CERTIFICATION
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.
CITY OF PALM SPRINGS )
I, Brenda Pree, City Clerk of the City of Palm Springs, hereby certify that Resolution No. ____ is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on December 10, 2025, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this ______ day of ______________, _________.
BRENDA PREE
CITY CLERK, CITY OF PALM SPRINGS
F – Page 215 of 1558
CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF PLANS AND SCOPE OF WORK AND AUTHORIZATION
TO BID VICTORIA PARK RESTROOM REPLACEMENT, CITY PROJECT 18-06
FROM: Scott C. Stiles, City Manager
BY: David McAbee, Director of Public Works
SUMMARY:
The construction documents, Plans (Attachment A) and Invitation for Bids (IFB) (Attachment B) for this project have been prepared and in accordance with Section
7.03.04 of the Procurement and Contracting Code, the City Council shall approve and adopt the plans, Scope of Work, and working details, and authorize the bid request for all public projects in excess of $220,000. Approval of this item will allow Staff to proceed with bidding of this capital project.
RECOMMENDATION:
1) Approve the plans and Scope of Work authorizing staff to advertise and solicit bids for the Victoria Park Restroom Replacement, City Project 18-06 (“the Project”); and 2) Authorize the City Manager to execute all necessary documents.
BACKGROUND:
Staff is preparing to solicit bids from qualified contractors for the replacement of the existing restroom facility at Victoria Park. The proposed project involves the construction of a new, fully operational restroom building, incorporating all necessary mechanical, electrical, plumbing, and general construction work. Additional scope includes utility connections, demolition of the existing facility, landscape and hardscape improvements, commissioning, and a maintenance period following completion.
The plans and design for this project are modeled after similar restroom facilities previously installed at Demuth and Sunrise Parks, with modifications to incorporate current building code updates. This approach ensures consistency in design, functionality, and maintenance standards across City parks while aligning with the latest regulatory requirements.
G – Page 216 of 1558
City Council Staff Report
December 10, 2025 -- Page 2
Authorization to Bid Victoria Park Restroom Replacement, City Project 18-06 STAFF ANALYSIS:
Replacement of the existing restroom facility at Victoria Park is necessary due to the deteriorated condition and outdated design of the current structure, which no longer meets modern building codes or accessibility requirements. The new facility will enhance user experience, provide improved accessibility, and reduce long-term maintenance needs.
The design for the new restroom is based on the standardized facility previously constructed at Demuth Park, which has proven to be both functional and efficient in terms of operation and maintenance. The Victoria Park version incorporates updates to comply with current building codes and accessibility standards while maintaining design consistency with the Demuth model.
As part of the planning and design process, staff has chosen to relocate the new restroom within the park to improve visibility of its entrances from the playground and other frequently used areas. This strategic adjustment aims to enhance public safety, support passive supervision, and increase user comfort by keeping the facility in clear view of key activity zones.
The plans and Invitation for Bids (IFB) for the project are included here as Attachments A and B. These documents reflect the updated design, code compliance, and revised location within the park.
With City Council approval, staff will advertise the project in The Desert Sun and utilize the City’s electronic procurement platform, PlanetBids™, to allow for electronic bid submission. The tentative schedule for the bid process is as follows:
Action Date
Notice Inviting Bids to be posted December 15, 2025
Deadline for receipt of bids/ bid opening February 3, 2026 Contract awarded by City Council March 2026
The contract documents will be provided free of charge to prospective bidders through the PlanetBids™ system. Staff recommend that the City Council approve the contract documents and authorize Staff to formally solicit construction bids for the Project.
ENVIRONMENTAL ASSESSMENT:
Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act (“CEQA”). The Guidelines are required to include a list of classes of projects which have been determined not to have a significant effect on the environment and which are exempt from the provisions of CEQA.
In response to that mandate, the Secretary for Resources identified classes of projects that do not have a significant effect on the environment and are declared to be categorically
G – Page 217 of 1558
City Council Staff Report
December 10, 2025 -- Page 3
Authorization to Bid Victoria Park Restroom Replacement, City Project 18-06 exempt from the requirement for the preparation of environmental documents.
In accordance with Section 15302, “Replacement or Reconstruction,” Class 2 projects consist of the replacement or reconstruction of existing structures and facilities where the new structure will be located on the same site as the structure replaced and will have substantially the same purpose and capacity. Therefore, the Victoria Park Restroom Replacement Project is considered categorically exempt from CEQA, and a Notice of Exemption will be filed with the Riverside County Clerk.
ALIGNMENT WITH STRATEGIC PLANNING:
Approval of this action supports the City Council strategic plan to provide quality, well maintained infrastructure and facilities.
FISCAL IMPACT:
An independent estimate received earlier this year projected the total project cost at $556,449.59, including contingency. Since that estimate was prepared, staff have identified the need for additional budget flexibility to address potential unknown underground utility conditions and account for market-driven cost increases.
Funding for this project is available through Measure J, City Project 18-06. Currently, $1,585,133 in Measure J funds remains allocated for this project. Following the completion of the bidding process, staff will return to City Council with a formal recommendation for contract award.
REVIEWED BY:
Assistant Director of Public Works: Daniel Martinez
Director of Public Works: David McAbee
Procurement & Contracting Manager: Tabitha Richards
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles
ATTACHMENTS:
A. Plans
B. Invitation for Bids #16-25
G – Page 218 of 1558
$77$&+0(17$
3ODQV
G – Page 219 of 1558
C O N S U L T A N T S
V I C I N I T Y M A P
S Y M B O L L E G E N D
FOR THE
INDEX TO DRAWINGS
GENERAL NOTES
1. THE CONTRACTOR SHALL KEEP ON THE PROJECT AT ALL TIMES
DURING ALL CONSTRUCTION OPERATIONS, A COMPETENT
SUPERINTENDENT, WHO WILL BE RESPONSIBLE FOR THECOORDINATION OF ALL SUBCONTRACTORS AND QUALITY CONTROLOF THE PROJECT.
2. ALL PORTIONS OF THE WORK SHALL BE GUARANTEED AGAINST DEFECTS IN WORKMANSHIP AND MATERIALS FOR A PERIOD OF ONE(1)
YEAR FROM DATE OF ACCEPTANCE OF THE STRUCTURE, UNLESS A LONGER GUARANTEE IS SPECIFICALLY CALLED FOR HEREIN.
3. SCAFFOLDING SHALL BE THE RESPONSIBILITY OF EACH TRADE REQUIRING SAME. SCAFFOLDING SHALL BE AS APPROVED BY THE STATE OF CALIFORNIA SAFETY ORDERS AND CAL-OSHA.
4. ALL QUESTIONS RAISED BY THE GENERAL CONTRACTOR AND/OR
SUBCONTRACTOR DURING THE CONSTRUCTION PERIOD WILL BE
WRITTEN IN THE REQUEST FOR INFORMATION (RFI) FORM.
5. CONTRACTOR SHALL PAY FOR AND INSTALL TEMPORARY POWER AND
PAY FOR ALL TEMPORARY POWER CONSUMPTION DURING
CONSTRUCTION.
6. EACH CONTRACTOR SHALL PROVIDE HIS OWN EXTENSION CORDS.
7. EXISTING WATER METER AND LINE MAY BE USED FOR TEMPORARY SERVICE HOOKUP.
8. PROVIDE TEMPORARY TOILET FACILITIES FOR USE OF ALL WORKMEN.9. PROVIDE TEMPORARY FACILITIES COMPLYING WITH LOCAL, STATE AND FEDERAL SANITARY LAWS AND REGULATIONS. MAINTAIN IN
CLEAN, SANITARY CONDITION AND PROVIDE ADEQUATE SUPPLIES OF TOILET PAPER.
10. FURNISH AND INSTALL TEMPORARY ENCLOSURES, DOORS AND
TRANSPARENT PLASTIC WINDOWS REQUIRED TO PROTECT BUILDING
FROM DAMAGE DUE TO CONSTRUCTION, VANDELISM, THE CLIMATICELEMENTS, OR TO MAINTAIN SUITABLE TEMPERATURE DURING INSTALLATION OR FINISH WORK.
11. PROVIDE ALL ITEMS REQUIRED IN CONNECTION WITH OSHA SAFETY PROGRAM.
12. EXCEPT AS SPECIFICALLY PROVIDED, WORKING AND STORAGE AREAS SHALL BE ENTIRELY WITHIN THE TENANT DESIGNATED BOUNDARY.
13. CONSTRUCTION PERSONNEL MAY ONLY PARK ALONG THE PUBLIC RIGHT-OF-WAY ADJACENT TO THE SITE OR THE ADJACANT PARKINGLOT.
14. ANY PERSONNEL PARKING ON OTHER PROPERTY, DO SO AT THEIR
OWN RISK AND SHOULD BE AWARE THAT THEIR VEHICLES MAY BE TICKETED AND/OR TOWED AT THEIR OWN EXPENSE.
15. CONTRACTOR SHALL BE RESPONSIBLE FOR SECURITY OF
CONSTRUCTION AREA AND ANY STORAGE AREAS.
16. CONSTRUCTION CLEAN-UP SHALL BE DONE WEEKLY.17. PROVIDE SAMPLES OF ALL PAINT COLORS TO BE REVIEWED AND APPROVED BY ARCHITECT BEFORE APPLICATION.
18. PER CHAPTER 3, NO HAZARDOUS MATERIALS WILL BE
STORED AND/ OR USED WITHIN THE BUILDINGS WHICH EXCEED THE QUANTITIES LISTED IN CBC TABLES 3-D AND 3-E.
19. WALL AND CEILING MATERIALS SHALL NOT EXCEED THE FLAME SPREAD CLASSIFICATIONS IN CBC TABLE 803.5.
20. SIGNAGE REQUIREMENTS IN CBC SECTIONS 1117B.5 SHALL BE SATISFIED.
21. CHANGES IN LEVEL MAY NOT EXCEED 1
2" BEVELED AT 1:2 GRADIENT (1
4"
VERTICAL IS ALLOWABLE).
22. ALL SITE ITEMS INCLUDING PARKING, CURB RAMPS, WALKS, ENTRANCES, ETC., ARE EXISTING ACCESSIBLE SUBJECT TO FIELD VERIFICATION. SECTION A106.1.1.
901 VIA PIEMONTE, SUITE 400
ONTARIO, CA 91764
(909) 942-5548
TANG STRUCTURAL ENGINEERS, INC.
7950 CHERRY AVE. SUITE 114
FONTANA, CA 92336
(909) 429-0450
VICTORIA PARK
RESTROOMS UPGRADES
2744 N. VIA MIRALEST, PALM SPRINGS, CALIFORNIA
x 2022 CALIFORNIA ADMINISTRATIVE CODE (CAC)
PART 1, TITLE 24, CALIFORNIA CODE OF REGULATIONS (CCR)
x 2022 CALIFORNIA BUILDING CODE (CBC)
PART 2, TITLE 24, CCRBASED ON THE 2021 INTERNATIONAL BUILDING CODE (IBC) x 2022 CALIFORNIA ELECTRICAL CODE (CEC)
PART 3, TITLE 24, CCRBASED ON THE 2020 NATIONAL ELECTRICAL CODE (NEC) x 2022 CALIFORNIA MECHANICAL CODE (CMC)
PART 4, TITLE 24, CCRBASED ON THE 2021 UNIFORM MECHANICAL CODE (CMC) x 2022 CALIFORNIA PLUMBING CODE (CPC)
PART 5, TITLE 24, CCRBASED ON THE 2021 UNIFORM PLUMBING CODE (UPC) x 2022 CALIFORNIA ENERGY CODE (CEC)
PART 6, TITLE 24, CCR
x 2022 CALIFORNIA FIRE CODE (CFC)
PART 9, TITLE 24, CCRBASED ON THE 2021 INTERNATIONAL FIRE CODE (IFC) x 2022 CALIFORNIA GREEN BUILDING STANDARDS CODE (CAL GREEN) PART 2, TITLE 24 CCR
x 2022 CALIFORNIA REFERENCED STANDARDS CODE (CRSC)
PART 12, TITLE 24, CCR
x 2022 NFPA 72x 2022 NFPA 101 LIFE AND SAFETY CODE
T1.1 TITLE SHEET - INDEX TO DRAWINGS
A1.1 OVERALL SITE PLANA1.2 ENLARGED SITE PLAN AND DETAILSA2.1 FLOOR PLAN & EXTERIOR ELEVATIONSA4.1 BUILDING SECTIONS & INTERIOR ELEVATIONSA4.2 WALL DETAILSA5.1 REFLECTED CEILING PLAN, ROOF PLAN & DETAILSA7.1 DOOR REFERENCE PLAN, SCHEDULE AND DETAILS S1.1 GENERAL NOTES & KEY PLANS2.1 FOUNDATION PLAN / DETAILSS3.1 ROOF FRAMING PLAN / DETAILSS3.2 ROOF FRAMING DETAILSS3.3 ROOF FRAMING DETAILS P0.1 PLUMBING COVER SHEETP0.2 SCHEDULESP0.3 SPECIFICATIONSP0.4 SPECIFICATIONSP1.1 SITE PLAN - PLUMBINGP2.1 FLOOR PLANSP3.1 DETAILSP3.2 DETAILSP4.1 PLUMBING RISER DIAGRAME0.1 ELECTRICAL COVER SHEETE0.2 SCHEDULES AND SINGLE LINE DIAGRAME0.3 SPECIFICATIONSE0.4 SPECIFICATIONSE0.5 INDOOR AND OUTDOOR TITLE 24E1.1 SITE PLAN - ELECTRICALE2.1 FLOOR PLANSE2.2 PHOTOMETRIC CALCULATIONSE3.1 DETAILS
IMEG ENGINEERS
901 VIA PIEMONTE, SUITE 400
ONTARIO, CA 91764
(909) 942-5548
IMEG ENGINEERS ALL REPORTS, PLANS, SPECIFICATIONS, COMPUTER FILES, FIELD DATA, NOTES AND OTHER DOCUMENTS AND INSTRUMENTS INCLUDING ALL DOCUMENTS ON ELECTRONIC MEDIA, PREPARED BY MARKS ARCHITECTS AS INSTRUMENTS OF SERVICE SHALL REMAIN THEPROPERTY OF MARKS ARCHITECTS. MARKS ARCHITECTS SHALL RETAIN ALL COMMON LAW, STATUTORY AND OTHER RESERVED RIGHTS, INCLUDING THE COPYRIGHT THERETO.
OWNERSHIP OF INSTRUMENTS OF SERVICE
-
-
STRUCTURAL ENGINEER ELECTRICAL ENGINEER PLUMBING ENGINEER -
SHEET WHERE UNSHOWN
INTERIOR ELEVATION
ROOM NAMEROOM NUMBER
WORK POINT, CONTROL POINTOR DATUM POINT
ELEVATION IDENTIFICATION
ROOM IDENTIFICATION SECTION/ELEVATION IDENTIFICATION
SHEET WHERE SECTION/ELEVATION
DETAILDETAIL IDENTIFICATIONSHEET WHERE DETAIL IS DRAWN
4 A8.1
SECTION/ELEVATIONIS DRAWN
A1.1
2 PORTION IS DRAWN
3 OFFICE 1
4 5
DOOR SYMBOLGLAZING SYMBOL
2 REVISION
CLOUD AROUND REVISEDREVISION NUMBER
COLUMN LINES, GRID LINESLETTERS IN ONE DIRECTIONNUMBERS IN OTHER
SHADED PORTION IS THE
1 A2.2
MATCH LINESIDE SHOWN
DIRECTION
A
5 3
22 TOILET ROOMS = 242 S.F.
UTILITY CHASE = 131 S.F.
TOTAL (ENCLOSED) AREA = 373 S.F.
CANOPY COVERAGE AREA = 760 S.F.
GROUP U - UTILITY AND MISCELLANEOUS
(ACCESSORY TO A-5, ATHLETIC FIELD)
NEW CONCRETE BLOCK RESTROOM BUILDING WITH METAL FRAME ANDMETAL ROOF. THE BUILDING HAS FIVE (5) TOILET ROOMS AND ONE (1)UTILITY CHASE. THE LAVATORIES ARE LOCATED OUTSIDE OF THE TOILETROOMS AND UNDER THE METAL ROOF CANOPY. THIS PROJECT ALSO
INCLUDES A DRINKING FOUNTAIN THAT IS ADA ACCESSIBLE, A BOTTLE FILLING STATION AND PET DRINKING STATION.
AREA
--
-
PROJECT DATA
(THE FOLLOWING ARE DEFERRED APPROVALS THAT REQUIRE CITY REVIEW AND APPROVAL PRIOR TO THEIR FABRICATION AND/OR INSTALLATION.) x NONEONE STORY BUILDING = 10'-4" ROOF HEIGHT
TYPE II-B, NON-RATED CONSTRUCTION
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
CODE REFERENCES
T1.1
TITLE SHEET -
INDEX TO
DRAWINGS
G – Page 220 of 1558
E. RACQUET CLUB RD.
N. VIA MIRALESTE
48'-0"
40'-0"
60°
1 A1.2
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
OVERALL
A1.1
SITE
PLAN
OVERALL SITE PLAN 1"=30'-0" 1
G – Page 221 of 1558
N. VIA MIRALES
1 A2.1
89'-0"
78'-6"
11'-0"
R20'-0"
R20'-0"
11"
R15'-0"
R25'-0"
4 A1.2
1 6
A1.2
5 A1.2
5'-0"
5 A1.2
3 A1.2
4'-4"
3'-0"
7 A1.2
7 A1.2
8 A1.2
2 2
6 5
5 5
5 5
5 3
3 9
9 9
4 7
8 8
9 A1.2
5 2
2 4
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
ENLARGED
SITE PLAN
AND DETAILS
A1.2
ENLARGED SITE PLAN 1/8"=1'-0" 1
1 NEW CONCRETE SIDEWALK/CURB. 4" MINIMUM THICKNESS CONCRETE SECTION WITH #3 BARS AT 18" O.C. EACH WAY. NATURAL GRAY CONCRETE FINISH TO MATCH EXISTING SIDEWALKS.
EXISTING CONCRETE SIDEWALK/CURB TO REMAIN. PROTECT DURING CONSTRUCTION.EXISTING D.G. TO REMAIN.EXISTING GRASS TO REMAIN.EXISTING TREE. PROTECT DURING CONSTRUCTION.EXISTING SIGN TO REMAIN.EXISTING CURB TO REMAIN.
ACCESSIBLE PATH OF TRAVEL. GENERAL CONTRACTOR TO VERIFY THAT ALL SLOPE REQUIREMENTS ARE MET PER CBC 11B-247.1.2.5.NEW D.G. TO MATCH EXISTING. 2345678
KEYNOTES 2
SITE DETAIL 3/4"=1'-0" 3
SITE DETAIL 3/4"=1'-0" 4SITE DETAIL N.T.S. 5
SITE DETAIL N.T.S. 6
4" 3,000 PSI CONCRETE SLAB WITH#3 BARS AT 18" O.C. E.W. 12"
12"
NEW 4" CONCRETE
SIDEWALK W/ #3
REBAR AT 18" O.C.EACH WAY.
EXPANSION JOINT
4" 3,000 PSI CONCRETE SLAB -SEE SITE PLAN FOR FINISH
SAW CUT COLD JOINT, SEE ENLARGEMENT FOR DIMENSIONS
3 8" R. EDGES
4" 3,000 PSI CONCRETE SLAB -
SEE SITE PLAN FOR FINISH
TOOLED SCORE JOINT, SEE
ENLARGEMENT FORDIMENSIONS
3 8"
9 SITE DETAIL N.T.S. 7 SITE DETAIL N.T.S. 8 SITE DETAIL N.T.S. 9- - - NEW 4" 3,000 PSI CONC. SLAB TOMATCH EXISTING w/ MAX. 2% SLOPE IN ANY DIRECTION. USE 3000 psi
CONCRETE w/ #4's @ 12" O.C. @ EA.
WAY. COMPACT SOIL UNDER TO 95%
(E) CONCRETE SLAB
38"
1 " 2
RUBBER CAULKING -
COLOR TO MATCH
FINISH SURFACE
ASPHALT IMPREGNATED
EXPANSION JOINT
RUBBER CAULKING
w/ EXPANSION JOINT
G – Page 222 of 1558
(ADA)
3 4 2
1 5
TOILET 5 (ADA)
3 42
1 1
TOILET 1
TOILET 2 TOILET 3
3 4 2
1 3
TOILET 4
3 4 2
1 2
3 4 2
1 4
A
1 B
C
2345
UTILITY CHASE
3 4 2
1 6
A2.1
4 A4.1
3 A2.1
2 4.5"
3 A2.1
5 A4.1
2 A4.1
1 8'-0" 1'-4" 11'-4"
6'-0" 2'-111316" 6'-0" 6'-0" 6'-0" 2'-111316"
29'-115
8"
27'-115
8"
7'-9" 4'-0" 4'-0" 4'-0" 8'-25
8"
25'-4"
8'-0" 4'-8" 9'-0" 1'-4" 2'-4"
X 8'-75
8" X
9"
4'-8"
9"
CL CL LC LC LC
CLCLCLCL
CLCLCLCL
12 12 12 12 12
12 4
4 TYP.
4 TYP.
2 2 2
8 8
8 8
1 1 1
111
1 3 3 3
10 10 10
5 5
TYP.
15 14
1%
SLOPE
1%
SLOPE
1%
SLOPE
1%
SLOPE
1%
SLOPE
1%
SLOPE
11 12"
MAX
12"
MAX
10 10 10
9"
2'-0" 8" 7'-4"
10'-0"
2'-10"
ABC
9 10 6
10 15
11 45
4"
10'-6"
14 TYP.
TYP.
TYP. TYP.
16 17
19 2% SLOPE
DN.
12" 1
4"
1 23 4 5
2'-0" 1'-0" 7'-4"
10'-4"
4"
1234 5
4 5 11
9 6 10 10 10 10 10
15 TYP.
TYP.TYP.
20 TYP.
1'-2" 8'-0" 8"
9'-10"
4"
54321
9 6
4 TYP.
TYP.
17 10
TYP.
20 TYP.
2'-0" 8" 7'-4"
10'-0"
2'-10"
CBA
11 15
9 10 6
10 TYP.
45 6
4"
10'-6"
5 14
TYP. TYP. TYP.
TYP.
16 17
19 2% SLOPE
DN.
12" 1
4"
8'-83
8"
1'-4"
xx
LC
D
C
B
A
2'-10"
15 15
2'-10"
14 14
15 15
3'-6"
3'-6"
3'-6"
14 E
14 16 16 16 16 16
A4.2
5 1'-4" 1'-4" OPEN
18 19 19 19
4'-0"
2'-6"
NORTH
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
A2.1
FLOOR PLAN &
EXTERIOR
ELEVATIONS
1 FLOORING - NEW CONCRETE SLAB. 4" MINIMUM THICKNESS
CONCRETE SECTION WITH #3 BARS AT 18" O.C. EACH WAY.
NATURAL GRAY CONCRETE WITH MEDIUM SAND FINISH.
CONTRACTOR SHALL PROVIDE 48"X48" MOCK UP SAMPLE
FOR ARCHITECT TO REVIEW AND APPROVE.FLOOR DRAIN - REFER TO PLUMBING DRAWINGS.
CONCRETE BAND - NATURAL GRAY COLOR TO BE MEDIUMSAND FINISHED WITH 3/8" RADIUS EDGES.CONCRETE BLOCK - 8X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK, INC. STACKED BOND PATTERN, SEE EXTERIORELEVATIONS. JOINTS SHALL BE RECESSED STRUCK ONPRECISION FACES. MORTAR SHALL BE SPEC MIX MORTAR "NATURAL GRAY".CONCRETE BLOCK - 8X8X16 HI-LITE MARK I CONCRETE BLOCK, COLOR SHALL BE "SILVER". MANUFACTURED BY
ANGELUS BLOCK, INC. STACKED BOND PATTERN, SEE
EXTERIOR ELEVATIONS. JOINTS SHALL BE FLUSH STRUCK.MORTAR SHALL BE SPEC MIX MORTAR "NATURAL GRAY" COLOR.CONCRETE BLOCK - 6X8X16 GRILLE-LITE 3 SCREEN WALL UNITS, COLOR SHALL BE "SILVER". MANUFACTURED BY
ANGELUS BLOCK, INC. SEE EXTERIOR ELEVATIONS. JOINTS
SHALL BE RECESSED STRUCK. MORTAR SHALL BE SPEC MIX
MORTAR "NATURAL GRAY" COLOR.
CONCRETE WALL CAP - 8X2X16 PRECISION FLAT FENCE
WALL CAP, "SILVER" COLOR. MANUFACTURED BY ANGELUS
BLOCK, INC. JOINTS SHALL BE FLUSH. MORTAR SHALL BE
SPEC MIX MORTAR "NATURAL GRAY" COLOR.CONCRETE BLOCK - 6X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR.FASCIA - HSS 4x2x1 4 FASCIA PAINTED TO MATCH "THE BLUES"
#DE5859 BY DUNN EDWARDS. SEE STRUCTURAL DRAWINGS.
STEEL COLUMN/BEAM - PAINTED TO MATCH "THE BLUES"
#DE5859 BY DUNN EDWARDS. SEE STRUCTURAL DRAWINGS.
DRINKING FOUNTAIN/BOTTLE FILLER - ELKAY OUTDOOREZH2O BOTTLE FILLING STATION BI-LEVEL PEDESTAL WITHPET STATION NON-FILTERED NON-REFRIGERATED. MODEL #LK4420BF1UDB. COLOR SHALL BE "BLUE". SEE PLUMBING
DRAWINGS.
TILE (FIELD) - 12"x24" PORTFOLIO CONFETTI COLORBODY
PORCELAIN TILE "WHITE CONFETTI" #PF30 BY DALTILE.
TILE (ACCENT) - 12"x24" PORTFOLIO VIVID COLORBODY
PORCELAIN TILE "ELECTRIC BLUE" #PF25 BY DALTILE.HAND WASHING STATION - SEE PLUMBING DRAWINGS.
CONCRETE BLOCK - 4X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR. 2" THICK PRE-FABRICATED CONCRETE CAP. COLOR TO
MATCH ADJACENT WALL.LIGHT FIXTURE. SEE ELECTRICAL PLANS.
OPEN ACCESS BEHIND HAND WASHING STATION COVER.SEE STRUCTURAL DRAWINGS.
ACCESSIBLE LAVATORIES KNEE/TOE CLEARANCE. SEE
DETAIL 6/A4.2.
TUBE NOTCHED AROUND THE BEAM. SEE STRUCTURAL S3.2TYPICAL. 23456789
10111213141516171819
HAND WASHING STATION ENLARGED FLOOR PLAN AND ELEVATIONS 3/8"=1'-0" 6 KEYNOTES EXTERIOR ELEVATION - RIGHT SIDE VIEW 1/4"=1'-0" 5 EXTERIOR ELEVATION - REAR VIEW 1/4"=1'-0" 4 EXTERIOR ELEVATION - LEFT SIDE VIEW 1/4"=1'-0" 3 5 STALL FLOOR PLAN 1/4"=1'-0" 1 EXTERIOR ELEVATION - FRONT VIEW 1/4"=1'-0" 2
20 G – Page 223 of 1558
TA-2
7'-4"
2'-0" 12" 4'-0"
13 13 12
4 12
A4.2
1 TYP.
TYP.
TYP.
6 6
TYP.
TYP.
17 17 17 17 17
TA-2
A4.2
3 8" 1'-4" 8'-0"
10'-0"
10 10'-6"
6 4 64
12 TYP.
13 A4.2
4 A4.2
3 6
6 OPEN
TA-1
TA-3
8'-0"
VARIES
6 4
TYP.
TYP.
A4.2
4 A4.2
2 12
TYP.
13 1
12 TYP.
13 12
TYP.
13 6 4 4 4
2'-0" 12" 4'-0"
8'-8"
1'-8"
6 OPEN
2'-9"
CL
1'-5"
1'-0"
LC
1'-7"LC
TA-1
7"
LC
TA-3
2'-0" 12" 4'-0"
2'-9"
1'-5"
6"
1'-6"
CL LC
13 12
17 TA-2
12 TYP.
13 2
12 TYP.
13 12
TYP.
13 4 4 4
2'-0" 12" 4'-0"
8'-8"
1'-8"
6 OPEN OPEN
1'-5"
1'-7"
LC
7"
CL
TA-3
1'-5" 4 17
12 TYP.
13 3
12 TYP.
13 12
TYP.
13 4 4
2'-0" 12" 4'-0"
8'-8"
1'-8"
6 4
OPEN OPEN
1'-5"
1'-7"LC
7"
LC
TA-3
1'-5" 4 17
12 TYP.
13 4
12 TYP.
13 12
TYP.
13 4 4 4
2'-0" 12" 4'-0"
8'-8"
1'-8"
6 OPEN OPEN
1'-5"
1'-7"
LC
7"
CL
TA-3
1'-5" 4 17
12 TYP.
13 5
12 TYP.
13 12
TYP.
13 64 4 4
2'-0" 12" 4'-0"
8'-8"
1'-8"
6 OPEN
1'-5"
2'-9"
LC
TA-1
1'-0"
LC
LC
LC 1'-7"
7"
TA-3
13 12
17 2'-9"
1'-5"
1'-6"
6"
LC LC
TA-2
2'-0" 12" 4'-0"
RESTROOMS SHALL COMPLY WITH THE FOLLOWING:
A. LAVATORIES SHALL COMPLY WITH THE FOLLOWING REQUIREMENTS PER CBC 11B-606.
1. THE CLEAR SPACE BENEATH LAVATORIES SHALL BE A MINIMUM OF 29" HIGH X 30" WIDE X 48" DEEP. THE MAXIMUM HEIGHT OF THE COUNTER TOP SHALL BE 34".
2. ALL HOT WATER AND DRAIN PIPES UNDER THE LAVATORY SHALL BE INSULATED.
THERE SHALL BE NO SHARP OR ABRASIVE SURFACES UNDER LAVATORIES.
3. CONTROLS AND OPERATING MECHANISMS SHALL COMPLY WITH THE REQUIREMENTS OF SECTION 11B-309, INCLUDING THAT THE FAUCET CONTROLS
AND OPERATING MECHANISM SHALL BE OF THE TYPE NOT REQUIRING TIGHT
GRASPING, PINCHING OR TWISTING OF THE WRIST AND HAVE AN OPERATING FORCE OF NOT GREATER THAN 5 POUNDS.
4. LAVATORY MOUNTED SOAP DISPENSER SHALL OPERATE WITH LESS THAN 5 POUNDS OF FORCE WHEN COMPLETELY FILLED.
B. IN NEW CONSTRUCTION, WATER CLOSETS IN ACCESSIBLE REST ROOMS SHALL MEET THE FOLLOWING REQUIREMENTS PER CBC 11B-604:
1. THE HEIGHT OF THE WATER CLOSET SEAT SHALL BE BETWEEN 17" AND 19".
2. THE CONTROLS SHALL BE OPERABLE WITH ONE HAND AND SHALL NOT REQUIRE TIGHT GRASPING, PINCHING OR TWISTING OF THE WRIST.
3. TOILET ROOM ACCESSORIES, SUCH AS GRAB BARS, ETC., ON OR WITHIN WALLS SHALL BE SEALED AGAINST MOISTURE.
C. THE HIGHEST AND LOWEST OPERABLE PARTS OF ALL CONTROLS, DISPENSERS, RECEPTACLES AND OTHER OPERABLE EQUIPMENT SHALL BE PLACED WITHIN 48" OF THE FLOOR, BUT NOT LOWER THAN 15" FOR FORWARD APPROACH (OR WITHIN 54" BUT NOT LOWER THAN 9" IF SIDE APPROACHED). ELECTRICAL AND COMMUNICATION SYSTEM RECEPTACLES ON WALLS SHALL BE MOUNTED NO LESS THAN 15" ABOVE THE FLOOR. PER CBC 11B-603.3-11B-603.5, CBC 11B-604.7, CBC 11B-309.
D. ALL CONTROLS AND OPERATING MECHANISMS SHALL COMPLY WITH THE REQUIREMENTS PER CBC 11B-603.3-11B-603.5, CBC 11B-604.7, CBC 11B-309.
TA-1
TA-2
STEEL GRAB BAR WITH SNAP FLANGE. BAR SHALL BE 1-1/2" DIAMETER X 42" LONG. BOBRICK B-6806 X 42.
STEEL GRAB BAR WITH SNAP FLANGE. BAR SHALL BE 1-1/2" DIAMETER X 36" LONG. BOBRICK B-6806 X 36.
DOUBLE-ROLL TOILET TISSUE DISPENSER WITH CONTROLLEDDELIVERY. BOBRICK B-265.
TA-3
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
A4.1
BUILDING SECTIONS
& INTERIOR
ELEVATIONS
1 FLOORING - NEW CONCRETE SLAB. 4" MINIMUM THICKNESS
CONCRETE SECTION WITH #3 BARS AT 18" O.C. EACH WAY.
NATURAL GRAY CONCRETE WITH MEDIUM SAND FINISH.
CONTRACTOR SHALL PROVIDE 48"X48" MOCK UP SAMPLE
FOR ARCHITECT TO REVIEW AND APPROVE.FLOOR DRAIN - REFER TO PLUMBING DRAWINGS.
CONCRETE BAND - NATURAL GRAY COLOR TO BE MEDIUMSAND FINISHED WITH 3/8" RADIUS EDGES.CONCRETE BLOCK - 8X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK, INC. STACKED BOND PATTERN, SEE EXTERIORELEVATIONS. JOINTS SHALL BE RECESSED STRUCK ONPRECISION FACES. MORTAR SHALL BE SPEC MIX MORTAR "NATURAL GRAY".CONCRETE BLOCK - 8X8X16 HI-LITE MARK I CONCRETE BLOCK, COLOR SHALL BE "SILVER". MANUFACTURED BY
ANGELUS BLOCK, INC. STACKED BOND PATTERN, SEE
EXTERIOR ELEVATIONS. JOINTS SHALL BE FLUSH STRUCK.MORTAR SHALL BE SPEC MIX MORTAR "NATURAL GRAY" COLOR.CONCRETE BLOCK - 6X8X16 GRILLE-LITE 3 SCREEN WALL UNITS, COLOR SHALL BE "SILVER". MANUFACTURED BY
ANGELUS BLOCK, INC. SEE EXTERIOR ELEVATIONS. JOINTS
SHALL BE RECESSED STRUCK. MORTAR SHALL BE SPEC MIX
MORTAR "NATURAL GRAY" COLOR.
CONCRETE WALL CAP - 8X2X16 PRECISION FLAT FENCE
WALL CAP, "SILVER" COLOR. MANUFACTURED BY ANGELUS
BLOCK, INC. JOINTS SHALL BE FLUSH. MORTAR SHALL BE
SPEC MIX MORTAR "NATURAL GRAY" COLOR.CONCRETE BLOCK - 6X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR.FASCIA - HSS 4x2x1 4 FASCIA PAINTED TO MATCH "THE BLUES"
#DE5859 BY DUNN EDWARDS. SEE STRUCTURAL DRAWINGS.
STEEL COLUMN/BEAM - PAINTED TO MATCH "THE BLUES"
#DE5859 BY DUNN EDWARDS. SEE STRUCTURAL DRAWINGS.
DRINKING FOUNTAIN/BOTTLE FILLER - ELKAY OUTDOOREZH2O BOTTLE FILLING STATION BI-LEVEL PEDESTAL WITHPET STATION NON-FILTERED NON-REFRIGERATED. MODEL #LK4420BF1UDB. COLOR SHALL BE "BLUE". SEE PLUMBING
DRAWINGS.
TILE (FIELD) - 12"x24" PORTFOLIO CONFETTI COLORBODY
PORCELAIN TILE "WHITE CONFETTI" #PF30 BY DALTILE.
TILE (ACCENT) - 12"x24" PORTFOLIO VIVID COLORBODY
PORCELAIN TILE "ELECTRIC BLUE" #PF25 BY DALTILE.HAND WASHING STATION - SEE PLUMBING DRAWINGS.
CONCRETE BLOCK - 4X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR. 2" THICK PRE-FABRICATED CONCRETE CAP. COLOR TO
MATCH ADJACENT WALL.LIGHT FIXTURE. SEE ELECTRICAL PLANS.
OPEN ACCESS BEHIND HAND WASHING STATION COVER.SEE STRUCTURAL DRAWINGS.
ACCESSIBLE LAVATORIES KNEE/TOE CLEARANCE. SEE
DETAIL 6/A4.2.
23456789
10111213141516171819
KEYNOTES TOILET ROOM 3 - INTERIOR ELEVATIONS 1/4"=1'-0" 6 TOILET ROOM 2 - INTERIOR ELEVATIONS 1/4"=1'-0" 5 TOILET ACCESSORIES BUILDING SECTION 1/4"=1'-0" 1 HANDICAP ACCESSIBILITY NOTES BUILDING SECTION 1/4"=1'-0" 2 BUILDING SECTION 1/4"=1'-0" 3 TOILET ROOM 1 - INTERIOR ELEVATIONS 1/4"=1'-0" 4 TOILET ROOM 4 - INTERIOR ELEVATIONS 1/4"=1'-0" 7 TOILET ROOM 5 - INTERIOR ELEVATIONS 1/4"=1'-0" 8
G – Page 224 of 1558
1 CONCRETE BLOCK - 8X8X16 PRECISION CONCRETE BLOCK,
COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS
BLOCK, INC. STACKED BOND PATTERN, SEE EXTERIORELEVATIONS. JOINTS SHALL BE RECESSED STRUCK ONPRECISION FACES. MORTAR SHALL BE SPEC MIX MORTAR "NATURAL GRAY".CONCRETE BLOCK - 8X8X16 SPLIT-FACE CONCRETE BLOCK,COLOR SHALL BE "GREYSTONE". MANUFACTURED BY ANGELUS BLOCK, INC. STACKED BOND PATTERN, SEE
EXTERIOR ELEVATIONS. JOINTS SHALL BE FLUSH STRUCK ON
SPLIT-FACE BLOCK. MORTAR SHALL BE SPEC MIX MORTAR
TYPE s/#236 "MIDNIGHT" COLOR.
CONCRETE BLOCK - 6X8X16 GRILLE-LITE 3 SCREEN WALL
UNITS, COLOR SHALL BE "SILVER". MANUFACTURED BY
ANGELUS BLOCK, INC. SEE EXTERIOR ELEVATIONS. JOINTS
SHALL BE RECESSED STRUCK. MORTAR SHALL BE SPEC MIX
MORTAR "NATURAL GRAY" COLOR.
CONCRETE BLOCK - 6X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR.
CONCRETE WALL CAP - 8X2X16 PRECISION FLAT FENCE WALLCAP, "GREYSTONE" COLOR. MANUFACTURED BY ANGELUS BLOCK, INC. JOINTS SHALL BE FLUSH. MORTAR SHALL BE
SPEC MIX MORTAR "NATURAL GRAY" COLOR.
CONCRETE FOOTING. SEE STRUCTURAL FOR
REINFORCEMENT.
4" THICK CONCRETE SLAB. SEE STRUCTURAL FOR
REINFORCEMENT.
12"x24" #4 STEEL DOWELS @ 24" O.C.
#5's @ 16" O.C. @ CENTER OF WALL.#5 CONT. @ BEND.
ALTERNATE BENDS.
#5 CONT. @ TOP OF CONCRETE BLOCK WALL.
PORCELAIN TILE OVER THIN SET. SEE INTERIOR ELEVATIONS.
CONT. LET-IN HSS 2"x3x1
4".
58"Ø x8" LONG WELDED STUDS @ 16" O.C. SEE STRUCTURAL
FOR WELDING.
(2) CONT. #5's @ TOP OF CONCRETE BLOCK WALL.
1 2" THK. x 4" SQUARED BEARING PLATE WELDED AT EACH SIDE OF BEARING HSS STEEL BEAM. SEE STRUCTURAL FOR
WELDING.
58"Ø x8" LONG STUD. ONE PER BEARING PLATE. SEE
STRUCTURAL FOR WELDING.
18 GA. "VERCO" PBL36 x 11
2" STEEL ROOF DECKING.
HSS5x3x1
4 STEEL BEAM.
HSS4x2x1
4 STEEL FASCIA.
2x2x1
4 STEEL ANGLE.
58"Ø x5" LONG WELDED STUDS @ 16" O.C. SEE STRUCTURAL
FOR WELDING.
CONCRETE BLOCK - 4X8X16 PRECISION CONCRETE BLOCK,COLOR SHALL BE "SILVER". MANUFACTURED BY ANGELUS BLOCK. STACKED BOND. MORTAR SHALL BE SPEC MIXMORTAR "NATURAL GRAY" COLOR. 2" THICK PRE-FABRICATED CONCRETE CAP. COLOR TO
MATCH ADJACENT WALL.HAND WASHING STATION - SEE PLUMBING DRAWINGS. 23 4
5 6
7 8
9 10
11 1213
14 15
16 17
18 19
20 21
2223 9
8 1'-0" 8"
4 TYP.
7 11
2'-6"
6 10
13 TYP.
F.S.
+7"-0"
19 14
16 15
F.SLAB
+0"-0"
24 2526
9 8
1'-0" 8"
4 TYP.
7 7
11 1'-6"
6 10
T.W.
+8'-8"
F.S.
+7"-0"
13 TYP.
12 F.SLAB
+0"-0"
2'-0"
1'-0" 8"
3"
CLR.
25 T.W.
+3'-4"
24 7 7
9 TYP.
9 TYP.
12 26
6 2"
83 4" 35
8"35
8"
1'-4"
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
A4.2
WALL DETAILS
KEYNOTES WALL DETAIL 1/2"=1'-0" 2
WALL DETAIL 1/2"=1'-0" 5
WALL DETAIL 1/2"=1'-0" 1
WALL DETAIL 1/2"=1'-0" 3
DRINKING FOUNTAIN/WATER FILLER/PET DRINKING BOWL - FLOOR PLAN & ELEVATIONS N.T.S. 7 WALL DETAIL 1/2"=1'-0" 4
498
TYP.
7 11
2'-6"
6 10
13 TYP.
19 14
23 1'-0" 8"
21 22 16
F.SLAB
+0"-0"
A5.1
4 16
3 T.W.
+8'-0"
BEAM WHERE
OCCURS
98 1'-0" 8"
4 TYP.
7 11
2'-6"
6 10
13 TYP.
F.S.
+7"-0"
19 14
16 20
17 18
F.SLAB
+0"-0"
7 G – Page 225 of 1558
(ADA)
3 4 2
1 5
TOILET 5 (ADA)
3 42
1 1
TOILET 1
TOILET 2 TOILET 3
3 4 2
1 3
TOILET 4
3 4 2
1 2
3 4 2
1 4
A
1 B
C
2345
UTILITY CHASE
3 42
1 6
A2.1
4 A4.1
3 A2.1
2 4.5"
3 A2.1
5 A4.1
2 A4.1
1 29'-558"
25'-013
16 "
2'-81316" 6'-0" 6'-0" 6'-0" 6'-0" 2'-81316" LC LC LC LC CL 12'-8" 12'-8"
LCLCLC
2 T.B. +10'-6" 2 T.B. +10'-6" 2 T.B. +10'-6"
5 1
4 3
5 5 5
6 6
7 7 7 7 77
55 55 5
A5.1
3 A5.1
3 A5.1
4 A5.1
4 2'-8"
9"
9" 9"
(ADA)
3 4 2
1 5
TOILET 5 (ADA)
3 42
1 1
TOILET 1
TOILET 2 TOILET 3
3 4 2
1 3
TOILET 4
3 4 2
1 2
3 4 2
1 4
A
1 B
C
2345
UTILITY CHASE
3 42
1 6
A2.1
4 A4.1
3 A2.1
2 4.5"
3 A2.1
5 A4.1
2 A4.1
1 DN.
T.B.
+10'-6"
T.B.
+10'-6" 2 T.B. +10'-6"
143
29'-558"
25'-013
16 "A5.1
3 A5.1
3 A5.1
4 A5.1
4 2 2
INDICATES ROUND SURFACE-MOUNTED LIGHTFIXTURE.
VARIES
2"
CONT. HSS 4"x2"x 14"
18 GA. "VERCO" PBL36 x 112"
STEEL ROOF DECKING
CONT. 2"x2"x 14" STEEL ANGLE
NOTE:
SEESTRUCTURAL
FOR WELDING
VARIES
2"
CONT. HSS 4"x2"x 14"
18 GA. "VERCO" PBL36 x 112"
STEEL ROOF DECKING
CONT. 2"x2"x 14" STEEL ANGLE
NOTE:
SEESTRUCTURAL
FOR WELDING
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
C
I
L
NE SED ARCH I TEC
T
11-30-25
L WI L C
RENEWAL DATE
C-21219
VAD
DI RK
E
A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
LEGEND 5-STALL ROOF PLAN 1/4"=1'-0" 2
1 FASCIA - HSS 4x2x14 FASCIA PAINTED TO MATCH "THE BLUES" #DE5859 BY DUNN EDWARDS. SEE STRUCTURAL DRAWINGS.
STEEL COLUMN/BEAM - HSS COLUMN/BEAM APPLY ONE (1)COAT METAL PRIMER AND TWO (2) COATS SEMI-GLOSS PAINT PER SPECIFICATIONS TO MATCH "THE BLUES" #DE5859 BY
DUNN EDWARDS. SUBMIT SAMPLE OF PAINT COLOR TO
ARCHITECT FOR APPROVAL PRIOR TO ORDERING. SEE
STRUCTURAL DRAWINGS.
ROOF/CEILING - VERCO PLB36 x 18 GA. x 112" GALVANIZED
STEEL DECK. SEE STRUCTURAL DRAWINGS.
2x2x14" ANGLE - DELIVER TO SITE WITH ONE (1) COAT SHOP
"WHITE" PRIMER APPLIED IN STEEL SHOP TOP AND BOTTOM.
IN FIELD APPLY ONE (1) COAT METAL PRIMER AND TWO (2)
COATS SEMI-GLOSS PAINT TOP AND BOTTOM PERSPECIFICATIONS. PAINT TO MATCH "WHITE LAKE" #DE6323 BY DUNN EDWARDS. SUBMIT SAMPLE OF PAINT COLOR TO
ARCHITECT FOR APPROVAL PRIOR TO ORDERING. SEE
STRUCTURAL DRAWINGS.
WALL-MOUNTED LIGHT FIXTURE - SEE ELECTRICAL
DRAWINGS.FRAME-MOUNTED LIGHT FIXTURE - ALL CONDUIT/WIRING SHALL BE CONCEALED INSIDE OF FRAMING MEMBERS. SEESTRUCTURAL & ELECTRICAL DRAWINGS.
FRAME MEMBER - HSS 3x2x14" FLAT. APPLY ONE (1) COAT
METAL PRIMER AND TWO (2) COATS SEMI-GLOSS PAINT PER
SPECIFICATIONS TO MATCH "THE BLUES" #DE5859 BY DUNN
EDWARDS. SUBMIT SAMPLE OF PAINT COLOR TO ARCHITECTFOR APPROVAL PRIOR TO ORDERING. SEE STRUCTURALDRAWINGS. 234567
A5.1
REFLECTED CEILING
PLAN, ROOF PLAN
& DETAILS
5-STALL REFLECTED CEILING PLAN 1/4"=1'-0" 1
ROOF DETAIL HALF SCALE 3 ROOF DETAIL HALF SCALE 4
KEYNOTES
G – Page 226 of 1558
(ADA)
3 42
1 5
TOILET 5
(ADA)
3 4 2
1 1
TOILET 1
TOILET 2 TOILET 3
3 4 2
1 3
TOILET 4
3 42
1 2
3 4 2
1 4
UTILITY CHASE
3 42
1 6
1 23 4 5
6 6
A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
6 A7.1
REV.
REV. REV.
REV. REV.
REV.
---- 5
REMARKS
CLOSER
TYPE
LABELDETAILS DOOR
THICK.
FRAME
TYPEOPENING
-
MATERIAL
1 NUMBER 2
3 4
- 6-
EXTERIOR
SIGN TYPES
DOOR
FACE
INTERIOR
DOOR
FACE
INTERIOR
WALL
SURFACE
EXTERIOR
WALL
SURFACE HARDWARE
DOOR
GROUP
-B--------
- - C1
--
A 8 A7.1
5 A7.1
-----
1 -
-----
1 3/4" - HMD HM 6'-8" 3'-0" A
CHARACTER TYPE: CHARACTERS ON SIGNS SHALL BE RAISED 132" (0.794 mm.) MINIMUM AND SHALL BE SANS SERIF UPPERCASE CHARACTERS ACCOMPANIED BY GRADE 2 BRAILLE. (SEE NOTE 5 BELOW).CHARACTER SIZE: RAISED CHARACTERS SHALL BE A MINIMUM OF 5 8" (15.9 mm.) AND A MAXIMUM OF 2" (51
mm.) HIGH.
FINISH AND CONTRAST: CONTRAST BETWEEN CHARACTERS, SYMBOLS AND THEIR BACKGROUND MUST BE 70% MINIMUM AND HAVE A NON-GLARE FINISH. 1117B.5.2
PROPORTIONS: CHARACTERS AND SIGNS SHALL HAVE A WIDTH-TO-HEIGHT RATIO OF BETWEEN 3:5 AND 1:1 AND A STRKE WIDTH-TO-HEIGHT RATIO OF BETWEEN 1:5 AND 1:10. 1117B.5.3 TEMPLATE FOR CHECKING CHARACTER AND STROKE WIDTH TO HEIGHT PROPORTIONS:
BRAILLE: CALIFORNIA GRADE 2 BRAILLE SHALL BE USED WHENEVER BRAILLE IS REQUIRED IN OTHERPORTIONS OF THESE STANDARDS. DOTS SHALL BE 110" (2.54 mm.) ON CENTERS IN EACH CELL WITH 210" (5.08 mm.) SPACE BETWEEN CELLS, MEASURED M THE SECOND COLUMN OF DOTS IN THE FIRST CELL TO THE FIRST COLUMN OF DOTS IN THE SECOND CELL. DOTS SHALL BE RAISED A MINIMUM OF 140" (0.635 mm.) ABOVE THE BACKGROUND. 1117B.5.6.
RECOMMENDED ROUNDED OR DOMED CALIFORNIA BRAILLE DOTS, EACH DISTINCT AND SEPARATE. DOTS WITH STRAIGHT SIDES AND FLAT TOPS ARE NOT READABLE FOR MANY BRAILLE USERS. 1 23
4 1"
1:1
100%
3:5
60%
1:5
20%
1:1010%
5 CHARACTER WIDTH STROKE WIDTH
BRAILLE CELL BRAILLE DOT
INTER-CELL SPACING = .20"
INTER-CELL SPACING WITHIN A CELL= .10" (VERTICAL OR HORIZONTAL)
ROUNDED DOT
(ACCEPTABLE)
BRAILLE SIGNMOUNTED
@ LATCH SIDE
OF DOOR
CL
60"
18" ON INTERIOR
SIDE, 24" ON
EXTERIOR SIDE
EQ. EQ. LC
RESTROOM SYMBOL (COLOR
AND CONTRAST OF SIGN SHALL
BE DISTINCTLY DIFFERENT FROM
THE COLOR AND CONTRAST OFTHE DOOR).
DOOR SCHEDULE
8" MASONRY WALL.
WALL &HEAD
B.O. LINTEL
+6'-8"
2"x61
4" HOLLOW METAL DOOR
FRAME.
1 3
4" HOLLOW
METAL DOOR.
CL
TILE OVER THIN SETWHERE OCCURS.
8" BOND BEAM
(SEE STRUCT.)
FULL CAULKING BEADBOTH SIDES.
8" MASONRY WALL.
2"x61
4" HOLLOW
METAL FRAME.
13 4" HOLLOW
METAL DOOR.
CL WALL & JAMB
FULL CAULKINGBEAD BOTH SIDES.
TILE OVER THIN SETWHERE OCCURS.
B AB AB AB A
- 1 3/4" HMD HM 6'-8" 2'-4" A
- 1 3/4" HMD HM 6'-8" A
- 1 3/4" HMD HM 6'-8" A
- 1 3/4" HMD HM 6'-8" 3'-0" A
- 1 3/4" HMD HM 6'-8" 3'-0" A
5 A7.1
5 A7.1
5 A7.1
5 A7.1
7 A7.1
5 A7.1
1 " H.M. DOOR
FIN. FLOORING
H.M. FRAME
CONC. SLAB
1 2" MAX.
"PEMKO" #171D
THRESHOLD SET IN
MASTIC
CAULKING
8 A7.1
8 A7.1
8 A7.1
8 A7.1
13 4" HOLLOW METAL DOOR
3 8"
FINISH FLOOR
1111
2 2'-4"2'-4"
CONTRACT DATE:BUILDING TYPE:PLAN VERSION:SITE NUMBER:
---
ALL REPORTS, PLANS AND
DOCUMENTS PREPARED BY MARKS
ARCHITECTS SHALL REMAIN THE
PROPERTY OF MARKS ARCHITECTS
AND IS INTENDED FOR USE FOR THIS
SPECIFIC PROJECT ONLY.
01/23/2025 SUBMITTAL DATE
-
marks architects 2025
IUHGZDULQJGULYH
VXLWH
SDOPGHVHUWFD
CI L NE SED ARCH I TECT
11-30-25
L
WI L C
RENEWAL DATE
C-21219 VAD DI
RKE A
L AI M
FOR THE
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
2744 N. VIA MIRALEST
PALM SPRINGS, CA 92262
WKDYHQXH
VDQGLHJRFD
PROJECT NUMBER: 3024006
SIGN TYPES N.T.S. 4 DOOR FINISH HARDWARE SCHEDULE
DOOR REFERENCE PLAN 1/4"=1'-0" 1
DOOR TYPES N.T.S. 3 SIGN LOCATIONS N.T.S. 2
HANDICAP ACCESSIBILITY NOTES
A
UNISEX SANITARY FACILITIES
SHALL BE IDENTIFIED BY ACIRCLE, 1
4" INCH (6.4mm) THICK
AND 12 INCHES (305mm) IN
DIAMETER WITH A 1
4" INCH (6.4mm)
THICK TRIANGLE SUPERIMPOSED
ON THE CIRCLE AND WITHIN THE
12-INCH (305mm) DIAMETER. THE
TRIANGLE SYMBOL SHALL
CONTRAST WITH THE CIRCLESYMBOL, EITHER LIGHT ON A
DARK BACKGROUND OR DARK ONLIGHT BACKGROUND. THE
CIRCLE SYMBOL SHALLCONTRAST WITH THE DOOR ,
EITHER LIGHT ON A DARKBACKGROUND OR DARK ON ALIGHT BACKGROUND. 12"
9"
B
UNISEX TOILET SIGN
ON WALL, 1
4" INCH
(6.4mm) THICK.
COLOR TO BE...
1 2 34
RESTROOM 5
6"
3 8"
MULTIPURPOSE ROOM I.D. SIGN,
1 4" INCH (6.4mm)
C
THICK COLORTO BE .....
4 3 2 1 5
SIGN TO READ: "UTILITY CHASE" C1
1 2"
3 8" 3/8" MIN.
2" MAX.
1/2"
SIGN KEYNOTES / SPECS.
HEAD DETAIL 3"=1'-0" 5 JAMB DETAIL 3"=1'-0" 6 THRESHOLD DETAIL HALF SCALE 7 THRESHOLD DETAIL 3"=1'-0" 8 A7.1
DOOR REFERENCE
PLAN, SCHEDULE
& DETAILS
1. ALL HOLLOW METAL FRAMES SHALL BE PAINTED SEMI-GLOSS TO MATCH EXISTING.
2. ALL NEW HARDWARE SHALL BE KEYED IN ACCORDANCE TO REQUIREMENTS OF THE CITY OF PALM SPRINGS REQUIREMENTS.
3. ABBREVIATIONS:
AC = AUTOMATIC DOOR CLOSER. SC = SOLID CORE.AL = ALUMINUM FRAME. PL = PLASTIC LAMINATED FACED.
AGD = ALUMINIUM FRAME DOOR w/ GLASS. SCL = SELF DOOR CLOSER HM = HOLLOW METAL FRAME. CCL = CONCEALED OVERHEAD
DOOR CLOSER
HMD = HOLLOW METAL DOOR. WD = WOOD
4. LABELS FOR FIRE DOORS USED TO PROTECT OPENINGS INTO EXIT ENCLOSURES SHALL
INDICATE THAT THE TEMPERATURE RISE ON THE UNEXPOSED SURFACE DOES NOT EXCEED 450° F (232° C) ABOVE AMBIENT AT THE END OF 30 MINUTES OF THE FIREEXPOSURE, PER CBC SECTION 715.4.4.
5. PROVIDE DOOR INSTALLATION INSTRUCTIONS ON THE JOB SITE FOR PROPER GASKETING.
6. ALL NEW LATCHING AND LOCKING DOORS THAT ARE HAND OPERATED AND WHICH ARE
IN A PATH OF TRAVEL SHALL BE OPERABLE WITH A SINGLE EFFORT BY A LEVER TYPE
HANDLE DESIGNED TO PROVIDE PASSAGE WITHOUT REQUIRING THE ABILITY TO GRASP THE OPENING HARDWARE.
7. ALL EXIT DOORS SHALL BE OPERABLE FROM INSIDE WITHOUT THE USE OF ANY KNOWLEDGE, SPECIAL TOOLS OR EFFORTS.
8. DOOR HARDWARE SHALL BE OPERABLE WITH ONE HAND AND NOT REQUIRE TIGHT GRASPING, PINCHING, OR TWISTING OF THE HAND, PER CBC 11B-309.4.
9. DOOR OPENING FORCE SHALL BE 5-POUNDS MAXIMUM, PER CBC 11B-404.2.9.
B560P OS-OCC
1 EA PULL HANDEL TD-PULLP US32D TRU1 EA PUSH PLATE TD-PUSHP US32D TRU 3'-0"
TYP.
DOOR - 16GA. HOLLOW METAL FLUSHDOOR. PAINT TO MATCH "BATTLESHIP GRAY" #DEC797 BY DUNN EDWARDS.
FRAME - HOLLOW METAL DOORFRAME PAINTED TO MATCH
"FLORIOGRAPHY" #DET410 BY DUNN
EDWARDS.
3'-9"
TYP.
G – Page 227 of 1558
1.23.25 G – Page 228 of 1558
1.23.25 G – Page 229 of 1558
1.23.25 G – Page 230 of 1558
1.23.25 G – Page 231 of 1558
1.23.25 G – Page 232 of 1558
3/80%,1*6<0%2//,67
6<0%2/
'(6&5,37,21
3,3(6(59,1*),;785(21)/225$%29(
(;$03/(
)' )/225'5$,1
)'
&2/':$7(5 327$%/(
3,3(&$3
3,3('2:1
3,3(832583'2:1
3,7&+3,3(,1',5(&7,21
',5(&7,212))/2:,13,3(1(:&211(&7,21
',(/(&75,&&211(&7,21
81,21)/$1*(
6+872))9$/9(1250$//<23(1
6+872))9$/9(1250$//<&/26('
&+(&.9$/9(5('8&(5 5()(5(1&(63(&,),&$7,21)25&21&(175,&(&&(175,&$1')27)2% &:
6$1,7$5<'5$,1$*( 6$1
9(17 9
127$//6<0%2/60$<$33/<
3,3(&217,18$7,215287(72'5$,1
3/80%,1*$%%5(9,$7,21.(<
&2 &/($1287
'5,1.,1*)2817$,1 '))/225&/($1287 )&2
)/225'5$,1 )'
,( ,19(57(/(9$7,21
)255()(5(1&(21/<
/$9$725< /$9
75$335,0(5 73
:$7(5&/26(7 :&:$//&/($1287 :&2:$6+)2817$,1 :)
<$5'&/($1287 <&2
9(177+528*+522)
$' $&&(66'225
975
$%29(),1,6+(')/225 $))127,1&2175$&7 1,&
$%%5
'(6&5,37,21
7<3,&$/ 7<3
81/(66127('27+(5:,6( 812
(;,67,1* (:$7(50(7(5 :0
&$67,521 &,
87,/,7<%2; 8%6+872))9$/9( 629
3/$125'(7$,/180%(53/$125'(7$,/1$0(3/$125'(7$,/6&$/('(7$,/5()(55('72%<6(&7,21&876+((7'(7$,/,6/2&$7('21 1$0(
9,(:1$0(
0
7
6,0
,1',&$7(66,0,/$5'(7$,/5()(5(1&(',108/7,3/(/2&$7,216 '(7$,/5()(55('72%<(/(9$7,21
6+((7'(7$,/,6/2&$7('21
6,0
,1',&$7(66,0,/$5'(7$,/5()(5(1&(',108/7,3/(/2&$7,216 /(9(/1$0(
+(,*+7$%29(
352-(&7
,1',&$7(6127(86('72'(6&5,%(
$'',7,21$/,1)250$7,21$%287
:25.5(48,5('63(&,),&727+(6+((7$1'25'(7$,/
1 2 5 + 7
,1',&$7(6',5(&7,212)758(1257+
9,(:.(<
1(::25.%<7+,6&2175$&725
:,'('$5.62/,'/,1(
1(::25.81'(5)/2252581'(5*5281'%<7+,6&2175$&725
:,'('$5./21*'$6+('/,1(
1(::25.%<27+(56$1'25(;,67,1*725(0$,1
1$552:+$/)721('/,1(
(;,67,1*72%(5(029('%<7+,6&2175$&725
:,'('$5.25+$/)721(6+257'$6+('/,1(
7$*
( 7$*6:,7+'$6+
(
,1',&$7(67+(5()(5(1&('2%-(&7,6(;,67,1*7$* 81'(5/,1('7(;7,1',&$7(6$'',7,21$/,1)250$7,21&$1%()281' (/6(:+(5(,1$6&+('8/(0$7(5,$//,67256<0%2//,67
/,1(7<3($1'7$*.(<
$33/,&$%/(&2'(6
&$/,)251,$%8,/',1*67$1'$5'6$'0,1,675$7,9(&2'(&$/,)251,$&2'( 2)5(*8/$7,216
&&5
7,7/(3$57
&$/,)251,$%8,/',1*&2'(
&%&
&$/,)251,$&2'(2)5(*8/$7,216
&&5
7,7/(3$57
,17(51$7,21$/%8,/',1*&2'(
,%&
:&$/,)251,$
$0(1'0(176
&$/,)251,$(/(&75,&$/&2'(
&(&
&$/,)251,$&2'(2)5(*8/$7,216
&&5
7,7/(3$57
1$7,21$/(/(&75,&$/&2'(
1(&
:&$/,)251,$
$0(1'0(176
&$/,)251,$0(&+$1,&$/&2'(&$/,)251,$&2'(2)5(*8/$7,216 &&5
7,7/(3$57
81,)2500(&+$1,&$/&2'(
80&
:&$/,)251,$
$0(1'0(176
&$/,)251,$3/80%,1*&2'(&$/,)251,$&2'(2)5(*8/$7,216 &&5
7,7/(
3$57
81,)2503/80%,1*&2'(
83&
:&$/,)251,$$0(1'0(176
&$/,)251,$(1(5*<()),&,(1&<67$1'$5'6&2'(&$/,)251,$&2'(2) 5(*8/$7,216
&&5
7,7/(3$57
&$/,)251,$),5(&2'(
&)&
&$/,)251,$&2'(2)5(*8/$7,216
&&5
7,7/(
3$57
,17(51$7,21$/),5(&2'(
,)&
:&$/,)251,$$0(1'0(176
&$/,)251,$5()(5(1&('67$1'$5'6&2'(&$/,)251,$&2'(2) 5(*8/$7,216
&&5
7,7/(3$57
$0(5,&$16:,7+',6$%,/,7,(6$&7
$'$
7,7/(,, $&&(66,%,/,7<*8,'(/,1(6)25
%8,/',1*6$1')$&,/,7,(6
$'$$*
67$7(),5(0$56+$/5(*8/$7,216$1'
$0(1'0(17672'$7(
&$/,)251,$&2'(2)5(*8/$7,216
&&5
7,7/(&$/,)251,$67$7(
$&&(66,%,/,7<67$1'$5'6&$/,)251,$&2'(2)5(*8/$7,216 &&5
7,7/(
&,9,/&2175$&725 &&3/80%,1*&2175$&725 3&*(1(5$/&2175$&725 *&(/(&75,&$/&2175$&725 (& &2175$&725$%%5(9,$7,21.(<
$%%5
'(6&5,37,21
&216758&7,210$1$*(5 &0
*(1(5$/127(6
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´ &/($5$1&(,1)52172)$//(/(&75,&$/3$1(/602725 67$57(566:,7&+(6$1'',6&211(&76
'21276833257(48,30(173,3,1*)5200(7$/'(&.,1*2527+(5121 6758&785$/%8,/',1*(/(0(176$1&+256(0%(''(',1&21&5(7(6+$//%(&5$&.('&21&5(7($33529(',1$&&25'$1&(:,7+63(&,),&$7,216 7+(6<0%2/6$1'7+(0$7(5,$//,67$5()257+(&219(1,(1&(2)7+(&2175$&725 &2175$&7256+$//9(5,)<48$17,7,(6$1')851,6+$//0$7(5,$/65(48,5(')25)8//<23(5$7,21$/6<67(06:+(7+(563(&,),('25127 &$7$/2*180%(566+$//127%(&216,'(5('&203/(7(%87$5(*,9(1$6$1$,'72 7+(&2175$&725$1'72,1',&$7(7+(48$/,7<5(48,5('&2175$&725,65(63216,%/()25$&203/(7('(6&5,37,212)0$7(5,$/217+(6('5$:,1*6$1',17+(63(&,),&$7,216%()25(25'(5,1*7+('(6&5,37,212)7+(0$7(5,$/7$.(635(&('(1&(29(57+(&$7$/2*180%(57+(),5670$18)$&785(5/,67(',67+(%$6,62)'(6,*1 &2175$&7256+$//9(5,)<7+$7),;785(66833/,('$5($33529('3(5$// $33/,&$%/(67$7(/2&$/$1'*29(51,1*$87+25,7,(6
$//),;785(66+$//&21)25072)('(5$/$&76
3/80%,1**(1(5$/127(6
3/80%,1*6+((7,1'(;
3 3/80%,1*&29(56+((73 6&+('8/(63 63(&,),&$7,2163 63(&,),&$7,2163 6,7(3/$13/80%,1*3 )/2253/$163 '(7$,/63 '(7$,/63 3/80%,1*5,6(5',$*5$0*5$1'727$/
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 3/80%,1*
3
&29(56+((7
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 233 of 1558
0(7(5
36,
&$55,('%<&,9,/
%$&.)/2:35(9(17(5
36,
&$55,('%<&,9,/
359
36,
(;7(5,252)%/'*
35(6685($9$,/$%/( 36,
727$/'(9(/23('3,3(/(1*7+
)7
$9$,/$%/(35(6685('5233(5
36, )7; с 36, )7
7$5*(7'(6,*13,3(35(6685('5233(5 )7 36, )7 35(6685($9$,/$%/()253,3()5,&7,21/266
:$7(50$,16,=(
36,
3,3()5,&7,21/266&$/&8/$7,216
/(1*7+7202675(027(
:&
2167)/225
)7
$//2:$1&()25),77,1*6
)7
%8,/',1* +<'5$8/,&:$7(5&$/&8/$7,21
675((735(6685(
5(6,'8$/35(6685( 36,
,1,7,$/35(6685(/266(6
'20(67,&&2/':$7(56,=,1*
3,3(6,=(
,1
0$;,080
)/2:*30
9(/2&,7<
)36
0$;,080)8 0$;,080)8
)/86+7$1. )/86+9$/9(
727$/'(0$1')25%8,/',1* )8
*30
35(6685(/266(6
35(6685(5(48,5('$702675(027(),;785(
:&
2167)/225
36,
67$7,&+(,*+77229(5&20(
)7 ; 36,727$/35(6685(/266(6
36,
67$7,&35(6685(
36,
3596(7# 36,
0$;,0809(/2&,7<
)36
3,3(0$7(5,$/
0$;,080$&&(37$%/(35(6685(/266
0$;,080$&&(37$%/(9(/2&,7<
7<3(/&233(5
36,)7
)76(&
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 6&+('8/(6
3
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
3/80%,1*0$7(5,$//,67
7$*1$0( '(6&5,37,21 0$18)$&785(5$1'02'(/
%:9 %$&.:$7(59$/9((32;<&2$7('&$67,521%2'<:,7+12+8% &211(&7,216%521=(2567$,1/(6667((/)/$33(5$1'6($7%2/7('5(029$%/(&29(5)259$/9(0$,17(1$1&( %$&.:$7(59$/9(:$776
%9
-26$0
0,)$%
%9
-560,7+
<
=851
=
') 287'225'5,1.,1*)2817$,1:$//+81*287'225,167$//$7,215$7(' %,/(9(/81,7$'$&203/,$17%8,/7,1)/2:5(*8/$72567$,1/(6667((/&216758&7,2132:'(5&2$7),1,6+&2/256(/(&7,21%<$5&+,7(&7%277/(),//,1*67$7,2181,702817('67$,1/(6667((/&216758&7,21 $1'0$7&+,1*32:'(5&2$7('),1,6+,17(*5$/'5$,1386+%87721 23(5$7(':,7+$8720$7,&6+872))5(3/$&($%/(),/7(525,),&(6+$//%($7 0$;,080
$%29(),1,6+(')/22521/2:(581,7
$1'$%29(),1,6+(')/22521833(581,7%277202)$35216+$//%($7$%29(),1,6+(')/225,1&203/,$1&(:,7+/$7(67$'$67$1'$5'6$&&(6625,(66($621$/&29(566+872))9$/9($1'/2:32,17'5$,1 )25:,17(5,=$7,21
'5,1.,1*)2817$,1(/.$<
/.
%)
0267'(3(1'$%/()2817$,16,1&
0'):066
085'2&.0)*
*<(
+$:6
&RQILJ:0
)&2 <$5'&/($12875281''85$&2$7('&$67,5216,=($6/,67('21 '5$:,1*6'28%/()/$1*('+286,1*+($9<'87<6(&85('6&25,$7(''85$&2$7('&$67,521&29(5/,)7,1*'(9,&(%521=(&(/$12873/8*:,7+*$6:$7(57,*+76($/ 60,7+
+% +26(%,%%:$//02817('%5$66&216758&7,2167$1'$5'),1,6+ 9$&880%5($.(50$/(+26(7+5($'$66(/,67('$1' $33529('
02817$7$%29(),1,6+('522)81/(66127('27+(5:,6(21'5$:,1*6 :22')25'
02'(/&
9$1'$/7((.(<
/ /$9$725<$&&(66,%/(&859(')521775,%$6,1:$//02817(':+,7( 9,75(286&+,1$
[+,*+&217285('%$&.63/$6+'5,//(')25&21&($/('$50&$55,(5/$9$725<75,0386+%87721&2/':$7(5)$8&(70(7(5('23(5$7,21%5$66&216758&7,21&+520(3/$7('),1,6+632879$1'$/5(6,67$17/$0,1$5)/2:287/(7,17(*5$/*5,'675$,1(5:,7+*$8*(7$,/3,(&(0$;,080)/2:72%(*303(5&<&/(&<&/(,6%(7:((16(&21'6,1&203/,$1&(:,7+(1(5*<32/,&<$&72)$1'$60($16,67$1'$5'$0$1'352-(&7:$7(5&216(59$7,215(48,5(0(176)$8&(76+$//&203/<:,7+)('(5$/$&763529,'(5(675,&7,9('(9,&($65(48,5(',17(*5$/,168/$7,2175$3(1&/2685(35(0$18)$&785(')25375$367239$/9(6$1'6833/</,1(6 $&&(6625,(648$57(57851&+520(3/$7('+($9<%5$66$1*/( 6833/</226(.(<67236&+520(3/$7('62)7&233(56833/</,1(6'5$,1$1'2))6(77$,/3,(&(*$8*(&$67%5$66375$36833257&$55,(5 /$9$725<$&2510(5,',$1
+62'0/661
7' 75(1&+'5$,102'8/$535(6/23('+($9<'87<35(&$6732/<0(5 &21&5(7(:,7+67$,1/(6667((/('*(5$,/:,'(,17(51$/',0(16,212)&+$11(/6/23(,17(*5$/&$7&+%$6,16:,7+6(',0(17%8&.(76287/(76/(1*7+$66+2:121'5$:,1*6*5$7(&/$66(5$7('(;75$+($9<'87</2&.,1*'8&7,/(,521*5$7(3529,'(*5$7(5(029$/722/)252:1(586(35,257225'(5,1*352'8&70$18)$&785(5723529,'(68%0,77$//$<287'5$:,1*66+2:,1*,1',9,'8$/75(1&+6(&7,216/(1*7+6287/(7/2&$7,216&$7&+%$6,16$1'',0(16,216&225',1$7(':,7+352-(&7/$<287 60,7+
7' 75(1&+'5$,102'8/$535(6/23('+($9<'87<35(&$6732/<0(5 &21&5(7(:,7+67$,1/(6667((/('*(5$,/:,'(,17(51$/',0(16,212)&+$11(/6/23(,17(*5$/&$7&+%$6,16:,7+6(',0(17%8&.(76287/(76/(1*7+$66+2:121'5$:,1*6*5$7(&/$66(5$7('(;75$+($9<'87</2&.,1*'8&7,/(,521*5$7(3529,'(*5$7(5(029$/722/)252:1(586(35,257225'(5,1*352'8&70$18)$&785(5723529,'(68%0,77$/ /$<287'5$:,1*66+2:,1*,1',9,'8$/75(1&+6(&7,216/(1*7+6287/(7/2&$7,216&$7&+%$6,16$1'',0(16,216&225',1$7(':,7+352-(&7/$<287 60,7+
73 75$335,0(535(6685('523$&7,9$7('0$/(137,1/(7$1' )(0$/(137287/(7%8,/7,1$,5*$35(029$%/(),/7(56&5((1$66(/,67('5(48,5(612$'-8670(1762535(&+$5*( :22')25'
02'(/&
9$1'$/7((.(<
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
9(5,)<(;$&702817,1*+(,*+7:,7+0$18)$&785(5
)/86++$1'/(6+$//%(/2&$7('217+(:,'(6,'(2)7+(72,/(767$//$1'%($7 0$;,080
$%29(%2:/5,0
$1'23(5$7(:,7+12*5($7(57+$1/%)25&(,1&203/,$1&(:,7+ /$7(67$'$67$1'$5'69(5,)<(48,30(175(48,5(0(176$1'528*+,1/2&$7,216 :$7(5&/26(7$&2513(1$/:$5(
7)9+36$'$
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
)/86++$1'/(6+$//%(/2&$7('217+(:,'(6,'(2)7+(72,/(767$//$1'%($7 0$;,080
$%29(%2:/5,0
$1'23(5$7(:,7+12*5($7(57+$1/%)25&(,1&203/,$1&(:,7+ /$7(67$'$67$1'$5'69(5,)<(48,30(175(48,5(0(176$1'528*+,1/2&$7,216 :22')25'
02'(/&
9$1'$/7((.(<
:+$ :$7(5+$00(5$55(6725±3,67217<3(35(&+$5*(':,7+36,*$,5 /($')5((&233(5%2'<%5$6625+,*++($732/<3523</(1(3,6721:,7+'8$/(3'025,1*6($/6/8%5,&$7(':,7+)'$$33529('6,/,&21(/8%5,&$173',&(57,),('$66($33529(')256($/(':$//,167$//$7,215$7(')25),;785(81,76,167$//3(50$18)$&785(5 65(&200(1'$7,216
333
6&6(5,(6
<&2 <$5'&/($12875281''85$&2$7('&$67,5216,=($6/,67('21 '5$:,1*6'28%/()/$1*('+286,1*+($9<'87<6(&85('6&25,$7(''85$&2$7('&$67,521&29(5/,)7,1*'(9,&(%521=(&(/$12873/8*:,7+*$6:$7(57,*+76($/ 60,7+
3/80%,1*),;785(81,76&+('8/(%<*5283,1*
7$*1$0( 47< '(6&5,37,21
&2/':$7(5 +27:$7(5 6833/<:$7(5 '5$,1$*(
($ 727$/ ($ 727$/ ($ 727$/ ($ 727$/
') '5,1.,1*)2817$,1
+% +26(%,%%,17(5,25
/ /$9$725<
7' 75(1&+'5$,1
7' 75(1&+'5$,1
:& :$7(5&/26(7
$&&(66,%/(
:& :$7(5&/26(7
*5$1'727$/6
G – Page 234 of 1558
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
3
63(&,),&$7,216
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
68332576$1'$1&+2566(&7,21,1&/8'(6+$1*(5668332576$1'$662&,$7('$1&+256&877,1*2)23(1,1*6(6&87&+(213/$7(6$1'75,0+$1*(552'6+$1*(552'6)256,1*/(52'+$1*(566+$//&21)250727+()2//2:,1* 3,3(6,=( +$1*(552' ',$0(7(5
&2/801 &2/801 $1'60$//(5 7+528*+´ &2/801 67((/3,3(&2/801
&233(53,3(52'6)25'28%/(52'+$1*(560$<%(5('8&('21(6,=(0,1,08052'',$0(7(5,6,1&+(6+$1*(552'6$1'$&&(6625,(686(',10(&+$1,&$/63$&(62527+(5:,6('5<$5($66+$//+$9($670%(/(&7523/$7('=,1&),1,6+3,3(+$1*(56$1'68332576 $//3,3(+$1*(56&/$036$1'683325766+$//&21)250720$18)$&785(5667$1'$5',=$7,2162&,(7<066B63B$1'
:+(5($33/,&$%/(
29(56,=($//+$1*(56&/$036$1'6833257621,168/$7('3,3,1*72$//2:,168/$7,21$1'-$&.(7723$667+528*+81%52.(17+,6$33/,(672%27++27$1'&2/'3,3(668332570$<%()$%5,&$7(')5208&+$11(/67587256,0,/$56+$3(63,3,1*/(667+$1´ ,1',$0(7(56+$//%(6(&85('7267587:,7+&/$0362)3523(5'(6,*1$1'&$3$&,7<$65(48,5('720$,17$,163$&,1*$1'$/,*10(17675876+$//%(,1'(3(1'(17/<6833257(')520+$1*(5'523625%8,/',1*6758&785(6,=($1'68332576+$//%(3(50$18)$&785(5 6,167$//$7,215(48,5(0(176)256758&785$/68332572)3,3,1*&/$0366+$//127,17(558373,3,1*,168/$7,216758786(',10(&+$1,&$/63$&(62527+(5:,6('5<$5($66+$//+$9($670%(/(&7523/$7('=,1&),1,6+6758786(',1'$03$5($6/,67(',1+$1*(552'66+$//+$9($670$+27',3*$/9$1,=('),1,6+$33/,('$)7(5)$%5,&$7,2181/(6627+(5:,6(,1',&$7('3,3(68332576)2586(:,7+6758766+$//%($6)2//2:6 &/$037<3(
6(59,&(
%$5(0(7$/3,3(5,*,'3/$67,&3,3(,168/$7('&2/'3,3(,168/$7('+273,3( ,1&+(6$1'60$//(5D&/$036,1',5(&7&217$&7:,7+&233(53,3(6+$//%(3/$67,&&2$7('E3,3(668%-(&772(;3$16,21$1'&2175$&7,216+$//+$9(&/$0366/,*+7/<29(56,=('72$//2:/,0,7('3,3(029(0(17 $&&(37$%/(352'8&76 %$5(67((/3/$67,&,168/$7('3,3( %$5(&233(53,3( 81,67587 ),*3253&223(5%/,1( ),*%25% ),*%971,%&272/&2 ),*$2567581/(6627+(5:,6(6+2:1833(5$77$&+0(176)25+$1*(552'62568332576758766+$//%($6)2//2:6 %($0&/$036
$&&(37$%/(352'8&76$19,/ ),*
&223(5%/,1( ),*%(5,&2 02'(/1,%&272/&2 ),* &21&5(7(,16(5766,1*/(52'*$/9$1,=('
$&&(37$%/(352'8&76
$19,/ ),*
&223(5%/,1( ),*%(5,&2 02'(/1,%&272/&2 ),*&21&5(7(,16(576&217,18286675,3*$/9$1,=('
$&&(37$%/(352'8&76
81,67587&253 36(5,(6&223(5%B/,1( ),*%-(5,&2 &21&7:$//683325766+$//%(86(':+(5(9(57,&$/+(,*+72)6758&785((;&(('60,1,08063$&,1*5(48,5(0(176,167$//:$//68332576$76$0(63$&,1*$6+$1*(56256758768332576$/21*9(57,&$//(1*7+2)3,3(5816:(/',1*81/(6627+(5:,6(127('+$1*(56&/,36$1'$8;,/,$5<683325767((/0$<%(:(/'(',1/,(82)%2/7,1*&/$03,1*255,9(7,1*727+(%8,/',1*6758&785$/)5$0(7$.($'(48$7(35(&$87,216'85,1*$//:(/',1*23(5$7,216)25),5(35(9(17,21$1')253527(&7,1*:$//6$1'&(,/,1*6)520%(,1*'$0$*('%<602.(683325763529,'(68)),&,(17&/,36,16(576+$1*(565$&.652'6$1'$8;,/,$5<67((/726(&85(/<6833257$//6863(1'('0$7(5,$/(48,30(17$1'&21'8,7:,7+2876$*+$1*+($9<(48,30(17)520&21&5(7()/225625&(,/,1*6:,7+$5&+,7(&7(1*,1((5B$33529('&21&5(7(,16(576)851,6+(' $1',167$//('%<7+(&2175$&725:+26(:25.5(48,5(67+(0(;&(37:+(5(,1',&$7('27+(5:,6( *5287*52876+$//%(121B6+5,1.,1*35(0,;('
0$67(5%8,/'(56&203$1<(0%(&&2
81/(6627+(5:,6(,1',&$7('217+('5$:,1*625$33529('%<7+($5&+,7(&7(1*,1((586(0,;12)25&/($5$1&(62)25/(66$1'0,;12)25$///$5*(5&/($5$1&(6*528781'(5(48,30(17%$6(6$5281'3,3(6$73,3(6/((9(6(7&$1':+(5(6+2:1217+('5$:,1*623(1,1*6,1)/2256:$//6$1'&(,/,1*6(;$&7/2&$7,2162)$//23(1,1*6)257+(,167$//$7,212)0$7(5,$/66+$//%('(7(50,1('%<7+(&2175$&725$1'*,9(1727+(*(1(5$/&2175$&725)25,167$//$7,2125&216758&7,21$67+(6758&785(,6%8,/7&225',1$7($//23(1,1*6:,7+27+(5&2175$&7256+,5(7+(3523(575$'(60$1$1')851,6+$///$%250$7(5,$/$1'(48,30(1772&8723(1,1*6,1257+528*+(;,67,1*6758&785(62523(1,1*6,11(:6758&785(67+$7:(5(127,167$//('25$'',7,21$/23(1,1*65(3$,5$//63$//,1*$1''$0$*(727+(6$7,6)$&7,212)7+($5&+,7(&7(1*,1((50$.(6$:&876%()25(%5($.,1*287&21&5(7(72(1685((9(1$1'81,)25023(1,1*('*(66$,'&877,1*6+$//%($77+(&203/(7((;3(16(2)($&+&2175$&725)$,/85(72&225',1$7(23(1,1*6:,7+27+(5&2175$&72566+$//127(;(0377+(&2175$&725)5203529,',1*23(1,1*6$7+,6(;3(16('2127&876758&785$/0(0%(56:,7+287:5,77(1$33529$/2)7+($5&+,7(&7256758&785$/(1*,1((5(6&87&+(213/$7(6$1'75,0),7(6&87&+(21672$//,168/$7('2581,168/$7('(;326('3,3(63$66,1*7+528*+:$//6)/225625&(,/,1*62)),1,6+('52206(6&87&+(2166+$//%(+($9<*$8*(&2/'52//('67((/&233(5&2$7('81'(5$&+520,803/$7('),1,6++($9<635,1*&/,35,*,'+,1*($1'/$7&+,167$//*$/9$1,=('67((/ 81/(6627+(5:,6(,1',&$7('
75,0675,372&29(59$&$1763$&($1'5$:&216758&7,21('*(62)$//5(&7$1*8/$523(1,1*6,1),1,6+('522067+,6,1&/8'(63,3(23(1,1*63,3(3(1(75$7,2166($/$//3,3(3(1(75$7,2166($/1215$7(':$//6$1')/2253(1(75$7,216:,7+*528725&$8/.%$&.,1*0$7(5,$/0$<%(86('6($/),5(5$7(':$//$1')/2253(1(75$7,216:,7+),5(6($/6<67(0$663(&,),('3,3($1&+2563529,'($//,7(061(('('72$//2:$'(48$7((;3$16,21$1'&2175$&7,212)$//3,3,1*$//3,3,1*6+$//%(6833257('*8,'('$/,*1('$1'$1&+25('$65(48,5('5(3$,5$//3,3,1*/($.6$1'$662&,$7(''$0$*(3,3(66+$//12758%21$1<3$572)7+(%8,/',1*),1,6+35,0(&2$7(;326('67((/+$1*(56$1'68332576+$1*(56$1'68332576,1&5$:/63$&(63,3(6+$)76$1'6863(1'('&(,/,1*63$&(6$5(127&216,'(5('(;326(' 3/80%,1*68332576$1'$1&+256,167$//$7,21,167$//$//,7(063(50$18)$&785(5 6,16758&7,216&225',1$7(7+(/2&$7,21$1'0(7+2'2)68332572)3,3,1*6<67(06:,7+ $//,167$//$7,21681'(527+(5',9,6,216$1'6(&7,2162)7+(63(&,),&$7,216 :+(5(3,3(68332570(0%(56$5(:(/'('726758&785$/%8,/',1*)5$0,1*6&5$3(%586+&/($1$1'$33/<21(&2$72)=,1&5,&+35,0(572:(/',1*68332575(48,5(0(176,167$//522)3,3(68332576725(6,67:,1'029(0(173(50$18)$&785(5 65(&200(1'$7,2160(7+2'2)6(&85,1*%$6(72522)6+$//%(&203$7,%/(:,7+522),1*0$7(5,$/6:+(5(%8,/',1*6758&785$/67((/,6),5(3522)('$//+$1*(56&/$036$8;,/,$5<67((/(7&:+,&+$77$&+72,76+$//%(,167$//('35,2572$33/,&$7,212)),5(3522),1*5(3$,5$//),5(3522),1*'$0$*(''85,1*3,3(,167$//$7,216(7$//&21&5(7(,16(576,13/$&(%()25(3285,1*&21&5(7()851,6+,167$//$1'35,0($//$8;,/,$5<6758&785$/67((/)2568332572)3,3,1*6<67(067+$7$5(1276+2:1217+('5$:,1*6$6%(,1*%<27+(56,167$//+$1*(56$1'68332576&203/(7(:,7+/2&.1876&/$03652'6%2/76&283/,1*66:,9(/6,16(576$1'5(48,5(' $&&(6625,(6
+$1*(56)25+25,=217$/3,3,1*6+$//+$9($'(48$7(0($162)9(57,&$/$'-8670(17)25$/,*10(173,3(5(48,5(0(1766833257$//3,3,1*$1'(48,30(17,1&/8',1*9$/9(6675$,1(5675$36$1'27+(563(&,$/7,(6$1'$&&(6625,(672$92,'2%-(&7,21$%/(25(;&(66,9(675(66'()/(&7,216:$<,1*6$**,1*259,%5$7,21,17+(3,3,1*25%8,/',1*6758&785('85,1*(5(&7,21&/($1,1*7(67,1*$1'1250$/23(5$7,212)7+(6<67(06'2127+2:(9(55(675$,13,3,1*72&$86(,77261$.(25%8&./(%(7:((168332576257235(9(173523(5029(0(17'8(72(;3$16,21$1'&2175$&7,2168332573,3,1*$7(48,30(17$1'9$/9(6627+(<&$1%(',6&211(&7('$1'5(029(':,7+287)857+(56833257,1*7+(3,3,1*3,3,1*6+$//127,1752'8&(675$,1625',67257,2172&211(&7('(48,30(173$5$//(/+25,=217$/3,3(60$<%(6833257('2175$3(=(+$1*(560$'(2)6758&785$/6+$3(6$1'+$1*(552'6 27+(5:,6(3,3(66+$//%(6833257(':,7+,1',9,'8$/+$1*(5675$3(=(+$1*(560$<%(86(':+(5('8&76,17(5)(5(:,7+1250$/3,3(+$1*,1*3529,'($'',7,21$/68332576:+(5(3,3(&+$1*(6',5(&7,21$'-$&(1772)/$1*('9$/9(6$1'675$,1(56$7(48,30(17&211(&7,216$1'+($9<),77,1*63529,'($7/($6721(+$1*(5$'-$&(1772($&+-2,17,1*5229('(1'67((/3,3(:,7+0(&+$1,&$/&283/,1*63529,'('7+(,167$//$7,21&203/,(6:,7+$///2$',1*5(48,5(0(1762)75866$1'-2,670$18)$&785(567+()2//2:,1*35$&7,&(6$5($&&(37$%/( /2$'62)/%625/(660$<%($77$&+('$1<:+(5($/21*7+(72325%27720&+25'62)75866(625-2,676:,7+$0,1,080 63$&,1*%(7:((1/2$'6/2$'6*5($7(57+$1/%60867%(+81*&21&(175,&$//<$1'0$<%(+81*)52072325%27720&+25'3529,'('21(2)7+()2//2:,1*&21',7,216,60(7 D7+(+$1*(5,6$77$&+(':,7+,1´ )520$:(%&+25'-2,17E$'',7,21$//;;:(%5(,1)25&(0(17,6,167$//('3(50$18)$&785(5 65(48,5(0(176
,7,6352+,%,7('72&$17,/(9(5$/2$'86,1*$1$1*/(2527+(56758&785$/&20321(177+$7,6$77$&+('72$7586625-2,67,168&+$)$6+,217+$7$7256,21$/)25&(,6$33/,('727+$76758&785$/0(0%(5,)&21',7,216&$1127%(0(7&225',1$7(,167$//$7,21:,7+7586625-2,670$18)$&785(5$1'&217$&7$5&+,7(&7(1*,1((5'2127(;&(('/%63(5+$1*(5$1'$0,1,08063$&,1*2) ´ 21&(17(5:+(1$77$&+,1*720(7$/522)'(&.,1*
/,0,7$7,211275(48,5(':,7+&21&5(7(210(7$/'(&.
7+,6/%6/2$'$1'
´ 63$&,1*,1&/8'($'-$&(17(/(&75,&$/$1'
$5&+,7(&785$/,7(06+$1*,1*)520'(&. ,)7+(+$1*(55(675,&7,216&$1127%($&+,(9('6833/(0(17$/)5$0,1*2))67((/ )5$0,1*:,//1(('72%($''(''2127(;&(('7+(0$18)$&785(5 65(&200(1'('0$;,080/2$')25$1<+$1*(525683325763$&,1*2)+$1*(566+$//127(;&(('7+(&2035(66,9(675(1*7+2)7+(,168/$7,21,16(576$1',112&$6(6+$//(;&(('63$&,1*$6'(),1(',17+(&3&$1'&0&(1'2)6(&7,21 3/80%,1*,'(17,),&$7,21352'8&76 $&&(37$%/(0$18)$&785(56
06(721:+%5$'<0$5.,1*6(59,&(60$7(5,$/6
$//3,3(0$5.(56
385&+$6('2567(1&,/('
6+$//&21)25072$16,$0$5.(5/(1*7+6$1'/(77(56,=(66+$//%($7/($67 7+()2//2:,1*
$/80,1801$0(3/$7(6
%/$&.(1$0(/%$&.*5281':,7+1$785$/$/80,180%25'(5$1'(1*5$9('/(77(56)851,6+(':,7+7:2 02817,1*+2/(6$1'6&5(:6%5$667$*6
%5$66%$&.*5281':,7+(1*5$9('%/$&./(77(567$*6,=(0,1,080648$5(255281'9,1</3,3(0$5.(56 &2/25('9,1</:,7+3(50$1(1735(6685(6(16,7,9($'+(6,9(%$&.,1*81'(5*5281'3,3(0$5.(56 %5,*+7&2/25('&217,18286/<35,17('3/$67,&5,%%217$3(:,'(%<0,/67+,&.0$18)$&785(')25',5(&7%85,$/:,7+$/80,180)2,/&25()25/2&$7,21%<121)(55,&0(7$/'(7(&7256$1'%2/'/(77(5,1*,'(17,)<,1*%85,(',7(0,167$//$7,21,167$//$//352'8&763(50$18)$&785(5¶65(&200(1'$7,216'(*5($6($1'&/($1685)$&(6725(&(,9($'+(6,9()25,'(17,),&$7,210$7(5,$/69$/9(6
$//9$/9(6
(;&(376+872))9$/9(6$7(48,30(17
6+$//+$9(180%(5('7$*6
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
61$3210$5.(56
86(6(7216(70$5.213,3(683722'86(6(7216(70$5.:,7+1</21259(/&527,(6)253,3(62' $1'29(56,0,/$567</(6%<27+(5/,67('0$18)$&785(56$5($&&(37$%/( 67(1&,/3$,17('3,3(0$5.(56
5(029(5867*5($6(',57$1'$//)25(,*168%67$1&(6)5207+(3,3(685)$&( $33/<35,0(521121,168/$7('3,3(6%()25(3$,17,1*
86(%$&.*5281'$1'/(77(5&2/256$66&+('8/('/$7(5,17+,66(&7,21 $33/<0$5.(56$1'$552:6,17+()2//2:,1*/2&$7,216:+(5(&/($5/<9,6,%/( $7($&+9$/9(
21%27+6,'(62):$//67+$73,3(63(1(75$7(
$7/($67(9(5<)((7$/21*$//3,3(6
21($&+5,6(5$1'($&+/(*2)($&+7-2,17
$7/($6721&(,1(9(5<5220$1'($&+6725<75$9(56('
(1'2)6(&7,21
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 235 of 1558
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
3
63(&,),&$7,216
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
3/80%,1*3,3,1*6(&7,21,1&/8'(63,3($1'3,3(),77,1*69$/9(6'20(67,& ,1'8675,$/:$7(53,3,1*6<67(06$1,7$5<'5$,1$*($1'9(173,3,1*6<67(048$/,7<$6685$1&(9$/9(6 0$18)$&785(5
61$0($1'35(6685(5$7,1*0$5.('219$/9(%2'<5(0$18)$&785('9$/9(6$5(127$&&(37$%/(:(/',1*0$7(5,$/6$1'352&('85(6 &21)25072$60(&2'($1'$33/,&$%/(67$7(/$%255(*8/$7,216:(/'(56&(57,),&$7,21 ,1$&&25'$1&(:,7+$16,$60(6(&
25$16,$:6 '3,3,1*),77,1*69$/9(6$1')/8;)25327$%/(:$7(56<67(06 $//&20321(1766+$//%(/($')5((3(5)('(5$/$&765('8&7,212)/($',1'5,1.,1*:$7(5$&7'20(67,&327$%/($1'121327$%/('(6,*135(6685( 36,0$;,080'(6,*17(03(5$785(
)3,3,1*$//6,=(6
78%,1*
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
<:$/:257+0,/:$8.((
:$776*1,%&27%&+(.+33
:,7+,1&21(/635,1*6
08(//(567($063(&,$/7<&2$+%.:672&.+$0:* (3'025:*
%81$1,%&2:
::$7(5675$,1(56
%521=(%2'<6&5(:('(1'66&5(:('&29(536,6#)36,&:3#)$5067521*)6&0(75$)/(;7608(//(567($063(&,$/7<&26$5&2%7:$776'5$,13,3,1*'(6,*135(6685( 36,0$;,080'(6,*17(03(5$785(
)3,3,1*B$//6,=(6
78%,1*
7<3(0+$5''5$:16($0/(66&233(578%($670%-2,176 62/'(5:,7+/($')5((62/'(5$1')/8;$670%),77,1*6 :528*+7&233(562/'(5-2,17$16,%6$1,7$5<'5$,1$*( $%29(*5281'$1'%(/2:
6$1,7$5<9(17
$%29(*5281'$1'%(/2:
'(6,*135(6685(
*5$9,7<0$;,080'(6,*17(03(5$785(
)3,3,1*$//6,=(6
3,3($1'),77,1*6
67$1'$5':(,*+712+8%&$67,52162,/3,3(&25526,213527(&7,9(&2$7,1*,16,'($1'2876,'( $670 $16)&(57,),('&,63,75$'(0$5.
-2,176
+($9<'87<1(235(1(6/((9(*$6.(7$670&6(5,(667$,1/(6667((/6+,(/'&/$03$1'6&5(:6:,7+$7/($67)2856&5(:7<3(&/$036)0$'$37(56 75$16,7,216)520&$67,52162,/3,3(7227+(53,3(0$7(5,$/6:,7+0$18)$&785('$'$37(56+($9<'87<1(235(1(6/((9(*$6.(7$670&6(5,(667$,1/(6667((/6+,(/'&/$03$1'6&5(:6:,7+127/(667+$1)285 6&5(:7<3(&/$036)0 25$670&81,216&233(53,3(B:528*+7&233(5),77,1*B*5281'-2,17%/$&.67((/ 6&+('8/(
3,3(B0$//($%/(,521*5281'-2,1736,%521=(72%521=(6($7*$/9$1,=('67((/3,3(B*$/9$1,=('0$//($%/(,521*5281'-2,1736,%521=(72%521=(6($7675$,1(5681/(6627+(5:,6(,1',&$7('675$,1(566+$//%(<B3$77(51$1'+$9(67$,1/(6667((/6&5((16:,7+3(5)25$7,216$6)2//2:6 3,3(6,=( :$7(5 )851,6+3,3(1,33/(:,7+6+872))9$/9(72%/2:'2:1$//675$,1(56&5((1686(%521=(%2'<675$,1(56,1&233(53,3,1*$1',521%2'<675$,1(56,1)(552863,3,1*&211(&7,216%(7:((1',66,0,/$50(7$/6&211(&7,216%(7:((1',66,0,/$50(7$/66+$//%(,168/$7,1*',(/(&75,&7<3(67+$73529,'($:$7(5*$3%(7:((17+(&211(&7('0(7$/6$1'7+$7(,7+(5$//2:120(7$/3$7+)25(/(&752175$16)(5257+$73529,'($:,'(:$7(5*$3/,1(':,7+$121&21'8&7,9(0$7(5,$/72,03('((/(&752175$16)(57+528*+7+(:$7(53$7+-2,1766+$//%(5$7(')257+(7(03(5$785(35(6685($1'27+(5&+$5$&7(5,67,&62)7+(6(59,&(,1:+,&+7+(<$5(86(',1&/8',1*7(67,1*352&('85( $/80,180,52167((/%5$66&233(5%521=($1'67$,1/(6667((/$5(&20021/<86('$1'5(48,5(,62/$7,21)520($&+ 27+(5:,7+7+()2//2:,1*(;&(37,216
,52167((/$1'67$,1/(6667((/&211(&7('72($&+27+(5%5$66&233(5$1'%521=(&211(&7('72($&+27+(5%5$6625%521=(9$/9(6$1'63(&,$/7,(6&211(&7('7267((/,5212567$,1/(6667((/,1&/26('6<67(06:+(5(7:225 025(%5$6625%521=(,7(062&&8572*(7+(57+(<6+$//%(&211(&7(':,7+%5$661,33/(6',(/(&75,&3527(&7,21,65(48,5('$7&211(&7,21672(48,30(172)$0$7(5,$/',))(5(177+$17+(3,3,1*)/$1*('-2,176 $1<6,=(
86(0,1,0807+,&.1(66121&21'8&7,9()8//)$&(*$6.(76(03/2<21(3,(&(02/'('6/((9(:$6+(5&20%,1$7,21672%5($.7+((/(&75,&$/3$7+7+528*+7+(%2/766/((9(:$6+(56$5(5(48,5('2121(6,'(21/<:,7+6/((9(60,1,0807+,&.$1':$6+(560,1,0807+,&.,167$//67((/:$6+(5621%27+6,'(62))/$1*(67235(9(17'$0$*(727+(6/((9(B:$6+(56(3$5$7(6/((9(6$1':$6+(560$<%(86('21/<,)7+(6/((9(6$5(0$18)$&785('72(;$&7/(1*7+6$1',167$//('&$5()8//<627+(6/((9(60867(;7(1'3$57,$//<3$67($&+67((/:$6+(5:+(17,*+7(1('$&&(37$%/(0$18)$&785(56 (3&2&(175$/3/$67,&63,3(/,1(6($/$1',168/$725)+0$/21(<25&$/3,&2/2&.28775,03529,'(/2&.28775,0)25$//48$57(578516+872))9$/9(623(1,1*72$70263+(5($1',167$//(',1'20(67,&:$7(53,3,1*29(5),1&2035(66('$,53,3,1*$1'$6,1',&$7('217+('5$:,1*6 9$/9(&211(&7,216
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
7(67$//3,3,1*,1$&&25'$1&(:,7+&3&5(48,5(0(176&2/':$7(5 327$%/($1'121327$%/( 7(67$//3,3,1*,1$&&25'$1&(:,7+&3&5(48,5(0(176 $//27+(53,3,1*
7(673,3,1*$72)1250$/23(5$7,1*35(6685(3,3,1*6+$//+2/'7+,635(6685()2521(+285:,7+12'523,135(6685(7(673,3,1*86,1*:$7(51,752*(125$,5$6&203$7,%/(:,7+7+(),1$/6(59,&(2)7+(3,3('212786(&20%867,%/()/8,'6'5$,1$1'&/($1$//3,3,1*$)7(57(67,1*,6&203/(7(&/($1,1*3,3,1*%()25($66(0%/,1*3,3(6<67(065(029($///226(',576&$/(2,/$1'27+(5)25(,*10$77(521,17(51$/25(;7(51$/685)$&(6%<0($16&216,67(17:,7+*22'3,3,1*35$&7,&(68%-(&772$33529$/2)7+($5&+,7(&7(1*,1((5 65(35(6(17$7,9(%/2:&+,36$1'%8556)5200$&+,1(5<257+5($'&877,1*23(5$7,212872)3,3(%()25($66(0%/<:,3(&877,1*2,/)520,17(51$/$1'(;7(51$/685)$&(6 '85,1*)$%5,&$7,21$1'$66(0%/<5(029(6/$*$1':(/'63$77(5)520%27+,17(51$/$1'(;7(51$/-2,176%<3((1,1*&+,33,1*$1':,5(%586+,1*35,2572%/2:,1*25)/86+,1*(5(&7('3,3,1*6<67(06',6&211(&7$//,167580(17$7,21$1'(48,30(1723(1:,'($//9$/9(6 $1'%(&(57$,1$//675$,1(56&5((16$5(,13/$&($//:$7(53,3,1*
)/86+$//3,3,1*86,1*)$8&(76)/86+9$/9(6(7&817,/7+()/2:,6&/($1$)7(5)/86+,1*7+2528*+/<&/($1$//,1/(7675$,1(56$(5$7256$1'27+(568&+'(9,&(6,)1(&(66$5<5(029(9$/9(672&/($1287$//)25(,*10$7(5,$/*(1(5$/,167$//$7,215(48,5(0(1763529,'(',(/(&75,&&211(&7,216%(7:((1',66,0,/$50(7$/65287(3,3,1*,125'(5/<0$11(5$1'0$,17$,1*5$',(17,167$//72&216(59(%8,/',1*63$&(*52833,3,1*:+(1(9(535$&7,&$/$7&20021(/(9$7,216,167$//3,3,1*72$//2:)25(;3$16,21 $1'&2175$&7,21:,7+287675(66,1*3,3(-2,17625(48,30(176/23(:$7(53,3,1*$1'$55$1*(72'5$,1$7/2:32,176 :+(5(3,3(68332576$5(:(/'('726758&785$/%8,/',1*)5$0,1*6&5$3(%586+&/($1$1'$33/<21(&2$72)=,1&5,&+35,0(572:(/'66($/3,3(63$66,1*7+528*+(;7(5,25:$//6:,7+$:$//6($/3(56(&7,21 3529,'(6&+('8/(*$/9$1,=('6/((9($7/($673,3(6,=(6/$5*(57+$17+(3,3( $//121327$%/(287/(766+$//%(&/($5/<0$5.(':,7+$3(50$1(17/<$)),;('/$0,1$7('6,*1:,7+´ +,*+/(77(5,1*6$<,1* ³121327$%/(:$7(5127)25+80$1&2168037,21´ 6,*16+$//+$9(%/$&./(77(5,1*21$<(//2:%$&.*5281' $//9(57,&$/3,3('5236726,1.62527+(5(48,30(17,167$//('%(/2:7+(&(,/,1*6+$//%(5287(':,7+,1$:$//&$9,7< 81/(6663(&,),&$//<127('27+(5:,6(72%(685)$&(02817(')255(129$7,21352-(&767+,6&2175$&725,65(63216,%/()2523(1,1*$1'3$7&+,1*(;,67,1*:$//6)25,167$//$7,212)3,3,1*:$//3$7&+,1*6+$//0$7&+(;,67,1*&21',7,219$/9(6),77,1*6$1'$&&(6625,(6 ,167$//6+872))9$/9(67+$73(50,77+(,62/$7,212)(48,30(17),;785(6,1($&+5220:,7+287,62/$7,1*$1<27+(55220253257,212)7+(%8,/',1*,1',9,'8$/),;785($1*/(67236'21270((77+,65(48,5(0(17(;&(37,21 %$&.72%$&.52206,112025(7+$17:2$'-$&(1752206>63(&,),(5 5(48,5(',1,//,12,6*22'35$&7,&(,127+(567$7(6@3529,'(&/($5$1&()25,167$//$7,212),168/$7,21$1'$&&(66729$/9(6$1'),77,1*63529,'($&&(66'2256)25&21&($/('9$/9(6$1'),77,1*6,167$//9$/9(67(06835,*+725+25,=217$/127,19(57('3529,'(21(3/8*9$/9(:5(1&+)25(9(5<7(13/8*9$/9(6$1'60$//(50,1,0802)21(3529,'(($&+3/8*9$/9(B $1'/$5*(5:,7+$:5(1&+:,7+6(76&5(:
,167$//%$/$1&,1*9$/9(6:,7+675$,*+7812%6758&7('3,3(6(&7,21%27+83675($0$1''2:1675($0$65(48,5('3(50$18)$&785(5 6,167$//$7,21,16758&7,216,167$//&2558*$7('67$,1/(6667((/78%,1*6<67(0$&&25',1*720$18)$&785(5 6:5,77(1,16758&7,216,1&/8'(675,.(53/$7(6723527(&778%,1*)520381&785(:+(5(78%,1*,65(675$,1('$1'&$1127029(6$1,7$5<3,3,1* ,167$//$//6$1,7$5<3,3,1*,16,'(7+(%8,/',1*:,7+$6/23(2)$7/($677+()2//2:,1* 3,3(6,=( 0,1,0806/23(
$//6,=(6 3(5)22781/(66127('27+(5:,6(
3,3((5(&7,21$1'/$<,1*&$5()8//<,163(&7$//3,3(),77,1*69$/9(6(48,30(17$1'$&&(6625,(6%()25(,167$//$7,21$1<,7(067+$7$5(8168,7$%/(&5$&.('2527+(5:,6('()(&7,9(6+$//%(5(029(')5207+(-2%,00(',$7(/< $//3,3(),77,1*69$/9(6(48,30(17$1'$&&(6625,(66+$//+$9()$&725<$33/,('0$5.,1*667$03,1*6251$0(3/$7(6:,7+ 68)),&,(17'$7$72'(7(50,1(7+(,5&21)250$1&(:,7+63(&,),('5(48,5(0(176(;(5&,6(&$5($7(9(5<67$*(2)6725$*(+$1'/,1*/$<,1*$1'(5(&7,1*7235(9(17(175<2))25(,*10$77(5,1723,3,1*),77,1*69$/9(6(48,30(17$1'$&&(6625,(6'2127,167$//$1<,7(07+$7,6127&/($1817,/6<67(0,6)8//<23(5$7,21$/$//23(1,1*6,13,3,1*$1'(48,30(176+$//%(.(37&/26('(;&(37:+(1$&78$/:25.,6%(,1*3(5)250('217+$7,7(0256<67(0&/2685(66+$//%(3/8*6&$36%/,1')/$1*(62527+(5,7(0663(&,),&$//<'(6,*1('$1',17(1'(')257+,6385326(5813,3(6675$,*+7$1'758(3$5$//(/72%8,/',1*/,1(6:,7+0,1,08086(2)2))6(76$1'&283/,1*63529,'(21/<2))6(765(48,5('723529,'(1(('('+($'522025&/($5$1&($1'723529,'(1(('(')/(;,%,/,7<,13,3(/,1(60$.(&+$1*(6,1',5(&7,212)3,3(621/<:,7+),77,1*6253,3(%(1'6&+$1*(6,16,=(21/<:,7+),77,1*6'212786(0,7(5),77,1*6)$&(25)/86+%86+,1*625675((7(/%2:6$//),77,1*66+$//%(2)7+(/21*5$',867<3(81/(6627+(5:,6(6+2:1217+('5$:,1*62563(&,),('3529,'()/$1*(62581,216$7$//),1$/&211(&7,21672(48,30(1775$36$1'9$/9(6 $55$1*(3,3,1*$1'&211(&7,21662(48,30(176(59('0$<%(727$//<5(029(':,7+287',6785%,1*3,3,1*%(<21'),1$/ &211(&7,216$1'$662&,$7('6+872))9$/9(686()8//$1''28%/(/(1*7+62)3,3(:+(5(9(53266,%/(81/(6627+(5:,6(,1',&$7(',167$//$//3,3,1*,1&/8',1*6+872))9$/9(6$1'675$,1(5672&2,/638036$1'27+(5(48,30(17$7/,1(6,=(:,7+5('8&7,21,16,=(%(,1*0$'(21/<$7&21752/9$/9(25(48,30(17&87$//3,3(72(;$&70($685(0(17$1',167$//:,7+287635,1*,1*25)25&,1*(;&(37,17+(&$6(2)(;3$16,21/2236:+(5(&2/'635,1*,1*,6,1',&$7('217+('5$:,1*681'(5*5281'3,3(6+$//%(/$,',1'5<75(1&+(60$,17$,1(')5((2)$&&808/$7(':$7(521$%('2)&$),//3529,'($1' 23(5$7(68)),&,(173803,1*(48,30(17720$,17$,1(;&$9$7,21675(1&+(6$1'3,76)5((2):$7(5',6326(2)3803(':$7(56223(5$7,21$5($6$1'27+(5)$&,/,7,(6$5(127)/22'('3,3(/$<,1*6+$//)2//2:(;&$9$7,1*$6&/26(/<$63266,%/(81/(6627+(5:,6(,1',&$7('%5$1&+7$.(B2))66+$//%()5207232)0$,1625+($'(56$7(,7+(5$25 $1*/()5207+(+25,=217$/3/$1()25$,5/,1(6$1')520723%27720256,'()25/,48,'6'212786(*(27(;7,/()$%5,&:,7+)227,1*7,/(,)6,/7&217(172)62,/(;&(('625,)&/$<&217(17(;&(('67+()$%5,&6+$//%(,167$//('$5281'5,9(552&.25´ /,0(6721('5$,1,1*$1'9(17,1*81/(6627+(5:,6(,1',&$7('217+('5$:,1*6$//+25,=217$/:$7(5,1&/8',1*%5$1&+(66+$//3,7&+,1)((772/2:32,176)25&203/(7('5$,1$*(5(029$/2)&21'(16$7($1'9(17,1*0$,17$,1$&&85$7(*5$'(:+(5(3,3(63,7&+256/23()259(17,1*$1''5$,1$*(123,3(66+$//+$9(32&.(76'8(72&+$1*(6,1(/(9$7,213529,'('5$,19$/9(6$7$///2:32,1762):$7(53,3,1*6<67(06)25&203/(7(256(&7,21$/,=(''5$,1,1*3529,'('5,3/(*6$7/2:32,176$1'$77+(%$6(2)$//5,6(56,1&2035(66('$,53,3(6'5,3/(*66+$//%()8///,1(6,=(213,3(67+528*+$1'$7/($67%87127/(667+$1+$/)/,1(6,=(29(5'5,3/(*66+$//%(0,1,080/(1*7+&$33(':,7+$ 5('8&(572$'5$,19$/9(86((&&(175,&5('8&,1*),77,1*621+25,=217$/5816:+(1&+$1*,1*6,=(2)3,3(6)253523(5'5$,1$*($1'9(17,1*,167$//&2035(66('$,5$1'*5$9,7<'5$,13,3(6:,7+%277202)3,3($1'(&&(175,&5('8&(56,1$&217,18286/,1( $//27+(5/,48,'/,1(6:,7+7232)3,3($1'(&&(175,&5('8&(56,1$&217,18286/,1(3529,'($,59(176$7+,*+32,176$1':+(5(9(5(/6(5(48,5('72(/,0,1$7($,5,1$//:$7(53,3,1*6<67(06,167$//$,59(176,1$&&(66,%/(/2&$7,216,)1(&(66$5<7275$3$1'9(17$,5,1$5(027(/2&$7,21,167$//$3,3()5207+( 7$33,1*/2&$7,2172$1$&&(66,%/(/2&$7,21$1'7(50,1$7(:,7+$9(17,1*'(9,&( $//9(17$1''5$,13,3,1*6+$//%(2)6$0(0$7(5,$/6$1'&216758&7,21)257+(6(59,&(,192/9(' %5$1&+&211(&7,216)25:$7(5$1'9(176<67(0621/<0$.(%5$1&+&211(&7,216:,7+67$1'$5'7((25&5266),77,1*62)7+(7<3(5(48,5(')257+(6(59,&(5('8&(56$5(*(1(5$//<1276+2:1:+(5(3,3(6,=(6&+$1*($77((7+(7((6+$//%(7+(6,=(2)7+(/$5*(673,3(6+2:1&211(&7,1*72,7'212786('28%/(:<(25'28%/(&20%,1$7,21:<($1'(,*+7+%(1'':9),77,1*6,1+25,=217$/3,3,1*%5$1&+&211(&7,216)5207+(+($'(56$1'0$,160$<%(0(&+$1,&$//<)250('86,1*$1(;75$&7,21'(9,&(7+(%5$1&+3,3,1*&211(&7,216+$//%(%5$=('&211(&7,21)257+()2//2:,1*6(59,&(621/< :$7(53,3,1*$%29(*5$'(%5$1&+&211(&7,216)520+($'(56$1'0$,160$<%(&87,172%/$&.67((/3,3(86,1*)25*(':(/'B21),77,1*6-2,1,1*2)3,3(62/'(5-2,176 0$.(83-2,176:,7+/($')5((62/'(5$670%&8778%,1*62(1'6$5(3(5)(&7/<648$5($1'5(029($//%8556,16,'( $1'2876,'(7+2528*+/<&/($162&.(762)),77,1*6$1'(1'62)78%,1*725(029($//2;,'(',57$1'*5($6(-86735,2572 62/'(5,1*$33/<)/8;(9(1/<%8763$5,1*/<29(5$//685)$&(672%(-2,1('+($7-2,17681,)250/<6262/'(5:,//)/2:72 $//0$7('685)$&(6:,3((;&(6662/'(5/($9,1*$81,)250),//(7$5281'&832)),77,1*)/8;6+$//%(121B$&,'7<3( 62/'(5(1'9$/9(60$<%(,167$//('',5(&7/<,17+(3,3,1*6<67(0,)7+((17,5(9$/9(,668,7$%/()2586(:,7+)0(/7,1*32,1762/'(55(029(',6&6$1'6($/6'85,1*62/'(5,1*,)7+(<$5(12768,7$%/()25)&2035(66,21*$6.(7-2,176B6$1,7$5<3,3(3,3( -2,176+$//%(21(3,(&('28%/(6($/&2035(66,217<3(*$6.(70$'(63(&,),&$//<)25-2,1,1*&$67,52162,/3,3(*$6.(76+$//%(1(235(1(3(50,77,1*-2,1772)/(;$608&+$6'(*5((6:,7+287/2662)6($/*$6.(76+$//%((;75$+($9<:(,*+7&/$66&21)250,1*72$670&B(1'2)6(&7,21
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 236 of 1558
(5$&48(7&/8%5'
19,$0,5$/(67( 3
3
&:
6$1
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 6,7(3/$1 3/80%,1*
3
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
1 2 5 + 7
6,7(3/$1 3/80%,1*
.(<127(6
1 &:5,6($%29(*5$'(72
1 %$&.)/2:35(9(17,21$1'
35(6685(5('8&,1*9$/9($66(0%/<%<&,9,/(1*,1((5
&2175$&725729(5,)<(;$&7/2&$7,216,=($1'5287,1*2)$// 87,/,7,(621-2%6,7($1':,7+&,9,/35,257267$572)$1<:25.
G – Page 237 of 1558
87,/,7<&+$6(
72,/(7 72,/(7 72,/(7
72,/(7
$'$
72,/(7
$'$
%
&
$
87,/,7<&+$6(
72,/(7 72,/(7 72,/(7
72,/(7
$'$
72,/(7
$'$
%
&
$
$
%
&
975
3
3
3
&:'1
629
:+$
9'1
3
7<3[
%(/*5$'(
')
:&
:& :& :& :&
/
+%
7' 7' 7' 7' 7'
/ /
&: 73
&:
3
<&2
&:'1
)&2 )&2
)&2
)&2
6$1'1
6$1'1
9
6$1
629
&:83
&:32&,(
%85<'(37+%(/2:*5$'()25&217,18$7,216((&,9,/'5$:,1*6 6$132&,(
)25&217,18$7,216((&,9,/'5$:,1*6
3
6$1
9
9
9
6$1
6$183
6$183
6$1836$183
6$183
6$183 6$183
6$183
983983
6$183
&:83
&:
&:
983
983
)&2
&:83
&:
&:
&:
&:
<&2
)&2
%:9
975
3 ' $
'
7 $
(7 6
,
*(
5 5(
6 1$
(1*
,
1 (
(
/
6 , ) (6 52 3
( ; + 8+ 1
1R0
2 ,
2 5 1
/ $ & ,
,
+ $ 1 & 7 0 (( 2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
3
)/2253/$16
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
67$//)/2253/$1 3/80%,1*
1 2 5 + 7 1 2 5 + 7
1 2 5 + 7
67$//81'(5)/2253/$1 3/80%,1*
67$//522)3/$1 3/80%,1*
.(<127(6
&2175$&72572&21),50$//3/80%,1*87,/,7<32,172)&211(&7,21635,2572&200(1&,1*:25.
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 238 of 1558
%522.66(5,(6
&21&5(7(%2;6,=($65(4
'
[&/($50,1
),1,6+*5$'(
:$7(525*$66+872))
$6$33/,(6
7:2&8%,&)2272)*5$9(/),//
&$67,52175$)),&&29(50$5.(':$7(525*$6$6
$33/,(6
0$;
*$30,1
127(
6+872))9$/9(6+$//%(5$7(')256(59,&(6&211(&7(' 7+(%85,('/,1(6+$//%(2))6(79(57,&$//<68&+7+$77+(9$/9(,6+$1' 23(5$%/($1',6)8//<(;326('7+(86(2)$1<3,3,1*0$7(5,$/)25$&&(662) 7+(9$/9(,6352+,%,7('
%(1'
,167$//)/86+:,7+)/225),1,6+(')/225
&/($1287$1'$&&(66&29(55()(5723/80%,1*0$7(5,$/6&+('8/( ,17(5,25)/225&/($1287
&+$6(63$&($&&(66&29(55()(57263(&,),&$7,21)25),1,6+(1'&$3&/($12875()(5723/80%,1*0$7(5,$/6&+('8/( (1'&$3&/($1287
$&&(66&29(55()(57263(&,),&$7,21)25),1,6+7((&/($12875()(5723/80%,1*0$7(5,$/6&+('8/( 7((&/($1287
:&2/2&$7,216&+('8/(
81/(666+2:127+(5:,6(21)/2253/$1
:$7(5&/26(7 219(17$%29(:&85,1$/ 219(17$%29(85
/$9:$// 21:$67(%(/2:/$9/$9&2817(5 21:$67(%(/2:/$9 7+58%$&.2)&$%,1(7 6,1. 21:$67(%(/2:6. 7+58%$&.2)&$%,1(7*(1(5$/
$ 219(17)520,6/$1'),;785(6% (1'2)+25,=217$/&+$6(:$67(/,1(& $77+(%$6(2)67250$1'6$1,7$5< :$67(5,6(56
' $65(48,5('%<3/80%,1*&2'(
127(
&/($128766+$//%(3529,'(3(563(&,),&$7,21
6(&7,21$1'7+($33/,&$%/(&2'(
63(&,),&$7,216+$//%()2//2:(':+(1,7
(;&(('67+(&2'(0,1,0805(48,5(0(176
+8%$1'63,*273,3(-2,176<67(0,66+2:1$6$1
(;$03/(5()(5726(&7,21)253,3(-2,1,1*0(7+2'63(&,),&72352-(&7$1'6<67(0 219(17$%29(3(1(75$7,217+528*+)/225
)/22502817('),;785(6:,7++25,=217$/81'(5)/2259(17
:[3,3(675$3$7
2&
0$;
&21&5(7(:$//$1&+256
(65
3,3($1'60$//(5
',$+,/7,.%7=:(0%('0,163$&,1*3,3(72
',$+,/7,.%7=:(0%('0,163$&,1*&21&5(7(:$//
+25,=217$/3,3($*$,167:$//
;;*$81,675873&+$11(/$1&+25('72:$// 7<3,&$/
&21&5(7(:$//
9(57,&$/3,3($*$,167:$//
',0(16,216)253,3(&/$036 &+$11(/69$5<3(53,3(6,=(5()(572%/,1(%6(5,(667$1'$5'3,3(&/$0363(&,),&$7,216 (5 21&(17
)227
*5$'(
%/$&.72325&/($17$03('($57+
0,1,080
$//$5281'
)/(;,%/(39&&283/,1*:,7+67$,1/(6667((/%$1'&/$03668,7$%/()2581'(5*5281',167$//$7,21,1',$1$6($/02'(/1225(48,9$/(171(235(1(*$6.(7/,1(2)81',6785%('($57+6$13,3(6((63(&,),&$7,216(&7,21)250$7(5,$/%(1' &/($1287$66(0%/<6((3/80%,1*0$7(5,$//,67&21&5(7(6/$%
5(,1)25&(':,7+:,5(0(6+25',$0(7(552'6&(17(56($&+:$<6/23($:$<)520&/($1287$66(0%/<723(;7(1'&21&5(7(3$'%(<21'7+(/,1(2)81',6785%('($57+6$1'%$&.),//25&/($17$03('($57+)52676/((9(35(',&7(''(37+2))5267
)52676/((9(72%(%(/2:35(',&7(''(37+2))5267 72$%29(6(:(5 25
,6/$1'6,1. 75,0
5287(7232)9(17/223$6+,*+$63266,%/(9:$<&/($1287 6$1
9 6/23()70,1
6$1 6/23(
5287(9(17/,1(,11($5(67:$//:$<&/($1287
6$1
)/225
>176
620(/2&$/-85,6',&7,2165(48,5($0,1,0802)3,3(,167$//(' 81'(5*5281',)<285)/225&216758&7,21,66/$%21*5$'(&216,'(5,1&5($6,1*7+(9(17,1*72%(@ 3 ' $
'
7 $
(7 6
,
*(
5 5(
6 1$
(1*
,
1 (
(
/
6 , ) (6 52 3
( ; + 8+ 1
1R0
2 ,
2 5 1
/ $ & ,
,
+ $ 1 & 7 0 (( 2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 '(7$,/6
3
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
126&$/(
:$//&/($1287'(7$,/
126&$/(
3,3(683325721&21&5(7(:$//
126&$/(
<$5'&/($1287 126&$/( ,6/$1'6,1.9(17
126&$/(
72,/(702817,1*'(7$,/
126&$/(
(;7(5,256+872))9$/9(,1<$5'%2;
G – Page 239 of 1558
&$'0,803/$7('/$*
6&5(:62&(/$672)250)/$6+,1*35()$%5,&$7('&85%:,7+:22'1$,/(5&29(5%277202)&85%23(1,1*:,7+0,1,080*$8*(6+((70(7$/ 3,3(&85%&$3$1'%227
$66(0%/<$%63/$67,&&85%
&$3$1'1(235(1(%2276(48$/723$7(&23&$6(5,(6
&85%+(,*+7>@
$%29(522)'(&.
6,1*/(0(0%5$1(522),1*)5$0,1*522) 522),1*%<*&%$77,168/$7,213529,'(7+,&.1(66720$7&+522),168/$7,210,1,0802)7+,&. 9(173,3(:$7(5&872))0$67,&35(02/'('3,3(6($/6($/$17 67$,1/(6667((/&/$03,1*5,1*
3 ' $
'
7 $
(7 6
,
*(
5 5(
6 1$
(1*
,
1 (
(
/
6 , ) (6 52 3
( ; + 8+ 1
1R0
2 ,
2 5 1
/ $ & ,
,
+ $ 1 & 7 0 (( 2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 '(7$,/6
3
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
522)3(1(75$7,21 ,168/$7('3,3(&85% 0(0%5$1(522)126&$/( 126&$/( '5,1.,1*)2817$,1'(7$,/ 126&$/( 75(1&+'5$,1'(7$,/
G – Page 240 of 1558
&:
)8
&:
)8
&:
)8
&:
)8
&:
)8
&:
)8
&:
)8
&:
)8
&:
&:
)8
/&:)8
/&:)8
/&:)8
')&:)8
:&&:)8
:&&:)8
:&&:)8
:&&:)8
:&&:)8 73
+%
&:)8 73
:+$
&:
)8
&:
)8
&:
)8
&:
)8
&:
)8
&:
&:
&:
&:
&:
)8
6 $1
6$1
')
/
/
/ 6$1
6$1
6$1
999
9
9
9
9
9
9
9
9
9
)&2
:&
:&
:&
:&
:& )&2
7'
7'
7'
7'
6$1
<&2
6 $1
6$1
7'
975
9 9
9
6$1
)&2
975
3 ' $
'
7 $
(7 6, *( 5
5(
6 1$ (1* , 1((
/ 6 , ) (6 52 3
( ; +
8+
1 1R0
2 , 2 5 1
/
$
& ,
,
+ $ 1 &
7 0
(
(
2 ) & $/
([S-XQH
$
)
5 $1*
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 3/80%,1*
3
5,6(5',$*5$0
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7 126&$/( :$7(55,6(5',$*5$0 126&$/( :$67(5,6(5',$*5$0
G – Page 241 of 1558
(/(&75,&$/$%%5(9,$7,21.(<
$)) $%29(),1,6+(')/225
1& 1250$//<&/26('
1,& 127,1&2175$&7
12 1250$//<23(1
69 62/(12,'9$/9(
$%%5
'(6&5,37,21
7<3 7<3,&$/
& &21'8,7
*), *5281')$8/7,17(55837(5
812 81/(66127('27+(5:,6(
: :($7+(53522)
7+(&203/(7(,167$//$7,216+$//%(,1$&&25'$1&(:,7+7+($'$67$1'$5'6)25 $&&(66,%/('(6,*15()(5727+($'$*8,'(/,1(6)25$//&21),*85$7,21'(7$,/6217+,63$*()25$'',7,21$/,1)250$7,21 &,5&8,7180%(56$5(6+2:1)25&,5&8,7,'(17,),&$7,21&,5&8,7,1*6+$//$*5(( :,7+180%(5,1*217+(3$1(/3529,'('&200211(875$/60$<127%(86(')25%5$1&+&,5&8,76%$/$1&(7+(/2$'213$1(/$6(9(1/<$63266,%/(%(7:((1($&+3+$6( )/86+02817$///,*+7,1*&21752/'(9,&(6$7)520)/225 &(17(5/,1(
',0(16,21
(;&(37:+(5(27+(5:,6(127(''(9,&(60$<%(685)$&(02817(':+(1&21'8,7,663(&,),('(;326(' )/86+02817$//'83/(;5(&(37$&/(6$1'$7)520)/225 &(17(5/,1(
',0(16,21
(;&(37:+(5(27+(5:,6(127('5(&(37$&/(6$1'287/(760$<%(685)$&(02817(':+(1&21'8,7,663(&,),('(;326(' &2175$&7256+$//&225',1$7(7+(/2&$7,212)$//&(,/,1*02817(''(9,&(6$1' (48,30(17:,7+/80,1$,5(6635,1./(5$1'&(,/,1*',))86(56&(17(5$//'(9,&(6,1&(,/,1*7,/(3$77(51602.('(7(&7256$1'2&&83$1&<9$&$1&<6(162566+$//%(/2&$7('12&/26(57+$1)((772$1$,56833/<',))86(5255(7851*5,//( 5()(572$5&+,7(&785$/5()/(&7('&(,/,1*3/$1(/(&75,&$/7(&+12/2*< $8',29,68$/$1'27+(5(/(&75,&$/3/$16)25(;$&7/2&$7,2162)$//&(,/,1*02817(''(9,&(627+(57+$1635,1./(56 (/(&75,&$/,1'(17,),&$7,215()(57263(&,),&$7,216(&7,21216+((7()25 &2/25/$%(/5(48,5(0(176)25&21'8,7%2;&$%/(:,5($1'(48,30(17 (/(&75,&$/,167$//$7,21127(6
1250$/%5$1&+/80,1$,5(/80,1$,5(:,7+%8,/7,1%$77(5<3$&. /80,1$,5(6<0%2/.(<
6<0%2/
'(6&5,37,21
&(,/,1*02817('/('),;785(:$//02817('/('),;785(:$//02817('/('),;785( 6:,7&+ 2&&83$1&<6(1625:$//6:,7&+ 2
(/(&75,&$/6<0%2//,67
',6&211(&75()(572',6&67$6&+('8/(
6<0%2/
7$*
63(& 6(&7,21
'(6&5,37,21
-81&7,21%2; -
-
(/(&75,&$/&211(&7,21 (
(
(/(&75,&$/6<0%2//,67
3$1(/%2$5' 5(&(66028173$1(/%2$5' 685)$&(02817
6<0%2/
'(6&5,37,21
6:,7&+ 72**/(:$//6:,7&+
'83/(;*),5(&(37$&/(9
2& 2& &(,/,1*02817(''8$/7(&+12/2*<2&&83$1&<6(1625 3/$125'(7$,/180%(53/$125'(7$,/1$0(3/$125'(7$,/6&$/('(7$,/5()(55('72%<6(&7,21&876+((7'(7$,/,6/2&$7('21 1$0(
9,(:1$0(
0
7
6,0
,1',&$7(66,0,/$5'(7$,/5()(5(1&(',108/7,3/(/2&$7,216 '(7$,/5()(55('72%<(/(9$7,216+((7'(7$,/,6/2&$7('21 6,0
,1',&$7(66,0,/$5'(7$,/5()(5(1&(',108/7,3/(/2&$7,216 /(9(/1$0(
+(,*+7$%29(
352-(&7
,1',&$7(6127(86('72'(6&5,%(
$'',7,21$/,1)250$7,21$%287:25.5(48,5('63(&,),&727+(6+((7$1'25'(7$,/ 1 2 5 + 7
,1',&$7(6',5(&7,212)758(1257+
9,(:.(<
1(::25.%<7+,6&2175$&725
:,'('$5.62/,'/,1(
1(::25.81'(5)/2252581'(5*5281'%<7+,6&2175$&725
:,'('$5./21*'$6+('/,1(
1(::25.%<27+(56$1'25(;,67,1*725(0$,1
1$552:+$/)721('/,1(
(;,67,1*72%(5(029('%<7+,6&2175$&725
:,'('$5.25+$/)721(6+257'$6+('/,1(
7$*
( 7$*6:,7+'$6+
(
,1',&$7(67+(5()(5(1&('2%-(&7,6(;,67,1*7$* 81'(5/,1('7(;7,1',&$7(6$'',7,21$/,1)250$7,21&$1%()281' (/6(:+(5(,1$6&+('8/(0$7(5,$//,67256<0%2//,67
/,1(7<3($1'7$*.(<
0$;
0$;
0$;
0$;
0$;
0,1
0$;
0$;
0$; 0$;
$'$*8,'(/,1(6 )5217$&&(66
$'$67$1'$5'6)25$&&(66,%/('(6,*1
,167$//$%29(&2817(5'(9,&($7$%29(),1,6+(')/225 ,167$//$%29(&2817(5'(9,&($7$%29(),1,6+(')/225 ,167$//'(9,&($7$%29(),1,6+(')/225
$'$*8,'(/,1(6 6,'($&&(66
,167$//'(9,&($7$%29(),1,6+(')/225
,167$//'(9,&($7$%29(),1,6+(')/225
6(,1',&$7(6/80,1$,5(,66:,7&+('&21752//(''85,1*1250$/23(5$7,21$1' 23(5$7(6)520 (0(5*(1&<%$77(5<8321/2662)32:(5
(/(&75,&$/*(1(5$/127(6
:+(5(/80,1$,5(48$17,7,(625/$<287',))(5%(7:((1(/(&75,&$//,*+7,1* 3/$16$1'$5&+,7(&785$/5()/(&7('&(,/,1*3/$16+,*+(548$17,7<6+$//7$.(35(&('(1&(&2175$&7256+$//&21),5048$17,7<$1'/$<287:,7+'(6,*17($0 7<3,&$/1(:&216758&7,21
$33/,&$%/(&2'(6
&$/,)251,$%8,/',1*67$1'$5'6$'0,1,675$7,9(&2'(&$/,)251,$&2'(2)5(*8/$7,216 &&5
7,7/(3$57&$/,)251,$%8,/',1*&2'(
&%&
&$/,)251,$&2'(2)5(*8/$7,2167,7/(3$57
,17(51$7,21$/%8,/',1*&2'(
,%&
:&$/,)251,$$0(1'0(176
&$/,)251,$(/(&75,&$/&2'(
&(&
&$/,)251,$&2'(2)5(*8/$7,216
&&5
7,7/(3$57
1$7,21$/(/(&75,&$/&2'(
1(&
:&$/,)251,$$0(1'0(176
&$/,)251,$(1(5*<&2'(&$/,)251,$&2'(2)5(*8/$7,216 &&5
7,7/(3$57&$/,)251,$),5(&2'(
&)&
&$/,)251,$&2'(62)5(*8/$7,216
&55
7,7/(3$57
,17(51$7,21$/),5(&2'(
,)&
:&$/,)251,$$0(1'0(176
&$/,)251,$*5((1%8,/',1*67$1'$5'6&2'(
&$/*5((1
&$/,)251,$&2'(62)5(*8/$7,216
&&5
7,7/(3$57
$0(5,&$16:,7+',6$%,/,7,(6$&7
$'$
7,7/(,, $&&(66,%,/,7<*8,'(/,1(6)25%8,/',1*6$1')$&,/,7,(6 $'$*
67$7(),5(0$56+$/5(*8/$7,216$1'$0(1'0(17672'$7()25$&203/(7(/,672)$33/,&$%/(1)3$67$1'$5'65()(572&$/,)251,$%8,/',1*&2'( &%&
&+$37(5$1'&$/,)251,$),5(&2'(
&)&
&+$37(5
(/(&75,&$/6+((7,1'(;
( (/(&75,&$/&29(56+((7( 6&+('8/(6$1'6,1*/(/,1(',$*5$0( 63(&,),&$7,216( 63(&,),&$7,216( ,1'225$1'287'2257,7/(( 6,7(3/$1(/(&75,&$/( )/2253/$16( 3+2720(75,&&$/&8/$7,216( '(7$,/6*5$1'727$/
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 (/(&75,&$/
(
&29(56+((7
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
(/(&75,&$/02817,1*68%6&5,37.(<
$ 02817$772&(17(5/,1($%29(&2817(525%$&.63/$6+& 02817$7&(,/,1* '(9,&(25528*+,1&217(;7
+ 0281725,(17('+25,=217$//</ 02817,1&$6(:25.0 02817,102'8/$5)851,785(2 :,5,1*'(9,&(2&&83$1&<&21752//('5 02817,1685)$&(5$&(:$<6 685)$&(02817(': :($7+(53522):,5,1*'(9,&(1(0$5:+,/(,186(&29(5:5/,67(':* :,5(*8$5':3 :($7+(53522) 5(&(37$&/(68%6&5,37.(<
'(9,&( 02817,1*
,)$33/,&$%/(
&,5&8,7180%(5
,)/$%(/,625,(17('+25,=217$//<$6/$6+:,//6(3$5$7(7+,6,1)250$7,21(; $
'(9,&(.(<
/80,1$,5(
) ),;785(7$* &,5&8,7180%(5D 6:,7&+'(6,*1$7,21] =21('(6,*1$7,216(,1',&$7(6/80,1$,5(,66:,7&+('&21752//(''85,1*1250$/23(5$7,21$1'23(5$7(6)520(0(5*(1&<%$77(5< 8321/2662)32:(5 ,)/$%(/,625,(17('+25,=217$//<$6/$6+:,//6(3$5$7(7+,6,1)250$7,21(; )D1/
/80,1$,5(&,5&8,7$1'&21752/.(<
&$/,)251,$%5$1&+&,5&8,76&+('8/(
6<0%2/
'(6&5,37,21
&21'8,7+20(581723$1(/%2$5'/(77(5$1'180(5$/6,1',&$7((/(&75,&$/3$1(/$1'&,5&8,7180%(5 3$1(/ &,5&8,7
6&23(2):25.
/,*+7,1*$1'/,*+7,1*&21752/6 (/(&75,&$/32:(5',675,%8,7216<67(0 5$1&+(/(&75,&$/32:(56<67(0,1&/8',1*:,5,1*'(9,&(6
G – Page 242 of 1558
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
(
6&+('8/(6$1'
6,1*/(/,1(
',$*5$0
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
/,*+7,1*6(48(1&(2)23(5$7,21
127(6
^/`'(127(67+(/,*+7,1*6(48(1&(2)23(5$7,216)257+,663$&(>%@386+%877215()(56726&(1(48$17,7<&21752/67$7,216+$//%(&$3$%/(2)>5$,6(/2:(5$1'@6:,7&+,1*212)))2508/7,3/(6&(1(6$6,1',&$7('216+((76$1'7+(/,*+7,1*6(48(1&(2)23(5$7,216^/`&225',1$7(48$17,7,(62)%877216)25&21752/67$7,216:,7+/,*+7,1*&21752/0$18)$&785(5>=@'(127(6/,*+7,1*&21752/=21(3529,'(6(3$5$7(&21752/2)($&+&21752//('=21(/80,1$,5(6 $662&,$7(':,7+7+(6$0(=21(6+$//23(5$7(72*(7+(5:,7+,17+(6$0(352*5$00('6&(1( D 6:,7&+'(6,*1$7,21)25/,*+7,1*&21752/9(5,)<$1'&225',1$7($//7,0(&/2&.6(77,1*6:,7+2:1(535,2572),1$/352*5$00,1*9(5,)<$1'&225',1$7($//386+%87721:$//'(9,&(6$1'48$17,7,(62),1',9,'8$/%877216:,7+6&(1(6$1'=21(63(5/2&$7,219(5,)<$1'&225',1$7($//386+%8772148$17,7,(6$1'6&(1(1$0(6:,7+2:1(535,257268%0,77,1*(1*5$9,1*7(03/$7(720$18)$&785(5 3/$1,' /,*+7,1*6:,7&+('
^/6` 6HTXHQFH
PRWLRQVHQVRUVDQGSKRWRFHOOFRQWURODUHSURYLGHGLQWKLVVSDFH 2Q
/LJKWWXUQRQYLDPRWLRQVHQVRUVRUSKRWRFHOOV
$GMXVW
$XWRPDWLFVFKHGXOLQJFRQWUROVKDOOEHFDSDEOHRIUHGXFLQJRXWGRRUOLJKWLQJSRZHUE\DWOHDVWDQGQRPRUHWKDQ
DQGVHSDUDWHO\FDSDEOHRIWXUQLQJWKHOLJKWRIIGXULQJVFKHGXOHGXQRFFXSLHGSHULRGV2II /LJKWWXUQRIIYLDPRWLRQVHQVRUVRUSKRWRFHOOV29(55,'( 7KHHPHUJHQF\OLJKWVDUHFRQWUROOHGWKHVDPHDVQRUPDOOLJKWV:KHQQRUPDOSRZHUIDLOVWKHVZLWFKHG HPHUJHQF\OLJKWVWXUQRQ
IXOORXWSXW/RFDOOLJKWLQJFRQWUROLVUHVXPHGZKHQQRUPDOSRZHUUHVWRUHG ^/6` 5(6752206HTXHQFH
/LJKWLQJFRQWUROSURYLGHVRFFXSDQF\FRQWUROPDQXDOVZLWFKLQJ 21 /LJKWVWXUQRQXVLQJDZDOOFRQWURO/LJKWVWXUQRQYLDRFFXSDQF\VHQVRUWRPD[LPXPRXWSXW5HPDLQLQJWXUQRQYLDZDOOFRQWURO2)) /LJKWVWXUQRIIXVLQJDZDOOFRQWUROOHU/LJKWVDXWRPDWLFDOO\WXUQRIIDIWHUWKHVSDFHKDVEHHQYDFDQWIRUPLQXWHV29(55,'( 7KHHPHUJHQF\OLJKWVDUHFRQWUROOHGWKHVDPHDVQRUPDOOLJKWV:KHQQRUPDOSRZHUIDLOVWKHVZLWFKHGHPHUJHQF\OLJKWVWXUQRQ IXOORXWSXW/RFDOOLJKWLQJFRQWUROLVUHVXPHGZKHQQRUPDOSRZHUUHVWRUHG 5()(57263(&,),&$7,216(&7,216/,*+7,1*)25$'',7,21$/,1)250$7,21$1'5(48,5(0(176,17(5 25&255(/$7('&2/257(03(5$785(.&2/255(1'( , 5,1*,1'(; &5,
$725$%29(
81/(66127('27+(5:,6(
(;7(5,25&255(/$7('&2/257(03(5$785(.&2/255(1'(5,1*,1'(; &5,
$725$%29(
81/(66127('27+(5:,6(&$7$/2*180%(56+$//127%(&216,'(5('&203/(7($1'0$7(5,$/6+$//127%(25'(5('%<0$18)$&785(5$1'&$7$/2*180%(521/<7+(&203/(7('(6&5,37,21$1'7+(63(&,),&$7,216+$//%(&225',1$7(':,7+7+(&$7$/2*180%(572'(7(50,1(7+((;$&70$7(5,$/$1'$&&(6625,(672%(25'(5('7+(),5670$18)$&785(5/,67(',67+(%$6,62)'(6,*19(5,)<$1'&225',1$7($//&(,/,1*7<3(6:,7+/80,1$,5(02817,1*$1'75,05(48,5(0(17635,25727+(5(/($6(2)7+(/80,1$,5(25'(5 &21),50$//&2/256$1'),1,6+(62)$///80,1$,5(&20321(176:,7+$5&+,7(&7$1',17(5,25'(6,*1(535,25727+(5(/($6(2)7+(/80,1$,5(25'(581/(66,1',&$7('21/,*+7,1*3/$1625%(/2:5()(572$5&+,7(&785$/$1',17(5,25'(6,*1(/(9$7,2166(&7,216$1''(7$,/6)25$//6863(1'('$1':$//02817('/80,1$,5(02817,1*+(,*+76 (/9(/(&7521,&/2:92/7$*( 227+(5
6(('(6&5,37,21
(0(0(5*(1&<%$77(5<
;/3(;7(1'('/,)( 287387)/825(6&(17 (% (/(&7521,& 5(05(027( ;/(;7(1'('/,)()/825(6&(17 '0; ',*,7$/08/7,3/(; 0908/7,92/7$*((/(&7521,& 227+(5
6(('(6&5,37,21
&0+&(5$0,&0(7$/+$/,'( '$/,',*,7$/$''5(66$%/( 0/08/7,/(9(/6:,7&+,1* :/(':$50',0/(' 360+38/6(67$570(7$/+$/,'( 99',00,1* /,1(/,1(92/7$*(',00,1* 7/('78%8/$5/('/$03 60+683(50(7$/+$/,'( %)%$//$67)$&725 +3+,*+3(5)250$1&(/%)5/('5(752),7/(' 0+0(7$/+$/,'( 7<3(
%$//$67'5,9(5
+/+,*+/2:
67(3',0
5*%:&2/25&+$1*,1*:+,7(/(' +6+,*+35(6685(62',80 :$77
3(5
),;),;785()7)227/$035*%$&2/25&+$1*,1*$0%(5/(' ,1,1&$1'(6&(17 33(5,0(7(5 :/:$//5*%&2/25&+$1*,1*/(' +,5+$/2*(1,1)5$5(' 227+(5 6(('(6&5,37,21
8&81'(5&$%,1(72/('25*$1,&/(' +/+$/2*(1 227+(5 6(('(6&
)5)/$1*('5(&(66(' 68685)$&(/('/,*+7(0,77,1*',2'( &)&203$&7)/825(6&(17 ,1',1'8&7,21 &9&29( 636863(1'(''/(''<1$0,&781$%/(/(' )/)/825(6&(17 &&&2/'&$7+2'( &/&(,/,1*685)$&( 5(5(&(66('
7<3(
/,*+76285&(7(&+12/2*<
07*
02817,1*
3/32/(
&)6$&2/25),1,6+6(/(&7,21%<$5&+,7(&7 >'(6,*163(&,),&%/$1.6@3$)3$,17$)7(5)$%5,&$7,21 :::$//:$6+ ..6+$&5</,& 227+(5 6(('(6&5,37,21
),1,6+
9:'9(5<:,'( *7(03(5('*/$66 666(0,63(&8/$5&/($5 565(*5(66('67((/ 9$16,,(67<3(',675,%87,21 :':,'( ))5267('$&5</,& 5+,*+,03$&7'5$&5</,&5$5(*5(66('$/80,180 ,9$16,,(67<3(',675,%87,21 0'0(',80 &&/($5$/=$. 332/<&$5%21$7()6)/$767((/ ,,,$16,,(67<3(',675,%87,21 636327 %%$))/(/289(5 1121()$)/$7$/80,180 ,,$16,,(67<3(',675,%87,21 1639(5<1$552:6327 $$&5</,& 00$77(',))86(&/($5
'(6&
'225
',675,%87,21
%($0:,'7+
//
/(16/289(5
.
.6+
$&5</,&/80,1$,5(6&+('8/(
,7(0 '(6&5,37,21 // 07*
',0(16,216 :$77
/,*+76285&(
7(&+12/2*< %$//$67'5,9(5
$33529('0$18)$&785(5 / : + ',$
0$;
$16, 3(5 7<3( 47<
02'(/$%62
/87(
/80(16
0,1
92/76 7<3(
$ 5281':$//02817(':(75$7('&/($5
32/<&$5%21$7(/(16
2 :/
: ),; /(' 9 9 &223(5/,*+7,1*62/87,216 )$,/6$)(752/':&/%.819('&
%
1$552:&+$11(/675,3&/($5
32/<&$5%2%$7(35,60$7,&/(16
2 :/
: ),; /(' 9 9 &223(5/,*+7,1*62/87,216 )$,/6$)()960/'67'3819('&
& (;7(5,25:$//3$&./80,1$,5(/,67('
:(7/2&$7,21
2 :/
: ),; /(' 9 9 &223(5/,*+7,1*62/87,216 0F*5$:(',621
,67$)/('(7
' 5281'7(55$3,1/('/,67(':(7
/2&$7,21
2 63
: ),; /(' 9 9 &223(5/,*+7,1*62/87,216 )$,/6$)(752/':23/819('&
7RWDO(VW'HPDQG&XUUHQW
$
7RWDO&RQQ&XUUHQW
$
7RWDO(VW'HPDQG
N9$
5HFHSWDFOHV 9$ 9$ 7RWDO&RQQ/RDG
N9$
/RDG&ODVVLILFDWLRQ &RQQHFWHG/RDG 'HPDQG)DFWRU (VWLPDWHG'HPDQG 3 /LJKWLQJ
9$ 9$
DQHO7RWDOV
>.H\
@
7RWDO$PSV
7RWDO/RDG
N9$ N9$
63$&( 63$&( 63$&( 63$&( 63$&( 63$&( 63$&( 63$&( 63$&( 63$&( 63$&(
7,0(&/2&. $ $ ,17/7* (;7/7* $ $ 5HFHSWDFOHV &.7
12 /2$''(6&5,37,21
29(5&855(7
3527(&7,21
$0363
:,5(
,' $% :,5( ,' 29(5&855(7 3527(&7,21
3$036 /2$''(6&5,37,21
&.7
12
3DQHO1RWHV
/2&$7,21
5(675220 '(0$1'
N9$
6&&5
N$ :,5(
)(')520
*5281'%86 3+$6(
02817,1*
685)$&( 62/,'1(875$/ 92/76
6LQJOH
7<3(
%2/721 0$,1
$0&%
3$1(/1$0(
$ &211(&7(' N9$ 3$1(/$
/2&
87,/,7<&+$6(
*1',1&
93
6,1*/(/,1(',$*5$0
3%
)'6$6$)8:3
.(<127(
(
',675,%87,213$1(/$93+:,7+0(7(56(&7,21
6&(
),(/'9(5,)<)25(;$&7/2&$7,21
;
35(&$67&21&5(7(38//%2;:,7+(1*5$9('&29(5
(
'3
%867$%
*1',1&
-
:3
G – Page 243 of 1558
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
(
63(&,),&$7,216
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
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
3(50,76$1')((6352&85($//$33/,&$%/(3(50,76$1'/,&(16(6$%,'(%</2&$/$1'67$7(/$:65(*8/$7,216$1'25',1$1&(63$< $//&+$5*(6)253(50,7625/,&(16(63$<$//)((6$1'7$;(6,0326('%<67$7(081,&,3$/$1'27+(55(*8/$725< %2',(63$<$//&+$5*(6$5,6,1*2872)5(48,5(',163(&7,216%<$1$87+25,=('%2'<3$<$//&+$5*(6$5,6,1*2872)5(48,5('&2175$&7'2&80(175(9,(:6$662&,$7(':,7+7+(352-(&7$1'$6,1,7,$7('%<7+(2:1(525 $87+25,=('$*(1&<&2168/7$17
:+(5($33/,&$%/($//),;785(6(48,30(17$1'0$7(5,$/66+$//%(/,67('%<81'(5:5,7(5 6/$%25$725,(6,1&25
$1$7,21$//<5(&2*1,=('7(67,1*25*$1,=$7,21
'5$:,1*67+('5$:,1*6)257+((/(&75,&$/:25.$5(',$*5$00$7,&,17(1'('72&219(<7+(6&23(2)7+(:25.$1'72,1',&$7(7+(*(1(5$/$55$1*(0(176$1'/2&$7,2162)(48,30(17287/(76(7&$1'7+($3352;,0$7(6,=(62)(48,30(17&2175$&7256+$//'(7(50,1(7+((;$&7/2&$7,2162)(48,30(17$1'528*+,16$1'7+((;$&75287,1*2)5$&(:$<662$672%(67),77+(/$<2872)7+(-2%&21'8,7(175<32,176)25(/(&75,&$/(48,30(17,1&/8',1*%87127/,0,7('723$1(/%2$5'66:,7&+%2$5'66:,7&+*($5$1'81,768%67$7,2166+$//%('(7(50,1('%<7+(&2175$&72581/(66127(',17+(&2175$&7'2&80(176&216758&7,21'5$:,1*6)257+,6352-(&7+$9(%((135(3$5('87,/,=,1*5(9,7&2175$&7256$1'68%&2175$&72560$<5(48(67(/(&7521,&0(',$),/(62)7+(&2175$&7'5$:,1*67+((/(&7521,&&2175$&7'2&80(176&$1%(86(')2535(3$5$7,212)6+23'5$:,1*6$1'$6%8,/7'5$:,1*621/<7+(,1)250$7,210$<127%(86(',1:+2/(25,13$57)25$1<27+(5352-(&79(5,)<$//3(57,1(17',0(16,216$77+(-2%6,7(%()25(25'(5,1*$1<&21'8,7&21'8&7256:,5(:$<6%86'8&7),77,1*6(7&68%0,77$/668%0,77$/66+$//%(5(48,5(':+(5(5(48,5(',17+(63(&,),&$7,21625217+('5$:,1*67+(&2175$&7256+$//68%0,7(/(&7521,&&23,(62)($&+6+23'5$:,1*)255(9,(:%<7+($5&+,7(&7(1*,1((5%()25(5(/($6,1*$1<(48,30(17)250$18)$&785(256+,30(177+(&2175$&7256+$//7+2528*+/<5(9,(:$1'$33529($//6+23'5$:,1*6%()25(68%0,77,1*7+(0727+( $5&+,7(&7(1*,1((5&2175$&7256+$//&/($5/<0$5.$//'(9,$7,216)5207+(&2175$&7'2&80(17621$// 68%0,77$/6$66(0%/($//68%0,77$/6,16(7668&+$63$1(/%2$5'6),5($/$50/,*+7,1*2502725&21752/$//6(766+$//%(,'(17,&$/$1'&217$,1$1,1'(;2)7+(,7(06(1&/26(':,7+$*(1(5$/723,&'(6&5,37,21217+(&29(5:+(5(025(7+$121(02'(/,66+2:121$0$18)$&785(5 66+((7&/($5/<,1',&$7((;$&7/<:+,&+,7(0
$1':+,&+'$7$,65(/(9$17727+(:25.5()(57268%6(&7,216)2563(&,),&68%0,77$/5(48,5(0(176 :$55$17<3529,'(0,1,08021(<($5:$55$17<)25$//),;785(6(48,30(170$7(5,$/6$1':25.0$16+,35()(57268%6(&7,216)25$'',7,21$/:$55$17<5(48,5(0(176&217,1*(1&<,1&/8'(,17+(%$6(%,'$&217,1*(1&<2)72%(86('21/<%<&+$1*(25'(56,668('%<7+( $5&+,7(&7(1*,1((57+(8186('3257,212)7+(&217,1*(1&<6+$//%('('8&7(')5207+(&2175$&735,&(%()25( ),1$/3$<0(17,60$'(0$7(5,$/68%67,787,21:+(5(6(9(5$/0$18)$&785(56 1$0(6$5(*,9(17+(0$18)$&785(5)25:+,&+$&$7$/2*180%(5,6*,9(1,67+(%$6,62)'(6,*1$1'(67$%/,6+(67+(48$/,7<5(48,5('(48,9$/(17(48,30(170$18)$&785('%<7+(27+(51$0('0$18)$&785(560$<%(86('&2175$&7256+$//(1685(7+$7$//,7(0668%0,77('%<7+(6(27+(50$18)$&785(560((7$//5(48,5(0(1762)7+('5$:,1*6$1'63(&,),&$7,216$1'),7,17+($//2&$7('63$&(7+( $5&+,7(&7(1*,1((56+$//0$.(7+(),1$/'(7(50,1$7,212):+(7+(5$352'8&7,6(48,9$/(17$1<0$7(5,$/$57,&/(25(48,30(172)27+(5811$0('0$18)$&785(56:+,&+:,//$'(48$7(/<3(5)2507+( 6(59,&(6$1''87,(6,0326('%<7+('(6,*1$1',62)$48$/,7<(48$/7225%(77(57+$17+((48,30(17,'(17,),('%<7+('5$:,1*60$<%(86(',)$33529$/,66(&85(',1:5,7,1*)5207+($5&+,7(&7(1*,1((59,$$''(1'802%6(59$7,212):25.7+(&2175$&7256+$//3529,'(6(9(1
&$/(1'$5'$<6
127,&(727+($5&+,7(&7(1*,1((535,2572&29(5,1*,17(5,253$57,7,216$1'&+$6(6$1',167$//,1*+$5'256863(1'('&(,/,1*6$1'62)),76 $//:25.$%29(7+(&(,/,1*60867%(&203/(7(35,25727+($5&+,7(&7(1*,1((5 65(9,(:7+,6,1&/8'(6%87,6
127/,0,7('72
$//-81&7,21%2;(6$5(&/26('$1','(17,),('
&21'8,7,1&/8'('
,1$&&25'$1&(:,7+(/(&75,&$/,'(17,),&$7,21),5($/$50-81&7,21%2;(6$5(3$,17('5('/80,1$,5(6,1&/8',1*(;,7$1'(0(5*(1&<),;785(6$5(,167$//('$1'23(5$7,21$/)/(;,%/(&21'8,7,66833257('$%29($1',1'(3(1'(17/<2)7+(&(,/,1*$1'$//:$//3(1(75$7,216$5(6($/(',125'(57235(9(177+(),1$/-2%6,7(2%6(59$7,21)5202&&855,1*722($5/<7+(&2175$&7256+$//5(9,(:7+(&203/(7,2167$7862)7+(352-(&7$1'&(57,)<,1:5,7,1*7+$77+(-2%,65($'<)257+(),1$/-2%6,7(2%6(59$7,21352-(&7&/26(28768%0,77+()2//2:,1* 23(5$7,21$1'0$,17(1$1&(0$18$/6,1&/8',1*%281'&23,(62)$33529('6+23'5$:,1*65(&25''2&80(176,1&/8',1*5(352'8&,%/('5$:,1*6&203/(7(',1$872&$'63$5(3$576$1'(;75$0$7(5,$/6,148$17,7,(663(&,),(',17+(6(63(&,),&$7,216,163(&7,21$1'7(67,1*5(3257%<7+(),5($/$506<67(00$18)$&785(53529,'(&8672083'$7('1(:7<3('&,5&8,7',5(&725<)25($&+(;,67,1*1(:%5$1&+&,5&8,73$1(/%2$5',1&/8'(',17+(6&23(2):25./$%(/6+$//,1&/8'('(48,30(171$0(25),1$/$33529('52201$0(5220180%(5$1'/2$'7<3()25($&+&,5&8,7 (;$03/(6
68033803632552205(&(37
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
8321&203/(7,1*7+(-2%$1'%()25(),1$/3$<0(17,60$'(3529,'(5(352'8&,%/('5$:,1*6&203/(7(',1 $872&$'727+($5&+,7(&7(1*,1((5
&/($1,1*7+2528*+/<&/($1$//(48,30(17$1'6<67(0635,25727+(2:1(5 6),1$/$&&(37$1&(2)7+(352-(&7&/($1$//)25(,*13$,17*5($6(2,/',57/$%(/667,&.(56(7&)520$//(48,30(175(029($//58%%,6+'(%5,6(7& $&&808/$7(''85,1*&216758&7,21)5207+(35(0,6(6
:,5($1'&$%/()(('(56$1'%5$1&+&,5&8,76/$5*(57+$1$:*6+$//%(&233(5675$1'('92/7,168/$7,217++181'(5*5281'25,16/$%621*5$'(6+$//%(7+:1)(('(56$1'%5$1&+&,5&8,76$:*$1'60$//(5 &233(562/,'92/7,168/$7,217++17+:1127('217+('5$:,1*60,1,0806,=($:*&21752/&$%/()25&/$66&/$66$1'&/$66&,5&8,766+$//%(&233(592/7,168/$7,215$7('&,1',9,'8$/&21'8&72567:,67('72*(7+(56+,(/'('$1'&29(5(':,7+39&0,1,0806,=($:*),5(5$7('0,1(5$/,168/$7('&$%/(66+$//%(&233(592/7,168/$7,215$7(' &7<3(0,5$7(')257:2
+285
$5025('&$%/(
$&
6+$//%(&216758&7(',1$&&25'$1&(:,7+8/67$1'$5')257<3($&&$%/(68/$1',1&/8'( )/(;,%/(0(7$//,&,17(5/2&.('$50250(7$/&/$'&$%/(
0&
6+$//%(&216758&7(',1675,&7$&&25'$1&(:,7+8/67$1'$5')257<3(0&&$%/(68/ (;7(5,252)0(7$/,17(5/2&.('$50257+(&2175$&7256+$//%(5(63216,%/()25'(5$7,1*$1'6,=,1*&21'8&7256$1'&21'8,7672(48$/25(;&(('7+( $03$&,7<2)1(&7$%/(%
%
,)0(7+2'6250$7(5,$/627+(57+$17+(%$6,62)'(6,*1$5(86(' 86($:*&21'8&7256)25$03(5(92/7%5$1&+&,5&8,7+20(5816/21*(57+$1)((7$1')25 $03(5(92/7%5$1&+&,5&8,7+20(5816/21*(57+$1)((7$//:,5(6,1287/(7%2;(6127&211(&7('72),;785(62527+(5'(9,&(66+$//%(52//('8363/,&(',)&217,18,7< 2)&,5&8,7,65(48,5('$1',168/$7('23(1&$%/(6+$//%(6833257('%<7+($335235,$7(6,=(%5,'/(5,1*62527+(50($16,)&$//(')25217+('5$:,1*6:,5($1'&$%/()520',))(5(176<67(066+$//127%(,167$//(',17+(6$0(%5,'/(5,1*6%5,'/(5,1*683325766+$//%(,167$//('$7$0,1,0802)),9()227
,17(59$/623(1&$%/(,167$//('$%29(6863(1'('&(,/,1*66+$//1275(67217+(6863(1'('&(,/,1*&216758&7,2112587,/,=(7+(&(,/,1*68332576<67(0)25:,5($1'&$%/(683325763/,&($1'7$321/<,1$&&(66,%/(-81&7,21%2;(686(62/'(5/(667,13/$7('&233(5/8*6$33/,(':,7+&,5&80)(5(17,$/&5,03)25&233(57(50,1$7,216$:*$1'/$5*(586(,1'(17(5&5,03$:*$1'60$//(5 $&0&&$%/(6+$//%(6833257('%<$1$33529('0($16(9(5< $1':,7+,1´ 2)287/(7%2;(6-81&7,21%2;(6
&$%,1(7625),77,1*67(67:,5($1'&$%/(,168/$7,21:,7+'(9,&(68&+$6$³0(**(5´86,1*127/(667+$192/76'&7(67327(17,$/86($17,2;,'$17-2,17&203281'21$//$/80,180&21'8&7257(50,1$7,216$33/<$17,2;,'$17-2,17&203281'3(50$18)$&785(5 65(&200(1'$7,2163529,'('2&80(17$7,212)7+(0$18)$&785(5 65(&200(1'('/8*72548(9$/8()25$/80,180&21'8&72567+('$7(7+(/8*6:(5(72548('$1',167$//('72548(5($',1*6(48,30(17*5281',1*,167$//(48,30(17*5281',1*&21'8&7256,1$//)(('(56$1'&,5&8,76(48,30(17*5281',1*&21'8&7256 ,168/$7(':,7+*5((1&2/25(',168/$7,21,62/$7('*5281'&21'8&72566+$//%(,168/$7(':,7+*5((1&2/25(',168/$7,21:,7+<(//2:675,3(0$.($/80,1807267((/&211(&7,216:,7+67$,1/(6667((/6(3$5$7256$1'0(&+$1,&$/&/$0360$.($/80,18072*$/9$1,=('67((/&211(&7,216:,7+7,13/$7('&233(5-803(56$1'0(&+$1,&$/&/$036 6833257,1*'(9,&(6 $33529('0$18)$&785(56
$//,('&223(5%/,1((5,&2+,/7,32:(5)$67(1(56
6833257&+$11(/66+$//%(3$,17('67((/3529,'(*$/9$1,=('67((/)25:(7'$03/2&$7,216$//+$5':$5(72%(&25526,215(6,67$17$1&+256$1'6758&785$/&20321(176683325766+$//+$9(6758&785$/6$)(7<)$&725675(1*7+2)7:,&(7+(0$;,0806(,60,&)25&(672:+,&+7+(<:,//%(68%-(&7('7+528*+%2/766+$//&203/<:,7+$670$:(/',1*/8*66+$//&203/<:,7+06663 7<3(%($0&/$036)256758&785$/67((/6+$//%('28%/(6,'(')$67(1&21&5(7($1&+2563(57+(5(48,5(0(1762)$33(1',;'2)$&,&%&)$67(10$6215<$1&+256:,7+(;3$16,21$1&+256256(/)7$33,1*0$6215<6&5(:6'2127(;&(('/%63(5+$1*(5$1'$0,1,08063$&,1*2) ´ 21&(17(5:+(1$77$&+,1*720(7$/522)'(&.,1*
&21'8,7$1'%2;(6&21'8,7$&&(37$%/(&21'8,70$18)$&785(56 $//,('/7967((/'8&7:+($7/$1'78%(&22=*('1(<$&&(37$%/(),77,1*60$18)$&785(56 $33/(721(/(&75,&2=*('1(<(/(&752/,1(5$&2%5,'*(32570,':(675(*$/7+20$6 %(776&5286(+,1'6.,//$5.(/(&75,&$/0(7$//,&78%,1* (07
0,1,080´6+$//%(86(',1),1,6+('63$&(6)25$//%5$1&+&,5&8,76$1'3$1(/%2$5'65,*,'0(7$//,&&21'8,7 50&
6+$//%(86(',1:(725'$03/2&$7,2166/$%21*5$'($1'$%29(*5$'(32/<9,1</&+/25,'( 39&
6&+('8/(6+$//%(86(',16/$%21*5$'($1'$%29(*5$'(81'(5*5281'&21&5(7((1&$6(':+(5(68%-(&7729(+,&8/$575$)),&)/(;,%/(0(7$//,&&21'8,7 )0&
6+$//%(86(')25&211(&7,21672027256$1'/,*+7),;785(6/,48,'7,*+7)/(;,%/(0(7$//,&&21'8,7 /)0&
:,7+:$7(57,*+7),77,1*66+$//%(86(',1(;7(5,2525:(7'$03/2&$7,216/(1*7+2)&21'8,76+$//127(;&((' (07$1',0&&21'8,7),77,1*66+$//%(67((/6(76&5(:7<3(&21'8,7$1'&21'8&7256,=,1*6+$//%(&225',1$7('72/,0,7&21'8&725),//72/(667+$10$,17$,1&21'8&725$03(5(&$3$&,7<$65(48,5('%<7+(1$7,21$/(/(&75,&$/&2'(&21'8,76+$//127&217$,1025()285
48$57(5%(1'6
%(7:((138//%2;32,176$//&21'8,767+528*+:$//66+$//%(*5287('256($/(',17223(1,1*6:+(5(&21'8,73(1(75$7(6),5(:$//6$1')/22566($/:,7+$8//,67('6($/$176($/,17(5,252)&21'8,7$7(;7(5,25(175,(63529,'($32/<3523</(1(38//&25':,7+/%67(16,/(675(1*7+,1($&+(037<&21'8,7(;326('&21'8,721(;7(5,25:$//625$%29(522):,//127%($//2:('%2;(6287/(7%2;(6)25/80,1$,5(672%(0,1,080'((3/,*+7&21752/6:,7&+(6',00(56$1'2&&83$1&<6(1625%2;(66+$//%(,1&+(6648$5(%<,1&+(6'((308/7,3/(*$1*6:,7&+287/(766+$//&216,672)7+(5(48,5('180%(52)*$1*%2;(6$335235,$7(727+(48$17,7<2)6:,7&+(6&2035,6,1*7+(*$1*3529,'(3/$67(55,1*6$1'&29(56$61(('(' 5(&(37$&/(287/(7%2;(66+$//%(,1&+(6648$5(:,7+5$,6('&29(572),7)/86+:,7+),1,6+(':$///,1(3529,'(),5(5$7('02/'$%/(3$'6*$/9$1,=('67((/%2;(60$<%(86(',1&21&($/('25(;326(',17(5,25/2&$7,216$%29(&(,/,1*6$1'0,15(&(66('678''('3$57,7,216&$67%2;(66+$//%(86(',1(;7(5,25/2&$7,216+$=$5'286/2&$7,216:(7/2&$7,216&21&5(7(6/$%21*5$'((/(&75,&$/&211(&7,2172(48,30(17$1'0272566,=('3(51(&38//$1'-81&7,21%2;(6*$/9$1,=('67((/6,=('3(51(& 6(,60,&5(48,5(0(176)25(48,30(17$1'683325767+,6352-(&7,668%-(&7727+(6(,60,&%5$&,1*5(48,5(0(1765(7$,1$63(&,$/7<&2168/7$1725(48,30(170$18)$&785(572'(9(/23$6(,60,&5(675$,17$1'68332576<67(0$1'3(5)2506(,60,&&$/&8/$7,216,1$&&25'$1&(:,7+67$7($1'/2&$/&2'(6&2168/7$17250$18)$&785(56+$//'(7(50,1($33/,&$%/(&5,7(5,$,1&/8',1*%87127/,0,7('726(,60,&=21(686(*528362&&83$1&<&$7(*25,(6'(6,*1&$7(*25,(6(7&,167$//(56+$//%($&203$1<63(&,$/,=,1*,13(5)250,1*7+(:25.2)7+,66(&7,2167$<,13/$&( $//6<67(06$1'(48,30(176+$//%($1&+25('$1'5(675$,1('68&+7+$77+($1&+25,1*6<67(0,6,17(1'('12772)$,/$1'(48,30(17$1'256<67(0&20321(176:,//127)$//5(0$,123(5$7,21$/ 7+()2//2:,1*6<67(06$1'$662&,$7('(48,30(17$5(,17(1'('72127)$,/(;7(51$//<25,17(51$//<$1'$5(,17(1'('725(0$,123(5$7,21$/ /,)(6$)(7<32:(5(0(5*(1&<32:(56<67(0),5($/$505(,1)25&('+286(.((3,1*3$'66+$//%(3529,'('72+$1'/(6+($57(16,21$1'&2035(66,21)25&(6:,7+3523(55(,1)25&(0(17'2:(/,1*$1'$77$&+0(176&211(&7,1*7+(3$'727+(6758&785$/6/$%7+(6(,60,&5(675$,17'(6,*1(56+$//'(6,*1+286(.((3,1*3$'6 3$'66+$//%($7/($67´ 7+,&.,167$//5(675$,176&216758&7('720((76(,60,&)25&(6)25$//(48,30(17,1&/8',1*%87127/,0,7('72%5$1&+3$1(/6',6&211(&76:,7&+(6/80,1$,5(6$1'(;,76,*16
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 244 of 1558
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
(
63(&,),&$7,216
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
(/(&75,&$/,'(17,),&$7,21&2/25('$'+(6,9(0$5.,1*7$3()25%$1',1*5$&(:$<6:,5(6$1'&$%/(6 0,/67+,&.%<´ :,'7+35(7(16,21(')/(;,%/(:5$3$5281'&2/25('3/$67,&6/((9(6)25&$%/(,'(17,),&$7,21:,5(&$%/('(6,*1$7,217$3(0$5.(56 9,1</259,1</&/27+6(/)$'+(6,9(:5$3$5281':,7+35(35,17('180%(56$1'/(77(5&$%/(7,(6 1</21´ :,'7+/%0,1,0807(16,/(675(1*7+81'(5*5281'3/$67,&0$5.(56 %5,*+7&2/25('&217,18286/<35,17('3/$67,&5,%%217$3(´ :,'(%<0,/67+,&.(1*5$9('3/$67,&/$0,1$7('/$%(/66,*16$1',16758&7,213/$7(6 %/$&./(77(5621:+,7()$&()251250$/32:(56$)(7<6,*16 &203/<:,7+
&)5&+$37(5;9,,3$57
-81&7,2138//$1'&211(&7,21%2;(6
,1&+.52<7$3(25%527+(56(/)/$0,1$7,1*9,1<//$%(/ $33/<'(6,*1$7,21/$%(/62)(1*5$9('3/$67,&/$0,1$7()25386+%8772163,/27/,*+76$/$506,*1$/ &20321(176$1'6,0,/$5,7(06(;&(37:+(5(/$%(/,1*,663(&,),('(/6(:+(5(,167$//$5&)/$6+:$51,1*6,*1621$//6:,7&+%2$5'63$1(/%2$5'6,1'8675,$/&21752/3$1(/6$1'02725&21752/&(17(5681'(5*5281'(/(&75,&$//,1(6 &217,1828681'(5*5281'3/$67,&/,1(0$5.(5/2&$7('',5(&7/<$%29(/,1($772,1&+(6%(/2:*5$'(&29(53/$7(6)255(&(37$&/(6 ,1',&$7(6285&($1'&,5&8,7180%(56(59,1*7+('(9,&(
,1&+.52<7$3(25%527+(56(/)/$0,1$7,1*9,1<//$%(/:,7+%/$&./(77(56&21'8,7,'(17,),&$7,21 6(/)$'+(6,9(9,1<//$%(/6$7)227,17(59$/672,'(17,)<$//&21'8,76(;326('25/2&$7('$%29($&&(66,%/(&(,/,1*6:+(5(&21'8,7/($9(6$6:,7&+%2$5'253$1(/%2$5','(17,)<($&+&21'8,7,1',&$7,1*/2$'6(59('&21'8&72566+$//%(&2/25&2'('$6)2//2:6 <92/7B:,5(
$B3+$6( %/$&.
%B3+$6( 5('&B3+$6( %/8(1(875$/ :+,7(*5281'%21' *5((1<92/7B:,5(
$B3+$6( %52:1
%B3+$6( 25$1*(&B3+$6( <(//2:1(875$/ *5$<*5281'%21' *5((1)851,6+$1',167$//)5$0('´;´ &+$5762)7+(&2/25,'(17,),&$7,216&+(0(,1$//(/(&75,&$/52206$1'1(;7727+(),5($/$50&21752/3$1(/3529,'((1*5$9(','(17,),&$7,21217+()52172)$//32:(5',675,%87,21$1'&21752/(48,30(1768&+$63$1(/%2$5'66:,7&+%2$5'675$16)250(569)' 667$57(56',6&211(&76(7&/$%(/,1*6+$//,1&/8'(
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
7+,663(&,),&$7,216(&7,21$1'7+($&&203$1<,1*/,*+7,1*'(6,*1'2&80(176'(6&5,%(7+(0,1,0800$7(5,$/48$/,7<5(48,5(')($785(6$1'23(5$7,21$/5(48,5(0(1762)7+(/,*+7,1*&21752/6<67(0 /&6
7+(6('2&80(176'2127&219(<(9(5<:,5(7+$70867%(,167$//('$1'(9(5<(48,30(17&211(&7,217+$70867%(0$'(%$6('217+(3(5)250$1&(5(48,5('2)7+(6<67(0$635(6(17(',17+(6('2&80(1767+(&2175$&725$1'6<67(00$18)$&785(59(1'25$5(62/(/<5(63216,%/()25'(7(50,1,1*$//(48,30(17:,5,1*$1'352*5$00,1*5(48,5(')25$&203/(7($1'23(5$7,21$/6<67(03529,'($1,17(*5$7('/,*+7,1*&21752/66<67(0&216,67,1*2)3$1(/632:(56833/,(6&21752//(566(162565(/$<66:,7&+(6'(9,&(6:,5,1*(7&1(&(66$5<723(5)2507+(/,*+7,1*&21752/6(48(1&(2)23(5$7,21$6'(),1('217+(3/$16$1'63(&,),&$7,216&2175$&725,65(63216,%/()25&21),50,1*7+$7$//&20321(176$1'/80,1$,5(6,17(523(5$7($6$6,1*/(6<67(06(48(1&(2)23(5$7,21 '(6&5,%(67+(5(48,5('23(5$7,21$1'3(5)250$1&()25/,*+7,1*&21752/,1($&+63$&(6(48(1&(62)23(5$7,21$5(,1',&$7('217+('5$:,1*6'5$:,1*6 7+('5$:,1*6,1&/8'(6(48(1&(62)23(5$7,21/2&$7,2162)&21752/,17(5)$&('(9,&(66(16256 $1'&21752/=21(6:,5,1*$1'$'',7,21$/(48,30(17720$.($&203/(7($1')81&7,21,1*6<67(0+$6127%((1 6+2:1%876+$//%(68%0,77(':,7+7+(6+23'5$:,1*67+()2//2:,1*&21752/7<3(6$1')($785(6$5($&&(37$%/( $&&(37$%/(&21752//2&$7,216$5(6+2:1217+(
'5$:,1*6',675,%87('&21752/
&21752/(48,30(17,6/2&$7(',17+(63$&(=21(%(,1*&21752//(' 1275(/,$1721&(175$/,=('&21752//(56$///2&$7,2166+$//+$9(7+($%,/,7<72%(1(7:25.(')255(027(&21752/$1'021,725,1*%871(7:25.&211(&7,216$5(1275(48,5('68%0,76+23'5$:,1*352'8&7'$7$,1&/8',1*$//'(9,&(6)/2253/$1'5$:,1*6,1&/8',1*6(1625&29(5$*($1' $&&(6625,(668%0,7352-(&763(&,),&&21752/:,5,1*',$*5$066+2:,1*$//(48,30(17/,1(92/7$*($1' &21752/:,5,1*5(48,5(0(176)25$//&20321(176&2175$&7256+$//9(5,)<7+$7:$//',00(55$7,1*6$5($&+,(9(':+(5($*$1*(',167$//$7,21,686(':$//6:,7&+(66,1*/(32/(6:,7&+ +8%%(//+%//(9,7213$66 6(<028536$&&223(5$+:$//',00(56>6:'/('@ /('(/(&7521,&'5,9(5',00(5
/80,1$,5(0$18)$&785(56+$///,67&203$7,%/(',00(50$18)$&785(56 $1'02'(/6&203$7,%/(:,7+3529,'('/(''5,9(5
,1'2252&&83$1&<$1'9$&$1&<6(162562&&83$1&<$1'9$&$1&<6(162566+$//+$9($1$'-867$%/(2))7,0('(/$<2)0,187(66(162566+$//&203/<:,7+8/$$1'+$9($<($5:$55$17<5(/$<81,7 '5<&217$&765$7(')25$%$//$67/2$'$7$1'9$&)25$03781*67(1$79$&$1')25+3$79$&32:(56833/<726(16256+$//%(9'&0$&/$6632:(56285&($6'(),1('%<1)3$'8$/7(&+12/2*<'(*5((&29(5$*(3$77(51 $33529('0$18)$&785(56
:$7767233(5'76(5,(6+8%%(//201,'725$7'&*5((1*$7(2$&'7/(9,72126&02:6(16256:,7&+&03'7:$//6:,7&+2&&83$1&<6(1625 $33529('0$18)$&785(56
:$7767233(53:6(5,(66(16256:,7&+:6;+8%%(///+,5625$3/(9,7212'6*5((1*$7(26:3>63(&,),(57283'$7()25'8$/7(&+@ :,5,1*'(9,&(668%0,76+23'5$:,1*352'8&7'$7$,1&/8',1*$//'(9,&(6$1'$&&(6625,(6 $//6:,7&+5(&(37$&/(287/(7$1'&29(53/$7(&2/2566+$//%(9(5,),(':,7+$5&+,7(&781/(66,1',&$7(' 27+(5:,6(
$//6:,7&+(65(&(37$&/(6$1'287/(7)$&(3/$7(66+$//%(&203/(7(:,7+&29(53/$7(6,1),1,6+('63$&(6 :+(5(:$//6$5(),1,6+('3529,'(67$,1/(6667((/&29(53/$7(6,181),1,6+('63$&(6)25)/86+%2;(6$1' *$/9$1,=('67((/&29(53/$7(6,181),1,6+('63$&(6)25685)$&(02817('%2;(6:+(5(6(9(5$/'(9,&(6$5(*$1*('72*(7+(57+(&29(53/$7(6+$//%(2)7+(*$1*('67</()257+(180%(52)'(9,&(686(',167$//5(&(37$&/(69(57,&$//<:,7+*5281'6/2783,167$//3/$7(6216:,7&+5(&(37$&/($1'%/$1.287/(76,1),1,6+('$5($686,1*-80%26,=(3/$7(6)25287/(76 ,167$//(',10$6215<:$//6,167$//*$/9$1,=('67((/3/$7(621287/(7%2;(6$1'-81&7,21%2;(6,181),1,6+(' $5($6$%29($&&(66,%/(&(,/,1*6$1'21685)$&(02817('287/(76 ,167$//1$0(3/$7(,'(17,),&$7,21725(&(37$&/(&29(53/$7(6,1',&$7(','(17,),&$7,216+$//,'(17,)<3$1(/1$0( $1'&,5&8,7180%(5
7(675(&(37$&/(6)253523(532/$5,7<*5281'&217,18,7<$1'&203/,$1&(:,7+5(48,5(0(176 5(&(37$&/(65()(572(/(&75,&$/6<0%2/6/,67)25'(9,&(7<3('(9,&(67+$7$5(6+$'('217+('5$:,1*66+$//%(5('1(0$5'83/(;5(&(37$&/( +8%%(//$/(9,72163$66 6(<0285&223(5+8%%(///(9,72163$66 6(<0285&223(5+8%%(///(9,7213$66 6(<0285$&223(5$+1(0$5*5281')$8/7'83/(;5(&(37$&/( +8%%(//*)//(9,721*)173$66 6(<0285
&223(56*)1(0$5:($7+(53522)*5281')$8/7'83/(;5(&(37$&/(:,7+&29(5 +8%%(//*)75
5:
:3/(9,721*):7
&/
0
3$66 6(<0285
75:5
:,8&&
:,8&$67&223(5:56*)
:,8
:,809
/,*+7,1*68%0,7352'8&7'$7$6+((76)25/80,1$,5(6/('/$036/('/,*+7,1*(1*,1(6'5,9(56$1'32/(6,1&/8'(&203/(7(352'8&702'(/180%(5:,7+$//237,216$663(&,),('68%0,77$/6+$//%($55$1*(':,7+/80,1$,5(6/,67(',1$6&(1',1*25'(5$1':,7+($&+/80,1$,5(¶6$662&,$7('/('/,*+7(1*,1('5,9(52532/(,1)250$7,21)2//2:,1*/80,1$,5(¶6352'8&7'$7$68%0,7/,*+7,1*&21752/&$3$%,/,7<'$7$)25($&+/80,1$,5(7+(68%0,77$/6+$//&/($5/<,'(17,)<'(9,&('$7$352326('%<7+(&2175$&725$1'$33529('%<7+(/80,1$,5(0$18)$&785(5)25',00,1*6:,7&+,1* $''5(66$%/(:,5(/(66$1'6,0,/$5&21752/&+$5$&7(5,67,&6 3529,'((;75$672&.722:1(5,1&/8',1*2)),(/'5(3/$&($%/(/('/,*+7(1*,1(62502'8/(6/(16(6/(''5,9(56/('/$0360,1,08021(
2)($&+6,=($1'7<3( )25$//'(/,9(5352'8&76726,7(3527(&7/80,1$,5(),1,6+(6/(16(6$1'75,06)520'$0$*('85,1*6725$*($1',167$//$7,21'21275(029(3527(&7,9(),/06817,/&216758&7,21&/($183:,7+,1($&+$5($,6&203/(7(7+(:$55$17<3(5,2'%(*,16$77+('$7(2)68%67$17,$/&203/(7,213529,'(/('/,*+7(1*,1(6$1''5,9(56:,7+$ ),9(
<($5:$55$17<3529,'((0(5*(1&</,*+7,1*81,76$1'(;,76,*16:,7+$7+5((
<($51213525$7(':$55$17<3529,'((0(5*(1&<81,76$1'(;,76,*1%$77(5,(6:,7+6($/('/($'$&,'25/($'&$/&,80&(//5(48,5,1*120$,17(1$1&(255(3/$&(0(17)257(1
<($5681'(5 1250$/&21',7,2163529,'((0(5*(1&</(''5,9(5:,7+),9(
<($5:$55$17<3529,'((0(5*(1&<,19(57(5$1'%$77(5<6($/('1,&.(/&$'0,80:,7+),9(
<($51213525$7(':$55$17<3529,'(/('/,*+7(1*,1(:,7+7+5((
<($5:$55$17<$1'$1<'5,9(5:,7+),9(
<($5:$55$17<3529,'(/(16('752))(56:,7++,1*(')5$0(6:,7+/$7&+(6$1',1&+7+,&.9,5*,1$&5</,&/(16(635,60$7,&/(16(66+$//+$9('(37+2)12/(667+$1´.6+25(48$/27+(5/(16(6$66&+('8/('&21),50&(,/,1*$1':$//7<3()255(&(66('/80,1$,5(6$1')851,6+75,0$1'$&&(6625,(61(&(66$5<723(50,73523(5,167$//$7,21,1($&+6<67(0:+(5(),5(5$7('&(,/,1*25:$//$66(0%/,(6$5(63(&,),(')851,6+$1',167$///,67('(1&/2685(6$5281'/80,1$,5(67+$70$,17$,17+(6<67(05$7,1*)256863(1'('/80,1$,5(6&225',1$7(32:(5)(('$1'6863(16,21&$123,(6:,7+&(,/,1*7<3($1'$5&+,7(&785$/ 5&3)253523(5),7$1'/2&$7,219(5,)<6863(16,21/(1*7+35,257268%0,77$/3$,17('5()/(&725685)$&(6 6+$//+$9($0,1,0805()/(&7$1&(2) (;7(5,25/80,1$,5(66+$//%(/,67(')25:(725'$03/2&$7,21$66&+('8/('3529,'(,1*5(663527(&7,21 ,3
5$7,1*:+(16&+('8/('3529,'(/2:7(03(5$785(/(''5,9(56:,7+ 5(/,$%/(67$57,1*72) /,*+7(0,77,1*',2'(686(',1,17(5,25$33/,&$7,2166+$//+$9($ 0,1,080&2/255(1'(5,1*,1'(; &5,
2)
/,*+7(0,77,1*',2'(686(',1(;7(5,25$33/,&$7,2166+$//+$9($0,1,080&2/255(1'(5,1*,1'(; &5,
2)&2/257(03(5$785(2)7+(/80,1$,5(66+$//%($6127('217+(/80,1$,5( 6&+('8/(3529,'(/,*+76285&(&2/25&216,67(1&<%<87,/,=,1*$%,11,1*72/(5$1&(:,7+,1$0$;,0,167(30&$'$0(//,36(81/(66127('27+(5:,6(5$7('/,)(6+$//%(0,1,0802)+2856$7//('&+,366+$//%(:,5('627+$7)$,/85(2)21(&+,3'2(6127352+,%,723(5$7,212)7+(5(0$,1'(52)7+(&+,3$55$</80,1$,5( '(/,9(5('/80(16,6'(),1('$67+($%62/87(/80(163(57+(0$18)$&785(5¶6/0 7(675(3257/('/,*+7(1*,1(6+$//+$9($0$;,080//'2)$7 +2856$7&$0%,(173529,'(62/,'67$7('5,9(56:,7+,17(*5$/+($76,1.'5,9(56+$//+$9(29(5+($76+257&,5&8,7$1'29(5/2$'3527(&7,2132:(5)$&725 25$%29($1'0$;,080727$/+$5021,&',67257,212)',00,1*6+$//&21752//,*+7287387,1$&217,18286&859()5207281/(66127(' 27+(5:,6('5,9(56+$//+$9($0,1,0802)+28565$7('/,)('5,9(56+$//%(),(/'5(3/$&($%/(:,7+2875(029$/2)7+(/80,1$,5(&/$66$6281'5$7,1* ,1$8',%/(,1$'%$$0%,(173529,'(6(/)32:(5('(0(5*(1&</,*+7,1*81,76 21(3,(&(6(/)&217$,1('81,7:,7+6($/('0$,17(1$1&()5((1,&.(/&$'0,80%$77(5<$8720$7,&&+$5*(5$1'(/(&7521,&&,5&8,75<%$77(5< 0$,17(1$1&()5((/($'&$/&,807<3(:,7+
0,187(&$3$&,7<726833/<7+(&211(&7('/2$'&+$5*(5 '8$/5$7(62/,'67$7(&+$5*(5&$3$%/(
2)0$,17$,1,1*7+(%$77(5<,1$)8//&+$5*(67$7('85,1*1250$/&21',7,216$1'&$3$%/(2)5(&+$5*,1*',6&+$5*('%$77(5<72)8//&+$5*(':,7+,1+2856/2:92/7$*( ',6&211(&77235(9(17'((3',6&+$5*(2)%$77(5<%$77(5<6+$//%(3529,'(':,7+,1',&$725/,*+7$1'7(67 6:,7&+(;,76,*166+$//%(67(1&,/)$&(,1&++,*+/(77(56',5(&7,21$/$552:6$6,1',&$7('81,9(56$/02817,1*7<3( $6,1',&$7('217+('5$:,1*6:,7+',5(&7,21$/,1',&$725 &+(9521 7<3(0((7,1*$//5(48,5(0(1762)1)3$
/('/$03686(':,7+',00,1*6+$//%(9(5,),(')25&203$7,%,/,7<:,7+',00(50$18)$&785(535,257225'(5,1*:,1'/2$' 03+9(/2&,7<:,7+*867)$&725:,7+/80,1$,5(6$1'%5$&.(7602817('6(&85(/<)$67(1/80,1$,5(6727+(/,67('$1'/$%(/('&(,/,1*)5$0,1*0(0%(5%<0(&+$1,&$/0($1668&+$6%2/766&5(:65,9(7625/,67('&/,36,'(17,),(')2586(:,7+7+(7<3(2)&(,/,1*)5$0,1*0(0%(563529,'($0,1,0802)7:2
*$8*(:,5(6/2&$7('21',$*21$/&251(562)/80,1$,5(67+($5&+,7(&785$/&(,/,1*)5$0,1*6<67(00$<%(86(',1/,(82),1'(3(1'(176833257:,7+35,25:5,77(1$33529$/%<7+(&(,/,1*6<67(00$18)$&785(5$1'$87+25,7<+$9,1*-85,6',&7,21 $+-
/80,1$,5(6 $1':,5,1*,167$//(',1),5(5$7('&(,/,1* $66(0%/,(66+$//%(,1'(3(1'(17/<6833257(')25$//$33/,&$7,216 ,167$//5(&(66(')/$1*('/80,1$,5(6723(50,75(029$/)520%(/2:86(0$18)$&785(56833/,('3/$67(5)5$0(6$1'6:,1**$7(683325766833257/80,1$,5(6,1'(3(1'(172)&(,/,1*:,7+$0,1,0802)7:2
*$8*(:,5(6/2&$7('21',$*21$/&251(566833257685)$&( 02817('/80,1$,5(6',5(&7/<)520%8,/',1*6758&785( 68332576863(1'('253(1'$1702817('/80,1$,5(6,1'(3(1'(172)&(,/,1**5,':,7+$0,1,0802)7:2 *$8*(:,5(6/2&$7('21',$*21$/&251(566863(16,21$66(0%/<$1' $1&+2566+$//%(&$3$%/(2)6833257,1*3281'6'($'/2$'$7($&+6863(16,2132,17 $'-867$,0$%/(/80,1$,5(6722%7$,1/,*+7,1*/(9(/6212%-(&76$1'$5($6$6',5(&7('722%7$,1'(6,5('/,*+7,1* /(9(/67+(&2175$&7256+$//3529,'(7(0325$5<&216758&7,21/,*+7,1*3(5 7+(5(48,5(0(1762)',9,6,21 7+(352-(&7/80,1$,5(66+2:1217+(&216758&7,21'2&80(1766+$//127 %(86(')257(0325$5<&216758&7,21385326(6:,7+2873529,',1*$3/$1)252:1(5$33529$/7+$7$''5(66(6(1(5*<$1'/80,1$,5(23(5$7,1*+2856 $/&581,766+$//%()$&725<25),(/',167$//$7,213(50$18)$&785(55(48,5(0(1763529,'(5(027(7(676:,7&+&211(&7,213529,'(&211(&7,2172$''5(66$%/(),5($/$505(/$<)25),5($/$5029(55,'()25(0(5*(1&</,*+7,1*81,76$1'(;,76,*16,167$//81,763/80%$1'/(9(/$,0',5(&7,21$//$03+($'6$6',5(&7('$1'7(67(0(5*(1&</,*+7,1*(48,30(17)250,187(672'(7(50,1(3523(523(5$7,2135,257268%67$17,$/&203/(7,213529,'((/(&7521,&&23<2)3(5,2',&7(67/2*)250722:1(5 65(35(6(17$7,9((;3/$,1$1',16758&72:1(5
65(35(6(17$7,9(2)5(48,5(0(176)257(67,1*$1'0$,17(1$1&(5()(572/$7(67$'237('1)3$)257(67,1*$1'/2**,1*5(48,5(0(1765(3/$&()$,/('/('/$036$1'/,*+7(1*,1(02'8/(625$55$<6$7&203/(7,212):25.$/,*1/80,1$,5(6$1'&/($1/(16(6$1'',))86(56$7&203/(7,212) :25.&/($13$,1763/$77(56',57$1''(%5,6)520,167$//('/80,1$,5(6728&+83/80,1$,5($1'32/(),1,6+$7 &203/(7,212):25.
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 245 of 1558
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 ,1'225$1'
(
287'2257,7/(
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 246 of 1558
(5$&48(7&/8%5'
19,$0,5$/(67( - ( ( )'6 '3 :3
(
*1',1& *1',1& :3 3%
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6 52), / $& ) 2 1 $,
)
' 352 (66 ,21$ / (1*
,
1 (
(
5 6
,
*(
5 (7 5( 76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 6,7(3/$1 (/(&75,&$/
(
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7 1 2 5 + 7
6,7(3/$1 (/(&75,&$/
.(<127(
:$//02817('
(
',675,%87,213$1(/$93+:,7+0(7(56(&7,21
6&(
),(/'9(5,)<)25(;$&7/2&$7,21
;
35(&$67&21&5(7(38//%2;:,7+(1*5$9('&29(5 3529,'(',6&211(&76:,7&+$6$)8:302817(',6&211(&76:,7&+ $'-$&(17'3$1'581 *1',1&%867$%72'3 5('8&(&21'8&7256,=()520 *1'72 ,1-%2;35,25 7(50,1$7,1*,172',6&211(&76:,7&+
G – Page 247 of 1558
87,/,7<&+$6(
72,/(7 72,/(7 72,/(7
72,/(7
$'$
72,/(7
$'$
%
&
$
-
87,/,7<&+$6(
72,/(7 72,/(7 72,/(7
72,/(7
$'$
72,/(7
$'$
%
&
$
^/6`
7&
^/6` ^/6`
^/6`
^/6` ^/6` ^/6` ^/6` ^/6`
^/6`
^/6`
2&
2& 2& 2&
2&
$
$
*1',1&
$
3$1(/$
5()(572(
*1',1&
$
$
H6(
$
$
G6(
$
$
F6(
$
$
E6(
$
$
D6(
'
$
6(
'
$
6(
&
$
6(
&
$
6(
&
$
6(
&
$
6(
7<3
3$1(/$
%
$
I6(
%
$
I6(
2I
7<3
$
$
$ 9,$7,0(&/2&.
D H FE G
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6 52), / $& ) 2 1 $,
)
' 352 (66 ,21$ / (1*
,
1 (
(
5 6
,
*(
5 (7 5( 76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
(
)/2253/$16
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
67$//)/2253/$1 32:(5 6,*1$/
67$//)/2253/$1 /,*+7,1*
.(<127(6
&2175$&72572&21),50$//(/(&75,&$/87,/,7<32,172)&211(&7,216 35,2572&200(16,1*:25.
1(:3$1(/$/2$'&(17(5$96,1*/(3+$6(:,5(&,5&8,76 3529,'(7,0(&/2&.,187,/,7<&+$6(72&21752/(;7(5,25/,*+769(5,)< ),1$//2&$7,212)7,0(&/2&.35,2572528*+,1&2175$&72572&225',1$7(),1$/7,0(&/2&.6&+('8/(:,7+3$5.0$1$*(0(17 3529,'(:$//02817('7$03(55(6,67$17/('/,*+7),;785(0&*5$: (',62102'(/,67$)/('(702817,1*+(,*+772%($7
$)) &2/25),1,6+72%(&225',1$7(':,7+$5&+,7(&735,2572528*+,1 3529,'(:$//02817('/('/,*+7),;785(&223(5)$,/6$)(02'(/)960 /',67'3819('&,02817,1*+(,*+772%($7
$)) &2/25),1,6+72%(&225',1$7(':,7+$5&+,7(&735,2572528*+,1 3529,'(&(,/,1*02817('/('/,*+7),;785(&223(5)$,/6$)(02'(/752 /':23/819('&02817,1*+(,*+772%($7
$)) &2/25),1,6+72%(&225',1$7(':,7+$5&+,7(&735,2572528*+,1 3529,'(:$//02817('/('/,*+7),;785(&223(5)$,/6$)(02'(/752 /':&/%.819('&02817,1*+(,*+772%($7
$)) &2/25),1,6+72%(&225',1$7(':,7+$5&+,7(&735,2572528*+,1 3529,'(
'28%/(*$1*%$&.%2;:,7+'28%/(*$1*3/$675,1*)25/,*+7 6:,7&+(6
12786( 3529,'(816:,7&+('+27&,5&8,7:,5(72%$77(5<3$&.
9,$3,(0217(68,7(217$5,2&$
3
)
ZZZLPHJFRUSFRP
,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+76727+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+((;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(*,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
1 2 5 + 7 1 2 5 + 7
G – Page 248 of 1558
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6
52), / $& ) 2
1 $,
)
' 352 (66 ,21$ / (1*, 1((5
6, *(5 (7 5(
76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30
(
3+2720(75,&
&$/&8/$7,216
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
G – Page 249 of 1558
$&&(37$%/(6(&85(72
&+$11(/
$77$&+72
0$,1&+$11(/ &(,/,1*6<67(0
25$''('&+$11(/
'5<:$//3/$67(5
&(,/,1*
$''&+$11(/6:+(5(0$,16$5($5(127$9$,/$%/(
0$,1&+$11(/
*$6.(77235(9(17
¡[/(1*7+$65(48,5('/$*6&5(:6:,7+)(1'(5:$6+(56326,7,9(0(&+$1,&$/),;785(&/$03,6127 685)$&(),;785(/,*+7/($.6
3(5$5&+6758&785$/
'5$:,1*6
6721(0$1672507,7(6,1*/(08/7,3/(259$5,$%/()/$6+,1*81,76:67((/5(,1)25&,1*%227 &21'8,7
6 3(5
522)68332576758&785('(&.3(5$5&+,7(&785$/ 6758&785$/'5$:,1*6 522),1*6<67(03(5$5&+,7(&7
6(&85(&21'8,73(563(&
6
&21'8,73(1(75$7,216
$65(48,5('
522)6($/63(5
63(&,),&$7,216
6758&785$/
81'(5*5281'5$&(:$<3(53/$16
3529,'(5$&(:$<&$32163$5(5$&:$<63529,'((<(%2/7:,7+:$6+(5$1'187'5,//(',1725$&(:$<&$%7,(38//675,1*72(<(%2/7:,7+2)63$5(675,1*678))(',1725$&(:$<678%$%29(&21&5(7((48,30(173$'25$%29(),1,6+('*5$'(),1,6+('*5$'(25&21&5(7((48,30(173$'75$16,7,21725,*,'*$/9$1,=('67((/5*6)$&725<(/%2::5$3/(1*7+2)5*6(/%2::,7+0,/%/$&.(/(&75,&$/7$3(3/863$677+(5$&(:$<&283/,1*21727+((;7(1'('5$&(:$< 75$16,7,217239&7<3((;3$16,21),77,1*:+(139&5$&(:$<,66&+('8/('213/$16 &21'8,75$&(:$<(;7(17,21
:+(1$33/,&$%/(
*$/9$1,=('67((/&21'8,7&/$036*$/9$1,=('67((/&+$11(/$1&+25('72:$//$1&+2566+$//%(+/&6/((9($1&+25:,7+(0%('0(17 0$5.(57$3(:,7+0(7$//,&75$&(5
$%29(&21'8,76
81'(5*5281'&21'8,7
6 5()(5723/$16)2548$17,7<6,=($1'7<3(
),1,6+('*5$'(0,1,080'(37+
0$;,080'(37+
127(6
,167$//OE7(16,/(675(1*7+38//523(,1$//(037<&21'8,76 75(1&+,1*$1'%$&.),//$&&25',1*7263(&,),&$7,216(&7,21
([S
(
/ $&, 57 & / (
/LF(
(7 $7 6 52), / $& ) 2 1 $,
)
' 352 (66 ,21$ / (1*
,
1 (
(
5 6
,
*(
5 (7 5( 76(1 52 & *, 1$&,2 -5
F PDUNVDUFKLWHFWV
68%0,77$/'$7(
$//5(325763/$16$1'
'2&80(17635(3$5('%<0$5.6
$5&+,7(&766+$//5(0$,17+(
3523(57<2)0$5.6$5&+,7(&76
$1',6,17(1'(')2586()257+,6
63(&,),&352-(&721/<
&2175$&7'$7(
%8,/',1*7<3(
3/$19(56,21
6,7(180%(5
352-(&7180%(5
)257+(
&,7<2)3$/0635,1*6
(7$+48,7=&$1<21:$<
3$/0635,1*6&$
19,$0,5$/(67
3$/0635,1*6&$
9,&725,$3$5.5(675220
83*5$'(6
30 '(7$,/6
(
3DOP6SULQJV9LFWRULD3DUN,PSURYHPHQWV
9,$3,(0217( 68,7( 217$5,2&$
3
)
ZZZLPHJFRUSFRP ,0(*5(6(59(635235,(7$5<5,*+76,1&/8',1*&23<5,*+7672 7+,6'5$:,1*$1'7+('$7$6+2:17+(5(216$,''5$:,1* $1'25'$7$$5(7+((;&/86,9(3523(57<2),0(*$1'6+$//127 %(86('255(352'8&(')25$1<27+(5352-(&7:,7+2877+( (;35(66:5,77(1$33529$/$1'3$57,&,3$7,212),0(* ,0(*&2168/7$176&253 5()6&$/(,1,1&+(6 352-(&7
126&$/(
7<3,&$/&21'8,7678%83'(7$,/
126&$/(
&21'8,7:$//6833257
126&$/(
685)$&(017'3$1(/0$6215<:$//
126&$/(
685)$&(02817('),;785('(7$,/
126&$/(
&21'8,7522)3(1(75$7,21'(7$,/
81'(5*5281'&21'8,7'(7$,/126&$/(
(/(&75,&$/3$1(/ /%60$;,080ʐ[ /21*+,/7,.:,. %2/70,1,080(0%('0(17:,7+)(1'(5:$6+(5
727$/
86(7+528*+2572**/(%2/76,181*5287('0$6215<%/2&.
G – Page 250 of 1558
ATTACHMENT B
Invitation for Bids (IFB)
G – Page 251 of 1558
CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: A REQUEST BY THE OWNERS OF NINE HISTORIC PROPERTIES FOR
APPROVAL OF MILLS ACT HISTORIC PROPERTY PRESERVATION
AGREEMENTS, INCLUDING THREE UNITS WITHIN THE OCOTILLO
LODGE HISTORIC DISTRICT (HSPB #154 / HD-11) AT 1111 EAST PALM CANYON DRIVE; 1850 SMOKE TREE LANE (HSPB #159); 2821 EAST LIVMOR AVENUE (HSPB #124); ONE UNIT WITHIN THE SANDCLIFF GARDEN HOMES HISTORIC DISTRICT (HSPB #93 / HD-5); TWO UNITS
WITHIN THE COUNTRY CLUB ESTATES HISTORIC DISTRICT (HSPB #145 / HD-9); AND 999 PATENCIO ROAD (HSPB#169)
FROM: Scott C. Stiles, City Manager
BY: Department of Planning Services
SUMMARY:
This is a request for the City of Palm Springs to enter into standard Mills Act Agreements with the current property owners of nine separate historic sites. The intent of these contracts is to require maintenance and preservation of the designated sites in exchange for possible property tax relief as determined by the Riverside County tax assessor.
RECOMMENDATION:
1. Approve a Mills Act Historic Property Preservation Agreement between the City of Palm Springs and the owners of the following list of properties:
A. 1111 E. Palm Canyon, Unit 355 (Ocotillo Lodge), APN: 511-035-097.
B. 1850 Smoke Tree Lane, (aka: 1800 S. Sunrise Way), APN: 510-172-001.
C. 2821 E. Livmor Avenue, APN: 502-141-006.
D. 1847 Sandcliff Road, APN: 510-040-009.
E. 1111 E. Palm Canyon, Unit 345 (Ocotillo Lodge), APN: 511-035-087.
F. 810 E. La Verne Way (Country Club Estates), APN: 511-150-019.
G. 1111 E. Palm Canyon, Unit 341 (Ocotillo Lodge), APN: 511-035-083.
H. 1973 S. Camino Real (Country Club Estates), APN: 511-150-004.
I. 999 Patencio Road, APN: 505-251-005.
2. Authorize the City Manager to execute the Agreements.
3. Direct the City Clerk to record the Agreements with the County of Riverside.
H – Page 252 of 1558
City Council Staff Report
December 10, 2025 - Page 2
Mills Act Agreements
BUSINESS PRINCIPAL DISCLOSURES:
The applicants for each Mills Act Agreement are as follows:
1. PSP 355 LLC (along with the Ocotillo Lodge Owners Association) for the condominium within the Ocotillo Lodge Historic District at 1111 E. Palm Canyon Drive, Unit 355.
2. Smoke Tree Ranch Trust (2013) at 1850 Smoke Tree Lane.
3. Andrew T. Vo and Marcus Heffner at 2821 E. Livmor Avenue.
4. Kimberly Ann Brown and Robert John Koutek at 1847 Sandcliff Road.
5. Ocotillo 345 LLC (along with the Ocotillo Lodge Owners Association) for the condominium within the Ocotillo Lodge Historic District at 1111 E. Palm Canyon Drive, Unit 345.
6. The Richard Logan Nauman Living Trust dated March 28, 2022 (along with the Country Club Estates Homeowners Association) for the condominium within the Country Club Estates Historic District at 810 E. La Verne Way.
7. James Patrick Mone and Zaina Gisele Mone (along with the Ocotillo Lodge Owners Association) for the condominium within the Ocotillo Lodge Historic District at 1111 E. Palm Canyon Drive, Unit 341.
8. Nancy Weinger and Gary Pattengale (along with the Country Club Estates Homeowners Association) for the condominium within the Country Club Estates Historic District at 1973 Camino Real.
9. The Z-List Revocable Trust, dated May 28, 2015 at 999 Patencio Road.
STAFF ANALYSIS:
The following chart lists the date and resolution number for each property designated by the City Council:
Address Historic Class Date of
Designation
City Council
Resolution
1111 E. Palm Canyon, Unit 355 Contributor in Historic District 05/23/2024 25210 1850 Smoke Tree Lane Class 1 10/10/2024 25249
2821 E. Livmor Avenue Class 1 01/30/2020 24714
1847 Sandcliff Road Contributor in Historic District 02/03/2016 23963 1111 E. Palm Canyon, Unit 345 Contributor in Historic District 05/23/2024 25210 810 E. La Verne Way Contributor in Historic District 04/25/2024 25197
H – Page 253 of 1558
City Council Staff Report
December 10, 2025 - Page 3
Mills Act Agreements
1111 E. Palm Canyon, Unit 341 Contributor in Historic District 05/23/2024 25210 1973 S. Camino Real Contributor in Historic District 04/25/2024 25197 999 Patencio Road Class 1 10/22/2025 25351
Pursuant to California Government Code Sections 50280 – 50290, upon the application of an owner of any qualified historic property, the legislative body of a city may contract with the owner or agent to restrict the use of the property to carry out the purposes and goals of historic preservation of the property. Such a contract is commonly referred to as a “Mills Act Agreement” and it provides for possible alternative property tax rate calculations in exchange for the ongoing preservation and maintenance of the property, specifically its historically significant elements and characteristics.
California Government Code Section 50280.1 denotes that properties are eligible for a Mills Act contract if listed in a state, city, or county official register of historic sites. All properties were locally designated and listed on the local inventory of historic places and qualify to apply for a Mills Act Contract. Draft Historic Property Preservation Agreements for each property are included as Attachment D to this report and specify details regarding restoration and/or maintenance of the three historic properties.
Aerial maps and photographs of each property included below:
AERIAL VIEW OF 1111 E. PALM CANYON, UNIT 355. FRONT ELEVATION OF 1111 E. PALM CANYON, UNIT 355.
H – Page 254 of 1558
City Council Staff Report
December 10, 2025 - Page 4
Mills Act Agreements
AERIAL VIEW OF 1850 SMOKE TREE LANE. EXTERIOR FRONT ELEVATION OF 1850 SMOKE TREE LANE.
AERIAL VIEW OF 2821 E. LIVMORE AVENUE. FRONT ELEVATION OF 2821 E. LIVMORE AVENUE.
AERIAL OF 1847 SANDCLIFF RD. FRONT ELEVATION OF 1847 SANDCLIFF ROAD.
H – Page 255 of 1558
City Council Staff Report
December 10, 2025 - Page 5
Mills Act Agreements
AERIAL VIEW OF 1111 E. PALM CANYON, UNIT 345. FRONT ELEVATION OF 1111 E. PALM CANYON, UNIT 345.
AERIAL VIEW OF 810 E. LA VERNE WAY. REAR ELEVATION OF 810 E. LA VERNE WAY.
AERIAL VIEW OF 1111 E. PALM CANYON, UNIT 341. FRONT ELEVATION OF 1111 E. PALM CANYON, UNIT 341.
H – Page 256 of 1558
City Council Staff Report
December 10, 2025 - Page 6
Mills Act Agreements
AERIAL VIEW OF 1973 S. CAMINO REAL. ATRIUM OF 1973 S. CAMINO REAL.
AERIAL VIEW OF 999 PATENCIO ROAD. FRONT ELEVATION OF 999 PATENCIO ROAD.
FISCAL IMPACT:
The Riverside County Tax Assessor has not shared detailed information on the amount of property tax rebate applied to Mills Act properties; however, County staff have said the rebate can range from 40 to 70 % and that amount is based upon several factors including length of ownership, annual income of property, annual operating expenses, capitalization rate, etc. There are 168 Mills Act properties in the City, and the median residential tax bill is $4,250 per year. While not a precise estimate, based on these figures the potential loss in revenue to the City could range from approximately $285,000 to over $500,000 annually on a total annual revenue of over $38 million . It should be noted that the Mills Act contract is one of few tools available to incentivize reinvestment into restoration and ongoing maintenance of historic resources, and that properly maintained Mills Act
H – Page 257 of 1558
City Council Staff Report
December 10, 2025 - Page 7
Mills Act Agreements
properties likely have a net positive effect on surrounding property values that may offset the loss in direct revenue over time.
REVIEWED BY:
Department Director: Christopher Hadwin
Assistant City Manager: Flinn Fagg
City Manager: Scott Stiles
ATTACHMENTS:
A. Vicinity Maps for Each Property
B. City Council Resolution Nos. 25210, 25249, 24714, 23963, 25197, 25351.
C. Owner Letters and Disclosures
D. DRAFT Historic Property Preservation Agreements
H – Page 258 of 1558
ATTACHMENT A
(Vicinity Maps)
H – Page 259 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #154 / HD-11 – Ocotillo Lodge Historic District
1111 E. Palm Canyon Drive, Unit 355
H – Page 260 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #159 – The Burnham-Wells Residence
1850 Smoke Tree Lane
H – Page 261 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #124 – The Sunmor Model Home
2821 E. Livmor Avenue
H – Page 262 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #93 / HD -5 – Sandcliff Garden Apartment Homes
1847 Sandcliff Road
H – Page 263 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #154 / HD-11 – Ocotillo Lodge Historic District
Unit 345
H – Page 264 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #145 / HD-9 – Country Club Estates
810 E. La Verne Way
H – Page 265 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #154 / HD-11 – Ocotillo Lodge Historic District
Unit 341
H – Page 266 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #145 / HD-9 – Country Club Estates
1973 Camino Real
H – Page 267 of 1558
Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #169 – The Robinson Residence
999 N. Patencio Road
H – Page 268 of 1558
ATTACHMENT B
(City Council Resolutions)
H – Page 269 of 1558
RESOLUTION NO. 25210
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS, CALIFORNIA, DESIGNATING THE
OCOTILLO LODGE" LOCATED AT 1111 EAST PALM
CANYON DRIVE, A HISTORIC DISTRICT (HSPB # 154 / HD11), SUBJECT TO CONDITIONS ( APNs 511- 035- 001 THROUGH 511- 035- 128).
THE CITY COUNCIL FINDS AND DETERMINES AS FOLLOWS:
A. WHEREAS, Chapter 8. 05 of the Palm Springs Municipal Code allows for the designation of historic sites and districts; and
B. WHEREAS, the Ocotillo Lodge Owners Association ( OLOA), Represented by Chattel, Inc., submitted an application seeking historic site designation of the Ocotillo Lodge located at 1111 E. Palm Canyon Drive; and
C. WHEREAS, in May, 2024, members of the Historic Site Preservation Board HSPB) and City staff conducted site inspections of the proposed historic resource; and D. WHEREAS, on May 7, 2024, a noticed public hearing of the Palm Springs Historic Site Preservation Board to consider Case HSPB 4154 / HDA 1 was held in accordance with applicable law; and
E. WHEREAS, at the said hearing, the HSPB carefully reviewed and considered all the evidence presented in connection with the hearing on the project, including, but not limited to, the staff report and all written and oral testimony and voted unanimously to recommend that the Council designate the Ocotillo Lodge a Historic District; and
F. WHEREAS, on May 23, 2024, a noticed public hearing of the Palm Springs City Council to consider Case HSPB # 154 was held in accordance with applicable law; and
G. WHEREAS, at the said hearing, the City Council carefully reviewed and considered all the evidence presented in connection with the hearing on the project, including, but not limited to the staff report and all written and oral testimony.
THE CITY COUNCIL OF THE CITY OF PALM SPRINGS RESOLVES:
SECTION 1: FINDINGS RELATIVE TO THE CRITERIA FOR THE DESIGNATION OF HISTORIC DISTRICTS.
Evaluation of the Application. Pursuant to Municipal Code Section 8. 05.090 ( C, 1), the
H – Page 270 of 1558
Resolution No. 25210
City Council shall evaluate the application and make findings in conformance with the following criteria: '
1. Criteria and Findings for Designation of Historic Districts. The proposed district and contributing resources located therein exhibit exceptional historic significance and meet one or more of the criteria listed below:
The report identifies the exterior of Ocotillo Lodge as a largely intact example of a Mid - Century Modern hotel, which has since been converted to a condominium complex.
Designed by Palmer and Krisel, the complex exhibits character -defining features of the Modern Movement through the use of site planning, building form and material selection, but it also visualizes the development trends of Palm Springs during that period. The report also references the landscape architect Garrett Eckbo and his contributions to the project.
Criterion a) Is associated with events that have made a meaningful contribution to the nation, state, or community;
No information was provided indicating any significant event was directly associated with this site. The site does not qualify under Criterion a.
Criterion b) Is associated with the lives of persons who made a meaningful I
contribution to national, state, or local history;
The report does not call out any individuals associated with the property who made any meaningful contribution to national, state, or local history. The site does not qualify under Criterion b.
Criterion c) Reflects or exemplifies a particular period of national, state, or local history;
During the post -World War II period in Palm Springs, there was a growing demand for single- family residential homes and housing for seasonal residents. Local developers like the Alexander Construction Company developed residential tracts to meet this need, and the Ocotillo Lodge was constructed, in part, to house potential homebuyers while the homes were being built. The different unit types designed for the Ocotillo Lodge showcase the modern aesthetic that would mirror significant features in the homes that would be constructed in the Twin Palms tract. The units at the Ocotillo Lodge also catered to differing privacy and livability needs for both short and long- term visitors to the area. Staff finds the site qualifies as a historic resource under Criterion c by reflecting the local history of development and design shift in architectural style.
Criterion d) Embodies the distinctive characteristics of a type, period, or method of construction,
I
H – Page 271 of 1558
Resolution No. 25210
Unlike the National Register criterion concerning construction, the Palm Springs evaluation of construction addresses the type ( of construction), the period ( of construction) and the method ( of construction). Conventional construction methods and materials were used to develop this complex. The HRR goes into detail regarding the use of steel I - beams for the lobby building ( identified as Building 1A) to create the expansive wall of concave windows. While the use of the steel beams allowed the glass in the south elevation to be configured in a unique way and what was known as the " Candlewood Room" to slightly cantilever over the area containing the swimming pool, the invention and use of the steel I- beam for structural framing date further back than the 1950s. Staff finds the method and techniques used were not new to the period; therefore, contrary to the report, staff does not find the project qualifies for this -criterion.
Criterion e) Presents the work of a master builder, designer, artist, or architect whose individual genius influenced his age, or that possesses high artistic value, Architects Palmer and Krisel are credited for designing the Ocotillo Lodge and the prolific developers Alexander Construction built the complex. It was also noted in the report that the influential landscape architect Garrett Eckbo designed the original landscape features and that certain signature elements were considered physical representations of his theories. Each of the individuals that came together to design and develop this property have a level of influence in their respective fields, especially in the local context of Palm Springs. Their works are celebrated and continue to highly influence the field today.
Ocotillo Lodge is a rare example where these three highly regarded masters collaborated on a single project, thus staff finds the project qualifies under Criterion e.
Criterion t) Represents a significant and distinguishable entity whose components may lack individual distinction, as used in evaluating applications for designation of historic districts, for parcels on which more than one entity exists, or
The structures and features within the proposed boundaries of the district may not independently possess historic distinction, however, as a collective the proposed district embodies the development history of Palm Springs and how existing structures were adapted for the population growth of full- time residents and the architectural trends that appealed to the people during that time. Thus, the proposed district also qualifies under Criterion f.
Criterion g) Has yielded ormaybe likely to yield information important to national, state or local history or prehistory.
No information has been provided on any pre -historic significance of the site.
SECTION 2: PART " C" ANALYSIS OF HISTORIC INTEGRITY.
Analysis of Integrity. ( PSMC 8. 05.090 ( C, 2). The site, structure,
H – Page 272 of 1558
Resolution No. 25210
building, or object retains one or more of the following aspects of integrity, as established in the Secretary of the Interior' s Standards: integrity of design, materials, workmanship, location, setting, feeling, or association.
Beginning on page 49 of the report is an evaluation of the site relative to the seven aspects or qualities of historic integrity, as recognized by the National Register of Historic Places. The seven aspects or qualities include location, design, setting, materials, workmanship, feeling, and association. The report concludes that the site retains a high degree of integrity and is further analyzed below:
1. Location:
The buildings, the configuration of parking, and open community spaces remain in their historic location, therefore, the proposed district retains its integrity of location.
2. Design:
The one and two- story structures are arranged on the site creating a hierarchy of buildings which seem to respond to the adjacent street conditions: the two- story building facing East Palm Canyon Drive and the clusters of one-story units face the neighborhood roads.
Vehicular circulation, including parking, is concentrated to the periphery of the site and the internal circulation consists of concrete pathways encouraging pedestrian use.
The one- story units were arranged in two different clusters around the central open space ' containing the keyhole -shaped pool. The report identifies the one- story clusters as " villa bungalows" and " courtyard bungalows". The "villa bungalows" comprise of 25 units and are arranged in a grid pattern, while the " courtyard bungalows" consist of 56 units that are clustered in a checkered pattern. The layout of the buildings allows for each unit to have their own private patio space and access to walkways that ultimately connect back to the central community space. The buildings all utilize a similar architectural language that exhibit modernism principles by using simple geometric forms, flat roots, exposed wooden beams, square concrete block walls, large expanses of glass walls, ribbon and/ or clerestory windows, and simple line details with no ornamentation.
No original landscape files were found but the report confirms Garrett Eckbo' s involvement in the project and credits the landscaping features around the main pool and the geometry of curves and angles found in the paving to him based on an interview with the architect. Other examples of his work help support this claim.
The building forms, the use of simple details and largely the site design are critical components of the design that largely remain; therefore, staff finds the design integrity is intact.
3. Setting.
According to the historic resources report, the property was constructed with an intent to ,
H – Page 273 of 1558
Resolution No. 25210
house potential buyers of single-family homes that were being built in the adjacent Twin Palms tract just north of the property. As seen in the historic aerial images from 1965 and 1972 ( Attachment B of the HRR), the lots directly east and west of the property along E.
Palm Canyon Drive were vacant. Currently those areas are zoned with differing degrees of residential and commercial uses but the original setting between Ocotillo Lodge and the Twin Palms subdivision remains intact.
4. Materials:
The building materials consist of smooth plaster or stucco finished walls, T1- 11 siding, masonry block walls, extruded wooden beams and fascia details, aluminum -framed windows and doors, and concrete pathways. It appears that some original exterior material was replaced and there are areas of deterioration that need to be addressed but a majority of the original material remains. The overall integrity of materials is intact.
5. Workmanship:
Conventional construction methods and building materials were used for this development. Readily available materials such as concrete blocks were used to reinforce clean lines and the extrusion of blocks on the screen walls created a decorative pattern to highlight certain areas. Various repairs and changes have been made to individual units over time, however, the overall aesthetic was respected and changes that are less sympathetic appear reversable. The use of concrete square blocks down to the fascia details demonstrates a level of attention to detail and workmanship by the original designers. Staff finds enough integrity of workmanship remains on site.
6. Feeling.
The original design focused on the pedestrian experience by leaving the vehicles behind and immersing the visitors/ residents into a network of walkable concreate paths. Each unit retains private courtyard spaces, and the main swimming pool retains its focal presence on the site 'as a space for community gathering. The feeling of leisure desert retreat remains on the site because all the private and communal spaces remain in their original configuration; therefore, staff finds the integrity of feeling remains intact.
7. Association:
The existing condition of the property maintains a physically recognizable association with the post World War II development in Palm Springs and the major design components of the site design and individual buildings are closely associated with the architects Palmer, Krisel and Eckbo. The integrity of association remains intact.
SECTION 3: DEFINING HISTORIC CHARACTERISTICS
In considering a recommendation for historic resource designation it is important to distinguish those physical elements that are original or from the period of significance that
H – Page 274 of 1558
Resolution No. 25210
contribute to the resource' s historic significance from alterations, additions or features that were added at a later time that may be sympathetic to the original character, but ' which may create a false sense of historicity. Distinguishing original character -defining features from non -original elements aids the HSPB when it is tasked with evaluating future alterations to the historic resource.
The following is a list of character -defining features identified by the City Council:
Character -defining features listed below and more clearly referenced in Exhibit A:
Site design and building cluster configurations on the lot around the central focal point of the main swimming pool shaped like a keyhole
Internal network of concrete pathways including the curved and angular geometry of the pavement credited to Garrett Eckbo
Parking and vehicular circulation configuration around the perimeter of the property.
One and two- story horizontal massing and simple geometric forms Grid -like layout or clustered units arranged around the swimming pool and articulated by four -unit bungalows
Keyhole -shaped pool within the open community space south of the lobby building
Painted masonry block screen walls with articulation on the north ( front) and south ( rear) elevations of the lobby building ( identified as Building 1A in the HRR) Distinctive semi -circular plan and concave windows in the " Candlewood Room" ' identified as the south portion of Building 1A in the HRR) Monumental porte cochere entry with restored Ocotillo Lodge signage ( excluding the square notched archway in the porte cochere)
Flat roofs that have wide overhanging eaves and cantilevered canopies Fascia details that hide the electrical conduit
Expressed post -and -beam construction using wood and steel members Interior/ exterior connections expressed through glass walls, the continuation of exposed beams and tongue -and -groove ceiling details to the exterior Integration of private patios and semi -private decks for each unit Unadorned smooth plaster or stucco -finished wall surfaces Square concrete block walls in a stack bond pattern
Flush -mounted aluminum -framed ribbon windows, clerestory windows, and glass sliding doors that span from floor to ceiling
Sun flap" of suspended concrete panels shading concave curtain wall T1- 11 wood siding on storage spaces and patio dividers for second floor units Exposed pebble aggregate concrete stair treads in steel pipe column stairwells leading to the second floor units
Glass walls incorporating sliding glass doors
Glass walls with double glass doors at porte cochere wall of lobby Landscape design features around the main pool by Garrett Eckbo and tall Washingtonia palms throughout the complex ,
Curved cabana and restroom structure with trellis south of the keyhole -shaped
H – Page 275 of 1558
Resolution No. 25210
pool designed by Garrett Eckbo (removed)
Non- contributing elements:
Pool fencing installed around the keyhole -shaped swimming pool Metal security gates at various entry points to the site Metal screen security doors in front of entry doors on the units facing East Twin Palms Drive
Metal mesh screening on stair railings
Metal fence along the curved strip of grass where the original curved cabana/ trellis was located south of the keyhole -shaped pool
Glass blocks in original clerestory openings
Roof -mounted mechanical equipment and accompanying ductwork Sunshine Bar ( identified as Building 5 in the HRR) added in 1973 and detached barbecue added in 1994
One- story conference room ( identified as Building 4 in the HRR) east of the Sunshine bar (Building 5)
Two non -original spas located northwest and directly east of the keyhole shaped swimming pool
SECTION 4: ENVIRONMENTAL ASSESSMENT
The proposed historic resource designation is not subject to the California Environmental Quality Act ( CEQA) pursuant to Sections 15060( c)( 2) ( the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060( c)( 3) the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical changes to the environment, directly or indirectly.
SECTION 5: CONDITIONS THAT APPLY TO HISTORIC SITES:
According to Section 8. 05 of the Municipal Code, the following General Conditions shall apply to Historic Districts:
1. It shall meet the definition of a historic district as outlined in Municipal Code Section
8. 05.020.
2. An archival file on the property shall be maintained by the City.
3. It may be qualified as `historic' at the federal, state, and/ or county level.
4. The structure/ site may not be modified, nor objects removed without following the procedures outlined in Municipal Code Section 8. 05. 120 " Demolition or Alteration or New Construction within a Historic District — Certificate of Appropriateness'.
5. A marker explaining the historic nature of the site may be installed at the site in a location viewable from the public way.
6. Compliance with all rules and regulations for Historic Sites and Historic Districts under Chapter 8. 05 of the Municipal Code shall be required.
7. The site shall not be further subdivided.
8. The City Clerk shall submit the Council Resolution to the County recorder for
H – Page 276 of 1558
Resolution No. 25210
recordation within 90 days of the effective date of the Council' s resolution.
The following Specific Conditions of Approval shall apply to the Ocotillo Lodge Historic ' District:
1. Design Guidelines. The property owners in the proposed historic district shall submit design guidelines as outlined in Section 8. 05 for review and approval by the City' s HPO.
2. Review of future Certificates of Appropriateness CC of A"). Alterations to buildings, structure, objects, and other character -defining and contributing resources within the historic district and described in Sections 2 and 3 are to be evaluated pursuant to PSMC Section 8. 05. 120 ( E), including consistency with the Design Guidelines.
Based upon the foregoing, the City Council designates " Ocotillo Lodge" located at 1111 East Palm Canyon Drive, a Historic District HSPB # 154 / HD- 11.
ADOPTED THIS 23RD DAY OF MAY 2024.
ATTEST:
Arendree, City Clerk
AW colt
C. Stiles, City Manager ' C
H – Page 277 of 1558
Resolution No. 25210
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE )
CITY OF PALM SPRINGS)
CERTIFICATION
ss.
I, BRENDA PREE, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 25210 is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on May 23, 2024, by the following vote:
AYES: Councilmembers Garner, Holstege, Middleton, and Mayor Bernstein NOES: None
ABSENT: Mayor Pro Tern deHarte
ABSTAIN: None
IN WITNESS WHEREOF, I have hereutntQ set my hand and affixed the official seal of the City of Palm Springs, California, this day of June 2024.
Xj1A el?
Bre da Pree, MMC, CERA, City Clerk
City of Palm Springs
H – Page 278 of 1558
H – Page 279 of 1558
H – Page 280 of 1558
H – Page 281 of 1558
H – Page 282 of 1558
H – Page 283 of 1558
H – Page 284 of 1558
H – Page 285 of 1558
RESOLUTION NO. 24714
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS, CALIFORNIA, DESIGNATING "THE
SUNMOR MODEL HOME" LOCATED AT 2821 LIVMOR
DRIVE AS CLASS 1 HISTORIC RESOURCE HSPB #124,
SUBJECT TO CONDITIONS. (APN 502-141-006)
WHEREAS, Chapter 8.05 of the Palm Springs Municipal Code allows for the designation of historic sites and districts; and
WHEREAS, On August 6, 2019, Catherine Bodziner and Duff Linde, owners and applicant, filed an application with the City pursuant to Article Ill, Section 8.05.070 (Procedure for Designation of Historic Sites and Historic Districts) of the Palm Springs Municipal Code requesting Class 1 historic resource designation for the parcel located at 2821 Livmor Drive (APN #502-141-006). The application included a historic resources report ("the report") prepared by the Palm Springs Preservation Foundation, dated June, 2019;and
WHEREAS, on October, 2019, members of the Historic Site Preservation Board (HSPB) conducted site inspections of the proposed historic resource, accompanied by City staff; and
WHEREAS, on November 12, 2019, a noticed public hearing of the Palm Springs Historic Site Preservation Board ("HSPB") to consider Case HSPB #124 was held in accordance with applicable law; and
WHEREAS, the HSPB carefully reviewed and considered all of the evidence presented in connection with the hearing on the project, including, but not limited to, the staff report and all written and oral testimony presented and voted to recommend that the City Council designate the Sunmor Model Home as a Class 1 historic site; and WHEREAS, on January 30, 2020, a noticed public hearing of the City Council of the City of Palm Springs, California was held in accordance with applicable law; and WHEREAS, at said hearing the City Council carefully reviewed and considered all of the evidence presented in connection with the hearing on the project, including, but not limited to, the staff report and all written and oral testimony presented.
THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1: FINDINGS - PART "A". CRITERIA FOR HISTORIC RESOURCES.
Evaluation of the Application. Pursuant to Municipal Code Section 8.05.070 (C), in considering a recommendation to designate the site as a Class 1 or 2 historic resource
H – Page 286 of 1558
Resolution No. 24714
Page2
the City Council shall evaluate the application and make findings for conformance with the following criteria:
Criteria for the Designation of Class 1 Historic Resources. A site, structure, building or object may be designated as a Class 1 historic resource, provided both of the following findings are met:
a. The site, structure, building or object exhibits exceptional historic significance and meets one or more of the criteria listed below:
The Sunmor Model Home exhibits exceptional historic significance as a highly intact example of a tract home designed by architects Wexler and Harrison in the mid-century Modern architectural style.
(Criterion 1) The resource is associated with events that have made a meaningful contribution to the nation, state or community; The report does not identify any events associated with the site, thus the site does not qualify under Criterion 1.
(Criterion 2) The resource is associated with the lives of persons who made a meaningful contribution to national, state or local history; The report does not identify any persons of significance associated with the site who made a meaningful contribution to local, state or national history, thus it does not qualify as a historic resource under Criterion 2.
(Criterion 3) The resource reflects or exemplifies a particular period of national, state or local history;
The Sunmor Model Home exemplifies the post-World War II period in the development of Palm Springs (1945-1969) because of its mid-century Modern architectural style. This style, sometimes referred to as "Desert Modern" reflects the tenets of the Modern architectural movement, as adapted to the desert climate, with deep cantilevered roof eaves that shelter and protect the expansive areas of glass from the hot desert sun. Palm Springs has become internationally recognized as having an outstanding collection of buildings from the mid-century period. As such the house qualifies as a historic site under Criterion 3.
(Criterion 4) The resource embodies the distinctive characteristics of a type, period or method of construction;
The Sunmor Model Home was constructed using wood post-and-beam for its structure.
Post and beam construction was often used in mid-twentieth century homes in Palm Springs for its ease of construction and because it lent itself to the "Desert Modern" characteristic of large expanses of glass. With an 8 foot structural module the post-andbeam method of construction also allowed for rapid assembly since it was a structural module based on standard lumber dimensions. This ease of construction allowed the
H – Page 287 of 1558
Resolution No. 24714
homes to be built quickly and affordably, making them attractive to first-time homebuyers, retirees and those seeking affordable second homes in the desert. For these reasons the Sunmor Model Home qualifies under Criterion 4.
(Criterion 5) The resource presents the work of a master builder, designer, artist, or architect whose individual genius influenced his age, or that possesses high artistic value;
The Sunmor Model Home was designed in 1955 by architects Donald Wexler and Richard Harrison, both of whom have been recognized for the substantial contribution made to the Palm Springs architectural brand. Both Wexler and Harrison have been recognized for having inspired a new generation of architects practicing in Palm Springs and who seek to emulate the simple strong Modernist characteristics found in their body of work.
As such the Sunmor Model Home qualifies as a historic resource under Criterion 5. (Criterion 6) The resource represents a significant and distinguishable entity whose components may lack individual distinction, as used in evaluating applications for designation of historic districts, for parcels on which more than one entity exists; or
The report does not assert that the Sunmor Model Home qualifies under Criterion 6. (Criterion 7) The resource has yielded or may be likely to yield information important to national, state or local history or prehistory.
No information has been provided in the historic resources report on any pre-historic significance of the site.
SECTION 2: FINDINGS - PART "B" -ANALYSIS OF INTEGRITY.
b. The site, structure, building or object retains one or more of the following aspects of integrity, as established in the Secretary of the Interior's Standards: integrity of design, materials, workmanship, location, setting, feeling, or association.
The application includes an evaluation of the residence relative to the seven aspects or qualities of integrity, as recognized by the National Register of Historic Places. The seven aspects or qualities include location, design, setting, materials, workmanship, feeling, and association. The application concludes that the residence retains a high degree of ·integrity despite some modifications. The City Council made the following findings of the site's historic Integrity:
1. Location:
The Sunmor Model Home remains in the same location that it was constructed, thus it retains integrity of location.
H – Page 288 of 1558
Resolution No. 24714
Page4
2. Design:
Aside from some minor additions including a patio cover in the rear yard, a translucent glass privacy wall in the front yard, the home possesses a high degree of design integrity and has been well maintained.
3. Setting:
The setting of the Sunmor Model Home, within a tract of similar homes with mid-century Modern design characteristics, remains as it was from the time of its construction; it thus retains integrity of Setting.
4. Materials:
As noted above, the Sunmor Model Home has had very few modifications or alterations.
Its post-and-beam wood construction is still evident and unaltered. Of particular note are the wood framed windows. The window frames are wood with only a casement window inset where operable windows were desired. The framing at the windows has protruding "stops" that give a visual thinness to the window frame assemblies. Aside fr_om. the metal patio cover in the back yard and the frosted glass privacy wall at the front, the home exhibits a high degree of material integrity.
5. Workmanship:
The Sunmor Model Home is a structure built of high-quality materials and craftsmanship and thus retains integrity of workmanship.
6. Feeling:
The casual informal living style expressed in the Sunmor Model Home with its large expanses of glass that creates a strong visual connection between the inside and outside of the home is still intact as is the open floor plan. The home continues to exude a quiet sense of elegance and a comfortable feeling and thus retains integrity of feeling.
7. Association:
The strong association between architects Wexler and Harrison and the Sunmor Model Home has been well documented and thus integrity of Association remains strong.
SECTION 3: DEFINING HISTORIC CHARACTERISTICS AND NONCONTRIBUTING FEATURES.
In considering a recommendation for historic resource designation it is important to distinguish those physical elements that are original or from the period of significance that contribute to the resource's historic significance from alterations, additions or features
H – Page 289 of 1558
Resolution No. 24714
that were added at a later time that may be sympathetic to the original character, but which may create a false sense of historicity. Distinguishing original character-defining features from non-original elements aids the HSPB when it is tasked with evaluating future·alterations to the historic resource.
The physical character-defining historic features of this resource include the following:
1. The mid-century Modern architectural style of the home.
2. The low-profile roofline and thin fascia with deep cantilevered eaves.
3. The wood post and beam structural system.
4. The wood frame window assemblies and large expanses of floor to ceiling glass and clerestory windows.
5. The board and batten vertical siding on the front of the home.
6. The smooth sand finished stucco walls.
The nori-contributing features include the following:
1. The patio cover at the rear yard.
2. The translucent glass privacy wall at the front yard.
3. The aluminum wall light sconces.
4. The masonry privacy wall around the back yard.
5. The swimming pool and landscape.
SECTION 4: ENVIRONMENTAL ASSESSMENT
The proposed historic resource designation is-not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical changes to the environment, directly or indirectly.
SECTION 5: CONDITIONS THAT APPLY TO CLASS 1 HISTORIC SITES.
According to Section 8.05 of the Municipal Code, the following shall apply to a Class 1 Historic Resource:
1. It shall meet the definition of a historic site as outlined in Municipal Code Section
8.05.020.
2. An archival file shall be maintained on the property by the City.
3. It may be qualified as 'historic' at the federal, state, and/or county level.
4. The structure/site may not be modified nor objects removed without following the procedures outlined in Municipal Code Section 8.05.110 "Demolition or Alteration of Class 1 and Class 2 Historic Resources - Certificate of Appropriateness".
H – Page 290 of 1558
Resolution No. 24714
5. A marker explaining the historic nature of the site may be installed at the site in a location viewable from the public way.
6. Compliance with all rules and regulations for Historic Sites and Historic Districts under Chapter 8.05 of the Municipal Code shall be required.
7. The site shall not be further subdivided.
8. The City Clerk shall submit the Council Resolution to the County recorder for recordation within 90 days of the effective date of the Council's resolution.
Based upon the foregoing, the City Council hereby designates the residence at 2821 Livmor Drive "The Sunmor Model Home" a Class 1 Historic Resource (Case HSPB #124).
ADOPTED THIS 30th DAY OF JANUARY, 2020.
David H. Ready, City M
H – Page 291 of 1558
Resolution No. 24714
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.
CITY OF PALM SPRINGS )
CERTIFICATION
I, ANTHONY J. MEJIA, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 24714 is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on this 30th day of January, 2020, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
Councilmembers Garner, Middleton, Woods, Mayor Pro Tern Holstege, and Mayor Kors
None
None
None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this l O...,.__.__ day of ,.Ce...lorJa7 , ,Zc.,z.c, . av,h ~
nthony J.µe[i;,
City Clerk
H – Page 292 of 1558
H –
H –
H –
H –
H –
H –
H –
H – Page 300 of 1558
H – Page 301 of 1558
H – Page 302 of 1558
H – Page 303 of 1558
H – Page 304 of 1558
H – Page 305 of 1558
H – Page 306 of 1558
H –
H –
H –
H –
H –
H –
H –
ATTACHMENT C
(Owner Letters and Disclosures)
H – Page 314 of 1558
H – Page 315 of 1558
H – Page 316 of 1558
H – Page 317 of 1558
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
(760) 345-2449
June 3, 2025
To: City of Palm Springs
Re: Mills Act
To Whom It May Concern,
Ocotillo Lodge Owners Association supports the Mills Act Application for all of its members and 124 units, specifically 1111 East Palm Canyon Drive #355, Palm Springs, CA 92264. The Association is committed to the preservation of the Association’s historic design and architecture. The Association understands that they will need to co-sign the contract in order for the owner to receive approval.
Sincerely,
Rhonda M. Drews, PCAM
Community Manager on behalf of the
Ocotillo Lodge Owners Association
Board of Directors
H – Page 318 of 1558
H – Page 319 of 1558
H – Page 320 of 1558
H – Page 321 of 1558
H – Page 322 of 1558
H – Page 323 of 1558
Andrew Vo and Marcus Heffner
2821 E Livmor Avenue
Palm Springs, CA 92262
[email protected] | 714-330-7456
10-06-2025
City of Palm Springs
Planning Department – Historic Preservation Office
3200 E Tahquitz Canyon Way
Palm Springs, CA 92262
Re: Request for Mills Act Consideration – 2821 E Livmor Avenue Dear Historic Preservation Officer,
I am writing as the homeowner of 2821 E Livmor Avenue to formally request consideration for participation in the Mills Act Historic Property Contract Program.
Our home, located in the [name of neighborhood if applicable—e.g., Deepwell Estates, Sunmor, Twin Palms, etc.], represents an important example of mid-century modern architecture that contributes to Palm Springs’ rich cultural and historic character. Preserving and maintaining this property with the integrity it deserves is a priority for us, and the Mills Act program would provide the essential support to make this possible.
With Mills Act assistance, we intend to:
• Undertake preservation-minded maintenance and restoration projects in accordance with historic preservation standards.
• Maintain the home’s architectural integrity while ensuring sensitive upgrades for safety, energy efficiency, and long-term sustainability.
• Contribute to the broader preservation of Palm Springs’ unique architectural legacy, which benefits both residents and visitors.
We are committed to working closely with the City of Palm Springs to ensure that all planned improvements and repairs align with the Secretary of the Interior’s Standards for the Treatment of Historic Properties.
Thank you for your consideration of our request. We are proud to be stewards of this historic home and would be honored to participate in the Mills Act program. Please let me know if additional documentation or next steps are required.
Sincerely,
Andrew Vo and Marcus Heffner
Homeowner – 2821 E Livmor Avenue
H – Page 324 of 1558
To Whom it May Concern:
We are residents of HSPB #93 – Sandcliff Gdn. Homes Hist Dist, 1800 South Barona Rd., designated an Historic District HD-5 on February 3, 2016.
We currently live at 1813 Sandcliff Rd. and possess Mills Act Status there.
We have recently purchased the property at 1847 Sandcliff Rd., Palm Springs, CA 92264 and formally acknowledge the request of Mills Act Program Status for this property.
Please find enclosed the necessary letters and documents requested from your checklist, along with the Application and Inspection Fees, and proper signatures.
Thank you for our attention to this matter, and look forward to properly maintaining this fine mid-century modern specimen.
Best,
11/5/25 11/5/25
Kimbely A. Brown Date Robert J. Koutek Date
Homeowner Letter to Request Mills Act Program Approval
To: City of Palm Springs
Department of Planning Services
RE: Mills Act Application
From: Kimberly A. Brown
630-335-6287
Robert J. Koutek
630-244-4523
1847 Sandcliff Rd.
Palm Springs, CA 92264
Date: November 5, 2025
H – Page 325 of 1558
68950 Adelina Road
Cathedral City, CA 92234
Phone: (760) 325-9500
Fax: (760) 325-9300
Sandcliff Homeowners Association
Professionally Managed by:
November 5, 2025
To: City of Palm Springs
Re: Mills Act
To Whom It May Concern,
Sandcliff Owners Association supports the Mills Act Application for all of its members and 40 units, specifically 1847 Barona Road Palm Springs CA 92264. The association is committed to the preservation of the association’s historic design and architecture. The association understands that they will need to co-sign the contract in order for the owner to receive approval.
Sincerely,
Nick Keuilian, Property Manager
On behalf of the
Sandcliff Owners Association
Board of Directors
H – Page 326 of 1558
Application for Mills Act
Request Letter for Ocotillo Lodge, Unit 345, 1111 E Palm Canyon Dr., Palm Springs, CA 92264
March 30, 2025
To City of Palm Springs,
Please consider this letter as my Request Letter to enter into the Mills Act contract for my property at 1111 E Palm Canyon Dr., Unit 345, Palm Springs, CA 92264. My HOA is in compliance and will co-sign the contract.
Ocotillo Lodge is designated an Historic District.
Sincerely,
Lisa Agett, Manager
Ocotillo 345 LLC
H – Page 327 of 1558
H – Page 328 of 1558
H – Page 329 of 1558
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
(760) 345-2449
March 31, 2025
To: City of Palm Springs
Re: Mills Act
To Whom It May Concern,
Ocotillo Lodge Owners Association supports the Mills Act Application for all of its members and 124 units, specifically 1111 East Palm Canyon Drive #345, Palm Springs, CA 92264. The Association is committed to the preservation of the Association’s historic design and architecture. The Association understands that they will need to co-sign the contract in order for the owner to receive approval.
Sincerely,
Rhonda M. Drews, PCAM
Community Manager on behalf of the
Ocotillo Lodge Owners Association
Board of Directors
H – Page 330 of 1558
H – Page 331 of 1558
H – Page 332 of 1558
H – Page 333 of 1558
H – Page 334 of 1558
H – Page 335 of 1558
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
(760) 345-2449
April 30, 2025
To: City of Palm Springs
Re: Mills Act
To Whom It May Concern,
Ocotillo Lodge Owners Association supports the Mills Act Application for all of its members and 124 units, specifically 1111 East Palm Canyon Drive #341, Palm Springs, CA 92264. The Association is committed to the preservation of the Association’s historic design and architecture. The Association understands that they will need to co-sign the contract in order for the owner to receive approval.
Sincerely,
Rhonda M. Drews, PCAM
Community Manager on behalf of the
Ocotillo Lodge Owners Association
Board of Directors
H – Page 336 of 1558
H – Page 337 of 1558
H – Page 338 of 1558
H – Page 339 of 1558
H – Page 340 of 1558
H – Page 341 of 1558
ATTACHMENT D
(Draft Historic Property
Preservation Agreements)
H – Page 342 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ____ day of ___________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and PSP 355 LLC ("Owner") and Ocotillo Lodge Owners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1111 E. Palm Canyon, Unit 355, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On May 23, 2024 (the "Approval Date"), the City Council approved Resolution 25210 establishing the subject property as a contributing structure in the Ocotillo Lodge Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 343 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _____________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 344 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 345 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 346 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: PSP 355 LLC
Stefanie Fricano (Co-Manager)
Greg Darrah (Co-Manager)
3053 Freeport Blvd # 404
Sacramento, CA 95818
HOA: Ocotillo Lodge Owners Association
Rhonda Drews, Community Manager
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i)
H – Page 347 of 1558
6 the direct or indirect use operation, or maintenance of the Historic Property by the Owner or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of
H – Page 348 of 1558
7 Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 349 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Manager: Stefanie Fricano
PSP 355 LLC.
Dated:_________________________ By:_______________________________ Manager: Greg Darrah
PSP 355 LLC.
Dated:_________________________ By:_______________________________ Community Manager: Rhonda Drews
Ocotillo Lodge Owners Association
H – Page 350 of 1558
9 H – Page 351 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF RIVERSIDE, CITY OF PALM SPRINGS AND DESCRIBED AS FOLLOWS:
PARCEL 1:
A.) UNIT NO. 355 AS SHOWN AND DESCRIBED IN THE CONDOMINIUM PLAN RECORDED JULY 24, 1995 AS INSTRUMENT NO. 95-237791, OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; AND FURTHER
DESCRIBED IN THE DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP OCOTILLO LODGE, A SPA RESORT CONDOMINIUM RECORDED JULY 25, 1995 AS INSTRUMENT NO. 95-239160, OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
B.) AN UNDIVIDED 1/127THS INTEREST IN AND TO LOT 1 OF TRACT MAP NO. 28063, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 254 PAGE(S) 50 AND 51 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, CALIFORNIA;
EXCEPTING THEREFROM ALL NUMBERED CONDOMINIUM UNITS AS
SHOWN ON THE PLAN AND DESCRIBED IN THE DECLARATION
MENTIONED ABOVE.
PARCEL 2:
THE EXCLUSIVE RIGHT TO USE THE APPURTENANT "EXCLUSIVE USE COMMON AREAS" SET ASIDE AND ALLOCATED FOR THE EXCLUSIVE USE OF THE OWNER OF THE CONDOMINIUMS DESCRIBED AS PARCEL 1
ABOVE, AS DESCRIBED IN THE DECLARATION AND AS SHOWN ON THE PLAN.
ASSESSOR’S PARCEL NUMBER: 511-035-097
H – Page 352 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 353 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 354 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Front door hardware: replace front door handle and lock to match original color scheme. Estimated cost: $500.00. Estimated year of completion: 2026
2. Repair and repaint door and screen: repaint the doors and screens in original colors (as they are today). Repair damages to the door. Estimated cost: $700.00.
Estimated year of completion: 2027
3. Paint window frame: paint around the front window to match and conduct small repair. Estimated cost: $50. Estimated year of completion: $2026
4. HVAC maintenance and repair: full cleaning and health check of original HVAC system to keep it operational. Estimated cost/visit $300. Total cost for 5 years maintenance: $1,500. Estimated years for work: 2026, 2028, 2030, 2034
5. Repairs to exterior cinderblock units: minor repairs to holes in the cinderblock walls. Estimated cost: $250. Estimated year of completion: 2034
H – Page 355 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this _______day of , 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Smoke Tree Ranch Trust (2013) ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1850 Smoke Tree Lane, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On October 10, 2024 (the "Approval Date"), the City Council approved Resolution 25249 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 356 of 1558
2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on __________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 357 of 1558
3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
H – Page 358 of 1558
4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
H – Page 359 of 1558
5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Smoke Tree Ranch Trust (2013)
1850 Smoke Tree Lane
Palm Springs, CA 92264
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's obligation to indemnify shall survive the
H – Page 360 of 1558
6 termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner is the economic advantage that will
H – Page 361 of 1558
7 accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 362 of 1558
8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________
Smoke Tree Ranch Trust (2013)
H – Page 363 of 1558
9 H – Page 364 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
LOT 12 AND 14 OF SMOKE TREE RANCH NO. 2, IN THE CITY OF PALM SPRINGS, AS SHOWN BY MAP ON FILE IN BOOK 18, PAGES 97 AND 98 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA;
EXCEPTING THEREFROM ALL METALS AND MINERALS, AND ALL PETROLEUM,
NATURAL GAS AND OTHER HYDROCARBON SUBSTANCES, AND ALL SURFACE
DEPOSITS AND SUBSOIL PRODUCTS OF ANY NATURE OR CHARACTER
WHATSOEVER, IN, UNDER OR UPON THE LAND HEREIN DESCRIBED AND EVERY PART THEREOF.
ASSESSOR’S PARCEL NUMBER: 510-172-001
H – Page 365 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 366 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 367 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Replace and repair brick and grout for exterior walkway. Estimated time: Every 5 years.
2. Maintain and repair existing aluminum windows including weather stripping and openers, as needed.
3. Landscape maintenance of large trees (eg. Mesquite, Palo Verde, Tamarisk and Palm Trees, Cacti, and other shrubs). Estimated cost: $8,500.00
4. Install solar heating and cooling systems to replace existing gas system. Estimated time: 2025-2028. Estimated cost: $40,000.00
H – Page 368 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ______day of __________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Andrew T. Vo and Marcus Heffner ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 2821 E. Livmor Avenue, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On January 30, 2020 (the "Approval Date"), the City Council approved Resolution 24714 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 369 of 1558
2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _________________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 370 of 1558
3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
H – Page 371 of 1558
4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
H – Page 372 of 1558
5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Andrew T. Vo and Marcus Heffner
2821 E. Livmore Avenue
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's obligation to indemnify shall survive the
H – Page 373 of 1558
6 termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner is the economic advantage that will
H – Page 374 of 1558
7 accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 375 of 1558
8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Owner: Andrew T. Vo
Dated:_________________________ By:_______________________________ Owner: Marcus Heffner
H – Page 376 of 1558
9 H – Page 377 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
REAL PROPERTY IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
LOT 50 OF SUNMOR ESTATES NO. 1, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA AS SHOWN BY MAP ON FILE IN BOOK 28, PAGE 58 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM, IN ACCORDANCE WITH EXECUTIVE ORDER 9908 APPROVED DECEMBER 5, 1947 (12 F. R. 8283), ALL URANIUM, THORIUM, AND ALL OTHER MATERIALS DETERMINED PURSUANT TO SECION 5 (B) (1) OF THE ATOMIC ENERGY ACT OF 1946 (60 STAT. 761) TO BE PECULIARLY ESSENTIAL
TO THE PRODUCTION OF FISSIONABLE MATERIAL CONTAINED IN WHATEVER
CONCENTRATION, IN DEPOSITS IN THE LANDS COVERED BY SAID
INSTRUMENT, TOGETHER WITH THE RIGHT OF THE UNITED STATES, THROUGH
ITS AUTHORIZED AGENTS OR REPRESENTATIVES, AT ANY TIME TO ENTER
UPON THE LAND AND PROSPECT FOR, MINE, AND REMOVE SAME, MAKING JUST COMPENSATION FOR ANY DAMAGED OR INJURY OCCASIONED THEREBY;
AS SET OUT IN FROM THE UNITED STATES OF AMERICA, SETTING BY AND THROUGH WAR ASSETS ADMINISTRATION, TO AUSTIN G. MC NANIUS AND PEARL N. MC NAMUS, HUSBAND AND WIFE; RECORDED MAY 20, 1948 IN BOOK 911 PAGE 186 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
APN: 502-141-006
H – Page 378 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 379 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 380 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Electrical Upgrades and Solar Installation: Upgrade outdated electrical system and install solar panels to improve livability, safety, efficiency and stability. Estimated cost: $75,000. Estimated year of completion: 2026
2. Restoration of front windows: replace altered front windows with historically accurate custom reproduction. Estimated cost: $10,000. Estimate year of completion: 2026
3. Landscape maintenance: ongoing monthly service to upkeep the desert landscaping. Estimated cost: $24,000 for 10 years ($200/month). Estimated year of completion: 2025-2035
4. Tree trimming and car: annual trimming and maintenance of mature trees for safety and preservation of historic setting. Estimated cost: $10,000 for 10 years ($1,000/yr). Estimated year of completion: 2025-2035.
5. Future landscape project: Redesign the yard with historically sensitive hardscape and desert appropriate planting material. Historical setting must be preserved.
Estimated cost: $50,000. Estimated year of completion: 2028
6. Roof repair/replacement: Repair and replace roof as needed using historically compatible materials. Estimated cost: $25,000-$30,000. Estimated year of completion: 2030
7. Exterior cladding and painting: Repair or replace stucco/exterior with period appropriate colors. Estimated cost: $15,000. Estimated year of completion: 2032
8. HVAC system update: replace aging HVAC with energy-efficient system.
Estimated cost: $20,000. Estimated year of construction: 2029
9. Plumbing and Hazardous Material remediation: Update plumbing and remove any outdated hazardous materials (eg. asbestos). Estimated cost: $15,000. Estimated year of completion: 2025-2035 (as needed).
10.Foundation/structural repair: address slab cracks, stabilization and other long-term structural preservation. Estimated cost: $20,000-$40,000. Estimated year of completion: 2030
11.Seismic Retrofitting: adding bolts, bracing and shear walls for seismic safety.
Estimated cost: $15,000-$25,000. Estimated year of completion: 2026-2028
12.Insulation & Energy efficiency upgrades: install appropriate insulation in roof and walls to improve efficiency. Estimated cost: $10,000-$15,000. Estimated year of completion: 2027
13.Water and Sewer line replacements: replace aging or corroded lines to prevent leaks and failures. Estimated cost: $20,000-$30,000. Estimated year of completion: 2030
14.Driveway/hardscape restoration: restore original driveway, block walls, walkways consistent with historic design. Estimated cost: $15,000-$25,000. Estimated year of completion: 2028
15.Pool and pool equipment: restore pool tiles, plaster and equipment. Estimated cost: $20,000-$35,000. Estimated year of completion: 2029
H – Page 381 of 1558
14 16.Irrigation system upgrade: install water-conscious drip system to preserve desert landscape design. Estimated cost: $5,000-$8,000. Estimated year of completion:
2026
17.Pest control and Termite treatment: regular inspections and treatment to protect wood elements from termites and pests. Estimated cost: $4,000 for 10 years.
Estimated year of completion: 2025-2035 (recurring).
18.Historic lighting and hardware restoration: replace altered fixtures and door hardware with historically appropriate reproductions. Estimated cost: $7,000- $10,000. Estimated year of completion: 2027
19.Stormwater/drainage improvements: improve drainage to prevent water intrusion and structural damage. Estimated cost: $10,000-$15,000. Estimated year of completion: 2029
H – Page 382 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ____ day of ___________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Kimberly Ann Brown and Robert John Koutek ("Owner") and Sandcliff Homeowners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1847 Sandcliff Road, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On February 3, 2016 (the "Approval Date"), the City Council approved Resolution 23963 establishing the subject property as a contributing structure in the Sandcliff Garden Homes Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 383 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _____________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 384 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 385 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 386 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Kimberly Ann Brown and Robert John Koutek
1847 Sandcliff Road
Palm Springs, CA 92264
HOA: Sandcliff Homeowners Association
Nick Keuilian, Property Manager
68950 Adelina Road
Cathedral City, CA 92234
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee,
H – Page 387 of 1558
6 or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
H – Page 388 of 1558
7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 389 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Kimberly Ann Brown, Owner
Dated:_________________________ By:_______________________________ Robert John Koutek, Owner
Dated:_________________________ By:_______________________________ Property Manager: Nick Keuilian
Sandcliff Homeowners Association
H – Page 390 of 1558
9 H – Page 391 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
PARCEL 1:
LOT 13, TOGETHER WITH AN UNDIVIDED 1/40TH INTEREST IN AND TO COMMON LOT 42, AS SHOWN ON THAT CERTAIN MAP ATTACHED TO AN INSTRUMENT ENTITLED “FIRST REVISION OF DECLARATION OF PROTECTIVE RESTRICTIONS,
LIMITATIONS, CONDITIONS, COVENANTS, RESERVATIONS, LIENS AND CHARGES FOR GARDEN VILLAS, A RESIDENTIAL PROJECT”, RECORDED JULY 1, 1966 AS INSTRUMENT NO. 68359 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM THAT PORTION OF COMMON LOT 42, AS CONVEYED TO ROSE ROSENBERG, BY DEED RECORDED JANUARY 30, 1968 AS INSTRUMENT NO. 8975 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
ALSO EXCEPTING THEREFROM ALL GAS, OIL, AND MINERAL RIGHTS BELOW A DEPTH OF 50 FEET, AS WAS RESERVED BY JOHN G. MUNHOLLAND, ET AL IN VARIOUS DEEDS OF RECORDS.
PARCEL 2:
AN EASEMENT OVER THE WESTERLY 18.00 FEET OF LOT 41 OF TRACT NO. 3010, AS SHOWN BY MAP ON FILE IN BOOK 50, PAGES 76 AND 77 OF MAPS,
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, FOR INGRESS, EGRESS,
PUBLIC UTILITIES AND INCIDENTAL PURPOSES, AS CONTAINED IN AN INSTRUMENT ENTITLED “INDENTURE OF EASEMENTS AND RIGHTS OF WAY”, RECORDED NOVEMBER 27, 1964 IN BOOK 3862, PAGE(S) 554 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
ASSESSOR’S PARCEL NUMBER: 510-040-009
H – Page 392 of 1558
11 \EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 393 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 394 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Restoration of original features including patio light fixtures facing the common areas and the main entrances of Sandcliff Road. Estimated cost: $300. Estimated year: 2026.
2. Repair original features like the fixed windows and sliding doors. Estimated cost:
$2,000. Estimated year: 2026.
3. Update electrical, plumbing and HVAC systems to be more efficient. Estimated cost: $20,000. Estimated year: 2027.
4. Upgrades to glass for energy efficiency. Estimated cost: $10,000 - $15,000.
Estimated year: 2026.
H – Page 395 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ____ day of ___________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Ocotillo 345 LLC ("Owner") and Ocotillo Lodge Owners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1111 E. Palm Canyon, Unit 345, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On May 23, 2024 (the "Approval Date"), the City Council approved Resolution 25210 establishing the subject property as a contributing structure in the Ocotillo Lodge Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 396 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _____________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 397 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 398 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 399 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Ocotillo 345 LLC
Lisa Agett (Manager)
P.O. BOX 1218
Avon, CO 81620
HOA: Ocotillo Lodge Owners Association
Rhonda Drews, Community Manager
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner
H – Page 400 of 1558
6 or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
H – Page 401 of 1558
7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 402 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Manager: Lisa Agett
Ocotillo 345 LLC.
Dated:_________________________ By:_______________________________ Community Manager: Rhonda Drews
Ocotillo Lodge Owners Association
H – Page 403 of 1558
9 H – Page 404 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PALM
SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:
A CONDOMUNIUM COMPRISED OF:
PARCEL 1:
A. UNIT NO. 345, AS SHOWN AND DESCRIBED IN THE CONDOMINIUM PLAN RECORDED JULY 24, 1995 AS INSTRUMENT NO 237791, OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; AND FURTHER
DESCRIBED IN THE DECLARATION OF COVENANTS, CONDITIONS, AND
RESTRICTIONS ESTABLISHING A PLAN OF CONDOMUNIUM OWNERSHIP OCOTILLO LODGE, A SPA RESORT CONDOMINIUM RECORDED JULY 25, 1995 AS INSTRUMENT NO. 239160, OF OFFICAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
B. AN UNDIVIDED 1/127THS INTEREST IN AND TO LOT 1 OF TRACT NO. 28063, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY HAP ON FILE IN BOOK 254, PAGE 50 AND 51, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL NUMBERED CONDOMINIUM UNITS AS SHOWN ON THE PLAN AND DESCRIBED IN THE DECLARATION MENTIONED ABOVE.
PARCEL 2:
THE EXCLUSIVE RIGHT TO USE THE APPURTENANT "EXCLUSIVE USE COMMON AREAS" SET ASIDE AND ALLOCATED FOR THE EXCLUSIVE USE OF THE OWNER OF THE CONDOMINIUMS DESCRIBED AS PARCEL 1 ABOVE, AS DESCRIBED IN THE DECLARATION AND AS SHOWN ON THE PLAN.
ASSESSOR’S PARCEL NUMBER: 511-035-087
H – Page 405 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 406 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 407 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Restore the existing windows and sliders by removing applied tint. Estimated cost:
$5,000. Estimated year: 2026.
2. Paint interior of patio fencing. Estimated cost: $2,000. Estimated year: 2027.
3. Maintain/repair exterior patio lights. Estimated cost: $1,500. Estimated year: 2026.
4. Plans for exterior planters and irrigation on patio. Estimated cost: $2,000.
Estimated year: 2027.
5. Exterior landscaping with approved design. Estimated cost: $1,000. Estimated year: 2029.
6. Replace patio hardscape/pavers. Estimated cost : $1,000. Estimated year: 2028.
7. Maintain HVAC system located on roof and future replacement. Estimated cost:
$10,000. Estimated year: ongoing and replacement within 10 years.
8. Replace exterior patio door to match approved design. Estimated cost: $250.
Estimated year: 2025.
9. Maintenance of exterior lighting, exterior siding, trim doors and windows.
Estimated cost: $5,500. Estimated year: ongoing within the 10 year period.
10.Maintain/ upgrade of patio plumbing and electrical. Estimated cost: $4,000.
Estimated year: ongoing within the 10 year period.
H – Page 408 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ________day of__________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and The Richard Logan Nauman Living Trust dated march 28, 2022 ("Owner") and Country Club Estates of Palm Springs Home Owners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 810 E. La Verne Way, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On April 25, 2024 (the "Approval Date"), the City Council approved Resolution 25197 establishing the subject property as a contributing structure in the Country Club Estates Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 409 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on ___________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 410 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 411 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 412 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: The Richard Logan Nauman Living Trust dated March 28, 2022 Richard Logan Nauman (Trustee)
810 E. La Verne Way
Palm Springs, CA 92264
HOA: Country Club Estates of Palm Springs Homeowners Association Brandon Blair, President
777 E. Tahquitz Canyon Way, Suite 200-93
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner
H – Page 413 of 1558
6 or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
H – Page 414 of 1558
7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 415 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Trustee: Richard Logan Nauman
The Richard Logan Nauman Living Trust
Dated:_________________________ By:_______________________________ President: Brandon Blair
Country Club Estates of Palm Springs
Homeowners Association
H – Page 416 of 1558
9 H – Page 417 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
PARCEL 1:
LOT 19 OF TRACT 2972, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 52, PAGE(S) 66 THROUGH 70 INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2:
AN UNDIVIDED 1/30TH INTEREST IN LOT 31 OF TRACT 2972, AS SHOWN BY MAP ON FILE IN BOOK 52, PAGE(S) 66 THROUGH 70 INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
APN: 511-150-019-7
H – Page 418 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 419 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 420 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Restoration of corner monument sign to match historic documentation.
Estimated cost: $10,000. Estimated year: 2026.
2. Replace historic landscape light fixtures (loli-pop/ globe shaped post).
Estimated cost: $4,500. Estimated year: 2026.
3. Restore/ replace patio rafters in entrance to courtyard of two-plex units.
Estimated cost: TBD. Estimated year: 2028.
4. Restore original wall sconce (light fixture). Estimated cost $400. Estimated year: 2030.
5. Repaint complex with following historic paint analysis. Estimated cost: $5,000.
Estimated year: 2033.
6. Replace front entrance doors, hardware, numbers and glass fenestration.
Estimated cost: TBD. Estimated year: within the next 10 years.
H – Page 421 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ____ day of ___________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and James Patrick Mone and Zaina Gisele Mone ("Owner") and Ocotillo Lodge Owners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1111 E. Palm Canyon, Unit 341, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On May 23, 2024 (the "Approval Date"), the City Council approved Resolution 25210 establishing the subject property as a contributing structure in the Ocotillo Lodge Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 422 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _____________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 423 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 424 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 425 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: James Patrick Mone and Zaina Gisele Mone
1111 E. Palm Canyon Drive, Unit #341
Palm Springs, CA 92264
HOA: Ocotillo Lodge Owners Association
Rhonda Drews, Community Manager
40-004 Cook Street, Suite 5
Palm Desert, CA 92211
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee,
H – Page 426 of 1558
6 or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
H – Page 427 of 1558
7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 428 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ James Patrick Mone, Owner
Dated:_________________________ By:_______________________________ Zaina Gisele Mone, Owner
Dated:_________________________ By:_______________________________ Community Manager: Rhonda Drews
Ocotillo Lodge Owners Association
H – Page 429 of 1558
9 H – Page 430 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
PARCEL 1:
A CONDOMINIUM COMPRISED OF:
A. UNIT NO. 341 AS SHOWN AND DESCRIBED IN THE CONDOMINIUM PLAN RECORDED JULY 24, 1995 AS INSTRUMENT NO. 2'37791 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; AND FURTHER
DESCRIBED IN THE DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP OCOTILLO LODGE.A SPA RESORT CONDOMINIUM RECORDED JULY 25, 1995 AS INSTRUMENT NO. 239160 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
B. AN UNDIVIDED 1/127THS INTEREST IN AND TO LOT 1 OF TRACT NO. 28063, AS SHOWN BY MAP ON FILE IN BOOK 254 PAGE(S) 50 AND 51 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA;
EXCEPTING THEREFROM ALL NUMBERED CONDOMINIUM UNITS AS SHOWN ON THE PLAN AND DESCRIBED IN THE DECLARATION MENTIONED ABOVE.
PARCEL 2:
THE EXCLUSIVE RIGHT TO USE THE APPURTENANT "EXCLUSIVE USE COMMON AREAS" SET ASIDE AND ALLOCATED FOR THE EXCLUSIVE USE OF THE OWNER OF THE CONDOMINIUMS DESCRIBED AS PARCEL 1 ABOVE, AS DESCRIBED IN THE DECLARATION AND AS SHOWN ON THE PLAN.
ASSESSOR’S PARCEL NUMBER: 511-035-083
H – Page 431 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 432 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 433 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Replace/restore patio fencing. Estimated cost: $5,000. Estimated year: 2032.
2. Install exterior patio gate in accordance with approved design guidelines.
Estimated cost: $2,000. Estimated year: 2028.
3. Remove and restore exterior patio light fixtures in accordance with approved design guidelines. Estimated cost: $1,000. Estimated year: 2026.
4. Patio landscaping includes removal of dying trees and replacing plant material in accordance with design guidelines. Installation of new irrigation system. Estimated cost: $5,000. Estimated year: 2034.
5. Replace damaged sliding glass doors in accordance with approved design guidelines. Estimated cost: $5,000. Estimated year: 2026.
6. Regular landscape maintenance, including annual palm tree trimming and irrigation. Estimated cost: $600 / year. Estimated year: over the 10 year period.
7. Exterior repaint of patio fencing. Estimated cost: $250. Estimated year: repaint ever 2 years for the 10 year period.
H – Page 434 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ________day of__________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Nancy Weinger and Gary Pattengale ("Owner") and Country Club Estates of Palm Springs Home Owners Association (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1973 Camino Real, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On April 25, 2024 (the "Approval Date"), the City Council approved Resolution 25197 establishing the subject property as a contributing structure in the Country Club Estates Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 435 of 1558
2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on ___________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 436 of 1558
3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
H – Page 437 of 1558
4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
H – Page 438 of 1558
5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Nancy Weinger and Gary Pattengale
1973 Camino Real
Palm Springs, CA 92264
HOA: Country Club Estates of Palm Springs Homeowners Association Brandon Blair, President
777 E. Tahquitz Canyon Way, Suite 200-93
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee,
H – Page 439 of 1558
6 or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
H – Page 440 of 1558
7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 441 of 1558
8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Nancy Weinger, Owner
Dated:_________________________ By:_______________________________ Garry Pattengale, Owner
Dated:_________________________ By:_______________________________ President: Brandon Blair
Country Club Estates of Palm Springs
Homeowners Association
H – Page 442 of 1558
9 H – Page 443 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
PARCEL 1:
LOT 4 OF TRACT 2972, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 52, PAGE(S) 66 THROUGH 70 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 1A:
AN UNDIVIDED 1/30TH INTEREST IN LOT 31 OF TRACT NO. 2972, AS SHOWN BY MAP ON FILE IN BOOK 52, PAGE(S) 66 THROUGH 70 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
APN: 511-150-004
H – Page 444 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 445 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 446 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Replacement of all windows and sliders in accordance with approved design guidelines. Estimated cost: $40,000.
2. Roof replacement. Estimated cost: $18,000-$28,000.
3. Maintain and repaint the front door in accordance with approved design guidelines. Estimated cost: $1,000-$2,500.
4. Maintenance of historic atrium feature by painting the walls, trim, etc. of exterior. Estimated cost: $3,500-$6,000.
5. Update landscaping plant material and irrigation within the historic atrium that is open. Estimated cost: $8,000-$15,000.
6. Install and update PV panels in accordance with approved design guidelines for the unit. Estimated cost: $14,000-$25,000.
7. Maintain and replace damaged side patio and laundry doors in accordance with approved design guidelines. Estimated cost: $3,000-$7,000.
8. Concrete maintenance of side patio. Estimated cost: $3,500-$7,000.
9. HVAC system repair and maintenance. Estimated cost: $7,000-$15,000.
Estimated year: over the 10 year period.
H – Page 447 of 1558
1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ______day of __________, 2025 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and The Z-List Revocable Trust, dated May 28, 2015 ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 999 N. Patencio Road, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On October 22, 2025 (the "Approval Date"), the City Council approved Resolution 25351 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
H – Page 448 of 1558
2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _________________, 2025 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
H – Page 449 of 1558
3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
H – Page 450 of 1558
4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
H – Page 451 of 1558
5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: The Z-List Revocable Trust, dated May 28, 2015
Harma Hartouni and Asad Ayaz (Trustees)
999 Patencio Road
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs
H – Page 452 of 1558
6 incurred by each of them. The Owner's obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the
H – Page 453 of 1558
7 Property, and the primary consideration to the Owner is the economic advantage that will accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
H – Page 454 of 1558
8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Harma Hartouni (Trustee)
The Z-List Revocable Trust
Dated:_________________________ By:_______________________________ Asad Ayaz (Trustee)
The Z-List Revocable Trust.
H – Page 455 of 1558
9 H – Page 456 of 1558
10 EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PALM
SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:
LOT 5 OF MERITO VISTA UNIT NO. 2, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 21, PAGE(S) 2 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 505-251-005
H – Page 457 of 1558
11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
H – Page 458 of 1558
12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
H – Page 459 of 1558
13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Electrical Upgrades: replace outdated wiring, panels and update to current code.
Estimated cost: $278,000. Estimated year: 2026.
2. Plumbing system upgrades: replace failing pipes and install low-flow fixtures.
Estimated cost: $256,200. Estimated year: 2026.
3. HVAC replacement: install energy-efficient systems with concealed ducting to meet alteration standards for historic properties. Estimated cost: $193,000. Estimated year:
2026.
4. PV installation on roof to meet standards for alterations to historic buildings. Estimated cost: $189,730. Estimated year: 2026.
5. Repair/replace/maintain roof drainage, sewer updates and site drainage. Estimated cost: $88,000. Estimated year: 2026.
6. Abatement of hazardous materials: lead-based paint to be removed and abated.
Estimated cost: $47,000. Estimated year: 2026.
7. Structural reinforcement and repairs to stabilize historic structure. Estimated cost:
$172,200. Estimated year: 2026.
8. Roof repairs include in-kind replacement. Estimated cost: $54,000. Estimated year:
2026.
9. Landscaping maintenance to prevent future deterioration to existing terrazzo elements. Estimated cost: $10,000-$20,000. Estimated year: 2031-2036.
10.Removal of 1970s additions that are non-contributing elements to the building and then restoring the east and west sides of the residence in accordance with the historic documentation.
11.Restoration or reconstruction of lost features such as the terrazzo flooring, window/door detailing, rock wall repairs and repointing, etc.
H – Page 460 of 1558
CITY COUNCIL STAFF REPORT
DATE: DECEMBER 10, 2025 CONSENT CALENDAR
SUBJECT: APPROVE COOPERATIVE PURCHASE AGREEMENT NO. 25C410 WITH MOTOROLA SOLUTIONS, INC. FOR THE PURCHASE OF BODYWORN CAMERAS, IN-CAR CAMERAS, DIGITAL EVIDENCE
MANAGEMENT SOFTWARE, AND ASSOCIATED WARRANTIES,
SOFTWARE, AND STORAGE FEES
FROM: Scott C. Stiles, City Manager
BY: Police Department
SUMMARY:
This action will approve a cooperative purchase agreement with Motorola Solutions, Inc., for the purchase of equipment and services, including body-worn cameras, in-car cameras, digital evidence management platform, and associated warranties, software, and storage fees for an amount not to exceed $875,831.50 for a five-year term.
RECOMMENDATION:
1. Approve Cooperative Purchase Agreement No. 25C410 (Attachment A) with Motorola Solutions, Inc., for the purchase of body-worn cameras, in-car cameras, digital evidence management software, including associated warranties, software, and storage fees for an amount not to exceed $875,831.50 for a five-year term commencing on December 11, 2025, and continuing through December 10, 2030;
2. Authorize the City Manager to execute all necessary documents.
BACKGROUND:
On July 9, 2020, City Council approved a cooperative purchase for WatchGuard Video, Inc., a wholly owned subsidiary of Motorola Solutions, Inc., body-worn cameras, in-car cameras, motorcycle mounted cameras, including associated warranties, software, and data storage fees for a 5-year term. Since the original procurement, Motorola Solutions, Inc. has transitioned away from the WatchGuard name. Currently, all support, replacement equipment, and extended warranties related to the 2020 procurement are provided by Motorolas Solutions, Inc.
I – Page 461 of 1558
City Council Staff Report
December 10, 2025 -- Page 2
Approve Cooperative Purchase Agreement No. 25C410
STAFF ANALYSIS:
Body-worn cameras provide accurate and objective records of contacts between law enforcement and the public. They can increase public trust, enhance police accountability, and have simplified the complaint resolution process. Fixed in-car camera systems provide additional context, coverage and perspective when used in conjunction with body-worn cameras.
In 2020, the Police Department purchased 125 body-worn cameras and associated accessories for its sworn and civilian law enforcement personnel, including Community Service and Animal Control Officers. An additional 68 camera systems were installed in marked police vehicles and 5 were mounted to marked police motorcycles. The 2020 agreement with WatchGuard Video, Inc. also included a 5-year warranty for in-car cameras, a 3-year warranty for body-worn cameras, and the purchase of Evidence Library, a digital storage solution for the in-car and body-worn video footage.
The in-car cameras purchased in 2020 have reached end-of-life and the body-worn cameras, which are subject to the harsh desert environment and the physical demands of daily use in law enforcement, have been routinely replaced through an extended warranty since the third year of the agreement. Since the original 2020 procurement of the WatchGuard 4RE in-car cameras, these cameras have been phased out by Motorola.
Over the last several years, the City’s Fleet Department has purchased 19 additional Motorola M500 in-car cameras to outfit patrol vehicles added to the fleet since the original procurement. These are the same make and model of camera recommended for purchase as part of the proposed agreement and are compatible with the Department’s existing equipment and accessories. The Department has found the M500 cameras to have substantially better picture quality and enhanced nighttime and low-light resolution.
As technology continues to advance and play a more critical role in investigations, the Police Department has experienced increased storage and retention demands for digital evidence. While Evidence Library has been used for digital storage associated with incar and body-worn cameras, the Department’s digital photographs, video and surveillance footage, audio recordings, and drone imagery are stored on physical servers.
Increased digital storage demands have strained the existing infrastructure. The Information Technology and Police Departments have identified Motorola’s Digital Evidence Management Solution (DEMS) as a cloud-based storage solution for all Police Department digital storage.
Motorola Solutions, Inc. has provided a proposal to furnish the Police Department with 67 M500 in-car cameras, 125 V700 body-worn cameras, and Department-wide access to DEMS, Motorola’s digital evidence management system. As part of the agreement, the 125 body-worn cameras will be replaced at Year 3, eliminating the need for an extended warranty and ensuring that Department personnel have access to these valuable tools without interruption throughout the term of the agreement. Existing equipment required
I – Page 462 of 1558
City Council Staff Report
December 10, 2025 -- Page 3
Approve Cooperative Purchase Agreement No. 25C410
for charging, docking, and video upload and download are compatible with this purchase, eliminating the need for additional purchases of those items.
In accordance with City of Palm Springs Municipal Code Section 7.03.09, “Special Procurement Methods,” Section 5, “Cooperative Purchasing Programs”, the City Council may authorize the acquisition of supplies or services through a joint powers or other cooperative purchasing program with a public entity or association of public agencies or officials, provided that the contractor selected has been selected through a competitive process and the department finds that the competitive process is similar to that contained in Title 7 or adequate to protect the public interest, and that due to economies of scale, the nature of the product, or market conditions, the price of the supplies or services is likely to be less through the cooperative purchase than through the City’s independent purchasing pursuant to Title 7.
The Police Department is proposing to enter into a five-year Cooperative Purchase Agreement utilizing Sourcewell’s Mobile Video 101220-MOT Contract No. 36874.
Sourcewell is a public agency that conducts competitive solicitations and awards contracts to qualified vendors, allowing participating agencies to benefit from volume pricing and streamlined procurement processes. This cooperative purchasing arrangement provides competitive pricing and efficient procurement to support the operational needs of the Police Department.
ENVIRONMENTAL ASSESSMENT:
In accordance with the California Environmental Quality Act (“CEQA”) Guidelines, the requested City Council action is not a “Project” pursuant to Section 15378(b)(5).
Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment are not considered a “Project”.
FISCAL IMPACT:
The total cost of the proposed Motorola Solutions, Inc. proposal, inclusive of all equipment, warranties, software, storage fees, and taxes, is $875,813.50 over a five-year term, with $461,223.71 in year one costs and $96,670.60 in fees for years two through four of the agreement.
A comprehensive digital management system for storage and retention of digital evidence, like the DEMS software proposed in this agreement, plays an integral part in a robust Computer-Aided Dispatching/Records Management System (CAD/RMS). Funding for the Department’s CAD/RMS project has been previously appropriated. Adequate funding for the DEMS-related portion of this purchase, $96,670.60 per year, is available in Project String 19-16.
Remaining year one costs, excluding DEMS, total $392.478.50. Appropriate funding for year one costs were budgeted for in Police Department account number 1005000 60015.
I – Page 463 of 1558
City Council Staff Report
December 10, 2025 -- Page 4
Approve Cooperative Purchase Agreement No. 25C410
With approval of this agreement, the City will recognize several long-term cost savings. For the last two years, the Department has entered into extended warranties for body-worn cameras at a cost of nearly $30,000 per year. The Information Technology Department currently stores all digital evidence except body-worn and in-car camera footage on physical servers. Ongoing costs associated the physical storage of digital evidence are estimated at $216,549.49 over the course of the next five years. With growing storage demands, these costs would likely increase. Existing in-car and body-worn camera footage stored in Evidence Library can be integrated into DEMS, eliminating ongoing annual storage costs of $112,560 associated with the 2020 digital storage purchase. Approval of the proposed agreement will ultimately eliminate the need for extended warranties for equipment, physical server costs, and digital storage fees associated with the 2020 WatchGuard purchase.
REVIEWED BY:
Department Director: Andrew G. Mills
Finance Director: Kristopher J. Mooney
Procurement & Contracting Manager: Tabitha Richards
City Manager: Scott Stiles
ATTACHMENTS:
A. Cooperative Purchase Agreement 25C410
I – Page 464 of 1558
ATTACHMENT A
Cooperative Purchase Agreement
No. 25C410
I – Page 465 of 1558
55575.18100\42906602.1
BB&K (2024)
COOPERATIVE PURCHASE OF BODY-WORN CAMERAS, IN-CAR
CAMERAS, & DIGITAL EVIDENCE MANAGEMENT SOFTWARE,
INCLUDING ASSOCIATED WARRANTIES, SOFTWARE, AND STORAGE
FEES AGREEMENT NO. 25C410
This Cooperative Purchase of Body-worn cameras, in-car cameras, & digital evidence management software, including associated warranties, software, and storage fees Agreement (“Agreement”) is entered into by and between the City of Palm Springs, a California charter city and municipal corporation (“City”) and Motorola Solutions, Inc., a Delaware corporation (“Contractor”). City and Contractor are sometimes individually referred to as a “Party” or collectively as the “Parties” in this Agreement.
1. Background.
a. This Agreement is made and entered into in reference to the competitively solicited Sourcewell Mobile Video 101223-MOT Contract No. 36874 (“Cooperative Agreement”).
b. The City desires to obtain 67 M500 in-car cameras, 125 V700 body-worn cameras, and Department-wide access to DEMS, Motorola’s digital evidence management system. The agreement includes associated warranties, software, DEMS storage fees, and a full replacement of the 125 body-worn cameras at Year 3, attached hereto as Attachment “A”, the content of which is incorporated by reference to this Agreement as if fully set out here in its entirety.
c. Contractor desires to perform said services on the terms and conditions set forth in this Agreement.
2. Term. The term of this Agreement is for five (5) years, beginning on December 11, 2025, and valid until December 10, 2030.
3. Compensation and Payment. This Agreement shall be for an amount not to exceed $875,831.50, subject to approved amendments and changes. All pricing must be in accordance with the attached Quote, as shown as Attachment “B,” which is incorporated by reference into this Agreement, as if fully set out here in its entirety.
4. Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the City.
5. Insurance. Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Attachment "C", incorporated herein by reference. If no insurance is required, Attachment “C” will reflect that there are no insurance requirements set forth for this Agreement.
6. Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses, including legal costs and attorney fees (collectively “Claims”), including but not
I – Page 466 of 1558
55575.18100\42906602.1
BB&K (2024)
limited to, Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement (if required and incorporated as part of this Agreement) be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement, until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.
7. Notice. Any notices required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed, or hand delivered or on the third day after postmark if sent by certified mail. Notice shall be sent as follows:
IF TO THE CITY: IF TO THE CONTRACTOR:
City of Palm Springs Motorola Solutions, Inc.
Attn: City Manager/City Clerk Attn: Norberto Colon
Address: 3200 E Tahquitz Canyon Way Title: VP MSSSI & Director of Sales Palm Springs, CA 92262 Address: 500 W Monroe Street
Chicago, IL 60661
8. Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with this Agreement.
9. Changes. In the event any change or changes in the work is requested by City, the Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional work not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.
10. Termination Prior to Expiration of Term. The City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City, in its sole and absolute discretion. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services
I – Page 467 of 1558
55575.18100\42906602.1
BB&K (2024)
authorized by the Contract Officer after such notice. The City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to the City.
11. Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to the City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.05.02, including without limitation the provision of benefits, relating to nondiscrimination in City contracting.
12. Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine.
When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Attachment “D” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this section.
13. Entire Agreement. This Agreement, along with the Cooperative Agreement constitutes the entire agreement between the Parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written between the Parties. In the event of conflict or inconsistency between this Agreement and the Cooperative Agreement, this terms and conditions in this Agreement shall prevail.
[Signature Page on Following Page]
I – Page 468 of 1558
55575.18100\42906602.1
BB&K (2024)
SIGNATURE PAGE TO COOPERATIVE PURCHASE OF BODY-WORN CAMERAS, IN-CAR
CAMERAS, & DIGITAL EVIDENCE MANAGEMENT SOFTWARE, INCLUDING ASSOCIATED
WARRANTIES, SOFTWARE, AND STORAGE FEES AGREEMENT BETWEEN THE CITY OF PALM SPRINGS AND MOTOROLA SOLUTIONS, INC.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By: _____________________________ By: _____________________________ Signature Signature
Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: 12/10/2025_ Item No. ________
APPROVED AS TO FORM: ATTEST:
By: _____________________________ By: _____________________________ City Attorney City Clerk
APPROVED:
By: _____________________________ Date: ____________________________ City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
I – Page 469 of 1558
55575.18100\42906602.1
BB&K (2024)
ATTACHMENT “A”
SCOPE OF WORK
Contractor shall provide 67x M500 in-car cameras, 125x V700 body-worn cameras, and Department-wide access to DEMS, Motorola’s digital evidence management system for Palm Springs Police Department. The agreement includes associated warranties, software subscriptions, DEMS storage fees, and a full replacement of the 125 body-worn cameras at Year 3 as outlined under Attachment B.
I – Page 470 of 1558
55575.18100\42906602.1
BB&K (2024)
ATTACHMENT “B”
QUOTE / PRICING
I – Page 471 of 1558
QUOTE-3163917
PALM SPRINGS POLICE DEPT, CITY OF
(125) V700 VaaS (67) M500 + DEMS
06/11/2025
The design, technical, pricing, and other information (“Information”) furnished with this submission is confidential proprietary information of Motorola Solutions, Inc. or the Motorola Solutions entity providing this quote (“Motorola”) and is submitted with the restriction that it is to be used for evaluation purposes only. To the fullest extent allowed by applicable law, the Information is not to be disclosed publicly or in any manner to anyone other than those required to evaluate the Information without the express written permission of Motorola.
MOTOROLA, MOTO, MOTOROLA SOLUTIONS, and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. All other trademarks are the property of their respective owners. © 2020 Motorola Solutions, Inc. All rights reserved.
I – Page 472 of 1558
06/11/2025
PALM SPRINGS POLICE DEPT, CITY OF
3111 E TAHQUITZ
PALM SPRINGS, CA 92262
RE: Motorola Quote for (125) V700 VaaS (67) M500 + DEMS Dear Melissa Cain,
Motorola Solutions is pleased to present PALM SPRINGS POLICE DEPT, CITY OF with this quote for quality communications equipment and services. The development of this quote provided us the opportunity to evaluate your requirements and propose a solution to best fulfill your communications needs.
This information is provided to assist you in your evaluation process. Our goal is to provide PALM SPRINGS POLICE DEPT, CITY OF with the best products and services available in the communications industry. Please direct any questions to Dianne Kiehne at [email protected].
We thank you for the opportunity to provide you with premier communications and look forward to your review and feedback regarding this quote.
Sincerely,
Dianne Kiehne
QUOTE-3163917
I – Page 473 of 1558
Billing Address:
PALM SPRINGS POLICE DEPT,
CITY OF
3111 E TAHQUITZ
PALM SPRINGS, CA 92262
US
Shipping Address:
PALM SPRINGS POLICE DEPT,
CITY OF
200 S CIVIC DR
PALM SPRINGS, CA 92262
US
Quote Date:06/11/2025
Expiration Date:12/31/2025
Quote Created By:
Dianne Kiehne
Dianne.Kiehne@
motorolasolutions.com
End Customer:
PALM SPRINGS POLICE DEPT, CITY OF
Melissa Cain
[email protected]
760.323.8133
Contract: 36874 - SOURCEWELL MOBILE
VIDEO-101223-MOT
Summary:
This Motorola quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the "Underlying Agreement") that authorizes Customer to purchase equipment and/or services or license software (collectively "Products"). If no Underlying Agreement exists between Motorola and Customer, then the following Motorola's Standard Terms of use and Purchase Terms and Conditions govern the purchase of the Products which is found at http://www.motorolasolutions.com/product-terms Line
#
Item Number Description Qty Term List Price Sale Price Ext. Sale Price
Refresh
Duration
CommandCentral
DEMS
1 SSV00S05160A COMMANDCENTRAL
DEMS UNLIMITED
STORAGE PER
BODYWORN CAMERA*
125 5 YEAR $1,020.00 $867.00 $108,375.00
2 SSV00S05158A COMMANDCENTRAL
DEMS PLUS SERVICE*
209 5 YEAR $1,980.00 $0.00 $0.00
3 SSV00S05161A COMMANDCENTRAL
DEMS UNLIMITED
STORAGE PER IN-CAR
VIDEO CAMERA*
134 5 YEAR $1,020.00 $867.00 $116,178.00
4 SSV00S05163A COMMANDCENTRAL
DEMS UNLIMITED
STORAGE 3RD PARTY*
150 5 YEAR $1,560.00 $1,404.00 $210,600.00
5 WGW00122-301 MOBILE VIDEO
DEPLOYMENT SERVICES
6265
7 $1.25 $1.00 $62,657.00
QUOTE-3163917
(125) V700 VaaS (67) M500 +
DEMS
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the ""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists between Motorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800