-ins. 48,400+ opt-ins
 City logo/name on digital promotions on palmspringslife.com and other media partners.  City logo/name included on billboard campaign targeted to the Southern California drive markets of (San Diego, Los Angeles, Orange County, etc.).  City mentioned in local radio spots and on TV spots.
 City tagged on social media post from California Desert Plein Air Festival and Palm Springs Life’s social media channels.
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2025 California Desert Plein Air Festival Funding

 City website link on California Desert Plein Air Festival website for one year under the sponsor section.
 City logo/name on printed marketing collateral distributed to high-traffic locations throughout Greater Palm Springs. Printed collateral includes posters, rack cards, table tents, etc.  City logo/name on press kits prepared for talent, sponsors, and partners.  One full-page display ad in the 2025 California Desert Plein Air Festival Program. Copies TBD.
 One full-page display ad in the January 2025 issue of Palm Springs Life (76,774 monthly print and digital readers of Palm Springs Life)
Economic and Cultural Benefits to Palm Desert
By hosting the California Desert Plein Air Festival, Palm Desert can further solidify its reputation as a premier destination for the arts. This festival will join an already impressive lineup of signature events, including the Palm Desert Choreography Festival, Fashion Week El Paseo, and the Palm Desert Food & Wine Festival. Together, these events create a well-rounded cultural calendar that enhances the City’s position as the home of the arts in the Coachella Valley.

These events not only contribute to the cultural vibrancy of the city but also attract visitors who provide significant economic benefits. As the host of this event, Palm Desert stands to gain from both increased cultural recognition and direct economic benefits. The festival is expected to attract tourists and art collectors, driving transient occupancy tax (TOT) and sales tax revenue from increased hotel occupancy, dining, and art sales. The City will further cement its reputation as a cultural hub, attracting both residents and visitors interested in its thriving arts scene. This growth will complement the City's long-term vision of becoming a key cultural and economic destination in the region.

Because it aligns with the City’s goals of promoting the arts and driving economic growth, Staff recommends approval of this inaugural funding for the 2025 California Desert Plein Air Festival.

The concept of this event originated after the Fiscal Year 2024/2025 sponsorship funding deadline which is why it is being presented at this time. In future years, this funding request will be made through the City’s established sponsorship funding process.

Strategic Plan:

Approval of the 2025 California Desert Plein Air Festival helps address the following priorities as specified in the 2013-2033 Strategic Plan, Envision Palm Desert—Forward Together:
 Economic Development Priority 3: Create and attract entertainment and events to enhance and expand the Palm Desert economy and lifestyle.  Tourism & Marketing Priority 2: Grow existing events and develop new events to enhance the desirability of Palm Desert as a year-round destination.  Tourism & Marketing Priority 3: Attract new and developing travel/tourism markets.

Approval would also align with the Arts & Culture Mini-Vision contained in the Strategic Plan, which states:
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“Arts and culture give a community its soul. Palm Desert is the cultural core of the Coachella Valley. Cultural tourism drives economic growth in Palm Desert. The community is host to internationally recognized cultural events that bring significant economic benefits to the City. Palm Desert is a leader in arts education, ensuring a wellrounded population that possesses high levels of creativity and critical thinking skills.” Appointed Body Recommendation:

At its regular meeting on Wednesday, September 11, 2024, the Cultural Arts Committee unanimously recommended that the City Council approve funding of the California Desert Plein Air Festival in the amount of $25,000, with $12,500 to be paid from the Public Art Fund.

FINANCIAL IMPACT:

DPAA is requesting funding in the amount of $25,000 to be used towards the 2025 festival.

Funds for this purpose are available in Public Art Account No. 4364650-4309200 and Marketing Account No. 1104417-4322201.

ATTACHMENTS:

1. 2025 California Desert Plein Air Festival Proposal

2. 2025 California Desert Plein Air Festival Budget

3. 2025 California Desert Plein Air Festival Media Plan

4. 2025 California Desert Plein Air Festival Community Event Sponsorship Request Form 245
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CALIFORNIA DESERT PLEIN AIR FESTIVAL
2025 SPONSORSHIP PROPOSAL
JANUARY 8 – FEBRUARY 2, 2025

PRESENTED TO
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1 CALIFORNIA DESERT PLEIN AIR - PALM DESERT
The Desert Plein Air Association (DPAA), a 501(c)(3) nonprofit organization, promotes the centuries-old tradition of landscape and scene painting en plein air (outdoors).

Through its annual California Desert Plein Air festival and year-round paint-outs, exhibitions, and enrichment/education programs, DPAA provides inspiration and opportunities for the public, DPAA members, and local artists of all levels to engage in plein-air painting.

Plein-air festivals have come and gone in the Coachella Valley over the years. DPAA, founded by Diane Moore (former president of Coachella Valley Watercolor Society and Desert Art Center) and Daniel Foster (former executive director of the Riverside Art Museum and Oceanside Museum of Art) is dedicated to organizing an annual event that grows into the largest, most important plein-air festival in the U.S. Southwest — and a destination event for the City of Palm Desert. The 2025 edition will be their fourth festival at the Artists Center in Palm Desert.

The California Desert Plein Air festival begins with four days of paint-outs at scenic locations in and around Palm Desert, the Coachella Valley, High Desert, and beyond.

The artists pick and study their vantage points, paint on site, and turn in their canvases for the exhibition and judging. The exhibition features a companion show featuring desert landscape paintings completed in the artists’ studios, expanding artist participation and the scope of paintings available for the public to view and purchase at the festival. 248
2 WHY A PLEIN AIR FESTIVAL?
Plein-air painting in the Coachella Valley dates back to the 1870s when the Southern Pacific Railroad put down tracks through the desert and allowed artists to ride in exchange for their artwork, which the railroads used in advertisements to promote travel to the West. Many of the top artists of the era came through the desert. Some continued to the emerging artist colonies along the California coast — Laguna Beach, Santa Barbara, Carmel — while others settled into the Coachella Valley and nearby Mojave Desert.

Plein-air artists exhibit in specialty galleries and in markets with a predisposed audience for their work, relying on the circuit of regional plein-air festivals to exhibit and sell their paintings. These events draw enthusiast audiences from near and far, connecting artists to collectors and creating long-lasting relationships.

The California Desert Plein Air festival runs roughly three weeks, beginning with artist check-in, reception, and dinner followed by four days of paint-outs on location around the desert, workshops, demonstrations, artist talks, an exhibition and sale, and an awards program.

The awards program is comprised of an exhibition that will be evaluated and judged by esteemed and recognized experts, who will award artists cash prizes for Best in Show; first, second, and third places; and honorable mentions. The awards will be presented at a reception in the exhibition space that is open to the public. 249
3 WHY PALM DESERT?
Historically, the Coachella Valley was ground zero for early landscape painters, and today, more contemporary artists than ever come to capture the unique natural beauty of the desert’s colorful sky, majestic mountains, sandy washes, and otherworldly plants and rock formations. This presents an opportunity for the City of Palm Desert to create a destination event to attract artists, enthusiasts, and collectors.

Additionally, a partnership between Desert Plein Air Association and Palm Springs Life will allow the city to capitalize on the economic impact of a destination event.

The national Arts & Economic Prosperity 6 study revealed that Coachella Valley nonprofit arts and culture organizations in 2022 generated $110.9 million in economic activity through their events. That activity supported 1,623 jobs, provided $57.6 million in personal income to residents, and generated $19.5 million in tax revenue for local, state, and federal governments. In terms of tourism, 28.3 percent of arts and culture event attendees traveled from outside the Coachella Valley, and each spent an average of $156.94 — that is, 245 percent more than local attendees — beyond the cost of admission and on-site food, beverage, and souvenirs. Of those “visitor” attendees, 47 percent said that the primary purpose of their visit was to attend the event or venue where they were surveyed. More than 45 percent of visiting attendees reported an overnight lodging expense (an average of two nights). Not surprisingly, these attendees spent considerably more during their visit — an average of $263 per person. 250
4 THE AUDIENCE
California Desert Plein Air stands out as the only event dedicated to historic and still-thriving field of plein-air painting in the Coachella Valley. Our region has several “general” art festivals — Indian Wells Art Festival, Southwest Art Festival, La Quinta Art Celebration — featuring “circuit” artists who travel from town to town with their painting, photography, sculpture, mixed media, textile, jewelry, and wearables. Additionally, Palm Springs Convention Center hosts an art fair featuring more than 50 contemporary art galleries from around the country, and the biennial Desert X invites a handful of artists from around the world to create sitespecific installations across the region. The closest plein-air event to the Coachella Valley is the annual Plein Air Invitational in Borrego Springs, which takes place March 3–April 27, 2025. While “general” art festivals target local audiences, as well as visitors, plein-air events are destination events, attracting not only participating artists and their families, but also their loyal collectors. With the benefit of depicting familiar local landscapes, the artwork draws local audiences to marvel at and purchase the paintings, usually meeting the artist in person and developing a lasting connection. We’ll invite this robust plein-air community to join us in Palm Desert through promotions in Plein Air Magazine, Southwest Art Magazine, and Western Art Collector as well as through targeted social media.

PROJECTED ATTENDEES: 2,000 - 3,000
The attendance of this 2025 event will increase due to the marketing and PR initiatives by Palm Springs Life (valued at over $75,000) and Visit Greater Palm Springs will add to the promotional muscle.
100 + artist from across the United States
$15,000 Cash Prize
Total cash prize in 2024 was less than $5,000. The increase in prize money will attract top plein-air artists to participate in the festival. 2025 Exhibition categories include:

Featured VIP artists, Desert Landscape or Desert Cityscape and Plein Air Competition. 251
5 2025 SCHEDULE OF EVENTS
OCTOBER 2024
Registration begins online:
- Featured VIP Artists-invited artists only.
- California Desert Plein Air plein air competition
(painting outdoors). (First 50 entries accepted.)
- Desert Landscape or Desert Cityscape:
studio paintings. (last day to enter for
jury process: December 27th at 4 pm)
JANUARY 8TH, 2025
— Notification:

Desert Landscape/Cityscape artists accepted
into Category 2.
- Approximately 50-60 to be accepted.

THURSDAY, JANUARY 9TH
One-day plein air workshop 9 am – 1 pm
Pastel: Thomas E. Smith Location nearby.

Non-sketcher: Fran Calvert Location nearby.

FRIDAY, JANUARY 10TH
One-day plein air workshop 9 am -1 pm
Oil: Durre Waseem Location nearby.

Watercolor: Geoffrey Allen Location nearby.

SATURDAY, JANUARY 11TH
California Desert Plein Air Competition:

Headquarters: Attendees Check-in ...
— Substrate Stamped 8 am – 4 pm.
— Substrate can be stamped 10am – 4pm
on Sunday, at Headquarters
— Schedule for Paint-outs and locations to be publicized.

Artists are encouraged to paint at these locations but are free to choose where they want to paint. Artists usually arrive at 8 am:
— Saturday, January 11th
Santa Rosa-San Jacinto Mountains Visitors Center
— Sunday, January 12th
Palm Desert Civic Center
— Monday, January 13th
Downtown Palm Springs
— Tuesday, January 14th
Artists location of choice.

WEDNESDAY, JANUARY 15TH
— Framed paintings ready to hang delivered to Headquarters.

Time: 8:30 am – 11 am
NO PAINTINGS ACCEPTED AFTER 11 am.
— Hanging paintings: 11 am – 3 pm. Gallery is closed.
— Kick-off dinner...no host: Restaurant TBD.

THURSDAY, JANUARY 16TH
— Gallery open to public: 10 am – 4 pm.
— Judging takes place.
— Awards reception: 5 pm – 7 pm.
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6 2025 SCHEDULE OF EVENTS
FRIDAY, JANUARY 17TH
— Gallery open: 10 am – 4 pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SATURDAY, JANUARY 18TH
— Gallery open: 10 am – 4 pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SUNDAY, JANUARY 19TH
— Gallery open: 10am – 4pm.
— Demonstrations in Gallery:
1 pm - TBD
WEDNESDAY, JANUARY 22ND
— Gallery open: 10 am – 4 pm.

THURSDAY, JANUARY 23RD
— Gallery open: 10 am – 4 pm.

FRIDAY, JANUARY 24TH
— Gallery open: 10 am – 4 pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SATURDAY, JANUARY 25TH
— Gallery open: 10 am – 4 pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SUNDAY, JANUARY 26TH
— Gallery open: 10 am – 4 pm.
— Demonstrations in Gallery:
1 pm - TBD
WEDNESDAY, JANUARY 29TH
— Gallery open: 10 am – 4pm.

THURSDAY, JANUARY 30TH
— Gallery open: 10 am – 4 pm.

FRIDAY, JANUARY 31ST
— Gallery open: 10am – 4pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SATURDAY, FEBRUARY 1ST
— Gallery open: 10am – 4 pm.
— Demonstrations in Gallery:
11 am - TBD / 1 pm - TBD
SUNDAY, FEBRUARY 2ND
— Gallery open: 10 am – 2 pm.
— Exhibition comes down, artists pick up paintings.
— 2 pm – 4 pm Gallery closed for take down.
— Paintings must be picked up before 4 pm...

Gallery closes at 4 pm.
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7 2025 SPONSORSHIP
City of Palm Desert will receive the following benefits:

NAMING
• City of Palm Desert as the sponsor of California Desert Plein Air Festival. • City of Palm Desert logo will appear first in the list of sponsors.

MARKETING
• City of Palm Desert logo/name on California Desert Plein Air Festival print ads to start running September 2024 through January 2025. These ads are to run in Palm Springs Life, The Guide, Palm Springs Life Arts + Culture, and other publications produced by Palm Springs Life.
• City of Palm Desert logo/name on California Desert Plein Air Festival email marketing promotions going to California Desert Plein Air Festival, and Palm Springs Life, email opt-ins. 48,400+ opt-ins
• City of Palm Desert logo/name on digital promotions on palmspringslife.com and other media partners.
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8 2025 SPONSORSHIP
MARKETING continued
• City of Palm Desert logo/name included on billboard campaign targeted to the Southern California drive markets of (San Diego, Los Angeles, Orange County, etc.). • City of Palm Desert mentioned in local radio spots.
• City of Palm Desert logo/name mention on TV spots.
• City of Palm Desert tagged on social media post from California Desert Plein Air Festival and Palm Springs Life’s social media channels. • City of Palm Desert/link on California Desert Plein Air Festival website for one year under the sponsor section.
• City of Palm Desert logo/name on printed marketing collateral distributed to high-traffic locations throughout Greater Palm Springs. Printed collateral includes posters, rack cards, table tents, etc.
• City of Palm Desert logo/name on press kits prepared for talent, sponsors, and partners.
• One full-page display ad in the 2025 California Desert Plein Air Festival Program.

Copies TBD.
• One full-page display ad in the January 2025 issue of Palm Springs Life (76,774 monthly print and digital readers of Palm Springs Life) 255
9 2025 SPONSORSHIP

PROGRAMMING AND ACTIVATIONS
• The main 2025 exhibition will be in Palm Desert with additional event activations in the City of Palm Desert.

HOSPITALITY
• City of Palm Desert to receive 50 tickets with VIP access to all event programming.
• Opportunity for City of Palm Desert to provide artist gift bags.

POST EVENT
• City of Palm Desert logo included in a “Thank you to our Sponsor” page opposite Social Life coverage of California Desert Plein Air Festival. • City of Palm Desert will be recognized on Social Life coverage of California Desert Plein Air Festival posted on palmspringslife.com and in a select issue of Palm Springs Life.
• A complete recap of the event will be provided 60 days after the event.

FEE: $25,000
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303 North Indian Canyon Drive, Palm Springs, CA 92262 palmspringslife.com Paulina Larson
Business Development
[email protected]
760-325-2333 x286
Frank W. Jones
Publisher
[email protected]
760-325-2333 x244

CONTACT
8-30-24 / CPD
Kevin O'Grady
Director of Marketing and Sponsorships
[email protected]
760-325-2333 x261
Steven Biller
Editorial Director
[email protected]
760-325-2333 x233
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2023-OA-230
2024-25 COMMUNITY EVENT SPONSORSHIP REQUEST
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
RELEASE DATE: March 15, 2024
RESPONSE DEADLINE: April 30, 2024, 5:00 pm
RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:
https://secure.procurenow.com/portal/cityofpalmdesert
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City of Palm Desert
2024-25 Community Event Sponsorship Request
I. Notice Inviting Applications for Community Event Sponsorships..............

II. Organization & Event Information................................................................................

III. Evaluation Criteria.................................................................................................................

Attachments:

A - Res 2024-001 - Community Event Sponsorship Policy
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undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
3 1. Notice Inviting Applications for Community Event Sponsorships

1.1. Purpose
The City of Palm Desert aims to foster a vibrant community by supporting events that encourage civic engagement, celebrate cultural diversity, stimulate tourism, drive economic vitality, and uphold public health and sustainability.

1.2. General Requirements
Applicants for community event sponsorships must meet all the following requirements:

A. Applicants must independently conduct the community event or collaborate with another organization to be eligible to receive a sponsorship.

B. The community event must take place within Palm Desert city limits, with limited exceptions. Reason(s) for not holding the proposed event within Palm Desert city limits must be stated on the application. Exemption from this requirement will be provided on a case-by-case basis and will favor activity promoting the City of Palm Desert as a desirable place to live, visit, and do business.

C. If applicable, applicants agree to submit a Special Events Application/Agreement a minimum of 120 days prior to the event, or a Temporary Use Permit (TUP).

D. Applicants agree to use sponsorship funds exclusively for the community event represented in the application.

E. Recipients shall provide the City recognition as a sponsor in exchange for the sponsorship in a method consistent with other sponsors at the community event. In no event shall the recognition for the City's sponsorship be less than that provided to other sponsors who have contributed the same total financial or in-kind support.

F. If applicable, applicants are required to enter a sponsorship agreement with the City and provide a certificate of liability insurance or proof of self-insurance.

G. Community event sponsorship applications are limited to one per year, per taxpayer identification number.

H. Sponsorships will be approved on a competitive basis and are not guaranteed. Applicants should be aware that they may not receive the full amount of sponsorship requested.

I. Sponsorship approvals are made on an annual basis and shall be considered as a one-time approval. Approval for sponsorship in one year does not imply or guarantee that the City will approve sponsorship for the same event or organization in subsequent years.

J. An official post-community event evaluation must be submitted to City staff within ninety (90) days following the conclusion of a sponsored community event. 265
undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
4 Due to limited resources, not all community event sponsorship requests are funded. The number of community events that the City sponsors varies annually. The City will evaluate each request based upon available funds, satisfaction of the eligibility criteria, and compliance with the Community Event Sponsorship Policy.

1.3. Ineligible Organizations and Activities
Examples of ineligible organizations or activities include, but are not limited to:

A. Any non-community event request, such as on -going programming or structured activities.

B. Private events or events that re not open to the general public.

C. Discriminatory activities such as those restricted based on a person's race, religion, ethnicity, age, sex, gender, gender identity, gender expression, disability, sexual orientation, or economic status.

D. A political, politically affiliated, or political action organization or event that promotes any political viewpoint, provides for a political purpose or causes participants to engage in otherwise affiliate or express an endorsement of partisan political functions or activities.

E. An event or activity that promotes a religious purpose (as opposed to a secular purpose, such as promoting cultural heritage or community understanding).

F. A private individual for his/her own use.

G. Funds may not be used for cash prizes, cash awards, salaries, salary reimbursement, or general budget subsidy.

H. Funds cannot be directly provided to specific individuals, nor may funds be constructively provided to specific individuals (e.g. using funds to pay for certain individuals to go to an event is not permitted). By contract, using funds to reduce the overall costs of an event is permitted.

I. An organization receiving Outside Agency funding concurrently (during the same fiscal year).

J. A K-12 school or school-related groups, as funding requests for schools and school-related groups shall be processed by the Outside Agency/Charitable Contributions Committee.

1.4. Additional Assessment Criteria
A. An applicant's first sponsorship request may total no more than 50% of the community event budget (if sponsorship includes in-kind, value of the in-kind items may not equal more than 50% of the event budget).
266
undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
5 B. An applicant's second or subsequent sponsorship request may total no more than 35% of the community event budget (if sponsorship includes in-kind, value of the in-kind items may not equal more than 35% of the event budget).

C. Sponsorship requests for a 5K walk/run shall be eligible for a maximum sponsorship of $2,500.

D. Special consideration will be given to registered local non-profit corporations or local 501(c) organizations with tax-exempt status.
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undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
6 2. Organization & Event Information

2.1. General Information

2.1.1. Diane Moore
Please provide the name of the primary contact associated with this funding request. *Response required

2.1.2. Contact Person Title*President and Founder
*Response required

2.1.3. Mailing Address*42345 Saint George Dr, Bermuda Dunes CA, 92203 *Response required

2.1.4. Physical Address If Different from Above-Same as above

2.1.5. Contact Phone* 760-485-6798
*Response required

2.1.6. Contact Email Address* [email protected]
*Response required

2.1.7. Federal Taxpayer ID Number*87-1473439
*Response required

2.1.8. Non-Profit Tax Status Verification (included)
Required for non-profit organizations. Please upload your organization's tax status verification letter from the Internal Revenue Service (IRS). -Form attached

2.1.9. IRS Form W-9* (included)
Please upload your updated IRS Form W-9.-Diane needs to get from accountant *Response required

2.1.10. Palm Desert Business License Number- (applied for) Required for any work or service performed within Palm Desert city limits.

2.1.11. Certification*
By clicking the confirmation box below, the submitter certifies that they are an authorized official of the applying organization. The applicant does hereby confirm that the information herein is true and correct; that the applicant organization meets the guidelines set forth in the Community Events Sponsorship policy published on the City’s website; and that the applicant’s organization will make these events available to all eligible participants, without regard to race, religion, ethnicity, age, sex, gender, gender identity, gender expression, disability, sexual orientation, or economic status. ☒ Please confirm
*Response required
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undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
7 2.2. Event Details

2.2.1. California Desert Plein Air Festival
If you are applying for multiple events, please list the event titles separated by commas. *Response required

2.2.2. Event Date-January 9th-February 2nd, 2025
If you are applying for multiple events, please list the event titles and dates separated by commas.

2.2.3. Amount of Funding Request*-$25,000
If you are applying for multiple events, please list the event titles and funding amounts separated by commas.
*Response required

2.2.4. The Palm Desert California Plein Air festival runs roughly 3 weeks, beginning with artist check-in, reception and dinner followed by 4 days of paint outs in Palm Desert and other locals and, workshops, demonstrations, artist talks, an exhibition and sale and an award program, all held in Palm Desert.

If you are applying for multiple events, please give a brief description of each event. *Response required

2.2.5. Will the event(s) take place within Palm Desert city limits? * ☒ Yes
☐ No
*Response required
When equals "No"
*Response required

2.2.6. Number of years the event has been held* 3 years, this will be year 4 If you are applying for multiple events, please list the event titles and number of years the event has been held separated by commas.

Maximum response length: 3 characters
*Response required

2.2.7. Expected Attendance*100+ Artists and 2000-3000 attendees If you are applying for multiple events, please list the event titles and the expected attendance separated by commas.
*Response required

2.2.8. Estimated Residents & Non-Residents*-75% are expected to be non-resident Of the total number of persons benefiting, give an estimate of the percentage (%) split of Palm Desert residents and non-residents who will participate.
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undefined #2023-OA-230
Title: 2024-25 Community Event Sponsorship Request
8 If you are applying for multiple events, please list the event titles and the expected percentages separated by commas.
*Response required

2.2.9. Will there be a charge to those attending? *
☐ Yes
☒ No
*Response required
When equals "Yes"

2.2.10. How much are attendees charged? *N/A
If you are applying for multiple events, please list the event titles and amount attendees will be charged separated by commas.
*Response required

2.2.11. How will the event(s) be publicized? *Plein Air Magazine-a nationally distributed magazine, a full media plan in Palm Springs Life’s portfolioattached *Response required

2.2.12. Event Budget* (attached)
Please upload a full budget, including revenue and expenses for each event you are requesting funding for. Please be as specific as possible, with detailed line items. -Attached *Response required

2.2.13. Intended use of City funds * The funding will be used for marketing, programming and artist housing.

If you are applying for multiple events, please list the event titles and specific intended use of City funds separated by commas.
*Response required

2.2.14. Other Funding Sources* Artist Entry Fees and Sponsorships *Response required

2.2.15. If applicable, attach a sponsorship benefit packet (e.g., name/logo listing, banner, ad, etc.) (attached)

2.2.16. List sponsorship benefits associated with the funding request*-All benefits listed in the attached sponsorship package
If you are applying for multiple events, please list sponsorship benefits for each event. *Response required
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CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: October 10, 2024
PREPARED BY: Richard D. Cannone, AICP, Development Services Director SUBJECT: ADOPT A POLICY (DS-001) FOR NOTIFYING HOMEOWNER

ASSOCIATIONS AS PART OF THE BUILDING PERMIT PROCESS
RECOMMENDATION:

Adopt a resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ADOPTING A POLICY (DS-001) FOR NOTIFYING HOMEOWNER ASSOCIATIONS AS PART OF THE BUILDING PERMIT PROCESS”.

BACKGROUND/ANALYSIS:

Homeowner Associations (HOAs) have been set up in many areas of the City to provide for such things as common area maintenance and improvements, control of individual exterior improvements and to provide consistency with the Covenants, Conditions & Restrictions (CC&Rs). These CC&Rs were set up when the subdivision first developed and provide guidelines to ensure that certain standards such as paint color, roof composition, and architectural and landscape treatment are continually met.

To support the many HOAs within the City, staff has prepared the attached Policy establishing uniform guidelines to notify HOAs that certain building permits have been applied for, if an HOA approval is not submitted with the building permit application. The process will involve the following:

1. If it is determined by the above that HOA approval is required, the applicant will be notified that they must submit to the City a letter from the HOA approving the proposed plans within 10 days.

2. If after the initial 10-day period, the applicant has not obtained approval by the HOA, Staff shall do the following:
a. Notify the HOA immediately in writing, by filling out and sending form attached to the policy, that an application has been submitted.
b. If after initial 10 calendar day period, there is no resolution of the issue(s), the permit shall be issued 10 calendar days from the end of the initial 10-day period. This 20-day period is to permit time for the applicant or HOA to resolve issues. The additional 10- day period allows time for the HOA to take any actions required should resolution not be achieved.
c. Should an HOA representative contact Development Services Staff either verbally or in writing, Staff should contact the applicant and inform them of the HOA's concerns and strongly encourage the applicant to work out any concerns with the HOA. 271
City of Palm Desert
HOA Building Permit Notification Policy

The following building permit applications shall be exempt from this policy:
• Any interior modifications to habitable structures that do not have an impact on the structures' exteriors
• Accessory Dwelling Units
• Solar Panels or battery storage
• HVAC Replacement (Existing locations only)
• Electrical Panel Upgrades
• Water Heater Replacement (Existing locations only)
Legal Review:

This report has been reviewed by the City Attorney’s Office.

FINANCIAL IMPACT:

There is no financial impact directly associated with this action.

ATTACHMENTS:

1. Resolution

2. Resolution Exhibit A – Policy No. DS-001
272
RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM
DESERT, CALIFORNIA, ADOPTING A POLICY (DS-001) FOR

NOTIFYING HOMEOWNER ASSOCIATIONS AS PART OF THE

BUILDING PERMIT PROCESS
WHEREAS, the City of Palm Desert (“City”) is governed, in part, by its Charter, Municipal Code, and Adopted City Council Policies; and
WHEREAS, Homeowner Associations (HOAs) are set up in many areas of the City to provide for such things as common area maintenance and improvements, control of individual exterior improvements and to provide consistency with the Covenants, Conditions & Restrictions (CC&Rs); and
WHEREAS, the CC&Rs were set up when the subdivision first developed and provide guidelines to ensure that certain standards such as paint color, roof composition, and architectural and landscape treatment are continually met, and WHEREAS, the City supports the many HOAs and seeks to establish uniform guidelines to notify HOAs that certain building permits have been applied for, if an HOA approval is not submitted with the building permit; and WHEREAS, the City Council of the City of Palm Desert, California, on October 10, 2024, considered adopting a policy for notifying homeowner associations as part of the building permit process; and
WHEREAS, the City Council of the City of Palm Desert, California has determined that the proposed policy, is consistent with the General Plan and applicable state law; and WHEREAS, the intent of this policy is to supplement, but not supersede, any existing laws or policies on this subject matter.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Desert, California as follows:

SECTION 1. That the foregoing Recitals are true and correct and are incorporated herein by this reference.
273
SECTION 2. The City Council hereby adopts Policy No. DS-001, a Policy for Homeowner Association Notification attached hereto as Exhibit “A”.

ADOPTED ON______________________2024
________________________________

KARINA QUINTANILLA
MAYOR
ATTEST:
__________________________________
ANTHONY J. MEIJA

CITY CLERK
I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Resolution No. 2024-__ is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Desert on _______________________, by the following vote:

AYES:

NOES
ABSENT:

ABSTAIN:

RECUSED:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ___________________. ________________________________
ANTHONY J. MEJIA

CITY CLERK
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CITY OF PALM DESERT

DEVELOPMENT SERVICES DEPARTMENT
Subject Homeowner Association Involvement - Building
Permit Process
Policy No. DS -
Date Issued: October 10, 2024
Approved by Resolution No. 2024-
Authored by Richard D. Cannone, AICP, Director
I. Intent
It is the intent of this policy to facilitate understanding of the need for homeowner association (HOA) approvals and establish the process by which these approvals must be obtained when they are not included with a building permit application. The City, through its planning approval process, establishes and reviews development covenants, conditions and restrictions (CC&R's). Many of the development requirements are incorporated into the various land use and zoning codes, architectural controls and CC&R's.

It should be clear that our role as Staff is to support the HOA. Given this understanding, the following policy guidelines are established in conjunction with the need for HOA approval.

This policy is meant to supplement, but not supersede, any existing laws or policies on this subject matter. This policy is a fluid document that may be updated and revised, from time-to-time as needed, to adapt to the needs of both the community and the City.

II. Policy
A. If it is determined that a building permit application is subject to HOA approval and HOA approval was not included as part of the application, it will be checked against the latest copy of the HOA boundary map maintained by the Planning Division to determine if the property listed on the application is located within an HOA boundary.

B. If it is determined that HOA approval is required, the Applicant will be notified that they must submit a letter to the City from the HOA approving the proposed plans within ten (10) days. The letter must, at a minimum, be dated and signed by an authorized representative of the HOA’s board, such as the President, Vice President, Architectural Committee President and/or Landscape Committee President. Specific reference should be made to the plans and date of plans, to avoid misunderstanding should a revised set be submitted.

As board members change quite frequently and official letterhead is not always available, Staff shall do its best to ascertain authenticity of the approval letters, such Exhibit “A”
275
as checking against latest City HOA listing. Beyond this, the City is not in a position to track and maintain lists of each authorized HOA representative and therefore accepts the written representations supplied by the Applicant.

C. If after the initial 10-day period, the Applicant has not obtained approval from the HOA, Staff shall do the following:

1. Notify the HOA immediately in writing, by filling out and sending the attached form, that an application has been submitted.

2. If after the initial 10-day period, there is no resolution of the issue(s), the permit shall be issued ten (10) days from the end of the initial 10-day period.

This 20-day period is to permit time for the Applicant or HOA to resolve issues. The additional 10-day period allows time for the HOA to take any actions required should resolution not be achieved.

3. Should an HOA representative contact Development Services Staff either verbally or in writing, Staff should contact the Applicant and inform them of the HOA's concerns and strongly encourage the Applicant to work out any concerns with the HOA.

D. Plan revisions shall be at the judgment of the plan reviewer if further HOA approval is needed. Generally, only major revisions or revisions that would change approved construction materials or aesthetic treatment need to be resubmitted by the Applicant for HOA approval.

E. The City’s request for HOA approval as part of a building permit application does not supersede any requirements set forth in any applicable Municipal Code section, General Plan, Building Code standards, or state law. Lack of HOA approval will not necessarily result in rejection of the permit application.

III. Exemptions
The following building permit applications shall be exempt from this policy:
 Any interior modifications to habitable structures that do not have an impact on the structures' exteriors.
 Accessory Dwelling Units
 Solar Panels or battery storage
 HVAC Replacement (Existing location only)
 Electrical Panel upgrades
 Water Heater Replacement (Existing locations only)
IV. Appeals
This policy and any decisions made thereunder, shall be appealable to the City Manager
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SAMPLE "A"
[DATE]
TO:

ATTN: HOA Representative(s)
SUBJECT: Permit Application No.:

Address:

The Applicant, [NAME] , has applied to the City of Palm Desert Building Division to install the below-described improvements. The City will hold the permit application until [MONTH/DAY] , [YEAR] (20 days from the date of this notice), to permit the Homeowners Association to resolve any outstanding issues. Should the issues not be resolved by the above date, a permit will be issued on , [MONTH/DAY] , [YEAR] (10 days from the above date). If you have concerns, please contact the Building Division.

PROPOSED WORK:
__________________________________
[STAFF NAME/PHONE NUMBER/EMAIL]
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SAMPLE "B"
DO YOU NEED HOMEOWNER ASSOCIATION APPROVAL?
Homeowner Associations (HOAs) are set up in many areas of the City to provide for such things as common area maintenance and improvements, control of individual exterior improvements, and to provide consistency with applicable Covenants, Conditions & Restrictions (CC&Rs). The CC&Rs were set up when the subdivision was first developed and provide guidelines to ensure that certain standards are continually met. Depending on the area in which you live, these standards can control the color of your unit, roof composition, architectural and landscape treatment, parking, etc. Consequently, the City supports the many HOAs and requires, in many instances as discussed below, HOA approval prior to City issuance of permits.

When is HOA approval needed?
You need HOA approval whenever you live in an area controlled by a HOA and you are planning to do work that may change or modify exterior architecture, color, landscape, etc.

When is HOA approval not needed?
Generally, HOA approval is not required when you are doing interior modification to your structure that is not visible from the exterior, the installation of solar panels, or adding an Accessory Dwelling Unit (ADU).

What do I have to submit to the City?
If HOA approval is required, you must submit a letter from your board, signed by an authorized representative, approving the changes you are proposing.

What if I cannot get HOA approval?
If you cannot obtain approval, the City will notify the HOA board and withhold permit issuance for thirty (30) days to allow the Board time for input. 278

CITY OF PALM DESERT

STAFF REPORT
MEETING DATE: October 10, 2024
PREPARED BY: Carlos Flores, AICP, Principal Planner
SUBJECT: CONSIDERATION TO APPROVE A PRECISE PLAN AMENDMENT FOR A 1,103-SQUARE-FOOT GUESTHOUSE AT 72240 UPPER WAY WEST
RECOMMENDATION:

Adopt a Resolution, entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM

DESERT, CALIFORNIA, MAKING A FINDING OF EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA), AND APPROVAL OF A HILLSIDE DEVELOPMENT PLAN TO CONSTRUCT A 1,103-SQUARE-FOOT GUESTHOUSE ON A PROPERTY LOCATED AT 72240 UPPER WAY WEST”
BACKGROUND/ANALYSIS:

In 2021, the Applicant submitted a Precise Plan request (PP21-0005) to construct a 1,103- square-foot (sf) guesthouse on a property with an existing single-family home located at 72240 Upper Way West, within the Hillside Preservation Residential (HPR) zone. The Architectural Review Commission (ARC) approved the design review for this project on February 8, 2022, subject to the following conditions:
1) Explore other material options for stone veneer detail with consideration to angular cuts necessary for application of material, if stone veneer is not used a dark color should be used in this area to assist with breaking up façade;
2) Consider increasing the massing of areas which the stone veneer is applied; 3) Street exposed windows should be recessed;
4) Fascia should be a metal material, avoid use of wood; 5) Incorporate different materials/color for cool roof instead of proposed white to minimize contrast to surrounding natural environment; and
6) Staff shall develop conditions of approval that assure all exterior building finishes, paving, ground covers, and re-naturalized slopes are appropriate to the hillside area prior to the project proceeding to Planning Commission.

Precise Plan 21-0005 was ultimately approved by the City Council on April 14, 2022, via Resolution 2022-28. In 2023, the Applicant prepared building construction plans and began construction of the approved guesthouse. During construction, the Applicant discovered that the location of the guesthouse was being constructed within a private easement that doesn’t allow structures. Construction was halted, and the Applicant demolished all portions of the building that had been constructed.
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PP21-0005 Amendment 1 (PP24-0005)

Project Summary:

The Applicant applied for a new Precise Plan (PP24-0005) to amend the approved Precise Plan PP21-0005, to move the 1,103-sf guesthouse to a new, allowable location on the property (Project). The currently proposed Project is not located within any private or public easements.

The Project would require City Council final approval.

A. Property Description
The property is a 5.06-acre lot composed of steeply sloping areas and three graded pad areas (Property). One of these pads is developed with a 2,873-square-foot, single-family residence, originally built in the 1960s under the jurisdiction of the County of Riverside. There is no record of approval for the remaining graded pads. Much of the site is undevelopable due to the steep terrain. Access to the site is provided by a privately maintained paved access road that bifurcates the property. Properties to the north, south, and east are hillside areas developed with single-family residential dwellings. Properties further to the west are hillside conservation areas and the Stone Eagle Golf Club.

B. Zoning, General Plan and Adjacent Uses
Table 1 – Adjacent Land Use and Designations
Existing Uses General Plan Zoning
Project
Site
Single Family
Residence Rural Neighborhood Hillside Planned Residential (HPR) North Single Family
Residence Rural Neighborhood HPR
South Single Family
Residence Rural Neighborhood HPR
East Vacant Rural Neighborhood HPR
West Vacant Rural Neighborhood Open Space
C. Project Description
The Project is a Hillside Development Plan to construct a single-story, detached 1,103-sf guesthouse on the Property, revising a previously approved Precise Plan. The guesthouse will contain two bedrooms, two bathrooms, a living area, and a single-car attached carport.

Site Plan
The Project’s Site Plan includes the 1,103-sf guesthouse in the rear of the property, set back 26 feet from the side property line and 113 feet from the rear property line (Sheet A100, Attachment 2). The Site Plan shows an area at the rear that does not allow structures per underlying property easements. There are no proposed modifications to the rest of the Property or originally approved project, including access, existing single-family residence, and parking.

Architecture
The architecture of the proposed guesthouse is desert contemporary and characterized by a butterfly-shaped roof and earth tone finishes, similar to the architecture approved in PP21- 0005. The top of the roof will extend to a height of 16 feet, 7 inches and the central portion 280
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PP21-0005 Amendment 1 (PP24-0005)

will sit at a height of 13 feet, 0 inches. As a response to the conditions placed on PP21-0005 by the ARC in 2022, the Applicant revised the originally proposed architecture as follows:
- The guesthouse will not include a stone veneer element and will instead utilize smooth stucco finish throughout the building with a Gobi Desert paint finish. - The top of the flat roof color is Desert Tan and the fascia material is metal.

Other applicable conditions provided by ARC in 2022 have been recommended by Staff to remain as conditions of approval for this project.

Landscaping
No revisions to the approved landscaping are proposed as part of this Project. The preliminary landscape plan approved as part of PP21-0005 would remain effective for this Property.

Zoning Ordinance Summary:

Table 2 – Development Standards Summary

STANDARD HPR ZONE PROJECT CONFORMS
Height - 16’-7” N/A
Front Setback - 182’-0” N/A
Rear Setback - 579’-0” N/A
Interior Side Setback - 26’ N/A
Parking - 1 covered space Yes
Lot Coverage 10% 1.8% Yes
Legal Review:

This report has been reviewed by the City Attorney’s Office.

APPOINTED BODY RECOMMENDATION:

Architectural Review Commission
On July 23, 2024, the City’s ARC took the following action after consideration of Design Review Approval for the project:

Following discussion, MOTION BY COMMISSIONER LATKOVIC, SECOND BY COMMISSIONER COLVARD, CARRIED 4-2 (COMMISSIONERS VUKSIC AND MCINTOSH VOTING NO; COMMISSIONER BLAKELEY ABSENT); to approve Case No.

DR24-0005 Amendment No. 1 with the following conditions:
1) Street exposed windows should be recessed.
2) Staff shall develop conditions of approval that assure all exterior building finishes, paving, ground covers, and re-naturalized slopes are appropriate to the hillside area prior to the project proceeding to Planning Commission.

These have been incorporated into the conditions of approval. 281
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PP21-0005 Amendment 1 (PP24-0005)

Planning Commission
On August 20, 2024, the City’s Planning Commission took the following action at its regular meeting:

Following discussion, MOTION BY COMMISSIONER GREENWOOD, SECOND BY

COMMISSIONER HOLT, (COMMISSIONER PRADETTO VOTING NO,
COMMISSIONER GREGORY ABSENT) CARRIED 3-1; to Adopt Resolution No. 2879 entitled, “A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF PALM

DESERT, CALIFORNIA, CONSIDERING A RECOMMENDATION TO THE CITY

COUNCIL FOR THE ADOPTION OF A NOTICE OF EXEMPTION IN ACCORDANCE

WITH THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA), AND APPROVAL OF A HILLSIDE DEVELOPMENT PLAN TO CONSTRUCT A 1,103-SQUARE-FOOT GUESTHOUSE ON A PROPERTY LOCATED AT 72240 UPPER WAY WEST.” Environment Review:

The application has complied with the requirements of the “2024 Local Guidelines for Implementing the California Environmental Quality Act for the City of Palm Desert” Resolution No. 2024-035, in that the City Council finds that the Project is exempt from CEQA as a Class 3 exemption for new construction or conversion of small structures. Class 3 is intended for projects characterized as new construction of small structures, which includes the construction of one single-family residence or a second dwelling in a residential zone. The property is zoned HPR, which permits the construction of residential structures and accessory structures.

Additionally, the project is not subject to any of the exceptions for categorical exemptions identified in CEQA Guidelines Section 15300.2:

1. The project qualifies as a Class 3 exemption as it is a small residential guest house structure on a lot containing an existing primary residential structure. The project is not located on a site where it may have an adverse impact on an environmental resource of hazardous or critical concern where designated, precisely mapped, and officially adopted according to law by federal, state, or local agencies. The project site will not impact designated environmental or biological resources as it is not located within a conservation area as identified by the Coachella Valley Multiple Species Habitat Conservation Plan.

2. The project will not have a cumulative impact on the environment as no other discretionary projects have been approved within 500 feet of the project site within the last five (5) years. The surrounding areas is developed with limited single-family residential and similar residential structures such as casitas or accessory structures such as garages.

3. There are no unusual circumstances on the project site. The project site is not located within a flood zone per the latest FEMA Flood Zone Maps. The project site is not located within an urban area per Fire Hazard Severity Zone maps available from the Riverside County Fire Department and depicted on Figure 8.6 on Page 120 of the General Plan.

The project site is not identified within an Alquist-Priolo Fault Zone per the latest maps on file with the California Department of Conservation. The nearest fault zone is adjacent to the Indio Hills area north of the Palm Desert City limits. 282
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PP21-0005 Amendment 1 (PP24-0005)

4. The project site is not located in proximity to any scenic highway. The nearest officially designated scenic highway are portions of State Route 74 located south of the Palm Desert City Limits.

5. The project site is not identified as a historic waste site on any list compiled according to Section 65962.5 of the Government Code.

6. The project site does not contain any existing designated historic resource and is not within a designated historic preservation district.

In conclusion, no special circumstances exist that would create a reasonable possibility that the project will have a significant adverse effect on the environment. Therefore, staff concludes that no further environmental review is required.

Public Input
Public noticing was conducted for the October 1, 2024, City Council meeting in accordance with PDMC Section 25.60.060 and additional requirements set by PDMC Section 25.78.020 (C)(2).

A public hearing notice was published on Friday, September 27, 2024, in The Desert Sun.

Additionally, notices were mailed to all property owners within 4,000 feet of the project site. City staff has received two (2) public comments as of the date of this report (Attachment 8).

FINANCIAL IMPACT:

No financial impact.

ATTACHMENTS:

1. Resolution

2. ARC Minutes, July 23, 2024

3. Planning Commission August 20, 2024 Notice of Action

4. Project Plans

5. Material Board

6. Line of Sight

7. Public Hearing Notice

8. Comment Letters Received
283
284
RESOLUTION NO. 2024-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM

DESERT, CALIFORNIA, MAKING A FINDING OF EXEMPTION IN

ACCORDANCE WITH THE CALIFORNIA ENVIRONMENTAL QUALITY

ACT (CEQA), AND APPROVAL OF A HILLSIDE DEVELOPMENT PLAN TO CONSTRUCT A 1,103-SQUARE-FOOT GUESTHOUSE ON A
PROPERTY LOCATED AT 72240 UPPER WAY WEST
CASE NO. PP21-0005 Amendment No. 1 (PP24-0005)
WHEREAS, the City Council of the City of Palm Desert, California, did on the 14th day of April 2022, hold a duly noticed public hearing to consider a request by Level 7 (“Applicant) to construct a 1,103 square foot detached guesthouse at 72240 Upper Way West and adopted Resolution No. 2022-28 to approve said request; and WHEREAS, Michael Reilly, Applicant, submitted an application to amend the above noted project approval in order to move the location of the guesthouse; and WHEREAS, the Architectural Review Commission of the City of Palm Desert, California, did on the 23rd day of July 2024, consider the request by Michael Reilly at its meeting and recommended design review approval to the Planning Commission of the above-noted project request; and
WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 20th day of August 2024, at a duly noticed public hearing, adopted Planning Commission Resolution No. 2879 to recommend the City Council approve the abovenoted project request; and WHEREAS, the project complies with the goals and policies contained in the City’s General Plan that promote sensitive grading practices for hillside development, preservation of scenic mountain views, and preservation of the natural environment; and WHEREAS, the project conforms with the Hillside Planned Residential (HPR) zone with the proposed addition of a residential guesthouse; and WHEREAS, the project maintains a land-use pattern that provides an attractive building design that will integrate well with the hillside area and does not adversely impact views of the hillside area; and
WHEREAS, under Section 21067 of the Public Resources Code, Section 15367 of the State CEQA Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.), and the City of Palm Desert’s (“City’s”) Local CEQA Guidelines, the City is the lead agency for the proposed project; and
WHEREAS, said application has complied with the requirements of the "2024 Local Guidelines for Implementing the California Environmental Quality Act for the City of Palm Desert” Resolution No. 2024-035, in that the Director of Development Services has 285
RESOLUTION NO. 2024-___
2 determined that the project will not have a significant impact on the environment and that the project is categorically exempt under Article 19, Section 15303 New Construction or Conversion of Small Structures (Class 3) of the CEQA Guidelines, as outlined in the staff report and the project is not subject to any of the exceptions for categorical exemptions identified in CEQA Guidelines Section 15300.2; therefore, no further environmental review is necessary; and
WHEREAS, the City Council of the City of Palm Desert, California, did on the 10th day of October 2024, hold a duly noticed public hearing to consider the request by Michael Reilly, for approval of an amendment to the above-noted project request; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons, which are outlined in the staff report, exist to justify approval of said request:

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AS FOLLOWS:

SECTION 1. Recitals. The City Council hereby finds that the foregoing recitals are true and correct and are incorporated herein as substantive findings of this Resolution.

SECTION 2. CEQA Determination. The proposed project has been reviewed pursuant to the requirements of California Environmental Quality Act (CEQA) and the State CEQA Guidelines. The Project is exempt from CEQA pursuant to CEQA Guidelines Section 15303, New Construction or Conversion of Small Structures. The project involves the construction of an 1,103-square-foot, single-story detached residential guesthouse on a parcel containing an existing primary residence. The project site is zoned Hillside Planned Residential (HPR) which allows the development of single-family residential dwellings and accessory structures such as guest houses. The City Council, based on the staff report and materials and testimony presented during the hearing, based on its own independent judgment, hereby finds that no further environmental review is required because the project is exempt from CEQA pursuant to CEQA Guidelines Section 15303.

Additionally, the project is not subject to any of the exceptions for categorical exemptions identified in CEQA Guidelines Section 15300.2:

1. The project qualifies as a Class 3 exemption as it is a small residential guest house structure on a lot containing an existing primary residential structure.

The project is not located on a site where it may have an adverse impact on an environmental resource of hazardous or critical concern where designated, precisely mapped, and officially adopted according to law by federal, state, or local agencies. The project site will not impact designated environmental or biological resources as it is not located within a conservation area as identified by the Coachella Valley Multiple Species Habitat Conservation Plan. 286
RESOLUTION NO. 2024-___
3 2. The project will not have a cumulative impact on the environment as no other discretionary projects have been approved within 500 feet of the project site within the last five (5) years. The surrounding areas are developed with limited single-family residential and similar residential structures such as casitas or accessory structures such as garages.

3. There are no unusual circumstances on the project site. The project site is not located within a flood zone per the latest FEMA Flood Zone Maps. The project site is not located within an urban area per Fire Hazard Severity Zone maps available from the Riverside County Fire Department and depicted on Figure

8.6 on Page 120 of the General Plan. The project site is not identified within an Alquist-Priolo Fault Zone per the latest maps on file with the California Department of Conservation. The nearest fault zone is adjacent to the Indio Hills area north of the Palm Desert City limits.

4. The project site is not located in proximity to any scenic highway. The nearest officially designated scenic highway are portions of State Route 74 located south of the Palm Desert City Limits.

5. The project site is not identified as a historic waste site on any list compiled according to Section 65962.5 of the Government Code.

6. The project site does not contain any existing designated historic resource and is not within a designated historic preservation district.

SECTION 3. Findings on Precise Plan. In recommending approval of this Project, the City Council, and under Palm Desert Municipal Code (PDMC) Section 25.72.030(E), the following findings are required before granting a PP:

1. With the approval of this precise plan, consideration is given and restrictions are imposed to the extent necessary, in view of the size and shape of the parcel and the present and proposed zoning and use of the subject property and the surrounding property, to permit the same degree of enjoyment of the subject property, but subject to the same degree of protection of adjoining properties, as would be accorded in normal circumstances by the standard restrictions imposed by Chapter 25.72.030. The project, as conditioned, meets all of the requirements of the underlying zone and provides this project the same allowances that its surrounding properties would be governed by.

2. The proposed precise plan is not found to substantially depreciate property values in the vicinity or would unreasonably interfere with the use or enjoyment of property in the vicinity by the occupants thereof for lawful purposes or would endanger the public peace, health, safety, or general welfare.
287
RESOLUTION NO. 2024-___
4 3. A Design Review for the project architecture was reviewed and approved as required by the Architectural Review Commission on July 23, 2024.

SECTION 4. That the City Council approve Case No. PP21-0005, Amendment No. 1 (PP24-0005), pursuant to the conditions of approval in Exhibit A.

SECTION 5. Effective Date. This Resolution shall take effect immediately upon this adoption.

ADOPTED ON ________________, 2024.

KARINA QUINTANILLA, MAYOR
ATTEST:

ANTHONY J. MEJIA, CITY CLERK
288
RESOLUTION NO. 2024-___
5 I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Resolution No. 2024-__ is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Desert on _______________________, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

RECUSED:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ______________, 2024.

ANTHONY J. MEJIA

CITY CLERK
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RESOLUTION NO. 2024-___
6 EXHIBIT “A”

CONDITIONS OF APPROVAL
CASE NO. PP24-0005
PLANNING DIVISION:

1. The development of the property shall conform substantially with exhibits on file with the Development Services Department, as modified by the following conditions.

2. The applicant agrees that in the event of any administrative, legal, or equitable action instituted by a third party challenging the validity of any of the procedures leading to the adoption of these project approvals for the project, or the project approvals themselves, the developer and City each shall have the right, in their sole discretion, to elect whether or not to defend such action. Developer, at its sole expense, shall defend, indemnify, and hold harmless the City (including its agents, officers, and employees) from any such action, claim, or proceeding with counsel chosen by the City, subject to the developer’s approval of counsel, which shall not be unreasonably denied, and at the developer’s sole expense. If the City is aware of such an action or proceeding, it shall promptly notify the developer and cooperate in the defense. Developer upon such notification shall deposit with City sufficient funds in the judgment of City Finance Director to cover the expense of defending such action without any offset or claim against said deposit to assure that the City expends no City funds. If both parties elect to defend, the parties hereby agree to affirmatively cooperate in defending said action and to execute a joint defense and confidentiality agreement in order to share and protect the information, under the joint defense privilege recognized under applicable law. As part of the cooperation in defending an action, City and developer shall coordinate their defense in order to make the most efficient use of legal counsel and to share and protect information. Developer and City shall each have sole discretion to terminate its defense at any time. The City shall not settle any third-party litigation of project approvals without the developer’s consent, which consent shall not be unreasonably withheld, conditioned, or delayed unless developer materially breaches this indemnification requirement.

3. The development of the property described herein shall be subject to the restrictions and limitations set forth herein, which are in addition to the approved development standards listed in the Palm Desert Municipal Code (PDMC), state, and federal statutes now in force, or which hereafter may be in force.

4. The Hillside Development Plan (HDP) shall expire if construction of the said project shall not commence within two years from the date of final approval unless an extension of time is granted; otherwise, said approval shall become null, void, and of no effect whatsoever.
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RESOLUTION NO. 2024-___
7 5. Any proposed changes to this HDP will require an amendment to the application, which will result in a new public hearing.

6. All construction documentation shall be coordinated for consistency, including, but not limited to, architectural, structural, mechanical, electrical, plumbing, landscape and irrigation, grading, and street improvement plans. All such plans shall be consistent with the approved entitlement plans on file with the Development Services Department.

7. Construction of said project shall commence within two years from the date of final approval unless an extension of time is granted; otherwise, said approval shall become null, void, and of no effect whatsoever.

8. Any proposed modifications to this approval shall require an amendment to the application, which will result in a new public hearing.

9. Prior to issuance of a building permit for construction of any use or structure contemplated by this approval, the applicant shall first obtain permits and or clearance from the following agencies:

Coachella Valley Water District (CVWD)
Public Works Department
Fire Department
Evidence of said permit or clearance from the above agencies shall be presented to the Building & Safety Division at the time of issuance of a building permit for the use contemplated herewith.

10. Lighting plans shall be submitted in accordance with PDMC Section 24.16 for any landscape, architectural, street, or other lighting types within the project area.

11. All exterior lighting sources shall be fully shielded and directed downwards and is subject to approval by the Palm Desert Development Services Department.

Luminaries with total lamp lumens above sixteen thousand lumens shall not be used.

12. Final landscape and irrigation documents shall be prepared by a landscape architect registered with the State of California and shall be submitted to the City’s Development Services Department and the Coachella Valley Water District for review and approval. All sheets shall be wet signed by the landscape architect and shall include the license number and the expiration date. The landscape plan shall conform to the preliminary landscape plans prepared as part of this application and shall include dense plantings of landscape material.

13. All project irrigation systems shall function properly, and landscaping shall be maintained in a healthy and thriving condition. The maintenance of landscaping and the irrigation system shall be permanently provided for all areas of the project site, as 291
RESOLUTION NO. 2024-___
8 well as walkways and the portion of public right-of-way abutting the project site (parkways). Furthermore, the plans shall identify responsibility for the continued maintenance (such as homeowners’ association, landscape maintenance district, property owner, etc.).

14. All exterior equipment, and all appurtenances thereto, shall be completely screened from public view by walls, or roof screens that are architecturally treated to be consistent with the building. The final construction plans shall include appropriate drawings demonstrating how such equipment is to be screened from view. No rooftop equipment shall be permitted.

15. All ground-mounted utility structures including, but not limited to, transformers, HVAC equipment, and backflow prevention valves shall be located out of view from any public street or adequately screened through the use of landscaping and/or masonry walls.

16. The applicant shall comply with the recommendations made by the City’s Architectural Review Commission (ARC), as referenced in the July 23, 2024, Notice of Action as follows:
a. Street exposed windows should be recessed
b. All exterior building finishes, paving, ground covers, and re-naturalized slopes shall be appropriate to the hillside area.

17. The applicant or any successor in interest shall comply with all applicable local, state, and federal laws and regulations.

18. A copy of the herein-listed Conditions of Approval shall be included in the construction documentation package for the project, which shall be continuously maintained onsite during project construction.

19. The final design of all site walls shall be subject to review and approval by the Palm Desert Development Services Department. The design, material, color, and finish of all site walls shall be designed to integrate with the surrounding undisturbed natural hillside area in terms of color, form, and material.

20. The applicant shall ensure all proposed groundcover, paving, and other hardscapes shall be finished in a color that is compatible with the undisturbed natural terrain of the surrounding hillside area.

21. All cuts, fills, or other areas temporarily disturbed by grading shall be re-naturalized, colored, and landscaped to blend with the adjacent undisturbed natural terrain.

22. The exterior color of the guesthouse structure shall be selected to blend with the adjacent undisturbed natural terrain.

23. The approved pad elevation of the guesthouse shall be 768, as shown on the approved preliminary grading plan. Modifications to the approved pad height shall 292
RESOLUTION NO. 2024-___
9 require approval by the Planning Commission, accompanied by additional plans and information to assess the impact on views of the hillside.

24. All landscaping shall match the approved landscape plan. Modifications to the approved landscaping plan shall be subject to review by the Development Services Department to assess the impact on views of the hillside. Dense landscape plantings and the use of non-native desert plantings are discouraged. Landscaping shall blend into the hillside and reflect the visual patterns found naturally in the adjacent natural terrain.

LAND DEVELOPMENT DIVISION:

25. The following plan is hereby referenced: preliminary precise grading for 72-240 Upper Way West; prepared by Essi Engineering; dated April 8, 2024.

26. It is assumed that easements shown on the tentative parcel map exhibit are shown correctly and include all the easements that encumber the subject property. A current preliminary title report for the site shall be submitted during technical plan review. The Applicant shall secure approval from all easement holder for all grading and improvements, which are proposed over respective easements, including the proposed structure within the existing 25-foot access easement per U.S. Patent 14283 dated February 16, 1960, and the proposed driveway within existing 10-foot easement in favor of Coachella Valley Water District per Instrument No. 69269 dated June 15,1965. Otherwise, the applicant shall provide evidence that the easement has been relocated, quitclaimed, vacated, abandoned, easement holder cannot be found, or is otherwise of no effect. Should such approvals or alternative actions regarding the easements not be provided and approved by the City, the Applicant may be required to amend or revise the proposed site configuration as may be necessary.

27. Pad elevation for the proposed guesthouse, as shown on the preliminary precise grading exhibit, is subject to review and modification per the City of Palm Desert Municipal Code Title 27.

28. It is understood that the conceptual exhibits correctly show all existing easements, traveled ways, and drainage courses, and that major modification with the final plans and reports may require the applicant to process a revised site plan through Planning Commission as directed by the City Engineer.

29. All utility extensions within the site shall be placed underground unless otherwise specified or allowed by the respective utility purveyor.

30. Prior to issuance of the grading permit for the development, the Applicant shall pay all appropriate signalization fees in accordance with the City’s Resolution No. 79-17 and 79-55.
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10 31. Prior to building permit, the Applicant shall pay the appropriate drainage fee in accordance with the City’s Municipal Code Section 26.49 and Palm Desert Ordinance No. 653.

32. The Applicant shall comply with Palm Desert Ordinance No. 843, Section 24.20 Stormwater Management and Discharge Ordinance.

33. Prior to a grading permit, the Applicant shall prepare a final grading plan for the site.

No grading or other improvements shall be permitted until a final grading plan has been approved by the City Engineer. Grading plans and all grading shall conform to the approved Conceptual Grading Plan, the California Building Code, Palm Desert Municipal Code (PDMC) Title 27 Grading, and all other relevant laws, rules, and regulations governing grading in the City of Palm Desert.

34. Prior to a grading permit, Applicant may submit combined rough and precise grading plans for this development. The final grading plans shall show and identify all proposed onsite improvements in accordance with the approved conceptual grading exhibit

35. All manufactured slopes shall be planted or otherwise protected from the effects of stormwater runoff and erosion per Palm Desert Municipal Code Section 27.12

36. Grading plan submittal shall include an erosion control plan for review and approval of the City Engineer.

37. Prior to a grading permit, Applicant shall provide the City verification, to the satisfaction of the City Engineer, that improvements within existing easements and prescriptive access roadway have been authorized by the appropriate easement holder(s).

38. Prior to a grading permit, the Applicant shall submit a geotechnical report for review and approval of the City Engineer. The project’s Geotechnical Engineer shall sign the final grading plans.

39. Prior to grading permit and in compliance with the City of Palm Desert Municipal Code Chapter 27.24, the Applicant shall enter into an agreement and post financial security guarantee for all grading work related to this project.

40. Prior to the issuance of a grading permit, the applicant shall submit a PM10 application for review and approval. The applicant shall comply with all provisions of Palm Desert Municipal Code Section 24.12 regarding Fugitive Dust Control.

41. Prior to the issuance of a building permit, a licensed land surveyor shall certify the completion of grading in conformance with the lines and grades shown on the approved grading plans.
294
RESOLUTION NO. 2024-___
11 42. Prior to building final inspection, the Applicant is responsible for the completion of all improvements for which plans are required.

BUILDING AND SAFETY DIVISION:

43. This project shall comply with the latest adopted edition of the following codes:

A. California Building Code and its appendices and standards.

B. California Residential Code and its appendices and standards C. California Plumbing Code and its appendices and standards.

D. California Mechanical Code and its appendices and standards.

E. California Electrical Code.

F. California Energy Code.

G. California Green Building Standards Code
H. Title 24, California Code of Regulations.

I. California Fire Code and its appendices and standards.

44. The applicant shall coordinate directly with:

Riverside County Fire Marshal’s Office
CAL FIRE/Riverside County Fire Department
77933 Las Montañas Road, Ste 201, Palm Desert, CA 92211 Main: 760-863-8886

45. All contractors and subcontractors shall have a current City of Palm Desert Business License prior to permit issuance per PDMC, Title 5.

46. All contractors and/or owner-builders must submit a valid Certificate of Workers’ Compensation Insurance coverage prior to the issuance of a building permit per California Labor Code, Section 3700.

47. Address numerals shall comply with Palm Desert Ordinance No. 1351 (PDMC 15.28.

Compliance with Ordinance 1351 regarding street address location, dimension, a stroke of line, distance from the street, height from grade, height from the street, etc., shall be shown on all architectural building elevations in detail. Any possible obstructions, shadows, lighting, landscaping, backgrounds, or other reasons that may render the building address unreadable shall be addressed during the plan review process. The applicant may request a copy of Ordinance 1351 or PDMC Section

15.28 from the Building and Safety Division counter staff.

FIRE DEPARTMENT:

48. Fire Hydrants and Fire Flow: An existing fire hydrant capable of providing the minimum required fire flow appears to be located on Upper Way West; however, since the hydrant is more than 400 feet from the home, as measured by an approved 295
RESOLUTION NO. 2024-___
12 route, an automatic fire sprinkler system is required for the home. Fire sprinkler plans shall be submitted to the Office of the Fire Marshal for review and approval prior to installation. Reference 2019 California Fire Code (CFC) 507.5.1.

49. Fire Department Access: Prior to building permit issuance, a fire access site plan shall be approved. Electric gates shall be provided with Knox key switches to allow for rapid emergency access. Manual gates normally maintained locked should be provided with a Knox Box or Knox padlock. CFC 503.1.1, and 506.1.

50. Gate Access: Electric gate operators shall be provided with Knox key switches.

Electric gate operators shall also be connected to a remote signal receiver compatible for use with the preemption devices on the Riverside County fire apparatus. The gate shall automatically open upon receiving a remote signal from the fire apparatus and remain in the fully open position for a minimum of 30 seconds. Ref. CFC 506.1.

END OF CONDITIONS OF APPROVAL
296
Architectural Review Commission Minutes
July 23, 2024
3 Motion by: Commissioner McIntosh
Seconded by: Commissioner McAuliffe
Following discussion, motion carried to approve Case No. DR23-0015 as presented with the following conditions:

1. A pilaster with the same stone cladding on the building shall be added to the opening at the northeast corner of the patio.

2. Gravel placed in planters adjacent to the parking lot shall match existing parking lot gravel.

3. Shipping container shall be new or like-new condition.

Motion Carried (6 to 0)

8.b CONSIDERATION TO APPROVE AN AMENDMENT FOR A DESIGN REVIEW APPROVAL OF A 1,103 SQUARE FOOT GUESTHOUSE AT 72240 UPPER

WAY WEST
Principal Planner, Carlos Flores, narrated a PowerPoint presentation on the item and responded to Commission inquiries. Mike Reilly, Applicant, and Gabriel Rios, Architect, were present via Zoom.

Chair Vuksic opened the public comment period and invited the applicant to speak. Mike Reilly, Applicant, introduced himself and answered questions from the Commission.

With no other members of the public wishing to comment, Chair Vuksic closed the public comment period. Discussion on the item ensued with Commissioners providing comments for the project.

Motion by: Commissioner Latkovic
Seconded by: Commissioner Colvard
Following discussion, motion carried to approve Case No. DR24-0005 Amendment No.1 as presented with the following conditions:
1) Street exposed windows should be recessed.
2) Staff shall develop conditions of approval that assure all exterior building finishes, paving, ground covers, and re-naturalized slopes are appropriate to the hillside area prior to the project proceeding to Planning Commission.

NOES (2): Commissioner McIntosh, and Chair Vuksic
Motion Carried (4 to 2)
297
298
299
300
P
1 SHEET TITLE

DESCRIPTION
PROJECT NO: LVL.002
COMMENCEMENT DATE: 2/23/2022
DRAWN BY: SPP
CHK'D BY: GSY
PUBLISHED DATE: 8/31/2022

MARK DATE
CS-1

REVISIONS
7/26/22 PLAN CHECK CORRECTIONS

CITY APPROVAL STAMP
e
C-1 Cover Sheet

GENERAL
1 of 3 Precise Grading Plan
2 of 3 Precise Grading Plan
3 of 3 Precise Grading Plan
C:\Users\SPorter\Desktop\SPP Design\2022\LVL.002 - Upper Way\Upper Way MASTER.pln 72240 UPPER WAY WEST
PALM DESERT, CA 92260

COVER SHEET

GUEST HOUSE FOR

MICHAEL & TREA
REILLY
STEVEN P. PORTER
email: [email protected]
P
DESIGN
29590 Landau Blvd #1
Cathedral City, CA 92234
telephone: (760) 808-9487
S
1 1
1 1

KEYNOTE
DETAIL
A410
A200
1 A
A500
A300 SECTION

9.03 A1
A1
A1
A1

OR WORK POINT, CONTROL POINT, DATUM POINT
OR PROPERTY CORNER.

MATCH LINE SHADED PORTION IS THE SIDE

CONSIDERED

ROOM NUMBER
20 SHEAR PANEL
100
1 REVISION CLOUD AND MARKER

COLUMN / GRID LINE

LETTERS HORIZONTAL OR VERTICAL

NUMBERS OPPOSITE DIRECTION

INTERIOR ELEVATION

EXTERIOR ELEVATION

DOOR MARKER

WINDOW MARKER
E100
A
A.C.T. ACOUSTICAL CEILING TILE
A.T. ACOUSTICAL TILE

A/C AIR CONDITIONER

AB ANCHOR BOLT

AC ASPHALTIC CONCRETE

ACOUST ACOUSTICAL

ACP ASPHALTIC CONCRETE PAVING

AD AREA DRAIN

ADA AMERICANS WITH DISABILITIES ACT

ADAAG AMERICANS WITH DISABILITIES ACT

ACCESSIBILITY GUIDELINES

ADJ ADJUSTABLE/ADJACENT

AFF ABOVE FINISH FLOOR

AGGR AGGREGATE

ALUM ALUMINUM

APPROX APPROXIMATE
ARCH. ARCHITECT

ARCH'L ARCHITECTURAL

ATC ACOUSTICAL TILE CEILING
B.O. BOTTOM OF
B.O.B. BOTTOM OF BEAM
B.O.H. BOTTOM OF HEADER
B.O.S. BOTTOM OF STEEL

BCR BEGINNING CURB RETURN

BD BOARD

BFF BELOW FINISH FLOOR

BI BUILT-IN

BLDG BUILDING

BLK BLOCK

BLKG BLOCKING

BM BEAM OR BENCHMARK

BRZE BRONZE

BSL BUILDING SETBACK LINE

BTM BOTTOM

BUR BUILT-UP ROOF

C/C CENTER TO CENTER

CA CALIFORNIA

CAB CABINET

CB CATCH BASIN (CIVIL)

CB COLUMN BASE (STRUCTURAL & ARCHITECTURAL)

CBC CALIFORNIA BUILDING CODE (UNIFORM BUILDING

CODE WITH CALIFORNIA AMENDMENTS)

CC COLUMN CAP

CCR CALIFORNIA CODE OF REGULATIONS

CD CEILING DIFFUSER

CEC CALIFORNIA ENERGY COMMISSION

CER CERAMIC

CF CUBIC FOOT OR CUBIC FEET

CFM CUBIC FEET PER MINUTE

CFR CODE OF FEDERAL REGULATIONS

CJ CONTROL JOINT

CL CLOSET

CLG CEILING

CLKG CAULKING

CLR CLEAR

CMU CONCRETE MASONRY UNIT

CO CLEAN OUT

COL COLUMN

CONC CONCRETE

CONN CONNECTOR OR CONNECTION

CONSTR CONSTRUCTION

CONT CONTINUOUS

CONTR CONTRACTOR

CORR CORRIDOR

CPT CARPET

CRT MONITOR

CT CERAMIC TILE

CTV CABLE TELEVISION

CU CUBIC

CW COLD WATER
D.O. DOOR OPENING

DBL DOUBLE

DEPT DEPARTMENT

DET DETAIL

DF DRINKING FOUNTAIN

DIA DIAMETER

DIM DIMENSION

DISP DISPOSAL

DN DOWN

DR DOOR

DRYWL DRYWALL

DSA DIVISION OF THE STATE ARCHITECT

DW DISHWASHER

DWG DRAWING
(E) EXISTING

EA EACH

EF EXHAUST FAN

EJ EXPANSION JOINT

EL ELEVATION

ELEC ELECTRIC

ELEC'L ELECTRICAL

ELEV ELEVATOR

EMERG EMERGENCY

ENCL ENCLOSURE

EP ELECTRICAL PANEL

EQ EQUAL

EQUIP EQUIPMENT

EWC ELECTRIC WATER COOLER

EXIST EXISTING

EXP EXPOSED

EXT EXTERIOR

FAU FORCED AIR UNIT

FD FLOOR DRAIN

FE FIRE EXTINGUISHER

FEC FIRE EXTINGUISHER CABINET

FF FINISH FLOOR

FIN FINISH

FIX FIXED

FIXT FIXTURE

FL FLOW LINE

FLR FLOOR

FLUOR FLUORESCENT

FOB FACE OF BLOCK

FOC FACE OF CONCRETE OR FACE OF CURB

FOS FACE OF STUD

FOSH FACE OF SHEATHING

FRP FIBER REINFORCED PLASTIC

FS FINISH SURFACE

FT FOOT, FEET

HVAC HEATING, VENTILATION, & AIR CONDITIONING

HW HOT WATER
I.D. INSIDE DIAMETER

ICBO INTERNATIONAL CONFERENCE OF BUILDING

OFFICIALS

ID IDENTIFICATION

INCAND INCANDESCENT

INCL INCLUDED

INSUL INSULATION

INT INTERIOR

INV INVERT

JAN JANITOR

JT JOINT

KIT KITCHEN
L.B. LAG BOLT

LAM LAMINATE OR LAMINATED

LAV LAVATORY

LB POUND

LT LIGHT

LTG LIGHTING

MAX MAXIMUM

MC MEDICINE CABINET

MECH MECHANICAL

MFR MANUFACTURER

MFR'S MANUFACTURER'S

MGMT MANAGEMENT

MGR MANAGER

MH MANHOLE

MICRO MICROWAVE OVEN

MIN MINIMUM

MISC MISCELLANEOUS

MO MASONRY OPENING

MR MOISTURE RESISTANT

MTD MOUNTED

MTL METAL

MTR METER

MUL MULLION
(N) NEW

NEC NATIONAL ELECTRIC CODE

NIC NOT IN CONTACT

NOM NOMINAL

NTS NOT TO SCALE
O.D. OUTSIDE DIAMETER

OC ON CENTER

OF OVERFLOW

OFC OFFICE

OPNG OPENING

OPP OPPOSITE

P PLANTER OR PLANTING AREA

PART PARTITION

PB POST BASE

PC POST CAP

PCC PORTLAND CEMENT CONCRETE

PE PAD ELEVATION

PEJ PLASTER EXPANSION JOINT

PH PHONE

PLAM LAMINATED PLASTIC

PLAS PLASTER

PLYWD PLYWOOD

POC POINT OF CONNECTION

POLY POLYETHYLENE

PSF POUNDS PER SQUARE FOOT OR FEET

PSI POUND PER SQUARE INCH

PT PORCELAIN TILE

PTN PARTITION

PUE PUBLIC UTILITY EASEMENT

QT QUARRY TILE

QTY QUANTITY

R RADIUS

RB RUBBER BASE

RD ROOF DRAIN

RD/OF ROOF DRAIN AND OVERFLOW

REDWD REDWOOD

REF REFERENCE

REFR REFRIGERATOR

REFRIG REFRIGERATOR

REINF REINFORCEMENT

REQ REQUIRED

RFF REFERENCE FINISH FLOOR

RM ROOM

RO ROUGH OPENING

RT RESILIENT TILE

S STORAGE

SC SOLID CORE

SCE SOUTHERN CALIFORNIA EDISON

SCH SCHEDULE

SEC SECTION

SEC'Y SECRETARY

SF SQUARE FOOT OR FEET

SFM STATE FIRE MARSHALL

SHT SHEET

SIM SIMILAR

SPEC SPECIFICATION

SPECS SPECIFICATIONS

SQ SQUARE

SQ FT SQUARE FOOT OR FEET

SS STAINLESS STEEL

STA STATION

STD STANDARD

STO STORAGE

STOR STORAGE

STR'L STRUCTURAL

STRUCT STRUCTURE

STRUCT'L STRUCTURAL

SUSP SUSPENDED

T TOILET ROOM

T&B TOP AND BOTTOM

T&G TONGUE AND GROOVE
T.O. TOP OF
T.O.C. TOP OF CONCRETE
T.O.F. TOP OF FRAMING
T.O.P. TOP OF PARAPET
T.O.R. TOP OF ROOF
T.O.S. TOP OF STEEL
T.O.W. TOP OF WALL
T24 TITLE 24 CALIFORNIA CODE REQUIREMENTS

TC TOP OF CURB OR CONCRETE

TEL TELEPHONE

TF TOP OF FOOTING

TG TONGUE AND GROOVE

THK THICK

TNG TONGUE AND GROOVE

TP TOP OF PAVEMENT

TPD TOILET PAPER DISPENSER

TR TOP OF ROOF

TS TUBULAR STEEL

TV TELEVISION

TW TOP OF WALL

TYP TYPICAL

U/C UNDER COUNTER

UBC UNIFORM BUILDING CODE

UFC UNIFORM FIRE CODE

UMC UNIFORM MECHANICAL CODE

UNF UNFINISHED

UNO UNLESS NOTED OTHERWISE

UON UNLESS OTHERWISE NOTED

UPC UNIFORM PLUMBING CODE

UR URINAL

V VINYL

VCT VINYL COMPOSITION TILE

W/ WITH

W/O WITH OUT

WC WATER CLOSET (TOILET)

WD WOOD

WH WATER HEATER

WI WROUGHT IRON

WP WEATHER PROOF

XERIS XERISCAPING

YD YARD
SUG SC

BTM BOTTOM

BUR BUILT-UP ROOF

C/C CENTER TO CENTER

CA CALIFORNIA

CAB CABINET

CB CATCH BASIN (CIVIL)

CB COLUMN BASE (STRUCTURAL & ARCHITECTURAL)

CBC CALIFORNIA BUILDING CODE (UNIFORM BUILDING

CODE WITH CALIFORNIA AMENDMENTS)

CC COLUMN CAP

CCR CALIFORNIA CODE OF REGULATIONS

CD CEILING DIFFUSER

CEC CALIFORNIA ENERGY COMMISSION

CER CERAMIC

CF CUBIC FOOT OR CUBIC FEET

CFM CUBIC FEET PER MINUTE

CFR CODE OF FEDERAL REGULATIONS

CJ CONTROL JOINT

CL CLOSET

CLG CEILING

CLKG CAULKING

CLR CLEAR

CMU CONCRETE MASONRY UNIT

CO CLEAN OUT

COL COLUMN

CONC CONCRETE

CONN CONNECTOR OR CONNECTION

CONSTR CONSTRUCTION

CONT CONTINUOUS

CONTR CONTRACTOR

CORR CORRIDOR

CPT CARPET

CRT MONITOR

CT CERAMIC TILE

CTV CABLE TELEVISION

CU CUBIC

CW COLD WATER
D.O. DOOR OPENING

DBL DOUBLE

DEPT DEPARTMENT

DET DETAIL

DF DRINKING FOUNTAIN

DIA DIAMETER

DIM DIMENSION

DISP DISPOSAL

DN DOWN

DR DOOR

DRYWL DRYWALL

DSA DIVISION OF THE STATE ARCHITECT

DW DISHWASHER

DWG DRAWING
(E) EXISTING

EA EACH

EF EXHAUST FAN

EJ EXPANSION JOINT

EL ELEVATION

ELEC ELECTRIC

ELEC'L ELECTRICAL

ELEV ELEVATOR

EMERG EMERGENCY

ENCL ENCLOSURE

EP ELECTRICAL PANEL

EQ EQUAL

EQUIP EQUIPMENT

EWC ELECTRIC WATER COOLER

EXIST EXISTING

EXP EXPOSED

EXT EXTERIOR

FAU FORCED AIR UNIT

FD FLOOR DRAIN

FE FIRE EXTINGUISHER

FEC FIRE EXTINGUISHER CABINET

FF FINISH FLOOR

FIN FINISH

FIX FIXED

FIXT FIXTURE

FL FLOW LINE

FLR FLOOR

FLUOR FLUORESCENT

FOB FACE OF BLOCK

FOC FACE OF CONCRETE OR FACE OF CURB

FOS FACE OF STUD

FOSH FACE OF SHEATHING

FRP FIBER REINFORCED PLASTIC

FS FINISH SURFACE

FT FOOT, FEET

FTG FOOTING

GA GAUGE

GAL GALLON

GALV GALVANIZED

GD GARBAGE DISPOSAL

GFCI GROUND-FAULT CIRCUIT-INTERRUPTER

GFI GROUND-FAULT CIRCUIT-INTERRUPTER

GLB GLUE LAMINATED BEAM

GPH GALLONS PER HOUR

GPM GALLONS PER MINUTE

GR GRADE

GYP BD GYPSUM BOARD

HB HOSE BIB

HC HOLLOW CORE

HD HOLD DOWN

HDW HARDWARE

HM HOLLOW METAL

HMD HOLLOW METAL DOOR

HMF HOLLOW METAL FRAME

HMW HOLLOW METAL WINDOW

HORIZ HORIZONTAL

HT HEIGHT

HTR HEATER

HVAC HEATING, VENTILATION, & AIR CONDITIONING

HW HOT WATER
I.D. INSIDE DIAMETER

ICBO INTERNATIONAL CONFERENCE OF BUILDING

OFFICIALS

ID IDENTIFICATION

INCAND INCANDESCENT

INCL INCLUDED

INSUL INSULATION

INT INTERIOR

INV INVERT

JAN JANITOR

JT JOINT

KIT KITCHEN
L.B. LAG BOLT

LAM LAMINATE OR LAMINATED

LAV LAVATORY

LB POUND

LT LIGHT

LTG LIGHTING

MAX MAXIMUM

MC MEDICINE CABINET

MECH MECHANICAL

MFR MANUFACTURER

MFR'S MANUFACTURER'S

MGMT MANAGEMENT

MGR MANAGER

MH MANHOLE

MICRO MICROWAVE OVEN

MIN MINIMUM

MISC MISCELLANEOUS

MO MASONRY OPENING

MR MOISTURE RESISTANT

MTD MOUNTED

MTL METAL

MTR METER

MUL MULLION
(N) NEW

NEC NATIONAL ELECTRIC CODE

NIC NOT IN CONTACT

NOM NOMINAL

NTS NOT TO SCALE
O.D. OUTSIDE DIAMETER

OC ON CENTER

OF OVERFLOW

OFC OFFICE

OPNG OPENING

OPP OPPOSITE

P PLANTER OR PLANTING AREA

PART PARTITION

PB POST BASE

PC POST CAP

PCC PORTLAND CEMENT CONCRETE

PE PAD ELEVATION

PEJ PLASTER EXPANSION JOINT

PH PHONE

PLAM LAMINATED PLASTIC

PLAS PLASTER

PLYWD PLYWOOD

POC POINT OF CONNECTION

POLY POLYETHYLENE

PSF POUNDS PER SQUARE FOOT OR FEET

PSI POUND PER SQUARE INCH

PT PORCELAIN TILE

PTN PARTITION

PUE PUBLIC UTILITY EASEMENT

QT QUARRY TILE

QTY QUANTITY

R RADIUS

RB RUBBER BASE

RD ROOF DRAIN

RD/OF ROOF DRAIN AND OVERFLOW

REDWD REDWOOD

REF REFERENCE








 
!"#$%&





'

(
)

*
#

++

PROJECT

LOCATION

ABBREVIATIONS GRAPHIC SYMBOLS GENERAL NOTES

VICINITY MAP

PROJECT DIRECTORY PALM DESERT MUNICIPAL CODE

A GUEST HOUSE FOR

MICHAEL & TREA REILLY
72240 UPPER WAY WEST
PALM DESERT, CALIFORNIA 92260
APN# 628-130-007
OWNER / APPLICANT:

MICHAEL & TREA REILLY
72240 UPPER WAY WEST
PALM DESERT, CA 92260
PHONE: (206) 200-2024
DESIGNER / BUILDER:

LEVEL 7 DESIGN & BUILD
1103 CELADON STREET
PALM SPRINGS, CA 92262
CONTACT: JENNIFER SERRAINO
PHONE: (661) 607-6527
EMAIL: [email protected]
DESIGN CONSULTANT:

SPP DESIGN
29590 LANDAU BLVD. #1
CATHEDRAL CITY, CA 92234
CONTACT: STEVEN PORTER
PHONE: (760) 808-9487
EMAIL: [email protected]

STRUCTURAL ENGINEER

AMG STRUCTURAL ENGINEERS
117 WEST 9TH ST. SUITE 625
LOS ANGELES, CA 90015
PHONE: (323) 447-8122
EMAIL: [email protected]

NOTIFY DIG ALERT, A FREE PUBLIC SERVICE

PROVIDED BY UNDERGROUND SERVICE
ALERT OF SOUTHERN CALIFORNIA @ 811
PRIOR TO ANY EXCAVATION.

1. IF ANY ERRORS, DISCREPANCIES OR OMISSIONS APPEAR IN

THE DRAWINGS, SPECIFICATIONS, OR OTHER CONTRACT

DOCUMENTS, THE GENERAL CONTRACTOR SHALL NOTIFY THE
DESIGNER IN WRITING OF SUCH ERROR OR OMISSION. IN THE

EVENT THAT THE GENERAL CONTRACTOR FAILS TO GIVE SUCH

NOTICE BEFORE CONSTRUCTION AND/OR FABRICATION OF THE

WORK, THE GENERAL CONTRACTOR WILL BE HELD RESPONSIBLE

TO THE RESULT OF ANY ERRORS, DISCREPANCIES OR OMISSIONS AND THE COST OF RECTIFYING THE SAME.

2. CONTRACTOR SHALL VERIFY ALL DIMENSIONS IN FIELD, PRIOR TO STARTING WORK. CONTRACTOR SHALL NOTIFY OWNER AND
DESIGN TEAM IN WRITING OF ANY DISCREPANCIES.

3. BUILDING DIMENSIONS SHOWN ARE TO FACE OF STUD, FACE

OF SHEATHING, OR CENTERLINE OF COLUMNOR WALL UNLESS
OTHERWISE NOTED.

4. CONSTRUCTION SHALL NOT VIOLATE ANY SECTION OF
APPLICABLE CODE OR STATE OR LOCAL ORDINANCES.

5. BRACING AND TEMPORARY SUPPORTS SHALL BE PROVIDED AS

REQUIREDTO HOLD THE WORK SECURELY IN PLACE AND TO
SUSTAIN ALL CONSTRUCTION LOADS.

6. CONTRACTOR SHALL ERECT BARRIERS AS NECESSARY TO

PROTECT THE PUBLIC FROM CONSTRUCTION ACTIVITIES DURING
THE CONSTRUCTION PERIOD.

7. THE GENERAL CONTRACTOR IS SOLELY RESPONSIBLE FOR
COORDINATION AMONG HIS VARIOUS SUBCONTRACTORS.

8. CONTRACTOR SHALL VERIFY DIMENSIONS OF ALL EQUIPMENT
WITH THE MANUFACTURERS.

9. INFREQUENT SITE VISITS BY THE DESIGNER IN NO WAY

ALLEVIATES THE CONTRACTOR'S RESPONSIBILITY IN REGARDS
TO CODE COMPLIANCE, SAFETY OR THOROUGHNESS.

10. THE OWNER AGREES TO HOLD HARMLESS, INDEMNIFY, AND

DEFEND THE DESIGNER, HIS EMPLOYEES, AND

ENGINEERSAGAINST ANY AND ALL LIABILITY, CLAIM DAMAGES

AND COSTS OF DEFENSE ARISING OUT OF THE ERRORS OR

OMISSIONS, OR NEGLIGENT ACTS CAUSED BY THE
MODIFICATIONS TO THE PLANSAND SPECIFICATIONS.

CS-1 COVER SHEET
MM-1 MANDATORY MEASURES CHECKLIST
T24-1 TITLE 24 ANALYSIS
T24-2 TITLE 24 ANALYSIS
1 OF 3 PRECISE GRADING PLAN
2 OF 3 PRECISE GRADING PLAN
3 OF 3 PRECISE GRADING PLAN
S0.1 GENERAL NOTES
S0.2 GENERAL NOTES
S1.0 TYPICAL DETAILS
S1.1 TYPICAL DETAILS
S1.2 TYPICAL DETAILS
S1.3 TYPICAL DETAILS
S2.0 FOUNDATION PLAN
S2.1 ROOF FRAMING PLAN
S3.0 ELEVATION @ LINE D
S5.0 TYPICAL DETAILS
A-100 SITE PLAN
A-110 FLOOR PLAN
A-120 ROOF PLAN
A-130 EXTERIOR ELEVATIONS
A-140 BUILDING SECTIONS
A-150 DOOR & WINDOW SCHEDULES
E-100 ELECTRICAL PLAN
IR-1 IRRIGATION PLAN
IR-2 IRRIGATION DETAILS
P-1 PLANTING PLAN
P-2 PLANTING DETAILS

SHEET INDEX

AREA TABULATIONS
TOTAL LOT AREA = 220,553 SF (100%)
EXISTING RESIDENCE & GARAGE = 2,873 SF (1.30%)
EXISTING PAVEMENT = 2,067 SF (0.94%)
PROPOSED GUEST HOUSE = 1,103 SF (0.50%)
PROPOSED PAVEMENT = 2,550 SF (1.16%)
PROPOSED TOTAL COVERAGE = 8,602 SF (3.90%)
BUILDING TYPE: RESIDENTIAL
BUILDING AREA: 1,103 SF (.50% PRIVATE)

PROJECT BUILDING CODE DATA

DEFERRED APPROVALS
SEPERATE PERMIT REQUIRED FOR THE FOLLOWING ITEMS:

1. RESIDENTIAL FIRE SPRINKLERS SYSTEM

2. ROOFTOP SOLAR PANELS

FEMA FLOOD DESIGNATION
FLOOD ZONE: X
PANEL: 060629C2209G
REV. DATE: AUG. 28, 2008
ZONE DEFINITION: DETERMINED TO BE
OUTSIDE 0.2% ANNUAL CHANCE OF FLOODING.

A. Approved temporary sanitary facilities (i.e. chemical toilets shall be on the construction site prior to request for first inspection). (Health and Safety Code, Section 5416)
B. Contractor and/or owner shall provide a trash bin to insure proper clean-up of all building materials. (Ordinance No. 262 of the Palm Desert Municipal Code) C. Storage of building materials or debris shall be confined to the lot for which the permit is issued. Adjacent vacant properties may not be utilized for this purpose unless written permission of the owner is on file with this office. The public right-of-wary shall be maintained in a clear condition at all times. (Palm Desert Municipal Code, Chapter 8.02) D. Address numerals shall comply with Palm Desert Ordinance No. 1351. You may request a copy of the Ordinance at the Building Department.

E. CONSTRUCTION HOURS:

OCTOBER 1 THRU APRIL 30
Monday-Friday 7:00 a.m. – 5:30 p.m.

Saturday 8:00 a.m. – 5:00 p.m.

Sunday NOT ALLOWED
Government Holidays NOT ALLOWED
MAY 1 THRU SEPTEMBER 30
Monday – Friday 5:30 a.m. – 7:00 p.m.

Saturday 8:00 a.m. – 5:00 p.m.

Sunday NOT ALLOWED
Government Holidays NOT ALLOWED
Violation of the above work hours is a citable offense under Palm Desert Municipal Code Section 9.24.070.

F. School Tax Fees must be paid prior to the issuance of the building permit.

G. The Traffic Uniform Mitigation Fees (TUMF) must be paid at the time of issuing the building permit.

H. Block walls, trash enclosures, temporary power poles, pools, spas, site lighting, signage, awnings, etc. require separate permits.

I. General contractors and/or owner-builders shall submit a completed Sub-Contractor’s list to the Building & Safety Department prior to requesting a final inspection per Palm Desert Ordinance No. 60. Absolutely no Sub-contractor’s lists will be accepted unless all required information is provided on the appropriate City of Palm Desert form.

TYPE OF CONSTRUCTION: V-B
OCCUPANCY GROUP: R-3/U
NUMBER OF STORIES: 1
FIRE PROTECTION:

FULLY FIRE SPRINKLERED
BUILDING CODE:

ALL CONSTRUCTION SHALL COMPLY WITH:
2019 CALIFORNIA RESIDENTIAL CODE
2019 CALIFORNIA BUILDING CODE
2019 CALIFORNIA MECHANICAL CODE
2019 CALIFORNIA PLUMBING CODE
2019 CALIFORNIA ELECTRICAL CODE
2019 CALIFORNIA ENERGY CODE
2019 CALIFORNIA GREEN BUILDING CODE
2019 CALIFORNIA FIRE CODE

CITY OF PALM DESERT MUNICIPAL CODE
N
301
P
1 SHEET TITLE

DESCRIPTION
PROJECT NO: LVL.002
COMMENCEMENT DATE: 2/23/2022
DRAWN BY: SPP
CHK'D BY: GSY
PUBLISHED DATE: 8/31/2022

MARK DATE
MM-1

REVISIONS
7/26/22 PLAN CHECK CORRECTIONS

CITY APPROVAL STAMP
e
C-1 Cover Sheet

GENERAL
1 of 3 Precise Grading Plan
2 of 3 Precise Grading Plan
3 of 3 Precise Grading Plan
C:\Users\SPorter\Desktop\SPP Design\2022\LVL.002 - Upper Way\Upper Way MASTER.pln 72240 UPPER WAY WEST
PALM DESERT, CA 92260

MANDATORY

MEASURES

CHECKLIST

GUEST HOUSE FOR

MICHAEL & TREA
REILLY
STEVEN P. PORTER
email: [email protected] P
DESIGN
29590 Landau Blvd #1
Cathedral City, CA 92234
telephone: (760) 808-9487 S
1

Chapter 3 – Additions and Alterations
301.1.1
• Applies to additions and alterations of residential buildings where the addition or alteration increases the building’s conditioned area, volume, or size.
• Requirements only apply within the specific area of the addition or alteration. • Applies to additions and alterations of residential buildings where the addition or alteration increases the building’s conditioned area, volume, or size.
• After January 1, 2014, all residential buildings undergoing permitted alterations, additions, or improvements shall replace non-compliant plumbing fixtures with water-conserving plumbing fixtures (Civil Code §1101.1).

Section Scope Requirement Sheet # Comment Division 4.1 – Planning and Design (Site Development) 4.106.2 StormWater
Drainage/
Retention
(During Construction) Projectswhichdisturblessthanoneacreof soil and arenot part ofalarger commonplanof developmentwhich intotaldisturbs oneacreormore,shall manage storm waterdrainage duringconstruction.

4.106.3
Grading
&
Paving
Siteshallbeplanned and developedtokeepsurfacewaterfrom
entering buildings. Exceptions: Additions and alterations which do not alter the existing drainage path.

Division 4.1 – Planning and Design (Electric Vehicle Charging Requirements)

4.106.4
New
Construction
• Comply with Section 4.106.4.1, 4.106.4.2, or 4.106.4.3 for future installation and use of EV chargers
• Electric vehicle supply equipment (EVSE) shall be installed in accordance with the California Electrical Code, Article 625.

Exceptions on a case by case basis as determined by the AHJ:

1. Where there is no commercial power supply.

2. Verification that meeting requirements will alter the local utility infrastructure design requirements on the utility side of the meter increasing the cost to the homeowner/developer by more than $400 per dwelling unit.

3. ADU

4.106.4.1
&

4.106.4.1.1
1 & 2 - Family
Dwellings and
Townhouses
with
Attached
private
garages.
• Install a listed raceway to accommodate a dedicated 208/240- volt branch circuit for each dwelling unit.
• Raceway shall not be less than trade size 1 (nominal 1-inch inside diameter).
• Raceway shall originate at the main service or subpanel and terminate into a listed cabinet, box, or other enclosure in close proximity to the proposed location of an EV charger.
• Raceways are required to be continuous at enclosed,
inaccessible or concealed areas and spaces.
• Service panel and/or subpanel shall provide capacity to install a 40A minimum dedicated branch circuit and space(s) reserved to permit installation of a branch circuit overcurrent protective device. Service panel or subpanel circuit directory shall identify the overcurrent protective device space(s) reserved for future EV charging as “EV CAPABLE.” The raceway termination
location shall be permanently and visibly marked as “EV CAPABLE.”

CITY OF PALM DESERT
Building & Safety Department
73 -510 Fred Waring, Palm Desert, CA (760) 776-6420
RESIDENTIAL MANDATORY MEASURES CHECKLIST 2019
Sheet=Sheet No or N/A
Applies to ALL newly constructed residential buildings: low-rise, high-rise, and hotels/motels Comment=Note# or Detail#

Section Scope Requirement Sheet # Comment
Division 4.1 –Planning and Design (Electric Vehicle Charging Requirements – Cont’d)

4.106.4.2
EV Charging
Multi-Family
Dwellings
If residential parking is available, ten (10) percent of the total number of parking spaces on a building site, provided for all types of parking facilities, shall be electric vehicle charging spaces (EV spaces) capable of supporting future EVSE Calculations for the required number of EV spaces shall be rounded up to the nearest whole number.

Note: Construction documents are intended to demonstrate the project’s capability and capacity for facilitating future EV charging. There is no requirement for EV spaces to be constructed or available until EV chargers are installed for use
.

4.106.4.2.1
EV Charging
Space
(Locations)
• Construction documents shall indicate the location of proposed EV spaces. At least 1 EV space shall be located in common use areas and available for use by all residents.
• When EV chargers are installed, EV spaces required by Section

4.106.4.2.2, Item 3, shall comply with at least 1 of the following options:

1. The EV space shall be located adjacent to an accessible parking space meeting the requirements of California Building Code, Chapter 11A, to allow use of the EV charger from the accessible parking space.

2. The EV space shall be located on an accessible route to the building, as defined in the California Building Code, Chapter 2.

4.106.4.2.2
EV Charging
Space
(Dimensions)
• EV spaces shall be designed to comply with the following:

1. The minimum length of each EV space shall be 18 feet.

2. The minimum width of each EV space shall be 9 feet.

3. One in every 25 EV spaces, but not less than 1, shall also have an 8- foot wide minimum aisle. A 5-foot minimum aisle shall be permitted provided the minimum width of the EV space is 12 feet.
a) Surface slope for this EV space and aisle shall not exceed 1 unit vertical in 48 units horizontal (2.083% slope) in any direction.

4.106.4.2.3
Single EV
Space
(Required)
• Install listed raceway capable of accommodating a 208/240-volt dedicated branch circuit.

1. The raceway shall not be less than trade size 1 (nominal 1-inch inside diameter).

2. The raceway shall originate at the main service or subpanel and shall terminate into a listed cabinet, box or enclosure in close proximity to the proposed location of the EV space.

3. Construction documents shall identify the raceway termination point.

4. The service panel and/or subpanel shall provide capacity to install a 40A minimum branch circuit and space(s) reserved to permit installation of a branch circuit overcurrent protective device.

4.106.4.2.4 Multiple EV
Spaces Req’d
• Construction documents shall indicate raceway termination point and proposed location of future EV spaces and EV chargers. Construction documents shall also provide information on amperage of future EVSE, raceway method(s), wiring schematics (SLD) and load calculations to verify electrical panel service capacity and electrical system, including any on-site distribution transformer(s), have sufficient capacity to simultaneously charge all EVs at all required EV spaces at full rated amperage of ESVE.
• Plan design shall be based upon a 40A minimum branch circuit. Raceways and related components planned to be installed underground, enclosed, inaccessible or in concealed areas and spaces shall be installed at the time of original construction

Section Scope Requirement Sheet # Comment 4.106.4.2.5 Identification The service panel or subpanel circuit directory shall identify the overcurrent protective device space(s) reserved for future EV charging purposes as “EV CAPABLE” in accordance with the California Electrical Code.

Notes:

1. The California Department of Transportation adopts and publishes the “California Manual on Uniform Traffic Control Devices (California MUTCD)” to provide uniform standards and specifications for all official traffic control devices in California. Zero Emission Vehicle Signs and Pavement Markings can be found in the New Policies & Directives Number 12-01. Website: http://www.dot.ca.gov/hq/traffops/policy/13-01.pdf

2. See Vehicle Code Section 22511 for EV charging space signage in off-parking facilities and for use of EV charging spaces. 3. The Governor’s Office of Planning and Research (OPR) published a “Zero Emission Vehicle Community Readiness Guidebook” which provides helpful information for local governments, residents and businesses. Website: http://opr.ca.gov/docs/ZEV_Guidebook.pdf Division 4.2 –Energy Efficiency

4.201.1&

5.201.1 Scope
• Energy efficiency requirements for low-rise residential (Section 4.201.1) and high-rise residential/hotels/motels (Section 5.201.1) are now in both residential and nonresidential chapters of CALGreen.
• Standards for residential buildings do not require compliance with levels of minimum energy efficiency beyond those required by the 2016 California Energy Code.

Division 4.3 – Water Efficiency and Conservation (Indoor Use)

4.303.1
Water
Conserving
Plumbing
Fixtures/Fittings
Plumbing fixtures and fittings shall comply with the following:

4.303.1.1- Water Closets: ≤ 1.28 gal/flush

4.303.1.2
Wall Mounted Urinals: ≤ 0.125 gal/flush; all other urinals ≤ 0.5 gal/flush

4.303.1.3.1- Single Showerheads: ≤ 2.0 gpm @ 80 psi

4.303.1.3.2
Multiple Showerheads: combined flow rate of all showerheads controlled by a single valve shall not exceed 2.0 gpm @ 80 psi, or only one shower outlet is to be in operation at a time

4.303.1.4.1
Residential Lavatory Faucets: Maximum Flow Rate ≤ 1.2 gpm @ 60 psi; Minimum Flow Rate ≥ 0.8 gpm @ 20 psi

4.303.1.4.2
Lavatory Faucets in Common and Public Use Areas of Residential Buildings: ≤ 0.5 gpm @ 60 psi

4.303.1.4.3- Metering Faucets: ≤ 0.25 gallons per cycle

4.303.1.4.4
Kitchen Faucets: ≤ 1.8 gpm @ 60 psi; temporary increase to 2.2 gpm allowed but shall default to 1.8 gpm

4.303.1
Standards for
Plumbing
Fixtures/Fittings
Plumbing fixtures and fittings shall be installed in accordance with the California Plumbing Code, and shall meet applicable standards referenced in Table 1701.1 of the California Plumbing Code
Division 4.3 – Water Efficiency and Conservation (Outdoor Use)

4.304.1
Outdoor Potable
water Use in
Landscaped
Areas
After December 1, 2015, new residential developments with an aggregate landscape area equal to or greater than 500 square feet shall comply with one of the following:

1. A local water efficient landscape ordinance or the current California Department of Water Resources’ Model Water Efficient Landscape Ordinance (MWELO), whichever is more stringent, or

2. Projects with aggregate landscape areas less than 2500 square feet may comply with the MWELO’s Appendix D Prescriptive Compliance Option.