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HomeMy WebLinkAbout25C - AGMT - HISTORIC PROPERTY - 207 N BROADWAYREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 18, 2014 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2014 -09 FOR THE PROPERTY LOCATED AT 207 NORTH BROADWAY (STRATEGIC PLAN NOS. 5, 2; 5,3) CITY MANAG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2"d 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 Jack Jakosky on behalf of Santora Building LLC and KET Glenoaks LLC, property owners, for the structure located at 207 North Broadway, subject to non - substantive changes approved by the City Manager and City Attorney. HISTORIC RESOURCES COMMISSION ACTION On October 2, 2014, the Historic Resources Commission recommended by a vote of 8:0 that the City Council authorize the City Manager and Clerk of the Council to execute the attached agreement with Jack Jakosky on behalf of Santora Building LLC and KET Glenoaks LLC, property owners, for the structure located at 207 North Broadway, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION This action allows for the approval of a Historic Property Preservation Agreement (Mills Act Contract) which provides a potential property tax reduction allowing the property owner to reinvest the tax savings into the maintenance of the historic property (Exhibit A). Additionally, the agreement prevents inappropriate alterations. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City s efforts to meet Goal No. 5 Community Health, Livability, Engagement & Sustainability, Objective No. 2 (expand opportunities for conservation and environmental sustainability) and Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). 25C -1 HPPA No. 2014 -09 November 18, 2014 Page 2 FISCAL IMPACT The Historic Property Preservation Agreement will reduce the property tax revenue to the City by an estimated $780.14 to $3,900.68 annually, for a period of not less than ten years. F a'�-�4A +""'i- Karen Haluza Interim Executive Director Planning & Building Agency HS:rb WhistMit WOVNIIS ad sgreementsl207_N Broadwayt20141002 hpP914-09_207NBroadway.w Exhibit: A. Historic Resources Commission Staff Report 25C -2 REQUEST FOR Historic Resources Commission Action HUrORICRESOURCESCONNISSIONNEE MDATE: OCTOBER 2, 2014 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2014-09 FOR THE PROPERTY LOCATED AT 207 NORTH BROADWAY (STRATEGIC PLAN NOS. 5, 2; 5, 3) Prepared by Hilly Soboieske )�K_ Interim Exec hive irector RECOMMENDED ACTION APPROVED • As Recommended • As Amended ❑ Set Public Hearing For CONTINUED TO a,- �2c Acting P nning anager Recommend that the City Council authorize the City Manager and Clerk of the Council to execute the attached agreement with Jack Jakosky on behalf of Santora Building LLC and KET Glenoaks LLC, property owners, for the structure located at 207 North Broadway, subject to non - substantive changes approved by the City Manager and City Attorney. Request of Applicant The applicant, Jack Jakosky, is requesting approval of Historic Property Preservation Agreement No. 2014 -09 (Mills Act) between the property owner and the City of Santa Ana. Property Description The subject property consists of a two -story commercial building designed in a Mission /Spanish Colonial Revival style with Churrigueresque details located at 207 North Broadway. The site is within the Specific Development No. 84 (SD -84) zoning district. Surrounding land uses are 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 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 for 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. EXHIBIT A 25C -3 HPPA No. 2014 -09 October 2, 2014 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 Jacobs House and categorized as Landmark in May of 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). Photos of the property are included with the agreement as well as a photo location map. The benefits of executing this agreement include, but are not limited to, the following: 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. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 5 Community Health, Livability, Engagement & Sustainability, Objective No. 2 (expand opportunities for conservation and environmental sustainability) and Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). CEQA Compliance In accordance with the California Environmental Quality Act (CEQA), it has been determined that the proposed project is not subject to CEQA. Therefore, no further action is required. (171 &Q__�__l�jjr�t� G - Hally Sobefleske Vince Fregoso, A P Associate Planner Acting Planning Manager HS:jm hslhislodc InfMmills acl agreemenW207N_Broadway120141OD2 hppal4 -09_207NBroadway.hrc Exhibit: 1. 500' Radius Map 2. Department of Parks and Recreation Form 3. Mills Act Agreement 25C -4 500' RADIUS HPPA- 2014 -09 207 North Broadway PLANNING AND BUILDING AGENCY EXHIBIT 1 25C -5 NAME Santora Building REF. NO. 10 ADDRESS 201 -211 North Broadway; 209 -217 West 2m Street CITY Santa Ana ZIP 1 92701 ORANGE COUNTY YEAR BUILT 1928 LOCAL REGISTER CATEGORY: Landmark HISTORIC DISTRICT I Santa Ana Downtown NEIGHBORHOOD N/A NATIONAL REGISTER CRITERIA FOR EVALUATION I C NATIONAL REGISTER STATUS CODE I I B Location: ❑ Not for Publication ® Unrestricted USGS 7.5" Quad Date: T R A of /q of Sec B.M. ❑ Prehistoric ® Historic ❑ Both ARCHITECTURAL STYLE: Mission/Spanish Colonial Revival DESCRIPTION /BACKGROUND RELATED TO PERIOD ARCHITECTURE: The Mission /Spanish Colonial Revival style, as its name implies, encompasses two major subcategories. The Mission Revival vocabulary, popular between 1890 and 1920, drew its inspiration from the missions of the Southwest. Identifying features include curved parapets (or espadano); red tiled roofs and coping; low- pitched roofs, often with overhanging eaves; porch roofs supported by large, square piers; arches; and wall surfaces commonly covered in smooth stucco. The Spanish Colonial Revival flourished between 1915 and 1940, reaching its apex during the 1920s and 1930s. The movement received widespread attention after the Panama- California Exposition in San Diego in 1915, where lavish interpretations of Spanish and Mexican prototypes were showcased. Easily recognizable hallmarks of the Spanish Colonial Revival are low- pitched roofs, usually with little or no overhangs and red tile roof coverings; flat roofs surrounded by tiled parapets; and stuccoed walls. The Spanish vocabulary also includes arches, asymmetry, balconies and patios, window grilles, and wood, wrought iron, tile, or stone decorative elements. The Churrigueresque variant features ornate carvings highlighting arches, columns, window surrounds, cornices and parapets. Page I ofa mrAivioricmmplme >:nra�Awuy 301 N 51101 EXHIBIT 2 25C -6 CONSTRUCTION HISTORY: (Construction data, alterations, and date of alterations) July 10, 1928: Building (Multiple building permits for interior partitions and storefront renovations) March 30, 1989: 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.) A remarkable example of the Churrigueresque variant of Spanish Colonial Revival design, the two -story Santora Building occupies the northeast corner of North Broadway and West Second Street in downtown Santa Ana. Of brick construction, the building is sheathed with stucco. A parapet hides the roof. The building is dominated by the comer bay, which projects out and up from the rest of the building. Pierced on both levels by large archways, this "tower' is embellished with intricately patterned cast stone spandrels over the upper story arches. Corbels, finials, and wrought iron balconies provide further decorative interest. On the side elevations, storefronts feature transoms with elaborate wrought iron grilles set below the carved soffits of the upper story overhang. Banks of second story windows are separated by pilasters with decorated caps. Additional entries arc located at each end of the building on the south and west and midway on the west elevation; these bays echo the design of the comer. Storefronts incorporate tiled bulkheads beneath display windows. Steel casement windows open onto the balconies over the building entries. Other windows are double - hung sash. An engraded molding marks the comice. Although the building has experienced changes over the years, it retains a high degree of integrity and the exuberance of its original design remains undiminished. HISTORIC HIGHLIGHTS: Groundbreaking for the Santora Building took place on July 7, 1928. "Santora" combines the names Santa Ana and Orange. Built by the Santora Land Company, under the guidance of Oliver Halsell, vice - president and manager, the building cost $150,000 and was constructed on property acquired from the Minter family. Frank Lansdowne, one of the premier architects of the region, designed building. It had ten stores and an entrance lobby on the first floor, 20 shops and a large lobby on the second floor, and a full basement. Following the Long Beach Earthquake in 1933, the building served as city hall for two years while repairs were completed at the North Main Street facility. From 1934 until 1944 Daninger's Tea Room occupied the rooms on the second floor, southwest comer. The restaurant was famous for its home cooked meals and pleasant atmosphere, and attracted a clientele that included Hollywood celebrities Jack Benny, Milton Berle. Billie Burke, Charles Ruggles, Connie Haines, Lucille Ball. Gracic Allen, George Bums, Joan Davis. Rosalind Russell, Robert Young, William Holden and Alan Ladd, all of whom signed the guest book. RESOURCE ATTRIBUTES: (List attributes and codes from Appendix 4 of Instructions for Recording Historical Resources, Office of Historic Preservation.) (HP 6) 1 -3 story commercial building Page 2 of 4 nn$isimir ie,,Uw, tlnndx.y 2111 N - S:II 01 25C -7 RESOURCES PRESENT: ® Building ❑ Structure ❑ Object MOVED? ® No ❑ Yes ❑ Unknown ❑ Site ❑ District ® Element of District Date: Original Location: ❑ Other 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 4th Street, with the heart of the city at the intersection of 4th and Main Streets. (Thomas, 8:1) The period of 1911 -1915 saw many characteristic new business blocks or remodels along Fourth Strcet, and by the 1920s Santa Ana's downtown had expanded in each direction to include both commercial and civic development. The California style of living evidenced itself in the abundance of Spanish Colonial Revival style buildings, which were commonly built during the 1920s and early 1930s. Occupying a prominent corner in the downtown business district, the Santora Building is an exceptional example of such an improvement. It is highly significant for both its historical role in Santa Ana's commercial and civic history and for its architectural merit and association with the career of Frank Lansdowne, one of the premier architects based in Santa Ana during the 1920s. Since the 1980s. the Santora Building has served as an anchor for the developing Artists' Village. Character -defining exterior features of the Santora Building which should be preserved include but are not limited to: building scale and configuration on the two public elevations; exterior materials and finishes; all cast stone and other architectural embellishment; wrought iron grillework and balconies; tiled bulkheads; and original fenestration. SUMMARY /CONCLUSION: This building was listed in the National Register of Historic Places in 1982 as an individual resource and 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 Santora Building has been included in the Santa Ana Register of Historical Property for several reasons. It is an archetypal example of the Churrigueresque variant of the Spanish Colonial Revival style. It was designed by prominent Santa Ana architect Frank Lansdowne. It is significant for its historic and continuing role in die commercial, public and social life of Santa Ana. The Santora Building has been categorized as "Landmark" because the building "has historical /cultural significance to the City of Santa Ana" and has "unique architectural significance" (Municipal Code Section 30- 2.2(1)). OWNER AND ADDRESS: Santora 1200 North Santa Ana. CA 92701 -3640 1 cn MIunraemplame.amaJway ?III N i q Jl Page 3 of 4 25C -8 RECORDED BY: (Name, affiliation, and address) Leslie Heumann Science Applications International Corporation 35 S Raymond Avenue Suite 204 Pasadena, CA 91105 DATE RECORDED: February 28, 2001 SURVEY TYPE: (Intensive, reconnaissance, or other) Intensive Survey Update REPORT CITATION: (Cite survey report and other sources) City of Santa Ana Santa Ana's Historic Treasures. 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.) Gebhard, David & Winter, Robert. Architecture in Los Angeles and Southern California, 1977, p434. Harris Cyril M. American Architecture: An Illustrated Encyclopedia. New York, WW Norton, 1998. 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 Department of the Interior, 1991. Whiffen, Marcus. American Architecture Since 1780. Cambridge: MIT Press, 1969. EVALUATOR: Leslie J. Heurmum EXPLANATION OF CODES: DATE OF EVALUATION: February 28, 2001 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) 1B: Listed in the National Register separately and as a contributor to a listed district. m hislniicurnm1.1", aWwny 201N 51 V01 Page 4 of 4 25C -9 HILLS ACTAGREEMENT 107 North Broadway Sonia Ana, CA 9170/ 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 November 19, 2014 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'), Jack Jakosky on behalf of Santora Building LLC and KET Glenoaks LLC, (hereinafter referred to as "Owner"), owner of real property located at 207 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 207 North Broadway, Santa Ana, CA, 92706 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 25C -10 MILLS ACT AGREEMENT 207 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 November 18, 2014, 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 tens 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 tern of this Agreement, the Historic Property shall be subject to the following conditions, requirements and restrictions: 1 - 25C -11 MILLSACTAGREEMENT 207 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. Owners 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 Owners 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. C. Owners 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 detennine the Owner's compliance with the terns and provisions of this Agreement. 4. Furnishing of Information. The Owners hereby agree to furnish the City with any and all information requested which may be necessary or advisable to determine compliance with the terns and provisions of this Agreement. 25C -12 AULLSACTAGREEMENT 107 North Broadway Santa Ana, CA 91701 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 Owners 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 Owners 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 Owners 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 %x) percent by Government Code Section 50286) of the current fair market value of the property at the time of the cancellation, as determined by die 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 Owners, the City shall give written notice to the Owners 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 Owners), 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 Owners 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. h. 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 brea::h of this Agreement. No waiver by a- 25C -13 MlLLSACTAGREEMENT 207 North Broadway Santa Ana. CA 9270! 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 Owners hereby subject the Historic Property, located at 207 North Broadway, Assessor Parcel Number, 398- 267 -03, 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's 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. Owners 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 Owners: Jack Jakosky 503 32 "a Street, Suite 200 Newport Beach, CA 92663 i- 25C -14 MULS ACT AGREEMENT 207 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 Owners agree 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 Owners hereby agree 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's activities in connection with the Historic Property. C. This hold harmless provision applies to alt 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 cour costs and other relief ordered by the court. t: 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. -v- 25C-15 MILLSACTACREEMENT 207 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: APPROVED AS TO FORM: City By: CITY OF SANTA ANA DAVID CAVAZOS City Manager M 7_ Jack Jakosky on behalf of Santora Building LLC and KET Glenoaks LLC 25C -16 MILLS ACT AGREEMENT 207 North Broadway Santa Ana, CA 92701 Exhibit A SANTA ANA CITY LOT 2 BLK 5 AND LOTS 3 & 6 ALL IN BLK 5 filed in the Office of the County Recorder of Orange County. Assessor's Parcel Number: 39 8-267 -03 s- 25C -17 M/LLS ACT AGREEMENT 207 North Broadway Santa Ana, C4 91701 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 5. 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 4- 25C -18 MILLS ACTAGREEMENT 107 Nardi 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. !0- 25C -19 MILLSACTAGREEMENT 107 North Broadway Santa Ana, CA 91701 Exhibit C (photographs attached) _II. 25C -20