Resolution/Charities Housing – 1601 Civic Center Drive Page 1 of 4 Rev: 7/27/2023
RESOLUTION NO. 23-9286
A RESOLUTION OF THE CITY OF SANTA CLARA,
CALIFORNIA, APPROVING AN AGREEMENT BETWEEN THE
CITY OF SANTA CLARA AND CHARITIES HOUSING
DEVELPOMENT CORPORATION AND AFFILIATES FOR THE
CIVIC CENTER AFFORDABLE HOUSING PROJECT LOCATED
AT 1601 CIVIC CENTER DRIVE, SANTA CLARA (APN: 224-49-
006)
W
HEREAS, in 1964, the City sold this site to the Community Methodist Church of Santa Clara and recorded an indenture limiting the use of approximately one third of the site as a setback for landscaping, gardening, and uncovered parking to be consistent with the City’s Civic Center plan;
WHEREAS, removing the indenture will increase the development potential of the property and make affordable housing more feasible on this site;
WHEREAS, on September 2, 2021, Charities Housing Development Corporation of Santa Clara County filed an application to redevelop the property at 1601 Civic Center Drive from office use to residential as a 100% affordable housing project. The proposed development would include 106 income restricted units and two manager units for a total of 108 units; WHEREAS, on November 15, 2022, the City Council adopted resolutions to adopt the Mitigated Negative Declaration (MND) and the Mitigation Monitoring and Reporting Program (MM RP) for the Civic Center Family Housing Project, to approve a General Plan Amendment from Community Commercial to High Density Residential, to approve a Rezone from General Office (OG) to Planned Development (PD) to allow a five-story affordable housing development, and to authorize the City Manager to negotiate and execute a density bonus agreement in a form approved by the City Attorney;
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Resolution/Charities Housing – 1601 Civic Center Drive Page 2 of 4 Rev: 7/27/2023
WHEREAS, on May 16, 2023, the County of Santa Clara Board of Supervisors approved delegation of authority to the County Executive, or designee, to negotiate, execute, amend, or terminate all legal documents relating to one or more loans with Charities Housing Development Corporation of Santa Clara County or affiliate, in an amount not to exceed $12,100,000 for the development of 106 new affordable housing units, plus two manager's units for a housing project to be located at 1601 Civic Center drive in Santa Clara; WHEREAS, on May 16, 2023, the County of Santa Clara Board of Supervisors adopted a Resolution as a responsible agency for the Civic Center Multifamily Affordable Housing Development confirming that the Board has independently reviewed and considered the information contained in the environmental record for the project, and making required California Environmental Quality Act findings. adopted a resolution making California Environmental Quality Act findings for the Civic Center Project at 1600 Civic Center Drive, Santa Clara; WHEREAS, on June 27, 2023, the City Council approved a budget revision to reallocate $1,600,000 in Santana West Development Project Settlement funds from the 1601 Civic Center Drive project to the proposed Benton/Lawrence Family Interim housing project and replaced these funds by allocating $1,600,000 from housing impact fees collected in the City Affordable Housing Capital Fund;
WHEREAS, on October 10, 2023, the City Council conducted a duly noticed public meeting, at which time all interested persons were invited to provide testimony and evidence, both in support of and in opposition to the proposed delegation of authority to enter into a Loan Agreement and release the land indenture;
WHEREAS, the Project Documents, including the Loan Agreement, will help address the City’s housing needs at a broad range of income levels by providing the City with 108 housing units, of which 106 will be affordable to households with Area Median Income (AMI) levels ranging from 30% to 50% AMI; and,
Resolution/Charities Housing – 1601 Civic Center Drive Page 3 of 4 Rev: 7/27/2023
WHEREAS, implementation of the Project will require myriad permits, approvals, entitlements agreements, permits to enter, utility services, subdivision maps, building permits, and other authorizations in order to implement the Project, including but not limited to a Loan Agreement, Deed of Trust, Promissory Note, Affordable Housing Agreement and Regulatory Agreement (together, the “Project Documents”).
NOW THEREFORE, BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:
1. That the City Council hereby finds that the above Recitals are true and correct and by this reference makes them a part hereof;
2. That the City Council hereby approves and authorizes the City Manager to negotiate and execute a Loan Agreement with Charities Housing Development Corporation of Santa Clara County for a loan of up to $4,944,484 to support the construction of 106 affordable housing units and 2 manager units located at 1601 Civic Center Drive; to make modifications to the Loan Agreement and attachments consistent with the attached Term Sheet and as reviewed by the City Attorney for form and consistency; to execute all documents necessary (including Deeds of Trust, Promissory Notes, and Affordable Housing Agreements) to implement the Loan Agreement and close escrow and that this funding commitment shall be contingent upon National Environmental Policy Act (NEPA) clearance from HUD; //
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3. That the City Council hereby approves and authorizes the City Manager to execute documents that will release a recorded indenture that currently limits the site's developable area.
4. Effective date. This resolution shall become effective immediately.
I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED
AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE 14TH DAY OF NOVEMBER, 2023, BY THE FOLLOWING VOTE:
AYES: COUNCILORS:
NOES: COUNCILORS:
ABSENT: COUNCILORS:
ABSTAINED: COUNCILORS:
Attachments incorporated by reference:
Becker, Hardy, Jain, and Watanabe, and Mayor
Gillmor
None
Chahal and Park
None
�
/1
ATTEST:_��-�-�--��-
NORA PIMENTEL, MMC
ASSISTANT CITY CLERK
CITY OF SANTA CLARA
1. Construction and Permanent Loan Term Sheet DRAFT - 1601 Civic Center Drive
2. Land Indenture Documents
Resolution/Charities Housing - 1601 Civic Center Drive
Rev: 7/27/2023
1500 Warburton Avenue ● Santa Clara, CA 95050 ● Phone: 408-615-2210 ● Fax: 408-241-6771 ● www.SantaClaraCA.gov Housing and Community
Development
CITY OF SANTA CLARA TERM SHEET (DRAFT)
1601 CIVIC CENTER DRIVE FAMILY APARTMENTS
CONSTRUCTION AND PERMANENT LOAN
Date:
1. Property Description: Civic Center Drive Family Apartments is a proposed brand-new construction development, 5-stories high consisting of 108 residential rental units to be available to twenty-seven (27) homeless individuals and families with special needs earning up to 30% of Area Median Income (“AMI”), twenty-six (26) households earning up to 30% of AMI, 53 households earning up to 50% of AMI and two (2) unrestricted managers’ units (collectively, the “Project” or “Improvements”) located at 1601 Civic Center Drive in Santa Clara identified as Assessor’s Parcel Number 224-49-006 (the “Property”). The Property is owned by Civic Center, L.P., a California limited partnership, an affiliate of Charities Housing Development Corporation of Santa Clara County. The project includes a total of 82 on-site parking space.
2. Borrower: Civic Center, L.P., a California limited partnership.
3. Sponsor/Developer: Charities Housing Development Corporation of Santa Clara County.
4. Guarantor: Charities Housing Development Corporation of Santa Clara County.
5. Amount of City Loan: Up to Four Million, Nine Hundred Forty-Four Thousand, Five Hundred Dollars ($4,944,500).
6. Loan Funding Source: City Affordable Housing CIP Fund
7. Purpose of Loan: Construction and Permanent financing.
8. Loan Term: Three (3) years during Construction Phase; Fifty-five (55) years from Conversion date to Permanent Phase (“Maturity Date”).
9. Interest Rate: 3% simple, fixed throughout the Loan Term. Interest shall accrue on the outstanding principal Loan balance beginning on the disbursement date.
10. Loan Payments: Payments shall be made from share of Residual Receipts and shall be due beginning on the year following the Conversion Date, 120 days from Borrower’s end of fiscal year and every year thereafter . The share shall be City’s pro -rata share of the Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
total original outstanding principal amount due under the soft loans. Principal and interest are due in full upon the Maturity Date.
11. Property Ownership: The Property which is currently owned by the Borrower will be sold to the County of Santa Clara and leased back to the Borrower. The ground lease will be subject to City review and approval.
12. Loan Security and Documentation: The Loan shall be secured by a Deed of Trust on the Property and the Improvements. In addition to the Deed of Trust, the Loan shall be evidenced by a Loan Agreement, Affordable Housing Agreement , Promissory Note, Hazardous Materials Agreement , Security Agreement, Assignment of Construction Contract and Contractor ’s Consent to the Assignment, Assignment of Architect’s Agreement, Plans and Specifications and Architect’s Consent to the Assignment, Payment Guaranty, and any other documents that the City may require in connection with the Loan.
The City Deed of Trust may be junior to a senior deed of trust, subject to a subordination agreement in a form and content acceptable to the City . The City’s A ffordable Housing Agreement shall be recorded against the Property and shall not be subordinate to any senior lien or financing.
13. Affordability Restriction : The City’s Affordability Restri ction (“Affordable Housing Agreement”) shall restrict twenty-seven (27) units rented to homeless households and families with special needs with income levels at or below 30% of AMI, twenty-six (26) units rented to households with income levels at or below 30% of AMI, fifty-three (53) units rented to households with income levels at or below 5 0% AMI and two (2) unrestricted manager’s units. The Affordable Housing Agreement will terminate fifty -five (55) years from the date the Project receives its first certificate of occupancy.
14. Developer Fee: Pursuant to the California Code of Regulations Section 10327(c)(2)(B) (TCAC regulations) on developer fees, the maximum developer fee shall be 15% of the Project’s unadjusted eligible basis, with the maximum cash portion of the development fee equal to or less than $2,500,000 plus $10,000 per unit for each Tax Credit unit in excess of 100 units (the “Developer Fee”). Any portion of the Developer Fee in excess of $2,500,000 plus $10,000 per unit for each Tax Credit unit in excess of 100 shall be deferred, repayable out of the Borrower’s share of the residual receipts of the Project, with a maximum pay-off period of 15 years from the closing of the Permanent Loan (“Deferred Developer Fee”). No interest is allowed on the Deferred Developer Fee.
15. Project Pro Forma: Borrower shall submit to City a pro forma budget reflecting Borrower’s projections of the construction and permanent budget, sources and uses of funds and income and operating expense cash flow for the Project. Borrower will sign a legible final version prior to closing of the Loan as an exhibit to the Loan Agreement.
16. Organization Agreements: Borrower shall submit to City a certified copy of certificate of limited partnership, partnership agreement, certificate of LLC/ articles of o rganization, operating agreement, articles of incorporation, b y-laws, borrowing resolutions and incumbency certificate with all exhibits and amendments thereto and related filings or Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
recorded documents, a current good status certificate and such related documentation as City may request.
17. Property Management Agreement: The management agreement between the Borrower and a property management company, ancillary management documents, and management plan providing for the management or operation of the Project or Improvements shall be subject to City’s approval prior to execution and shall be received as a condition to Conversion to Permanent Loan. Prior to the issuance of the Certificate of Occupancy, the Borrower shall prepare and submit to the City for review and approval a program (the “Maintenance Program”) for the exterior and interior maintenance of the Property and the Improvements. The Maintenance Program may be included within its Management Plan.
18. Other Financing Requirements : As a condition to closing of the Construction Loan Borrower shall procure and deliver to City evidence satisfactory to City that Borrower has obtained all the necessary construction and permanent financing. Construction and permanent financing may include tax-exempt bond financed construction and permanent loans, low-income housing tax credit investment , loans from the County of Santa Clara, loans from the State of California and other financing available for the Project.
19. Plans and Specifications: Final plans and specifications for the Improvements shall be subject to City's approval prior to close of the Construction Loan. City's review and approval may include without limitation review of the following items: architectural plans and details, exterior elevations, interior finish schedule, structural plans and details, plumbing plans, HVAC plans, electrical plans, contractor's cost breakdown, grading plans, drainage, sewer, water, street, electrical and gas plans, plot plans, offsite, and landscaping plans. There shall be no change in the plans and specifications that are approved by City nor any material deviation in construction of the Improvements without City's prior written consent.
20. Prevailing Wage Requirements: Borrower will comply with labor and wage requirements if such are required by any of the financing in the Project.
21. Construction Contract: The construction contract ("Contract") and the general contractor ("Contractor"), to be retained by Borrower to construct the Improvements, shall all be subject to City's approval.
22. Construction Completion Bond: Performance and payment bonds for the construction contract naming the City as co -oblige may be required for the general contractor, acceptable to the City. Any surety for purposes of bonding, including, but not limited to, performance or completion bonds, must be a corporation duly authorized and admitted to transact business and issue surety bonds in the State of California. City may approve, at the request of the Borrower, bonding of the major subcontractors in lieu of bonding of the general contractor.
Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
23. Start of Construction: Start of construction, as evidenced by a notice to proceed, shall occur within 30 days of the financing closing event followed by continuing construction progress. The construction work is expected to be completed pursuant to t he attached Exhibit A from the closing date of the construction financing.
24. Construction Consultant: The City will engage a construction consultant (“Construction Inspector”) for the purposes of reviewing construction documents, monitoring construction draws, reporting on construction progress and inspecting Improvements. The cost of the Construction Inspector shall be invoiced to and paid by the Project. The City shall approve all construction draws.
25. Disbursement: City’s written approval is required for all disbursements during Construction Phase, no matter the source of funds. City shall require that Borrower provide documentation supporting the request for each disbursement of construction sources.
26. Project Cost Savings: Estimated project cost savings shall be calculated before the permanent loan closing based on a third-party development cost audit. Cost savings shall arise when all construction sources - including final senior loan amounts, final equity pay- ins, net operating income less operating expenses (during construction, lease- up and stabilization), and refunds from development deposits - are more than total hard and soft construction costs, including the payment of allowable Developer Fee. All Project C ost Savings, if any, at the issuance of 8609 shall be used to reduce the amount of the City Loan. If required, the City may share project cost savings with other lenders on a pro-rata basis.
27. Due Diligence: As a condition to closing of the Construction Loan Borrower shall provide all reports, studies, approvals, plans, drawings and other due diligence documents, in form and content acceptable to City, as reasonably requested by the City, including without limitation, an appraisal, a Phase I report, an ALTA survey, and preliminary title reports for the Site.
28. Public Liability, Hazard & Property Damage Insurance: As a condition to closing of the Construction Loan Borrower shall procure and maintain public liability , hazard, course of construction/builder’s risk and property damage insurance, and other insurance as required by the City. Borrower shall also procure and maintain workers' compensation and all other insurance required under applicable law, which insurance shall be in a form and amount approved by the City.
29. Title Insurance: As a condition to closing of the Construction Loan Borrower shall procure and deliver to the City an ALTA Extended Policy of Title Insurance, together with such endorsements as City may require, in an amount equal to the principal amount of the City Loan, insuring that City Deed of Trust constitutes a second lien or charge upon the Project subject only to such items as shall have been approved by City. There shall be no exceptions permitted for mechanics’ liens. Such policy shall be issued by a title insurer approved by the City.
Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
30. Hazardous Materials : Borrower shal l represent and warrant, and provide evidence satisfactory to City, that hazardous materials are not being, and will not be stored or used on the Project or Improvements, and that the Project and Improvements are in compliance with all environmental laws, ordinances, and regulations. Borrower shall be solely responsible for any loss, cost, expense, or liability in connection with hazardous materials.
31. Financial Information: During the term of the Permanent Loan, Borrower shall deliver to City within 120 days of the end of each fiscal year, Borrower’s audited income and expense statement, balance sheet, and statement of all changes in financial position signed by authorized officers of the Borrower. In some circumstances, Borrower may request up to 60 additional days for submitting the above documents if unforeseen challenges arise. Prior to close of the Construction and Permanent Loans and during the term thereof, Borrower promptly shall deliver to City such additional financial information as may be requested by City. City reserves the right to review and approve financial statements and other credit information and references prior to closing.
Borrower will submit annual operating and capital budgets to City to demonstrate the ongoing viability of the Project
32. Annual Budget and Quarterly Report: Borrower shall submit on or before the first day of each fiscal year after Completion of construction for the entire Loan Term and Affordable Housing Agreement Term, an estimated annual budget for management of the Property (the “Annual Project Budget”) in accordance with the Management Plan. Borrower shall also submit on a quarterly basis a quarterly report for the management of the Property (the “Quarterly Report”) in a form that is reasonably acceptable to the City. The Quarterly Report shall include a profit and loss statement, budget to date figures, and occupancy report. The City, in its sole discretion may waive the requirement of the Quarterly Report for one or more quarterly reporting periods.
33. Reserves: Consistent with any senior lender or investor limited partner review and approval requirements, withdrawals from Operating Reserves, Social Services Reserves, Replacement Reserves, or any type of reserves are subject to the prior written consent of the City.
34. Lease Requirements: Prior to rental of any of the affordable units, Borrower shall submit a standard lease form to the City for the City’s approval, which approval shall not unreasonably be withheld, conditioned, or delayed. The standard lease agreement shall not be amended in any material respects (except as required by applicable laws) without prior written City approval. Borrower shall enter a lease in the form approved by the City, and containing those provisions required by the City Regulatory Agreement, with each Qualified Tenant of an Affordable Unit. Borrower shall comply with City’s Local Preference Policy.
35. Unit Monitoring Fees : On or before July 1 of each year, commencing on the July 1 following Conversion until the expiration of the Affordable Housing Agreement, Borrower covenants and agrees to pay to the City the monitoring fee for the immediately preceding Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
calendar year or portion thereof, prorated for the number of months in the partial year. The current monitoring fee per unit is $127. The monitoring fee is updated annually in the City’s Municipal Fee Schedule.
36. City Cost Recovery Fee: As defined in the City’s current fees and charges approved for the 2023-2024 fiscal year, Borrower agrees to pay the City the sum of $58,686 due at closing of the City Loan for Multi - Family Loan Origination fee. Borrower agrees to also pay City’s costs including attorney’s fees which shall also be due at closing of the City Loan.
37. Compliance: Prior to closing, the Borrower must be in compliance on all of its projects with the City including, but not limited to, rent and income compliance and document submissions.
38. Conversion: The Borrower will notify the City 90 days prior to the expected date of recording of the Notice of Completion for the construction and will work cooperatively with the City to convene conversion calls starting no less than 75 days from the target conversion date.
39. Conflict: This Term Sheet is not intended to set all of the terms, conditions and documents required by the City for this transaction, which shall include customary provisions and documents to be approved by City (including, but not limited to , all such documents mentioned in this Term Sheet and all City documents evidencing, securing or related to City documents related to this Project, shall in all respects be satisfactory to City (collectively, “City Documents”). If a conflict arises between terms herein and terms in the City documents, the City documents shall prevail.
40. City Approval: The terms set forth herein are subject to approval by the City Council.
41. Expiration: Please execute and return a copy of this Term Sheet to the City no later than September XX, 2023.
EXHIBIT A attached
Term Sheet -City of Santa Clara
Civic Center Drive Family Apartments
November 15, 2023
Accepted by:
Civic Center, L.P., a California limited partnership
By: Civic Center Charities LLC, a California limited liability company, its general partner
By: Charities Housing Development Corporation of Santa Clara County, a California nonprofit public benefit corporation,
its sole member/manager
By:
Mark J. Mikl
Executive Director
Attachment: Exhibit A – Project Milestone
Project Milestone Schedule:
Milestone Date of Completion
1. Site Control January 2020
2. Community Engagement (continuous and ongoing) May 2020
3. Land Use Approval November 2022
4. Submit 4% Tax Credit Application September 2024
5. Begin Construction June 2025
6. Start of Lease‐Up Activities November 2026
7. Complete Construction April 2027
8. 100% Occupancy October 2027
9. Permanent Loan Conversion February 2028
City of
Santa Clara
The Center of What's Possible
10/24/2019
Kathy Robinson
Director of Development
Charities Housing
Sobrato Center for Non-Profits
1400 Parkmoor Ave., Suite 190
San Jose, CA 95126
Dear Kathy:
City Manager's Office
This letter is in response to your inquiry regarding the status of a recorded Indenture on property located at 1601 Civic Center Drive in Santa Clara (Property). The City acknowledges that approximately one-third of the Property is subject to a recorded Indenture for the benefit of the City which restricts its use to landscape gardening and uncovered vehicular parking. This Indenture, recorded by the City in 1964, was intended to restrict the use of the land to be consistent with the City's Civic Center plan.
City staff concurs that removal of this Indenture could increase the development potential of the property and staff would support and recommend to the City Council the removal of this Indenture for the purpose of developing a 100% affordable, housing development project provided terms and conditions are acceptable. Removal of the Indenture and the terms and conditions of the agreement are subject to the discretionary approval of the City Council.
In addition to removal of the Indenture, staff is willing to explore financial participation in the project with the expectation that Charities -would include Measure A funding in the development which will ensure a minimum of 33 % of the homes be set aside as permanent supportive housing to serve homeless families with on site services provided for all the residents.
We look forward to further discussion with Charities about the project. If you have any questions, please do not hesitate to contact me or Jonathan Veach at (408) 615-2297 or via email at [email protected].
~~
Ruth Shikada
Assistant City Manager
1500 Warburton Avenue • Santa Clara, CA 95050 • Phone: (408) 615-2210 • Fax: ( 408) 241-6771 • www.santaclaraca .gov Ci ty_ . .9f .. !?.~t.s-... ~i.~?e\ ................................................ . 1500 W3.rburton Ave.
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ABOVE SPACE SOLELY FOR RECORDER'S USE
• THIS DEED Of TRUST, maJe this ................ Dth. . . ... Jay of ..................... /1.P~il .............. , 1964 BFT\VFEN. COMMIJNI.TY .. ME.THOP..l.ST ... CHURGH. .. OF .. S.AN.TA. .. CLARA,-... a ... corpo.ra.tion ..................... . \X'hose··~,!dic~~·~s ?- (-;°..j!Jc,x"·:::::t~:i:: .... ::::::::::r~;;719.··e~~;·~. (Number anJ Street) (City)
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herein called Trustor. CITY TITLE INSURANCE COMPANY, a California corporation. herein called Trustee, and ........................... , ....................... . ... CITY ... OF ... SANTA ... CLARA, ... .a ... munic.ipal .... cor.po.r.at.ion ....................................................................................... . .. . . .. .. ............ .. . .......... . .............. ............................ .... ................ ......... . ................................................................. herein called Beneficiary, WITNESSETH: That Trustor irrevocably GRANTS, TRANSFERS AND ASSIGNS to TRl.J?TEE IN TRUST, WrTH POWER OF SALE, that property in .... Cj.ty .... o.f ... Santa .... Clar.a ............................. County of.Santa .... Clar.a ................................. , California, described as . ...._ ______ _;;_ ____________ .,-,.,:;;•,~-_;:·.:_:_zJ.'-,-•W.t~<••""'<li' __ ...,_,,,_,,., -- G,1(1 ••-•·'''°''"''"e,.·•"''-'' _________ ...___ PORTION of that certain 12.163 acre tract' ot land conveyed to the City of Santa Clara by Deed recorded in the office of the County RocorJ3r, Santa Clara County, California, in Book 4081 of Official Rccorcisg page 693 therein, more particularly described _as follows:
BEGINNING at a point of intersection of the Westerly boundary of scid lnnds of the City of Sant~-Clara with the Northerly line of Civic Center Drtve (70 feet wide); thence 2long said Northerly line of Civic Center Drive North 89° 37' 40" Ea$t 90.21 feet to a point of tangency with a 30 foot radius curve to t~o left; thenca along the arc of said curvG through a ·central ar.glc of l.12° 23' 04" o.;-i arc distance of 5lLZ4 f0et ;, thence tangent to saicl curve No:c·::.h 2 2 '" 45 • 2 411 West 137 .,83 f Qet. ·to. n point of t ange:ncy ,-Ji th a curve - to the right having a radius of 843.74 feet; thence along the arc of L::st said curve through a central angle of 25° SO' 11n · .. rn arc distance of 360947 feet to a .point of compound curvatur0; thence along the arc of a tangent curve to the right huvinz a T~dius of 535 feet through a central angle of 18° 17' 48" an ,:.re distance of 186081 feet to a point in the Easterly prolongation of the North boundary of those certain l3nds conveyed to tho Community Methodist Church of Santa Clara, a,corporation, by Deed recorded in Book 5417 of Official Records, ~age 596 therein; thence following said Easterly prolong:1tion South 89 49' SO" tve~t. 43.99 feet to the Non:heast col~ner of said lands conveyed ·to' s•ai<l Community i,1ethodist Church; thence along the common boundary of said 12,163 ac~e tract of land and said lands of the ·cornmunitv Methodist Church South 0° 22' 20" Ec2st 202. 70 tact to the Northeast" corner of that certain parcel of land conveyed to said Community ~~thodist Church by Deed file<l for record in Book 5142 of Official RecorJs, page 19~~therein~ thence along the common boundary line of said 12.163 acre tract of land and last said parcel of land South 0° 22' 22" East 519.98 feet to the point of beginning • . , /994 .. before me,
.County. per.ron,1//1 "ppeared
;.subscribed to the within instrument, and Mk now/edged to me that .. ~ .
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J • BARCELL
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INSURANCE COMPANY . ..r
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TOGETHER WITH the rents. issues and profits thereof, SUBJECT, HOWEVER, to the right. power and authority given to and conferred upon Beneficiary by Pa·ragr.,ph 5 of Part B of the provisions incorporated herein by reference to collect and apply such rents, issues and profits, For the Purpose of Securing payment of the indebtedness evidenced by a promissory note, of even date 0 h'.f1' /t6tJcuted by Trustor in the sum of
WENTY:-:-_ONE .... THOUSAND;,o•·-··N.INE .... HUND.RED ... SEVENTY.~SEVEN .... & ......... Dollars, ($ ... 2.l . .,.9.77 .•. 11 ... :'.'..'.':'.::":.'::.'.':' .. "::.), any additional sums and interest thereon which may hereafter be loaned to the Trustor or his successors or assigns by the Beneficiary, and the per formance of eJch agreement herein contained. Additional loans hereafter made and interest thereon shall be secured by this Deed of Trust only if made to the Trustor while he is the owner of record of his present interest in said property, or to his successors or assigns while they are the owners" • of record thereof, and shall be evidenced by a promissory note reciting that it is secured by this Deed of Trust.
BY THE EXECUTION AND DELIVERY OF THIS DEED OF TRUST and the note secured hereby the parties hereto agree that there are adopted and included herein for any and all purposes by reference as though the same were written in full herein the provisions of Section A, including paragraphs l through 6 thereof, and of Section B, including paragraphs 1 through 10 thereof, of that certain fictitious Deed of Trust recorded in the official records in the offices of the County Recorders of the following counties on January 20, 1958, unless otherwise indicated by*, in the books and at the pages designated after the name of each county:
t:OUNTY BOOK PAGE COUNIT BOOK PAGE COUNTY BOOK PAGE C.OUNIT BOOK PAGE COUNTY BOOK PAGE Alameda 8573 236 Imperial 983 545 Modoc 154 324 San Diego 6914 262 Sonoma 1568 44 Alpine "H" 170 Inyo 130 514 Mono 39 237 * San Francisco 7216 79 Stanislaus 1463 210 Amador 74 387 Kern 2896 205 Monterey 1842 388 San Joaquin 2034 538 Sutter 482 503 Butte 907 571 Kings 699 108 Napa 561 140 San Luis Obispo 924 192 Tehama 322 277 Calaveras ll3 472 Lake 288 97 Nevada 241 417 *San Mateo 3334 275 Trinity 72 135 Colusa 250 407 Lassen 136 495 Orange 4169 334 Santa Barbara 1497 161 Tulare 2032 664 Contra Costa '](}~ •f83 Los Angeles T-21 502 Placer 752 219 * Santa Clara 3976 408 Tuolumne 86 421 Del Norte 42 251 Madera 709 374 Plumas 111 49 Santa Cruz 1167 362 Ventura 1583 84 El Dorado 424 117 Marin 1166 337 *Riverside 2209 560 Shasta 555 290 Yolo 532 16 Fresno 4017 268 Mariposa 61 12 Sacramento 3437 263 Sierra 18 194 Yuba n2 19 Gknn 364 428 Mendocino 476 42~ San Benito 237 358 Siskiyou 398 325 flumhnldt -175 ., 11 Merred 1350 139 San Bernardino 4417 170 Solano 913 101, •Hiv,·1,11lt', /.,11n1,1ry ,11, IV~H; *San F11Hlf:'U1.o, .);11111~,y 13, 1•nA; •'San Matcu, J~ou~ry If,, 1•>~8; •S~nf~ Cfat~, Janu,irv 7, l'J'\Q.,, A "'I'\! ,,i ,,11d 1>111v"""'~ ~" ,1dn1'lt•d ,111d. ir11:l1id1•d ltn1,i11 t,v rd,·tt'll(t• 1• M•I f1111[i nfl ttw 1rvr1!P lw1rnf , i 11,. >111,k,,w,wd 1111,1111 1•·,p1Pslq 1l,,,t ,, '111•v "' ,!tiv 11\lli>' Hf ,l,·r,11111 11ild uf ,1111• 11 .. 11, ,, ,,r,,,t,. t11•1n111d,•1 I,,, 11111ilnl t,, 11/lfl M l,jq ,1,ldrt1•~ 11/v('II nlmv~ t .. L,"t'··········/J1•.itc.·•/l:&c:i~~.~~·r=···~•~110 DlSi~lZ::.:~ .... ~, .. ":.':':~.~.•.t 1 ,n ... • ... ,f ,
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STATE OF CALIFORNI~)
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Santa Clara s.r _____ . ____ ·--- .......... County of .... -------- .. ---··----- ----· -- ........ --- ... • .. ----- -..
Onthis__ _______________ , ________ I,3'!:!h_ -------------·---·-... day of______ __Jprj.J~.... ·-·---- ,---, 1994 ... before me, ---,-.::- l~~~--R~a~i~~s----------·ancl" a Ntj~,Juif: ~!T:l!r~-· ·- .. Cormty. personally appeared known to me to be the person(s) whose name(s) ___ s_ ______ .-~~-- ... subscribed to the within instrument, and acknowledged to me that_ executed the same,
lf?ITNESS my hand and official seal,
(SEAL) ..
. FORM 12
ur -----~4 - - -Notary for said Cota
~K J. BARCELL
. My . CciimmasMiif!;;Ji;~i;wAA lil9*;
CITY TITLE INSURANCE COMPJ\G 1,/' Application No, .. 439 . .,_JE, ..... s. {!. -:ft /1.Gn
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1500 \·,'arbu...rrtc.c, AVe.
S2I1ta Clara,
aoor.65_40 PAG!530
INDE:NTURE (
THIS INDEr.1TURE, rnade and
i
7{
entered into this /? day of
g ·-✓,-- .o
~v_;~~ , 1963, between the CITY OF SANTA CLARA, a muni- cipal corporation. of the State of California, herein called the Party of the First Part, and THE CUMMUNITY METHODIST CHURCH OF SAlfTA CLARA, a corporation, herein called the Party of the Second Part,
WITNESS ETH:
THAT, WHEREAS, the Party of the First Part has purchased a substantial acreage of land to insure proper development of a Ci vie Center, and ·
WHEREAS, to effectuate its plan for a Civic Center it is necessary t:ha.t a considerable area be kept open and free from structures and properly landscaped with shrubbery, and
W'iIEREAS, the Party of the Second Part is thE~ owner of prop erty contiguous to the property owned and reservt::d for Civic Center development by the Party of the First Part, and
WHEREAS, the Party of the Second ~art intends J:o plac:e a substantial church and parsonage on its property and lacks ade qua,te space for uncovered parking and proper landscape ga1:~dening on said property, and
WHEREAS, the Party of the Second Part desires to acquire an° estate in a segment of the Party of the First Pm:t:s Civic Center property hereinafter. described and agrees that the estate would meet its requirements if so limited as to last only so long as the use to which such property is put is limited to uncovered parking and landscape gardening, and
WHEREAS, the Party of the First Part 1 s Civic Center plan calls for the area desired by Party of the Second Part to be landscaped and remain structureless, it was to be to the advantage / of the Party of the First Part to sell such an estate providing the use of the property transferred would be so limited, and ' j
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.BDOr 65 { Q PAGE 531
WHEREAS, the Party of the First Part, pursuant to the pro visions of Section 714 of the Charter of the City of Santa Clara, bas .taken all necessary proceedings thereUi.7.der to sell such a limited fee- simple determinable estate in said real property, and
"WHERE..~, in said proceedings the Party of the First Part duly gave notice by publication as required by said Charter of the City of Santa Clara that a sale of said estate in said pro perty would be consummated and that said interest in said pro perty would.be sold to the highest bidder, (said limited estate in said property being no longer needed by the Ci.ty of Santa Clara for municipal purpose_s); and
WHEREAS, at the hearing had pursuant to said notice, the City Council accepted the offer of the Party of t:he Second Part to purchase the fee simple determinable estate in said property from said Party of the First Part, said Party of the Second Part being the highest and best bidder for the purchase of said estate in said property,
Now~· THEREFORE~ THESE PRESENTS WIT:NESSETH:
SECTION 1: The Party of the First Part, for and in consider ation of the sum of Twenty Four Thousand Three Hundred Thirty One and 30/100 Dollars ($24,331.30}, the receipt of which is hereby acknowledged, does hereby sell, convey, confirm, and grant unto the Party of the Second Part that certain real property hereinafter described, so long as it isoot used for other than landscape gar dening and uncovered vehicular parking (excluding vehicular storage), and said real property above referenced in which said estate is conveyed is all that real property located within the City of Santa Clara, County of Santa Clara, State of California, more particularly described as follows:
A portion of that certain 12s163 acre t:ract of land
conveyed to the City of Santa Clara by deed recorded in the Office of the County Recorder, Santa Clara County,
California, in Book 4081 of Official Records commencing at page 693 therein, particularly described as follows:
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Beginning at a point of intersection of the westerly
boundary of said lands of the Cit/J. of Santa Clara --with the northerly line of Civic Center Drive (70 feet wide);
Thence along said northerly line of Civic Center Drive
N 89° 37' 40
11 E, 90.21. et to a point of tangency with a
30 foot radius curve to the left;
Thence along the arc of said curve through a central
angle of 112° 23 1 04n an arc distance of 58.84 feet;
Thence tangent to said curve N 22 ° 45' 24n W ,. 137 .83 feet to a point of tangency --with a curve to the right hav ing a radius of 843.74 feet;
Thence along the arc of last said curve~ through a
central angle of 25° 50 1 11 11 an arc distance of 360.47 feet to a point of compound curvature;
Thence along the arc of a tangent curve to the right
having a radi:tis of .:.5 85 feet through a central angle of 18° 17' 48!1 an arc distance of 186.81 feet t:o a point in the easterly prolongation of the north boundary of those certain lands conveyed to the Community Methodist Church of Santa Clara, a corporation, by deed recorded in Book 5417 of said Official Records at page 596 therein;
Thence following said easterly ~rolongation S 89°
-49' 50
11 W, 43. 99 feet to the northeast corneir of said
lands conveyed to said Community Methodist Church;
Thence along the common boundary of said 12.153 acre
tract of land and said lands of the Community Methodist Chuch S 0° 22 1 2011 E, 202. 70 feet to the no:ctheast corner of that certain parcel of land conveyed to said Community Methodist Churcy by deed filed for record in Book-5142 of said Official Records at page 192 therein;
Thence along the common boundary line of said 12.163
acre tract of land and last said parcel of land S 0° 22' 22 11 E, 519.98 feet to the point of begiil.t.7.ing;
Containing 0.820 acre of land more or less.
SECTION 2: The property of the Party of the Second Part on which the aforementioned church and parsonage is planned to be constructed and which required the additional landscape garden-- ing and parking area to support such planned development is all that land in the City of Santa Clara, County of Santa Clara:, State of California., described as follows:
Beginning at the point of intersection of the westerly
line of that certain 12.163 acre tract of land described in the Deed from Jesse J. Inrnan et ux, to the City of Santa Clara, a municipal corporation, dated May 6 ,, 1958, recorded May 26, 1958 in Book 4081 Official Records, page 694, Santa Clara County Records, with the easterly prolongation of the southerly line of that certain 0.918 acre tract of land des cribed as Parcel Two in deed from Jesse J. ITu."'Tlan et ux, to Lou.is J. Isaia et ux, dated October 15, 1959 ;, recorded - 3 -
)
October 16, 1959 in Book 4577 Official Records, page 308, Santa Clara County Records; thence from said point of be ginning South 89° 49t 50
11 West along said prolongation
and southerly line of said 0.918 acre tract for a distance of 402.17 feet to the southwesterly corner thereof; thence south 0° 18 1 50 11 east along the southerly prolongation ·of the westerly line of said 0.918 acre tract: for a distance of 202.70 feet; thence north 89° 40' 5011 east 402.406 feet to_a point in the said westerly line of the 12.163 acre tract above referred to; thence north 0° 22 1 zon west along said last mentioned line 202.70 feet to the point of be ginning, and
Beginning at a point in the westerly line of that cer
tain 12.163 acre tract of land described in the deed from Jesse J. Inman et ux, to the City of Santa Clara, a muni- _ cipal corporation, dated May 6, 1958, recorded May 26, 1958 in Book 4081 Official Records, page 694, Santa Clara County Records, distant thereon north 0° 22' 2ou we.st 30.00 feet from the southwesterly corner thereof in the northerly line of that certain 3.134 acre tract of land described in. the Deed from Jesse J. Inman et ux, to J.B. Kerley, dated
April 8, 1959, recorded April 19, 1959 in Book 4380 Official Records, page 526, Santa Clara County Records; .- thence from . said point of beginning south 89° 37' 40n west 191.38 feet; c·~~~'.::: thence north 0° 22' 20n west and parallel wj_th the said · westerly line of the 12.163 acre tract for a distance of 525.66 feet; thence north 89° 49' son east 191.47 feet to a point in the said westerly line of the 12 ,, 163 acre traet; thence south 0° 22' zou east along said last mentioned line 524. 98 feet to the point of beginning.. · ·
SECTION 3: The Party of the Second Part agrees and coven ants for itself and its successors as a part of the consideration for this conveyance that the property in which the estate is here in conveyed shall be landscape gardened and the landscape_garden ing shall be so ·restricted and maintained as to be compatible with and complimentary to the landscaping of the City of Santa Clara's Civic Center property,a.nd vehicles shall not be stored on said property .. It is intended that the burdens of these coven ants and restrictions run wi.tb the land described in SECTION 1 and SECTION 2 hereof, and that they are for the direct benefit of said City's Civic Center property so that the benefits of the covenants and restrictions herein contained run with that portion of said City's Civic Center property located in the City of Santa Clara 3 County of Santa Clara, State of California and more partic ularly described as follows:
All of the lands conveyed to the City of Santa Clara
by those deeds recorded in the Office of the County Recorder, Santa Clara County, California in Book. 4081 of Official - 4 -
i
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I
Records at page 694, in pook 4196 of Official Records
at pages 122 and 124, and in/Book 5358 of Official Records at page 331; excepting therefrom that 1.00 acre tract of land conveyed to the County of Santa Clara, California by the City of Santa Clara as described in that Deed filed for record in said County Recorder's Office in Book 5659 of Official Records at page 287 therein.
The gross area of the City lands is 15.802 acres of
land, more or less.
SECTION 4: The term successors as used herein includes
heirs, devisees, assigns, and transferees.
SECTION 5: ·A certified copy of the motion and resolutions of the City Council of the City of Santa Clara duly passed and adopted on the 16th day of July, 1963 is hereto attached, referred to and made a part of this instrument.
IN WITNESS WHEREOF, the parties hereto have caused
these presents to be executed by its duly authorized officers, the day and year first above written.
City; tttorney
V
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<'fit~ e4 al sc;p~ e~ BOOr.654:0 f~Gr5J6
CHerry ·3~7010
TO WHOM IT MAY CONCER.i.~:
EXTRACT OF CITY COUNCIL MI:NuTES OF Tiffi CITY OF SA1'.1TA CLARA FOR MEETING HELD ON J"OLY 16~ 1963 •
Reply To
., ., o ",. .. .., "This being the time and date previously set for the ·sale of certain City-mtned land located on the west side of Lincoln Street, between Civ-ic Center Drive and Warburton Avenue, the Council proceeded to consider this ~,atter. Notice of Intended Sale was published as required by applicable provisions of the City Charter .. An offer, dated March 13, 1963~ was submitted by the Community :Viethodist Church to purchase said above irregularly s1:1aped parcel in the amount of $24,33L,30, including payment for street paving and curbing, and set forth basis of payments, rate of interest on outstanding balance, agreement to use property only for landscaping and vehicular parking unless alternate use is authorized by the City, etc,. The Mayor called for additional bids, proposals and/or offers from the Audience .. No further bids, proposals and/or offers were submitted or received. It was moved by Councilman Fargher, seconded by Councilman Kelle:r, that the time for submission of further bids concerning above proposed sale of City-owned land be closed,. Motion was approved by the Council .. Motion was then made by Councilman Keller, seconded by Councilman Fargher, that the Council accept the above-mentioned offer, ~ubmitted by the Community Methodist Church, and sell said above City-owned land to above organization subject to pro- ·visions contained in the Notice of Intended Sale of City-own;ed Lands: (6/24/63); and, this matter be submitted to the Staff :for preparation of appropriate documents to consummate abgve-saLe ..
Also, the Mayor and City Clerk be authorized to sign and execute necessary documents concerning above sale of City-owned land ..
Motion was approved by the Council., 11 ............................... ,. .... ., .... 0 I, A. S. BEl.!CK, City Clerk of the City
of Santa Clara do hereby certify that the above
and' fore9oin9: is •-i_l_jl'.l,lt ::e~nd._ (;~Ji'r~C.l cop·;, c;{ ~n o-cerpl ,if th~.:~;pu!~s..of·.1:':'°eelmg of tne City
Council .ok .tb~~ City" d ».Ma ·-.Ciar..i, held en
MJYYE';.;f~)t. Ll.
; ·.<~~j~~~~
/_,,. City Clerk
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City_. oz .:::a.Dta. .. C:;l.2..P<:1, .............................................. ::.\lJi' 15 0 Q .. \!ciy,p1:1~q;;_ .... AY?.P .............. ·········· ........... ······· ..... .
S2n!c1_ .. C:lc:.;:c1, .. 9i:JJ.f.L .............................................. . \~;~~:~·~j~·;~~~··i~·;{:2f;g-;i;:::::::.z~:i::::::::::::::;:;;;~~i;;·.·.·.e-;.;;;.;.·-;;.·.··.·.·.·:.··.-·.-:.-.·.·.·.•.·.·_-_-.2.~·-;,__·.~·-;;;:·~;;;.-;;;_-_-.·.·:
( Number and Srreer l ( Cicy > f Sme;
herein olld Tr 11s:or. CITY TITLE INSL"RAXCE COMPANY. a California corporation. herein calb:: Trustee, and .. ·-----····-··-··········-···-············ ... C.ITY ... OF ... Si,.N.TA ... CLARA-, .... .a ... mu..rii.c i pal ... .cor.por.at.ion ......................................... _______ ········--- ·•····································································································•.o••·········•··•···· ·······•····•···································•····························-···herein called Beneficiary, WIT;.\;ESSETH: That Trustor irrevocably GRANTS, TR.AJ."'JSFERS A.(\D ASSIG:SS to TRuSTEE I); TRUST, WITH POWER OF SAU:, that ;,roperty in .... Ci tJL.O.f. ... Santa ... Clar=-----·······county of.Santa ... Clar.<;;:...------..Califomfa. describd as PORTION of that certain 12.163 acre tract· o1 !2nd conveyed to the City of Santa Cla?a by Deed recoTd8d in the office of the County Rcccrdar, Santa Clara County, California, in Book 4081 of Official Records, page 693 therein, more particularly described.as follows! BEGINNING at·a point of intersection of the Westerly bound~~y of • ' • ' t: · h C. . ~ S · Ci .... h ~' ,. . l . .. ~ s2:..G .1£r1a.s 01: 'C;.e ity ot "2.n-cc.,~ ... 21,.,a 1.~11t.~ t:ne- .~o·:rtner y 1:Lne c-r ,.. • . ·- ... D ~. ( 7 0 ,.. .,. . • ) ... ' ~ • ' .. ~ • • L.lVJ.C L.e.i .. e;r rive ree1.. \·nG·e ; l.ne:r.ce 2.1cr:g s,2.1.c. 1'!0Z'l..-~er1.y . line of Civic Cente:r Drive North 89° 37e 40° E~st 90 .. 21 feet t.o a point of tangency with a 30 foot radius cu?vc t~ the left; thencs al on iz the a:rc of said curve th :rcu.2:h. a. central ,-;,., a 1 e of , ! ? 0 7;5 1 n L:.0 - _. -;o.· O - - - - - W •
an. arc distance of sa-.;·_34 -feet;, thance tangent to said c:.1:cve North 22° 45 i z4u West. 1370,83_ fE:et ·to--._·n. ·point of tangency with a curve .. to the right having a radiui of 343o74'feet; th~nce along the £re of 12.st said curve through a central angle of 2S
O
SQ_' 11n ·an arc
distance of 360.47 feet to a .poi~t of compound curvature; thence along the arc of a tangent curva to the right having 2 redius of 585 feet through a central angle of 18° 17 1 43° an 2.rc distance of 186.81 feet to a point in the Easterly prolongation of the North boundary of those certain lands conveyed to the Community Methodist Church of Santa Clara, a,corporatibn, by Deed recorded in:Book 5417 of Official_ Records 3 fiage 596 therein; thence fol loi.zing said Easterly pro iong3.t ion South 8 9 49 '- S 0° tfos t. 43. 99 feet to the Northeast ccl"ner of said lands conveyed ·to" s·aid Conmunity Methodist Church; thence along the comm·on boundary of said 12.163 acre tra.i:t of land and said . _lands of the ·community Methoaist Church South D
O
:22' zou East 20 2 .. 70
fact to the No-rtheast corner of that certain pz.rci~l of land c.onvayed to said Community Methodist Church by Deed_filed for record in Bock 5142 of Official Recor<ls, page .. 1.9 2., .. t.herein; thenc<, a long the comfilon boundarv line of said 12.163 acre tract of land and last said payee! of land· South 0° 22 1 22" East 519.98· feet·to the point of beginning,.