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HomeMy WebLinkAbout25C - HISTORICAL PROPERTY PRESERVATION 225 N BROADWAYREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 7, 2010 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2010-12 FOR THE PROPERTY LOCATED AT 225 NORTH BROADWAY CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreement with Gumm and Livingston Investments, a General Partnership organized in California, property owner, for the structure located at 225 North Broadway subject to non-substantive changes approved by the City Manager and City Attorney. HISTORIC RESOURCES COMMISSION ACTION Recommended that the City Council authorize the City Manager and Clerk of the Council to execute the attached agreement with Gumm and Livingston Investments, a General Partnership organized in California, property owner, for the structure located at 225 North Broadway subject to non-substantive changes approved by the City Manager and City Attorney at its August 12, 2010 meeting by a vote of 5:0 (Bustamante absent). DISCUSSION After the public hearing on August 12, 2010, the Historic Resources Commission reviewed the proposed Historic Property Preservation Agreement (Mills Act Contract) and concluded that the resulting potential property tax savings would encourage the owner to reinvest the tax savings in the maintenance of their historic property, and would benefit both the owner and the community (Exhibit A). Additionally, the agreement prevents inappropriate alterations. 25C-1 HPP Agreement No. 2010-12 September 7, 2010 Page 2 FISCAL IMPACT The Historic Property Preservation Agreement will reduce the property tax revenue to the City by an estimated $296.54 to $1,432.50 annually, for a period of not less than ten years. APPROVED AS TO FUNDS AND ACCOUNTS: Jay, evino Executive Director Planning & Building Agency HS:rb hs\historic info\mills act agreements\225_N_Broadway\hppal0-12.cc Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibit: A. Historic Resources Commission Staff Report 25C-2 REQUEST FOR His o is Resources Commission Action t UMFOc MESOURCM ooMVISSM NEE TM DATE: AUGUST 12, 2010 j HISTORIC RESOURCES CONMSSM SECRETARY TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2010-12 FOR THE PROPERTY LOCATED AT 225 NORTH BROADWAY Prepared by Hally Soboleske APPROVED ? As Recommended ? As Amended ? Set Public Hearing For CONTINUED TO Executive Director Planning Man er RECOMMENDED ACTION Recommend that the City Council authorize the City Manager and Clerk of the Council to execute the attached agreement with Gumm and Livingston Investments, a General Partnership organized in California, property owner, for the structure located at 225 North Broadway subject to non- substantive changes approved by the City Manager and City Attorney. DISCUSSION Request of Applicant Due to a lack of quorum at the July 1, 2010 Historic Resources Commission meeting, the application has been re-scheduled for a special meeting on August 12, 2010. The applicant, Myrna Livingston, representing Gumm and Livingston Investments, a General Partnership organized in California, requests the approval of Historic Property Preservation Agreement No. 2010-12 (Mills Act) between the property owner and the City of Santa Ana. Property Description The subject property includes an Italian Renaissance Revival structure located at 225 North Broadway and is within the National Register District Historic Downtown. Surrounding land uses are all commercial (Exhibit 1). Analysis of the Issues In March 1999, the City Council approved an ordinance authorizing Historic Property Preservation Agreements (HPPA), commonly known as the Mills Act contracts, for eligible historic properties. The agreement provides monetary incentive to the property owner in the form of a property tax reduction in exchange to the owner's voluntary commitment to maintain the property in a good state of repair and to rehabilitate the property as necessary to maintain its character and appearance. Once recorded, the agreement triggers the use of a different valuation method in determining the property's assessed value, thereby resulting in potentially significant property tax savings for the owner. H 2SC'-3 HPPA No. 2010-12 August 12, 2010 Page 2 One of the eligibility requirements for the Mills Act is that the property must be listed on the Santa Ana Register of Historical Properties. The subject property was placed on the local register as the Pacific Building and categorized as Key in September 2001 by the Historic Resources Commission (Exhibit 2). Upon consideration of the application, it is recommended that the City enter into a Historic Property Preservation Agreement (Exhibit 3). The benefits of executing this agreement include, but are not limited to, the following: 1. Reduced property tax to allow reinvestment for the long term preservation of the property. 2. Allows for a mechanism to provide for property rehabilitation. 3. Provides an additional incentive for potential buyers to purchase historic structures. 4. Discourages inappropriate alterations to the historic property. 5. Provides an opportunity for visual improvement to the physical environment of the community. 6. Offers additional support and attention for historic districts and historic structures in the City. CEQA Compliance In accordance with the California Environmental from further review under General Rule Section action is exempt from further review. ally So leske Associat Planner Quality Act, the recommended action is exempt 15061(b)(3), and therefore, the recommended HS:jm hs\histodc Info\mills act agreements\225_N_Broadway\hppal0-12.081210.hrc ism* WAW a i r 4TH ST 4TH ST 0 3RD ST a i a 2ND ST IST ST 500' RADIUS HPPA-2010-12 225 North Broadway PLANNING AND BUILDING AGENCY EXHIBIT I a 1 ? e ? 4 'k:'?k x r h NAME Pacific Building REF. NO. lag ADDRESS 225-227 North Broadway and 214, 216, and 220 West Third Street CITY Santa Ana ZIP 92701 ORANGE COUNTY YEAR BUILT 1925 LOCAL REGISTER CATEGORY: Key HISTORIC DISTRICT Downtown Santa Ana NEIGHBORHOOD N/A NATIONAL REGISTER CRITERIA FOR EVALUATION C NATIONAL REGISTER STATUS CODE ID Location: ? Not for Publication ® Unrestricted USGS 7.5" Quad Date: T R %4 of %4 of Sec B.M. ? Prehistoric ® Historic ? Both ARCHITECTURAL STYLE: Italian Renaissance (Late 19* and 20* Century Revivals) DESCRIPTION/BACKGROUND RELATED TO PE In ARCHITECT gE: The late 19s' and 20"' century revival of the Italian Renaissance style, also known as the Italian Renaissance Revival, was popular from the late 19`" century until 1930. It was inspired by the designs of the palazzi of northern Italy and popularized by American architects McKim, Mead, and White. Utilized on public buildings and ornate homes, the vocabulary of the style also influenced the appearance of commercial buildings. Characteristic features generally include masonry construction, often with different treatments on lower and upper stories; stringcourses or beltcourses between stories; flat roofs screened by parapets or hipped roofs; cornices, dentils, pilasters, quoins, and other classical details; and a balanced, often symmetrical appearance. Taller, more elaborate buildings often feature terracotta facade cladding or ornamentation while more modest one to three-story examples utilize bricks of contrasting colors as trim. Ground floors of multi-story buildings often housed banking rooms; more modest buildings may contain storefronts with recessed entries and large plate glass display windows with transoms and bulkheads. Upper story windows are most commonly one-over-one wood framed double-hung sash. cmveu?4emOualB,a.a.,q.2u h (Pacific BIdB) Page 1 of4 B/23101 EXHIBIT 2 CONSTRUCTION HISTORY: (Construction data, alterations, and date of alterations) April 18, 1936. Alterations to business room. September 1, 1943. Alterations to business bldg. January 24, 1945. Alterations to store building-stg. shelf. October 15, 1959. Remove non-bearing partition. April 30, 1969. Interior partitions. July 31, 1975. Interior (Big Johns Restaurant). June 6, 1978. Interior partitions and front alterations. January 23, 1979. Interior partitions. September 27, 1979. Install new door in rear. March 11, 1982. Seismic rehab. RELATED FEATURES: (Other important features such as barns, sheds, fences, prominent or unusual trees, or landscape) None DESCRIPTION: (Describe resource and its major elements. Include design, materials, condition, alterations, size, settings, and boundaries.) Located at the southeast comer of Third Street and Broadway, this is a two-story brick commercial building influenced by the Italian Renaissance Revival style. Brown colored brick faces the public elevations, with bricks of contrasting colors used for a stringcourse separating the upper and lower stories and for window surrounds. A terracotta cornice and a solid parapet, ornamented by a triangular pattern over the center of the Broadway fagade, top the building. Fenestration on the upper story consists of regularly spaced "Chicago" windows, with a pair of double-hung sash in the middle of the three-bay Broadway fagade. Glazed storefronts occupy the street level frontages. A highlight of the building is the original, Beaux Arts influenced, glass and metal entrance marquee, suspended over the sidewalk on cables attached to cast iron lion's head brackets. HISTORIC HIGHLIGHTS: The Pacific Building was constructed in 1925 by developer and contractor Roy Russell and architect Sidney J. Babcock (Thomas). Russell named his new improvement the "Pacific Building"; the first listing for the property under that name in the city directories appears in 1927 (with the address 215 North Broadway). Retail spaces were located on the ground floor and offices in the upper story. Early tenants of the building included a number of building industry-related firms, including the Builders Exchange prior to construction of their own building on Main Street. Post World War II users of the building included the Veterans Administration and military service clubs (Les). Roy Roscoe Russell (1881-1965) was a prominent builder and developer in Santa Ana, and maintained his own office in the Pacific Building. In 1937 he was joined by his son, Roy Rodney Russell, and in 1945 the two formed a partnership, Roy Russell & Son. The firm was active in the development of Victoria Drive and other residential tracts as well as numerous commercial improvements. RESOURCE ATTRIBUTES: (List attributes and codes from Appendix 4 of Instructions for Recording Historical Resources, Office of Historic Preservation.) (HP 6) 1-3 story Commercial Building cmlhistoric\templatecWroadway 223 N (Pacific Bldg) Page 2 of 4 8/23/01 RESOURCES PRESENT: ® Building ? Structure ? Object ? Site ? District ® Element of District ? Other MOVED? ® No ? Yes ? Unknown Date: Original Location: STATEMENT OF SIGNIFICANCE: (Discuss importance in terms of historical or architectural context as defined by theme, period, geographic scope, and integrity.) Santa Ana was founded by William Spurgeon in 1869 as a speculative townsite on part of the Spanish land grant known as Rancho Santiago de Santa Ana. Early growth and development was stimulated by the arrival of the Southern Pacific Railroad in 1878 and the Santa Fe Railroad in 1886. By the end of the 1880s, Santa Ana's downtown business district was defined by five city blocks of brick commercial buildings on Fourth Street, with the heart of the city at the intersection of Fourth and Main Streets (Thomas, 8:1). The early 1900s witnessed the construction of many new business blocks or remodels along Fourth and the adjacent streets, and by the 1920s Santa Ana's downtown had expanded in all directions to include both commercial and civic development. The Pacific Building is a fine and intact example of the characteristic type of improvement made during this period of expansion. It is particularly noteworthy for the preservation of its entrance canopy, a feature once common on downtown streets of larger American cities. Character-defining exterior features of the Pacific Building, which should be preserved, include but may not be limited to: the canopy; original finishes including brick and terracotta; architectural detailing such as stringcourse, cornice, and parapet; fenestration pattern and glazing; and storefront configuration. SUMMARY/CONCLUSION: This building was listed in the National Register of Historic Places in 1984 as a contributor to the Downtown Historic District. Under the regulations implementing the California Register of Historical Resources, the building is also listed in the California Register. The property is included in the Santa Ana Register of Historical Property and has been categorized as "Key" because it has a "distinctive architectural style and quality," and "is characteristic of a significant period in the history of the City of Santa Ana" (Municipal Code, Section 30-2.2(2)). OWNER AND ADDRESS: cmUtiatoric\templatea\Broedway 225 N (Pacific Bldg) Page 3 of 4 8/23/01 RECORDED BY: (Name, affiliation, and address) Leslie J. Heumann Science Applications International Corporation 35 S. Raymond Avenue, Suite 204, Pasadena, CA 91105 DATE RECORDED: July 30, 2001 SURVEY TYPE: (Intensive, reconnaissance, or other) Intensive Survey Update REPORT CITATION: (Cite survey report and other sources) Les, Kathleen. "Santa Ana Historic Survey, Final Resources Inventory: Downtown." May 1980 Thomas, Harold M. "Downtown Santa Ana Historic District" National Register nomination form, 1984. REFERENCES: (List documents, date of publication, and page numbers. May also include oral interviews.) Harris, Cyril M. American Architecture: An Illustrated Encyclopedia. New York, WW Norton, 1998. Heritage Orange County and the City of Santa Ana. Downtown Walking Tour Santa Ana, 1986 Marsh, Diann. Santa Ana, An Illustrated History. Encinitas, Heritage Publishing, 1994. McAlester, Virginia and Lee. A Field Guide to American Houses. New York: Alfred A Knopf, 1984 National Register Bulletin 16A. "How to Complete the National Register Registration Form" Washington DC: National Register Branch National Park Service, US Dept of the Interior 1991 Whiffen, Marcus. American Architecture Since 1780. Cambridge: MIT Press, 1969. "Rites Pending For Prominent SA Contractor" No source 8/10/1965 "Roy Russell, S. A. Builder, Dies on Trip." The Independent, 8/19/1965. "Roy Russell & Son, Bldrs." No source (newsletter), no date (circa March 1995). EVALUATOR: Leslie J. Heumann DATE OF EVALUATION: July 30, 2001 EXPLANATION OF CODES: • National Register Criteria for Evaluation: (From Appendix 7 of Instructions for Recording Historical Resources, Office of Historic Preservation) C: that embody the distinctive characteristics of a type, period, or method of construction, or that represent the work of a master, or that possess high artistic values, or that represent a significant and distinguishable entity whose components may lack individual distinction. • National Register Status Code: (From Appendix 2 of Instructions for Recording Historical Resources, Office of Historic Preservation) ID: Contributor to a listed district. cTn%i$toric\tem Page 4 of 4 platca\Broadway 225 N (Pacific Bldg) 8/23/01 25C-9 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 RECORDING REQUESTED BY: City of Santa Ana AND WHEN RECORDED MAIL TO: City of Santa Ana Attn: City Clerk 20 Civic Center Plaza (M-30) Santa Ana, CA 92702 FREE RECORDING GOVERNMENT CODE §6103 HISTORIC PROPERTY PRESERVATION AGREEMENT This agreement ("Agreement') is made and entered into this August 2, 2010 by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the of the State of California (hereinafter referred to as "City"), and Gumm and Livingston Investments, A General Partnership Organized in California, (hereinafter referred to as "Owner"), owner of real property located at 225 North Broadway, Santa Ana, California, 92701 in the County of Orange and listed on the Santa Ana Register of Historical Properties. RECITALS A. The City Council of the City of Santa Ana is authorized by California Government Code Section 50280 et seq. (known as the "Mills Act") to enter into contracts with Owner of qualified historical properties to provide for appropriate use, maintenance, rehabilitation and restoration such that these historic properties retain their historic character and integrity. B. The Owner possess fee title in and to that certain qualified real property together with associated structures and improvements thereon, located at 225 North Broadway, Santa Ana, CA, 92701 and more particularly described in Exhibit "A," attached hereto and incorporated herein by reference, and hereinafter referred to as the "Historic Property". C. The Historic Property is officially designated on the Santa Ana Register of Historical Properties pursuant to the requirements of Chapter 30 of the Santa Ana Municipal Code. D. The City and the property Owner, for their mutual benefit, now desire to enter into this Agreement which defines and limits the use and alteration of this Historic Property in order to enhance and maintain its value as a cultural and historical resource for the Owner and for the community; to prevent inappropriate alterations to the Historic Property and to ensure that repairs, additions, new EXHIBIT 3 -1- MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 building, and other changes are appropriate; and to ensure that rehabilitation and maintenance are carried out in an exemplary manner. E. The Owner and the City intend to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article 12, Section 50280 et seq., which will enable the Historic Property to qualify for an assessment of valuation as a restricted historical property pursuant to Article 1.9, Sec. 439 et seq., Chapter 3 Part 2 of Division 1 of the California Tax and Revenue Code. NOW, THEREFORE, the City of Santa Ana and the Owner of the Historic Property agree as follows: 1. Effective Date and Terms of Agreement. This Agreement shall be effective and commence on August 2, 2010, and shall remain in effect for a term of ten (10) years thereafter. Each year, upon the anniversary of the effective date of this Agreement, such initial term will automatically be extended as provided in California Government Code Sections 50280 through 50290 and in Section 2, below. 2. Renewal. a. Each year on the anniversary of the effective date of this Agreement, a year shall automatically be added to the initial ten (10) year term of this Agreement unless written notice of nonrenewal is served as provided herein. b. If the Owner or the City desire(s) in any year not to renew the Agreement, the Owner or City shall serve written notice of nonrenewal of the Agreement on the other party. Unless such notice is served by the Owner to the City at least ninety (90) days prior to the annual renewal date, or served by the City to the Owner at least sixty (60) days prior to the annual renewal date, one (1) year shall automatically be added to the term of the Agreement as provided herein. C. Within 30 days from receipt of City's notice of nonrenewal, the Owner may file a written protest of City's decision of nonrenewal. The City may, at any time prior to the annual renewal date of the Agreement, withdraw its notice to the Owner of nonrenewal. d. If either the Owner or the City serves notice to the other of nonrenewal in any year, the Agreement shall remain in effect for the balance of the term then remaining, either from its original execution or from the last renewal of the Agreement, whichever may apply. 3. Standards and Conditions for Historic Property. During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements and restrictions: -2- MILLS ACT AGREEMENT 22S North Broadway Santa Ana, CA 92701 a. Owner shall maintain the Historic Property in a good state of repair and shall preserve, maintain, and, where necessary, restore or rehabilitate the property and its character- defining features, notably the general architectural form, style, materials, design, scale, proportions, organization of windows, doors, and other openings, textures, details, mass, roof line, porch and other aspects of the appearance of the exterior to the satisfaction of the City. b. All changes to the Historic Property shall comply with applicable City plans and regulations, and conform to the rules and regulations of the Office of Historic Preservation of the State of Department of Parks and Recreation, namely the U.S. Secretary of the Interior's Standards and Guidelines for Historic Preservation Projects. These guidelines are attached hereto, marked as Exhibit B, and incorporated herein by this reference. The condition of the exterior of the property, as of the effective date of this Agreement, is documented in photographs attached hereto as Exhibit B and incorporated herein by reference. Owner shall continually maintain the Historic Property in the same or better condition as documented in Exhibit C. C. A view corridor enabling the general public to see the Historic Property from the public right-of-way shall be maintained, and Owner shall not be permitted to block the view corridor to the property with any new structure, such as walls, fences or shrubbery, so as to prevent the viewing of the historic landmark by the public. d. The following are prohibited: Demolition of the Historic Property or destruction of character-defining features of the building or site; removal of trees and other major vegetation unless removal is approved by a rehabilitation plan approved by the Historic Resources Commission, paving of yard surface; exterior alterations or additions unless approved by the Historic Resources Commission and such alternations are in keeping with the Secretary of Interior's Standards; deteriorating, dilapidated or unrepaired structures such as fences, roofs, doors, walls, and windows; storage of junk, trash, debris, discarded or unused objects such as cars, appliances, or furniture; and other unsightly by decoration, structure or vegetation which is unsightly by reason of its height, condition, or inappropriate location. e. Owner shall allow reasonable periodic examination, by prior appointment, of the interior and exterior of the Historic Property by representatives of the County Assessor, the State Department of Parks and Recreation, the State Board of Equalization, and the City of Santa Ana as may be necessary to determine the Owner' compliance with the terms and provisions of this Agreement. 4. Furnishing of Information. The Owner hereby agrees to furnish the City with any and all information requested which may be necessary or advisable to determine compliance with the terms and provisions of this Agreement. -3- MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 5. Cancellation. a. The City, following a duly noticed public hearing by the City Council as set forth in Government Code Section 50280, et. seq., may cancel this Agreement if it determines that the Owner have breached any of the conditions of this Agreement, or have allowed the property to deteriorate to the point that it no longer meets the standards for a qualified Historic Property, or if the City determines that the Owner have failed to restore or rehabilitate the property in the manner specified in Section 3 of this Agreement. If a contract is cancelled for these reasons, the Owner shall pay a cancellation fee to the County Auditor as set forth in Government Code Section 50286. This cancellation fee shall be a percentage (currently set at twelve and one-half (12 1/z) percent by Government Code Section 50286) of the current fair market value of the property at the time of the cancellation, as determined by the county assessor, without regard to any restriction imposed pursuant to this Agreement. b. If the Historic Property is destroyed by earthquake, fire, flood or other natural disaster such that in the opinion of the City Building Official more than sixty (60) percent of the original fabric of the structure must be replaced, this Agreement shall be canceled because, in effect, the historic value of the structure will have been destroyed. No fee shall be imposed in the case of destruction by acts of God or natural disaster. C. If the Historic Property is acquired by eminent domain and the City Council determines that the acquisition frustrates the purpose of this Agreement, this Agreement shall be cancelled and no fee imposed, as specified in Government Code Section 50288. 6. Enforcement of Agreement. a. In lieu of and/or in addition to any provisions to cancel the Agreement as referenced herein, the City may specifically enforce, or enjoin the breach of, the terms of the Agreement. In the event of a default, under the provisions to cancel the Agreement by the Owner, the City shall give written notice to the Owner by registered or certified mail, and if such a violation is not corrected to the reasonable satisfaction of the Deputy City Manager for Development Services or designee within thirty (30) days thereafter, or if not corrected within such a reasonable time as may be required to cure the breach or default, or default cannot be cured within thirty (30) days (provided that acts to cure the breach or default may be commenced within thirty (30) days and shall thereafter be diligently pursued to completion by the Owner), then the City may, without further notice, declare a default under the terms of this Agreement and may bring any action necessary to specifically enforce the obligations of the Owner growing out of the terms of this Agreement, apply to any court, state or federal, for injunctive relief against any violation by the Owner or apply for such relief as may be appropriate. b. The City does not waive any claim of default by the Owner if the City does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in the City's regulations governing historic properties are available to the City to pursue in the event that there is a breach of this Agreement. No waiver by -4- MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 the City of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder. 7. Binding effect of Agreement. a. The Owner hereby subject the Historic Property, located at 225 North Broadway, Assessor Parcel Number, 398-267-01, and more particularly described in Exhibit A, in the City of Santa Ana, to the covenants reservations, and restrictions as set forth in this Agreement. b. The City and Owner hereby declare their specific intent that the covenants, reservations and restrictions as set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon the Owner' successors and assigns in title or interest to the Historic Property. Every contract, deed, or other instrument hereinafter executed, covering or conveying the Historic Property or any portion thereof, shall conclusively be held to have been executed, delivered, and accepted subject to the tenants, restrictions, and reservations expressed in this Agreement regardless of whether such covenants, restrictions and reservations are set forth in such contract, deed, or other instrument. 8. No Compensation. Owner shall not receive any payment from the City in consideration of the obligation imposed under this Agreement, it being recognized that the consideration for the execution of this Agreement is the substantial public benefit to be derived therefrom and the advantage that will accrue to the Owner as a result of the effect upon the assessed value of the property on the account of the restrictions on the use and preservation of the property. 9. Notice. Any notice required by the terms of this Agreement shall be sent to the address of the respective parties as specified below or at other addresses that may be later specified by the parties hereto. City: City of Santa Ana Attn: City Clerk 20 Civic Center Plaza (M-30) Santa Ana, CA 92702 Owner: Gumm and Livingston Investments, A General Partnership Organized in California 415 Townsquare Lane #218 Huntington Beach, CA 92648 -5- 25C-14 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 10. General Provisions. a. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions or conditions cause them to be considered joint ventures or members of any joint enterprise. b. The Owner agrees to and shall indemnify and hold the City and its elected and appointed officials, officers, agents, and employees harmless from liability for damage or claims for damage for personal injuries, including death, and claims for property damage which may arise from the direct or indirect use or operations of the Owner or those of his or her contractor, subcontractor, agenda, employee, or other person acting on his or her behalf which relates to the use, operation, and maintenance of the Historic Property. The Owner hereby agrees to and shall defend the City and its elected and appointed officials, officers, agents, and employees with respect to any and all actions for damages caused by, or alleged to have been caused by, reason of the Owner' activities in connection with the Historic Property. C. This hold harmless provision applies to all damages and claims for damages suffered, or alleged to have been suffered, and costs of defense incurred, by reason of the operations referred to in this Agreement regardless of whether or not the City prepared, supplied, or approved the plans, specifications or other documents for the Historic Property. d. All of the Agreements, rights, covenants, reservations, and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns, and all persons acquiring any part or portion of the Historic Property, whether by operation of law on in any manner whatsoever. e. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, reservations, or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorney's fees to be fixed by the court, in addition to court costs and other relief ordered by the court. f. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby. g. This Agreement shall be construed and governed in accordance with the laws of the State of California. -6- 25C-15 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 11. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Orange. 12. Notice of the Contract to Office of Historic Preservation. No later than six (6) months of entering into the contract, the owner or agent of an owner shall provide written notice of this Agreement to the Office of Historic Preservation. 13. Amendments. This Agreement may be amended, in whole or in part, only by a written recorded instrument executed by the parties hereto. 14. Effective Date This Agreement shall be effective on the day and year first written above. 15. Signatures. ATTEST: MARIA D. HUIZAR Clerk of the Council Owner Date: CITY OF SANTA ANA DAVID N. REAM City Manager By: Myrna J. Livingston, Assignee for Gumm and Livingston Investments, A General Partnership Organized in California APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: Joseph W. Fletcher City Attorney -7- 25C-16 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 Exhibit A TOWN OF SANTA ANA BLK 5 LOT 10 Assessor's Parcel Number: 398-267-01 -8- 25C-17 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 Exhibit B Exterior work shall be reviewed by the Historic Resources Commission and subject to the U.S. Secretary of the Interior's Standards for Rehabilitation of Historic Buildings, as follows: 1. Every reasonable effort shall be made to provide a compatible use for a property which requires minimal alteration of the building, structure, or site and its environment, or to use a property for its originally intended purpose. 2. The distinguishing original qualities or character of a building, structure or site and its environment shall not be destroyed. The removal or alteration of any historic material or distinctive architectural features should be avoided when possible. 3. All buildings, structures, and sites shall be recognized as products of their own time. Alterations that have no historical basis and which seek to create an earlier appearance shall be discouraged. 4. Changes which may have taken place in the course of time are evidence of the history and development of a building, structure, or site and its environment. These changes may have acquired significance in their own right, and this significance shall be recognized and respected. Distinctive stylistic features or examples of skilled craftsmanship which characterize a building, structure, or site shall be treated with sensitivity. 6. Deteriorated architectural features shall be repaired rather than replaced, whenever possible. In the event replacement is necessary, the new material should match the material being replaced in composition, design, color, texture, and other visual qualities. Repair or replacement of missing architectural features should be based on accurate duplications of features, substantiated by historic, physical, or pictorial evidence rather than on conjectural designs or the availability of different architectural elements from the other buildings or structures. 7. The surface cleaning of structures shall be undertaken with the gentlest means possible. Sandblasting and other cleaning methods that will damage the historic building materials shall not be undertaken. 8. Every reasonable effort shall be made to protect and reserve archaeological resources affected by, or adjacent to any project. 9. Contemporary design for alternations and additions to existing properties shall not be discouraged when such alterations and additions do not destroy significant historical, architectural or cultural material, an such design is compatible with -9- 25C-18 MILLS ACT AGREEMENT 225 North Broadway Santa Ana, CA 92701 size, scale, color, material and character of the property, neighborhood, or environment. 10. Wherever possible, new additions or alterations to structures shall be done in such a manner that if such additions or alterations need to be removed in the future, the essential form and integrity of the structure would be unimpaired. -10- 25C-19 MILLYACTAGREEMENT 225 N©id Broadway Saute Ana, CA 92701 -11- Exhibit C (photographs attached) 225 NORTH BROADWAY PHOTO LOCATION MAP T H R D NORTH mmm* -12- BROADWAY so.o 0) 25C-22