Staff Report — Simi Valley City Council, September 25, 2023

CITY OF SIMI VALLEY

MEMORANDUM
September
25, 2023
TO: City Cou
ncil
FROM: Depar
tment of Environmental Services
SUBJECT: A

DOPTION OF A RESOLUTION APPROVING TRANS FER OF

OWNERSHIP AND THE AM ENDED AND RESTATED A FFORDABLE

HOUSING AGREEMENT BE TWEEN THE CITY OF SI MI VALLEY AND HEYWOOD GARDENS, LP (AHA -2023-0002) ADJU STING AREA

MEDIAN INCOME LEVELS AND EXTENDING THE PERIOD OF

AFFORDABILITY

STAFF RECOMMENDATION
It is recommend the City Council adopt Resolution No. 2023 -45, approving the Assignment and Assumption Agreement (Exhibit 1, page 6) and the Amended and Restated
Affordable Housing Agreement (AHA-2 023-0002, Exhibit 2, page 9) thereby adjusti
ng Area Median Income levels , extending the period of affordability, and other terms.

BACKGROUND AND OVERVIEW
In January 2023, Heywood Gardens, LP, expressed interest in purchasing the 75- unit apartment complex, located at 1770 Heywood Street, from CA Elderly Housing, Inc. The City approved the initial Affordable Housing Agreement (AHA, Attachment A, page
39) in June 1991 with CA Elderly Housing, Inc., which regulates the terms of affordability f or seventy-four (74) affordable units. These 74 units are designated for very low-i ncome households consisting of seniors (62 years or older) or individuals with disabilities with up to 50% of area median income (AMI). The remaining unit was designated for an onsite manager.

The term of the AHA is forty years commencing with the initial occupancy of first unit, which was November 19, 1993, and is set to expire on December 1, 2033. On September 11, 2023, the City held a Tax Equity and Fiscal Responsibility Act of 1983 (TEFRA) hearing to authorize the issuance of tax-exempt revenue bonds by the
California Municipal Finance Authority to finance t he ownership transfer and the rehabilitation of all of the dwelling units. As a result of the terms of the fina
ncing, CA Elderly Housing, Inc. and Heywood Gardens, LP ha ve submitted an Affordable Housing Agreement Amendment/Transfer Application (Attachment A) requesting the City to authorize the change in ownership and approve modifications to the AHA that include extending the AHA income limit to 60% AMI as well as extending the affordability term for an additional ten years, up to December 1, 2043.

AHA20230002HeywoodGardensCCmtg9-25-23 (klk)
AGENDA ITEM NO.

9B
AHA20230002HeywoodGardensCCmtg9-25-23 (klk)

FINDINGS AND ALTERNATIVES
The current AHA (Attachment B, page 52) requires the City to approve the transfer of ownership. The Assignment and Assumption Agreement (Exhibit 1) documents the transfer and that Heywood
Gardens, LP will assume all responsibilities contained
within the current
AHA, which will also grant the authority for Heywood Gardens, LP to enter into
an amended AHA with the City. Both actions are required as conditions of the financing prior to the close of escrow, which is anticipated on October 6 , 2023.

T
he financing associated with the TEFRA bond hearing requires that the units be made available to households with incomes up to 60% a rea median income (AMI). Currently, the units are restricted for very low income or 50% AMI, which was a condition of the original AHA
and the now concluded Participation Agreement (Attachment C, page 95), which was entered into in March 1988. This Participation Agreement provided financial assistance and satisfied additional conditions of other funding sources including the
United States Department of Housing and Urban Development (HUD) to construct the project.

The rental project
will continue to support the existing households with HUD project based vouchers and will be subject to all HUD terms and conditions. Currently, the majority of tenants are in the extremely low income category of up to 30% AMI.

Residents residing in the apartment
complex will continue to only be required to pay
30% of their
income towards rent. The request to modify the AHA income limit from 50% to 60%
AMI will allow for additional housing stability for any households on the cusp of moving into the next income bracket. The modification will not affect any current tenants in a negative manner and may create additional housing opportunities for other residents.

Additionally, the new financing has an affordability period concluding on December 1, 2043. As such, the City’s AHA has been amended to reflect the additional 10 years of affordability. Affordable housing law has changed significantly since 1991; therefore the AHA is an Amended and Restated Agreement, which incorporates the current requirements and terms for affordable rental projects.

Adoption
of the
resolution will authorize the transfer of ownership from CA Elderly Housing, Inc. to Heywood Gardens, LP through the Assignment and Assumption Agreement (Exhibit 1) and will allow for the approval of the amended and restated AHA (AHA-2023-0002, Exhibit 2).

The following
alternatives are available to the City Council:

1. Adopt Resolution No. 2023-45 approving transfer of ownership and the Amended and Restated Affordable Housing Agreement (AHA-2023-0002) thereby adjusting Area Median Income levels, and extending the period of affordability;

2. Provide staff with alternate direction.

Staff recommends Alternative No. 1.
2 AHA20230002HeywoodGardensCCmtg9-25-23 (klk)

SUGGESTED CITY COUNCIL MOTION
I move to adopt Resolut
ion No. 2023 -45 approving transfer of ownership and the Amended and Restated Affordable Housing Agreement (AHA -2023-0002) thereby adjusting Area Median Income levels, and extending the period of affordability.

SUMMARY
In January 2023,
Heywood Gardens, LP, expressed interest in purchasing and rehabilitating the 75-unit apartment complex, located at 1770 Heywood Street, from CA Elderly Housing, Inc. The City approved the initial Affordable Housing Agreement (AHA) in June 1991 with CA Elderly Housing, Inc., which regulates the terms of affordability for seventy-four (74) affordable units . The financing for the purchase and rehabilitation requires amendments to the terms of affordability within the AHA including City authorization of the ownership transfer and amendments to the AHA including income limits and affordability period. Therefore, it is recommended that the City Council adopt the resolution approving transfer of ownership and the Amended and Restated Affordable Housing Agreement (AHA -2023-0002) adjusting Area Median Income levels and extending the period of affordability.
__________________
__________________
Stratis Perros
Environmental Services Director
Prepared by: M
ara Malch, Deputy Environmental Services Director
INDEX Page
Resolution No.
2023-45 .................................................................................................. 4 Exhibit 1 to the Resolution – Assignment and Assumption Agreement ................... 6 Exhibit 2 to the Resolution – Amended and Restated Affordable Housing Agreement (AHA-2023-0002) ................................................................... 9 Attachment A – Affordable Housing Agreement Amendment/Transfer Request ..........39 Attachment B – Affordable Housing Agreement ........................................................... 52 Attachment C – Participation Agreement Application ................................................... 95 3 AHA20230002HeywoodGardensCCmtg9-25-23 (klk)
RESOLUTION NO. 2023-45

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

SIMI VALLEY AUTHORIZING THE TRANSFER OF

OWNERSHIP AND APPROVING THE AMENDED AND

RESTATED AFFORDABLE HOUSING AGREEMENT

BETWEEN THE CITY OF SIMI VALLEY AND HEYWOOD
GARDENS, LP (AHA-2023-0002)

WHEREAS, CITY and CA Elderly Housing, Inc., entered into a Participation Agreement, dated March 28, 1988, which was amended and restated , dated June 17, 1991, and a supplement approved on June 22, 1992 , for purposes of developing affordable housing facilities for senior citizens and handicapped persons at 1770 Heywood Street (“Project”) and were recorded in the Official Records of Ventura County on May 5, 1993, as Instrument Nos. 93- 079806 and 93-079808 and concluded on June 27, 2023; and

WHEREAS, the Project obtained entitlements approved by the City (PD-S- 812, LD-S-500, GPA-9, and Z-S-413), a component of which was a request to develop a 75-unit apartment project reserved exclusively for seniors and disabled individuals in accordance with State and Federal law, and containing- 74 affordable units restricted for very low-income households (50% Area Median Income/AMI); and

WHEREAS, CITY and CA Elderly Housing, Inc., (“Developer”) entered into an Affordable Housing Agreement, the ("Agreement"), dated June 17, 1991, and recorded in the Official Records of Ventura County on July 29, 1991, as Instrument No. 91-108755 and was amended three times; First Amendment approved on March 30, 1992, Second Amendment approved on June 22, 1992, and the Third Amendment approved on April 27, 1993. The Amendments were recorded in the Official Records of Ventura County on May 5, 1993, as Instrument Nos. 93 -079807 and 93 -079809, and on May 11, 1993 as Instrument No. 93-083607; and

WHEREAS, Heywood Gardens, LP (“Owner”) is securing bond financing to acquire and rehabilitate the property and terms of said financing , which require amendments to the terms of Agreement prior to close of escrow, anticipated on October 6, 2023;

WHEREAS, Paragraph 13 of the Agreement requires City approval of a transfer of ownership and on August 3, 2023, Developer and Ow ner requested said approval to transfer ownership of the project and amend terms of Agreement; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SIMI VALLEY DOES HEREBY RESOLVE AS FOLLOWS:

4 AHA20230002HeywoodGardensCCmtg9-25-23 (klk)
SECTION 1. T he City Council is supportive of Owner’s purchase and rehabilitation of the Project and hereby approves the Assignment and Assumption Agreement (Exhibit 1).

SECTION 2.

T he City Council approves the Amended and Restated
Affordable Housing Agreement (AHA-2023-0002, Exhibit 2), which repeals and replaces the Agreement and amends the affordability period expiry to December 1, 2043, increases permissible income limit to 60% AMI, and amends other terms consistent with affordable housing laws.

SECTION 3.

The City Manager is authorized to execute the Assignm ent and Assumption Agreement.

SECTION 4.

The City Manager is authorized to execute any amendments necessary to AHA-2023-0002 to conform to terms of financing and facilitate the close of escrow.

SECTION 5. The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the Office of the City Clerk.

PASSED and ADOPTED this 25th day of September.

Attest:

Lucy Blanco, City Clerk Fred D. Thomas, Mayor of the City of Simi Valley, California

Approved as to Form: Approved as to Content:

David L. Caceres, City Attorney Brian Paul Gabler, City Manager

Stratis Perros
Environmental Services Director
5 EXHIBIT 1
AHA20230002HeywoodGardensCCmtg9-25-23 (klk)

ASSIGNMENT AND ASSUMPTION

OF AFFORDABLE HOUSING AGREEMENT

THIS ASSIGNMENT AND ASSUMPTION OF AFFORDABLE HOUSING AGREEMENT (this “Assignment”) dated as of September 25, 202 3 (the “Effective Date”), is entered into by and between CA Elderly Housing Inc., a Georgia nonprofit corporation (“Assignor”) and Heywood Gardens, LP a California limited partnership (“Assignee”) with the consent and agreement of the City of Simi Valley , California, a municipal corporation (“City”) with reference to the following:

RECITALS:

A. CA Elderly Housing, Inc. entered into an Affordable Housing Agreement on June 17, 1991, recorded in the Official Records of Ventura County on July 29, 1991, as Instrument No. 91 -108755 ("Agreement"). Subsequently, the Agreement was amended three times (“Amendments”): First Amendment approved on March 30, 1992, Second Amendment approved on June 22, 1992, and the Third Amendment approved on April 27, 1993. The Amendments were recorded in the Official Records of Ventura County on May 5, 1993, as Instrument Nos. 93-079807 and 93-079809, and on May 11, 1993 as Instrument No. 93-083607.

B. Assignor desires to transfer all of Assignor’s right, title and interest in and to, and obligations under, the Agreement and Assignee desires to accept such assignment from Assig nor and to assume and be bound by all of the terms and conditions of the Agreement.

C. Pursuant to Paragraph 13 of the Agreement, Assignee confirms that they have been fully informed of the terms of the Agreement and the benefits/burdens conferred therein and agree to assume all duties and obligations, as well as the rights and benefits that the Assignor enjoys under the terms of the Agreement.

A G R E E M E N T:

NOW, THEREFORE, in consideration of the foregoing recitals, which are a part of this Assignment, a nd the mutual covenants and undertakings hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Owners do hereby agree as follows:

1. Assignment. As of the Effective Date, Assignor hereby assigns, conveys, transfers and sets over unto Assignee, any and all right, title and interest of Assignor in and to, and all obligations of Assignor under the Agreement.

2. Assumption. By its execution of this Assignment and pursuant to Paragraph 13 of the Agreement, Assignee agrees to, as of the Effective Date, assume and perform all obligations of Assignor under the Agreement.

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3. Governing Law. This Assignment shall be construed under and enforced in accordance with the laws of the State of California.

4. Further Assurances. Assignor and Assignee each agree to execute and deliver to the other party, upon demand, such further documents, instruments and conveyances, and shall take such further actions, as are reasonably necessary or desirable to effectuate this Assignment.

5. Successors and Assigns. This Assignment shall inure to the benefit of, and be binding upon, the successors, executors, administrators, legal representatives and assigns of the parties hereto.

6. Facsimile Signature; Counterparts . This As signment shall be effective and enforceable against the parties hereto if executed by facsimile signature and/or in multiple counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute one and the same document.

IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment on the date first set forth above.

BUYER:

Heywood Gardens, LP, a California
limited partnership
By: REBUILD AMERICA-SIMI VALLEY,
LLC, a California limited liability company,
its General Partner
By: REBUIILD AMERICA, INC. a
California non-profit public benefit
corporation, its Manager

By:

Mark J. Kemp, its President

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SELLER:

CA ELDERLY HOUSING, INC., a
Georgia nonprofit corporation

By:

Gerald E. Eickhoff, its President

CONSENTED TO:

City hereby consents to the Assignment and to the terms of said Assignment and hereby agrees to accept performance under the Agreement from Assignee.

IN WITNESS WHEREOF, City has executed this Assignment on the date first set forth above.

CITY:

The City of Simi Valley
a municipal corporation

By: ________________________________
Name: Brian Paul Gabler
Title: City Manager

APPROVED AS TO FORM AND LEGALITY:

By: ______________________________
Name: David L. Caceres
Title: City Attorney

8 EXHIBIT 2

SPACE ABOVE FOR RECORDER‘S USE
ONLY

The Undersigned d eclares that this
document is recorded for the b enefit of
the City of Simi Valley and therefore is
exempt from the payment of a recording
fee pursuant to Government Code
Section 6103 & 27383.

APNs: 632-0-606-735, 632-0-060-625

CITY OF SIMI VALLEY

AMENDED AND RESTATED

AFFORDABLE HOUSING AGREEMENT

HEYWOOD GARDENS APARTMENTS
(HEYWOOD GARDENS, LP)

The land referred to in this Amended and Restated Affordable Housing Agreement (AHA-2023-0002) is situated in the
City of S imi Valley, County of Ventura, State of
California on 4.11-acres across two parcels located at 1770 Heywood Street , more particularly described in Exhibit “A”, attached.

These Restrictions provide rights to the City of Simi Valley in regulating the rental of the subject 75-unit apartment project, containing seventy-four (74) affordable units and one (1) Manager unit through December 1, 2043.

CITY OF SIMI VALLEY
Attn: City Clerk
2929 Tapo Canyon Road
Simi Valley, CA 93063
9 AMENDED AND RESTATED

AFFORDABLE HOUSING AGREEMENT

HEYWOOD GARDENS APARTMENTS

HEYWOOD GARDENS, LP

THIS AMENDED AND RESTATED AFFORDABLE HOUSING AGREEMENT (AHA- 2023-0002) (“Agreement”) dated as of September 25, 2023 (the “Effective Date”) is entered into among the City of Simi Valley, California, a municipal corporation, hereinafter referred to as “City” and Heywood Gardens, LP , a California limited partnership, hereinafter referred to as “Owner”. The City and Owner are sometimes referred to as the Parties.

RECITALS
A. The Project Site consists of 4.11 acres across two parcel s located in the City of Simi Valley, County of Ventura, State of California, as described in Exhibit “A”, hereinafter referred to as the “Project Site”.

B. The Owner is securing a tax credit allocation from the Tax Credit Allocation Committee (TCAC) and desires to purchase the Project Site from CA Elderly Housing, Inc., and is requesting a modification of the Agreement to permit seniors and individuals with d isabilities with greater than 50% of the Area Median Income (AMI), and not to exceed 60% of the AMI, to occupy the units.

C. All entitlement permits for the Project Site have been approved by the City (PD-S-812, LD -S-500, GPA -9, and Z -S-413) hereinafter referred to as the "Project Approvals", a component of which was a request to develop a 75-unit apartment project reserved exclusively for seniors in accordance with State and Federal law, and containing- 74 affordable units, hereinafter referred to as the "Project", on the Project Site.

D. City and CA Elderly Housing, Inc., entered into a Participation Agreement dated March 28, 1988, which was amended and restated dated June 17, 1991, and a supplement approved on June 22, 1992 for purposes of developing affordable housing facilities for senior citizens and handicapped persons at the Project Site and were recorded in the Official Records of Ventura County on May 5, 1993, as Instrument Nos. 93-079806 and 93 -079808. The Particip ation Agreement was concluded o n June 27, 2023.

E. City and CA Elderly Housing, Inc. entered into an Affordable Housing Agreement on June 17, 1991, recorded in the Official Records of Ventura County on July 29, 1991, as Instrument No. 91- 108755 (" Original Agreement"). Subsequently, the Original Agreement was amended three times (“Amendments”): First Amendment approved on March 30, 1992, Second Amendment approved on June 22, 1992, and the Third Amendment approved on April 27, 1993. The Amendments were recorded in the Official Records of Ventura County on May 5, 1993, as Instrument Nos. 93- 079807 and 10 93-079809, and on May 11, 1993 as Instrument No. 93- 083607, with an affordability period concluding on November 19, 2033.

F. This Agreement among the City and Owner rescinds the Original and the three subsequent Amendments. Furthermore, this Agreement among the City and Owner shall supersede all provisions related thereto in the Original Agreement and the three subsequent Amendments dated prior to the Effective Date subject to the final transfer of property ownership.

G. Owner and City enter into this Agreement to designate the terms, conditions, and methods under which the 74 AHUs are to be offered for rent to qualified senior or households with the primary tenant having a disability pursuant to the criteria in effect in the Section 8 Rental Assistance Program, or its successor Federal program.

NOW THEREFORE, City and Owner (as owner of the real property interests described above) declare that the Project Site shall be held, transferred, encumbered, used, sold, conveyed, leased and occupied subject to the covenants, conditions and restrictions hereinafter set forth expressly and exclusively for the use and benefit of said property. Each and all of the restrictions, limitations, conditions, covenants, liens, reservations and charges herein contained shall run with the land and be recorded on the property title and shall be binding on Parties, their grantees, successors, heirs, executors, administrators, devisees or assigns, and all subsequent owners of all or any part of the Project Site, during the term of this Agreement.

In consideration of the mutual promises, obligations, and covenants herein contained, the City and Owner agree as follows:

1. DEFINITIONS

1.01 “ AHU” or “Affordable Housing Unit” means each of the seventy-four (74) units within the Project, which shall be reserved for rental to Qualified Tenants in accordance with the terms of this Agreement.

1.02 “ Affordable Rent” means, for a Income Qualified Household, a monthly rent that does not exceed one- twelfth (1/12 th) of thirty percent (30%) of sixty percent (60%) of Area Median Income for a household size appropriate to the Unit. The maximum monthly rental amount of the Units shall be adjusted annually by the formula set forth above upon the promulgation of revised Area Median Income figures. Actual rent charged may be less than such maximum rent.

1.03 “ Area Median Income” (AMI) means the annual median income, adjusted according to household size, for the County of Ventura, as most recently published and updated by the United States Department of Housing and Urban Development (“HUD”), and as set forth in Title 25, California Code of Regulations Section 6952, issued by the California Department of Housing 11 and Community Development, or any other comparable source deemed appropriate by the City.

1.04 “ Certificate of Occupancy” shall mean any Certificate of Occupancy or equivalent issued by the Building Official of the City of Simi Valley, which indicates that occupancy of the Project has been authorized.

1.05 “ Density Bonus Law” means California Government Code Section 65915 et seq., pertaining to Density Bonuses and Other Incentives.

1.06 “ Director” shall mean the Environmental Services Director of the City of Simi Valley.

1.07 “ Gross Income” means all payments from all sources received by a person (together with the gross income of all persons of the age of 18 years or older who intend to reside with such person in one residential unit) , whether in cash or in kind as calculated pursuant to the Department of Housing and Urban Development (“HUD”) Regulations in effect as of the Date of this Agreement.

1.08 “ HUD” means the U.S. Department of Housing and Urban Development or any successor agency.

1.09 “ Income Limit Schedule” means the Schedule of Income Limits for the County of Ventura most recently published and updated by the United States Department of Housing and Urban Development (“HUD”), and as set forth in Title 25, California Code of Regulations Section 6952, issued by the California Department of Housing and Community Development including the Very Low -Income Limits for Ventura County, adjusted by household size.

1.10 “ Initial Rent ” means the amount charged to a Qualified Tenant for first occupancy of an AHU immediately after the Certificate of Occupancy or equivalent is issued for the Project.

1.11 “ Initial Rent Date” means the first occupancy date of an AHU by a Qualified Tenant immediately following the issuance of a Certificate of Occupancy or equivalent for the Project, which was November 19, 1994.

1.12 “ Initial Tenant Costs” shall mean all deposits and fees, exclusive of the first month’s rent, charged to a Qualified Tenant prior to occupying an AHU.

1.13 “ Manager” shall mean that person (or persons) who resides within the Project and has been hired by Owner to provide on- site management duties.
12 1.14 “ Qualified Tenant” means a renter household or rental applicant household who meets the I ncome Limits and Age/D isability Status criteria herein for eligibility at the time of the initial tenancy (i.e., the date of initial occupancy as evidenced by execution by the tenant household of the initial Lease or Rental Agreement with the Owner).

1.15 “ Restricted Rental Period” shall have the meaning set forth in Paragraph

3.02 of this Agreement.

1.16 “ Restricted Rental Rate” means a rental payment regulated by the terms of this Agreement.

1.17 “ Income Limits and Age/Disability Status” means persons or families whose incomes do not exceed the qualifying limits of 60% AMI and whose head of household is sixty-two (62) years of age or older or has a disability pursuant to the criteria in effect in the Section 8 Rental Assistance Program, or its successor Federal program.

2 DESIGNATION OF AFFORDABLE HOUSING UNITS; REGULATORY

INCENTIVES

2.01 Designation of a seventy-five (75) -unit apartment project containing seventy-four (74) Affordable Housing Units. In exchange for a concession and waivers under the Density Bonus Law, Owner agrees that at all times during the term of this Agreement, seventy -four (74) units on the Project Site will be designated to be occupied exclusively by Qualified Tenants at the restricted rents identified in Paragraph
Error! Reference source not
found. (the “AHUs”).

2.02 Incentives and Waivers. Government Code Section 65915(d) requires that cities and counties provide a developer of a housing development that meets the requirements defined in subsection 65915(b) a specific number of “concessions or incentives” to Owner to assist with the feasibility of the affordable housing project. The number of concessions provided depends on the percentage of the housing development that will be reserved for households at a particular income level. In addition, Government Code Section 65915€ provides that a city or county shall not apply development standards that will have the effect of physically precluding the construction of a development meeting the criteria of subdivision (b) at the densities or with the concessions or incentives permitted by Density Bonus Law. Owner hereby acknowledges receipt of at least one additional concession or incentive in exchange for Owner’s agreement to restrict the rents of the Affordable Housing Units.

13 3 TERM

3.01 Term of Agreement . Pursuant to the P rior Agreement , the term of this Agreement shall be continuous through the conclusion of the Restricted Rental Period as defined in Section 3.02

3.02 Restricted Rental Period. City and Owner agree that the Restricted Rental Period for each AHU shall terminate December 1, 2043.
4 TIME CONSTRAINTS

4.01 Maintenance of Entitlements. Owner shall maintain compliance with PD-S- 812 including extensions and/or modifications. Any violation of PD -S-812 may result in the City declaring this Agreement null and void.

4.02 Inspection of AHUs. The AHUs shall receive final inspection approval for all rehabilitation work concurrently with the date that the unit receive final inspection and approval and approval by the C ity Building and Safety Department. Time is of the essence in the re-occupancy of the AHUs.

5 RENTS

5.01 Initial Rents. The initial gross rent for each AHU in the Project (the “Initial Rents”) shall be in conformance with the allowable “Affordable Rent” for households earning up to sixty percent (60%) of the Area Median Income (AMI), as defined in California Health and Safety Code Section 50053. For households earning up to sixty percent (60%) of the Area Median Income (AMI), the Initial Rent shall be the product of thirty (30) percent times sixty (60) percent of the Area Median Income for Ventura County adjusted for household size appropriate for the unit or if the household is a Section 8 voucher holder, the Fair Market Rent as qualified by Section 8 program with the tenant portion of the rent not exceeding 30% of the household income.

Initial Rent must be adjusted by the utility allowance established by the Area Housing Authority of the County of Ventura, except as provided in Section

5.03 of this Agreement.

5.02 Security Deposits. Total deposits including security deposits and any other initial costs required of the Qualified Tenant occupying an AHU, other than the first month’s rent, shall not exceed the tenant portion of one month’s gross rent (without deduction of utility allowance) as determined under Paragraphs
Error! Reference source not found..01 or 5.03. If the security deposit exceeds $500, upon request of the Qualified Tenant, s/he will be allowed to pay the deposit in three equal monthly installments which will be due, together with the monthly rent upon execution of the rental agreement, and on the re nt due date of the following two months of occupancy of the AHU. Monthly installments shall be credited to tenant’s security account. 14 The security deposit shall not be increased as long as the tenant resides in the same unit.

5.03 Rent Adjustments.
(a) “Adjustment Date” means ninety (90) days following California Department of Housing and Community Development (“HCD”) issuance of updated Area Median Income limits (“AMI”), but in any event, not more frequently than annually as long as this Agreement remains in effect.
(b) On each Adjustment Date, the annual rent increase for each of the seventy-four (74) AHUs shall be limited to no more than 30% of the
imputed income limitation applicable to such Unit pursuant to Section 42(g)(2)(C) of the Internal Revenue Code, as modified by Appendix A, if applicable.
(c) Notwithstanding Subparagraph Error! Reference source not found., in no event shall the tenant portion of the rent for any Affordable Housing Unit exceed 30 percent of 60 percent of the Area Median Income amount, adjusted for household size as established by the California Department Housing and Community Development.

6 METHOD OF RENTAL

6.01 Classification. Any unit occupied by a Qualified Tenant as determined per Paragraph 7.01 shall be considered to have satisfied the occupancy requirements set forth above; therefore, must be subject to the Affordable Rent restrictions provided in this Agreement and shall continue t o satisfy such requirements if the tenant is recertified as a Qualified Tenant in accordance with Paragraph 7.02.
7 DETERMINATION OF TENANT ELIGIBILITY

7.01 Qualification Owner shall be responsible for determining, in accordance with the provisions of Title 25 California Code of Regulations Section 6910, et seq., as those sections may be amended, the income eligibility of a potential AHU renter household. On the date an AHU is leased, the gross annual income of a Qualified Tenant occupying said unit shall not exceed the limit for sixty percent (60%) of the Area Median Income (AMI) for Ventura County, as adjusted for the tenant’s household size. Gross income calculations for prospective (and continuing) tenants shall be determined in accordance with 25 Cal. Code Regs. Section 6914. Owner shall determine income qualification of an applicant tenant household by obtaining and reviewing required income records f rom each member of such tenant household. Such records should include, but not be limited to, the most recent federal income tax return of each member of said tenant household, 15 bank records, Social Security Administration statements, pay stubs or other documentation, which verified the household’s annual income (the “Supporting Documentation”). Additionally, Owner shall obtain written certification of the anticipated income of all non- minor members of the tenant household for the 12- month period following the date of determination of income. Also, Owner shall complete and provide to the City an Affordable Housing Program Tenant Certification, Exhibit “B”, prior to use and City reasonably approves such use. Each AHU rented to a Qualified Tenant must be occ upied by that household. Further, any AHU shall not be occupied by the Manager, and the Manager’s unit shall not be designated as an AHU . Owner is to verify the age qualifications of all principal tenants by reviewing appropriate documentation which ident ifies such tenant’s age. Owner is to verify a ten ant’s disability eligibility in accordance with the criteria in effect in the Section 8 Rental Assistance Program, or its successor Federal program.

7.02 Tenant Recertification. Tenant Recertification shall mean the Owner’s annual verification of a Qualified Tenant’s income conducted in accordance with Paragraph

7.01. At l east 60 days prior to each Adjustment Date, Owner shall provide written notice to AHU occupants to complete an Affordable Housing Program Tenant Recertification, Exhibit “C” , and to provide supporting income verification documentation to the Owner prior to the Adjustment Date. In the event that the tenant fails to provide proof of income to Owner on or before the Adjustment Date, such tenant shall be deemed to have committed a material breach of the Lease Agreement and the Lease Agreement shall provide that such breach shall be cause for termination of tenancy. Owner shall not renew the tenant’s lease without such proof of income. Subject to the limitations of State and Federal law, no tenant residing in an AHU shall be denied continued occupancy, solely because their household income has increased such that it exceeds sixty percent (60%) of the Area Median Income (AMI) for Ventura County, adjusted for household size pursuant to Section 1.09. Owner shall keep copies of all AHU Tenant Recertification forms on file and make them available to City upon request.

7.03 Change in Household Composition/Income. Owner shall be responsible for, in accordance with the provisions of the HUD Multifamily Occupancy Handbook 4350.3 Chapter 7, annual recertification, interim recertification (change in household composition), unit transfers, and gross rent changes. 8 OUTREACH PROGRAM

8.01 Outreach and Affordable/Affirmative Marketing Program. Owner shall submit for approval a detailed Outreach and Affordable/Affirmative Marketing Program (the “marketing program”), which shall include, but is not limited to advertising, publicity and promotion, to the Director not less than one hundred twenty (120) days prior to the projected completion of the 16 Project. Owner may not commence marketing efforts of the AHUs as part of its overall Marketing Program for the Project, prior to approval of the Outreach and Affordable/Affirmative Marketing Program by the City, which approval shall not be unreasonably withheld or delayed.

The purpose of the Outreach and Affordable/Affirmative Marketing Program shall be to solicit and obtain Qualified Tenants for occupancy of all AHUs, to establish a waiting list for units that may become available and to affirmatively further fair housing goals by designing a program that attracts prospective Qualifying Tenants of all majority and minority groups in the housing market area regardless of race, creed, color, religion, sex, national origin, marital status, status with regard to receipt of public assistance, or disability. The Affirmative Marketing Program should assure that any persons normally not likely to apply for the AHUs without special outreach efforts, know about the availability of the AHUs, feel welcome to apply and have the opportunity to rent an AHU. The marketing program shall begin prior to the occupancy of any apartment units within the Project and shall include the following:

(a) A print media schedule as show n on attached Exhibit “D” to be published in a newspaper of City-wide or regional circulation; (b) Noticing and listing the Project throughout the life of this Agreement with the Area Housing Authority of Ventura County, the Senior Center, City Hall, Simi Valley Public Library, and, as appropriate for market conditions, the Simi Valley-Moorpark Association of Realtors, Simi Valley faith community, and such other similar agencies as the Director may designate;
(c) Notifying all persons on the Owner’s waiting list for affordable rental housing;
(d) Establishment of a telephone number for the Project with message capabilities to receive inquiries on vacant units, including the Affordable Housing Units throughout the life of this Agreement; (e) Continuous display of the fair housing logo in the rental office and in advertising;
(f) Budget to adequately fund the reasonably necessary expenses of the foregoing.

The Parties hereto agree that, with the exception of Subparagraphs 8.01 (c) (d), and (e) above, the other items listed above shall be implemented only when vacant units are or will soon be available for rental and when there is no one on the Owner’s waiting list for the AHUs.

17 8.02 Waiting List.
(a) From the commencement of the Outreach and Marketing Program and through the Restricted Rental Period, Owner shall establish and maintain a waiting list regarding the applicants for the AHUs and select the prospective Qualifying Tenants on a first-come, first served basis. The waiting list shall include the information requested in Exhibit “E”. In no event may the waiting list be closed during the Restricted Rental Period by Owner.
(b) Owner will not be obliged to rent an AHU to a potential renter on a waiting list unless such potential renter agrees to and does enter into a Lease Agreement which provides that the potential renter agrees to occupy the AHU no later than: (a) forty-five (45) days after Owner notifies such potential renter that the AHU will be available for occupancy, or (b) thirty (30) days after such AHU is vacated by the prior tenant, whichever is later.

8.03 Initial Marketing Plan. The Outreach and Affordable/Affirmative Marketing Program shall be no less intensive in the City of Simi Valley as compared to any other region.

8.04 Awareness of the AHU Availability. Owner shall design the Outreach and Affordable/Affirmative Marketing Program to include provisions that create and build audience awareness of the availability of AHUs and equal housing opportunities.

8.05 Failure to Implement an Outreach Program . If Owner fails to submit for approval and implement an Outreach and Affordable/Affirmative Marketing Program, City shall have the right to implement a marketing program, at Owner expense, for the purpose of soliciting Qualified Tenants for Owner’s AHUs.
9 NOTICES, DISCLOSURES, AND RECORDS

9.01 Notices. During the Restricted Rental Period, Owner shall provide the following notices to tenants at the inception of each AHU tenancy:
(a) Housing Information. Owner shall provide tenants and prospective tenants with information on fair housing regulations and the State and Federal agencies responsible for enforcing them.

(b) Adjustment Date. Owner shall inform each tenant, in writing at the time of occupancy of an AHU, the next Adjustment Date for that unit.

Owner shall be responsible for obtaining proof that these items were received by the tenants and shall keep such proof in the tenant files for inspection by City, if requested. This may be accomplished by having the tenants initial the lease that they have received the above information. 18 Expiration. Owner shall comply with the requirements of Government Code Section 65863.10 and any other then-applicable federal, state or local laws related to the expiration of the affordability period.

9.02 Right of First Refusal/Preservation Notices. During the term of this Agreement, Owner must be in compliance with Government Code 65863.11 and any other then-applicable sections of State law.

9.03 Subleasing Restricted. As part of every rental agreement, Owner shall provide a clause which, by its terms, shall prohibit to the fullest extent allowed by law, the subject AHU tenant from assigning, subleasing or transferring any interest in the unit to another without obtaining the City’ s prior written approval. No such approval will be granted for any sublease which provides for rent or tenant income in excess of that authorized herein.

This provision shall not prohibit Owner and the AHU tenant from entering into a new rental agreement to add additional household members provided that the new tenant household is determined to be eligible in accordance with Section 7.01.

9.04 City Notification. Owner shall make available to City , copies of all notices and housing information delivered under P aragraphs 9.01 through 9.03 within three (3) business days of demand by City. All notices required by Paragraphs 9.01 through 9.03 must be set forth in bold-faced or capitalized letter, in a type face of at least 12 points, and shall be separately initialed by the tenants.

9.05 Notice of Non -Compliance. Upon City determination of a material breach by Owner of the terms of this Agreement, City shall within ten (10) working days after becoming aware of such material breach, provide written notice of the same to Owner in accordance with Paragraph

15.13 herein,
describing the nature of said breach, and Owner shall have a reasonable period of time to cure such material breach prior to Owner being in default hereunder.

9.06 Records. Owner shall maintain complete, accurate, and current records pertaining to the Project, and shall permit any duly authorized representative of the City to inspect records, including records pertaining to income, age, and household size of Residents. All Resident lists, applications, and waiting lists relating to the Project shall at all times be kept separate and identifiable from any other business of the Owner and shall be maintained as required by the City, using record
-keeping for
ms provided
by the City (Exhibits “B” through “F”), or on forms acceptable to the City, in a reasonable condition for proper audit and subject to examination during business hours by representatives of the City. The Owner shall retain copies of all materials obtained or produced with respect to occupancy of the AHUs from application to move-out and for a period of five (5) years thereof. 19 10 CONDITION AND MAINTENANCE OF UNITS/PROJECT

10.01 Project Architecture. All units in the Project shall have the same architectural, exterior, and interior treatments, with the exception of the units to be occupied by the Managers.

10.02 Project Maintenance. Owner shall ensure that sufficient revenues are reserved and expended for maintenance of the Project as required by all applicable laws, and so as to maintain all areas of the Project in a well-kept condition order and repair safe, attractive and continuously functional in accordance with all state and local codes and regulations. Owner further agrees that such maintenance shall be performed in a workmanlike manner on a regular basis and/or as needed and at times which will minimize inconvenience to tenants.
11 REPORTING AND AUDIT REQUIREMENTS

11.01 Status Reports. Beginning on the first anniversary of the Initial Rent Date for the first AHU rented in the Project, and continuing on each such annual anniversary thereafter during the Restricted Rental Period, Owner shall submit the following written reports to the Director:
(a) a copy of the waiting list (Exhibit “E”),
(b) a Unit Summary Report of all Affordable Housing Units (Exhibit “F”).

11.02 Audit. Owner shall permit the City, with reasonable notice and during normal business hours, to inspect the Project Site to verify Owner’s compliance with this Agreement. Owner shall make available to the City, during normal business hours such records as the City may reasonably request to verify such compliance. Should Owner fail to submit timely reports as required by Paragraph

11.01 above, City may cause an audit to
be conducted at the sole expense of Owner, in addition to any other available legal remedies. Owner shall cooperate with any such audit and further agrees to make available to the City all documents relative to rental of the AHUs to verify compliance with the terms of this Agreement. 12 ENFORCEMENT PROVISION

12.01 Enforcement. City has the authority to enforce all the provisions of this Agreement, including the Covenants and conditions contained herein. City may take any enforcement action permitted by law, including but not limited to, a civil action for specific performance of the restrictions and terms of this Agreement, damages for breach of contract, restitution and injunctive relief.

The remedies provided herein are cumulative and not exclusive and shall not preclude City from seeking any other remedy to which it otherwise would be entitled under law or equity, as set forth in Section

15.10. 20

13 SUCCESSORS AND ASSIGNS

13.01 Successors and Assigns. The parties hereto each agree that the obligations and duties contained herein shall be binding upon the City and Owner, and their respective successors and assigns. Owner and its successors shall not assign its rights or delegate its duties or obligations, or sell, transfer, convey, encumber, assign or lease any of the AHUs (other than for individual tenant use as contemplated hereunder or to Mortgage Holders). City and its successors and assigns are deemed the beneficiary of the covenants contained herein, without regard to technical classification and designation. The covenants shall run in favor of City, its successors and assigns without regard to whether City has been, remains, or is an owner of any land or interest thereon. Owner shall provide at a least fifteen (15) day notice to City before any proposed transfer to a successor or assign. The assignee or successor shall agree in writing to assume on behalf of itself and its successors and assigns, all the duties and obligations of the Owner under this Agreement, and any purported assignment will not be valid without such a written agreement.

13.02 Rights of Mortgage Holders. The provisions of this Agreement do not limit the right of the holder of any mortgage, deed of trust or other lien or encumbrance (collectively “Mortgage Holders”) to exercise any of its remedies for the enforcement of any pledge or lien upon the Property, provided however, that the obligations under this Agreement shall survive the exercise of such right through the remainder of the term of this Agreement pursuant to Section

0. 14 RECORDATION OF AGREEMENT

14.01 Recording Agreement. This Agreement shall be recorded prior to issuance of building permits. Owner shall also record, separate from this Agreement the Declaration of Conditions and Restrictions on the Transfer of Title or Interest in Real Property document in the form of Exhibit “G”, stating that the conditions and obligations to which the subject Project is bound shall run with the land.
15 GENERAL PROVISIONS

15.01 Indemnity and Hold Harmless. Owner shall defend and provide legal defense with attorney(s) acceptable to the City, indemnify, and hold harmless the City, their agents, officials, officers, representatives and employees, from and against all claims, lawsuits, liabilities or damages of whatever nature arising out of or in connection with, or relating in any manner to any act or omission of Owner, its agents, employees, and subcontractors, and employees thereof, pursuant to the performance or non-performance of this Agreement. Owner shall thoroughly investigate any and all claim and indemnify the City and do whatever is commer cially 21 necessary to protect the City, its agents, officials, officers, representatives and employees as to any such claims, lawsuits, liabilities, expenses, or damages arising out of this Agreement. Further, Owner shall not bring any claims, cross- claims, actions or cross -complaints against the City, its agents, employees or representatives, arising out of any disputes between Owner and third parties as to the City approvals or the issuance of building permits for this Project.

15.02 Time is of the Essence. The Parties hereto agree that time is of the essence in the performance of this Agreement. No waiver by any of the Parties to this Agreement or the non-performance or any breach of any term, provision or condition of this Agreement or any default hereunder shall be considered to be or operate as a waiver of any subsequent non- performance, breach or default.

15.03 Extension of Time Good Cause. The City may, in its sole discretion, extend one or more time deadlines for performance as referenced in this Agreement for g ood cause. “Good cause” shall include, but shall not be limited to, acts of God, labor strikes, war, riots, pandemics, etc., as shall be determined the City in its sole discretion.

15.04 Modifications. The Parties hereto each agree that no addition to or modification or waiver of any term or provision of this Agreement shall be effective unless set forth in writing, in the same manner and form as originally adopted and signed by both the City and Owner except that the City reserves the right to make minor amendme nts and Owner agrees to consent to minor amendments to this Agreement, which may become necessary due to changes in governmental regulations or other requirements affecting the parties involved in the arrangement of project financing so long as such amendments do not materially or substantially modify the terms contained in this Agreement and do not add to the costs to be incurred by the City. The parties hereto further agree that oral agreements or understandings shall be of no force or effect whatsoever.

15.05 Not for the Benefit of Third Parties . This Agreement does not create any enforceable right, cause of action, or claim in any third party. The Owner, the City or their successors in interest shall be the sole parties who shall have standing to enforce the terms or obligations or to bring suit for damages arising out of a breach of this Agreement.

15.06 Not a Partnership or Joint Venture. This Agreement does not create a partnership or joint venture.

15.07 No Subordination. Owner acknowledges that the City shall not subordinate this Agreement or any of its terms or the separately recorded declaration of conditions and restrictions to any lien, encumbrance or mortgage for the Project.
22 15.08 Non-Discrimination. All of the Units shall be available for occupancy on a continuous basis to members of the general public. Owner shall not give preference to any particular class or group of persons in renting the Units, except to the extent that seventy -four (74) units are required to be leased to seniors earning up to sixty percent (60%) of the Area Median Income (AMI) for Ventura County.

Owner covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use occupancy tenure or enjoyment of the Project nor shall Owner itself, or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the Project. The foregoing covenants shall run with the land.

Owner shall accept as tenants on the same basis as all other prospective tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing program under Section 8 of the United States Housing Act of 1937, or its successor. Owner shall not apply selection criteria to Section 8 certificate holders that are more burdensome tha n criteria applied to any other prospective tenants.

All leases or contracts made relative to the Project, the improvements thereon or any part thereof, shall contain or be subject to substantially the following nondiscrimination clause:
“There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed religion, sex, sexual orientation, source of income, marital status, physical or mental handicap, medical condition, national origin or ancestry in the sale, lease, sublease transfer, use occupancy, tenure or enjoyment of the Project nor shall lessee [or the contractor] or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the election location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the Project.”

15.09 Violation of Conditions of Approval . Any violation of the conditions of any of the Project Approvals will also constitute a violation of this Agreement and shall be enforceable as a breach hereof, as well as any other remedies. 23 15.10 Default. If Owner defaults in the performance or observation of any covenant, agreement or obligation set forth in this Agreement, and if such default remains uncured for a period of sixty (60) days after written notice thereof shall have been given by the City to Owner , Red Stone Equity Partners, LLC, and any lender of record, then the City may declare an “Event of Default” to have occurred hereunder, and, at its option, may take any one or more of the following steps:
(a) By mandamus or other suit, action or proceeding at law or in equity, require the Owner to perform its obligations and covenants hereunder or enjoin any acts or things which may be unlawful or in violation of the rights of the City hereunder;
(b) Have access to and inspect, examine and make copies of all of the books and records of the Owner pertaining to the Seventy-Four (7 4) AHUs;
(c) Take such other action at law or in equity a may appear necessary or desirable to enforce the obligations, covenants and agreements of the Owner.

15.11 Severability. The Parties hereto each agree that should any portion of this Agreement be held invalid or unenforceable for any reason, such determination shall not affect the validity of the remaining portions of this Agreement.

15.12 Covenants to Run with the Land. Owner hereby subjects the Project (including the Project Site) to the covenants, reservations and restrictions set forth in this Agreement. The City and Owner hereby declare their express intent that the covenants, reservations and restrictions set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon Owner’s successors in title to the Project; provided, however, this Agreement, and the covenants, reservations and restrictions hereunder shall automatically terminate at the end of the Restricted Rental Period. Each and every contract, deed or other instrument hereafter executed covering or conveying the Project or any portion thereof shall conclusively be held to have been executed delivered and accepted subject to such covenants, reservations and restrictions regardless of whether such covenants, reservations and restrictions are set forth in such contract deed or other instrument. Owner, by and for itself and each successor to any interest in the Project, hereby specifically acknowledges and agrees to be bound by the covenants contained herein.

15.13 Notices. The parties hereto each agree that all notices or other communications required or permitted hereunder shall be in writing, shall be either personally delivered or sent by United States certified mail or registered mail, return receipt requested, and shall be deemed received 24 seventy-two (72) hours after deposited in the mail in the Counties of Ventura, Orange or Los Angeles, postage pre- paid, addressed to the persons to receive such notice, at the following address:

To City: City of Simi Valley
Attn: Environmental Services Director
2929 Tapo Canyon Road
Simi Valley, CA 93063

To Owner: Heywood Gardens, LP
Attn: Mark J. Kemp
1720 Gracewood Parkway
Bishop, GA 30621

With a Copy To: Rebuild America-Simi Valley GP, LLC
Attn: General Partners
[email protected]

To Investor: RSEP Holding, LLC
c/o Red Stone Equity Partners, LLC
90 Park Avenue, 28th Floor
New York, NY 10016
Attention: General Counsel

To Lender: Citibank, N. A.
388 Greenwich Street, Trading 4
th Floor
New York, New York 10013
Attention: Transaction and Asset Management Group
Re: Heywood Gardens Deal ID No. 50009540

W ith a Copy To: Citibank, N.A.
325 East Hillcrest Drive, Suite 160
Thousand Oaks, California 91360
Attention: Transaction and Asset Management
Re: Heywood Gardens Deal ID No. 50009540

Citibank N.A.
c/o Berkadia Commercial Servicing Department
323 Norristown Road, Suite 300
Ambler, Pennsylvania 19002
Attention: Client Relations Manager
Re: Heywood Gardens Deal ID No. 50009540
Facsimile: (215) 328-0305

25 Citibank, N.A.
388 Greenwich Street, 17th Floor
New York, New York 10013
Attention: General Counsel’s Office
Re: Heywood Gardens Deal ID No. 50009540
Facsimile: (646) 291-5754

Or to the owner of record or successor in title to the subject Project.

Notice of change of address is required and shall be given by written notice in the manner detailed in this Paragraph. Notices required under this Agreement to a Qualified Tenant of an AHU shall be deemed adequately given if transmitted in like fashion to the street address and apartment number of such a Qualified Tenant.

15.14 Attorney’s Fees. The parties hereto each agree that if any party hereto institutes any legal proceedings to enforce any provision of this Agreement or for damages by reason of any alleged breach of this Agreement, the prevailing party shall be entitled to recover from the other party all costs of suit, including such amount as the court may award a reasonable attorney’s fees for services rendered to the prevailing party in such proceeding. The parties hereto further agree that partial granting of the prayed for relief shall be sufficient to constitute “prevailing” in any such action.

15.15 Headings. The Parties hereto each agree that the paragraph headings herein are used only for the purpose of convenience and shall not be deemed to modify, explain or limit the subject of the paragraphs of this Agreement to be considered in their construction.

15.16 Incorporation of Recitals and Exhibits. Recitals A through C are incorporated herein by this reference and Exhibits “A” through “G” are attached and incorporated herein by this reference.

15.17 Compliance with Applicable Laws. Owner and City shall obey all Federal, State, local and special district laws, ordinances and regulations.

15.18 Entire Agreement . This Agreement, together with its attachments and writings expressly incorporated herein, constitutes the full and total understanding between the Parties hereto, construed according to the laws of the State of California, and supersedes all prior agreements between the Parties hereto.

15.19 Execution in Counterparts. This Agreement may be executed in any number of counterparts, each of which, when executed and delivered to City, will be deemed to be an original and all of which, taken together, will be deemed to be one and the same instrument.

26 IN WITNESS THEREOF, the Parties hereto have executed this instrument as of the date first above written.

Attest:

Lucy Blanco, City Clerk
City of Simi Valley, a municipal
corporation

Fred D. Thomas, Mayor of the City of
Simi Valley, California
Approved as to Form:

David L. Caceres, City Attorney
Heywood Gardens, LP, a California
limited partnership
By: REBUILD AMERICA-SIMI VALLEY, LLC,
a California limited liability company, its
General Partner
By: REBUIILD AMERICA, INC. a
California non-profit public benefit
corporation, its Manager

By:

Mark J. Kemp, its President

Approved as to Content:

Brian Paul Gabler, City Manager

Stratis Perros
Environmental Services Director

27 Exhibits List
Exhibit A: Legal Description
Exhibit B: Affordable Housing Program Tenant Certification Exhibit C: Affordable Housing Program Tenant Recertification Exhibit D: Affordable Housing Program Outreach Plan / Print Media Schedule Exhibit E: Affordable Housing Agreement Waiting List
Exhibit F: Affordable Housing Program Unit Summary Report Exhibit G: Declaration of Conditions and Restrictions

28 EXHIBIT "A"

LEGAL DESCRIPTION

Real property in the City of Simi Valley, County of V entura, State of California, described as follows:

PARCEL 1, OF PARCEL MAP NO. LD -S-500, IN THE CITY OF SIMI V ALLEY, COUNTY OF VENTURA, STATE OF CALIFORNIA PER MAP FILED IN BOOK 54 OF PARCEL MAPS, PAGES 70-72, RECORDS OF SAID COUNTY.

EXCEPT ONE-TENTH PART OF THE TOTAL (GROSS) OIL, GAS OR OTHER

KINDRED SUBSTANCES OR OTHER MINERALS EXTRACTED FROM SAID LAND AS

RESERVED IN THE DEED FROM VENTURA LAND AND WATER COMPANY TO ISAAC D. BUDD RECORDED FEBRUARY 7, 1929 IN BOOK 239, PAGE 493 OF OFFICIAL RECORDS.

ALSO EXCEPT AN UNDIVIDED ONE -HALF INTEREST IN AND TO A 9/10THS

PART OF THE TOTAL (GROSS) OIL, GAS OR OTHER KINDRED SUBSTANCES OR

OTHER MINERALS IN, UPON OR UNDER SAID LAND AS RESERVED IN THE DEED FROM PACIFIC SAVINGS AND LOAN COMPANY TO RICHARD F. INGRAM RECORDED JULY 10, 1947 IN BOOK 789, PAGE 376 OF OFFICIAL RECORDS.

APN: 632-0-060-735 (Affects Portion of Said Land) and 632-0- 060-625 (Affects Portion of Said Land)
29 EXHIBIT “B”

CITY OF SIMI VALLEY

AFFORDABLE HOUSING PROGRAM TENANT CERTIFICATION

HEYWOOD GARDENS APARTMENTS, SIMI VALLEY

Manager:

Name: Date:

Address: Phone:

Number of persons in household:

List all persons who reside in unit:

Name

Social Security Number

Age*

*Information on age only required for age restricted projects.

Total Household Income:

1) Previous Year Annual Gross Income (Attach Verification)

Name

Source

Amount

Total Gross Monthly Income:

30 1) Current Monthly Gross Income (Attach Verification)

Name

Source

Amount

Total Gross Monthly Income:

The information on this form is provided solely for the purpose of determining eligibility for the City of Simi Valley Affordable Housing Program. This information is confidential and, except as may be required by the City of Simi Valley or Owner, any use of this information is strictly prohibited without written consent of the applicant. Acknowledgment of this paragraph does not constitute written permission.

I/We certify that the foregoing is complete, true, and accurate to the best of my/our knowledge and is verifiable by the most recent federal tax return and other income documentation provided herewith. I/We are aware that any misrepresentation in this application will constitute a material breach of my/our agreement with the Owner to rent or lease the unit, and will entitle the Owner to prevent or terminate my/our occupancy of the unit.

Signed: Date:

Signed:

Date:

FOR CITY OFFICE USE ONLY
Anticipated Income
Next 12 Months: Household Size:

Income Level: Very Low (50%) Comments: ____________________________ Low (not to exceed 60%)
Approved for Affordable Unit Reviewed by:

Not Approved Date:
31 EXHIBIT “C”

CITY OF SIMI VALLEY

AFFORDABLE HOUSING PROGRAM TENANT RECERTIFICATION

HEYWOOD GARDENS APARTMENTS, SIMI VALLEY

Manager:

Name: Date:

Address: Phone:

Number of persons in household:

List all persons who reside in unit:

Name

Social Security Number

Age*

*Information on age only required for senior-oriented projects.

Total Household Income:

1) Current Monthly Gross Income (Attach Verification)

Name

Source

Amount

Total Gross Monthly Income:

32 The information on this form is provided solely for the purpose of determining eligibility for the City of Simi Valley Affordable Housing Program. This information is confidential and, except as may be required by the City of Simi Valley or Owner, any use of this information is strictly prohibited without written consent of the applicant. Acknowledgment of this paragraph does not constitute written permission.

Signed: Date:

Signed:

Date:

FOR CITY OFFICE USE ONLY
Anticipated Income
Next 12 Months: Household Size:

Income Level:

Very Low (50%) Comments: ____________________________
Low (not to exceed 60%)

Approved for Affordable Unit Reviewed by:

Not Approved Date:

33 EXHIBIT “D”

CITY OF SIMI VALLEY

AFFORDABLE HOUSING AGREEMENT OUTREACH PLAN / PRINT MEDIA SCHEDULE

HEYWOOD GARDENS APARTMENTS, SIMI VALLEY

PUBLICATION NAME AND CITY

DATES APPEARING

SIZE OF ADVERTISEMENT

FROM

_________________________________________________________________________________________________

OFFICE USE ONLY

ATTACHMENTS: __________ Certification of Publication
__________ Sample Copy of Text

34 EXHIBIT "E"

CITY OF SIMI VALLEY

AFFORDABLE HOUSING AGREEMENT WAITING LIST

HEYWOOD GARDENS APARTMENTS, SIMI VALLEY

PROJECT: DATE SUBMITTED:

MANAGER:

DATE
NAME

ADDRESS

PHONE

# OF

BEDROOMS
PREFER

HOUSE-

HOLD SIZE

VERY
LOW or
LOW

DATE PLACED IN
UNIT

35 EXHIBIT “F"

CITY OF SIMI VALLEY

AFFORDABLE HOUSING AGREEMENT

UNIT SUMMARY REPORT OF ALL AFFORDABLE HOUSING UNITS

HEYWOOD GARDENS APARTMENTS, SIMI VALLEY

PROJECT: DATE SUBMITTED:

MANAGER:

UNIT
#

RESIDENT
NAME

DATE
MOVED
INTO
UNIT

MOVE
IN
RENT

RENT
ADJUST
. DATE

RENT
ADJUST.

AMOUNT

CURRENT
RENT

TOTAL
HOUSE-
HOLD
INCOME

# IN
HOUSE-
HOLD

#
BDRMS

VERY
LOW
or
LOW

36 EXHIBIT “G”

DECLARATION OF CONDITIONS AND RESTRICTIONS

REQUESTED BY AND
WHEN RECORDED MAIL TO:

CITY OF SIMI VALLEY
Attn: City Clerk
2929 Tapo Canyon Road
Simi Valley, CA 93063

SPACE ABOVE FOR RECORDER'S USE ONLY

The Undersigned declares that this document is
recorded for the benefit of the City of Simi Valley and therefore is exempt from the payment of a recording
fee pursuant to Government Code Section 6103 and
27383.

APNs: 632-0-606-735, 632-0-060-625
______________________________________________________________________

DECLARATION OF CONDITIONS AND RESTRICTIONS

ON THE TRANSFER OF TITLE OR INTEREST IN REAL PROPERTY

HEYWOOD GARDENS APARTMENTS
(HEYWOOD GARDENS, LP)

The land referred to is situated in the City of Simi Valley, County of Ventura, State of California, and more particularly described in Exhibit A attached hereto and incorporated herein.

Notice is hereby given that the Project and Project Site described herein is conditioned and the transfer of title and/or interest restricted by the City of Simi Valley (City) as set forth in that document entitled Affordable Housing Agreement (AHA -2023-0002) (the "Agreement", recorded in the Official Records of the Office of the County Recorder, County of Ventura, State of California, which is hereby incorporated by reference herein.

Said restrictions expressly prohibit the transfer of title, assignment of rights, or delegation of duties without the express written consent of the City. Said consent shall be conditioned upon the City's receipt of written evidence from the Buyer/Transferee at least 30 days prior to said consent that he/she has been fully informed of the terms of the Agreement and the benefits/burdens conferred therein and agrees to assume all of the duties and obligations, as well as the rights and benefits that the existing Owner/Seller enjoys under the terms of the Agreement.

Said restrictions further require the following:

37 1. The Owner/Seller shall give at least fifteen (15) days’ notice to City before any proposed transfer to a successor or assign. The assignee or successor shall agree in writing to assume on behalf of itself and its successors and assigns, all the duties and obligations of the Owner under this Agreement, and any purported assignment will not be valid without such a written agreement. Said notice shall be personally delivered or sent by certified mail, return receipt requested, to:

City of Simi Valley
Attn: Department of Environmental Services
2929 Tapo Canyon Road
Simi Valley, CA 93063

2. The title company shall immediate notify the City of any attempt to sell or transfer the herein described Project. The Notice shall be personally delivered or sent by certified mail, return receipt requested to the address noted above.

3. The escrow com pany shall immediately notify the City of any attempt to sell or transfer the herein described Project. The notice shall be personally delivered or sent by certified mail, return receipt requested to the address noted above.

As a condition precedent to the opening of escrow, the Owner, designated agent(s) of the Owner, and the escrow officer each have an affirmative duty to fully disclose the terms of the Agreement to each Buyer. Escrow may open only upon receipt of the Buyer's signed and dated statement acknowledging receipt of a copy of the Agreement.

ANY ATTEMPT TO TRANSFER TITLE OR ANY INTEREST IN THE PROJECT DURING

THE TERM OF THE AGREEMENT IN VIOLATION OF SAID AGREEMENT AND THIS

DECLARATION, SHALL CAUSE SAID TRANSFER TO BE VOIDABLE AT THE ELECTION OF THE CITY.

IN WITNESS THEREOF, the parties hereto have executed this instrument on the _______ day of ______________, 2023.

City of Simi Valley, A Municipal Corporation

____________________________
Brian Paul Gabler, City Manager
Heywood Gardens, LP, a California
limited partnership

By: REBUILD AMERICA-SIMI VALLEY,
LLC a California limited liability
Company, its General Partner

Dated: ____________________________

By: REBUILD AMERICA, INC. a
California nonprofit benefit
corporation, its Manager

By: ____________________________
Mark J. Kemp
Its: President

Dated: ____________________________
38 Exhibit "H"
39 ATTACHMENT A
40 41
42 43
44 45
46 47
48 49
50 51
91-108-r.55
Record ·.

Official lecordS·-:f:; __
County of
Ventura
Richardo. Dean
Recorder
8:02am 29-Jul-91 pp 31
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"NO FEE P.EQUIRED"
(Govt cc:e s.c ol03 & 27%)
Recorded Fer The Benefit
Of City Of z�Val':6:
��J)a#.c
RECORDING REQUESTED BY: CA Elderly Housing, Inc.

WHEN RECORDED, MAIL TO:

A Georgia Non-Profit Corporation 1800 Century Blvd.

Suite 11260 Atlanta, GA 30345
City Clerk
City of Simi Valley
2929 Tapo Canyon Drive
Simi Valley, CA 93063

AFFORDABLE HOUSING AGREEMENT/RENTAL
APN 632-060-14, 34, 60
LEGAL DESCRIPTION B ELOW:

A portion of Lot 2 of California Mutual Benefit C olony of Chicago's Subdivision in the City of Simi Valley, as per map recorded in Book 3, page 19 of Miscellaneous Records (Haps), in the Office of the County Recorder of said County, also being described in deeds to Safecare Company Inc. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 and ;nst. No. 84-103973, all of official records of saidCounty. .•

ATTACHMENT B
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52 A.
.B I , 1 I A .L i
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The project site consists of ce�rta in real property located in the City of Simi Valley, County of Ventura, State of California, as described in Exhibit "A· attached hereto (the "Project Site").

B. The Developer has applied to the City for approval of Planned Development · Permit No. PD-S-812, a General Plan Amendment from Co111nercial Office to Very High Density Residential (Conditional), ·a Zone Change/Density Bonus (Z-S-413) from CO to RH-18.25 Conditional, and a lot merger, LD-S-500, (the "Governmental Approvals"). The Government Approvals shall allow an increase in density of 14 residential dwelling units over the number of units which would be permitted on the property at a High Density target of 15 units per acre (the "Density Bonus"). A High Density designation would be consistent with the High Density Residential designation which has been placed on nearby residential properties.

C. Pursuant to Chapter 4.3 of Division 1 of Title 7 of the California Government Code ( comenc i ng wi th:-Sect ion 65915, the City and the deve 1 oper have agreed upon the Density Bonus, in exchange for the Developer's agreement to restrict occupancy of the uni ts in the manner set forth herein, consistent with the requirements of the Density Bonus Law.

0. Pursuant to the City-initiated Measure 8, passed by the citizens of Simi Valley on June 5, 1990, which amends the City's Controlled-Growth Limitation Plan, Developer will be able to apply for the necessary allocation grants to develop the project without undue delay.

E. In consideration of Developer's covenants herein, on June 17, 1991, the City Council of the City adopted Resolution Nos. 91-62, 91-63 and 91-64 approving PD-S-812, LD-S-500, and the Conditional General Plan Amendment (GPA-9), and adopted Ordinance No. 755 on 6-24-91 which approved the Conditional Zoning Change Z-S-413, which includes the Density Bonus, conditioned upon certain restrictions on 75 units, the "Affordable Housing Units" or "AHus•), 74 of which shall be occupied by qualified very low -3- )
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53 income senior households and one unit. of which may be occupied by �l\ property manager.

F. Developer and City enter into this Agreement to _designate the terms, conditions, and methods under which the 74 Affordable Housing Units are to be offered for rent to qualified senior households or handicapped persons pursuant to the Density Bonus Law.

G. Approval of this project pursuant to Article 34 of the Constitution of the State of California was passed by the voters of Simi Valley on June 5, 1990.

NOW THEREFORE, in consideration of the mutual promises, obligations, and covenants herein contained, the City and the Developer hereto agree as follows:

I. DEFINITIONS
. 1.01. "Senior M and "Handicapped" persons refers to persons meeting the requirements of the U. S. Department of Housing and Urban Development (HUD) Section 202 Program funding approval.

1.02. "AHU" or "Affordable Housing Units• means each of the seventy-four (74) Units in the Project which shall be offered to qualified Very Low Income senior or handicapped persons at affordable rents establ 1shed pursuant to the provisions of Section 8 of the U.S. Housing Act of 1937, as amended. These 74 units shall be reserved exclusively for rentals for qualified very low income senior and handicapped households in accordance with the terms of this Agreement.

1.03 "Area Median Income• means the annual median income, adjusted according to household size, for the Oxnard - Ventura Statistical Area in the County of Ventura,. as most recently publ 1shed and updated by the United States Department of Housing and Urban Development ("HUD"), or its successor agency, or any other comparable source deemed appropriate by the City.
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54 1.04 "Very Low Income" refers to the gross annual income of senior or handicapp� household which doei11ot exceed SOS of the Area Median Income, and is sometimes referred to herein as a "Very Low Income Household·.

1.05 •income Liait Schedule• means the Schedule of Income L1,its for the Very Low Income Households, adjusted by household size and based upon the Area Median Income, as published and periodically updated by HUD, or the California Department of Housing and Co11111unity Development, or any successor agency, deemed appropriate by the City.

1.06 •initial Rent Date• means, the date upon which an AHU is first rented for occupancy by a qualified senior or handicapped household.

1.07 "Initial Rent• means, as to each AHU, the monthly ren_tal rate charged by Developer for that AHU, for the period beginning on the Initial Rent Date and ending on the Adjustment Date for that AHU.

1.8 •Adjustment Date• means, for each AHU, the first day of the calendar \
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month illlledhtely following the initial occupancy of an AHU. For example, ) if an apartment is initially occupied on March 15, 1992, then April 1, 1993, and each April 1st thereafter, would be the Adjustment Date for such AHU.

1.9 "Restricted Rental Period• means that period of time during which an AHU shall be offered for rent pursuant to the terms of this Agreement.

The Restricted Rental Period for each AHU shall terminate forty (40) years after the Initial Rent Date of said AHU.

1.10 •Restricted Rental Rate• means a rental payment regulated by the terms of this Agreement.

1.11 "Exempt Unit• means the one {l) un;t designated as a Manager's Unit.

1.12 "Developer• shall mean the individual, corporation, partnership or other legal entity who will hold holding legal title to the project site. -5- 38.BV \
55 ,.,.- . 1.13 "Project" shall mean the 75-unit development including approvals, conditions of approval, construction and all related improvements.

1.14 •Property• shall mean the real property which consists of approximately 4.11 acres of land, known as Assessor's Parcel No. 632-060- 14, 34, 60 upon which the project is to be built.

1.15 ·Huo• means the U.S. Department of Housing and Urban Development.

1.16 •section 8 Program• or "HUD Section 8 Program• or "HUD Section 8 Certificate or Voucher Program• means the presently existing HUD Section 8 Rental Subsidy Program, or any other similar local, regional, State or Federal program of rental subsidy that in the future either supplements or replaces the current program.

1.17 "Participation Agreement• shall mean that Agreement which is entered into between the Co11111unity Development Agency of the City of Simi Valley (the •Agency•) and CA Elderly Housing, Inc. for the purpose of providing Ag,ncy assist.ance for the development of affordable housing facilities for senior citizens.
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2. MUTUAL OBLIGATIONS
The Developer and the City agree that the provision of 74 units exclusively for senior and handicapped households, a Density Bonus from RH-15.0 to RH 18.25, the reduction in parking standards, the accelerated availability of the Residential Building Permit Allocation Grants, and the Agency's approval of funding pursuant to the Participation Agreement, are the priaary considerations for the City's approval of the subject conditional rezoning and Density Bonus, the· conditional General Plan Allendllent and PO permit for this project. Any failure on the part of Developer pursuant to the terms of this Agreement, to so rent to these intended beneficiaries at the rents provided herein shall be deemed to be a breach of this Agreement.
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56 3. CITY'S OBLIGATIONS /
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The City pr011ises to fulf;ll the follow;ng acts and obligations:
(a) The City agrees through the exercise of .its leg.islat1ve and adainistrative powers to the extent authorized by law to grant the Density Bonus consisting of an, additional 14 residential dwelling units over that which RH 15.0 zoning would otherwise permit. City agrees to expedite all plan check subm_ittals on a priority basis. (b) The City agrees to relax the ratio of vehicular parking spaces that would otherwise be required, and may provide other incentives, to the extent described and provided for in the Government Approvals,'-. a 11 1 n accordance with Government Code Sect 1 on 65915. ·

4. DEVELOPER'S QBLJGAJJONS
Developer promises to fulfill the following acts and obligations:

Declaration of Agreement Term. conditions and Restrictions Within ten (10) days after this Agreement has been signed by all parties, or upon close of escrow if this Agreement is signed prior to the close of escrow, Developer agrees to record this Agreement on a basis prior and superior to the lien of all encumbrances not expressly approved in writing by the City. All documents shall be effective on the date they are signed and remain in effect for forty (40) years from the Initial Rent Date for each unit. In addition to any other available remedies, it is agreed that if Deve 1 oper breaches th is Agreement, the Agreement sha 11 be extended accordingly beyond the 40 years on each AHU and senior unit which pertains to the breach. The extension shall be equal to the period of time that each unit was rented in violation of this Agreement. Developer agrees that the City shall execute and record in the office of the County Recorder an amendment so extending the term of the Agreement.

Notwithstanding the above, this extension shall not apply unless and until the breach exceeds a total of thirty (30) days in any calendar year and -7- 38.BW
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5. 6.

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unless the City determines Developer's non-compliance in accordance witlt the verification criteria in Paragraph 12.

USE INAUGURATION
Developer agrees to use inaugurate the project within twenty-four (24) months after the Developer receives the entitlement approvals for the Project.

SENIOR AFFORDABLE PROJECT
(a) Developer agrees to rent all 74 affordable senior/handicapped units in the project exclusively to senior or handicapped households.

Should Developer fail to rent any unit(s) to a senior or handicapped household for any reason, said unit shall remain vacant. (b) conditions of eo-s-e12
Any violation of the conditions of Planned Development Pen1it No.

PD-S-812 shall constitute a violation of this Agreement and shall be enforceable as a breach hereof.

7.0 BEHi.

7.01 Initial Rent
a. The Initial Rent for each of the 74 AHUs shall be established pursuant to the regulations established under Section 8 of the United States Housing Act of 1937, as amended.
b. In the event that the Developer does not obtain sufficient Federal funding necessary to provide Section 8 Rental
Assistance pa.Y1111nts to all households residing within the 74 AHUs, the Developer shall rent those non-Section 8 assisted units to senior or handicapped households earning not more than 50 percent of the median household income for Ventura County, adjusted for household size. Rents shall not exceed JOI of SOI of the area median focome for a one-person
household.
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58 c. Total deposits and any other initial costs required of the tenant by the Devel�er shall not exceed one month's rent as determined under Paragraphs 7.0l(a) or 7.02.
7 .02 Rent Adjustments. On each Adjustment Date, Developer agrees to provide annual rent increases for each occupied AHU in accordance with the provisions of Section 8 of the United States Housing Act of 1937, as amended.
a. In the event that any of the 74 AHU's are rented to very low income households not receiving Section 8 rental assistance payments in accordance with the provisions of Paragraph

8.0l(b), the maximum annual rental rate increase shall not exceed the annual adjustment rate in Social Security payments to seniors.
b. Developer shall not make rental adjustments on any unit more often than once every 12 months. All tenants occupying AHU's shall be informed in··writing, at the time of occupancy, of the annual Adjustment Date on said AHU.

8. M£THOQ OF RENTAL BY DEVELOPER
Developer agrees to the following rental classification and methods:

8.01 Classification
Any unit occupied by a qualified senior or handicapped household renting at the affordable rental rate established under Paragraph 8 hereof shall be considered to have satisfied the occupancy requirements set forth above, and shall continue to satisfy such requirements for the duration of that person's tenancy, un 1 ess Federal regulations require otherwise.

8.02 Exempt Units
There 1s only one exempt unit, which will be reserved for occupancy by an on-site manager.
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8.03 Affordable Housing Units
For purposes of renting the restr1,tid 74 AHUs, .Developer agrees to make all 74 Affordable Housing Units available exclusively to qualified senior and handicapped tenants.

8.04 outreach Program
a. Throughout the term of the Section 8 Rental Assistance Prograa, Developer agrees to implement the Affinaative Fair Housing Marketing Plan as requtred' by HUD. Developer further agrees to notify and receive prior approval from the City if the Marketing Plan 1s to be modified.
b. In the event that Section 8 Assistance becomes unavailable during the term of this Agreement, the Developer agrees to provide to the City a detailed Outreach Program for review and approval by the Director of Environmental Services a minimum . of sixty (60) days prior to the suspension of Section 8 rental assistance payments. The Outreach Program shall include the following:
(1) a print media schedule for advertisement of the units in a newspaper of City-wide or regional circulation;
(ii) noticing and listing the project through the life of the Agreement with the Area Housing Authority of Ventura
County, the Board of Realtors, the Fair Housing
Councils, the Senior Citizen's Center, the County
Library, and City Hall, or such other similar agencies
as the Director of Environmental services may designate; ( 11 i) Not 1 fyi ng a 11 persons 1 n the project's and City's wafting list for senior housing; and
(iv) Budget to adequately fund the foregoing.
c. Developer agrees to implement the above marketing or Outreach Program for the purpose of soliciting and obtaining potential qualified renters to occupy available. The Program shall be -10- 38.BW
60 designed to creatP. and build audience awareness of the ,1 �. !» availability of A�U's. ¥i'
d. Developer agrees that if Developer fails to submit for approval and implement an Outreach Pr�gram, the City shall have the right to implement such as required under 8.04(b) program, at Participant's expense, for the purpose of
soliciting qualified tenants for Developer's AHU's.

8.05 Condition of Property
Developer agrees to ensure that sufficient revenues are reserved and expended for maintenance of the Property as required by all applicable laws, and to maintain all areas of the Property in a well-kept safe, attractive and continuously functional condition.

Such maintenance shall be performed in a workmanlike manner on a regular basis and/or as needed and at times which will minimize inconvenience to tenants.

8.06 Disclosure
During the Restricted Rental Period, Developer agrees to give at the inception of each AHU tenancy and once annually thereafter the following notices to tenants:
a. Housing Information
Developer shall provide tenants and prospective tenants with information on fair housing regulations and the State and Federal agencies responsible for enforcing them.
b. Adjustment Date
Developer shall inform each tenant, in writing at the time of occupancy of an AHU, of the annual Adjustment Date for such AHU.
c. Occupancy
Upon co11111encement of their tenancy, Deve 1 oper sha 11 give written notice to all tenants occupying an AHU that
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restrictions contained herein on the monthly rental charge�/ for the AHU shall be lifted upon expiration of the Restricted Rental Period and that date shall be specified. The notice shall also state that the monthly Rental Rate may be increased after that date without regard to the restrictions herein.

The foregoing notices must be given to tenants in a rental agreement signed by tenants. The notice sha 11 contain a tenant signature line and shall· be signed and dated by the tenant to acknowledge having received a copy thereof.
d. Expiration
Developer shall give two notices to tenants not less than twelve (12) months nor more than thirteen (13) months prior to expiration of the Restricted Rental Period and again not less than six (6) months nor more than seven (7) months prior to expiration of the Restricted Rental Period. Developer shall give written notice to all AHU tenants in the Project stating the date of expiration of the Restricted Rental Period and advising the tenants that upon expiration of the Restricted Rental Period:
(1) The monthly rent charged for an AHU shall no longer be subject to the restrictions contained herein; and,
2) The tenancies of tenants occupying an AHU may be
terminated on thirty (30) days written notice unless
such tenants accept any rent a 1 changes 1 awfu 11 y proposed by Developer. Any tenant, moving into an AHU in the
Project after any notice required under this Paragraph

8.06(d) has been given, shall be furnished a copy of
such notice ( s) upon execution of the rental agreement or upon occupancy of an AHU in the Project, whichever comes first.
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62 e. Right of First Refusa1.,.--,
During the term of·. this Agreement, there shall be no
conversion to ownership interest of any unit in the Project.

One hundred and eighty (180) days before the expiration of the Restricted Rent a 1 Period of the 1 ast AHU hereunder, in addition to the rights set forth in California Government Code Section 66427.1, each tenant shall have:
1) a ninety (90) day right of first refusal to purchase or lease/rent the unit occupied by such tenant; and,
2) a 5" discount off the purchase price, if the units are converted to condominiums. If tenant does not exercise
these rights, City shall have an additional 90 days to
exercise the rights to purchase the unit at the 5"
discount price if it is converted to condominiums.
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Developer shall furnis� copies to City of all notices and ( ) housing information delivered under this Paragraph 9.06 within f.
three business days from delivery of such notice to tenant.

AJJ notices required by this section must be set forth 10 bold-face or capitalized letters, in a type face of at least 12 points, and shall be separately initialed by the tenants,

8.07 Subleasing Restricted
As part of every rental agreement, Developer agrees to prohibit any and every occupant renter from assigning, subleasing or transferring any interest in the unit to another, without obtaining the City's prior approval. No such approval will be granted for any sub-lease which provides for rent in excess of that authorized herein or to a non-senior or non-handicapped household.
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63 8.08 Default By Developer and City Option to Purchase Developer hereby irrevocably grants to the City during the term of this Agreement a first right of refusal to purchase the property either directly, or indirectly through a third party, in the event of a default of this Agreement by the Developer. Developer shall inmediately notify the City of any default under any encumbrance on the property.

9. AHU ELl&IBILITY AND PROCEDURE

9.01 Qualification.
a. Developer agrees to be responsible for determining the eligibility requirements of all tenants of the 74 AHUs in compliance with applicable Federal regulations of Section 8 of the United States Housing Act of 1937, as amended.

If Section 8 or comparable Federal funding is not available in the future, · Deve 1 oper agrees to be res pons i b 1 e for deter11ining, in accordance with the income verification criteria shown in Exhibit C, as it may be amended and approved by the Director of Environmental Services, the income
eligibility of a potential AHU renter household. Developer agrees that the total income of the senior or handicapped household occupying an AHU shall not exceed the most recently published Income Limits for Very Low Income Households, adjusted by household size. Developer agrees to determine the income qualifications of a willing renter household under the Prograa by obtaining and reviewing required income records froa each member of such renter household, including, but not limited to, the most recent Federal income tax return of each IIIIN)8r of said renter household and each renter's proof of Social Security and/or SSI payments. Additionally, Developer agrees to obtain written cert 1 fi cation of the anticipated income of the renter household for the 12-month period
following the date of determination of income. Developer shall provide a copy of the rental agreement and the renter's -14- 38.BW
64 ,.
income certification together with the documents in support thereof to the cittprior to all occupancies. Each AHU renter to a qualified renter must be occupied by that renter.
b. Developer agrees to. verify the age qualifications of all principal tenants by reviewing appropriate documentation which identifies such tenant's age.
c. Developer agrees to verify a tenant's handicap eligibility in accordance with the criteria in effect in the Section 8 Rental Assistance Program, or its successor Federal program.

9.02 Establishment of Waiting List
Developer agrees to establish and maintain a waiting list of all qualified AHU renters. It is agreed the waiting list will include the information requested in Exhibit E. Unless otherwise required under the Section 8 Rental Assistance Program, all qualified potential renters on said waiting list shall be offered available Affordable Housing Un1rts on a first-coma first-served, non discri•1natory basis in COllll)liance with applicable Federal and State regulations. Developer shall not be obligated to rent an AHU to a potent 1 a 1 renter on a waiting 11 st un 1 ess such potent i a 1 renter agrees to occupy such AHU no later than:
(a) sixty (60) days after Developer notifies such potential renter that the AHU will be available for occupancy, or
(b) thirty (30) days after such AHU is vacated by the prior tenant, whichever is later.

9.03 Non-Discrimination
Developer shal 1 not discriminate with respect to rentals of any Units on the basis of race, handicap, marital status, rel ig1on, color, creed, sex, familial status, or national origin. Developer shall adhere to all applicable local, State, and Federal housing -15- 38.BW
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regulations, and shall restrict occupancy of all units to qualifying·• senior households or handicapped households to the extent permitted by law.

10. STATUS REPORTS
Beginning on the first anniversary of the Initial Rent Date for the first AHU rented in the Project, and continuing on each such annual anniversary thereafter during the Restricted Rental Period, the Developer agrees to subllit the following written reports to the Director of Environmental Services:
a.
b.
c.
the rental status of all Units (Cover Page, Exhibit D). a copy of the waiting list (Exhibit E).
a Unit Su11111ary Report of all Affordable Housing Units and household size, monthly rental, amount of subsidy, if any, previous address, age and household income (Exhibit F).

Upon request by City, Developer shall furnish copies to the City of all source documents to substantiate the numbers within such annual report within fifteen business days after receipt of such a request.

Developer further agrees to provide to the City information pertaining to the AHU's or waiting list as the City may reasonable request from time to time in surveying the housing needs for the elderly.

11. &m.ll
Developer agrees to permit the City to inspect the Project Site to verify Developer's cOlll)liance with this agreement. Developer agrees to provide to the City on an annual basis a copy of the HUD audit on the project.

Developer agrees to make available to the City, during business hours, such records as the City may reasonably request to verify such compliance.

Should Developer fail to submit timely reports as required by Paragraph 10 -16- JS.SW
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above, City may cause audit to , . .b� conducted at the sole expense of Developer in addition to any other available legal remedies.

12. VERIFICATION AND COMPLIANCE CRITERIA
In the event that Section 8 funding or equivalent Federal funding becomes unavailable during the term of this Agreement, the parties agree that, on the basis of information supplied by Developer, the following criteria wi 11 be used to verify comp l i ance with the rental , income and age restrictions imposed by this Agreement and to determine the unavailability of qualified senior tenants.
a. Developer has complied, in good faith, with the requirements of the Outreach Program referenced Paragraph 8.04;
b. An up-to-date waiting list of qualified tenants has been maintained at all times;
c. Developer has notified every person on the waiting and referral lists in the project, the Ar'�iHousing Authority of Ventura County, and in the City;
d. All prospective tenants responding to the Outreach Program and on the waiting lists have failed to qualify pursuant to Paragraph 9.01; e. There have been no violations of the terms of this Agreement or of the conditions of PD-S-812 within the last 12 months.

Fulfillment of the above criteria shall be verified through all applicable documentation requested under this Agreement.

13. SUCCESSORS AND ASSIGNS

THE OBLIGATIONS AND DUTIES CONTAINED HEREIN SHALL BE BINDING UPON THE CITY, THE DEVELOPER AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.

DEVELOPER AND ITS SUCCESSORS SHALL NOT ASSIGN THEIR RIGHTS OR DELEGATE THEIR DUTIES OR OBLIGATIONS WITHOUT THE WRITTEN CONSENT OF THE CITY. SAID -17- 38.BW
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CONSENT SHALL BE REQUESTED AT LEAST 45 DAYS PRIOR TO ANY ASSIGNMENT OR 40'!->,-._,_ SALE. THE ASSIGNEE SHALL AGREE TO ASSUME, ON BEHALF OF ITSELF AND ITS " SUCCESSORS AND ASSIGNS, All THE DUTIES ANO OBLIGATIONS OF THE DEVELOPER, ITS SUCCESSOR ANO ASSIGNS. SAID CONSENT SHALL FURTHER BE SUBJECT TO

VERIFICATION OF SELLER'S COMPLIANCE UNDER THIS AGREEMENT BY PRESENTATION OF AN UP-TO-DATE STATUS REPORT AS PER PARAGRAPH 10 HEREOF. IT IS FURTHER

UNDERSTOOD THAT BOTH DEVELOPER ANO SUCCESSORS SHALL REMAIN LIABLE FOR ANY BREACH OF THIS AGREEMENT MADE BY ANY ASSIGNEE. HOWEVER, THE SALE OF ALL

DEVELOPER'S INTEREST SHALL LIMIT ITS LIABILITY UNDER THIS AGREEMENT TO

BREACHES OR VIOLATIONS OCCURRING DURING THE PERIOD OF DEVELOPER'S OWNERSHIP.

DEVELOPER, OR ITS SUCCESSOR(S) SHALL NOTIFY THE DIRECTOR OF ENVIRONMENTAL

SERVICES IN WRITING BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED, AT LEAST THIRTY (30) DAYS PRIOR TO CONCLUDING ANY SALE, LEASE, OR TRANSFER OF TOTAL OR PARTIAL OWNERSHIP OR OPERATING INTEREST IN THE PROJECT. SAID NOTICE

SHALL INCLUDE WRITTEN EVIDENCE FROM THE PROSPECTIVE BUYER OR TRANSFEREE

THAT HE/SHE HAS BEEN FULLY INFORMED CONCERNING THE AFFORDABLE AGREEMENT ) AND THE DECLARATION AND THE BENEFITS/BURDENS THEREOF.

14. INDEMNITY AND HOLD HAMLESS
The Developer on its behalf and that of its successors and assignees, agrees to defend, indemnify and hold the City and its officials, officers, employees, agents and representatives harmless fro• any and all claims of damages, injuries, cla�ms for equitable relief, or alleged civil rights violations, and including any claim of inverse condemnation, arising from Developer's construction, maintenance, operation, or use of the Project, or Project Site or any act or om;ssion of Developer its officers, employees or agents, and froa any and all attorneys fees, costs, expenses and 11ab111t1es incurred on account of any claims, actions or proceedings brought in connection, directly or ;ndirectly, with the Project, project site, or the Governmental Approvals.
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68 GENERAL OBLIGATIONS

15. JIBE JS OF THE ESSENCE
Time is of the essence in the performance of this Agreement. No waiver by either party or the non-performance or any breach of any term, provision or condition of this Agreement or any default hereunder shall be considered to be or operate as a waiver of any subsequent non-performance, breach or default.
l&. NQ NOQJFICATIONS
No addition to or modification of any term or provision of this agreement shall be effective unless set forth in writing, in the same manner and form as originally adopted and signed by both the City and the Developer.

Oral agreements or understandings shall be of no force or effect whatsoever.

17. SEYERABILITY
Should any portion of this Agre�nt be held unenforceable for any reason, such determination shall not affect the validity of the remaining portions of the Agreement.

18. NOTICES
All notices or other conaunications required or permitted hereunder shall be in writing, shall be either personally delivered or sent by United . States certified mail or registered mail, return receipt requested, and shall be deemed received seventy-two (72) hours after deposited in the mail in the Counties of Ventura, Orange or Los Angeles, postage pre-paid, addressed to the persons to receive such notice, at the following address:

TO CITY:

TO DEVELOPER:

City of Simi Valley 2929 Tapo Canyon Road Simi Valley, CA 93063 Attn: City Clerk CA Elderly Housing, Inc.
1800 Century Blvd.

Suite 1260
Atlanta, GA 30345
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Or to the Owner of recorc.i or successor in title to the subj�t property.

Notice of change of address shall be given by written notice in the manner detailed in this Paragraph 18.

Notices to an occupant of a AHU shall be deemed adequately given if transmitted in 1 ike fashion to the street address and apartment nulllber of the AHU of such Occupant.

19. ATTORNEY'S FEES
If any party hereto ; nst i tutes any 1 ega 1 proceedings to enforce any provision of this Agreement or for damages by reason of any alleged breach of this Agreement, the prevailing party shall be entitled to recover from. the other party, all costs of suit, including such amount as the court may award as reasonable attorneys' fees for services rendered to the prevailing party in such proceeding. Partial granting of the prayed-for relief shall be sufficient to constitute •prevailing• in any such action.

20. HEADINGS
The paragraph headings herein are used only for the purpose of convenience and shall not be deemed to modify, explain or limit the subject of the paragraphs of this Agreement to be considered in their construction.

21. INCOBPQRATION OF RECITALS AND EXHIBITS
Recitals A through G are incorporated herein by this reference and Exhibits ·A· through •f• are attached and incorporated herein this reference.
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70 22. RIGHTS OF RENTERS AND POTENTJAL.--RENTERS
Developer acknowledges that AHU and Exempt Unit renters and potential AHU and senior renters are third party beneficiaries of this Agreement and have an independent right to enforce its provisions.
23 •. COVENANTS IQ RUN WITH THE LAND
The Developer hereby subjects the Property to the covenants, reservations and restrictions set forth in this Agreement. The City and the Developer hereby declare their express intent that the covenants, reservations and restrictions set forth herein shall be deemed covenants running with the 1 and.

24. ENTIRE AGREEMENT
This Agreement, together with ;ts attachments and writings expressly ,
incorporated herein, and including the Participation Agreement constitutes ) the ful 1 and tota 1 understandi ng·b�tween the parties, construed according to the laws of the State of California, and supersedes all prior agreements between the Parties.
-21- ::.sw
)
/ \,
\
f
71 \ l ,.
\
)
IN WITNESS THEREOF, the p arties have executed this Agreement as of the d ate �Jld., year first written above.
"City"
Gregory �tratton, Mayor
ATTEST: <
(2i;;; d � tii� tk�I-City Clerk v
APPROVED AS TO FORM:
� !Wl VY'---.hnTorrance, City Attorney
E. Kurt Yaeger Stradling, Yocca,
-22-
"Developer"
Inc.
corporation
APPROVED AS TO CONTENT:
�� M. L. Koester, City Manager
Diane Davis-Crompton, Director
Department of Environmental Services

38.BW
\
i
-·
72 STATE OF CALIFORNIA

COUNTY OF VENTURA
)
) ss.
)
On this day of , 1988, before me, the
undersigned, a Notary Public in and for said State, personally appeared , personally known
to.me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument as the Chairman of the COMMUNITY DEVELOPMENT AGENCY OF THE CITY OF SIMI VALLEY and acknowledged to me that said Agency executed it.
(SEAL)

STATE OF GEORGIA )

COUNTY OF GWINNETT
) ss.
)
On June 19, 1991 before me, the
undersigned, a Notary Public in and for said State, personally appeared Joseph F. Glenn , personally
known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as the President, and Elizabeth c. Glenn , personally
known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as the Secretary of the Corporation that executed the within instrument and acknowledged to me that such corporation executed the within instrument pursuant to its bylaws or a resolution of its Board of Directors.
(SEAL)
06/13/91
4653u/2137/001
22a
)
)
[
(
\.
73 1
/ Date:

I •

LEGAL DESCRIPTION OF THE PROPERTY
A portion of Lot 2 of California Mutual Benefit Colony of Chicago's Subdivision in the City of Simi Valley, as per map recorded in Book 3, page 19 of Miscellaneous Records (Maps), in the Office of the County Recorder of said County, also being ·described in deeds to Safecare Coapany Inc. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 and Inst. No. 84-103973, all of official records of saidCounty. ,J11oe J 1. J 993
Deve 1 oper: CA Elderly Hoys 1 ng. Inc.
a Georgia non-profit corporation
1soo centurv BJyd •• Suite 1630
Atlanta. GA 30345
-23- 38.BW
\
I
-· I I I - • .. - • I I -----------------
_ _.._ ____ L-'---'-'---'--'-'--'""---'-'--"-"-""''-'-'-_._-'---' .... --'"'-''-'-' -·- 74 EXHI&IT •e•

UNIT DISTRIBUTION SCHEDULE
INCOME OR NO. OF CATEGORY 1H!ill
Very Low Income I-bedroom 56
Very Low Income Studio 18
Exempt Units (Manager) 1
Total 75
SIZE
so, FT,
566
439
868
\
F
)
)
75 CRITERIA FOR
INCOME VERIFICAT!ON

EXHIBIT C
Computation of total anticipated income of all persons over 18 should include:
(a) all wages and salaries, overtime pay, connissions, fees, tips and bonuses and other compensation for per,onal services, before payroll deductions; (b) the net income from the operation of a business or profession or from therental of real or personal property (without deducting expenditures forbusiness expansion or amortization of capital indebtedness or anyallowance for depreciation of capital assets); (c} interest and dividends (including income from assets included below); (d) the full amount of periodic payments received froa grants, trusts, socialsecurity, annuities, insurance policies, retir ... nt funds, pensions,disability or death benefits and other s1•tlar types of periodicreceipts, including any lwnp su11 paymant for the delayed start of aperiodic paym1nt; (e} pa)'fflents in lieu of earnings, such as un111Plo,Y1111nt and disability canpensat1on, workmen's ccnpensat1on, t1111por1ry disability pay or life ( 1 pension and severance pay,
( f) the maximua amount of public assistance av1i l1bl1 to the above personsother than the amount of any assistance specifically designated forshelter and utilities, (g) periodic and deterainable a11ow1nces, such as spousal and child supportpaymnu and r19ular contributions and gifts received froa persons notresiding in the dwelling; (h) all regular pay, special pay and allowances of I ffllllber of the ArmedForces ( whether or not 11 v 1 ng 1 n the dwe 111 ng) who i s the head of thehousehold or spouse; and ( i) any 11rntd tnc .. tu credit to the extent that it exceeds income tax11ab111ty.

Excluded froa such 1nttctpated 1ncaa are:
(a) casual, sporadic or irregular gifts;
(b} amounts which are specifically for or in r1illlbur111111nt �f medicalexpenses, )
\
)
, • ..
76 (c) lump sum additions to fam11y assets, such as fnheritances, ;nsurance paymen�s (including payments(u-nder .hea�th and accident. insura�ce and workmen's compensation permanent d1Sab1lity pay), cap1ta1 gains and settlement for personal or property losses;
(d) amount of educational sc:holarsh;ps paid directly to the student or the educational institution, and amounts paid by the government to a veteran, for use in meeting the costs of tuition, fees, books and equipment (any amounts of such scholarships or payments to veterans not used for the above purposes a rt to be inc 1 uded in income).
(e) relocation payments under Title II of the U.nifom Relocation Assistance and Real Property Acquisition Policies Act of 1970;
(f) foster child care payments;
( g) the va 1 ue of coupon a 11 otments for the purchase of food pursuant to the Food Stamp Act of 1977;
( h) payments or a 11 owances made under the Department of Hea 1th and Human Services• Low-IncCIN HON Energy Assistance Prograa; and (i) payments received froa the Job Training Partnership. -2-
4340/WRK32
)
77 )

EXHIBIT D
C!TY OF SIMI VAu..EY

DEPARTMENT OF COMMUNITY DEVELOPMENT

AFFORDABLE HOUSING AGREEM ENT MON ITORING PROGRAM
Cover Paga
PRO�ECT NAME: ------------------------
Date:

PO-S#--
CC-S#--
PU #
I I
· Address: -------------------------------------
OWNER/ DEVELOPER: --------------------------------------------� MANAGEMENT AGENT:-------------------------------------------- Addreas:---------------------------------------------
Telephone:-------------------
TYPE or
Contact
Parson:

PROJECT: ---Rental --Sale --Senior AFFORDABILITY PERIOD:
------�' l9� TO
AGREEMENT SIGNED ON: --------,. 19 -
________ , l9____ BEGIN MONITORING PERIOD:-----------, 19--- AFFORDABLE UNITS RENT RANGES "' �:IGH--1"'"'W• rr
Very 0 80
Low l BD
Income 2 BD
(501) 3 BD
0 ID
651 l. ID
of 2 IDMedian l ID�----�-�----�-------�-----��----�--
0 ID
Low l IDIncome 2 ID
(801) l ID
.... a\ 11/88
UNITS
----....
( Yrs Minimum) -
Median
(1001)
Moderate
(l.201)
1n.•'"'T RATE
0 ID
l ID
2 ID 3 ID

RENT RANGES
::IGff--1'_.t'IW
UNITS
r-----,----~- --' -
-r-,,..-
78 I
RECORDED AT THI: REQUEST OF
CHICAGO Tile.£ C0.· 12
'13-079807
Recorded
Official Records
County of
Ventura
Rict,ard D. Dean
Recorder
8:00am S-May-93
Rec Fee
; .�.R.

SIMI yy
.00
4 WHEN RECORGED
MAIL TO: CITY OF S1MI VALL[Y

CITY CLERK'S OFFICE
2929 TAPO CANYON ROP.D
S !Ml VALLEY CA 93(163
fl" '"NO FEE REQUIRED"
(G&n Cwe Src CH)3 & 27383)
F..;::-..r._'rd for T!'-.e Ber.erit
Ot City Of SW.u Va1:ey
.J.-. 1d�-, fl.

AIIIENDMENT OF THE AFFORDABLE HOUSING AGREEMENT BETWEEN THE CITY OF SIMI VALi.EV ANO CA ELDERLY HOUSING, INC.

T�IIS ANENOH£NT is made and entered fnto in the City of Slai Valley on this 30th day of !larch, 1992, by and between the CITY OF SIMI VALLEY, a mu11icipal corporation, here1nafte-r referred to as CITY, and CA ELDERLY HOUSING, lNC., a Georg,,a �Ion-Profit Corporation, hereln11ftP.r referrec. to as DEVELOPER.

This Amendment becomes effective as of the date it is signed by all parties.

W. 1 I Ii .E S S .E I Ii
WHERE�S. t!TY and DEVELOPER entered into an Affordable Housing Ag1·eement, the "Agreement," dated June 17, 1!191, and recorded in the office of thu Ventura County Recorder on July 29, 1991, as Document No. 91-108755; and llfllREAS, t,he Agreement granted the DEVELOPER i,enai ssion to construct a :OS-unit all affordable senior apartment COllll)lex on the property (Assessor's Pa!·cel Number 632-060-14, 34, 60) pursuant to the RVH-18.25 Conditional Zoning and permit numbers PD-S-812, LO-S-500, GPA-9, Z-S-413, which included a density bonus of 14 residential dwelling units; ·and
WHEREAS, in exchange for rezoning, PO permit approval and density bo11us, DEVELOPER is required to reserve 74 of 75 un·l ts In the project as affordable housin!I uni Is, "AHU", for qualified very low incOlle senior �ouseholds.

N0\11 l'iEREFORE, in consideration of their mutual pra11ises, covenants ar.cl agreements contained herein and in the original Agreement between the CITY and the DEVELOPER, the pa:·tles do agree as follows:

1. Subpi)"agraph 7,0l(b't of the Agreement, Initial Rent, is amended to read as follows:
7 .01 Initial !lent
b. In the event that the Deve·loper does not obtain
Se<:tion 8 or other federal funding, the DEVELOPER
shall rent all AHU's to senior or h«ndicapped
households earnings not 110re than 50 percent of
the 111ediin household 1ncpae for Ventura County,
adjusted for household size. Rents shall not
P.xceed the rent a�thorized to be charged as
tenant contribution under the Project Rent•l
l\s$lstance Contract and tts g��erning
regulations, whether or not such Project Rental
Assista�r.e Contract is !n effect.
. �----·- -------·-- -------·---- -·------·----- .... - ----- :1=::-:,.:;,;;;;;;;;;;~~ ·--------------~----- ........ ~-· -=-----~ ............. ... ----... _...... .. --..,. -~-- '
------------.. ----....,,.,: .......... ,.....-----..:-- • •
-----
79 •
'
----··-'" ·-- --------.- ----- -- ---
•
---·---- ---- - ---

2. '.)ubi:tcagraph 7.02Ca) of the Agreeaent, Rent Adjustal!nt�. 1s amended to read ;is foll,ows:
as follows:

1. 02 Rent Adj11s tllents ••.
a. In the event that the De�eloper does not obtain
Section 8 or other federal funding assistance,
the 11axf111111 annual rental rate increase shall net
exceed i:he annual adjustaent rate ln Social
Security paYlll!nts to seniors.

3. !Jolt lllstrlbutlon Si;j1edule, Exhlblt •e•, ls aaended to read Inc1111e 01• No. of Size
tat=gor�. UnJts Sg, ft.

Very tow lncoae 1-bdl'II. 56 566
Very low Incoae 1-bdra. 18 439
Exempt Un 1 ts (Manager) l 86§
Total 75
IN IIITIIESS !l;JEREOF, the parties hereto have caused th1 s 1nst,,_nt to be executed the day :illd yea;- first above written. "CITY"
ATTEST: CITY OF SIMI VALLEY, A Municipal torpor t!on
��:' �i?«�,J!j,/.r::::__ __
llss·istant City Clerk
APPRllVED AS TO FORl'i:

APPRllVEO AS TO C:O!ll ENT:
-2-
By:
"DEVELOPER"
CA ELDERLY HOUSING, ,NC., A Georgia
Non-Profit Corporation
·ey: \ �-1,l
Its:
•
. - -----· .. - --- .. . -... -----·-
• -
. -
-.
,/resident
----
·- .. -- -- ·------- ---- ---- . - .. . - .. ------- -- ----------------· ·---·-· ----- _____ ___ ., .... __ - . 80 -
'
------------
State OI
Cour:t� or

CALIFORNIP,
Ventura }ss
,,n _M_arc_h 30,_!!)_97=_ ____ before me. Myrna Katsch
J\ _NQtgr}' _pub l_ic ---�- -- ---- --- - ---
pncsonoi,y GDPeoreo -�_reggr_y_ StrattonJ Mi!YOr _Qf_tl)e� Ci t.Y- - . c,f Si ,ni V �l l �y __ _ p1�r�00'.J�:v kncJwn ton·,) (oc � :a ! 11 fc me 119>f'I the QQsl!lot'Sefhstr:��-110 00rr,e r:·ersc-n(..."'· ·whose name� iS,tMI subscrioed to lhC' w;th,n 1ns:r:.;rncn: ard acknOW1- e(lQed 1,, 1ne rr"\ot t1e;(1 9/_,e.,. eH)Cuted fhe some 1n h1s.Ate111.e'I! at..'!T'loni:e<1 L' , -);_,0 , VtNn i/M COl'..lllY cupucity-, ond that by h1s/M'1ftt1t1€-lf !>1gncture'* on the 1r;sti.irr,enl the pe.�r.w:; OI ��;;;:,,�� ;.�� _MA1 _<."1_ 199-J /. tr,-' entr!'l' u�x,n behctf ot wl":1c1, t�e personr;,t,i acted e)(ec·J�E>d 1he 1r,�tru,�1ent· ·-- ...... • -= ·• ---'! vv 1N[SS rriv hnnd ond ott1c1ol �eol (This c1eo tor offic,ar �eci: s,qnofure -- ·- _ #"f!..?�:;t;;_z --- ------ _ .. ---__ -;.;.IO": NOiA.'i!Y. f>..ltt·c,ugh -;-,�n7o-;; ah:,n reyue5t�;;-ue1c,,: 1', Or'TIO'fA.L, 1! ,:::c,,Jic! i:, Pvent f;oudulF>n·�rrim,..,n; r,f tt,15 .-ertrf c ale ,0 � , ;�- - . 1- -- ---- - - - -=._ - " ·· . , - , , , , ·.,, c er(,�..::.Jt-,�1 l11:; C[,?�IF'CATE IIIUSi B[ Ai1.11.Cl-:£D
IC) \HE DCCll�'1ftlT DESCRIR�D AT R'(C:.H1
r,·:e o, ivpe ot Documenf ____ Amendment_ to_ A_ffordab 1 e Housing Agreement Nurnbor of l)age� _2_ .. _____ Dote of Dccument �rel, 30, 1"9W- - --- · r; ) l(KJ ( r . W]) :-:Xgn�r(s) Ot·ier Tt',on Named AbOVt' Joseph- frariKTTfl ·i;1 enn -------- - - - --- -<l'""'""""""""""�.q�....-.,-,-.6"',,��· --... --, .,,._,.,,'-<}""'"'"'"'- -- . -- .- .... - .. -�- .. -�- .. -----....... .._.. ... '-""�... �.._,q O'•<.� .....

A.::knowllcigmlff
ie of C/;UR'lil41/ial\
______ }SS. . d,.r,ty ol V.Jl.t'.iliiA A

OFFICIAL SEAL
SUZANNE M. l'RAZiER
Notaf'/ Publlc-C:aillornla
'VENTU�A cc:UHT(
My Cornmlalon El<pi'M
s.,ptembe< 29. 11'95
Pt a
/This <JJ80 tor olll=J.11 IGO)
---------·-·-----
�1iJOl 1<J11,1e: IOWft te Me (or p,ovad to me on fhe-t>oll1 or lafWocto,y evldet'lce) to b& the P••� -namlllO lsJIII!! a.Jblcrlbed to !he "111*' notnrnent and ode �� to me that l'le/ .. /lb!W executed 1he mm• ;n �� outllOIDO capac;ty<�. and '1ot nv �11 a� lignallX.00 on IM ndn.mant. 1118 IAi-""Or.

Of the «'tttv L1l()n behalf ot Wich the pal'IOf._ octed. executed the � WITNESS rny hand and offlc!al Mal.
'-t'n.
•
-;:=;;;;=:�;;:;�;;- --· -- - w -
Ar.i11111Qrf1 JrlO'!AIY: ,�ttw lllol11,ab', foqt ,,-.1 t rlr:M N OPnC>NAL. H coud pi9wnt fKaOds ti allach,w.11 of tNI !HIS Celffl'ICATE M�[ l!E ATTAOl:0
1:, rME OOCUIAENI CESCllll!ED AT R!Gfli,
1111e o, Type of Do<u,,ent _____ ,__ -----------
Ni.- ,,r PoQM _ Dal• of Ooclml8nl ____ _
Slgner(1) othef lhcr. �ad Abovo
•
. ---- - ----------·--·---··----··-----·-·-- - .
<Qt·~~-~q,.,..q.~~~~,q,~-.q.,g. .4.~ . .q,..0..0,~--e:;,,,,,V"I~~~~.,.., Acknowled~Jement --- - ---------~ ------------- ---. . - - . . --·- - ----· .. -. ~""-~-~-_.-.,_, ~ -
·~-- -~~~~-~
, ~ CiJ-FH".i.-\L SSA.L ~
,~ t" --~. M YRt.;A K:.A T:~ /. _l '. ... ::5! l'J~ITf,~y ~U$dC -(',\ .~·",'~\,•,. '.: I. . ;;- . . '' . . ' •\ . . ' . r'i ::.

W I r •
---·-~----
. ---- -------·-- .
·-- --. . . ----· ·---... . -- ----- -·
•·91·-----·--·----·--------••-·---1111..i1•••1-..,--~--s,111111m111_111 ____ , ____ ... ___________________ ... ___ .,. ______ _ es .... ---------·--------------·------
Op 0¥ La ..
- w
-----~--------w=;,~------------------------··----.---·--·--·----..... ---,-NI--·---·-------.. -.--------..--------- - -.. --------------·----.. ---- ------
81 ' '
,,
•
•
·--·--�--·---.-� ---�-- --
EXHIBIT "A"
-----------------
LEGAL PtS:BIPIIOll OF !HE PROPERTY
A portlc,n of Lot 2 of California Mutual Benefit Colony of Chl.::ago's Subdlvi:;ior,, In the City of s-;111 Valley, as per map recorded ln Book 3, p1ge 19 of i'liscellaneous Re·cords (Haps), in the Off1r.e of the County l�ecorder of said Count)', al so being described in deeds to Safec1n1 Co111pan)' Inc. and recorded as Inst. No. 83-127284, Inst. No. 83-10\1677 a.nd Inst. No. 84-103!173, all of official records of said County.
•
- .. --- .. - .. -- ---· -----·----·-·-----·- ---------- ---·----- ------- --- -- ---- - - - . --
•
- • - -
l
I
I
82 -
. I
·--·�·-·--�-----·.-·-- ·- - - ---
•
RECC�'J[1l AT �HE RlQUE:,T Of
CHICAGO l\Tlt. C0.-7 :!
'oHE.ll Rf.CORDED MAIL TO:
' '
93--079809 Rec Fee
\ A. R.

Recorded
Official Records :

County of
' '
Ventura
Richar<l D. Dean
Recorder
O:OOaM 5-May-93
' '
' '
SIMI
. 00
7 S/C01'1-Q.

CiTY 0,0 SIMI VALLEY

CITY CLERK'S OFFICE
2929 T �PO CANYON ROAD
Slfil V�LLEY CA Y3063
"NO FEE REQUIRED" ,a.wt C,eoe Sec 6103 & 27383)Rcc.:..-r� For The Beuent/7 _ 01 _01, Of Simi Valley \ ty. u.t;;6, k-cPof?el? •.SECOND AMENDM[NT Of THE AFFORDABLE HOUSING AGREEMENT BETWEEN THE CIT� OF SIMI �ALLE� ANO CA ELDERLY HOUSING, INC.

THIS AME.NDMEIIT is made and ,,ntered into in the City of Si11i Valley on t� is 22n<!._ day of June, 1992, by and between the C ITV OF SIMI VALLEY, a municipal corpor,1tion, hureinafter refer·red to as CITY, and CA ELDERLY HOUSING, IMC., a Georgia �Jon-Profit Corporation, hereinafter referred to as DEVELOPER.

This Amendment beco111es effective as of the date lt is signed by all parties. lllI!!.E.S.S.EIH
WHEFiEAS, CITY and DEVELOPER entered into a.n Affordable Housing Agre1!111ent, the ''Agreelll!!�,t, • dated June 17, 1991, and recorded in the office of the �entura County Recr;rder on July 19, 1991, as Ooc1111.tnt llo. 9l-1087SS; ;,nd \lll[llEA!,, CITY and CIEVELOl'ER entered into an Auendllent of the Agreement dated l!arch 31), 1992; and
\11\f.REA!i, thii Agree111ent granted the 'lEVElOPf.R pen1lsslc11 to construct a 7:,-unit all .;ffordable .senior a1Jartwient comp'iex 011 the propt!rrty (Assessor's Par1:e·1 Number 632-�60-14, 34, 60) pursuaflt to the RVll-18.25 ConditiMil.\ Zoning and pet'!llit numbers PD-S-812, LD-S-500, GPA-9, Z-S-413, which Included a den�lty bonus of 14 r-ei.idential dwelling units; and
WH[REAS, ir1 exchange for rezoning, PO p�rait approvill ind den:,ity bon,1s, DEVELOPER is required to res<?l'Ye 74 of 75 units ·in th� project as affo·r<la.ble hous.\ng units, "AIIU", for qualified very 10ill incoo:e senl,ii· nouseho!ds.

NOii TflEREF<>RE, in con:; ider at i!in of their 1111t1.1a 1 proal ses, coven 1nts and agreements contained herein and in the original Agreement an,d subseq11ent Amendtnent to that Agre,ement between tile CITY and the DEi/ELOPER, the parties do agree as follows:

1. Subparagraph 7.03 is added to read as follows:
"7.03 hUD Section 2C2 Program
As long as th•? Developer complies wlth the r;,qul1·e.l!ll!rits of the HUD Ser.tion 202 program, or any sucr;esso1·
program, the Developer shall be deemed to be In
comp 11 ance with this sect i or.. Any confl let between the foregoing prc,visions and the req11ireme11ts of Se�tlor 202 of t�e Hous i r,g Act of 1959 sha 11 be reso 1 v11d in favor of the requirements of said Sectio� 202."
-- -------- ------- ------. - -----·--·--
•
2C \6-92( 1)
.......... ( w...,....-s~·--·- .-..-.. -.. -~._...... ··-- ..

I l
-,
-...
83 -
20\6-9Z(1 I
,

2. Subparagraph 8.06 (e) of the Agree111ent, Right of First Refusa 1 , is dE• 1 eted.

3. Subpara�1r�ph 8.08 of the Agreement, Default By Developer and City llption to Purch,se, is a,mendeo to read .r.s follo11s:
"8.08 HUD Section 202 Pro!lram
A!, long as the Developer complies with the requirenN!nts o•f the HUD Sect ion 202 prograa, or any successor
'
program, the Developer shall be dee11ed to be in
c,>mp 1 i ance with t.h is section. Any confl 1 ct between the f,iregoing provisions and the requirements of Section 202 of the Housing Act of 1959 shall be resolved in favor of t'ne requirements of said Section 202. •

4. SulJpara,,rap� 9.02, Establishment of Waiting List, Is a111ended to read as follows:
"Dev,!loper agrees
to establish and maintain a waiting
list of all qua'lifled AHU renters. It is agreed the
waiting list will i�clude the infonaation requested in
Exhibit E. Unle:,s otherwise required undeT' the Section 8 Rental Assist,lnce Pr�rani, all qualified potential
renters on said 111aiting list shall be offered available P,ffordable Housing Units on a flrst-c0111e first-served, r,on-discrimlnatory basis In compliance with applicable l'ederal and State reg11latlons. •

5. Pa.ragr,1ph 14, Indemnity and Hold Ha!'lllless, is amended to read as fol lows:
"14. INDEMtill1.AND HOLD HARMLESS
The Developer on Its behalf and that of its suc.cessors ,ind assignees, •. grees to defend, indemnity and hold the 1;ity and its officials, officer�. employees, agents and ·representatives harmless frM ,ny and all clal11s of
,jamages, Injuries, clal111s for equitable relief, or
alleged civil rights violations, and including any c1al• ,of inverse co11dell!llation, arising froa Develnper's
construction, n11 lntenance, operat Ion, or use of
the
-2-
------- . -- - --------·--··�- ---�
•
--- --·-- ---�--
•
84 . • ._ .. _______ ..,,.-.=o.=.""a.C-S'-=-.,--Oe>��--,, .--- - �·-·-- - ·•···--�·-•� ---- -------------- -- --�-------- ---·-·- -· W\6·92(1)
Project, or Project Site or ar,y act or oaission of
Developer its officers, e111ployees or agents, and froa any and a11 attorneys fees, costs, expenses and
liabilities Incurred on account of any claias, actions
or proceedings brought in connection, directly or
indirectly, with the Project, project site, or the
Governmenta 1 AJiprova ls, but excluding therefrOII any claia irising fro� the sole negligence or wrongdoing by the City.•

6. Paragraph 16, l!o 11<,dlfications, is IIOdifled to read as foll'ows:
'16. l!llllflCATI•�
The City ManagE,r is authorized to approve on behalf of the City any mi,nor changes to this Agreement which !NY Ile necessary to meet HUD approval requirements. No
addition or 11'.0dificatlon of any tel'II or provision of this Agreement shall be effective unless set forth 1n
writing, in the same aanner and fora as originally
adopted and si•1ned by both the City and the Developer.

Oral agreement:; or understandings shall be of no force or effect whatsoever.

7. Paragraph 24, Entire Agreement, 1s renumbered as Paragraph 25, and a new Paragraph 24 Is added to read as fo 11 ows:
'24. 11\JD RELI\Il!lNSHLe.
�. Notwithstanding anything herein to the contrary,
in the event the Secretary of HUD (hereinafter
•secretary') i:hould take title to the real property
througn foreclosure, de� in lieu cf foreclosure, or
otherwise, all covenants, condition. and restrictions
set forth in this Agreelll!nt shall tel"llllnatl! and be of no further force or effect.
b. Not�ithstandlng anything �ereln to the c�r.tr�ry,
in the event any provision of this Agreea�<1t tends to
contradict, A10dify or in any w.y change the ter111s
of the
R.agulatory Agreement encuabering the real prc.,perty
descrlb2d in such Agreement enter!d Into betwee!I the
Secretary and the De11el oper, the tenas of the
Regul atol"y
Agree111ent shall prevail ind govern; or if ,1ny pr·ovision -3-
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of this Agraeaent in any way tends to 11ait the
Secretary in his adllinistration of the Housing l\ct nf 1959, as ••ended, or the nigulat1ons issued pursuant
thereto, this Agrneaent shall be deeaed aaencled so as to colll!)lY with th,e Act, the regulations &nd the
af'oreaentiont!d Regulatory �,reeaent.
c. Notwithstanding any st<lteaent in this Agre�nent to
tt•e contrary, no aael'Klaent to this Agre1111ent shall be effected withou·� prior 11ritten appro'l•l of the
Sucretary, his successor or assigns.•
lN w1·rNESS WHEREOF, the part·ies hereto have caused this lnstnaent to be executed the day and year first ab<1ve written.

ATI[ST:
�� .,r:,,,IB.�'4:::.:.,--·
Alice K. Redondo
Assistant City c·1erl
APPRO'IED AS TO FCIRM:

APPROVED AS TO C1:JNTENT:
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��21<�------M. l. Koester, City Manager
_cfI�J'XWto'.-l�� _ D1 anl! Oavt s-Cros;pton, Cf rector Department of E�,vlronmenta1 Servlcr.s
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"CITY"
CITY F SIMI A Municipal
Corpo Ion
By: REGORY

CITY OF
"DEVELOPER"
CA ELDERLY HOUSING, lllt., A Georgia
Non-Profit Corpe, atl n
By:

Its:
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.Signed in the presence of:
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----- --_-- 'C" , • ...,.._,_...._.__. . .,._v,;.-.... --- •• - -- ' --------- =- Stc.18 of C'.AllFORNIA.
c,,urr, 0, ___ V_entura __ __________ _
-c ..,,,., - �-
Ol'F ICi AL SE.<\LM\'aNA KATSCH
NOrARY PUBLIC .. CALli:ORHIA
Vlill1lllll CQTI•
II. 1 &L• IMi 29, lt8to:s .. �:;c
(T1is area for otfic101 seoll
Tl .\S CERllF-ICA\E MUS\ BE ATIACHt.D
rr) THE DOCL:MEI\JT DESCOIBED AT l�IGH!·
}ss
On --.Jupe 24, 1992
--Notnt-y Public
-- before me. ----Nyrna --Xa.t5Ch--
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Pf!rsor.o!l'I appeared Joseph .F-rank.1 in-G..lenn --- _ -·- -- _ --- _--- ------ pHrsona\l ')I' \.r,own to rne (or pl'Oved •o me 0,1 tt-.e ba� ot :.Qti�tocto,-y ev"ldence'i to� the per�c n$.IJ 11,:hose name"1' ,s�sutn'.cnb€-<1 to the wrthir\ �r'\Stru:nent ona oclcnowl edged t:, nie tnot t-1a,'oY1i/tb9V 8).ecuteo tt-,e scime 1n tllWte:111:ca eruthQr,ZOO c:lpoc1t--;�. and that by r11sfl :e,�tt\c,., stg0otur�1 tne 111,;rrument the� or !he ent,ty :.Jpon behalf of w�uch tt'1e per� ocfed exec, .. 1ed tM l"'lstnJmen! WITNESS 'TlV hand and offic10\ seol/
Siunoturti __ �-��
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Nurnber of Pages ________ Dote of Document·-·--- ____ _ n 1100 (11 /Q(lJ Slgr,er(s) O·hef Tt1on Nom,KI Above________ _ ·---------------·--------·---- �...q,��9°'"°"'�""'-...,...,.., ... ,...,.,._,,.,.,,..""'-4""'""'""'"' .q.,o-c� �.-.o-.o-c•, oo•• ·-----------------------------
AcknowlDdgi,•imt
L o, __ yu••
--'l.allUuca...--- }SS-- \rentura
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tTM>tt?tt>�Cr
OFF\OA.L !,EAi,
MftNA ic.t.r.lO!
UOTAR't" rt.let.IC - CA!J'CAfflA
WWftuU ODlllffl'
., 311.a IIN tn, ltlli )
0 $ QDW Z apoo;·J 11111 U c.•e Cl' I
(lhlo 0100 tor offlc\Ol '8Cll
on June 22, 1992 b1:1ore '""· Myrna Katsch
__ Notary Puhl i c ______ _
penona1v,,,i:,1arec1 Gregory Stratton, Mayor of the ____ City of Simi Valley -----· ��- ---;;;.·-(c,-pcoved to ma---an- ,.,;,.;bc�-,o1or,..,.aii;i;ac��;; .. �y;-;.,;,;;;.c:1i;,;rcce) to t.111 rr. peoonOO whollJ name(I) ti/me • hk ,a.. 1 d to 1he ,,.111 •, lnftn.l'1lent and actt- 1q;o-.,goo 11> m41hot ne{-/ll "'1' -lM l'lfflO In l'ft/tWlr/#lllll <UhCl1!9d' c-,pac:11\�. OM 1hal <"I '*/IWI/� I� llignollJJG(,O Ol'1 the lrclll\mlnl. the penon(>) . � ttw 1111ratrv � illlt.:,!f of wtldi tho psnor(I) och:'id, «QCU!·edttw lnltn.mGnt V\ITNESS my har:d O'ld olllcial IIIIOI.
, Slgnorur,a •• �--!'-;
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·-'fl'IN'IIOiH NOflJIY: Mhougi"' f!W .;;r,1.:,lcf'o ,eq,Mlhlld bM0..1ll Oi'IPCHAI.:;� p,a,•t�d fWlf alk>:..t,1...t d�cs.!11 .Y& toanot,1rdoo1, .. ..t liilS C!Jllll-lCA1'E MUSI BE ATIAO-icO
TO THE
OOCU�IENT OO!CRll!,.CO Al IIIG,Hl':
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EXHIBIT "A"
.l..£1iAL llEstRIPIJON OF DIE PllOPERIY
A portion of l•>t 2 1>f California Mutual Benefit Coli>ny of r.hlcago's Subdivision, fn the City. of Sl11i Valley, as per map recorded fn Book 3, page 19 of Miscellaneous Records (Maps), In the Office of the County Recorde·r of said County, also being described in deeds ta Safecare Co11pa11y In,:. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 a.nd Inst. Na. 84-103973, all of official records of $&id County.
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RECORDED AT THE REQUEST OF
CHlr.AGO TITLE C0.-72
RECORDING REQUESTED BY:

CA Elderly Housing, Inc.

A Georgia Non-Pro·fit Corporation
1800 Century Blvd.

Suite #1260
Atlanta, GA 30345
WHEN RECORDED, MA:IL TO:

City Clerk
City of Simi Valley
2929 Tapo Canyon Drive Simi Valley, CA 93063 (805) 583-6700 9:S--oel3"o607
Recorded
Offl.clal Records
County of
Ventura
Richard D, Dean
Recorder
8:00sam 11-May-93
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------·-----------,.�--,---=---,,---,---,--,----(Space above for Recorder's use) The undersigned dee l ares that this
document is recorded for the benefit
of the City of Simi Valley ind
therefore is exempt from the pay111E!nt
of a recording fee pursuant to
Government Code Sectio1, 6103.

Il!IRD ABENDl'IOO 01' THE AEEOEDA'BLE HOUSING AGR!EEPIENt BED/EE]� THE CITY OF Sll'II VALLEY Afftl CA f.LDERI.Y IIOUSIN611 J«c� LEGAL DESCRIPTION OF TllE PROPERTY
I APN 632-060-lit, 34, 60
A portion of Lot 2 of Californi� Mutual Benefit Colony of Chicacic,•s Subdivision in the City of Simi Valley, as per map recorded in Book 3, pag� 19 of Miscellaneous l�ecords (Maps), in the Office of the County R1�corder of s,1id County, also being described in deeds to Safecare Company Inc. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 and Inst. No. 84-103973,,all of official records of saicl County.
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THIRD AMENDMENT OF THE AFFORDAIILE HOUSING AGREEMENT
BETHEElll TIIE CITY OF SIMI VALLEY AND CA ELDERLY IIOUSil!G,' INC.

THIS A/1<1ENDMENT is made and entered into fn the City ,of Simi Valley on this 27th day of April, 1993, by and betl/leen the CITY OF SIMI VALLEY, a municipal corporation, hereinafter referred to as CITY, and CA ELDERLY HOUSiliG, INC., a Georgi a Non-Profit Corporation, herainafter referred to. as DEVELOPIEll.

This Amendment t>ecomes effective as of the date it is signed by all parties•,.

H1Ilif.��IE.I.li
WHEIIEAS, CITY and Christian Se:nior Housing Foundation, Inc., as DEVELOPER, ente1·ed into an Affordable Housing Agreement, the "Agreement," datied · June 17, 1991, and recorded in the office of the Ventura County Recorder on July 29, 1991, as Document No. 91-108755; and
WHEllEAS, the Agreement was amended by the parties hereto on March 30, 1992 and again on June 22, 1992; and
WHEllEAS, the Agreement grantE!d the DEVELOPER perm1ssion to construct ' a 75-unit all affordable senior apartment complex on that certain property identified in Eithibit A pursuant to the Fl'iH-18.25 Conditional Zoning and permit numbers PD-S-812, LD-S-500, GPA-9, Z-S-413, which included a density bonus of 14 residential dwe·11 ing units; and
IIHEIREAS, in exchange for re:tonfng, PO permit appro,1al and density bonus, DEVELOPER is required to reser11e 74 of 75 units in 'the project, as
affordable housing units for qualified �-ery low income senior households; a.nd •
WHEREAS, representatives of the U.S. Department of Housing and Ur·ban Development havie requested that the City. amend its Affordable Housing Agreenient with the Chrfst·Jan Senior Housing Foundation which was recorded on June-17, 19191 in order to indicate that all references to "DEVELOPER" be deemed to refer to CA Elderly Housing, Inc., a Georgia Non-Profit Corporation and that all referer,c:es to Christian Senior Housing Foundation, Inc. be deleted.

NOW T�IEREFORE, in considerat�on of the mutual promises, covenants and agreements contained in the Agreement, the parties do agree to further amend the Agreement as follows:

1. Al 1 references to the- DEi/ELOPER contained ill the Agreeiwnt shal 1 be deemed to refer to CA Elderly Ho11sing, Inc., a Georgia Non-Profit Corporation and Christian Senior Housing Foundation, Inc., ls deleted as a party to th,e Agreement. -2- •
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IN tlITNESS \:JHEREOF, the parties hereto have caused this instrU112nt to be executed 1:he day and year first above lff'itten. "CITY"
ATTEST:
�-E--' ?f': JfJ�� By:

Alice K. Re�do, Assistant City Clerk CITY OF SIMI VAi.LEY, CALIF0Rt1IA APPROVED AS TO FORfit:
{)!V\'VVV ' Torrance, City Attorney
E. Kurt Yeager """--1
Stradling, Yocc,a, Carlson & Rauth
APPROVED AS TO CONITENT:
@. f)flJiD • )
Diane Davis-Crompton, D rector Department of Environmental Services � ... ,,_ -·.. ' ---.. �-- ..
"DEVELOPER"
CA ELDERLY HOUSING, INC., A Georgia NonProfit Corporatio By:

APPROVED:
61 enn , Preis i dent
CHRISTIAN SENIOR HOUSING FOUNDATION, JNC.

By:
ph F. Glenn, President
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VALLEY, A Municipal
~ce-~~
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92 CALIFORNIA ALL-PUFIPl)SE ACKNOWLEDGMENT �;��=�-=��'�;;.;;,;;;.;..;.;;.;��;;;;;,;..;..;.. ______ ,, ___ ....; ____ _ IJIPIDIIIJ OPT10NAL.SECTl0NllllDlliia Slate of . CAI IFQRN 1 A
county of VENTURA }
C:APAt1 IV CLAIIIEtD av SIG
1hough .... ··-nai "'""" lho Nt<u t to
In lho dato th)low, Oolng ID may p
�JYlllunl>lO 10 ponon, 111!1� on mo
[:J INDIVIDUAL .

On Aprj l 27, 199'.i>efore me, �roa �b, �&&;flatfWfu , TITl£ OF R • .G., BUC" . D CORPORATll OFACERCS) • porsonally appeared M. L. Koester
NAME(S)Cf'SIGNSRCS1
ID >IX] personally known to me • OR • D proved to me on the t>.1sls of satisfactory evidence to be the person(s) whose name(s) ls/are
subscribed to the within lnstrumant and ac
knowledged to me that he/she/they executed
the same In his/her/their authorized
Tln.E!Sl·oPARTNER($) LIMITED

D GENERAL

ATTORNEY-IN,FACT

THIS CERTIFICATE IAUST BE ATTACHED TO
THE DOCUMENT DESCRIBED AT RIGHT:
capaclty(les), ancl that by his/her/their
slgnature(s) on the Instrument the person(s).
or the entity upoin behalf of which the
person(s) acted, e.'<ecuted the Instrument.
s my hand and .official seal.
,,,
.,C( L� 't-t_: -'--,J::....i;_=.; G'Ui!,,:
:n.R;,;2:;fCf'NOTAAV
D
lu TRUSTEE($)
0 GUARDiANIC'.oNSERVATOR
·� r�;RManig_e_r --
Ci tv of S.:Imi Val J ev
SIGNER IS REPRESBmHG:

NAME OF PERllOll(S) OR ENTITV{lcSl
OPTIONIIL SEC'nON nf!•i•'iilll!il!i�l/,1£1 .

TITLE OR lYPE OF DOCUMENT ------------------+
NUMBER OR PAGES ----- DATE OF DOCUMENT------
Though the dala requested hero is nc,t required by lllw. tt c:,,uld prevenl frauclllent ruauachmont o1 this form. SIGNERS($) OTI-IER THAN NAMED ABOVE ---.. ----------- �;;:;;;;;;;.:;:;;.;;;::;;.:::;;;:::c::;;;::.:'c�----------------·------'----""" CW/IV" 1m N#ienll Notary Alt- •"'"-cano;t• PA CA •
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ACl<NOWLEDC;El«ENT
State of Georgia
county of DeKalb
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on March .16, 1993 before me Earleen S, Abernathy
personally appeared Joseph E:, Glenn personally
known to :me to be the person 111hose name is subscrfLbed to the wi thi·n instrument and acknowledged to me that h.e executed the same in his authc1riiied capacity, and that by his signature on the instrumen·t:, the person or the enti ti upon behalf of which the person acted, executed the
instrument WI ss my han . net, o ficial eal.
signature , _cj_(
seal
Notnr, Pubt.c, Gwinnott County 0... ItMy Com1nlulon bolm Marci, 23. 19J8 •
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IECORiJW AT THE Rl:QUES7 Of
\.b__?.llCltGO llll.E C0.-12 . _
WHEN !tECORDEO
MAIL TO:

CITY OF SIMI VALLEY

CITY CLERK'S OFFICE
2929 TAPO CANYON ROAD
SIMI VA:.LEY CA 93063
Rt1.:orded
Offlclal Records
Count.y of
Ventura
Richard O. Dean
Recorder
6:00am 5-l'\ay-93
AMENDE:D AND RESTATED
by and between
Re,! Fea
A. 1',
S U'll
COMMUNlTY t>EVEl,OPMENT AGENCY OF TH£ CITY OF SIMI VALLEY

AGENCY,
and
CA ELDERLY HOUSING, INC.,
PAllTlCIPANT

ATTACHMENT C
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ICI.
..... . -. • • T "" ... -.,· - ·- · - ·• , ·• - ··-
( !;10() J
(§J.01]
[H02J
I§ 10:11
(fl04J
I§ 200 I
\HO:.J
r §20~: 1
( §20:1 J
l §20~it I
[ §20 :i j
(§206J
(§207)
( §20lSJ
r s2o~q
(§21(1}
!§30C>J
1§30:. J
( §30;q
[ §30~,J
\ §30~11
PARTIES TO l'HE AGPEEMENT .......... .

The Agency ...••.. . . ..•..•..•.•.....

The. Participant ....•.• •. ...... . . . ..

Prohibition Against Change i.n
Ownership, ~anagement and Control
of Part;;.cipant .. . . ...... . ......... .

The Si tu ... . ............ . .... .. ..•.

DEVELOPMENT OF THE SITE ........... .

Acquisition of the Site .. . , . ... . ..•
Ccope of De·;relopment ..... . ........ .

Schedulu :>f Performance . .......... .

Cost of Construction .... .. .. . ..... .

Indemnific · :ltion Dui:·ing
Constructi.J:.'1; Bodily Injury
and Property Damage Insurance ..... .

City and Other Governmental
A gene y l'erm.i ts •..•••..•••••.•.•.•• .

Local, Stat•!! and Federal Laws . . ... .

Antidj scrim .ination During
Construction .. . ..... . ............. .

Taxes , 1,sse;asments, Encumbrances
and Liens .. . ... . . . ................ .

Cond!.tions :?recedent . . ... . ........ .

USE OF ruE ~') :i:TE . . • • • • . • • • • • • . • • • . • • Usee .. . . . .. . ..... . ................ .

Maintenance of the Site ........... .

Obli9ati.on to Refrain from
Di seriminat ion . • ...... .. .... . .... . .

Rights of A,::cesis . .•.. . .. " . . . .. .. .. .
2 2
2 2
3 3
3 3
4 6
6 6
7 7
8 8
8 9
9 g
9 9
96 IV.
v.

VJ
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f§305J
[§306]
(§4001
{§4011
( §402 j
( §500:) J
[§501]
[§502j
I §SOJ J
(§504J
(§505}
I §Ei:>O J
[ §601 J
1§6021
( §603 ·.
(§604!
f§605J
(§C,06}
{ §•507 J
(§608]
r §6o!i·J
{§610)
l!i6Ul
Proh.ibi tior, Against Transfer
.ar..d Assigrur.ent of Agreement ...... . .

RE!lease . ••. •...• •••.•.••....•••..•.

HOUSING AVAILABILITY AND AGENCY
CONTINGENT ENHANCEMENT ASS I STANCE • .

A:f:!ordable Housing .. . . . ........... .

Agency Grant; Enhancement
Assistance . .. . . . .. . .. .. .. .. ... . ... .

GENERAL PROVH:roNs ••••.•.•••..•••••
t(oticeo, t•emands and Communications
· Between the Parties ........... . ... .

Conflicts of Cnterest ......•... .. ..
l~nforced Delay; Extension of
~:i.mes of l?erf ormance .... . . .. ...... .

Non•liabi li ty of Agency Officials
.,1nd Empl-,yees .. . ...... . .. . .. . . •.. • .
lfffect and Duration of Covenants .. .

DEFAULTS AND REMEDIES •••••.•••••••.

Defaul ta •• General ... .... . ..... .. .

Legal Actiono . . . .. ... . .. .. . . .. . ... .

Ins ti tuti.on ,'Jf Legal Actions ...... .

Applicable La\o . ... ... ... . .. .. . ... . .

Acceptance of Service of Process . . .

Rights and Ren,edies axe Cum\llative.

Inaction N<>t. a Waiver of Default .. ..

Damages .••..•••..•.••.••.• .•.•• •••.

Specific Pe;::-formance ............. . .

Remedien and R.i.ghtB of Termination .
•rermination by the Participant .... .

Term1nation ty the Agency . . ... . ... .
3 10
10 11
11 13
16 17
17 17
17 18
19 19
19 19
19 19
20 20
20 20
21 .21
21 97
--- ----·-· - ··- - · . --.. -., . .- · .;~'..;.- - - ~-... ..-- -···-··· VII.

VIII.
[§700]
1§701]
(§702]
(§703)
!§704)
( 58()0 l
Attachment Ne,. l
Attachment N(). .i
Attachment No. J
Attachment N<1. ,f.

Attachment No. ,
Attachment N<>. r.,
Attachxllent Ne>. '7
SPECIAL PROVISIONS •.•.••••••••••.••
Recordation cf this Agreement . .... .
?revisions Relating to BUD •••••••••
:~nti re Agreement, Waivers . ...... . . .
1:onf'.lict with Affordaltle
Housing Agreement ................. .
·rrME E'OR ACCEPTANCE OF AGREEMENT
BY AGENCY ••••• ••••.•••.•••.•• •••.••
~TrACHMENTS
Site Map
~egal •0s~ription
:;chedul.e ,::,f Performance
Scope of Development
Release (Certificate of Completion)
l~ernorandwn of Agreement
Option Agr,eement
4 I_ . -- - ···- ·· •• · ·-·-- --·--- - -·---- - - ·-- -------· -·----- --- 21 21
22 22
23 23
98 AMENDED AND RESTATED

PARTICIPATION AGREEMENT
THIS AMENDF.O ANO RESTATED PARTICIPATION AGREEMENT (the 11 Ac;-reement 11 } is made and enter6c in to by and between the COfliMUNTI'f I>E'i7ELOPMEN·r AGENCY OF THE CITY OF SIMI VALLEY { the "Ac;,ellcy") and CA ELDERLY HOUSING, INC., a Georgia non-profit cc1·poration ( the "?articipanttt) .
~ E C I T A L S
This J\.gree111ent is enter.ed into with reference to the fol.lowing facts:

A. AgenC}' anri. Participant have previous:\,y entered :l.nto a ?a1~ticipation >.greement dated March 28, 1988, (the "Original Agi~eement") fol' pu1·pose1; of developing affordable hou5ing fac:i li ties for sen:!. or citizens and handicapped persons ( the "P:,oject").

B. The partiE,s hereto have previously negotiat.ed an
am,,mdmer.t tc the Original J\17reement to provide for a change in th•t location of the1 Project and certain other matters, which am•!tndment ha.a not become effective due to the failure of certain conc.1 t:lons preceden·e thereto.

C . The A,Jenc~/ and Participant mutually desire to revise certain provis:ions of the Original Agreement including, without lh:itation, pr,>Vis:,cms concerning the location and description of the Project to b~ developed under the Agreement.

O. The, p•1rpo :3~ of this Agreement is to effectuate the Redevelopment Plan (the "Redevelopment Plan") !or the Tapo Canyon Development Project, aa amended and its Project Area, as amended (the "Proj~ct Area"), by providing for the developaent of affordable .!lousing facilities for senior citizens and handicapped peraona . The ~evelopment and maintenance on an affordable basis of such living uni'ts pursuant to this A~reement, and the !ulfillment generally of this Agreement, are ir. . the beet interest of the Ci t.y of Simi Valley ( the "City"} a:i.d the welfare~£ its resident.a, and in accord with the pul:>lic p\:.rposes and provisions o! applicable federal, state and loc11l h,ws aind requirements.

E. This Ag~eement is sub:ect to the provisions of the
Re1developraent Plan which was approved and adc.•pted by th~ City Cr.,uncil of the ~i ty of Simi Valley by Ordinance No. 445 and amended. by Ord.inan.ct1t Nos. 547 and 592.
5 99
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------- -··--- ·- ··-· . - .......... ...,.....-.----- - --------·--· --- ···-·· NOW, 'I'HEREFORE, the Agt!nCl' and the Participant for the consideration ,ind under the conditions herein set forth do mu·i:.ually und.erntand and agree f,~r themselves and their assigns, su,:cessors c,r future owne:-s of the Site, as hereinafter defined, as foi.lowti:
[. !§lOO!
I §301 J
!'ARTIES '.re THE AGREEMENT
ThE1 A•:1enc:1 is a public: body, corporate and politic, exercising govi,rnmt?ntal functions a11d powers and organized and existing under the Community Redevelopment Law of the State of California.
'Ih~i offic•!: of the Agency ilil located at City Hall, 2929 Tapo Canyon Ro.:1d, $imi Vdl-:y, California 93063.
"A<1en::y" .as used in this Agreement includes any
assignee of, or- su,~cessor to, its rights, powerl!I and responsibilities.
[ §102 j The PaxticiFant
For. the purpose of the Agreement the Participant is CA Elderly Housing, Inc., a Ceorgia non-profit corporation.

All correspondence pertaining to this Agreement shall
be sent to the Participant's principal office :identified as lSOO Centur :v Boulevard, N.E., Suite 1260, Atlanta, Georgia JC 345, or such addr ,esl!I &$ may be specified or amended by the Pa.rticipant upon written noti fj cation to the Agency.

It ie agreed and s.clmClwledged that the E'articipan<;
intends to and may at its optjon employ contractors and/or n1.tbcontractora to constrw:t al.l or any part of tlle
ia1provements ci.escribed in t.his Agreement; pro'lided that m1Lintenance of ho1.1sing facilitl.es on en affordable basis in cm,fol'11li ty liit.h tl1 is Agreement shall be the responsibility of the Participar.it.

By e1:ecut;ing below, the person executing this
A~rreement on t-ehalf of Participant represents and warrants that ho ie authori2.ed to exec\lttt thia Agreement on behalf of the Participant tuid tt,at the Pnrti.::ipant shall be bound by the torms of this Agre,ement.
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(§103) Prohibition ~gainst Che~ge in OwnershiE
~~n~men~ and Control of Participant
'r.:e qua.lif.ications and ldenti ties of the Participant and its as&Qciat.es 11.re of particular interest to the Agency.

It :Ls because of th,,se qualifica-cione and identities that the Age11cy has entered into this Agreement with the Participant.

Consequently, no pe1:Eion, whoather a voluntary or involuntary suc·::essor of Pai~ticJ.pant shaH &·:quire any rights or powers und!!tr this Aqrre~~ment nor shall t:-ie Participant assign al.l or any part of t:hi:1 Ag1:eement wi thc·ut the prior written approv.: l of the Agencr. Any purported transfer , ,,.oluntarily or by operation of la1,, e:(cept \Ji th the prior written consent of the A-,ency, shall r,,nde:r this Agreement absolutely null and void and shall corife:: no ril)'hta whatsoever upon any purported assignee or t.rarusfecee.

T"r,e lOQX cantrol of the Participant by Christian
Ser,ior HousiL'lg founrJa.tion, a Gec,rgia non-profit corporation, is of particular importance to the Agency. Therefore, there m•.y be no change in the ownerehip, beneficial or ot.herwise, of the Participant -without the prio1 · written con•ent of the Agenc:y, which shall not be unreasonably withheld. ThiB Agreement: may be terminated by th.e Agency if there is any significant change (voluntary or involuntary) in ll!nnagement or control of the Pai:tic:ipant prior t .o the con,plation. of the development of the Si ·:e, as hereinafter defined, in accordance with the Scope of De•relopment a& set out in Section 202.
(§1041 'l'he Site .

The S:Lte :i.11 that portion of the City shown &IB the
"Site" on the 11 Situ Map" (which is incorporated herein und attached beret,, as Attachme::\t No . l), and more particularly described in t :'.le "1:.egal D,ucription" (which ie incorporated herein and attached heret.o as Attachment No. 2) •
II. [ §:200]
(§201}
DEVELOPMENT OF THE .SI~E
The Participant repreflents and w&rrante: to the A9oncy tha'I:. it hae acquired a legally binding option to purchase the S:.te (the "Opt.ion 11 ) (whi.eh Opt::.on is incorpor11tctd herein and a1;tache.d to tr.ie A.greement as Attachment No. 7). Th• P;1rt.icipant a9ree2: to purchase the Site by the time establiahed therefor in the 11 Schedule of Pl!rformance" (which ia
i11corporated herei.n and attached to this Agreement as Attacbl!ent No. 3) and in any event to maintain the
e !fectJ:vene,ss of the Option until the time of actual ac:qu1sition o::: tho Site.
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The Agency agrees to grant to the Participant for
application t•> tht! purchase price of the Site an amount equal to the differ,mce between the purchase price set forth in the Option plun the cc,at of Site remediation, and the land value established and approved ii,. the HUD Funding Approval described in Section 20;~ hei:eof, in 1\0 e11ent to exceed On~ Hundred Sixty-l!'our Tb,>usand Dollars ($164,000). This A9ency
c:>ntribution la r11f.e1red t<> het"ein as the "Agency Land Writedown" and sh"l.l be subject to repayment in ;.ccordance with Section 40l h!!reol:.

The J~gen(:y shall deposit the Agen.;y Land Wri tedown in escrow at the timu set forth i:, the Schedule of Performance and ,;s1lbject to ~ho conditionB set forth in the Agreen,ent.

I §20~: J
(a) The Participant proposes to improve the Site as
s,~t forth in the :. Scope •f Dev,alopment" (which is incorporated h•?rein and attacht,d to thiu Ag.l."eement as Attachment No. 4).

The Participar,t ac.rreea and acknowledge& that, subject to its a,:quisition ·o!· · th,, Site, the Par.ticipant shall develop the Site in conformity with the Scope o:f Development (Attachment No. 4) and plans app1 ·oved : by the hgem:y pursuant to this Agreement.

The Participar1t a~<rees to develop all in,provements required pursuant to tl:,.ls .11.greement in 1;onformi ty with: ( 1) all aJ>plicable la1o•s, (ii) all c:ond::.tions of approval heretofore iuposed by thE, City as part of its entitlement proces,:, and (;.ii) all tenl'!a, conditionE and requirements imposed by the United States Depa.rtJnent of Housing and Urban Development ("HUD") as pu·t of the appr•va:. or HUD Mul t1 family Houaing Project No. l22-EFl4SS•WNi-t,8/Cl\l6-'l0'71-0l3 ( the "HUD Funding Approval"). Collectively, the total number of units to l:le ccmstructed pursuant to the Sc<>pe of Development (Attachment N<1. 4), and related improvements therefor, shall constitute the "J•articipant Improvements". The Participant represents and w1,rrants as follows: ( i) that housing uni ts to be developed a11.d made available on the s.ite are required pursuant to the HUD Funding Approval to be made avcd lable at affordable rents to pe,raona of limited income; and (ii) the Partir.ipant has secured a Houain1 Assistance Payments (:or.tract to provide rental ae:sistance pursuant to Section 8 of the United States Housing Ac:t of 1937. The Participant i,cknowledges that Agency approval of this Agr,eement ia ba1:1ed upon the availability of the HUD financial a!!laist.anc• pursuant t.o the HUD Funding Approval and st.rict conf,:,rmi ty ~i th enti t.leme.nts to be obtained from the City,. including without limitation, a.ll conditicns th~.reto (the "lntitlemen·t Permita"). In thE, event the Participant deviates ir.. any mannP.r from the Entl tler.,ent Permits or fails to obtain funding by HUD which, when addEd to the Agency funding provided h~reunder, the Prop. 84 Fundini;: for which the Participnnt has 06/13/91
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applied, and th~ Participant's own contribution in amounts required under ·the HUD Funding Approval, is sufficient to ac<1uire the Sit•! and construct the Participant Improvements, the Agency sl1al 1, a·t: i ta option, be relieved of all obligations pursuant to this Agreement and may terminate this Agreement by giving written noti:e of terl!lination to the Participant. (b) The Participant shall prepare and submit for
api:,roval by the Executive Director of the Agency or his def1ignee (the "Agency Administrator"), Basic Concept Drawings an:;I related do.:uments for the Pa.rticipant Improvements within thu time set forth therefor in t:he Schedule of Performance (Attachment .No. :! ) • The Site shall be developed and the Pa1:· ... icipant Im;?rovements constntcted as established in ·the i'.PJ>roved Basic c.;oncept Dt·awinys and related docU!"lents, except for such chan•es aE may be ~utually agreed upon between the Pai:ticipant anc, the Agency Any such changes shall be within 1:llu limi tationi; : est.abli shed in ··.he Scope. of D~valopment (A1;tachment l'lo. 3).
(c) 'fhe F'articipant shall pr:·epare and submit for
Ag•!ncy Admir.istrat,,r approval final design drawings and related do::uments, inc:.uding dimensioned si t.e plan, landscape plan, building and £1.oor plans, elevations anr. sections and samples of color schem1!s, bcilding 1R.:r.terials, and signe and signing for the exterioz· o:f th«! Participant Improvements, for developmeut of the Site and thtt constru,:tion of the Participant
Improvl!mentn wt thin the t .i mt! set forth therefor in the Schedule of Perfonnance. Any items so approved in writing by the Agency sball not be s·.1bje•::t t.o subsequent disapproval
'rhe Landscaping plans shall be prepared by a
pr:ofessiona.L landscape architect and the grading plans shall be prepared by a licensed civil engineer. Such landscape
az·chitect and/or civil engineu· may ~ the same firm as P1,rticipant' s architect.
(d) ~he Participant shall submit for Agency
Administrator approval final c<>nstruction drawings and related documents for the construct .ion of the Participant Improvements on the Site wi thiri. the time set forth therefor in the Schedule of Performanc• (Attachmeht N•. 3). Final drawings, plans, and s1:>ecific1tioni; are hereby defined as tht1se in sufficient detail tc> obtain a bl.tilding permit:. Any items so approved in writing b:r the Agency shall not be subject to Bubsequent disapproval.

If e;r,y revistone or correc:tiona of plans approved
b1 the Ager ,cy ahal .l be required by any government official, 06/13/91
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agenc:y, departmen.t 01 bureau t.aving jurisdiction over the construction of the Farticipant Inprovements, the Participant and 1:he Agency sr.all cooperate in efforts to obtain a waiver of such requirement:. or to develop a mutually acceptable
al tei~nati ve.

I §203 l ~shedule __ of: Pe_rfoi·mance
The Par·;icipant · shall begin and complete construction of t :t\e Participant Inprovements within the times specified thereafter in th•it Schedule of Performance (Attachment No. 3) 01.· JSuch other til!'.les as 1nay be mutually agreed upon in writing by the parties. All capitalized "l:.erms contained therein shall have the same meaninq as used in this Agreement.
[§204} Cost of Construction
All of the cost of developing and ccmstructing all of
the Participant Improvements, and all demolition and site preparation costs, shall be vorne by the Participant. The Participant assu.mes all riske. asnociated with soil and sub:surface condltior.,s and shillll undertake at i-cs cost all invt!stigati.on of such conditions as it deems appropriate.

Subject to the prov:..sio:~s of Section 402 of this
Agr•!ement, ti'.u Agem:y shall be r~sponsible to provide the "Erinancement AsBistunce" as hereinafter set forth in
Section 402 of 1;his Agreement.
[ §205 I .[nJemnif1.cation During Conetruction: Sodil~
~~1U~a.tt~!-E!'Q2er1::£ Damage In3urance
For the duration of this Agreement, the Participant
agrees to, and shall, indemnify and hold the Agency and the Cit.y and the.ir agents, servi.nts, employees, contractors, officer•, di-rectors, and council.ors harmless from and against all liability, loss, damage, cotita , or expenses (including at1:crneys' fees anal court costs) aridng from or as a result of thu death of il?i.y person or a.ny nccldent, injury, loss and danage whatsoever caused to any person or to the property of a."'ly person whic ·h st.all occul· on or adjacent to the Site and wh:,ch shall be dirE,ctly or :i.ndi :rectly caused by any acts done th1treon or any errc,rs or ornissi,:ms of the l'articipant and i ta agitnts, serran1;a, 1::mployeer. and contractors.

Durin<J tht1 term of thi1S Agreement, Participant agrees to defend, ind,,mnify, and b-,ld harmless the Agency and the City of Simi Vali.ey, it1s officials, officers, employees,
representative,11, a,·,d agents, from and against all claims, lawsuits, l:tabilities or da~ages of whatsoever nature arising out of or in c,:mne,:;tion with, er relating in any manner to any act or omisaion of Participant, its agents, employees,
ccntractors, or subcontractors of any tier and employees Of,/13/91
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thereof in connection wi.th the performance or non-performance of t.hia Agreement. nae Par.ticipc,nt shall thoroughly
invE,stigate a:ny and all clai~s and indemnify the Agency and the City and do w'.batever ia necessary to protect the Ager.cy and the Cit:,, its officials, officers, er~ployees, agents and
representatives as to any s-uch c.taims, lsiwsuita, liabilities or damage,.,.

Prior to the coll".men<:eme::\t of. construction en the Site, the Particii:,ant aha:.l. furni1m or cause to be furnisi.ed to the Age·racy duplic:at,, or:ig:...nals c.·r appropriate certificates of Worker's Compen:Jatim~ Insurar.ce, i.f applicable, and
c::ertlficates o.f p&r.sonal ln,:lury al"d property damage in11urance policies in the amo1 .. ut of at least Thi:·ee Mil lion Dollars ($3,000,000) combina•:l single lir.,itr. naming t.l\e Agency a.nd the City as addi ticmal :insureds. T.r1e Participan~ shall also fu1nish to the Agenc1 pron£ of 1nsurance coverage i~cluding a binder or policy of fire anti. h.;:r.ard ins..irance .,nth mortgage.e' a lo11s p;;.yable er:doree:nent in favo?· of t,e Agr.ncy. the City and th•i pr l mary ler..df'r, with en<",ors•tment.s of exte.-v.ied C·:>Verage, vandal·: sm, 3nd ma licioua mim·hi1!f; buil<ier' s risk insurance wi1:h a coura;e c,£ .;c,n._i~ructi11n clause; and a rent interruption en<i..,rser.ient. SuC'n latter h1su.:,mce aball be kept in forcl!t :':or th•! duratiori, of tM.ti Agreement, except that the portion of such insurance pt<rt11ining to corn,ttL\ction period risks shall be kept ~n fo?·ce until the l1geney h-As issued the "ReleasE>" for the Site which ia attached hereto as Atts~hment No. 5 and is
incorpor;1.ted h,..ir.e11:, by reference. The insurance shi'1.ll include an endorsement that it is prima .ry, ancl not contrib .. n:ing w.i.th arty insurance ;naintained by the City or the Agency. The ce,rtificate of insurance shall additionally contain a statement of obligati-:>n on the part of the carrier to notify the Agency and the City of any ma~erh .l ehar.ge, cancellation or
torminatian 0£ the coverP.g"' at le.aat thirty (30) days in advance of the, effective date of such material change, c;lncellation c,r t.t,rll'.ina'tion .
l §20fi I City and ot:ner Governmental Agency Pernai ts Be:foi~e c:ommencement of construction or development of any buildinga, at~'"Uctures or other works of improvement upon the Site 01.· WI.thin t.he Pro)ect Area, the Participai.t shall, at ite own expense, ,aec:ure or cause to b4 secured any and all i::·ermi ta wh:l.c~ may be required by the City or any other 9·overnment11l agen::y affected by such construction, development c,r work.
{§2t7J Local,_.statP. and Federal Laws
The P•rt.icipant ahall carry out the construction of
·:he Participrint 1111.provomants :in conformity '•ith all applicable Laws. The, Pm:tic;ipant has en·tered into th111 Agreement baeed

1.1pon it• own invEtstigation and not based upon any
represente1tiona hy the Agency or the City or their respe~tive 06/13/91
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off i.cers, age,ntu and ea:,ploye,!S. The Participant assumes full resi;,onasibi.li ty t'or c:onforir.i ty wi t'!l legal requirements and limitations, in<:ludtn•, without limitation, Article XXXIV of the California Gonstitution, and assuming at ita sole expense, the defense of any c:hallenge o[ actions performed or to be performed hereunder.
i §206) i~ntidiscr'imination During Construction
Pursuant t,, Section 33435 of the ca~.if.:>rnia Community Redev•lopment L~w. ·the Parti,:ipant for itself and its successors and assi ,;ns, agre -e::;, that in the rehabilitation and/or construction of Pa1:ti ,:ipant Improvements on the Site provided for in this AgreP.ment, the Participant ~ill not discri .minate against any employee or applicant for employment because of sex, martial status, r.ace, color, religion, ancestry, or natjonal origin.
l §209) r.axes, i\sses~ ,ments, Encumbranr.:eE< and Lie.ns The Participant shall pay when due, unless otherwise
exE,mpt, any applicable real estate taxes and asssessmenta on the Site so long as the Participant retains any interest therein.

Pri.or to isa\lance of the ReleasEi (Attacha-nent No. 5) purauant to Sec:tion 304, the Participant shllll not place or allow to be plii.ced on the Site or any p111rt thereof an.y mortgage, -crust det,d, encumbrar. .ce or lien ot.her than aa expressly allowed by thls Agreement. The Agency exp1~essly conl!ients to any enc:umbrance of the Si·te in f avoi: of HUD or imposed pursuant to thct HUD Fundin~ ApJ:·roval. 'l'he J>?u-ti.eipant shall remove or have re1noved any levy o:r attac:hmf:nt nade on any of the Site or any pai~t thereof, c,:r: ae-sure the sat:i. of action thereof within • reasonable time, but i,1 any E,veni: prior to a sale thereunder. ( S210 i Conditions P:::-ecedent.

Prior to z,na as t:ondi t:i.one Precedent to the Ageney' a obligations under /:lection 201 cf this Agreement, the
Pa::ticipant s~u,ll first complete~ all of the following by the tiines established therefor in t::ie Schedule of Performance (A·t:tachment No . 3):

1. J>arUcipant shall have obtained any and all
en·titlements, npprc,vale, grmJin ,;r permits and all ot."'l.er permits an:i approvals ,;excl.\1aive of building permits) from City, Agency and any and au other governmental entities necessary to permit CO'llffltmcement throu~Jh -::ompla':.ion of comstruction ot: the Participant lmprovuments as set forth in the Scope of
Development {A-:taehment No. 4); and
.2. :?art;ic:ipant shall have obtained ;i.ny and all
app::-ovals ft·om HUD to permit construction of the Participant; ImprovementA &tld t•:> provi-:!e funding to Participant for acquisition of the Site and construction of th~ Participant Imp1:ovemttntB in ac•:crdance 'iii th this Agreement.
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3. Age,ncy shall have approved in writing the terms
of ~he escrow, tl',e cc,mmi tment: !or title insurance and the recoi~ding instructior,s, which app:,cval shall not be
unreasonably withheld.

The forE,goir,g items numb,~red 1, 2 and 3 constitute the "Conditions Pr·ecfident". 1f the t>at·ticipant has not satisfied the 1:::ondi tions. Precedent .with.:...~ o::1e year after the Agency appr•lves this Agl:eemunt, the Agen ,::~i may terminate this Agre•!!ment purEuant to Section 612 (,;).

I II. [§300)
!§301)
YJ~ OF SITE
The Par·c.icipant covenants and agrees ( for itself, i ta successors, its ,usigns and every successor in interest to the Site er any part the:rnof) that during construction and thereafter, the :f:>art.icipant, such successors, and such assigns shall devote the Sit~ to, and only to, the uses permitted pursuant to this Agr·!!ement and specified in the Redevelopment Plan .
j§302} Ma:intenance of the Site
The Participant shall maintain the Pa1ticipant
ImpJ:·ovements on the Site and shall lteep the Site free f1·om any accumulation ,,! debris or waste mater:iala. The Participant shall also maintain t.he landscaping required to be planted unde,r the Scope of Development {!1ttachment No. 4).
(§303) Ob l :Lgrtior ._ t o_ Ref r ain fi.-om Discri1rtinat i on Purauan.t to the California Community Redevelopment Law theJ:e ~hall be r..o di sc1·imination against, or S<o1!9re91Ltion of, any person, or group oi perac-n& <>n account of sex, marital status, race, cc,lor, creed, reli9ion, natic1nal origin, family status, handicap or ancestry in the sale, lease, sublease, rental, transfet·, ue.e, occupcmcy ., tenure, or enjoyment of the Si tit, or any paz·t thereof, nor shall the Participant, or any pernon claiming •.mde,r or through it , establish or permit •ny such practice or practices of di:scrimination or segregation With reference to the selection, location, number, use or occupancy of tenant,:, lesseen, subtenants, sublessee!!I, or ven,fees of the ~ate.
(S3C4J ll:i.qhts of Access
RepJ:·esontat:ives of the .f\gl!ncy and the City shall have the reaeonable i~ight of acce;:1s to the Site without charge er 06/13/91
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.. -·~"""""*"'-~ .. ~~·__,, ... ·-~-- -··-·,------------~-- fees, at nor.mat. corustniction hov.rs during the period of construction f ,:,r t:'.le purposes cf this Agreement, including but not limited to the inspection of work being performed in construction and/or: rehabilitating the Participant Improvements. [ §~105 J Prohibition_~gainst Transfer and Ass~ent
«>f ,Agree?nent
Prior to the issuance of the Rele,u~e (Attachment
No. S) and for the longest teI'Jll required by the HUD Funding Approval or this A,;reement with respect to the construction and/or rehabilitation of the Participant Improvements on the Site, except as otherwise provided herein, the Piil.rticipant shall. n-.Jt aissi•;Jn o., attempt to assign this Agreement or any rights herein, nor. make any total or partial sale, transfer, conveyance, or assignment of the whole or any part of t-.he Site or the Part :.ci:;>ant Improvements thereon, without tbe prior written app1~ov.al of the Aguncy, which shall not be unreasonably Withheld.

Afi:e1· the j ssuance "'f the Release (Atta,~hment No. S), the Participant sh.all not sell, transfer, assign, or convey the Site or any po:-tio::i thereof except to an entity approved by HUD and the Agency, and which agrees to be bound by t."le executory provisions o.i: this Agreement, including without limitation Sections 401 a:;'1d 41)2 concerning the continued availability of at least seventy-f.ive (75) living units on an affordable basis. (§306! Release
Promptly .after the completion of all construction set
forth in this Agre<!111ent and i::t the approved architectural, landscape, site, a:nd construction plana, drawings and
specifications per·taining t::> the conRtruction of the Participant Im:?rov,aments, and upon the written r:equ•st of the Participant , the A,:7ency shall furnish the Participant with the Release ( in th·e fu :r111 attached hereto as Attachment No. S} which evidences and :!etennines the sa.tisfactory completion of such construction and c.ilrries forward those proviaions and covenants specified in th.is ,l\•Jreement, tn.e Redevelopment Plan and the C~lifornia Comflunity Redevelop,r,ent Law. The issuance and recordation of the Rele~se (Attachment No . 5) shall not supersede, 1:ancel, amend or lill';i t the continued efficacy of any ol:Jllgations relati::1g to the 1r,aintenance of uses, payment of monies or any other obligations except for the obligation to complete construction.

Th,. ReleaBC! (Attachmer .. t No. 5) shall not be withheld 01· delayed by the .~c1ency unleer: the Participant shall have failed to satisfactorily complete the construction requir•d by tl! .ie Agreement in substantial compliance with the terms and 06/13/91
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I
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provisions hereof and thf! appr·oved architectural, landscape, e,ite, and construction plans, drawings, and specifications for the construction of the Participant Improvements (if
a.p:plicable) .

If the Agency re!usee ; or fails to furnish a Release
,.-i th respec;t to the Site in the form of 1.ttachment No. S after "'ritten request from the Participant, the Agency shall, w.i.th1n thirty (30) days of the writt~n request, provide the
E·articipant with a written st..,tement of the reasons the Agency z·efuaed or failed to furnish E;uch Release (Attachment No. 5). lf the Aget1cy shall have faile,d to provide such written E1tatement within said 30-day i;,eriod , the Participant shall be deemed ent.itled to the Release , (Attachment No . 5).

The Release (Attachment No. 5) is not a notice of
completion as referr6d to in Section 3093 of the California C:i Vil Code.

IV. { §400}
[S401J
HOUSING AVhILABILITY AND AGENCY CONTINGENT
ENHANCEMENT ASSISTANCE .
( a) The Participant agreee ·that it shall cause to be
constructed on th1t Site and shall maintain on the Site 11eventy-five (75} housing units of which 74 units (the ' "Affordabl,e Uni ts") shall be c,cc:upied for a forty ( 40) year i:•ericd commencing with the in1.tial occupancy of the first such t1ni t ( the "Required Period") by persons of "Very Low :::ncome" at ~Affordable Rents" . As used herein, "Very Low Income" shall ni•an not more than fifty perceint ( SQX) of the areawide median jncome determined in accordance wJth Health and Safety Code f:;ect.ion 50105 as in eff"ect on t .he date hereof; "Affordable i:ents" shall mean rents reprei1e11ting not more than thirty percent ( 3•:>%) of the income 01· a tenant determined in a manner c:onsiat.ent wi t.h the qualifying :.imi ta for families at SOX of niedium income for Ventura Ceunt:r, adjusted for family aize and 1·evised an."lually by mm, the ca:.ifornia Department of Housing ,,nd Community Development, or any successor agency thereto as t:hose terms are defined by He~l1:h and Safety Cod~ Section ~,0052. 5, i::1 determination of ,if fordable housing cost under Health and Safety Cod11 St1ction S0053 as in effect on the date hereof; provided, however, thct so long as a unit or household :I.a receivLi.g al!lsisstance pursui1n· -; to the Section 8 proqr-, }1ffordable Ren"; means rent chc1r11ed as a tenant contribution 1:;nder the li)rovisions af Sectic•n 8 of the U . S. Housing Ac:t of l.937. Sucb persons shall furl:h,tr be senior citizens or handicapped persona meeting t!1e requirements of the HUD Funding (16/13/91
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Appr ,:,val. Notwithstanding the provisions of this Section 401, so l,:mg as a HUD Regulatory Agreement with respect to this development is in ef:~ect, the rents and eligibility criteria established by HUD p;u·suant to the requirements of the HUD Regulatory Agree111ent and a Section 8 Housing Assistance Payments Contract, i:f any, ar-e approved by the Agency.

The Participant agre9s that it shall make available
annually through,:>ut -t;.he ·Required Peri..id on or before each November l to the Ag,1mcy evidence substantiating that it is operating the Site on an affordable basis in conformity with this Section 401. T.'le Participant shall make available to the Agency r<!por.ts submitted to or prepar'td by HUD relative to the continued availability of affordable housing units on the Site, and shall immediately advise the Agency in writing of any notice of default or noncornpliance <;iven by BUD to the Participant c,r other11ise known tc, Participant concerning the Site or operation~ thereon.

In the event for any reason HUD assistance to the
Project is terminated whether by voluntary repayment of the HUD Sect :ion 202 loan or otherwise, the Participant agrees to mair1tain the ·use and occupancy p1:ovisiona of this Section 401 for the Required . Period.

The Pat·ticipant &hall cituse HUD to agree in the HUD
Funding Approval that the Agency shall be given notice and opportunity to cure any and all Participant defaults.

In the aver. .t Partici.pant attempts to sell, leaae
(other than in the c,rdinary cour,se of business) or othei.-v:lae di &J>Ose of the Site ( including in the event of HUD'• forttclosure unde,r the HUD Section 202 Mortgage Loan), or ,any par·i:: thereof, A~Jency shall have a right of first refus111l of any bonll fide offer, whj ch mu21t be exercised within thirty (30) day,, of receipt frolll Participant of such bona fide offer, subject to a standard escrow.

The Pa1:tic: .pant cQvttnants and agrees to submit to the Age::icy Administrator the management plan {the "Management Pla:n") for the c>per1&ti(\n of the Projfllct upon completion at such -cime aB the Managenumt Plan has been approved by HUD. The Hanagem•nt Plan shall. comply with tho requirement:s of the Affordau>le Housing i-\grf'!ement described in Section 704 hereof.

The Agency ahal.l. approve the Mana9eraent Plan within thirty (30) daya of the HUD a:;,p:C"oval. U:;:,oll the Agency'• approval of the Management P~an, th~ A9ency may not thereafter r~quire chan9es unless the Mnnageme11t Plan as implemented. fails to achieve the Agency's objectives set forth in. tl11s Section 401 . Farticipant ahall oper•ttJ the Project in accordance with the app1·oved Mana9ement Plan. '.fae Management Plan shall contai11 the following: {a} tenant marketing · selection criteria; (b) a model leaae; (c) an affirmative marketing plan; (d) the name 06/13/91
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.. . · ~ ···.,.,, .. "WT",-···c--·--.- .~·4 ·- ,· • ••• ,_ · - ·-- - · ~ .. --_w _______ ____ cwwwan,..--·--···- and background of tbe proposed agenti and (e) a management agre ·ement betGfeen the Participant: and th-e managing agent which shall contain termination provisions consistent with the foll.owing para9raph .

In the event that the Ac;1ency determines that the
Part:icipant management practices are inconsistent with tht! app:i:·oved Management Plan, or that the Participant's management agent has failed to manage tt,c: P1:oject as required by the approved Managerr.ent Plan, Particj .pant shall change the prac:tices complained of, or the n\anagement agent, upon receipt of written notice from the Agenc:r; provided, however, that the Participant shall have sixty (60) days following notice to cure or <:orrect the matters complained. of.

The Participant covenan1~s and agrees to return to the
Agency the completea annual 1.·epo::t required by California Heal. th and Safety Cede Section 33418 promptly . upon receipt the1:eof from thE, Age,ncy. The annual report shall include for each Affordable Unit: the ren1 :al ::-at:e and the income and family sizo of the occt,t)ant.s. The jneome information shall be supplied by the teniint in u c:ertified statement on a HUD form 500!;9 . The Participant shall }'.Jrovide for the submission of such information in i-ca leases ·..rith ter,ants.
{ §402 J Jl,go,ncy Grant; Enhancement Assistance.

1. The A~rency has previously paid to the Participant
the amount of F<iL·ty··Two Thouaand Dollars ($42 , 000) (the "lnl tial Amount") pursuant t,, the Original Agreement to defray the cos1; of spec:ial studies relating to the Project which may be t"equired c,f l:.he l!articip&l'1t, such as planning, hydrology, traffic, liquefaction and other studies. Such amount shall be repaid by thei Parti<:ipant to the Agency, without interest upon fun:iing of the perm,ment l•an for the Project. If for any reason the P1·oj•,ct :is not constructed, the Participant shall no'C be oblignted to repily the Initial Amount so long as it hae not breached it·:1 obligations under this Agreement. In such . event, howevflr, any such special studies shall be delive1.·ed to the Agency and shal L become the sole property of the Agency.

2. 1'1lrsu :mt to Section 201 the Agency has agre•d to
fund the Agency Lo.ni:i Wri tedown in an amount not to exceed One Hundred Bixty-F,:iur Thousand Dollars ($164,000). In addition thereto, ~n~ Agency agrees to grant to Participant an amount not to 11!'.l!:ceed Tht-ec Hundred Twenty-Nine Thousand Fifty Dollars ($329,050) (the "Enhancement Assistance") for fifty percent (50%) of QUIMBY Act fees plus Agency approved cost• attributable to Project er.haneeir ,ents which include, but are not liff .ited to, patioo, baleol'\its, carport•, coneret4. roof tile (n~t of asp}ult coat}, patfo doc,rs, Project lighting, and raised stucco around windows, which exceed the &Jftount of RUD 06/13/91
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financing, de:5cribed in Section 202 hereof, available for Participant; linpro•,ements ( the "Excess Costs"). In addition, Agency shaH ·:ooperate in seeking a waiver of the remaining QUIMBY Act fe•!s in an amount of approxiamtely $31,050. Such Agency Land Write,iown amount and the Enhancement Assistance, including ,my addi tior.ial amounts granted pursuant to the s:rovisions of this paragraph, are ccllectively referred to t.erein as th.a "Agency Grant."
The Initial Amount 3hall be due and payable on the
date established in Secticn 402.l hereof.

The principal amcunt of the Agency Grant shall not l>e
;:epaya.ble by the Particips.-r.t, except as set forth he.rein. If t:he Agency Gr·ant becomes payable, it shall bea~ simple inte1·est on the unpaicl balance from tha date of disbursement, at an annual rate c,f fj ve percent ( 5%).

Nothing in thifl Agreement prohibits the Participant,
·,ii th 1:.he app1:ovaJ. of the ,'\gency, from syndicating the Project. 1Jpon syndication the .a.qency shall be paid Eighty Percent (80%) of the net p:~oceiids of such syndication. but in no event the total amount of the Agency Grant, including interest which would havEi ai:crui!d should the Agency Grant have been due and payable. Th.a Ag4mcy shal L apply its share of the syndication proceeds fir ,st t4) such. interest, if any, and second to reduce the principal am,junt of the Agency Grant. Notwithstanding the foregoing.. prese;:it federal regulations clo not permit syndicati<>n af s-ection 202 assisted projects.
(b) Acceleration of HUD Loan
In the event that the mm Section 202 Mortgage Loan is
prepaid in full yrior to the termination of t:he Required Peric,d or otherwiBe eccsl.erated, thE, Agency at. its option may decl,u:e the Agency Grant togel:l:er with any accrued unpaid interest due and payable immediately.
(c) Accelerat.ic,n on Default
In the event of any dt:fault hereunder, the full amount of the Agenc:y Gn-.nt, togt:the::.- with accrued interest shall be subject t.o ncceJ.eratior. in a,:cordance with Article VI. 06/13/91
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4. Cond:i ti ons _ of Agen9'. Gra.nt
Funds avai la.',le to the l1gency to fund the Agency Grant -wil !. be provided by ~hP. Tapo Canyc,i [,cw and Moderate Income Houuing Trust Fc.nd. Accordingly, Participant agrees for i ts,!lf, its Eucceseors and aa,1;sigus, that the use of the Site sha:.1 be subject to the r•strict:lons on rent and occupancy set forth .in Section 401 of this AgL·eement.

5. Disbut'11ement of Age?~ _Grant Proceeds
The proceeds of the Agency Land Writedown shall be
disbur!led in acc:ord,mce w1 th Section 201 hereof .

The Ag,-,ncy shall di!lburse the proceeds of the
Enhancement Ass.istance, and any 3ddi tional amount:i subsequently approved pllr1ma·.1t t,::. Paragraph 2 of this Section 402, in accordance w;i.th pro:edures ~stablisbed by the Agency and acceptable to Hi.JD, J,rovided that, not later than the date established :in the Schedule o£ Performance (Attachment No. 3):
06/13/91
(i) Par~icipant has delivered and Agency has
approved evidenct! of a legally binding
commi troent from HUD to make a Section 202
mortgage loan to the Participant of at least
$4,488,800, and ~he HtJl) approved budget; anrl
(ii) Participant has delivered and Agency has
approved the final plans and drawings; and
(iii} Partj cipant lu,.s exacuted and delivered to Agency the Affordable H:>using Agreement described in
Seci:ion 704 here<:>f; and
( iv) Fe.r ':.icipant has furnished to Agency: (a) a
binder or policy of fire and hazard insurance
wi~1 mortgagee's loss payable endorsement in
fav~r •f Agency, City and the primary lender,
w.i t ~n endorsement .a of extended coverage,
var.:iali21m, and malicioua mischief; builder's
ris~ insurance with a course of construction
ch.use; and a r~nt interruption endorsement;
(b} d1.1plicate original11J or appropriate
certif.icates of personal injury and property
da111.age insuranct, policies in tho ar.iount of at
lee.st $3 , 000, Oto combined single limits naming
the- Agency 21nd the Ci t.y as additional insureds;
and (c) dupl.ica-ce originals or appropriate
certificateo of Worker's Compensation Insurance,
if.' applicabi.e. Such insurance shall be kept in
fo1:ce for the f>;.1.ll term of this Agreement. The
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pol; .cies shall i.r.clude an additional endorsement
that said intmrance is primary, and not
con1:ributing with any insurance maintained by
the City ~r the Agency. All binders or policies
of :.nsurance shall be issued by companieg
approved by -:he ,igency, in form and amo:mt
acctiptable to Agency, and shall provide for not
les,~ than 30 days notice by certifie41 mail to
Agency prior to any cancellation, modification,
or 1~eduction in coverage.
(v} ParUcipant :is not in otherwit e in default under
thi ,s Agreeme::'\t.

Notwi tilst;mding th•! foregoing portion of this
S:ection 401, t ;:1e P,.1rticipant shall be deemed to be operating on the SLte in conformity with this Agreement so long as the HUD Section 202 Mo·rt.ga;;,e Loan is outstandj ng if aU conditions of HUD Funding Approv ,11 and any other requix ·ements by HUD relative to the opex·ati,:m o:f the Project at af!ordable housing cost are ccmplied with ,:>n a continuous basis.

The failure to promptly prosecute a claim shall not
constitute a w!liver. Notwithstanding the foregoing, the obligation <>f the :?articipant to repay the Agency Grant shall be extended during such period, up to a maximum of ninety (90) days, durin1J w.'lich the Participant is diligently proceeding to cure any defaults ·.1.nder this A4JJreement. and restore the occupancy o:f' the Site to that required pursuant to Section 401 of this Agreement .
v. [! !500]
(§501)
GENERAL PROVISIONS ·-----
Notices, Demands and Communications Between
the Parties
Wt·:i tten notj ces, demar.ds and communications between tl..e Agency and the 'Participant ishall be sufficiently given if de,livered by hand or dispatched by registered or certified m1.il, postage prepaid, return r·eceipt requested, to the p1·incipal offices of the Agency and the F~rticipant.. Such written notices, demand£ and cc,mmunicaticns may be sent in the aune manner to such othez- addr.e,ssea al\ either party may from tlme to tim·e de8ign .. te by m1dl. as provide-d in this Section 60]..

All'/ 1o1ri tten notice, dt,rnand or communication shall be dE,emed received immediately if delivered by hand and shall be de,eR1.ed 1·eceived on the tenth d,,y frcm the date it is postmarked if delivere:i ty registe1·ed or ,:ectified mail .

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l §!:·02 I Conflicts of Interest
No memt:,er, official or employee of the Agency shall
have any personal :!ntei·est, direct or indirect, in this Agreement, nor. shall any member, official or employee
participate in any dec.ision relating to the Agreement which affect!! h.is personal interest.& or the interests of any corparati.,:m, partne:-shlp or clSsociation in which he is directly or indire,::tly interested.
!§503) Enfo~·ced Delayi Extension of Times of
Performance
:en addition to s.pecific provisions of i:his Agree .ment, performanc:e 1:>y e.ither party hereunder shall not be deemed to be in default, and .all performance and other dates specified in this A11reemei1.t shall be extend.9d, where delays or defaults aroe due to: war; in:surrection; strikes; lockouts. riots; floods; earthquak,,s; firc!o; casual~ies; acts of God; acts of the public enP-my; epidetnics;: quara.ntine restrictions; frei~ht embargoes; laek of tranaportatiol'l; g,:ivernmental restrictiono or priority; 11 tigatior:1; unusually sev,~re weather; inability to secure :'.lecessary labor, material:3 or tools; delays of any contractor, subcontractor or supplier, acts or omissior1a of the other party: acts or fttilures t.o act of the City or any other public •>r governmeni:a l agency 01· ent i t:1; ( other than t".he acts or :Eu.lures to net c,f the Agency whi.ch shall not excuse! performance by the Agency,; o:c any other causes beyond the c:ontrol or wj thout the fault ,:if the party claiming an extension of time to pE,rfon11.. Notwi ths·:anding anything to the contrary :.n this Agref,ment., an e>t.tE,nsi,,n of time for any such cause 11hall be for the peried of tht! enforced dela:t and shall c:ommence to nm from the time of the commencement of the cause, tf notice by the party ch.iming such extension is sent to the c,ther part:y 1.-i thin thil·ty ( 30 i days of the commencement of the <:auae. Tb,es of performar _ce under this Agreement may also be t1xtend9d in "'ri ting by the mutual agreement of Agency and !'articipant.
(§5041 Non-liability of Officers and Elliploxeea
N,:i member, official or employee of the Agency or the
City shall be personally liable 'Co the Participant, or any successor in interest, in tne event of any default or breach by the Agency {or the City) or £er any amount which may b.!come d1,ie to th.a. Participant or its successors, or on .i.ny obli.gationa under the ter::na o[ this .l\gree!f.ent.
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\§505) ~ffec\_andpuration of Covenants
The Participant hereby subjects the Site to the
c:ovenants, reservations and restrictions set forth in this J\greement . _The Agency and the Participant hereby declare their express intent that the covenants, reservations and
resti ·ictions set forth herein shall be deemed covenants running with the · land and shall pass to .ind l:>e binding upon the Participani:' s suc,:;essora in title to the Site or any Affordable Unit. Each a ::1d every contc-act , deed or other instrument hereafter exe,:uted cove1·ing or conveying the Site or any Affordable Un.it shall conclusively be held to have been executed, clellver1!".i and accepted subject to such covenants, reservations ,:1nd 1:-estricti,)ns, regardless of whether such c::>Venants, reservation and restrictions are set forth in s-.ich c::mtract , deed or other instrument . Upon conveyance of the Site or any A::forclable Un i t in conformity with this Agreement, the Participa11t <:i: the success,:>rs in interest to the P a.rticipant shall be releaiied ·,d th respect to such conveyed p.roperty from any further obl.iqations hereunder, and the c,,venants, renerVELtions and re~trictions set forth hereir, shall p ;lsa to and · bt! birid1ng upon th,~ Participant's successors in t :Ltle to the ~ate or any Affordable Unit.

The }.gel'lcy and the. Pa1:ticipant hereby declare their understanding and intent that !:he covenants , reservations and rm,trictions a.pplicable to Affordable Uni ts as set forth in this Agreement directly ber.efi t the land ( i) by enhancing and incre&sing the enjoyment. and une of the Site by certain very lc1w income persons, and , (ii) by furtheri.ng the public purposes fc,r which the Agency has provided financial assietance and the ct,aritable purposes for whicb the Participant exists .

The covenants establit;hed in this Agreel'll1ent shall
without reg-1rd to technical classification and designation, be binding on the Participant and any successor in interest to t .he Site, or any part thereof, the Agency and its successore and aesigr1s for th£: be::iefi t and in favor to the Agency , its success~rs and assigns, and the City. Except as set forth in t:tie following se11t,111ce, the covenants contained in this Agreement shall t'.Jmain in effect until June 27, 2023, (the termination date o .f the Redevelopment Plan), unless this Agreeni.ent prov.ides !or. the1 :r- earlier termination. The co11cmante Umi ·ting availability of living units on the Site to persons of Vei·y Loi, lnc•me ,1t Affordable Rents shall remain .1n effect for the Required Period. Covenants against
diacriminat1on (as describe,i in Section 303 hereof) shall re:nillin in pE1rp1,tui !:y.
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I §60C·J
(§601)
DF;FAULTS AND K?:MEDIES
Oc~fa11l t~ - ·· General
SubjE ict to i;he exten,sions of time set forth ;.n
Section 503, failure c,r delay by either party to perform any teI'lCI or provii;j.on of this Agreemer,t constitutes a default under thie Agreement. A party claimin1: , a default (claimant) shall give written notice of default tc, the other party, specifying the defa'..llt c::,rnplained of.

Excep·t as otherwise exp1:essly provided in Sections 610 and 611 of this Agre ,emli!!'lt, the c :Laimant shall not institute proceedings agaJ.nst the other party if the other party wj.thin fou :~teen ( 14) di1ys frem re-::elpt ,,f such notice immediately, wi t::i due di li.gence, collllllence:5 to cure, correct or remedy such failure or delay and shall complete such cure, correction or remedy within f,:,rty••Hve ( 45) days from the d~te of receipt of such notjce.

C §602 J

1. 1. §603] Ins ti tut:ion ol Legal Act:ions;
Acceleration of Agency Grant
ln addition tc, an:, other rights or remedies and
suhject to the restrictions in :,ection 601, either party may in:!titute legal. action to c,1re, correct or remedy any default, to recover damages for any def,i:.,lt, or to obtain any ot.her reinedy consistont with the purpose of this Agreement. Such legal. action& tnust be in&ti -::uted in the Superior Court of the County of Ventura, State of California, in an appropriate municipal cour·t in that cou::\ty, or in the Federal District Court in the Central District cf California. If the
Participant . shall default in its obligations hereunder, the A~;ency may accelerate the Agenc.y Crant and the accrued interest tt,ereon, whereupon the full amc>unt thereof shall become due and p1Lyable imniediately.

2. (§6C4J ~j,lic able Law
The laws of the State of C&lifon- !ia shall govern
the interpretation and enforcei!lent of this Agreement. 3 . I §6<)5 I
In the event that any legal action is commenced
by the Par;:icipan ·t against the Agency, servic:e of process on t.he Ag•ncy shall be made by pe,rsonal service upon t.he Agency ~.dmin.istrator or in such other manner as mny be provi·:ied •Y law. )6/13/91
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In the event that any legal action is c:ommenced
by the Agency e.gait:.st the Participant, ,;ervice of process on tho Participant sbe.11 be made by p'!rsonal service upon a coi:porate offic:er of the Participant and shall be valid whether made wi thir. or wi U1out the Stat,:i of California ot· in such other manner as may he p1·ovided by la..,.
(§6061 Rights and Remedies Are Cwnulativ~
Except aB c,therwise expressly stated in this
Agc-e9ment, the rights and remndies of the parties are
cuJ11ulative, and thtt exercie•~ by either party of one or more 0£ suc:h rights or rem<•dies shaU not preclu.d,e the exercise by it, at the same or diflerent times, of any other rights or remedies for the same d,ifau:Lt or any other default by the other party. l §607 I Jnact~~-Not a Waiver of Default
Any fdlu:res or delays by either party 1n asserting
any of its rig:nts .and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, 01:: d!!prive either such party o! its right to i~stitute and maintain any actions or proceedings which it may deem necessary to ,protect, asse:rt or enforce any such rights or remedies.
(§5081 Damages.

If either party defaults with regar.d to any of the
p~·ovisions Qf thil' Agreement:, the non-defaulting party shall st1rve written notice of euc'n dt?:fault upor, the defaul :ting p11rty. If the default is not ,:ured by the defaulting party wi.thin forty-five ( 45) dayi. after service of t.he notice o! dofault (or wi thir.. O-;Jch otn~r period as im aet forth herein), t~1e defaultjn~ party shall be Aiable to the other party for any dumages caused by such default. and t."le non-defaulting party m11y thereafter (bl:.t not before) col!'.mence an action for damages arJainst the dE:faulting party w:ith respec:t to such default. ( §60!1 J Specl fi<: Pe ·rformance
If ei.ther party defaults under any of the provisions
o.( this Ac;,reer-1ent, the non-def.aulting party shall serve written n::itice ot eiuch 1lefault upon the defaulting party. If the d,afault is not cured by th,! defaulting party within forty-five ( 45) daye of 11erv:.ce of th•! notice of default, or such otlleir time limit aa may be set forth herein with respect to such <lefaul t, the aon-defaul tin•J party at its option may thereat'ter (but not befo:re) commence an actiun for specific performance of terms o! this Agr,aement.

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(§610J Remedies and Flights of Termination
l. (§611] Te~~-!nat i. on by the Participant
Ir.. the event that 1;he Participant is unable to
obtuin HUD funding er has not. acquired title to the Site by t.1'1e res1,ective time,;. established therefor in the Schedule of Performance (Attachment . No. 3), ':hen this Agreement shall, at:
the option of the Pa.rt.icipant, be terminated by written notice the1~eof to the l,genc:y, and thereupon neither the Agency nor the Par1:icipant shall h,,ve any further ri~hts with respect to the Si to by virtue c,f or with respect to this Agreement.

2. [ !i612j Termi.nat.ion ~the Agen_£Y
In thet e·,rent that :;:,rior to the payment of the
Agency Grant, or an1r part thereof, pursuant to Section 402 of thi!I Agreement:
(a) ':t'he Participant ( or any successor in
.lnterest) assigns or attempts to assign the
i\.greement or any rights therein or in the
'.,ite ot an Affordable Unit in violation of
':his Agreement; or
(:0) There is a change in the ownership of the
i?articj.pant contrary to the provisions of
Section 103 h.ereef; or
(::) 'rhe Participant faHs or refuses to provide
to the Agency any of thf! following, (j.) a
copy of a tit.le insurance policy showing
that title tc, the Site is V·Hted in the
Participant; anJ (ii) satisfactory proo!
that HUO funding is available and corr.mitted
for acquisition and development of the Site
in conformity with this A-1reen1ent;
thtin this Agreement and a.ny rights of the Partic1pant or any a1:u:ignee or transferee in the Agreement, or arisin9 therefrom wit:h reapect tc, the Agency or the Si.te, shall, at the option of thfl Agency, be terrr,inated by th,, Agency. In the ever.t c,.f termination unc.er this Section 612, neither party shall >.ave an:1 rights agalnst tbe other under thj s Agreement, excepc •• provided in Sec:tiori 402, Pa1·agr,tph l hereof.
vn. [§700}
( §701:

SPECIAL PROVISIONS
.Recordat;~on ·:>f this Agreement
The Participant ag,:.·ees and acknow!edges that t.'"le
Ag,!ncy shall, at the option of the Agency at the ti:ne 06/13/91
4653u/2137/CI01 25
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es·:abUshed thE:refc,r in the Sch~dule of Performance (Attachment tlo . 3) or at any ot:heC' t:.ime of .its own choosing, cause this Ag::eeme·nt or tlle "Memorand•m of Agreement" (which is i:1,:orporated hE,reir, l\nd whic:h i:! attached hereto marked At·:.achment. Ko. Et) ~;o be record.e,:l among the official land re,:ords of the County of Ventur.i.
( §702 i
Not.wi thst,mding anythi ::1,3 in this Agreement to the cc11trary, in the event the Secr -l!tary of Housing and U:1.·ban Oe•,elopment ( "Becretary" ~ should t~ake title to the S1 te through fo ·reclosure, d<ied in lieu of foreclosure, or otherw1se, all c.:o•,enants, concii tic>ns, and 1:est.cictions set forth in this Ag:reement shal::. cease an.d tt?rtni ~1ate anc be o! no further force or effect.

Not:wi thst,mdi.ng anything in this Agreement to the
contrary, in the event an1' provision in this Agreement tends to con.tradict, modify, or in any way change the terms of the Re,;iulatory .a.groemeut e11cumberin; the real propertf descdbed in th•t Agreemer.t untered into bet.ween the Secreta1::: and Pat""ticipant, the terms of the Regulatory ,\greement shall pr•l!!Vail and govern; or .if any provision of this Agreement in an'f way tends to l:.mi t the Secretary in his administt·ation of th,e Housing Acl: of 1937, as ame,r,ded, or the Housing Act of

19.S.9, as amend,!d, e.,r the r.ec;ulations pursuant thereto, this J..gi:'eement shal l be deemed amended as to comply with the Acts an,:i the regi::la'.:ioni~ and the afore:'1entioned Re<.,..Llatory Agreement.

Notwi ·:hstanding anything in this Agreement to the
co::1trary. any amendr1ent to this Agreement referring to or af £~cti11g HUD or i.1:ti intere~ts '!IIUst have t.he prior w1·i tten co.risent of the Seo;;;retary, his successor or assign, to be effective.
f§7031 Entire A~ement-'- Waiv <!! rs
This Agre,,ment is executed in three p) duplicai:e
criqinals, r,ach of which is deemed to be an original. This Agnieme ::.t inch1des pages l 'through 24 and Attac .bmente l through i , whic:~ const:i tut.ts the entire underst:and;,ng and 11grttet11fl!nt of thl'! parties.

Th1 s i\-1rectment int,a.grates ill l of the ter.me a.nd cor.diti,,ne 111en·:.ion1!<l herein or incidental hereto, and supers~,ies a.11 negc)t1ationn or previcuo agreements between the parties or the.tr predeces:Jo::-s in interest with respact to all or any pa1·t of the subject inatter hereof.
06/13/91
465Ju/H37/001
120
All waivers of the pro'1iaions of this Agr~ement must
be in writing ty the appropriate authorities of the Agency and thE: Participant, and all amendmm1ts hereto must be in writing by the approprjate 3Uthorities of the Agency and the
Participant.
i.'n any ci rcu:nstance wh•1re under this Agreement either party is requited t~ appr:>ve . or disappro,•e any 11\atter, approval shnll not be v.nreuonal;>lY withheld. .
{§704} Conflit:~ With Affordable Housing Agreement
The pa.rtiP.s heret .o ack11owledge the e1tistence of that certain AffordE:bltl He.using Agreement dated as of June 17, 1991 be1:ween the City ar.d the Pai·t:.ic:,pant, which Agreement imposes ovorlapping use, anc. occupancy restrictions as a condition cf tht, City's grant 01· a density b,mus. The parties hereto intend and agree that suet. requireme;1ts are indeper.d,mt of this Ag:~eement and that Participant :3hall comply with the
requirements of both Agreements . In the event of conflict be1~ween the tw<• Agreements , the City and the Agency shall. re;•sonably r:esc,lve between them wh.i.ch requirements shall control.

VllI. [§800] TIME FOR ACCEPTANCE Ol AGREEMENT BY AGENCY This J,greement, when executed by the Partiei;lant and
del1 .vei-ed tc. t.he J>.~1ency, muut b~ authorized, executed and de Livered by tl1e Ac;rency on or before thirty ( 30) days after si,Jlling and delivery of this Ag:reeraent by Participant or tl1ia Agc-eement. shsl:. be void, except to the l!!Xtent that the Pa.rticipant shall ,::onaent in wr.i ting to a furthe1. · extension of ti1aP. far the, authol :ization, exe•::ut:i .on and delivery of this Agr:eement . Tho date of thiu Agreement shall be the date when it ~hall have been signed by th•!! Agency .
06/13/91
4E53u/2137/00l 27'
121
I~r WITNESS WH~REIF, the Agency and the Participant have stgned. this A<,·reem .ent on the respective dates set forth below .

Jun,! li , 19_!!_
A'l'TES'I:~
Cl~L£_Jitl ,&rtk:_ ___ _
Se,cretary /
06/13/91
4653u/:2137/001
COMM1DIIT'i DEVELOPMENT AGENCY OF

THE ITY OF SIMI VALLEY
CA ELDERLY HeUSING, 1NC., &
Georgi.a non-r,rofit corporation
By:

Its:

Attest ;.,...
"' · ,')~ /. . ' ,, B • 7,e., . J,._ r- /,, ~-.; )l~ ' y. C. , ( _ - ~~ Its : Teci ar
122
(
.... ·- .... -· --------
------ .. -Acknowtedgerrient
Store of ____ . C:AUFOflNIA ___ . On __ Jun:? 17. 1991 _ _. before me_ MYrma Katscb Cou,iry of Ventura--- ----·--·
___ Notar_y Public- -----·--·--------···----·-- -·
perscnrn1y o;,peored ...Jo$eph. ~~~.eM- - -__________ _ persc'IOIIY kro.vn ro ,ne 101 p;oveo ro me on thi:> bOSfS 01 somfoc!Of)' ev,oencel 10 be !~€· p,l,SOfl({ whow Mme~ ~;-..,b5C.!lbed ru !ho w,m,,, ,nsltumeot .,no ac1<nowt e<.1ged to l",e thof t,e/:st>e,tbe~ e'ICecuted the s..."lme 1n b,sJhOSISbac ouihOnzed coooc,tv~ond mot ov h<S/hfff/flle,r i.ignoture~ !he onst,ument !he~.i-"' o, 'he e .. ,,,!y ~,c" behott cf .vhict" ~ pe,son~oc,ed. t!ltecuTed tt"le ~trurnen, JWN· !:S m1· 'KJnd on<1 cff,c al s,l()I ~
(Th•s ::,,ea for oH,c,o! S€01l S.grx1'c.'IP. . -~;t._ A-____ ~----- --------- 1 -,.l18f!IOM----NOI-Ml'i--~-,·hot.gn "'" ,,l ormot .:,n , .... ,u,,ste,ji ,eiow ,S OfllONA(. ,, cc<0"1 ;~ ottocnmen t of trl<S cem~cote to unor,...- ox ,roe-,,• fH1S CERTlfiCATf Ml SI Bf ATIACl-!ED i.t1e or ,y:;,e r,• Docurn,,,,, ---· --·- -·--·--·· ···-- ·----- ---- !C !Hi: OCCUMi:Nl )i:SCRIBW AT RIGHT Nvnoer ,it :>ogas ··- --···-·Date of Document----·----··----------- --- " i 100 t I J/QCJ S1gner(sl 0thE-1.1hon Named AbooJe -·--·--·- ---··· -·--- ·------ - ----- -- ~~~------------~•er--p,,.-p,,.q,. ___ .,.......,.._._..,_.,,.._,, __ .._._...., ___ o,,. ... '/entura.
or june 17, 1991
Notary Publ'ic
beto,eme Myrna Kauch ____ ___ _
pF•rsc.,no!lt (lppoo<ed Gregory Stratton. thai rman of ··-- ·- ·-- tile.. StmLVal ley Conuoft,v D.e~__AQeru-.y. __ . -·· _ ... p,,r;ono : ~ ,,,own to •ne (o, p,ov~d 10 me er, !ho bo>is of sotisfoctorv r,.v,oe,,cel •o be ti'o pe,s:,njlt.l\...,ose ,-,~,s~~noed 10 rlle wrmir, #Y.l1ument and oc1cno .. ~ e Jqed •o "'P n,o, l'e1~ e,ecutP.<l tne ;ome in h~~ uu:rv;,,,red c ~oc,1v(~~ lhor i;~ >,,s/~!•gnoture(s-. ,,n fhe lflstrum(.r,l fhop~ o, t:o eni,1, ,,pen behalf of ....-,.ci, tt>e cersr,n(Voctej . e,ecuteo the ,nsm,.-nenl V/,T~ESS mv nor1d onc.1 C'rt1c1!ll .:eo•
. VL-f
(lhi, Of'J ,) lo, otf1C•JI ,a<; :i) ;,·l}f:Clllc· ·· 2,7~4".-£~~ "-~- lrit'IP.fnON NOTAI'.(· /IJttlQu~1 t!'8 N.r..-T,i,]110 1 re,aue,. '&iJ ~ a CwncJffA.l. 1, , -uk1 c,"'ve,-t~, ·n :,ttoct,,,wr.f o! rr1u. ccrt1f1C.Otl!' to 1lf'l0"1e: doc.,,.,ent r
TH!$ cmnF•CATi M!;ST llE ATTACH!"() ra:e (>I lyi:;tl o! Document ·-·---------···· ··- · ·- - · . . -···----· ·- ·- TO iH~ .:x:,cu•v11,;,,.r :x~:::r"'81:o A!lltGI· I iliu.m110, r:t "oiJe·, Dote of Document ... ·----·- - ---- ----· --·- . --··------·· TT 1 ,00,11,11(), SIQN!f(~)/)!het lhonNor,eo Above _____________ · -- - -----··· --- · - ·--· ~,..,-~-~--- _..,_
·---· -·---·- ---· - --·· -·-·- - - -- ------- -.--- -
123
.;i"·
·-- - -· -· .. - ., ... ··-·-- .. ,. ,_ -···· --~- --.. . ----- - ---~-- ATTACHMEN".: NO. l
S!TE MAP
.-1111111~--.l!!!!!l!IIIJ!!ll!!ll!!!II'-·-----... - ... PJU!~ STRE T PD ... S-812
LD•5•·500 GPA t
Z-8-4-13
RH-1s.o e32-oeo-1, a,.e
OE,/13/~11
4f,53u/;!l37 /001
. ------·--· ---
RVH-- CPD 10.7
ATTACHMENT NO. 1
20 CPD
RYH•

18.I
- ------ ---- - - ·- -- ------ -- ---- - - --- - -- - - 124
ATTACHMENT NO. 2

LEGAL DESCRIPTION

ALL THAT REAL PROPERTY LOCATED IN THE CITY OF SIMI
VALl,EY' COUNTY CF VENTURA, STATE or CALIFORNIA, DESCRIBED AS FOLl..OWS:

A portion of Lot 2 of California Mutual Benefit Colony
of C~icago's Subdivision in the City of Simi Vallsy,
aa p~r map reeorrled in Book 3, paqe 19 of
Miaeellaneoue Record• (l'laps), in the Office of the
County Recorder of said County, also being cleserib9d
in deeds to Safec:are Co11,pany Inc. and recorded &111
Inst. No. 83-127?.84, Ine.t. No. 83-109677 and Inst. No. 84-103973, all of official records of aaid County.
06/13/91
4t6!,3u/21:i7 /001 ATrACHI'rEN'I' NO. 2
30 125
i
j
• l
!
• ;
.... _,, _,... ~_,. , ... ,,---- · . . ~-----·--- --- ·----· EVENT
ATTl,C'JIKENT NO. 3
SCHEOU!.E OF PERFORMANCE
TIME FRAME*
l. Agency :.hall ex1icute this AgreE·
m,mt and shall deliver one (1)
copy th,~ret•f to the Participant..

Within thirty (30) days of receipt by
Agency of executed Agreel!M!!nt by
Participant, and a copy delivered within
seven (7) days after the Agreement has
been approved by the Agency.
z. Purticipant. sha:.l have satisfi~d Within one year after the Agreement the Condit i.ons I•reeedent b has been approved by the Agtency.

S1iction 21,:i.

3. Agency shall deposit the
Land Write•:lown :.n escrow.

S. Final O,?si,;in On,wings .

6. Final ConstrucHon Documents.

7. P.u-ticipant. shall acquire the
Site frU111 seller pursuant to
t:ne Option.

8. hrticipant shal.l deliver to
the Agency proof of insurance
confonn:-.ng to ~,,ct ion 205 .

9. Agency r.t.all rec:ord the
A·ireell\ent. the l'irst
A111enanent to Pnticipation
A-ireement c:r alternatively,
t .lle tle111ora1\dum c,f Agreement
(Attachr.1.en: No. 6).

10. P,utici1>an·: shall commence
c,:matruc:ti,:n of the Participant
I111proveneni: s.

One day before the r.cheduled c!ose
of escrow and in no event earl.ter thau
upon seven days prior written notice to
Agency from Participant requesting such
deposit .

C0111pleted.

Not later than November\, 1991.

Not later than Nove'.llber l, 1991.

Within sixty (60) days after the
Participant has satisfied the Conditions
Precedent in Section 210.

Within ten (10} days after acquiring
the Site fr0111 the Agency and prior to
cot1111encement of construction.

Concurrent vith the tL'M'
the Pu·tic:ipant acquires title
to the Site.

Within one hundre4 eighty days
after obtaining the entitlement
permits and not later than
January l, 1992.
:>6/U/91
~653u/2137/001
ATTACHMENT NO. 3

Page 1 of 2 ends

31 ··-··· ------------------- -- ------- ----- - ~--
126
11, Participant COlllplete:s canstruc
tion of the Participant
lmpr :1vements.

12. Partieipa ::1t shaH celive ?r to
the Agency proof of cost:s
incurred for Prc,jec:t.
enhancements pu:-su1111t to
Section 402.

13. Participc1nt rents .\!fordable
Unit:s on the Site.
------ ---·----- ---
~lithin sixteen {lo) months of
co11V11encement of constr1Jct.ion.

Within thirty (30) days of the
issua .r-.ce of the Re lease,
Within thirty {30) days after
completion of thP. Participant
Inrp1·ovements. and not later than
January l, 1993,
*
All ti111e line tt,quiremer..ts set forth above shdl be extended by the amount of :lays that e,rpire bet.ween the date tb1 Participant is eligible to make application fol" B\i.ildirig Permit A ll.ocat.ion Gunts and the date said Grants are awarded.
06/'LJ/91
4653u/2137/001
ATl'J,CHMENT NO. 3
Page ·2 of 2
32 --=--------
127
ATTACHMENT NO 4
SCOPE OF :lEVELOPMENT
:C. GENER/.,L OE:SCRIPTION
The Sl.te is delineated on the Site Map (Attachment
NI). l tc, the Fj.rst. >.mendment to Participation Agreement) and th•! Legal Descripticn (Attac:h«,ient No. 2 to the First Amendment tc Participa.tim~ A<1reement).

II. DEVELOPME?lT
Thu Parti<:ipant shall cc.nstr.uct <:m the Site a total of not leso than i,eventy-five {75) t·esidential units for Section 8 participant senior citizens and, if the entir~ Site is
purchased b), P.irti,;:pant, not less than ten percent ( 10%) of such units shall bt! reserved for physically handicapped Section 8 pat·ticip :,mts; provided , however, that one ( l) of the total num.be1· of un:i. ts to be constructed may be .f'or a manager (collective~y. the total number cf units to be constructed and related imp~ovements therefo~ shall constitute the hParticipant Improvements") .

Th,;, PRrti :::ipant shall commence and complete the
Participant Improve1nents in phafles by the time established tl:.erefor in the Sched'\lle of Pe.t ·formance (A.ttachment No. 3 to the First Amendment to Participation Agreement).

All development shall be in ac,;crdance with plans to
be approved by t.he P!.anning Co111mission of the City of Simi Vc,lley and :cy the Agency ae pc1.rt of the planned development rt,view proces8 and all costs of F.uch development shall be borne l:y the Part.ieipant, except as t1xpressly aet forth in the A~rreement.
06/13/91
4653u/2l3'1/00l A't:TACii'MEN'I NO. 4
33 128
. : • ,. .. .... ,...,, ''"l ' : )...f . . , ·,v .. ,., •1 . . ~"""'"""" __ "' _"_ ... _ ... ~-....... - AT·!ACHMENT NO. S

RELEASE
{Certificate-of~ompletion)
RECORDING REQU.~STEl) BY
AND WHEN RECOR:>ED MAIL TO: ' )
)
)
)
)
--·----------- --4----- ---~--
SAMPLE
I Space above for recorder.)
WHEREAS, by a Pilrticipation Agreement (the "Agreement") dc,ted , 19 , and the Firist Amendment to
Piirticipation Agreement (the 11 r·irst Amendment"} dated . 19 , entered into by and between the COMMUNlTY
m:VELOPMENT AGENCY OE' 'rHE c:ITY OF SIMI V~LLEY ( a public body. c:orporate and politic, hereinafter referred to as the "Agency") and CA ELDERLY HOtJSING, INC. , a Georgia non-profit corporation ( 1:he "Participant''), the P21rtii;ipant has developed the real p1~operty ( the "Prcperty"), legally described on Exhibit "A", and has complE,ted the const:ruction of the improvements thereon ac:cording to the t:'!rms and conditions of the ACJreement and F:1rst Amendment; 11.r.d
WHEREAS, pur·sus.nt to Sucti ,:m 304 of the First Amendment, p ::-omptly after co1ni:,letion of al.l work of c•nstruction to be c,)mpleted l:,y the Participant upon the Property, the Agency shal 1 furnish the Participant ·oli th a release of construction 01:>ligation1; (this "Release") u-pon written request therefore by t:~e Participant; und
\-lHEREAS, •:he issuance by the Agency of the Release shall be c:mclusive ev:Ldeuc:e that the Participant has completed c :,nstruction cm tlu, Property; and
WHEREAS, ·:he J>ax·ticipant has requeE.ted that the Agency furnish the P-!lrtid.pant with the Releas~; and
WHEREAS, tho Agency has conclusively datermined that the construction •:>n the Property required by the First Amendment haa been satisfactorily completed .
(16/12/91
~16SJu/n371oc1
ATTACHMENT NO. 5
FasJe l of 3
34 . - --·---·---- -------·- ·------- ----- -- ---·--- ----------- -
129
----- ---~----------
~LE
NOW, THEREFORH, THE AGENCY AND THE PAR'I'lCil?ANT AGREE AS FOLLOWS:
1- The Agen1;y hnreby acknowledges t.iiat t.1'1e Participant has cc>nstructecl the ilP.provemen-r.s on the Property and has otherwise constru ,:::ted in;provements on the Property in accordance with t):1e lll•!dev.elopment Plan and pursuant to the terms and provisions ,,f the First Amendment.

2. The P~rticipant, on behalf of itself and its
succe-saors, assigns, and each successor ::.n interest to the Prope ,rty or any part thereof, hereby covenants and agrees that, except w.i. th respect to covenants -t:o construct improven:ents on the 111:operty, all covenants c•ntained in the First Amendment reco1:ded on , 19 , at Book , Page of
the official lane:! rec.:lrds of" the county of Ventura shall remain in full force anc1 effect.
:1 . This Re J.east1 aha l l not s 1Jpersede, modify, amend or limi ·c. the efficac :y of the E"irut A:oendment, which is on file with the Agenc:y at 2929 'l'apo Canyon Road, Simi Valley, California, as public: records. and is incorporated herein by refe1·ence.
4 . '!his Re leas,! aha 11 n,:>t cc;:,nsti tute evidence of ct.>mpliance w11:h ~r satisfaction o.f iU\Y obligation of the Participant to a:ny holde1· of a mortgage, or any insurer of e. mcr.tgage, securing money loanec. to finance the work of reha.biU .tatie> ~'l, construction, and development on the impt·ovementa, on the Prope:r.ty, oz· any part thereof . This Relt,ase is not a notice of completion aa ::eferred to in Section 3093 o! the California Ci.vil Code.

UI WITNESS ~IHERE:Ol:", the Agenc~· a:nd the Participant have exec:u ted this Ac;1reen,ent.

Dat,t: --- - - - - -' 19 __ C1JMM'JNITY DEVELOPMENT AGENCY 02' T~:IE CITY OF SIMI VALLEY
ATTEST:
06/12/'1
465311/2137/001
By:------
Its:

ATTACHMENT NO. 5
J?age 2 of 3
35 --- - -- - - - -- -- --- --- -·-- -- ---- --- - ---· --------- ---- --- - -·- -- -·- ----··- ·--· 130
·'
06/12/91
4653u/2137/001
ACCEPTED:

CA ELDERLY HOUSING, INC., a
Gec,rgia non-profit corporation
By:

Its:

By:
ltu:

ATTACHMENT NO. S

Page 3 of 3 ends

36 131
ST~TE OE' GEORGIA
COUNT! OF
)
)
)
SAMPLE
SB.

On before te, the
undersigned , a Not.ary Public in and for said St.at.e, personally appeared ------- ---- ··-----------------personally lmo·,,n t,:, me oL· proved to me on the basis of satisfactory evid$"l\Ce to be the person who executed the within inetrument as the President, and ____ , personally known to me or proved t,, me on the basis of satisfactory evidence to be 'Che person who t!xecutec::i the within instrument as the
Secretary of the Corporation that executed the within
instrument ,md ackt1owledged to me that such corporation eJ1ecuted th•! within instrument pursuant to its bylaws or a resolution ,,t its Board of Directors.

Wl'l'NESS my hand and official seal .
( S,EAt)
S'l'ATE OF CALIFORNIA

CCIUNTY OF VENTURA
)
) f:,S.
)
On ti.is ____ _ da.y of , , before
mt1, the undersigr.ed, a Notary Public in and for said State, puria•nally appeared ------------ , personally known
to me (or proved to me on the hasis of satisfactory evidence} tu be the peri;on 1i1ho executed this instrument as the oi: the COMMUN) TY t•EVELOPMZ.1-IT AGENCY OF THE CITY OF SIMI VAL!.EY, and acknowled~ 1ed to me that the such agency executed it. 01:./12/91
4t:,53u/2l37/00:

Signature of Notary Public
37 132
. ,
·'
i ·' · I
•.i. -- ....--- - , ·- ;.: .. c---· •· •
EXHIBIT "A"
LEGAL l)ESCRIPTION
ALL Tfl.A~' REAL PROPERTY LOCATED IN THE ClTY OF. SIM!
'TALLEY, COUN'l'.Y OE' VENTURA, STJ\l1E OF CALIFORNIA, DESCRIBED AS l~OLLOWS:

A pc-rticn of Lot 2 oi California Mutual Benefit Colony of Chicago's Subdivision in the City of Simi Valley,
as per map recorded j,n Book 3, page 19 of
Miscellaneous Recordt1 (Maps), in the Office 0£ the
County Recorder of said County, also being described
in deeds to Safec&re Company Inc. and recorded as
Inst . No. 83-127284, Inst. No. 83-109677 and Inst. Ne . 84-103973, all of official records of said County .

OE:/12/91
4ESJu/2l37/00l EXHIBIT "A" to A~ACllMENT NO. S
38 ~-- - . - ----····- ____ .,_ __ --------- ---·
. -·-· --
133
1 i ./
\
...... -- .-... --~---~- ---- ~-~---
ATTACHMENT NO . 6
Recording Rec;11ested By )
J~d When Recc ,rded Mail To: )
)
Coaununi ty Dev·elepment Agency )
of the Ci t1• of Simi Valley )
:!929 Tapo Canyon Road )
!ami Valley, California 93062 )
Attn: Executive Director )
~---·~~------ (Space t.bove line for Recorder)
Recording requested by the Simi
Valley Redevelopment Agency;
exempt from payment of recording
fees pursuant to Government Code
Section 6103.

Community Development Agency of
the City of Simi Valley

MEMOAANDUM OF AGREEMENT
'l'hi11 is e. Memorandu1n ("Memorandum") of Participation Agrec!ment ( "J\gree1ment") dated , 19 , and First
.!Unendment to Participation Agreement ( "Fi rat Amendme,nl;.") dated - ----- · ' 19 _ __ , entered into by and between the 1~0111muni ty Deve 105,ment Agency ,::,f the City of Simi Valley ( the "Agency") and CA Elderly Housing, Inc., a Georgia non-profit :orporation (the "Participant"), concerning the following described re;il pi~opert..y ( the "Site") located in the City of Simi Valley, Cowity of Ventura, State of California:
! ln:sert d--=script.Lon of the Site:
'!.'he Partic"ipant agrees to maintain, for a i:,eriod o! forty years, the Site for senior or handicapped persona of Very Low Inccmn at Af!ordable Rents, pursuant: to the First
Amendment; s.si::i J:irst Amendment, which is on file as a public record wi tb ·the i\•.1ency at 2929 Tapo Canyon Road, Simi Valley, Californi.t, ':13062 is incorporated herein by 1·eference. '!his Me111orandum is prepared for th& pu1-poa@ of
recordaticm and .is not a complete summary of the First Amendmen~ .. :Prov :lsione of this Memorandum shall not be used to interpret the pr,~visions of t.he First Amendment. tn t.he event 06/12/91
465:",u/213 "1/001
ATTACHMENT NO. 6
Page l of 2
39 - ···-· - --·- · - --·· ·-·- -··- .. --.-· --·------ -- - --. -----·----- 134
' .
of conflict be~ween this Memorandum and the provisions of the Fir-st Amendment., the prov·isions of the First Amendment shall control.

A'ITEST:

COMMUNITY DEVELOPMENT AGENCY OF

THE CITY OF SIMI VALLEY
By:

Its: Chairman
"Agency"
se·c·-r_e_t_a_r_y _ __ --·-··---
0•5/12/91
4653u/2137/00:L
Cf.. ELDERLY HOUSING, me. ' •
Ge,orgia non•profit corporatii>n
By:

Ita:
"Participant"
Ar.rA~"IENT NO. 6

Page 2 of 2 ends

40 135

STIITE OF CALIFORNIA )
) !!.S. SAMPLE
)
On this ----- day of in the yttar
19138 bP.fore me. thf, undersiqned, & Notary Public in and far said State, pei~sonally · appe11red ------- ·-
pe:rgona.lly kno,.,n tc, me (or proved to me on the basis of satisfactor;[ evide1:v::e) to be the person who executed this instrulllent us th4! C!hairman of the Community Development Agency of the City of Simi Valley and acknowledged to zae that the Cc1111nunity Di!velopment Agency of the City of Si111i Valley e,:ecut.ed t t.
(SEAL)
:,TATE OF GEOitGIA
:OUNTY OF --------- ··-·-
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ss.

On before me, ti,e
undersigned, a Notary Public in and for said State, personally appeared ·---- -·-- - - , personally known to me
or proved to aG on tho b.a.s.i..s uf satisfactory evidence to be the Pf!rson who ,,xec1;.ted the with :,n instrw11e -nt as tile President. 11nd , personallJ' 'knovn
to ae or pr<ived- ·tomeon the basis of satisfactory evide ,nce to be the p,,rs()n who execut~ t:r.e within instrwaent aa
the - - -·- - --------· Secretary of the Corvoration that executed th·a wi ·thin inatcW11ent and acJtnovlE:dg'ld 'tO· me that such corporat:-.on e:,ce•::uted thi! within instrument pursuant t~ its 1:ylawa or a resoi .ution of its Board of Directors.

WITNESS my hartd and efficial seal.
( SEA!,';
06il2/~l
46S3u/2l37/00l
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ATTACHMENT NO. 7

OPTION AGREEMENT
,.rut JIIIPIIIT m 9nJRI m. mcufl Ill's IIDD
THUi rlUT l\WEMOIUll'r aocUf.i.•• thet option to P\lrcba.. Real lat.ta dlited Oec•••r 1, ue, (tile "A9n-t•J perea1nin9 to the Pro1141rty ducribtd in 1¥bl1aU. .l hento l:letveen auSCAU CGIIDff, lllc:. • • Weahlnvtcn corporation, •• ••l.ler C •Seller" I and CIIUftlU amoa soa•1• 10wma-:1oar, JIIC., •• JHarc:baaer c "Pllrchaaer•> In tne .. Mer s11t torth herein and allllll control in the event of uar conflict or incons1etency vitb tlla Ac;n ... nt.
1, All definitions c:cmtained 1n ttM A9reeunt eball have the .... ae&niftlil in t,bls Pint .IIMndunt~
2, U Pllrcba••r pa,- Sellar a one flaounnd Dollan (fl · ooo) ~1011 ,_ by caabiere or certUie4 dleolt COIICllffefttly vitb P\archa .. r' • execn.ation of this l'int ~ent, tile Option ~iod shall be extended until 12:00 nuon w, OCtobe~ :u, 19'1. 'l'IIJ.s exteneion fM •hall H non-refwldeble·, but vUl 1M applicule to the purchas• prioa upon cloalnf.
" l. P11.rcha11er ha• 1napeot:..S Propertr and nquestedl that hller retl\11'8 ttie PllrebaN pric:e to one a111Uon 11\i-M Klln4re4 '!'bOllftftd Dol.lara ('1,lOO,OO<>) to raflact itll conditicn, including U.. pre.enc. tber·aon of 4ebri• ~ till. flle psrcbaee
price 111 tiuet:ir Ndueo4 ta $1,200,000 in c:oneiclenti\H\ ror Purc!laN:r • • aoc:e9C.nc9 ot tJla Property an Al II buia, WI'.l'IIX1'l UnPIN'l'M'toU •~ WAIIWft'lla H SILi.a OP Alff DIIO--Oll IIATUII, IUUtS oa lllPLIID, lf ~rGl\uel' pmulluN ~- ftoputJ, Pllrc:buer c:ownantia and qr... to prcaptl ·i' raediate tbe exi•tint Ptoperty tiU pn!Olw at PlarcbaHr'. ao.L• GCNlt ............. 1n ·-MIPH vita appUClllltle lavs, culu, '*l\llatione ul4 ordlnaaw, to irdeeritr, af81111 and h::,14 Seller bualus ,... _. ... ,.... all cile1M, deaende, euita, losaee, daMp•, ftnal, pcnalti• and aqpuna ariaint fna or out of tbe 1)11.ralc:al con41tlon af tu fro,vty or the pnsence of 1111.tert.la or aullatanc.ea l:INreoe or thereun4hr or tJI• Nlea.. or dladlH'f• of alllMtaaaoea tberetn•'• vbetti.r now ••ltatint ar hunaft:er aria1119, .... '4 Pit httwc•a c:oau and •:qN111• .. , inal1141nt l'llllaonaale attomay9• , ... 1llclarrM 1n entorcin., su= duty to i~unify, def..S and bold llualua. •. ~Z"C1M1er connzu tbat it 11u appftfV94 u.. ~1tion af title to tblt fi,,opert:, anc- wa.tffd 1ta rlCJllt ta terainate tbe Agra.lMD\ bilMII cm tlM conllit.1011 ..,, title.

5. Tide 14rsmznc _., tiff. exeouted 1n counterpart9 vhiola, tun to9etller, :onati~ute tile ,:oapl•te 1~.
,. '?Ille._,,.._,., 11111111 ot:tlerwiH ooatimae in tull ,_ and •ff.ct•• written.
06/12/91
46S3u/213'7 /001 A'l'TAC:HMENT NO. 7
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137
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IN WITNESS WHElU:OF, th& partl•• \\ave executed this First Amen,i11ent as o! ',:;he days and year set forth below .

Dated: May~-' 1991
-
June
Dat•,d: ~ Ji_, 1991 CHRISTIAN S!NIOR HOUSING FOUNDATION, INC.~
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EXHIBIT 1
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I declare, under penalty of perjury, that pageR 1 through 5 are ,n euct copy cf th<> Option •9,e,,a~/~,
OPT.!ON TO PURCHASE REAL PROPERTY
BY ANO 3ETWEEN
CHRISTIAI~ SENIOR HOUSING FOUNDATION, INC.

PURCHASER
AND
SAFECARE COMP~NY, INC,
SELLER
DECEMBER 1, 1989
THIS OPTION AGREEMEliT I:3 HllDE ANO ENTERED INTO THIS 1ST DAY OF DECEMBER, 1989 IN THB CITY ~p SIM :[ VALLEY, VENTURA COUNTY, CALIFORNIA, BY AND

BETWEEN CHRISTIAN SENIOR HOUSING FOUNDATION, INC,, HEREINAFTER REFERRED TO ,,s "PURCHASER, ... ANO SAl'ECARE COMPANY, INC., HEREINAFTER REFERRED ro AS "SELl,ER".

I. GRANT OF OPTION
AS CONSID!RAlrIO!f FOi~ THIS OPTION, PURCHASER H1.S DELIVERED 'fO SELLER CONCURRENTLY WITH t ·:,tE 1 '.ltECUTION OF THIS OPTION A CHICK PAYABLE TO SBLL£R, ~ECElPT OF '4'HICl:i 15 HEREBY ACKNOWLEDGEU, FOR ONE DOLLAR ($1. 89).

IF THE PURCHASE llES 1:R1B.::D IN THIS AGREEMENT JS CONSUMMATED, THAT SOM WILL BE APPLICABLE ·ro Tl-II~ PURCHASE PRICE, AND SAID CONSIDERATION SHALL BE NON-REFUNDABLE IN TH.E EVENT PURC'IASER ELECTS TO NOT PURCHASE. (a) TERH OF OPrlON: FOR SAID CONSIDERA.TION, SELLER GRANTS TO PURCHASER THE RI<;HT TO l?IJRCHAS! ALL OP THEIR RIGHT, TITLE AND INTEREST UI THE PROPERTY DES•:RIB&I> IN EXHIBIT "A", ATTACHED HERETO AND INCORPORATED BY l~EF8REN•:E, DURING THE PERIOD COHHENCING WITH THE DATE SIGNED BY THE S£1.r,ER TH;aOOGH 12:00 O'CLOCK NOON, APRIL lS, 1990. (b) EXTtNSI<>N :JE OPTION PERIOD: PURCHASER MAY, PRIOR TO THE EXPIRATtON OF THI~ FIRST-OPTION PERIID AND ONLY BY WRITTEN NOTICE TO SELLER ANO TENDEI~ OF TH!: CONSIDERATION PROVIDED HEREAFTER, EXTEND FIRST OPTION PERI OP TO PORCHA;:lE FOR AN ADDITIONAL PEIHOD BIGINNJNG FRO.. 12: It Q'CLOC!t NOON, Al'lUL 15, 1999, AND Ell,DlNG WITH l2:IIII NOON APRIL J.S, 1991:

AS COHS10EliATION FOR THE EXTENSION C·F THE OPTION PERIOD TO 12: H O CLOCK !.IOCN, APRIL 15, 1991, PURCtlASE,l SHALL ~AY TO AND DELIVER TO SELLER TH,. so~ OF TWENTr THl)OSAND DOLLARS ($28,009. HI IN A CASHIERS OR TREASOR!R 1 S CHECX l'AYABLE TO THE srr.LER, ANO A fi'lilTTEN NOTICE OF BXTENSION OF TH! OPTION EXE•::01so l3Y PURCKASER IN THE FORH AND C1)NTl!:NT or EXHIBIT •c•' ATTACHED HERETO AND INCORPORATED BY REFERENCE. SlHD NOrJCE AND CHECK SHALL BE UELIVERBO ro S!FECARt COMPANY, INC, P. o. BuX 21485, SEATTLE, WASHINCTON, 98llL
"NONE OF 'rHE CONSIDERA?ION FOR /!.NY !XTEMSION OF THE OPTION Pl.RIO!) SHALL EE REFONDA8L! TO PURCHASER, IF.RESPECTIVE CF NHEN THE OPTION IS EXERCISED, If.' EX~RCISEO, hND SAID CC,NS1DERATION IS CR!OITZD Oi'OII OR ilEDUCTE O FROM TH.S PURCHASE PR !CE PA l'ABLE BY PURCHASER TO SELLER OF ONB MILLION SIX ffUt.DRED THOUSAND AND H/1"8 DOLLARS (Sl, 6U, 989. H), IRRESl'iCTIVE OF WHEN THF. OPTION IS l:XERC1SED, II!' EXP.:RCISEO, OR WHEN THE SUBJECT PROPERTY JS TRANSFERR!!D TO PURCHASER, IF THE OPTIOtl IS El<ERC1SEO . "
( c) CONDIT JON OF PROPERTY: TI TL! SHALL BE Dl!Ll VERED TO PUllCffASEii SUBJ!C'I TO ALL COVENANTS, CONDITIONS, RESTRIC'IIONS, ENCUMBRANCES, RESERVl'!TIONS, EA.SEMEH'l'S, RIGHTS, ANCI R!GHTS OF WAY, WHETHER OR NOT 'JF RECORD, INC LUO I Ni:; BOT NOT LlHlTED f(l THOSE SST fORTH IN THE P1'EL1Nll\ARY TITLE Ii EPORT WHICH WILL BE ATTACHED HERETO AS EXHiiH! •A". PURCHASl\:R SHALL flAVE 'l'EN {lBJ DAYS FROM THE f:f:CEJPT OF A PR1':LIMI8ARY TI'fLE REPORT WITHIN WHICH TO lDVISE SELLER AS ·ro THE ACC.EPTAiHLlTY O!' THE COiNOITlON OF TITI,E l!.ND ANY OBJECTIONS TIIERETC. IF PURCHASER INDICATES i\Nl' OBJECTIONS THERE·ro, SELLER SHALL HAVE TEN (Ul) DAYS FROM THE RECEIPT THEREQ!' WITHIN WKICH TO DETERMINE WHETHER IT WH,L CLUll ANY HA'I·TEJS TO WH !CH E'URCHASBR HAS TAKEN OBJECT ION AND TO ADVISE PUKCHASl!!R THEREOF IN WR11'IMC:i, IP SP.:LC.ER 1MD1CATY.S 1T Wft.r~ NO'I· REMO'Jt: A~L MATTERS TO WHICH.

PURCHA~IER HAS TAKEN OBJECTION, PllRCIIASHER SHALL HAVE THREE {3) CAYS FROl'I THF, REC'.EIPT OP' SE;..LER S NOTICE ll'ITHI.N WHICH TO ELEC'i' TO EITHER ,: i) 'I
0 ERl'1INJ1TE THIS AGRJ!.EMENT OR (ii) WAIVE IT'S OBJECTIONS TO TITLE. (1) 45
140
. C URRl:NT 1990-1991 REAL t>ROPER'fY Tl1XES AND CURRENT 1990- . 1991 INSTALLME:NTS OF SPl!:CIAL DISTRICT ASS!flSHENTS, IF ANY, SHA[,L BE PRORATE£, AS OF DA1'E OF PURCHASE. ANY DELUiOUEtlT REAL PROPERTY TAXES CR DELINQUEtlT ASSESSME,ns Sf1ALL BE PAID DY SELL.ER PRIOR TO CLOSE OF ESCROW. 1T rn THE SOLE RESPONS1B1LITY OF ~mE PURCHASER TO . HISPECT AND INQUIRE ,:NTO AND SATIS.P'l' ITSELt" PPIOR TO THE EXECUTION OF THIS OPTION AGREEMEN1' AND TO l'l'S EXE~C ISE OF 'l'HE OPTION OR THE TtME E'OR CLOSE OF ESCROW, llS TO THE ACBEAGf :, LEGAL C,ESClHPTION, ZONING CLASSIFICATION, PERMISSIIILE USl!:S UNDf ·R Tf!E ZONE C[,ASSIFICATJON OF THE CITY OF SIMI VALLEY, C:ALI~ORNIA, l"OPOC:,RAPl-!Y, l>f!AINl\GE, GEOLOGICAL CONl>ITION, SOIL CONDITIOII AND COMPAC1'ION. LOCATION AND AVAILABILITY OF ROADS AND ANY UTILITIF.H, AND ALL AE•PLIC:AliL! ORDlNAN(~ES AND REGU[,ATIONS OF THP. CJTf OF SIMI VALi.Ee, THE COO!ilTY c,F VENTURI\, Tl-IE VENTURA COUNTY FLOOD CONTROL DISTRICT,, THE RANCHO SIHl RECREATION ,IU'lD PARie: DISTRICT, THE STATE 01" CALIFORN::A, OR ANY Si•ECH,L DISTRICT OR PUBLIC ENTITY, AHO TO HAKE AN ENGINEERING ANALYSIS OF 7riE PROPERTY, TO TAKE SOIL TESTS, AND TO MAKE A BOUNDARY SURVEY, ALL OF i'HE FORF:1..0ING AT ITS SOLE COST AHO EXPENSE.

SELLER I:i It.FORMED AUD Bt!LIEVED THAT THE PROPERTY IS NOT IN A GEOLOGICAL HAZARD Z1)NE AND FI.OOD HAllARD ZONE EST~BLI SHED AT THE DATE HEREOF BY TH!:

CITY OF :um VALLE.Y; NEVERTHELESS, Ir IS THE SOLE RESPONSIBILITY OF PUIICHASEI~ TO INQUIRE INTO AND SATISFY ITSELF AS TO WHETHER OR NOT THE PROPERTY OR ANY PART THEltEOF IS IM ANY GEOLOGICAL HAZARD ZONE OR FLOOD HAZARD Z1)NE Ok ANY o,:HER SPECIAL STUDY ZONE or THE cnr OF SIMI VALLEY OR ANY O'rHER PUBLIC J~NTI'.rY PRIOR TO THE TIME IT EXECUTEO THIS OPTION .11.GREEHEN'L NO RF.FREHEBTJ,TION OR WARUNTY OF ANY KIND OR NATURE IS MADE BY SELLER OR THEU\ ACiBNTS OR ANY PERSON !:MPLOY£0 BY THEM AS TO ANY 01!' SAID HATrERS IN THIS SUBPARAGRAPH (c) ANO PlJRCHASBR REPRESENTS AND WARRANTS TO SELLER TliAT :i 'I.' HAS EX!:CUTED TH1S AGREEMENT AND THAT lF IT iXERCISE THE OPTION, THE EXERCISE OF SAID OPTION MILL BE MADE, 0~ COMDITION THAT IT HA:3 SO INSPECTED THE PROPERTY AND MADE SUCH INQUIRIES OF SAID ~ATTERS TO t·rs 51\TISfACTION OR, IF 11' HAS NOT, TffEN IT HAS CHOSEN NOT TO DO !iO AND 'rHAT Bl! 8URC1SING THE OPTION, IT ffAIV!S WHATir:VER SIJCH INQllIR[ES HIGHT HAVE DISCLOSED AND SO ACCEPTS THE PROPERTY FROM SELLER AND w:LL 1ND'£HNIFY, DEFEND AND SAVE SELLER H1'.RHLESS !'ROH ITS FAI~URF. TO DO SO.
(d) PURCHASE PRICE: THE TeTAL PORCHASB PRICE IS THB SUM OF ON£ MU.LION STriilJifflJlmofifoUJAND AND U/188 DOLC.ARS (.t,6H,IH), LISS OP'!'IOI MONIES RELEASED TO SELLER, WHICH SHA~L BE PAID IN u. E. CURRE~CY OR Cff~CJC ACC£PTABLB '.rO SELLE:R THROUGH AND AT DATE FOR CLOSE OF THE ESCROW OESIGNATED HEREAF~EB,
(e} NOTICE OF EXERCISE OF THE OPTION: PORCHAS!~ HAY f.XE~CrS! THE OPTION oolU'.NliSAil>Alrnvi OPTION PERIC ·D·oR EXTENSION OF OPTION PERIOD ONLr Br Ci) GIVING HRITTE.N NOTICE TH!:REOF TO SELLER AND THI .ESCROW HOLDER, ABOVE, AND (ii) DELIVERING ALL or THE FOLLOWING ro SELLER AHO THE ESCROW, PRIOR TO 12:81 0 CLOCK NOON APRIL JS, 1998, AND THE PA!LIJRE OF FURCHASER OR Aln OF ITS AGENTS Ft1R ANY RHASON HlrATSOEVBR TO TIMELY PEP.FORM IN FULL A't,L OF THE FOREGOING PRIOR TO 12:88 0 CLOCK IIIOOM APRIL 15, !99i!, SHAU, AlJTO!'IAT!CALLr CONS'1l1'UT£ FAILURE OF PURCHASER TO EXERCIS1:. THE OPTION, ANO SECONDLY, TfllS OPTION AGREEMENT AHO THE PURPORTED EXERCISE OF THE OPTION SHAl.L AUTOMATICALLt BECOME NliLL AND VOID Nl'IHOUT ANY FURTHER ACT 11K' S£LL1:R. IF THE OPTION PERIOD IS EXTENOE~ THROUGH APRIL 15, 1991, SELLER MUST GIVB NOTICE OF ITS EXERCISE CF THE C1PTI0N TO PURCHASE NO LAT!;R TIIAtt THE EARLIER OF APRlL 15, 1991 Oil flV! DA1S AFTER RECEIPT OF FULL u. s. DEPARTMENT or HOUSING AND URBAN OEVELOPfil£NT APPROVAL FOR PURCHASER'S DEVELOPMt:NT OP THE PROJECT. (l l DATED AND SIGNEa BSCROH INSTRUCTIONS OB'l'AUIED i'ftOM TSIE ESCROW CIFF ICfR AND;
.
(2) A WRl'lTEN SIGN'ED A'IO NOTARIZED S'i'AtEMtNT SY PURClU.SER OR ANY Pf:RfiON SO AUTHOIUZEt • ON BEflAl,F OW PUR<.'HASER SETTING FORTH FUUY AND COMPLETl!LY ALL STATfMP.NTS SET FORTH lN SUBPARAGRAPH I (b), ABOVE. (f) ESCROW: WlTHit, THREE (:H DAYS SUCCEEDING 'fHE DATE 'I·HAT PURCHAS!lfttli\~J ED 'l'IMELY I.Nil COMPLETELY WJTH ALL THE PROVISIONS Q!' SUBPARAGRAPH I, {e)' ABOVE, SELU:R WILL EXECUTE AND DELIVER A con OF SAID ESCROW INSUUC'l'IOtU: TO ESCROW Hl)LDER ANO CONCURRENT-LY FORWARD A

COPY TO PURCHASER
( l J TERM OF Ef,CROW: 'rHE TERM Ot' THE ESCROW SHALL BE FOR 1,· PERIOD c)f' THI Rff(Ti11 DJ1YS BEG INN l NG THE FOURTH DAY AFT.RR THE Pl!P.CMASER HAS DBL[VEUEO TlMEL! THI (i} NOTICE OF EXERCISE OF OPT(ON, (ii) DATED ,,No SIGltfED ESCR0\11 IUSTRIJCTIONS, ABOVE, 'i'O ESCROW HOLDER. IN THE EVENT fHi\1' PUIICHASER FULS TO OELIVER ,\NY OF SAID l'l'EHS TO SAID ESCROW HOLDER TIMELY AND COHPLtTELY 1N THE MAN~ER AND FORM AS PROVIDED THEREIN, THEN (ZJ: 41
141
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,..,...._~__.,..,~ ......... ---:;--- - -~--·- · . ·· ---------------- THIS OPT ION !:;HALL NOT BE DEEMED BY ANY PERSON TO HAVE BEEN EXERCISED BY l'URCHASER, OF: ITS AG.ENT, THE lNCOHPLETE OR ATTEMPTED EXERCISE OF OPTION SHALL BE AUTOMATICALLY NlLL Ji.ND VOlO WITHOUT ANY ACT BY PURCHASER OR SELLE~, OR AHY OF THE~, /,ND S,HALL NOT UNDl~R ANY CIRCUMSTANCES SERVE TO EXTEND THE Tl~RH OF THIS CIPTICJt..: ANO PURCliASER SHALL IMNEDJATELl PAY TO ESCROW tlOLDEl~ ALL COSTS hND t:XPENSES OF T'HE ESCROW AND THE PRELIMINARY

TITLE REPORT ,
( 2) Pl,ACE AND £:,CROW HOLDER: TI COR Tl TLE INSURANCE COMPANY, 445 E. ESPLANADE DR., OX~ARO, CA~ 93030.
(3) TITLE HISURANCE: SELLER WILL, AT THEIR SOLE COST AND !XP!NS!, PRCVIDfJ A ST:UilDARD POCICY O!' TITLE INSURAIICS IN THB AMOUNT 01' THE PURCHASE: PRICE WI 'fH TICOR TITLE! COHP11NY, SHOWING RECORD AS D!SCRIB!!D IN EXHIBIT ~A•, HERETO .
(4; BALANCE Of' PUJlCHASE PRICE, ETC.: WITHIN SAID THIRTY (31) DAY ESCROW 'rERM, BEGlNNJNG UlUL 15, T99:! OR AT TIME OF EXERCISE OF OPTION IF S•)ONER, PUflCH11SER SHALL DE!>OSI'r lNTO ESCROW FOR TRANSMITTAL UPON CLOSE •:>F ESCROW TO SELi.ER THE BALAN•:::E OF THE PURCHASE PRICE OP ON£ NILLleN SJY. HUNDRED TKOIJSAND AND 00/180 DOLLARS t$1,600,IJ00 fil0) ANO ONE-HALF OF THE ESCROW liOLOltR1 S FEES AND COSTS AND OTHER ESCROW FINANCIAL OBLIGATIONS 0~ PURCHASER.
(SJ DEED B1 SELLBR, ETC• : WITHIN SAID THIR1'Y 130) DAX ESCROW TERH, SELLE ,R WILL DEPOSIT IN·ro A DULY EX.ECUTED AN:> ACKNOWLEDGED DEBO CONVEllNG 'lHE SllBJEC 'f REAL PROPERTY AS UESCRIBED llll SUBPARAGRAPH I, (c) TO PURCHASf:R, PER EXKIBIT "B" WHICH WILi , BE ATTACHED HBRETO, ANO ARRANGE FOR, OR PA l~ INTO ESCROli', P11 YMEN1' OF ONE··HALr or THE ESCROW lfOJ.OER' S FEP.S AMC COSTS, TH£ RECORDING FEE OF THE DEEi>, THE TRANSFER TAX, AND St:Lt.ER' S OTr.iER !'INAIIClAL OBLJCA1 IONS,, IF ANY, (;F THE ESCROW. SAlO DEED MAY NOT BE RECORDED OR OTHERWISE u::;Eo BY ESCROW HOLDER OR PURCHASER OR ANY PERSON UNl,l~SS AND UNTIi, SEl,LER RECEIVES THE BALANCE OF THE PURCHASE PRICE.
(6) TIME J:S OF TIit: l!:SSENCE: 'l' IHE IS OF THB ESSENCE FOR fijE PE~FORMANC! OF ALL ? .ERl'IS AND CONDITIONS ANO COVEl!IMITS 01!" THE OPTION ANO ESCRJW.
(7) POSSESSION: POSSESSION OF TMB PROPER'rY SHAU. BE GIVEN TO PURCHASER DATE OF CLOSE 01!' ESCROW. PRJOR TO POSSESSION, PIJRCP.liSER MAY HOT GRADE OR . COMMBNCE CONSTRUCT ION UPOH T_tlE PROPERTY OR MAltE ANY USE Oi' IT WHATSOCVER, OR ENTER UPON THE PROPERTY, OTHER THAN (i) SORVEIING THE PROPER1'Y OR (ii l TAI( H;G SC 1 LS TESTS•
(8} ASSISTAtlCE (IE' ESCROW OFF ICF.R: THB F.SCllr,w OFFICt:R SHALL 00 SUCH TIUNGS AS Ml\Y BE tlECESSARY TO !XPIDIT! THE CLOSR OP 'J'HE !SCROW WI THIN SA[O THIRTY (31'1 01".' ESCROW PERIOD AND SELLER ANO PURCHASER WILL EXECUTE SUCH OOCUHENTI; ANU DO SUCH THINGS AS MAY BB NECESSARY TO f!RFOltM THEIR 08LIG.!'TJONS J:N •)RDER TO CLOSE THE ESCROW TlMILY ON OR BIU"ORE £NO SAID THIRTY <301 Dl1Y SSCROW TERM.
(9) EXPIRATION OF OPTION: IF PURCHASER FAILS TO EXERCISE THIS OPTION WITHIN THE TERM SET FORTH IN SUBPARAGRAPH I, {a), ABOVE, llY TIMELY C,f!LIVERY OF ALL OF THE TIMES Sf;T FORTH lN SUBPARAGRAPffS 1, !d) ANO I, (f!), ABOVE, THEN THE OPTION SHALL AUTOHATICALI,Y TERMJNATB AT THE END OF Sl1I D TERM WITl'.OU'f NOT ICE BY I\N't PARTY TO THI OTHER PARTY OR ACf BY ANY PIIRTr II.ND ALS(I ALL RIGHTS OF PIJRCHASER ARISING OU'!' or l'HlS OPTION AGREEl4EN'r SHALL IHMECJIATE!LY CEASE. PURCHASER AGR!tS TO 1xacUTE, ACKNOWLE!JGE ANO DELIVER 1'0 !SCROW HOLi>ER OR SELLl?R, OR ANY OF THf::N, WITHIN Sl~VEN (7) C•AYll AFi'ER REQUEST BY SELLER, A OUITS CLAIM DEED OR OTHER oo:mu:NT REQUlltlO ii¥ ANY 'l'l'rt,E ~OMPANY 1'0 REMdVB 'rHB CLOUD or THIS OPTION FROH THE PflOP$RTY IF PURCHASER FAILS TO EXERCISE TIMELY I\Nl.> COMPLETELY THE OP1~10!:i COU1'AIPED IN THIS AGREEHENT OR DEFAULTS AFTER THE EXERCISE OF THB OPTlJN.
ii• REAL ESTATE COMMISSION OR SERVICE COMPENSATION:

Sf.LI,ER ACKNOWLEDGES THAT THE PRUtiENTI AL MITCHELL COMPANY, 2468 TAPO CANYON ltOAD, SIMI VJ!.LLElt, CALH'ef:NlA , 93163, IS PURCHASU'S UAL ESTA'tE AGEN'• HI TtHS TRAHSl!.CTIOi,i AND WH,L Pt\Y TffEr-l A REAL ESTATf. COMMISSION FOR THEIR SlrnVICES IN Atl AMC1UNT EQUAf, TO TWO AND ONI-HAC.E' (2 1/211 PERCENT OF THE l?VRCHASE PRICE, SELLER ACKNO'IILEOGBS fHI\T RI/MAX OlSTISCTlVE PROPBRTIES, 1445 E. {,OS ANGELES AVE , SUITE 112, SIMI VALLEY, CA 93865, IS SP.LLERS REAL f:STi\TE J\GENT IN THIS TRANSACTION ANO WILL PAY THEM A Rr.AL ESrATE COHMLSS [ON :ma Tfft:IR SERVICES lN AN AMOUNT EQUAL TO TWO I\ND ONE-HALF (2 l/2t :, PERCEi«, O!' THE PURCHASE PRICE. kO COH1'1ISSl0H5 ti!LL BE PAYABLE TO EITHE~ BROKER UNLESS THE TRANSA,::T(ON PROVIDED FOi\ IN THE 0)47
142
0PTIOt, , CLOSES AND THEN SHl1LL C1IILY Bl!' PAYAB i;.E IJPON CLOSING.

III. ASSIGNABILITY
PURCIIASEF.' S RIGHT ·ro ASSIGN 11'5 RIGHTS U~DER THE AGREEMENT ARE LIMITE D TO M:SIGNMENTS WHERE SELLE~' S PRIOR WRITTEN CONSENT HAS BEEN OBTl\lNED, EXCEPT J\N ASSIGNMENT TO PURCHASt:R'S AFFILIATE CA EI,DERLY HOUSI~G, INC , A GEORGIA fECT ! ON ~0llc) (3) CORPORATION, IR TO THE CITY 0~ SlMI VALLEY.

I ~ MECHANI C 1S AND OTHEU Lli HS:

DURING THE TSRH OF' T'il~ 1) PTION J\NO, IF ANY, ESCROW, PURCHASER WILL NOT CAUSE , BY ANY ACT OR OHJ.SSION, it.NY HICHANIC'S OR Ol'HIR LlEN TO ATTACH TO THE REIH, PROPERTY DESCRIBED IN EXHIBIT "A". HERETO, AND SHALL HIDE i'fNH'Y, [tEFEND AND HOLD SELLER HARMLESS J!'ROM AND ,.GAINST ANlt AND ALL CLAIMS, CM'f;Es OF ACTION, SUITS, LOSSES CIR DAMAGES ARISlNG FROH OR OUT OF THE Pilf:SJ :NCE OF PURCtU\SER, ITS EMPLOYIIES, OFFICERS OR II.GENTS OR CONTRACTORS ON THE PROPf :RTY PiHOR TO Cl,OSING.

V. SURVIVA.,
REPilESE.NTATIVES llND WARHA~TIE:;, ,:ovENANTS AN::> OBLIGATIONS OF PURCHASER HERl!.'IN SHAl,L SURVIVE ·fliE ~:XERCISE OF THE OPTION ANO CL::>SE OF ESCROW.

VI . MA~NE~ OF GIVING NOTICE: ALL NOTICES HUSt BE IN WRITING, NOTICE JS CONSIDEf :EO GIVEN EITH~R-Taf WHLN OELJVEREO IN PERSON TO THE RECIPIENT NAHEO AS BJ:L,OW, OR (b) i'WO (i!) DAYS AFTBR DEPOSU' IN TH E UNITED STATES HAIL IN A 1,1EALEO· ENVELCPE CR CONTAINER, EI1'HER RF.GISTE8EO OR CERTIF!ED HAIL, RETU RN R~CEIPT REQ~ESTED, POSTAGE ANO POST~~ CHARGES PREPAID, ADDRESSED 13Y NAMB AND /1DDRf:SS TO TH~; PARTY OR PE t SONS INTENDED AS F'OL:..ows:

NOTICE TO l'URCIIAS !~R:

CURISTIAN SENIOR HOUSING FOUNDATION, INC.
1900 CENTURY BOULEVARD, NE, SDITE 1260
~TLANTA, GA 38345
WOT ICE T• SELLER
:5AFECARE C.O. , INC;
P, 0 BOX 21-185
S~ATTLE, WASHINGTON 98111
I\FT!P ESCROW HOLDER !US RECEIVED SIGNED ESCROW INSTRUCTJONfi FIIOP\ l'IO'l' H PARTIES, NCTit: : ES TO !\NY PARTY SH.II.LL ALSO BE SEHT BY EACH PARTY fO THE ESCRC·W HOLDER WITHIN THE SAME TIME: PEaIOD•
£ITHCR PARTY MAY, DY WRITTEN NOTTCE GIVEN AT ANY ITEH, REQUIRE SIJBSEQUEIIT NO'J'ICES TC· BE GIVEN TO ANOTHER INDIVIDUAL C;il TO -~ D1FFERBN'!' AODRt;ss I)~ BOTH. N01' ICEE: GIVEN Bt;FOR! : ACTUAL RECEIPT OF NOJ'ICE 0:? CHAIIGf! tl(LL NOT BE; IflVALl PATED BY 'rllF. CHANGK. If NO'l'ICE If> G!VEN Bl MAIL AOIJ'itESSEO TO llECIPil :f.l'I' AT THE LATEST DBSIGN1iTI0t1 OF At'Dkl!:SS AMO TtiB NOT ICE IS RETIJRNE[1• Ti) Ttm SENOElt <J NOELI VER8D, NOT ICB SHALL MEVERTHILESS LESS BE OEEMIED TO HAVE S:::EN GI\IEN If SE,'iT Bl MAit. AS ABOVE.

VI I. CONDITIONS PRECi;OENT TO ElCERCllHNG 1. F OPTION, OPTION GRANTED HEREBY ts CONT J NG ENT ON THE FOI ,LOWIN'G:

L THE APPRAIS~L BY THE U.S. DEPARTMENT OF HOUSING A~D URBAN OEVELOPtlENT BEING Et•UAL. TO OR MORE THAN THE PURCHASE P.RlCf: ST.UEO AftOVS.

2. THE PORCHASI:R Of1TAINING liPPRIJPRIATE ZONING TO ALLOW •rm~ CONSTRU•:TION OF THE PROl•OSED ELDERLY HOUSING FACILITY fUND!D UNDH SECTION 202 OF THE fJ, S, OEPARTHtrn':.' OF HOUSING ANO IJRBAN OEVE:LOPH!NT, J. WATER AND S!:HER l,INES ADEQUATE TO SERVE THE PROPOSEO ELDERLY HOUSING FACILITY BE1NG AVAILABLE TO TIIE SITE.

4. THE EXECUTlON OF A HOUSING J!.SSISTANCE PAYMENTS CONT~ACT WIT!t 'J'HE U S DEPARTMENT OF MOUSING AND URBAN O!VtLOPHENT, (ie, HAVl~G BUtLOING PERMIT~ . IN HAND TRlGGERING THE NECEfiSARY FINANCING REQIJIREHf:NT).

IF ANY OF THESE CONTINGENCIES ARE NOT MET, THIS Of-TIOH liILL BECOME NULL AIUli VOi D ANO ltLL ~!ON ! ES Sr1AU l~QT BE RE!:'UNDE!l u FULL ·ro PURCHMER. (4) 48
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(al TIHE: TIME lS OF THE ESS~NCE IN TttE PERFORMANCE OF THE PARTIES RESPl~CTIVEcfaI.TGi;TIONS HEREJN CON·rAINED. ---------- :bl ATTORN&JS tEES: lN THR EVENT ANY DISPUTE aETWEEN THE PARTIES HERr.::o SHOULD RESULT IN LI'rJGJl ,T IOH, THE PREVAILING PARTY SHALL BE REIMBURSED FOR REASO~ARLE ATTORNEYS' FEES.
1c) NO MERGER: Tiff: OB£,IGATf0NS HEREIN CONTAINED SHAC,L NOT MERGE WITH TRANSFEft OF-TlTL~ HUT SHALL ~EMAlN IN EFFECT UNTIL FULFlLLEO. (d) TAX A.'fO LEGAC. ADVICE: J;•URCHAStR AND SELLER HEREBY CERTIFY ANO WARRANT THATT tn:y· FULLY UNDERSTAND AND ACCEPT AU, TERMS, CONDITIONS, COV!li'AN'l'S AMO .PROVIS10MS OF TKtS J!.GRE!Ml!lNT7 THAT '!'HEY HAVE CONSULTED A~D CONf,'ERREO WITH 'l'HE[R RESPECTIVB ATTORNEYS, TAX ACCCtUNTAN'l'S, AND OTHER CONSULTAliTS, ANO, IF ANY HAS NOT DONE SO, THAT PP,RTY HAS FAILED TO DO SO KNOWINGLY AND CiiOS!:N TO f.XECUTE THIS AGREEMf:NT WITHOUT OOING SO; THAT TH€ PROVISIONS H~AEIN ARE THt ENTIRE AND SOLE MATTERS OF AGREEMENT; THAT NO PROMIS!~S, AGR.~EMENTS, UNDERSTANDINGS, REPRESENTATIONS, OR OTHER MATTERS, IN RELAT(ONS TO THIS AGREEMENT EXISTS BETWEEN THE PARTIES · EXCEPT AS HEREIN :?:XPRlrnSLY SET FOR'I·H; AND THAT THIS AGREEMENT SHALL NOT BE INTERPRETED EITHER IN FAVOR OR AGAINST ANY SIGNATOR~ BY REASON OF ITS 9EING DRAFTED IN WHOL~ OR IN PART BY ANY PARTY OR PARTIES. (,;:) lNUREMEN~'.: EACH COVBNANT AND CONDJTtON ~ONTAINED IN THIS AGREl!:HBNT SHALL, llfURE TO THI Bl~lOtFIT 01' AND BE BINDING ON THE PARTIES TO THIS AGREEMENT, THEIR RESPEC'l'lVE tl!1:1RS, PERSONAL REPRESENTATIV!S, ASSIGUS AND OTHER SUCC:ESSORS HI Hf'rEREST,
(;:J INSURANCE:: INSOR~NC~: OP S!!:L•.::r, UPON 'l'HB PROPBRTlr IS NOT TRANS!'ERl\liL£°TO~irRCH~ .SER. PURCltASF.~ IS TO PRO-YlOE ITS OWt~ INSURANCE AT ITS SOLE COST AND EXPf:NS! I!' P.URCHASF;R D£SIRES INSU8AHCE OF ANY KIND Ul'ON 1'HE PROPER'rY FROM THl': •ATE. OI' EXECUTION OF THIS AGREEMENT BY PURCIU1SER •
(c1) !PFECTIVE DAU!: THE EFFf:CTIVF. DATE OF TIHS l\GREEHEN'J' UPON \LL PARTii:s SHALLB!7iiF. - O~TE THIS AGRl!EMEN'!' IS SIGNED BY THE LAST S:iG~ATORY OF THE: PERSONS COLLECTIVELY CALLEO SELLER HEFEIN, NOT1'1IrHSTAND1NC THAT THE Dlt't'E IN THE U!TROOIJC'i'ORY PARAm:APH ON PAGE l HEREOF l":IGHT BE DIFFEIIENTe /
· , :/ I ~IF I?"'!
( 11) S~-4f--9&f.fSM'fflMS--t!ltl:mlt·111t - ACH-B~JWSJ' - .. -U.-H-A-t:m . /' ~l!+CALlrV---GQl~~ -t--W!Wl-BOIUU:Lll-P-PR<'.t\'1l·r;,tr-T,<T!Ci\R4--~-f"AifY':-ttoK:

Efl-M-Me-B&-B-Y-~ -~-l!\---~¥, - ttte.L--s-s-«tttft'r11H - ~Olt-: / ~ /.l/t(/ f'J (ii SELLER HUST RBTAlN THE RlGHT TO LIST THE PROPEITY DORING THE TERM OF THE AGR~:EH?tir ANO ACCEPT OHERS ON A BACY.UP BASIS, SUBJECT TO 'tffE RIGHTS OF PtJRC:f ASER UNDER THIS i\GQEEMENT«
t!Nt.l':SS 'tHIS AGHEEl'!IINT IS EXZCUTiD BY SELlER ANO A ORIGiNA~ OSLIVEfED TO PURCHASER WITHIN SEV!N (7) DA¥$
EXBCUT ION ANO OE:t,1 'IEF. ! OF THIS i\GREEi'll!:NT BY PURCHASER lJECENS .~R,.,'! l91JS-, \IHlCIIEVP.:R rs EARLieR, THEN IT SHALL AUTOMA'nCALI,! WITHOUT MilY FUHTH!m A(:T BY PURCHASER OR

DUPLICATE,
FO!,!.OWING DATE OF
TO S1%LEU ON
BF. NOLL AND VOID
SEt,LEH.

THI~ UNl)ERSHa~Eil Hl\f EXSCl.l'rE[) TH (S OPTION TliYS 1ST DAY OF [1E;CE!1~ER 1989, IN THE CITY eF ATL~NTA, STATE OF GEORGIA •
CHFISTIMI SENIOll HOUSING FOUNl)ATION, INC
BY: /s/
l'lJ~CHf.SER ·-·----· ·----·- - -- ···--· -·----
THE UNr>ERSIGNED HAS f:XECUTEI 'rHIS Ol'TIO~ Tm: __ l'r.! ~ ___ DAY OF CECE>1B£R 1389, ]N THE CIT~ OF SEATTLE, WASHl~GTON.

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SAE'ECAHE COHPAN't', INC
SELJ.ER
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THIS FIRST AMENDMENT modif.Les that Option to Purchase Real Eat11te dated De<:elllbt11· 1, 1989 (th• "Agreeaent") pertaining to the Pro))erty described 111 Exbibi,t 1. hereto between SUBCAU COlll'aJff, Ille.; a Washington corporation, as seller ("Seller") and CJ1JtI8TI.1J1 8Blr.COR BOU8IIIIJ 10UllllA1'I011, XHC., as purchaser ("Purchaser") in the manner l!l4t forth horein and shilll control in the event of any ::om~lict or inccinei1itenc~ with tl1e Agre-ant.

1. All definitions contair.,ed in the Agreement shall have the aamH meaning in thie : First Amandmer.t.

2. If Pur·chaser pays SellE,r a One Thousand Dollars ($1,000) ext,,n~ion tee by c&.ahiera or certified check concurrently with Purc:haaer•s exec:utic1n of thia First Amendae.nt, the Option Period shall be extended until 12:00 noon on October 31, 1991. This extE,nsion fee sha!l be non-refundable, · but will be applicable to the purchase price upon closing.

3. Purchsser has inspected Property and requested that
Seller reducE: the 11urchase pric·e to one Million Three Hundred Thousand Ooll,us ($1,300,000) to reflect its condition, including the presence ~hereon of debris and uncompacted fill. The purchase price is hereby r1!duced to $:l, JOO, ooo in considerat1.on for Purchaser•s accEiptance of the P:r:operty on AS IS basis, WITHOUT REPIIESEN'l'ATIONS OR HARRANTIES BY Sf;!,IiER OF ANY KIND OR NATURE, EXPRESS OR IMPLU:D. If Purchas~r purchases the Pr'>perty, PUrcha6er covenants and ag·reN1 to prom1>tly re111ediate the existing Property fill problems at Purchaser's sol1! cost and expense in accordance with applicable laus, rules, regulat: :.ons and ordinances, to indemnify, defend arid hold seller harmless from and against all claims, cle111ands, suits, los11es, damag,::.s, fines, penalties and expenses arising · fr,,a or out of the physicill condition of the Property or the preiience of mat,i!rials or substances thet"eon or theraunder or the rulease or diuc::har'iJ• of substances tht,refro11, whetber now exiuting or hereaftt1r arising, and to pay Seller•• cost 's anc! axpt.ins,!a, :l.ncluding rea:Jonable attarn•1• • fttea incurred in enforcing 11uch du<:y to indemnify, defend and hold hannJ .ess.

4. Purc:ha11er confirms that it. has appt-oved the condition of t.itl,et to the PJ"ope1·ty and i.raived its right to terainilte the Agre,~:ment base.a on the conc.it.Lon of title.
s. Thia : A9ree1•ent may be executed in counterpart& tihich, takea tog&sther, c:onst:itute tho co;nplflte instrument.

6. The Agr·aame.nt shall oth11rwi.sa continua in full force and effe,:t. as written.
-1·-
51 146
IN WITNESS WHEREOF, the parties have executed tt,is f'irst Amendment as of the d~ya and year set forth below.

Dated: May 2.L_, 1991 SAFECARB COMPANY, INC,
By ___ 7..A.L,._t~ 1
.;.;~ ]SZ: =:.

Its~ ,o,J.......,_t- _____ _
Em.CHASER
June
DAte1l: offeT-2_, 1991. CHRISTIAN SENIOR. HOUSING FOUNDATION, ::::??rm:-~-
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14~/006:C5/30t91 :MSCS11
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THIS SECOND 1'Mll:HDMBNT modifies that Option to Purchase Real Bsti,te dated De,::ellbtlr 1, 1989, aa amended by Pir&t Allendaent to Optton to P1.,rchaae Real 'Estate (as aaended, the •Agreeaent•) pertaining to the P1roperty described in Exhibit 1 hereto between SAFl:CARE COMPANY, INC., a Washington corporation, aa seller ("S11ller") and CHRISTIAN SENIOR HOUSING FOUNDllTION, INC, as purc:haser ( 11Purchase ·r 11 ), in t:he 1aanner set forth herein and shall cont.rol in the event of any corifllct or inconsistency with the Agr,,emsnt.
l. All definitions contained in the Agreeaent shall have the auie 'meaning in thi& second I.J11endment.

2. If :Purchaser pays Seller a One Hundred Dollars ($100.00) extension fee by cashier• or cc,rtified check concurrently with Purchaser's eKecution of thia second Aaendaent, the Option Period shall be ext,anded until 12;00 noon en March J.5, 1992. This extenaion f•• shall ba non-rafun~able, but will be applicable to the puroha•• price upon cloai.,..

3. The purti1,a agree that: tha purcbaae price ehe.11 be increased to one Mi.llion Three Hundred Fifty Thousand Dollars ($1,350,000).

4. Pur,:haser must obt:aln Seller's written consent to any assign•ent of it11 ri~1hts und8r. this Agreeaent except an aasignwent to the C.ity of Sia! Valley or to a corporation controlled by Purcllaaer, in<:lu,Hng Broadway To111ers, Inc.

5. This second bendm«int may be executed in counterparts whic~ , taken tug~the~, constitute the co,plete inutrwaent.

6. The Ag1~ee11ont shall oth,srviae continue in full force and affe,::.t a11 .rrittei'\,
149
IN WI~NESS ti1HB1t20P, the parties have executed this Second Alaend•ent ea c>f the days and year set forth below;
D·!llted; Sept:eaber n, 1991

SELIJSB
SAFECARE COMPANY, INC.

By ,";(' ~ fr"""'"'"'
Ita Ch•\naan of the Board and President
By~J~
Its Vfce President
PURCHASf!B.

CHRISTIAN SBNIOR HOUSING

FOUNDATION, IKC,
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__ 7H_!fllJ A~~lt::Nl TO l)PT~CM TO PURCHASE RFALESlA.I.E nu:; THIR[l Af.OIOMEN"f mtdl fies thc1t Option to Purchase Real Estate dated December 1, 1989, as al'lended by th.., Fl r!t and Sncor,d Amendments, to Option to Purchase Re•l [state ( as iJmended, the "Agr·eement'') purtainlng to the Property described In Exbtblt l hereto between SAfE:CAHE CUf>ANY, INC., a Washington corporation, as seller ("Seller") and CrllH 5HAM Sanon HCUSlNCi FOUNOATlOII, INC. as ,urchaser ("Purchaser"), in the manner :.et fortri herein and st·all (:ontrol ln the event of any conflict or inconsistency with the Agre!!ment.

1. All derlnl tio,- s coril,lined in the /lgreement shall have the same mec1nlng in th.\s lhlnt i\mcm.lmen'..

2. If rurchaser J,ays !iel ler a Si:< Hur,dred Dollars ($600.00) extension fee by ca!..;,1er:, er ce'l"tlfSo:d <,heck a, ·d provi .de Seller wlth the docu-ntatlon confir•lng Purchasen awi'rd from I.he U.. S. Oepartrnent of IIUO of the fund reservat!.on under Section 202 C.1pltal Advance on or buiore March 1~, i992, the Option Period shall be extended until 12:00 no,m on Septt:111b1:r )0, 199J. If Purchaser falls to deliver sut~h dccumenta tio'l, thls Thfrd Amendment Is null and void . This extension fee shall be non refundable, but will tm a11pllcable to the 1:urchase price upon clo~lng.

J. Purcha:1er 111Ust: obt;lin :ieller's wrl.tten consent to any assignment of Its rights under ttl:, Agreement e::cept -'n a:islgn111ent to the City of Simi Valley or t.o a corp oration co11trolled by Purch .1ser, inclurHng Broadway Towers, Inc.

4. lhis Third A9refim~11t; may be e:.e1!u 1.ed ln counterparts whlch, taken together, constlll;tc the complet•i instrument .
.5. The Agreement shall other,1·lse continue in full force and effect as written.

IN WITNESS WH[R[OF, the partles have executed this Thi rd Amendment as of the ,fays anc! vear set. forl11 bel :in.

Dated· October 24, 1,91
Oal.ed: Octo!wr 24 . 1'.l91
S(LLER
SArECARE COfollAHY, INC.

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1 ts~~ v1ce President
PURCIIASH;
CHRISTIAfl 5£NIOR- HOUSING
rouNOA Tl ON, me.

BY: / 5)
lls ~-'-~~e=c=r..,.,e .. ta._r ... y ___ ~~
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ATTACHMENT N0.7

OPTION AGREEMENT
I declare, under ~nalty of j)f,rjury, that the following is an exact copy of tt.e fourth Amendment to Option to Purch.a:,e Reai Estate,. . JJ/t fr' " ~~Afa___., --j~
THIS fOURTH AfENIJMEtlT modi fies that Opt I.on to Purchase Re-tl Estate dated Oecelllber 1, 1989, as amended by t \ rst, Second and Third Amendments, to Option to Purchase Real Estatt" (as aniended, tile "Agre,-nt") pertaining to the Property described in Exhlbi t 1 hereto tetween SAFECAR[ COMl~IIHV, INC, as W,1shl.ngton corporation, as seller ("~ller") and CHRISHAN SENIOR HOUSJHC (OUHDATlON, IMC. as purchaser ("Purchaser"), In the manner st.t forth herel,, and sha.ll co,,trol in the ev1!nt of any conflict or incon:dstency with the Agreeinent.

1. Purchaser represents to Safecue that if Purchaser is awarded funding fr<MII the U. S. Department of --iUD u,ider. t.he Sfictiori 202 Capital Advance Program, Purchaser wf.l l exert best efforts to dose under t.he A,;1ree111ent on or before Ma!"ch 31, 1997-.

SEllf.R hi:reby agrees to extend l)ptioo to Purchase Real Estate until Septefflber 1~, 199J, oncu the tel'llls in the Third Alllendn1ent are met by Purchaser. Purchaser hereby agrees to iflcrease t!\e Purchase Price by $412.~0 per day for every day closing extends beyond Na1~ch 15, 1992:. If tlie T!'llrd A111m1drnent is null and volt.I, the fourth Alllendlllent ls null an:i void also.

2. rhe AgreelllC!nt !itiall othcri.·foe eontirtue in full force and effect as written.

IN W l n1£ SS Hil: Of, tht, part.les h,1ve executed thl s four th "-'endlllent as of the days ond :fear set forth bei011•.

Dated: Oct~ber 24, 1991
October :'.4, 1991
ffll.[R
SAffCARE COff>AHV, INC,
8V: 1i5/
lt.s . Cha~rt11al'I of the Boar<! and
President
:-! liY: :=::!'.._ l ts ___ """v""1c"'"e""'""::P:-r-e·s-""lde.,._n_t __ _

PURCHASER
('.HRISTIAN SEHIOR HOUSING
f<nl>ATim, INC.

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RECOl!OEU AT THI~ ~£Qllf.ST OF
CHIC'.AGO TIT.:.£ C0.-12
93-079907
Recorded
Official Records
County of
Ventura
Richard 0. Dean
Recorder
8:00am S-Nay-93
: Rec Fee
: ,. R .

SIMI yy
. oo
•
WH(~ R(CORGED
MAIL TO : CITY OF SHU VALL(Y

CITY CLERK 'S OFFICE
2929 TAPO CANYON RO~.D
SIMI VALLEY CA 93(163
/1" "'NO FEE ~QUlf!l:"O
P!,t Cwe $re (,1(13 & 27383)
r~,....-. .'rd for The Sr.erit
Ol City 01 Sir.u Vat:a,
~--"~- .:.:..J:-._:_. ~'J=-=~==-~· 11.::;.,..

AfillENDMENT OF THE AFFORDABLE HOUSING AGREEMENT BElliEf.H THE CITY OF SIMI VALI.EY ANO CA ELDERLY HOUSING, INC.

TI-IJS AHENOH£NT is made and entered fnto fn the City of Si•i Valley on this 30th day of Harch, 1992, by and between the CITY OF SIMI VALLEY, a •u11fcipal corporation, here1naft~r referred to as CITY, and CA ELDERLY HOUSING, rNt., a Georg,a ~on-P,·ofit Cori;ont ion, hereinaftP.r referreeii to as DEVELOPER.

This Amendment becomes effective as of the date it is s1gned by all parties.

V l I M .E i .i E I H :

WHERE~. t!TV and DEVELOPER entered into an Affordable Housing Agreement, the •Agreement," dated June I7, 1991, and recorded fn the office of thu Ventura CCJunty Recorder on July 29, 1991, as Document No. 91-108755; and WfilRE"S, t,be Agreement granted the DEVELOPER l)erafssion to construct a :•s-unit all affordable senior apartment COlll)lex on the property (Assessor's Pa!·ce1 Number 632-060-14, 34, 60} pursuant to the RVH-18.25 Conditional Zoning and peniit numbers PO-S-812, LO-S-500, GPA-9, Z-S-413, which Included a density bor,us of 14 residential dwelling units; -and
WHERE.AS, 1 n exchange for rezoning, PD per11i t approva 1 and density bonus, DEVELOPER is required to reserve 74 of 75 un·lts In the project as affordable housfn!l units, ·AHu·, for qualified very low fncoae senior liouseholds.

NOW TliEREFORE, in constdet·ation of their aatual proalses, covenants ar.cl agreements contained herein and in the original Agreement between the CITY •nd the DEVELOPER, the pa:·t les do agree as follows:
l. Subparagraph 7.0Hb't of the Agreement, lnithl Rent, is amended to read as follows:

7.01 lnit1al Rent
b. In the event that the Developer does not obtain
Sedion 8 or other Federal funding, the DEVELOPER
shall rent all AHll's to senior or hindicapped
households tarnings not aore than SQ percent of
the 111edian household fncpae for Ventura County,
adjusted for household size. Rents shall not
P.xceed the rent authorized to be charged as
tenant contribution under the Project Rent•l
Assistance Contract and its g!)'lerning
regulations, whether or not such Project Rental
Assistuce Contract is ~n effect .
·- ---a- --------------
156
- ....... ·-·-··-. ... --- .· --~- -- -··

2. ~~ragraph Z,O!(a} of the Agreement, Rent Adjustaents, is aaended to read u folfows:

3. l.82 Rent Adj"staen'ts •••
a. ln the event that the Developer does not obtain
Section 8 or other federal funding assistance, the aaxinua annual rental rate increase shall net exceed the annual adjust.ant rate 1n Social Security pl.}lllents to seniors. as follows: !10Jt..111stributjon Schedu]I, Exhibit •e•. 1s aaended to read Incoae 01~ No. of S1Ze tJllggn__ _jmlli ~
Very low lnaae 1-bdra. 56 566
Very lo. lncOM 1-bdna. 18 439
Exempt Un1ts (Manager) --1
--Total 75
IN WITIIESS l(~EREOF, the parties hereto have caused th1s tnstnant to be executed the day .ind yur first above written.

ATTEST:
(A~~k=
Ass·istant City Cleric
APP~lYED AS TO FORfll:
~ ~-tl ~
rn'iiilrlrivl s-CrOI~~ Nctor ·-
Depai·uient of Er,vtronaer>,tal Services
•cnv•
CITY Of SIMI VALLEY, A Municipal Corpor tton
By:
•DEVELOPER•
CA ELDERLY HOUSING, INC., A Ceorgta
Non-Profit Corpor!t1on
,'
·ay: \ ~~~----------
Its:
-2-
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157
-·-----·---~~~-·--·-4'-~--~-Acknowled~Jement
}
s101e 01 C~IJF.Q~,.alA v" _ ~a_rch_ 30. 1992 oofc,re me. Myrna Katsch } SS. .it _NQtgQ'. Pub 1 i c - . · ·
Cour,t, o• Vt!ntura r,w,0, , 01,vcnoeareo ~r~gQr_y_ ~~~j:to _n,... ~~ 9.f .~tile. ~!y c,f S.i,l!i VA}lty _. . .. _ __ . . .. -·-· _ _ ____ ···- ____ _ p.,r,.:mo:: v k!'X,wn !On ·,) (ow..,110ll!I• AG lf,e.,.. _ ws,,, ohnh1tr~........,_i 10 c,.;; rr,e r:,ersc. .nr.,..., .. who..'-E? nornei;,, iS...,. SllOSC'rJOed to 1hc- w1ti"'w.i 1ns:rUfT'\<:-ri? o~d ac1enow; ei:f9ed t.-1 mo r'iot h~~ P.,ocu1ea fhe ~ome 1n ris+efftft al.!f'\On.Zet:t c1.1cuc1ty._, and tha1 by ht<;/~ ~,gnoture*on n.e ir.sfh.1rnen1 the, pefSOr-,w, Ot 1t1 " ent, ~., UDf..n behclt ot wr:1c,, t~e s:>en.cn<.-octect el(ec ·J~ed tt:e r,l!Y ~Jl'nt!'l"!t w 1Nt S.<; rnv hond ond offic1ot 1eo1
L_ (lt•so•eo/o,offic:01,ev1 : ,,,1no:u1e -~~~t ______ ____ .. ....... _ .. ________ ·----· f'-~m.~ r~7c;; at,vn ;;:;;~;:;;; ue,r,,: 1•, Oi'1'10N-'l. 1? ..:-c .. ;.'d ~<lulerr ot1~,:~m,:;.1n• c,f n-.as ce,ttt,c ore ~er i!.x ... r 1'¥l t --J- ••''.i (.[Rllf'CI\IE r.11us: & MIAO;[() r,•:e Or lvpe or D0<umen1 Amendment to Affordab 1 e Housing Agreement 10 !HE DCCIIMfrll DfSCPl!l~O AT f<'CHl Nu,,-,b,,r 0 1 l',:ige, _2 . _ --~~;;;~ID;,;~~;, . :Mar~.rj{J ;1°9W- ==--=----.. __ n IIIJ H , .iJO> 5.gn~1(1JOt1errt ·,cnN<;me<JAbc•,>t•. Josepti fran~~ -:1;1~~ ·---- ________ _ ~~~..o-.~~~~\~~~..e,..,ce,ce,p:p
-------·-----
158
A portion of Lot 2 of Ca11forn1l Mutual Benefit Colony of Chicago's Subdlvistori tn t.he City of s·;a1 Valley, as per inp recorded 1n Book 3, p1ge 19 of ftt see 11 ai,eous Re:cords (Haps). 1 n the Off 1 r.e of the County ~corder of u1d County, also being described in deeds to Safecare Company Inc. ind recorded as Inst. No. 83-127284, Inst. No. 83-109677 a.nd Inst. No. 84-103973, all of official records of said County.
- .. -- . . .. . .. -·-·--·- ---- ------- -------- -------- - -- · -,.iiiw
159
-
- 1
HECOROEO AT Wf R[QU£S1 OF
CHICN30 Tll1£ (0.-72
W~Ef• RECORDED
MAIL fO:

CITV OF SUH VALLEY

CITY CLERK'S OFFICE
292g TAPI) CA~YON ROAD
5Il'11 VAi.1.EY CA 93C63
Recorded
Official Records
Cot.'n ty of
Ventura
Richard D. Dean
Recorder
8:00am 5-Hay-93
Rec F•e
A,R,
S ltt I
.oo
yy 16
Bt S. NO . CDA-92-5 EXHIBIT A
"NO FEE REQUIRED"
(Govt Code Sec 6103 I 273fl3)
Recorded For TIie Benefit
01 City Of Sim£iey
Br~ok'~
.E.lRSl.-SUffLENENT JO
MENDED MD. RESTATED

PARTICIPATJOH AGREEMENT
by and between
COIIIUNITY Dl:VElOPMENT AGENCY Of THE CITY OF SIMI VALLEY AGE:NCY,
aind
CA ELOt.Rl Y lrilUSlNG, lNC.

PART l CI PANT
i'0\6 ·92( 1)
1 160
{
i
..
. --- .. .. ,~-- ·~ ·~ ······ii! · .... - - ... ' . - ·-·-· .. ~-------__,. -- um SffW£til. m

AMENDED AND RESTATED
PARI JC I PAT Ulfi.. 6&8£U1£!11
RES. NO. CDA-92-S
THJS F [RST SUPPLEMENT TO ANF.NOfD MD RESTATECI PARTICIPATION AGR£90T (th•! •first SuJ1ple111ent•) is Ndt and entered into by and between th(! t<IIIJNHl D.:VELOPMENT AGENCY Of THE CITY Of SIMI VALLEY (the •Agency•} and CA ELDERLY Ht.lU!ilNG, INC., a Georgi a non-profit corporation (the •part tcipant.•) 8£~1IA.Ll
Th"is Alllendtent ts entered into with reference to the following facts:

A. Agency and Parttc:1pant have previously entered into a Participation Agreement dated H.irch 28, 1988 (the "Original Agtw11t') and ar Allended and Restated Participlt1on Agreaent dat.ad as of June 17, 1991, (the "Aaencwtd Agr !ement') fo;• purpos, ,s of devel:lping aff:>rdable housing facilities for senior c ·, t zens and handi cappud persons ( the 'Project=) • ll. The project. 1s tu be locatf~ on real property located 1n the City and described 110re pat·t1cuhrly on Exhibit A hereto (the 'Site").

C. The ,t.gencJ• and Partictp.ant autually desire to revise certain provisions of the Amended Agre8111ent including, •ithout llaitatton, provisions concerning the 111~unt of the Enhancet1ent Assistance to be provided under the Agreement.

D. The purpos,! of this Agreeaient ts to effectuate the Redevelopment Plan (the "Redevelo1?11e11t Phn') for the Tapo Canyon Develo~nt Project. as mended and its Projec:t 1,rea, as amended (the ·Project Area ) • by p'l"Ovid1ng for the develop111ent of affordable housing fac111t1es for senior · citizens and handicapped persons. The dev,~lop11m1t and ui!ltena.nce on an affordable basis of such lhtng units pursuant to thh AQreeMent, and the fulfillaent ge,,erally of this Agreement, are in the best fnterest of the C lty of Siai Valley (the •c1ty•) and the welfare of 1ts r-estdents, tnd In accord 11tah the public purposes and prc,vt s ions of appl ic.ble federal, st&te 11rid local hws and requireaents.

E. This llgreeiaent 1s sub~iett to ihe provision\ of the Rede.,,elol)llt!nt Phn 1i1hich was appNved and adopted by tht City Council of the Ctty of Siat Yilley by Or<:inance No. 445 and uiended by Ordirance Nos. 547 and 592.

In constder.atton of the 1111tual covenants and igreements contained hnein and in the AMnded Agreeae11t, the parties hereto agree as follws:

Section J. Bcvtsed HUD funding MPCPYIJ. AH references tn the Allended ,\g1·ee1111nt to the 'flJO Section 202 Mortgige Loan shill •an iUld refer to the ti.JO Sec:tion 202 Cap1h1 Advance approved by HUO for the Project <'ft J~nuary 1. 1992.

Ttm teras of !iudi app1·oval are attached hereto as Exhibit S and the ten HUD funding Approval as used he1"e1n arid in the Allended Agreaent shall 11n1n and ntfer to such revised approval.
2 161
RES. NO. CDA-92-5
Section 2. Rtdsed Schedule of Ptrfocunc,. All ref'arances herein and hi the Aaended Agref!ller.t to the Schedule of Perfonaance shall aean and refer to the Revised Schi2d11le of Perfc>nHnce attached hereto as Exhtbit c.

Section 3. t.f!>.n1a•a ushliD,1 t1·aneot~ ,ootrJil, All references in the Amended Agreeaent to the Participant's Housing Assistance Payments Contract fer rental assistance u·rtder Section 8 shall be deeaed to be references to the HOO Project Rental Assistance Contract for which the Participant hu received a coattment. The represf1ntat1on and wa1•ranty in Section 202 of the Agreement refu ·r1ng u» the Housinn Assistance Paya,ents Contract 1s specifically ..ended to refer · ta the Project Rental Asshtance Contract.

Section 4. aaudll:nl l.G ~!Otl1Jm lQJ Rf l.be MffCICD.t, Section 103 of the A9t!n<led Agreeaent h hertiby a11ended by adding the for owing paragraph at the end of the section:
•Notw1thstand1ng anything in thi~ section to the
contrary, sc, long u the p·roject contemplated by this
Agreemept; 1; encumbered by a HUO Deed of Trust or
R99uhtory Agreuent. 11131 proposed transferee or
uslgnee 111Us.t have the pr1~r written consent of HUD.· Section S. f''f.nd~t of Scctjsm till If the andtil veaent. The wunt of the Agency Lanrftown described fn Sectton 201 oft Aaendld ~riiiint is h1!re.by changed frot1 $164,000 to $168,0H and all remences tn the "9rewnt to the Agency Land Wr1tfldown shall be t.o tM:o; revised uount.

Section 6. a,dapent tL.~i!D-1WlLIL.tM-•odd-.e,swnt. Subparagraph (l} of Section ill orthe Am.anded Agreeaent 1s hereby ue tn its ent1 rety to read u foHow~:
•(J) Participant shall have obtained any and all
ent ltlfnaent :1, approvals and all peratts and approvals {exclU!,he of build11_19 and grading peratts) froa City.

Agency and .any and 111 govttrnant&l entitfes nec:esury to 'Pen1H. e••••,c:e-nt thr<,ugh coapletton of construc tion of the P•rt1c1!)ant lll)roveaents as set forth 1n the Scope 1,f o,m,lopaent (Attachaent No. "); and
section 7. 1m4iml.lSI sectton...!Ql..2!.!b Amended sremnt. (a) 'fhe first paragraph of Section 401 1s hereby .. nc1ed \n Its entlrety to read as follows:
20\6· 92( 1)
Affonltble tktYt149
(a) "fhe Partici9ant agrees that 1t shall cause to
be constructed on the Sfte and shall •atnta,n on the
Site sevtnty-five (75) housing units of vhtch 74 units
(the ·Affordable Un1ts•) shall be occupied for a forty (40) year perfnd coaaonctng wfth the tnttfal occuparicy of th,e fh·st such unit (the "Required Per1od·) b;;
persons of •very Low Inc~· at ·Affordabl• Rents•. As
ustd herein, •very L~ lnc1•• shall aean not aore than
fifty percept (5~) of the areawide aedian \ncOlllt
deter111tned fn accordance wrn, Health and Safety Code
3 162
---··-·· ·~· -·- ·- ~··· ··--- ·-
RES. M6. CDA·S2-5
Section 50105 as 1" effect on the date hereof;
•Affordable Rents• shall 11ean rents representing not
aoY-e than the lesser of (t) thirty peY-cent (30I) of the tncome of ,1 tenant deterained in a aanner consistent
with the qu,1lffytng li111ts fol' fa.Hies at 50I of median tnc0181! for 1lentura County, adjusted foy- f11111y stze and rev1 sed annually by HUD, the Ca lt forn11 Departaent of Hous1mJ ancl Coaun1ty De11elopaent, or any successor
agency therieto as those ten1s are defined by Health and Safety Cod• Section 50052.5, in deteratnatfon of
afforcl.lble housing cost under Health and Safety Code
Sectio11 501)S3 as in eff1?1.t on the date hereof or
(ii) rt!nt cha1"9ed as a tenant contrt but ion under t.he Project Rental Assista11c.e Contract and its governiny
regulattons, whether or not such Project Renta
Asshtance Contract ts then 1n effect. Such persc.ns
shall i:urther be se111or citizens or handicapped persons:
meetiniJ the requirements af the IU> funding Approval.
kotwit.hstan,jing the provislons of this Section 401, so long as a HUD Regulatory Agreement N1th respect to this develo1>•nt is tn effect, the rents and aligib11fty
cri ter I a es l;ab 1i shed by KUO pursuant to the requ 1 rements of the HUD Regulatflry Agreeaent and a Project Rental
Assist.tnce Co11tract, if any, are appY-1Jved by the
Agenc.,. •
(b) lha fifth paragraph of Section 401 is hereby deleted in tts enttret ,y.
{c) lhe following paragraph is hereby added at the end of Section 401 to re.ad as fol lows:
"A.iytr.ing to the contrary herein notwtthstandtng, prior to Ind durtng the period the project is encllllbered with a HOO Deed 4f Trust and/or Regul~tory Agre111ent, coaipliance with HUD aanage.ant requtrP.111ents shall be deellE!d to s1ttsfy the aanagement plan aspects cf thi:, sec·tton."
Section 8. Amengent of Section 4QlU) ~ ~oded ~c~ Section 402(1) of the Allended Ag,--eeaient h he,eby aend oprovt,Tthe Initial Aaxlnt shal'i not be reioatd by the Participant upon per.anent ftand1ng of the Project, or otherw·ise, :so long u the 1>articfpant has not brHched 'its obliga t tons under the A111Hnded t.greeaenti pro~1dad, however, the Initial .Amount sh1il for all p.irposet of the i•nded Agreament be treated as part of the Agency Gtant. section 9. AmeodJeot tg sec;tton 402(2) gf tbe AIIIJded A9rewnt. section 402(2) of the Amended ~greeflllnt ts hereby uiended tn tts entfrety to read ,s fol1ows:
•1402 Agency Grant; Enhance,aept AsststlQCe.
;~. Pursuant to Section ZOJ the Agency has
agreed to fund the Agcmcy i.and Wr1tNOlffl in an U10unt not to excti2d One Hundred Siltty-E1ght Thousand Ntnet1- four Dollau ($168,094). In addition thereto, th•
Agency agrie•!S. to gnnt to Parttttp4lnt an ammt not to exc,eed F·ive Hundl'ftd Sixty --four Thousand Nine Hundred 4 163
---~---~-- -----......... --·- -,,---·-..: ,--,.__..-. - ---.-,.----- -··-- ------------- RES. HO. CDA-92-5
Seventy Twu Dollars ($5'5C,972) (tht •[nhe1nceaent
Assistance•) for Agtftcy ap~roved costs att,lbut•ble to Project enh~nceaents whtch Include, but are not 11•1ted to off!;lte lapwo,wnts, patios, balconies, carpo!'ts,
concrete r<1Gf tile (net of asphalt coat), patio
doors ,and raised stucco arot1nd windows, which exceed the aaount of lrl\lO f1nancing, described in Section ?Ol
hereof, ava'llable for Participant lmproveaents (the
•Excess Costs•).· In addittci,n, Agency shall cooperate in seeking. a w~iwer by the Park D•strtct of its QUIMBY Act fees f:, thtt illOUnt of IP,Prt:\Xfutely $31,050. Such
Agency bncl ilrttedovn uiount and the EnbancMAot
Ass1sttnce, including any additional amounts granted
pursuar.t to the prov1Sio11s of thts paragraph, are
col1ecthel1• refuY"ed to h€!rein as the Agency Grant.•
Section 10. ~~t to Sect1oo 1Q2l5) of 9-finded Aqrtf!ll!nt. Section 4020)(1) of the -~~ree111ent is hereby wndein its entiret, to raid as folhws:
•Partic :ipant has delivered a11d Agency has approved
evfdenc:e of I legally binding coaftllent froa HUD to
Mite & 5ecticn 202 capital ~.dvance to the Plrttctpant of at leut $5,764,100, and the HUD approved budget; and
Section 11. Establi~nt of Escrsr, ~oynt. In addition to the Enhuceaent Assfstc1nce ,Ind t eAgenry Lafldritown the Agency shall provide additional nnanch.1 assistance to the Participant in the fora of• ($102.080) deposit to an escraw account (the •£sc,·ow Account•) to be held and invested on tenas reasonably acceptable to HUD and the Aaency. to be applfed as follows: The Part 1c1pant annually IIIIY withdraw funds froa the earnings froa the Escrow Account, upon 7 daJ•s prior written notice to the Agency identifying the aaount and .Justification for such wfthdrawal t as needed to pay costs of utntenance and repl aceaent of assets of the Project be\ng financed frOII Excess Costs, as defined in S,ictfon 40Z of t;~e Aar,nded ,\greeaent,. 1n accordance with the teras of the HUD Funding Approval.

The Parttc1pant sl~all have no right, title or interest to the principal amount initially deposited in the Escro11 Account, and withdrawals shall be funded solely froa eamfngs on the tnviast•·nt thereof. All UIOunts advanced to Pirt1c1pant pursuant to this Section shal1 comprise part of the Agency Grant for all purposes of the Allended Agrel!Mnt. · At the end of the tera of the HlD Regulatory Agrauet1t (01• 40 yearlll, or 1:erwinatton of the E,crow Account, or at any t1111e in wh1Jle or 1n part upon U,e Agency' receipt :,f HIJO's consent to re'1ucUon of the e:.crOIII U10unt), all aaounts on deposit 1n tile Escrow Account shal I be returntd to th,1 Agency free of any chi• by the Participant. At ._ny t t• that the MOunt 01· deposit in the Esc\"OW Accourat exceeds $120,000, thfl igency ~ withdraw such excess fret of any cla1a by the Participant upon receipt i,f HttO' s wrt tten ccinsen1: to such wt thdrawa L
r ,,
----------·-- ··----
164
RES. NO. CDA-92-5
sect1011 u. J:.tm supnlnenl.~ Ateqdllent..lil Amend~ ~r•ne~. All references to the Allelided Agree11ent :ohal inc¥. this First lippwnt 11treto.

As expressly 11odifit1d hereby, the Allle11ded Agreement shall reaa1n fn full force and effect.

I~ WITNESS WHE~tOF, the Agency and the Participant have signod this First S~pplf!llent on the rec;pective dates tet forth below.

ATTESl': Dated June 22, 1992
,2tu1 .~a~tc: Alice K. cindo
Assjs_taBt City Clerk/Agency Secretary APPROVE AS TO FORM:
ctr. fftll.k 1 --clb'~
ITTane D1vls-t1re111,ton, f'icor ·-
De:,art111ent of £n\·iron11ental Services
6 t<NIINITI DEVELOPMENT AGENCY OF THE

CITY O SIMI VALLEY
By:

CA ElDERLY HOUSING, INC., a Georgia
non-prof1t corporat1on
By: Jf,Ylf,l~ ep • enn
Its: Pres\~;nt
Date: June 201 1222
-- - -------- --- - ------ -- ----- --- ---- -
165
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I
~~~~l'Q>"(~·~q....o~~~~~.q • .q,..~
Acknowledgtment
~ta t,•:.,! CAllFORNIA_
""""~•c ._.....,.

OFFIClAi.. Sl:AL
MYINA KAnat
NOTAII'( PVS\.tC • CAUFOANIII
mmlMOOUl'IY
·---·•n.1• ·--~ .
(fh s fJre<J ti .. '-< otficioi ;so:,
).J . } -r
on __ -~U!~e 22, 1992 ____ beto:e me Myrna Katsch
Jlo.tar.t . .eub.1.i~--------- - - . -- ---- - ------- --. per, ,')nOl'y OPr>OO!ecl - .Gregory _£tratto.n._Chai,r._.af -~ --- .. --.

Simi Val]Ry .-COlllll!nity. Deve]apmeot.Ageocy_. ·- - ---- _ pe• ;onOllv knawn 10 me (01 PDve<l to me on tne orn.s ot ~ahs!octory ev,dencel to oe 'ht? pe~or (f, whose nome!,/J 1s/-.e•.tlscribed 10 tt.e W1\r)1n in~tr vment ond acte.riOwl· er.J;ieo 10 me mot ne/lllle1"'tie, e,e-cuted ltle $0fnG 1:i M~""' · our110<izea (.oj>ac,ty\~and that bv t·us; fllle!1Tt,ew ~gnatvr~ i tt'\C instnJ:-nent me pe•s.on.J"'. e r ir,e t·nMv 1pon oenoff :1! ,vt~cr, The person~ ocreo e,ecuWO ltle ,ns.1,u;nent WilN:'SS rr.v "<J,>d ono ort:c,01 sea1
~g,oture ----~fr-~~--------~~- ------
ATTi~NOiA'iiv, ~llhc-,gh tr,o 1ntom,nhuc, ,oqw,te .-, -r.e- ,n-.,,-,-, 0-"'1-0NI.~;:; p,evcnt ~--- ···- ······ __ . ... 1 documen t l\.ilS Cr-RflFICATf MUSi & /1.TTACHE[; !,tte O! !ype ot Doc ,me,11 _ ·-·--- -·- ·-----·- ____ ---- --- - --- ·---- !;) IHl DOCUMtNl DESCRl&D AT :l•GHl: N\Jn·,t;,., o: r.>oges ________ Ocie ot [),r,,.,menl _____ - - ---- ---· -- ·---- - · - ,,.1 ex, 11,?U1 S.gne,(s) Off,e<Th.:n Named AbollE! ____ -- ·. _ . ______ ____ ____ ------- """"-·~~~~ ..,..q,...~ ~~ .
>4/"'---~~~~~~--------
[
A,:kno~,en,ent
Stri •e 0 1 ___ CAUFORN!A
.. _ Ventura __ _ }ss
on June 24, 1992 betor,ir, 19 Myrn.s Katsc.h _ __ Hotar)'V1:i6'1Tc _________ .. _ ·-- ------- - - - --- _ ---- ·· prnsunoty<1ppeamd ___ ---· _ _ -· ·----
. . Jose.!h Frarik.1 in_ Glenn - ... --- ··--
,: 1-::,,s.')fl,-;:1,., known to 1Tte lOt ~roverl to ,1,e on tne boS.S Vf softs:H:ic-t.:iry evidene9) 1c t.£ :1,t> pe1,:>,1(s) \vf'OSO :")(l"ll8~~ SU0$.:·r•t>e<-i ~o ,,.,e within tnsf:umt.wi! ond 01.:ttrow1 Er1gP.<J tc, me mot t,e ,i~ e,ec:uted 1he ;c,ne ti', ,.,.,,...,.._., ,:it,tt1011Zad c •)~c,ty~~.-,c, tr.or ov tu~ s.gnotur~, 'he ,,-,,m.Jrr.en! me ~f»Ol'l;t CY r ~ E~'lfry IJl)m betla~ ot wt,tet 1 thE i'e'r$C.Jf~c,oo exec!.o1ec-, ltlff '-"'\:ffu,1\er,t w: ft,;f& my 1·10.")(j o r,d oif1c:11..1l seoi
----- ,!l11>.1reo,r,,0'1Y;,c,!s;><1,1 -------- '.,g.,otue .. .. __ ':->_J_~5~/,...:;;(, _______ .. ______ .. _-_. __ l
'ffi:"-'nON ttolAl'f •·• ro~ivJ;' ~~ nk, •T'll'Jf~: , rt<> ... &1\!-.j tie~r,1.' ~ o,,ITONAL i• ,./:.J ~"VOVP<\f fl'ou•J\Jent ottochrr1e1--.r ot ~ ,s Ct>.,li 1t·\J tn t-; c...notf~er <1A!JT'-Ef'll l>il~CfPUr,CAII M';Sl!!i:/ITTACf!.!) 1,•1eor1Y1,,e(,t\ •.CUC"\81'1 ... - -- .. ·--· -.... - _ ·--· _ - -- - --·--·· r:J;t ·1Eoo: :uM ~N~uf.SCti'!BE(1.41 r)t(.,t ' "J1ff'.',c.t-rc t ~cge,, __ _ __ PateofC-oc.i:·ne- :1~ ··- ·- ___ ·--·-·-- ·------ -·--·· __ •: lt(tic:1 ,cx:n Si~Of'{~)()o:t,e!!l,cnr.Jamed6:>.)•,1Q ··-··---- · -·· - - _ - - ····-·- -- . ~-- - - - ---- · --~ .. .-.q,..q-,i---~~-----------.-
166
- ~;
t .
--~~ -~-, ..... ,.... """'----...:-- --....-- -· -·- - ------- ·- A('KNOWLEOGEHlNT
SI.a,.'? ,,f Georgia
Cou, l) of OeKa!b
RES. NO. COA-92-5
On :June 20, 1992 !Jcfore me L~~/r:·el'II' S /1.be/o?.ill/J.-fJ I/ p,~a·sonally appeared _ Joseph F. Glenn - . pehonally know!'I t•l me to be t.he pe1·:1on "ho:se n.ime is subscribed to the within Instrument and a,:knowlcdged to me tliat he/she eitecuted the same in his/her authorized · c:ipacity, and that b) hl s/her :;ignature on the instrument, the person or the eitity upon behalf of ·"hlch the per~on acted, eJtecut;e<l the instrlltlleot \1/ITNt:.SS my hand ang_.,,fficlal seal. u
~-- ,7 . [,) /;; . /_
Si.qnalcre c;-->·U:l~ -,v ,(_j. (,Y.,1.',(/.,t~.{'Z:i,rt ......, Nik, GwtnMII C-, GwP ~
:ie ,, 1 llt'I ~ bpi, .. MMdo 2J. lfN .
l,CKHOWLEOCt.t-UH
:,tatf' of ~<.,rgla
County of lkl<alb
.-- / ~ / .' /' '
•)n June 20, 1992 before me .,::: /.:';r:/t1::,,' .:..;) /ll) ·42Jl.JVl1-'ffiY pco:rsonally nppeared f..H2abetli C. Glenn ----- iitfrs•>ncily kn::>wn to me to be tt,<' per~,on whoSE· n.,me ls sub~cribed to the 1'ithln instrument clild acl<nowledge•J t(I me that heislie exe<:uted the sa111t• in his!lter auth·or!.zed c3pa::lty, a•·,d thr'!t by his/her sfgn,,ture on the 1n:i;t.l·ument, the person .:>r the entity U\JOI' behalf of which the person act.ed, e~ec\.ltcd the lnst.r1.11~ent WHN!:S:5 my ;oiam!,.J.!!9 official s~a7l. ~ .

Slgnatore .£6;.; :1~~ 1 •• / J·· ,_ t:(,i.,_,~~f-:--
r ....., l ....... 0..-: c-r.. Gt..,,.. v· Seal ,,,_ c. ....... ~ ,.....,, u ,,ta T
------ - ---- ·-----------·-·----- ·-- -·- ---- ----- ... --~- - -- ---- -- 167
ii
• I
- - .. ---------- - ~---
SllE DESCRIPTICII
RES. NO. CDA-92-5
Exhibit A
!'bat port.Lee of Lot 2 c,f C&l Haatqal ..... fLt Colony of Cbi.ea,ao•• a..t~bl•l- ln t• City of •W valley, C'ollnty ot Veatura, ftat:e of cauforaia, u per lf&F nte'Orded La look l •-.. 19 •f lbpoa, in tu office of tb• ca..nty bcord9r of aal4 CCNaty, 498cru.t .,. foll._,
1a9J.-1nv at• point.,. tJ\e ~•rly u.u of ••icl lot, diatant t~ --~ o• oo• ,o• hat 124:1.SO fNt fn. ta. llortbuli, U.ae of .. id~ 2, ~parallel vi.tit uld IIOrt.bedy 11•,
1at1 •ortb st• st• l1>• lut n faet:1 thence puallal with aaid W.atecly 11-, lad, llolltb 11• o,• 10~ Sallt 'JS CNl:J tbence parallel vl.tb ~14 llortlMlrlJ llM, Jn'II Soutll 11t• SI' 10• w..t: 79 fllR to .. 111 ... terly 11.ae, tlll!llft. aloeg Mid -....rir U.ne,
.cu:ar. fraa 11aid -c•ntb pan: of tJae total (~••> oil, 9u er 4*llar kJ.ndnd ,NII..._ or ot:ar ai.naral• eirtraoted fr- Aid pr-S.-. u ~ b7 v.nt:ar«& J.&lld .m4 Wat.a: ~r, a ao~ratioa, -rde4 Puruary 7, 1t2t la look 2l!t l'eg9 493 of ,:,tf!oial a.oon. .
. "'90 ac:an 1111 \ladblited oae-half Latenst 111 and to a t/1~ pan cf ~- tctal liJSONI> oU, pa or 01:llar Undzw4 llllllllt-. O&' otbar a.1-•l• LA, 11poa or \Uldarlyar, ,,alll l&M O&' ber-Mftei: auaot.ed tbenafter, u ~ i1J ,aclfia atat- aa .. inlJ9 u4 :r.o.n ~. a :orpa1:at!cr.1, la dMCI racordecl JIily 10, 1947 111 ~ 7tll Mp l7E of 1)ffiGi&l ~.
'rMt portioe of :r.ot 2 cf C&bfcmll.• llllt12al. 1Uief1t: Ccalollf or Chi,:990• • IUCSI.Yl•1- 1a -~ City of Silli Vallclf, Cowaty ot v.&1tura, state ol calitoni&, •• p,e cq ,.....,......, :la Book 3 •~ H of as.pa, i.n the ofUH of ti• Cout:*y Mnocdllr: or n.ld ~n~1 • . ~u,e4 u foll-•
1-,s.-1119 at • p,lat ,,n t.ba .. •..:•dy uaa · of Niel lot. 2, at. ~ ._ta ... a\«dy ~ ,,r the land <le•a.fDN \D ~ de..t l:O thtt Cil:y of lli.al 'hill.,.. ~ OIi ~ ,, .Lf75 111 lo«* .. ,:z 1990 773 of Offlcial Raconla, t~ alOllfl ttJe lollt;IMulr llM of ,1a1d land of t.M cu.tr •
. lat, aan 2co0.1·, feet: to cu ... ur1r 11- of taa 1aao, deRirlbed 1n ,_.. JIIJ!d ~., ~l'IIWD a. XM,MJ, et ,1 •• , ~ OIi o-.a;..r H, 1911 la aooJt 11'14 ,. :Sod of t>fU;ii&l Jlaoci.CU I tll.•11c• alMt ••ld lla•t:•rl:r 11M, ·1114, llollth c,• OI)' 30" &a•t c,,. u l'Mt t.o tba •ort:hMa~ly - c,f t.lla 1...S. ,1Ncr1!1e4 ill tJte dllad to 'lfantul.'a o:.l!Natr Ploocl Coat:rol D19':&'lot ~,~ • a,ru ,, :.t71 ill IIOA 43~• ht" 177 of oULaial ~cd•r tbeMe al«-) t:1111 a-.rtllffly u.- of ,,ald ln1: a.,tloi,ed lemd,
:lrch llortlt n• .11• 3l.• w..t 2011,ll fMI: to add WIHtarly UM or. Lot. :tr tllaDce aJ.009 , .. id .--1,· u..-.
8 168
-----------=
R[S. NO. CDA-92-5
Dl!SOUPffl)N
4t.111 Borth o• ,x,• 30• w,..,t. 440 r~ t.o t.u point. of beglnning. acsn t:b&t por,cioll. tber,ac,f dNod'bed ln tu deed to Sill1 lllltulll .. ur OIi paDJ' ~~ on July zei, ltU 1A ~ 7~• 1'119"' 1'14 OfU.c1al llacocd•.

MAO acarr 1/lOtb ~of~ wt.Ill. (9fll9•> oU, 9•• or ot.!la&' klnlllNCI .,....aac•• - crt.toer .,....,.:1.. •Jlta:act.N ,~ aald lud 11• e11•ened ln deed fraa v.tura LaJld u4 .. , ... O'Plpeay, II CC•CJIO&'•t.l.011, to I8HO D. •udd, a aars.led .. , -dell ..air.aq 1. 19~' 1A 80ok 239 •~ 493 of Offlcl.al 19c:o&'de,
111,10 SSCSPI' an W1&11.•ldN one-hal.f it1tare11t. 1.n aad t.o a t/lOtll ~ ol die tRal (91:oaa) oU., ca•• 01: otlia ,r ~ aubata.ilC!ell or ot.ur ~-1• lo, ll(IOll or~ of ••!.d land .. NN&"Nld lit tlMt .,.... fi:t:a P.acltlc ltat .. ••Ylav• Uld r.oea C:11 lpllllf, • om:poratlan, ~ . IU.o,hu.d .,, Ia9~-. 1!aeo.:dacl .July 10, 19'7 1Jl lloolt 719 Pi9I 376 of Of:! 11:1111 -=~ ...

Pa1:ael ls
TIIIK portion of z.o: a, c:altfOfllla K.atual leflefit colony of ducaoo hll:idit'l•l011, 111 tMJ C1.••'f oe ..1JA1. v1,lle ·r, co.ant.y ot veat.·.ur•, lt.•W of o.U.foraia, •-~ t:o ~ a&p tll>treof nc;ordlNI ln tlMt oHlcNI of tM Ca:111111:r Moor"4R of add ~Y 1n IIOok J, P999 19 of 118!19, deflClrilled a11 fol1-•
.. 111mliao 111: a point. 1Jl tlNt Jut U.na ot H14 Lot 2, at ta ,_..bliutedy ~ of ~it 1..S H ._,.., 111 the .da.ad t.o A, Ar,gu• Korr1- and vlH, e6ddnlll .1- 6, lH2 u l'Ocl!iMn llo. 12101 t.111 loOli: 10ft, •• 520 of OfUcLal Jeooru; te.- a.I.~ Nici .. ft llae,
lit• ~tb o• 00' 30• 'IUt 130,26 feec to tt. eoat ~llarl.y -- of~ 1~ 1, tllMee al-., tJw 1outJiwNtuly 1.1..M, of ..aid lt* 2,
a.de IIOrth 14• 41,' 30• W.IJI:: ut.20 c .. t tQ ti.~ ~17 -.._ of tbo lad u dutcrLINd .la t.M &!laiad to INl T. il'airb"11lce aad v1f•, ueOE.,. aw ,, 1'!12 u ~- Ne,. J21ot 1a 9"'* 1061, Pa,ae 52l ot: OfUcla1 JleclOrllar tblllt,N alOllf U. llHbd:, l!llll oA! Nici lut ••tJ.Gll!M l<IM,
J1:4, IIOl:tb o• oo· 308 -.t ue.:aa fa«. ·to t'be a-,.1n--1y - of aa.\d 1f!M fttNr.dad ia llaok :..OCt, .... 130 of Of;!J.,:i&l ~ tell foct»rl!' 11.DIII 01: .. r.MI lut ... ti.- .. llllld,
41:la, sut ua, fo,et to tM ,oJ.nt o1 baq.h111.inq.
a:ratl'T tbat. Ftffl.,• ot •~ lu4 1:,111115 ... 1t11ill thlr l.1111&'1 deec:lcllNld ia uia .... 1'.o Cf.tr o:r •.lid. Valle,• maodal ....-u 1, l'tll, u DDW& JIO, OJ'911 ot OffioJal ... ._.

AUIO Sl'i:lft 1/10\11 pari~ of tbe tftal (QroH) ou. gu oc ot11W lda4C.S •ibR- oc ot:M,: •lne:dat -~:raCCIIICI f&"ml N'4 lalld .. nlN&"l'N .la .. t:be .... ,..- "-'-- f...o allll 'ht411" ~ to :t- D, INdd -~ l'ebr\aa&'y 7, 192t 111 IIOOa 2Jt, .... •H ot Ol!fJ.:d.a'i. ._,:da.
ar.ai ~ft an u4bldnl4 ~U 1nu,:ut SA M4 to a l/1Gtlla ,art of t.llo total IP••> cU,1, •)ae or ot:1111:r ~ tnabat- OE' otlle&' aLaaral• la, •,on or 11oallec -U lllnd u ~ ta tlli• ~ frcn Pac:1.Uc: ,.,,1np ... r.oan cc~ to IU.oblr.4 r. 9 - - - .. ------ ---··-- ----· -·--·----
169
-- - ---- -----------------
RES. NO. COA-92-5
Dl!SCRll'IION
J:ngr• recorded ,ha1y 10, 19'7 1a ac.o1s '789, ••ve 376 of Officlal a.eorda.

ALSO ncsrr t:b&t: port:loa ~f ••ld land lylr.9 IIOllt:bady of t.119 IIOrtll 11.aa, ... crilloll u •·4t:b SCuth 11• 30' :u• S&stt: u,.,1 feet• in •Kata I, 1a t:be ---t: daed co v-t:iara ccwity r100tt con1:::-01 Dli.•t::clct:, re-4ed llc1Yaober 11, 1981, •• Do~ IIO, 131819 s,f Offlcl&l llecord••
10 170
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!
.1 .,
~
Firm Com111ltment tor
capital Advance Flr1a11cing
RES. NO. COA-92-5
EXHIBIT B ~
,r
, ledioll20:~-;;y~~:. Q\-l!Udon 0Alh....,._(JA...liM FromFINolAloiiT-C...tlia .... a--· · I......,_, ------ -
JU•f'tjN\~4t(.fj£ ..,He""y""wo....,oda.....G ... a_rd_e_n_s ___________________ _ . To:flu ... ,_,
CA EJ!llrlY,..Housin~ Inc.
lll<'IAM'la· ,
l8llQ Cent!U:J Boulevard~ ff.,E. 11260
Qlr&lla:
a~1ou. GA 303,s .

Y•li..-lbP1mc.a.mr..,forCljli:lll~llir.-..m_.Ml&wed,-•1G2"Glll'lft .. •l'II\IIIO .. ,o a& ,1 pl••Nl•dlc:aMMaddl,1Calll1ICflllr)o--'lcmud111a1•I-IIII afol .. ••-ipllllc. .'lllei....ii:&af ... FniQa ....i-,i f ldir4111111•Cllo..m..llllic•<lfd!eCOlldulianl...-d ..... C.lldmll0.•lliDMprocellicc111VC•aa,IIS_.... • .,a.

Nalll Wk111lllc...._.wlCGDVnilaal .. llullee:et,ypl-.oar .. .iiaofbaallU[).92364adm61..1..(Me ...... ll Waw)evldcai= ~ wida dleNQ1di1111C1111 ol.24 CRPlll lltor Pal80. neknUr 1 C!4·Haus1n111111 Udla,. Deftlopmenl~'!=tcaied~~,un;willllllblBilff-nt•asaia..z anderlllep.,vilialllof S«lioll 20:toCchc. Koucin& Al:1.oC l959.or Seccionlll <ilhe NNkml Affiril~ lbnin& Ac1CNAHA).a4• l,pllC!IN IIMI' in dlect.puriua11 toamcwqqe aor.e iR aheanouauiS 5_. 764,100.00 ordee&!olir•aat11e~1m#d11 Heywood Street, Simi Valley, CA _wm I IC Replatiolls,1Mi<qulaiaryJ'~peenllllll.f01mffUD..91.466-(::A.t11ctJseApem111-.fCffllHlX>-90163,Mdllletenmmdccaii~au•bdl btlow. The i:apitll advance an1011111. bowe>itt, is suhjecl to ~oa • fuaal c!Gliot • ~ 111 llae Rq1llri!iaM. l. TIie IIMlr!M:C DOit all bear s, iwfta and shall ~ ft'Cllyallle _., ii It c---dclc:rillal pujffl. doe1 IIQl leaaia IMillbM h wr, b•-inr:ame ~ WMdlllltlf'Mailia u 4fJbbiid lly
Hl<1lfor110adlu40,can.haoevu,tmaylllecapul111'w•l(c
lie 1~ ..;IJIQal die peanillk:a dHUD.

2. A. proje:I :lllai11 bt <lOU311C1tid on 1k monpp4 P,."lpCI\J' in accu•awilhDmrinplDd!,pcci&ltion1rtlcdwi&hlfUDr.d
cksfcnal,!da, NeYWPP<l Gar,iens _ -·---
~;eca No. i~-,lt~~-jUi-NP -:
trct lQ:·l - I -------------·· 'TIie Dnrlrinp IOd Specilicado111. wllil:11 mclude "'Galtnl <:ca-.. dili,xq d die Concrxt forC:on~l'IICtloll"' {AJA Doaimm A2CJJ), ahfll•a.eol.*Zlbe ...-111 ia oafflillcoriaa..,...
_., llppliQ!b.i! .... "'RUD.pnartoll,iUI .....

Allya:iclllCC---,lNl:X,... IIDiaililldrilill -,lie
elfecral my wtdl * prig wriaa llllllV¥ll cl HUD. n,
91ffll1 of-, dlaip -,, lie MjetHe-91111 CMdlli• ..s
~MillllYbt~llyHUD.
,4. App,uwal of adwallatS ill~ .... fllte Capll1 ~
Ap...ux a;11• tis ilOlaincid OIi rara KlJD.~ ~
llhe.w&afwlu111vec:.A.~,~-IUlillg
I ... S ...... 11lll~Watl"""-11W(ff,ftiuilie}
•lllo'*lldbffl HUb 924ilwtllllle&led-W.dlt~for
app.o.alofea:hadffllCewliidlincllllles1pymradG1"~
lloa"*-
IS llffleftllcd, and "Supplcmenllry CM!cliuons cl die Coilflel b Consn,;tMll'!,w rorrn HUD·2!1S-I. U 11110'tded. shall be iilemiflrd S. ill jj m•IICI ~ble co HUI• by die fo!IOwiftl pllW-1 or &heir tulhoriud agr.lllS: Owner. Detigr. Ard1iiect. An:hitoct lldnlin;.

SICtint: she Conswclion <:on1r.ic1. Col!lrac1or, llld Ow, Conn:· Dllrillg die cows d s:onSU11etion. UUD rq,raaiwives lbal • Ill limes fla¥C 1CCeU to tie Jl'OJ'Cllf .llld cbc ri&fil ~ illSplCI ae propa5ot'. ~ The inspecuon olCGlmnlCrionby ll\JD
n:prCSCllllli'l'el s.'lall lie solely £or Ille benefit and ~ c,1· HUD 11\d no Olher pu,y . et•rs $urrel)'.

3. Ar.~· chJns;c ill lhc Dra•·ir,gs •id Spccilic11ions or in d~ condi· 6. At lea.'11 15 """""illg days prior io 1he allliciJIIIOd d.;sc fer illicial ticms up:ltl whiirh lhis co,nmftmcnt is b:md, which may ocxur ciosillg, two dr.111 topics {Cllct~lt!d ,...~ 1!0lf'4) o( QC" of Ille P,ofe I Cl!3
11 lnffl\HU0-9~4J~~A l•'W2j

1.i Hand:,,;oi.US7'4 II 4~7U
171
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I
I
I
I
111 I'
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,.. ~ ,.. 'N -=- Y· l 1... ·1 P' 1 J . i 411 1 ... 1 l J t ,. ... i\ I I ,,. J I ,. • . r ... / rt1!J11igJ111~ifll1~J11~1l!riit~li?i1ililf11,~ll~11f~1l1I illl~J~8~~11•1-~i'~l'if-!f'~~J~l·B1l-i''f~·11•tll!Jw11 lli~i§ 1 · Hi~U !i''l1a. 11H ·t1dlE1l1tl·1H1 .. ~nlsl I if;~rhlUii ihl. :;:. Rfft.,-Sl. t a a:·f'"iJ'A.Rsi 1""! en• It f !~ifJI a. g f~l~J-f ·;.j ~:•~; ~its!- f1f.~lia_; ! .I r~i c: 1. ~-~ ..

I I i]lt 11~:1 iil!I elt·!ti l't~iit [,~ j I 11f;r~ I' 1',1i 1' ~ ~ l•rK JiU •!V ; hi , i l JP I· 1 uff · ·!
<! ti , i t!H hfr !uh ~r· f H, J nl,h ~bf )!h, rf =K~ I , !i.j . .

I UHHuUUi1iH f Hlil11
1 • =,.1~tln ~!lt11iiil'iHiilf Ut, - r I Ji,,- 111· r fl ·I !f1r•f 11i .. '1·1J." . r~HHHIHi:! Lt 1!HU JI·~ 1 I;. ·1la.bHI 11tdJrid!n1: I I i
II rPU1'i 1nr !f J' rPl,-ifH. If llfill!;fdj iJU;,111,1 ~iii ; i ;j ,.. if "" ~ Jir(,. ~, J I lJiBII f1' f tli f 111111·, -f f . n , ~I i !·(~~ 111-1-li $ r.,I I rt· t·]; ,,If ... -~ii". It 11 ·I_¥,· 111 ·~ . : ? : N . I . 411
1 172
. '"._'_'!' ..... ,,...-"Jo . .... ...,,.~ ........ - · . ..-. · ·~··-· . ....... .... CUCJ._ ...... _ ...... ____ .. _ _..,....,.._._ -------

1. ii ulllSer Ille laws o! Ille jurisdiec,on in wflida ~ projct1 is ~ dlc1~ propcny of dw:Owna, wlll,ch is u.,ecl in lhe
..qlCDllliaool lheprojeel. isllOlcmered by 111C11ubjctti.uheteal :CC ..._!IP- 111c ()wr.e, llhall pn:MCi,e prio' IO Ille (mal . --a, a i5octlril.y Apecmeat tnd a fUIIIICUII Smement
(UCC-J) « JUrh ochu rccuril)' insl:mmcnl IS IIIIY be IICll:asary iocffectaliralien<11wcllpc:non:dpapcrtyiA~oCHUD.
•• Ml1 .mllll' ia die sprlll!fflllip llpcll wllich Ibis COIIUllilmcnl i5 peffn,..,•lltlllbe ~ ia wrililtc b)' dlclJwNrOII bcWf
ot-, pqOled ..... ~. - tw:'.I n,qtlllA IIIC& be
llllnn4 fl Wlidq by HUD. AAy ll)QIIIOr arpriacipll (IIClud- 111 the pillCillels ol -, pa.- ai1ir.y al SDCb ....- ar prilCpJl. ,v11o isoowor.tloma7 lalerllewln¥tllvedir. lhls .-by,-, ollillllldll imamt. aap,y.-arGdl,n,ilr..

MD•IIOI.Rlc>da~wllll HUD 6:ill) dildam'C bblhu
p!fflOIM p,....... ill FHA ID!llf&III' 11-ara and cchct' HUD.._.., JIIIIPl&ll-•• lik -* o:llificale m lb!: rmm
,-cn,ed r« HUD...,_al.

RES. HO. CDA-92-5

9. All catifiares. doQimaHs and .-• Clllcd for by Ibis
commillllCSU, shali be on rorms appNMldorpracribr4by HUD and shall be compl=d. uei:uied and (de(! ia die 1111111ber ol eqlies and in sucll manner as Sft,cribed Illy HUD.

10. This QOfflffli&men( ihall ltmlinm fiO days 6Glll 1be411e.bmml lllllm Rncwed or atr.ndcd bJ HUD. Prior 1:, ay IIIICWII or ~ollbisciommiana1.HUD-,..1&ilsCll*JI',-.
iae lllcrmunilmt.at~dlllnniae wW!erilslllll bccneectediD dl611111eamoua1,orlilallbrl!Mtll.b:10iadudcalllll•atDm.

11. 111c f'olbwin14Gllllalll•..Wad iac aip...llDta.ac
(a)lten&al H«Min1Pqrn lPC01M ._,._. Appnial.

HUl).92l64.
(b)Swpplaar# to A,wylis, HUD-92264,A.

Specill mndilimlsfCl Cordi bdowor .-Wllll•lllll idcacilied u ldditianll-a.ed Jlllllllrll* .. inade • pait limlo(.

12. An escn.w account in ttie l*!unt of $102,080 is to be establishedJt inltial c.los1ng, for the purpos~ of p,1yw,ent of expense!i of $!-, 104. which are associated with excess uenitiu~. The escrow ir.ust be depts1ted in an interest bearing account insured by the FDI!:.

13. The cap·ital advance fur.•d reserved is $4,424 ,400.00. The Firm Co11111itment processing indicat1! an add1t'lo!!a1 al!IOur,t of $1,339,700 will be needed. The additional fund5 wnl be assis,ned prior to folttal closing subject to the availabflfty of funds.

14. Thi! Amended & restated Participation Agreement by arid IJet.een the eoa,,,.,nity Oevelopwn _t Agency •>f the City of. ~iimi vaney Agency and the CA Elderly Housing, Inc. 1nd also lhe Afforda.>'le Housing Agr1!ement:/Rental b.Y and between the City of S1mf Valley ind CA Elde,·ly Housing, In:::. ,,re subject to aitproval by HUD.

Sccrdary ,J( Housing and U ·ban l>c,·elopment
·- - -·----- ·----··- ---- ·-·- -·~------------
lilrl""""""tl<\"'lffl' i
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173
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RES. NO. COA-92-5
EXHIBIT t

REVISED SCHEDULE OE PERFORMANCE

1. 2.

3. ••
lIDI
Agency .sha 11 execute th i s
Agreeaent and shal1 del tver one
(l) copy therec:,f to the
Participant.

Participant shall r.an satis
fied the Condfttons Precedent
tn Section 21tl.

Agency sha 11 depo!: ft the Lar1d
Wr1te'.10liffl in escrow.

Buk Concept Dn•1ngs .

5. Final Design Orawfngs.

6. final Construction Documents.

7. Participant !,hall ac11u1re the
Site froa sellier peir:,uant to
the Optiol\.

8. Part 1 c i par.t :;ha 11 deliver to
the At1enc11 p1·oof of 1 ;~sunnce
confor11ing to Section ZOS.

9. Agency shall record the Agre~
.ent, the F1rst .I\Men.J11ent to
Particfpatfon As1reer1ent or
alternatively, th,a *eaorand1A11
of Ai9re ... nt (Attachaent Nr->.
6).

10. Participant shall c01111ence
construct ion :1f th,a t'arttctpant
laprOYeMlltS.
li. Pa,·t1c1pant c.-pletes construc-
tion of the Pat·tkipant
Itn11roveme11ts.
14 Ul!£.!BME
Within thirty (30) days of receipt by
Agency of executed Agreement by Par
tfcfpant, and a copy delivered withf~ seven (7) days after the Agreeaent has been approved by the Agency.

Within one year after the Agreaaent
has been approved by the Agency.

One day before the scheduled clo$e of
escrOIII and 1n no event earl \er than
upon seven says p~··i or written notice
to Agency fro11 Participant requestirig
such deposit.

COill)leted.

Not later than Junf 30, 1992.

Not latP.r th.n June 30, 1992.

Within ttxty (60j days after tne
Participant has ut1sfil!d the
Conditions Precedent in Section 2.10.

Wtth1n ten (IO} d~i aftGr acquiring
the Site 11\d prior to th~ 1ssu•nce of
a buf1dtng pera1l ind the coaence-
11ent of construction •
. Concurrent with the t1M tte
Participant acquires title to the
Site.

Withtn one hundred etghty d.,-s after
obtatn1ng thi tnt~tld91nt perstt, ind
not later than flee~, 30, 1~92.

Within sixteen (16) aonths of
comiltflcee;ent of constMAction or the
Coapletion Date spetffied t~ t!K! KUO
Capital Advance Agret-aent., tlhh:hever
is e.arlitr.
174

12. Participant shall deliver to
the Agency ?roof of costs
incurred for Pr,Ject
enhanceaents pu1·suant to
Section 402.

13. Participant r·ewat:. Affordable
Units on the Site.
------ ----·-- --
RES . NO. CDA-92-b
Within thirty (30) days of the
issuance of the Release.

Within thirty (30) d~s after
coapletion of the Partfci~ant
Iaprove11ents, and not later than
March 30, 1994.
175
.,
. --·--- - ··-·-- -=--~ :;,i,,,.c.~~· ·-----·------------.--- ·- - - RECOHJrn AT "!"HE f?fQUE:iT Of
c»1CM.o mu. c.o.-n
93--079909
Recorded
Offlolal Record~
county of
Ventura ,
Richart\ D. Dean '
Recorder ,
O:OOaM 5-May-93
Rec Fe!!
A.R.

SIMI
'{'{
.00
-,
~HEN RE.COl~OEO
MAIL TO: CITY Oi= SIMI YALU:'1

CITY CLERK'S OFFICE
2929 T"PO CAHYON ROAO
"NO rEE REQUIRED"
1Gwt C'.cde Sec 61~
"'~<'"'1 Fer The 9"llftt
/2 _ OI .Ct1 CJt Simi v,111y \
S~l'l-f2.. SIMI Vf\LLEY CA Y306:-I II'.~~

SECOND AMENDMENT OF THE AFFORDABLE HOUSING AGREEMENT
BETWEEN THE CIT~ Of SIMI ~All£~ ANO CA ELDERLY HOUSING, INC.

THIS AME:NDMEHT 1$ 1aade and f!ntered into tn the City of Stai Valley on t~ is 22n.~ day of June, I 992, by and between the CITY Of SIMI VALLEY, a municipal corpor.Jtion, htirefnafter refe,·red to as CITY, ilnd CA ELDERLY HOUSING, IMC., a Georgh ~lon-Proftt Corporation, herein;1fter referred to as DEVELOPER.

This Amendment becon,es effective as of the date It is signed by all p..rties.

VlillflSfIH
WMEREAS, CITY ind DEVELOPER entered into an Affordable Housing Agre1!11ent, the "Agreeaef!,t, • dated June 17, 1991, and recorded in the offtce of the .llentura County Recnrder on Jul, 19, 1991, as Doc._nt lo. 91-108755; and VHEltlA~. CITY and DEVELOPER entered fnto u Alleltdllent of the Agreement dated March 31), 1992; and
WHf.itEA!i, the! Agrenient gr..11ted the 9EVELOPER penitssicn to construct a n-unit all affordable .~enior apartrient cOC11p·iex OI! the pro~rty (Assessnr's Parc:e·1 Nu!llber 632-060-14, 34, 60) purtuant to t.he RVM-18.25 CondHinnat Zonhag and pe't'!llit numbers PO-S,812, LD-S-500, GPA-9, l-S-4i3, which included I den~tty bonus of 14 res.idential dwelling units; and
WH[REAS, ir, exchange for rezoning, PO l)t!Mlil ..pproval and den:,ity bo11,is, DEVELOPER is required to reserve 74 of 75 units in the project as affar<iable hous.ing units, •,uw•, for qualified very 1~ inc=e senior nousehotds.

NOW n1ER£FOR.E, in con:.ideration of their autual proaises, covenants and 19ree111ents contained herein and in the origii\ill Agreeaent and subseq1tent Amendllll!nt to that Agre-einent between t11e CITY and the 0£V£LOPER, the parties do agn!e as fo 11 ows:

1. Subparagraph 7. 03 is added to read as fo 11 ows:
•1.03 hUD Section 2C2 Progria
As long u th•! Developer tOIIPl fes with the requir~nts of the HUD Ser.lion 202 progra11, or any successor
program, the .Developer shall be deemed to be in
c.0111plfance with this sectior.. Any conflict between the foregoing provisions and the req1.1irements of section 202 of ttie Housir,g Act of 1959 s~aill be resolv,N:t in favor ilf the requirements of s;1id.Section 202.•
- - .....=.,=- --- ~- - · -----
176
-
211\6· 9ZC1)

2. Subparagraph 8.06 (e) of the Agreeaent, Right of First Refusa 1 , ts de lated.

3. Subpara~1raph 8.08 of th-e Agree111ent, Ot!fault By Developer and City Option tt1 Purchase, fs amende<I to read u follin,s:
•a.08 H\10 Section 202 Pr~ra.

As long as the Developer COIIIPlies wfth the requireaents o<f the HUD section 202 progru, or any successor
progra•, the Developer shall be deeaed to be fn
c1>inpliance with thts section. Any conflict between the f'{Jregoing provisions and the requ1reaents of Section 202 of the Housing Act of 1959 shall be resolved in favor of t'ne requirements of said Section 202. •

4. Subpara•iJrapt: 9.02, Est.ablishment of Waiting Ltst, fs amended to read 1s follows:
•oev1!loper agrees to establish and 11aintafn a wafting 11st of all quaHfied AHU renters. lt is agreed the
Maitlng list Mill f~clude the inforaation requested in
Exhibit E. Unless otherwise required under' the Section 8 Rental Assistance Pr~ram, all qualified potenthl
reriters on said waiting list shall be offered available #,ffordable Housing Units on a first-CON first-served,
r1on-d1scrtafnatory basis in cOlllj)liance with applicable rederal and State regulations."

5. Paragraph 14, Indeinnity and Hold Han11less, 1s a.ended to read IS follfflllS:
11 14. INDEMNITY AND HOLD HARMLESS
The Developtr on its behalf and that of its successors
and assignees, &grees to defend, indemnity and hold the 1:ity .nd its officials, officers, l!IIPloyees, agents and ·representatives hamless frOII ;any and all chf•s of
damages, injuries, clai11s for equitable relief, or
alleged civil rights viclat\ons, and 1ncluding any claf• ·i»f inverse cor.df!llflat1on, arising fr'Olll Devel.'>per's construction , 1111fntenance, operation, or use of the
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177
.. ·-·------....-.m:=~ .. ~-... _, z,:r.,•~ .. -· - --- -- ·•·-----.. · --- ~ - ~ -------- -- ·---- -- --- P'roject, or Pr1,ject Site or any act or oaission of
Developer its officers. e111ployees or agents, and froa any and all attorneys fees, costs, expenses and
llabilfties incurred on account of any cla1as, actions
or proceedings brought in connection, directly or
indirectly, with the Project, project site, or the
Governmental Appronls, but excluding therefrom any
claim ,rising frOII the sole negligence or wrongdoing by the City."

6. Paragr·aph 16, No Madiftcattons, is IIOdiffed to read as folfows:
"16. MQOIFICAIWM
The City Mana,tr is authorfzed to approve on behalf of
the City any ~inor changes to th\s Agreeaent which eiiJf be necessary to 11eet HUO approval requiruents. No
addition or inod1fication of any tera or provision of
this Agreement shall be effective unless set forth 1n
wrf t Ing, in the sa11e 111n11er and fora H originally
adopted and si,ined by both the City and the De'leloper.

Oral agreenient:s or undershndings shall be of no force or effect whatsoever.

7. t>aragraph 24, Entire Agreeaent, is renUlllbered as Paragraph 25, and a ~ew Paragraph 24 is added to read as follOlils:
"Z4. HUD RElAIJONSHlf
~- Notwithstanding anything herein to the contrary.
in the P.vent the Secretary of HUD (hereinafter
•secretary") ,:hould take title to the real property
througJ\ foreclosure, dffd in He11 of foretlos11re, or
otherwise. all covenants, condition; and restrictions
set forth in this Agreoent shall ter111nab and be of r.o further force or effect.
b. Notwithstanding anything ~erein to the contr.ry,
in the event ;my provision of this AgrettMtrtt tends to contradict, 1110d!fy or 1n any wa.y change the ter11s of the R~gulatory Agreement encl.llllbering the real pY'('perty describad 1n such Agrtllll!nt entered into between the
Secretary and the Oe-.eloper, the tel"flls of the Regulatory Agreement sha1l prevail and govern; or if ~ny provision -3-
- .. . ···------------·- ···--·········- -· ----- ---- --- --- ·· ·-------- ~----·· - ~ --- ~- - 178
of thfs Ag'°"-nt fn uy 1f11 tends to Hatt the
Secretary 1n his adll1n1stration of the Housing ~t of
1959, as wftded, or the nigulat1on~ issued pursuant
thereto, thh Agreeaent shall be deeaed aended so as to
comply with the Act, the regulatiOfts and tile
af'oraenUonctd Regulatory Agirewnt.
c. Notllflthstalld1ng any st.lt-nt in this Agree•nt to
tt•e contrary, no aendllent to thts Agre-nt shall be
effected without prior ur\tten appronl of the
54?cretary, his successor or assigns.•
IN WlTNE!iS WHEREOF, the parties hereto have caused this fnstnaet1t to be executed the day and year first above written.

ATI(Sl:
~~ ,r. @J.t.'4=-__
Alice K. R~ondo
f.ssistant City c·1er•.

APPR01fED AS TO FORM:

APPROVED AS TO CONTENT: ,,, ,,
L~~~it~ -__
M. L.*ioester, C1ty Manager
.J{J_; ~~-{.bsqtqu
D1an1i1r1v1s-Cr°"'ton, Ofrector
Oepa,·teent of El'!ivlronaental Servicns
20\6·'1:?(1)
-4-
-·· --·--···--·- - . ·-- ---··-·· -· - .. ·-··· -· -- - - - -- - . ---- •cnv•
•D£Ytl0PER"
CA ELDERLY HOUSING, INC. 1 A CieoTgh
Non-Proftt~~~~a~
~-~· It~:~.~
-- -~- -- -· ~
·--- --------- ---·· ·-- - -- --.
179
.Signed 111 the p:resence of :
180
I
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...... ~~~u-q.;~:,....qi,,.q,.~~,.q...q..~~.......,..

Ac;knowledgement
Ste.loot CALIFORNIA
Cc,urly O! __ _ V_el_lt_u_r_a
0,1. __ ..JWJe. 24-r-l.992._ .. before me. ----~Ga -bt$dl..... ~-- __ N()ti~Y- J!ub] i.e.--- ------------------ ·
prnsor.011, OPPf>O•ed_ Joseph .E.r.a.nkl:i.n-lllenn ......... ____ .--- _____ _ no,sona~v kr,own to rne (or p,oved •o me Or"I tne COSi.\ ot ~<x.totY E"vidence) to bt' lhe Pf!fSC n$1J "'rose name~ ,si-sutY..cnb€<1 to the wlfhtr. ~'1$1tumen1 ana od<nowl· edged t;l me mot tie~ e,.eC".uteo tt',e ,;ome 1n htf!iillei.,......,. o...1'hof,zed capoc•f'!"9Sl. and tnot oy.'11SJ'l~s,gl"Ot1.K~ tne onsrn.,,-,en, the~ or !he ent,tr :.,pon behalf Of wtiteh rrie pe,~ ocleo ~.ec-.1eo ,~ "'5frumP.nf WITNESS 'Y\'/ hOnO and officiat seOI
://-7
cr,is oreo 10, otf.c,0 1 seal! Silinotu,.., __ 7J~¥U'-::aC,.,.,...~ I
AfflNnOH NOTA•Y Ai!h0 ugr ; 'he infc.,rmat,on fe-Qliftshtct bok)w .,s O,OONAL 11 cc uld P,E'"v II .IS CERl•flCAIE MUST BE ATIACHH> Hie°' lyp(· of D0,:1,men1 - ·------ -- ---- · - -- --• - ~----- ----- -·-· · . ·----- TrJ THE OOCUME!~T DF.$Cl~l\E0 AT l~GHt· Number or Page; .. _____ Date of Documer,! ·----- _____ ___ ___ __ _ IT 1100(1 !/'l(lJ Sigr-er(S) O·het TI1<1n Nom,~ Above ________ __ _ ----- ·---·-·-··-----·--- ..,_.,.~---~---------..---_.._.~-
I ·-------·---------·----------------------1 Acinowtedgmtnt , ~or __ ~~- }ss.
eo.r,•, 0 , _ -1t.e11tura
t
I
a, June..zz .. ~ blbe..,., -~-1Al.Wl1----
Notan Pub] ic .
paadv<1PP11C1ect Gregory Strattoo ... -~-stf-.tb.c ---- c, ~ of Simi Vallei
p,ll'IIC(tdi'f ~ le 1M (a~ ta - 111'1 .. blb-iUIIWaMt lNldllal la I» W. p~ ....,_ !UMCl>-11/in M*Jl>ld 101N ..... ~ In! adl lD'IOWle(jge,d ro 1M that nwrtt/tfWf eaaaad"" a'Jffl01'i"fil1her/lN* ~ · ~. ona11,a2 W'*lher/ltwlr ~Ill or. IN Nll\.l1Wlt. ffle pelll)n(a), Qt lh9 "'nmv ~ bebdlor wHdi1ho pawonoo octl;;d, ..a#.edltle ~ ~fff65 my har.d CP.ld offlcia, eeal.
·- -··-·-- ----------·- ---···-·----
181
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EXHIBIT •A•
A portion of lt>t 2 •>f California Mutual Benefit Colnny of «::hicago's Subdtvtsto,. tn the City. of Si11f Valley, as per aap recorded in Book 3, page 19 of Miscellaneous Records (Naps), 1n the Office of the County Recordtr of said County, also being described in deeds to Safecare Co11pa11y In,:. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 1nd Inst. No. 84-103973, all of official records of said County.
182
..

RECORDED AT THE REQUEST OF
CHlrAGO TITLE C0.-72
RECORDING REQUESTED BY:

CA Elderly Housing, Inc. A Georgia Non-Profit Corporation 1800 Century Blvd. Suite #1260
Atlanta, GA 30345
WHEN RECORDED, MA:IL TO:

City Clerk
9:s-oe3607
Recorded
Offlclal Record~
County of :

Ventura \
Richardo. Dean'
Recorder :

I Rec FeG
A.R, .oo
City of Simi Valley
2929 Tapo Canyon Drive Simi Valley, CA 93063
(805) 583-6700
8100am 11-May-93: Sll"II FF 5
(Space above for Recorder's use)
The undersigned declares that this
document 1s recorded for the benefit of the Cfty of Sfmi Valley t.nd therefore is exempt from the paym~nt
of a recording fee pursuant to
Government Code Section 6103.

LE&Al D.ESC&IPilON OF JUE PBOPEBJl
I APN 632-060-11$,34,60
A portion of Lot 2 of California Mutual Benefit Colony of Chicago's Subdivision in the City of Simi Valley, as per map recorded in Book 3, pag~ 19 of Miscellaneous Records (Maps), in the Office of the County R,corder of said County, also being described in deeds to Safecare Company Inc. and recorded as Inst. No. 83-127284, Inst. No. 83-109677 and Inst. No. 84-103973,.all of official records of said County. ·
183
i;,··
THIRD AMENDMENT OF THE AFFORDAIILE HOUSING AGREEMENT BETWEEN THE CITY OF SIMI VALLEY AND CA ELDERLY HOUSING,' INC.

THIS AMENDMENT is made and entered into tn the City ,of Simi Valley on this 27th day of April, 1993, by and betlJfeen the CITY OF SIMI VALLEY• a municipal corporation, hereinafter referred to as CITY, and CA ELDERLY HOUSiltG, INC., a Georgia Non-Profit Corporation, hereinafter referred to.as DEVELOPER.

This Amendment becomes effective as of the date ft is signed by all parties-•. tf l I tt .t ~ ~ { I Ii
WHEREAS, CITY and Christian Se:nior Housing Foundation, Inc., ;as DEVELOPER, ente1·ed into an Affordable Housing Agreement, the "Agreement,n dated · June 17, 1991, and recorded in the office of the Ventura County Recorder on July 29, 1991, as Document No. 91-108755; and
WHEREAS, the Agreement was amended by the parties hereto on March 3,0, 1992 and again on June 22, 1992; and
WHEREAS, the Agreement grantt'<I the DEVELOPER perm1ssion to const~uct a 75-unit all affordable senior apartment complex on that certain property identified in Exhibit A pursuant to the flVH-18.25 Conditional Zoning and permit numbers PD-S-812, LD-S-500, GPA-9, Z-S-4l.3, i.hfch included a density bonus of 14 residential dwelling units; and
WHEREAS, in exchange for reioning, PO permit approval and density I
bonus, DEVELOPER is required to reserue 74 of 75 units in the project, as affordable housing units for qualified v·ery low income senior households; ~nd WHEREAS, representatives of the U.S. Department of H~sing and Urban Development have requested that the City. amend its Affordable Housing Agreenient with the Christian Senior Housing Foundation which was recorded on June-17, 1991 1n order to indicate that all references to noEVELOPER· be deemed to refer to CA Elderly Housing, Inc., a Georgia Non-Profit Corporation and that all refererices to Christian Senior Housing Foundation, Inc. be deleted.

NOW THEREFORE, fn cons1deratiion of the mutual promises, covenants and agreements contained in the Agreement, the parties do agree to further amend the Agreement as follows:

1. All references to the DEVELOPER contained in the Agreeuent shall be deemed to 1·efer to CA Elderly Housing, Inc., a Georgia Non-Profit Corporation and Christian Senior Housing Foundation, Inc., is deleted as a party to th,e Agreement. -2-
184
• · ~
--
IN HITNESS WHEREOF, the parties hereto have caused this instrume11t to be executed 1:he day and year first above written.

AITEST: VALLEY, A Municipal
APPROVED AS TO FORM: •oEVELOP£R•
CA ELDERLY HOUSING, INC., A Georgia NonProfit Corporatf ~DM'YY\C' J~~Cfty Attorney
,.,~
-<...,-----
By:

Glenn, President
Stradling, Yocca, Carlson & Rauth
APPROVED:

APPROVED AS TO CONTENT: CHRISTIAN SENIOR HOUSING FOUNDATION, INC. ~.~ By:

Department of Environmental Services
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)
185

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
S1a1eof . tal.wIEu.OwB.u.N".:!IA!.__ _____ _
} COunty of VENTURA
O~ &U:11 z.z. ~ore me_, _ ;r;}P,{ieiOF~.'~~&&;~Jliauc-
lly R--4 M.L. Koester
pursona _............ WcS10F11GNSiisi
>IX] personally known to me • OR • D proved to ma on the bilSIS of satisfactory evlde to be the person(s) whose name{s)
subscribed lo the within lnstrumant and a
knowledged to me that helshe/lhey execut
the same In his/her/their authorize
capaclly(les), and that by hlS/herJthel
slgnature(s) on the Instrument the person(s)
or the entity upo111 behalf of which th
person(s) acted, e.-cecuted the Instrument. .
r '.L-':-~1 ,. .. ~c.t:
-.J.~ GNi.TI.Rr OF NOTARY
.... OFTICMLSECTION
CAPAOTY CLAIIIED Bll
111oua11111111•eda.anail8""
In lho daia '"'ow· 110lna so
'JW81111*to poncn 11i,t,u on

CJ INDIVIDUAL,
D CORPORAff OFFIOERIS)
I
mu151-D ID PARTNER(SJ LIMITED

D GENERAL

D ATTORNEY-IN-FACT
D TRUSTcE(SJ
0 GUARDIANJOONSERVATOR
Q onm.- --·-----1 City Manager
~ ~ 2:t' i:l.mf .kBu
SIGNER
NAME OF PEIIIJOl-8) OR amTYl1ESI
l?JMiWli?+FWMM 9¥1 --
OPTION"lSEC'fiON rdJDDIE'ft ··id'IIUlittt:[email protected]

THIS CERTIFICATE MUST BE ATTACHED TO
THE DOCUMENT OESCRIBED AT RIGHT: TlTlE ORlYPE OF DOCUMENT ----- -----------_,..~ 1

NUMBER OR PAGES ------ DATE OF DOCUMENT
lnbugll ifie data riiquiisied hen, is not raquirad by low. ff COUid plMlflt lraucldent caallBdvnunt o1 lhis lonn. SIGNERS($) OTHER THAN NAMED ABOVE ---··-----------,._ ____________________________ , ______ ,_, ___ ... c;;p"1"' IPiD_Holo,y_C...,._CA
---- . . ~.

I I
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186
: ' I
I r• i ~f
ACKNOWLEDC;EMENT
State of Georgia
County of DeKalb
on March .16, 1993 before me Earleen s. Aberoath~---
personally appeared Josenh L Glenn personally
known to me to be the person whose name is subscribed to the wi thi·n instrument and ackriowledged to me that he executed the same in his authc,rbed capacity, and that by . his signature on the instrument, the person or the entiti upon behalf of which the person acted, executed the
instrument W ss my ha't:8 m~ ficial eal. ·
signature ~ ~ · ~
seal
187

Simi Valley City CouncilSeptember 25, 2023

Simi Valley City Council
September 25, 2023