Loading...
HomeMy WebLinkAbout25D - AGMT - HISTORIC PROPERTY - 102 W 4TH STREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 18, 2014 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2014-111 FOR THE PROPERTY LOCATED AT 102 WEST FOURTH STREET (STRATEGIC PLAN NOS. 5, 2; 5, 3) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: -[• ❑ As Recommended ❑ As Amended ❑ Ordinance on to Reading ❑ Ordinance on 2nO 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 Kimberly Tapfer on behalf of Miller -Burg- DuPont, Inc., property owner, for the structure located at 102 West Fourth Street, 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 Kimberly Tapfer on behalf of Miller- Burg- DuPont, Inc., property owner, for the structure located at 102 West Fourth Street, 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). 2501-1 HPPA No. 2014 -11 November 18, 2014 Page 2 FISCAL IMPACT The Historic Property Preservation Agreement will reduce the property tax revenue to the City by an estimated $322.08 to $1,610.41 annually, for a period of not less than ten years. Karen Haluza Interim Executive Director Planning & Building Agency HS:rb WhistMe infoVnills act agreements \102 w_FourtMhppal4 -11.W Exhibit: A. Historic Resources Commission Staff Report 25D -2 REQUEST ' Resources Hilstom . HSTOFaCFESOURCESCOMMtSSIONREETMOATE:: OCTOBER 2, 2014 TITLE: HISTORIC PROPERTY PRESERVATION AGREEMENT NO. 2014-11 FOR THE PROPERTY LOCATED AT 102 WEST FOURTH STREET (STRATEGIC PLAN NOS. 5,2; 5,3) Prepared by Hally Soboleske APPROVED • As Recommended • As Amended • Set Public Hearing For CONTINUED TO Interim E ecyti a Director Acting Panning anager RECOMMENDED ACTION Recommend that the City Council authorize the City Manager and Clerk of the Council to execute the attached agreement with Miller -Burg- DuPont, Inc., property owner, for the structure located at 102 West Fourth Street, subject to non - substantive changes approved by the City Manager and City Attorney. Request of Applicant The applicant, Miller -Burg- DuPont, Inc., is requesting approval of Historic Property Preservation Agreement No. 2014-11 (Mills Act) between the property owner and the City of Santa Ana. Property Description The subject property consists of a six -story commercial building designed in an Italian Renaissance Revival style architecture that is located at 102 West Fourth Street. 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 owners 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 2501-3 HPPA No. 2014 -11 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 First National Bank Building and categorized as Landmark in March 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: 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. 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 act'on is required. Hally Sob leske Vince Fregoso, ICP Associate Planner Acting Planning manager HS:jm hslhistoricinfolmillsactagre ents1102_W_FourtMhppa14-11.hm Exhibit: 1. 500' Radius Map 2. Department of Parks and Recreation Form 3. Mills Act Agreement 2501-4 500' RADIUS HPPA- 2014 -11 102 West Fourth Street PLANNING AND BUILDING AGENCY EXHIBIT 1 2501-5 NAME First National Bank Building REF. NO. 234 ADDRESS 102 -106 West Fourth Street CITY Santa Ana ZIP 1 92701 ORANGE COUNTY YEAR BUILT 1923 LOCAL REGISTER CATEGORY: Landmark HISTORIC DISTRICT I Downtown Santa Ana NEIGHBORHOOD NATIONAL REGISTER CRITERIA FOR EVALUATION I C NATIONAL REGISTER STATUS CODE I ID Location: ❑ Not for Publication ® Unrestricted USGS 7.5" Quad Date: —T —R— of of Sec B.M ❑ Prehistoric ® Historic ❑ Both ARCHITECTURAL STYLE: Late 19" and 20" Century Revivals /Italian Renaissance DESCRIPTIONBACKGROUND RELATED TO PERIOD ARCHITECTURE: The late 19" 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 beltcoruses between stories; flat roots screened by parapets or hipped roofs; cornices, dentils, pilasters, quoins, and other classical details; and a balanced, often synunetrical 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. Page I of 4 cm 8ismridlnnplmnsrnnrth 1(12 W I Nm'I R.A) srnni EXHIBIT 2 25D -6 CONSTRUCTION HISTORY: (Construction data, alterations, and date of alterations) Built in 1923 (John Parkinson and Eugene Durfee, architects) RELATED FEATURES: (Other important features such as barns, sheds, fences, prominent or unusual trees, or landscape) None. (Describe resource and its major elements. Include design, materials, condition, alterations, size, settings, and boundaries.) This six story Italian Renaissance Revival commercial building was Santa Ana's first steel- framed, terra cotta -clad building, and was constructed in 1923. The one -time bank is sited prominently on the southwest comer of West Fourth and Main Streets, and is one of the most articulated buildings in downtown Santa Ana. Variations in treatment separate the building horizontally into a one -story base, four -story shaft, and one -story cap and vertically into five bays on the north and seven bays on the east. The terracotta cladding is rusticated, giving the appearance of large blocks of stone. On the ground floor, arched openings in each bay spring from a simple concrete bulkhead. The metal -framed windows include art glass in the semi - circular window heads. The entry in the central bay on the north facade and the entry in the penultimate south bay on the east elevation are marked by doors flanked by two fluted Corinthian columns carrying pedimented entablatures. Cartouche motifs embellish the keystones of the comer arches and the entry doors. The four -story shaft has one- over -one double hung wood framed windows with transoms in the end bays, and tripartite windows with transoms in the middle bays. The central bays are slightly recessed from the face of the building, and there are decorative spandrels between floors in the middle bays. The one story "capital" of the building is marked by a prominent molding course resting on decorative scrolled brackets. The windows consist of one - over -one double hung windows paired at the comers, and sets of three elongated windows in the middle bays. The intact entablature and cornice includes a simple frieze, a dentil course, and a broad overhanging cave with bed molding and cornice detail. Other than relatively non - intrusive signage, the design of the building appears virtually intact. HISTORIC HIGHLIGHTS: The Fist National Bank Building was designed by architects John Parkinson of Los Angeles and Eugene Durfee of Anaheim in 1923 (Thomas, 7:9). John Parkinson, one of the most distinguished and prolific architects to practice in southern California during the first few decades of the 20ib century, is known for his designs, many in partnership with his son Donald, for numerous Renaissance Revival commercial buildings in Los Angeles, the Art Deco Bullocks Wilshire, and the Spanish Colonial Revival /Art Deco Union Station, also in Los Angeles. This building is essentially unaltered in exterior appearance from the time of its construction. The First National Bank moved to this location from die northwest comer of Fourth and Main Streets. The Bank was run by A.J. Crookshank, President, and F.E. Farnsworth, Vice President. (List attributes and codes from Appendix 4 of Instructions for Recording Historical Resources, Office of Historic Preservation.) (HP 7) 3+ story commercial building cmNisumaiempineslrvrunh 102 W4 NN9 B.A) P+xN I Page 2 of 4 25D -7 ® Building ❑ Structure ❑ Object MOVED? ® No ❑ Yes ❑ Unknown ❑ site Date: ❑ District ® Element of District ❑ Other 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 1980s, 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 period of 1911 -1915 saw many characteristic new business blocks or remodels along Fourth Street, and by the 1920s Santa Ana's downtown had expanded in each direction to include both commercial and civic development. Growth in the 1920s included new contraction as well as the remodeling of older buildings. Santa Ana was the professional center of Orange County in the 19208 as prominent lawyers and doctors located in equally prominent new buildings such as the First National Bank Building. Due to the extraordinary integrity of the First National Bank Building, all features of the exterior, except recently added signage, should be considered to be character - defining and should be preserved, including (but not limited to): all exterior finishes including terracotta and glazing; vertical and horizontal divisions and their articulation through piers, belteourses, etc.; all fenestration; and the decorative overhanging comice. The First National Batik Building is significant as Santa Ana's first steel framed, terracotta clad "high rise" building in downtown. Designed by highly influential architects John Parkinson of Los Angeles and Eugene Durfee of Anaheim in 1923, the building remains essentially unchanged in exterior appearance from the time of its construction. It is also significant as the most intact and most ambitious example of Italian Renaissance Revival commercial architecture in Santa Ana. SUMMARVICONCLUSION: 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. As an archetypal example of the Italian Renaissance Revival styling that characterized the development of major urban centers in the 1920s, which moreover was designed by a master of the oeuvre, the First National Bank Building satisfies several of the criteria for inclusion in the Santa Ana Register of Historical Property, including Criteria 1 through 4. It has been categorized as "Landmark" because the building "has historicallcultural significance to the City of Santa Ana' and has "unique architectural significance" (Municipal Code Section 30- 2.2(l)). In addition, the property also appears to be eligible for individual listing in the National Register. OWNER AND ADDRESS: TOPA Financial Corporation 1800 Avenue of the Stars CA 90067 cm'hixpvicacmplma�Fonrth 102 W I I' NW I annk) 9 *01 Page 3 of 4 25D -8 RECORDED BY: (Name, affiliation, and address) Leslie Heumann & Liz Carter Science Applications International Corporation 35 S. Raymond Avenue, Suite 204, Pasadena, CA 91105 DATE RECORDED: January l9, 2001 SURVEYTYPE: ( 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, page 20. 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 Inc. "Downtown Santa Ana Historic District Walking Tour." nd. 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 Neuman DATE OF EVALUATION: January 19, 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 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) 1D: Contributor to a listed district. Page 4 of 4 cm,hi,lunclmmlAalerTounh 102 W 0"Nat'1 Bmk1 KMi01 25D -9 MILLSACTAGREEMENT 101 West Fourth Street SantoAna, CA 91701 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 18, 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"), Kimberly Tapfer on behalf of Miller- Burg- DuPont, Inc., (hereinafter referred to as "Owner"), owner of real property located at 102 West Fourth Street, 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 102 West Fourth Street, 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 building, and other changes are appropriate; and to ensure that rehabilitation and maintenance are carried out in an exemplary manner. EXHIBIT 3 i► I: MILLS ALT AGREEMENT 101 West Fourth Street Santa Ana, C4 92701 E. The Owner and the City intend to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division l 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: 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 he 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 tent of this Agreement, the Historic Property shall be subject to the following conditions, requirements and restrictions: 9_ 25D -11 MILLS ACT AGREEMENT 102 {Vest Fourth Street 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 determine the Owner's compliance with the terms 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. .i_ 25D -12 MILLSACTACREEMENT 102 West Fourfli Sneer Santa Ana, CA 95701 S. 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 %:) 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 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. 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- 2501-13 MILLSACTAGREEMENT 102 West Fourth Street 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 Owners hereby subject the Historic Property, located at 102 West Fourth Street, Assessor Parcel Number, 398 - 264 -07, 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 sliall 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: Kim Tapfer for Miller - Burg - DuPont, Inc. 4105 E. Florida Avenue #300 Denver, CO 80222 25D -14 MILLS ACT AGREEMENT 102 West Fourth Street 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 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. E 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. 25D -15 MILLSACTAGREEMENT 101 West Fourth Street Santu 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: SOT City im CITY OF SANTA ANA DAVID CAVAZOS City Manager 0 Kimberly Tapfer for Miller -Burg- DuPont, Inc. '7' 25D -16 MILLS ACTAGREEMENT 102 West Fourth Street Santa Ana, CA 9270! Exhibit A The East 75 feet of Lots 8 and 9 in Block l I of the Town of Santa Ana filed in the Office of the County Recorder of Orange County. Assessor's Parcel Number: 39 8-264 -07 s- 2501-17 MILLSACTAGREEMENT 102 West Fpnrth Street Santa Ana, CA 92761 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: 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. 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 silmificant historical, architectural or cultural material, an such design is compatible with _9_ 2501-18 MILLS ACTAGREEMENT 101 (Vest Fourth Street Santa Ana, CA 91101 size, scale, color, material and character of the property, neighborhood, or environment. lo. 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- 25D-19 MILLSACTAGREEMENT 102 West Fourth Sweet Santa Ana, G4 92701 Exhibit C (photographs attached) ll- 25D -20