FEE REIMBURSEMENT AGREEMENT
This Agreement (“Agreement”) is entered into and effective as of July 15, 2025, by and between the CITY OF SAN JACINTO, a municipal corporation, on the one hand (“City”), and SanJac 55, LLC, a California Limited Liability Company (“Developer”), on the other. City and Developer are herein referred to collectively as the “Parties” and individually as a “Party.”
RECITALS
WHEREAS, Vesting Tentative Tract Map No. 28224 (“VTTM 28224”), which covers land reflected therein and known as the Maravilla development project (the “Project”) was originally approved by the City in September 1995; and
WHEREAS, Final Tract Map No. 28224-1 (“TM 28224-1”) entitling 86 residential lots and associated common areas in the western portion of the Project was recorded in July 2001; and WHEREAS, the land covered by TM 28224-1 was partially developed with 46 residential homes by a previous developer, all of which have been completed, finaled by the City, and sold to individual homeowners; and
WHEREAS, Developer owns the common areas and the undeveloped residential lots covered by TM 28224-1 (collectively the “Front Map Land”), and the portion of the Project for which no final map has yet been recorded (the “Unplatted Land”, and together with the Front Map Land, the “Property”); and
WHEREAS, the deadline for seeking and obtaining approval of a Final Map for the Unplatted Land, which remainder consists of 137 residential lots and associated common areas, has been the subject of multiple extensions as arguably authorized under the California Subdivision Map Act; and
WHEREAS, subsequent to the recordation of a Final Map for the Unplatted Land, Developer wishes to complete the build-out of the Project; and WHEREAS, the approvals of the Project were secured prior to the effective date of Western Riverside Council of Government’s Transportation Uniform Mitigation Fee program (“TUMF”) and Western Riverside Regional Conservation Authority’s Multiple Species Habitat Conservation Plan program (“MSHCP”); and
WHEREAS, the Parties recognize and agree that the implementation of the Project may subject one or both Parties to demands for payment of TUMF and/or MSHCP fees (collectively, the “Fees”), on the remaining lots within the Property (“Remaining Lots”); and WHEREAS, Developer has agreed to make payments to the City in the amount of the Fees with each building permit on the Remaining Lots, and the City has agreed to set aside the collected Fees subject to the conditions as set forth in this Agreement. -2-
AGREEMENT
NOW, THEREFORE, for full and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and based upon the foregoing recitals, and the terms, conditions, covenants, and agreements contained herein, the Parties hereto agree as follows:
1. Incorporation of Recitals. The Recitals set forth above are an integral part of this Agreement and are fully incorporated herein.
2. Payment of Fees. Contemporaneous with the submission of each building permit application for each Remaining Lot, Developer shall pay to the City the amount of the TUMF and MSHCP Fees in effect at the time of the building permit application.
3. TUMF Fees. If at any time within the three years following the issuance of a building permit for which TUMF fees were paid, the Western Riverside Council of Governments (the “WRCOG”) or a participating local agency in Western Riverside County, California seeks payment of the collected TUMF Fees (a “TUMF Fee Payment Request”), the City shall remit the collected TUMF fees to the WRCOG or the requesting agency, as the case may be, and shall thereafter remit collected fees through the City’s normal processes.
4. MSHCP Fees. If at any time within the three years following the issuance of a building permit for which MSHCP fees were paid, the Western Riverside County Regional Conservation Authority (the “RCA”) seeks payment of the collected MSHCP Fees (a “MSHCP Fee Payment Request”), the City shall remit the collected MSHCP Fees to the RCA and shall thereafter remit collected fees through the City’s normal process.
5. Future Challenge. Nothing herein shall preclude Developer from separately challenging the collection of Fees and seeking reimbursement of TUMF Fees from the WRCOG or the requesting agency or of the MSHCP Fees from the RCA after remittance by the City. The City shall reasonably cooperate with Developer in any challenge to the collection of the Fees.
6. TUMF Fee Return. If the WRCOG or a participating local agency does not make a TUMF Fee Payment Request within three years of a building permit issuance, the City shall return the collected TUMF Fees to Developer without interest, within 45 days of Developer’s written request for such return of collected TUMF Fees.
7. MSHCP Fee Return. If the RCA does not make a MSHCP Fee Payment Request within three years of a building permit issuance, the City shall return the collected MSHCP Fees to Developer without interest, within 45 days of Developer’s written request for such return of collected MSHCP Fees.
8. Expiration. Developer shall have 60 days after the date that is 3 years after a building permit is issued on the last Remaining Lot to make a final written request for return of collected TUMF Fees and/or MSHCP Fees (a “Final Request”); if no Final Request is timely delivered, this Agreement shall expire and be of no further force or effect on the 61st day. If a Final Request is timely delivered, this Agreement shall expire and be of no further force or effect on the date that date that is 50 days after Developer delivers a Final Request (unless the City has not yet -3-
returned to Developer the Fees reflected in the Final Request, in which case this Agreement will remain in force until the City’s obligations are complete).
9. Entire Agreement; Amendments and Waivers. This Agreement contains the entire agreement between the City and Developer with respect to the subject matter set forth herein and supersedes any prior discussions, negotiations, and agreements with respect thereto. This Agreement may be amended or modified only by a written agreement executed by both Parties.
No waiver of any of the terms of this Agreement shall be effective or binding unless in writing and executed by an authorized representative of the Party waiving its rights hereunder.
10. Attorneys’ Fees. If any action or proceeding relating to this Agreement (including any alternative dispute resolution) or the enforcement of any provision of this Agreement is brought by a Party, the prevailing Party shall be entitled to recover attorneys' fees, costs, expenses, and disbursements (in addition to any other relief to which the prevailing Party may be entitled).
11. Successors and Assigns. This Agreement shall be binding upon the heirs, executors, administrators, successors, transferees, and assigns of the Parties.
12. Assignment. If the Developer transfers ownership of the Project, Developer may transfer its rights and obligations under this Agreement to the purchaser of the Project and shall concurrently provide written notice to City of such transfer, together with a copy of the agreement effectuating the transfer. With the exception of the foregoing, neither Party may assign and/or transfer any interest in this Agreement without the prior written consent of the other Party hereto.
Consent to assignment shall not be reasonably withheld.
13. Severability. If any term or provision of this Agreement is found to be invalid or unenforceable, the City and Developer both agree that they would have executed this Agreement notwithstanding the invalidity of such term or provision. The invalid term or provision may be severed from the Agreement and the remainder of the Agreement may be enforced in its entirety.
14. Counterparts. This Agreement may be signed in counterparts and electronically, each of which shall constitute an original and which collectively shall constitute one instrument.
15. Notices. Any notice to be given or to be served upon any party hereto in connection with this Agreement must be in writing (which may include email and/or facsimile) and will be deemed to have been given and received when delivered personally or forty-eight (48) hours after deposit with any nationally recognized courier service or with the United States mail, first class, postage prepaid, addressed to the party’s principal place of business. Any party may, at any time by giving five (5) days' prior written notice to the other parties, designate any other address in substitution of the foregoing address to which such notice will be given. a. To the City
City of San Jacinto:
595 S. San Jacinto Ave.
San Jacinto, CA 92583
Attn: City Manager
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b. To the Developer:
SanJac 55, LLC
265 Sunrise Highway, Ste. 1515
Rockville Centre, NY 11570
[email protected], with copy to [email protected]
16. Governing Law. This Agreement shall be interpreted and enforced in accordance with the laws of the State of California.
17. Sufficiency of Consideration. The Parties each agree that the consideration provided for the obligations specified herein is legally sufficient and that this Agreement is binding on the Parties hereto. The Parties each specifically waive and release any claim that this Agreement is, in whole or in part, invalid or unenforceable in any respect. [Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have entered into this Agreement to be effective as of the date first written above.
Signature Page to
FEE REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF SAN JACINTO AND SANJAC 55, LLC
“CITY”
CITY OF SAN JACINTO, a California
Municipal Corporation
By: _________________________________
Valarie Vandever
Mayor
“DEVELOPER”
SANJAC 55, LLC, California Limited
Liability Company
By: ________________________________
Daniel J. Schreiber
Managing Member
Attest:
_____________________________________
Julia Espinoza, City Clerk
Approved as to Form:
_____________________________________
RUTAN & TUCKER, LLP
Special Council for the City of San Jacinto