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HomeMy WebLinkAbout75C - PH - FIRST AND PACIFIC PROJECTREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MAY 3, 2016 TITLE: GENERAL PLAN AMENDMENT NO, 2016-029 AMENDMENT APPLICATION NO. 2016-021 TENTATIVE TRACT MAP NO. 2016-02, MITIGATED NEGATIVE DECLARATION NO. 2015-09, SUMMARY STREET VACATION AND INCLUSIONARY HOUSING AGREEMENT FOR THE FIRST AND PACIFIC TOWNHOME PROJECT AT 1506 THROUGH 1548 WEST FIRST STREET — THE OLSON COMPANY, APPLICANT (STRATEGIC PLAN NOS. 3, 2, 5; 5, 3, 4) CITY MANA6tR RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2015 -09. 2. Adopt a resolution approving General Plan Amendment No. 2016 -02. 3. Adopt an ordinance approving Amendment Application No. 2016 -02. 4. Adopt a resolution approving Tentative Tract Map No. 2016 -02 as conditioned. 5. Approve the vacation of excess right -of -way on First Street. 6. Authorize the City Manager and Clerk of the Council to execute an Inclusionary Housing Agreement with Olson Urban Housing, LLC for the construction of nine affordable units and the payment of an in -lieu fee of $24,450 for a fractional unit for the residential development located at 1506,1524 & 1548 West First Street. PLANNING COMMISSION ACTION At its regular meeting on April 11, 2016 by a vote of 5:0 (Alderete and Bacerra absent), the Planning Commission recommended that the City Council approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program for Environmental Review No. 2015 -09, adopt a resolution approving General Plan Amendment No. 2016 -02, adopt an ordinance approving Amendment Application No. 2016 -02, and adopt a resolution approving Tentative Tract Map No. 2016 -02 as conditioned for the First and Pacific Townhome project, a 62 -unit for -sale residential development at 1506 through 1548 West First Street. The Planning Commission made no changes to the recommended actions outlined in the attached staff report (Exhibit A). 75C -1 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 — First & Pacific Townhome Project at 1506 -1548 West First Street May 3, 2016 Page 2 DISCUSSION The Olson Company is requesting approval of several entitlements for the First and Pacific Townhome project, a 62 -unit for -sale residential development, including a General Plan Amendment (GPA) to change the property's General Plan land use designation from Commercial to Urban Neighborhood (UN), an Amendment Application (AA) to change the zoning designation from Commercial and Single - Family Residence to Specific Development No. 90 (SD -90), approval of a tentative tract map to allow the individual sale of the townhome units, and adoption of a Mitigated Negative Declaration and Mitigation Monitoring Program. The City is also requesting that a small 0.16 -acre parcel surrounded by the proposed project be included in the general plan and zoning actions in order to be consistent with the proposed development. The project will consist of five different floor plans, ranging from two- bedroom and 1,302 square feet to three- bedroom and bonus room plans with 2,108 square feet. All units with be three -story in height, with the first floor consisting of the two -car garage and entry and the upper floors consisting of the living space. A Spanish architectural design is proposed for the project that will fit within the context of the surrounding area and enhance the aesthetic and functional appeal of the community. The elevations have been designed with differentiated architectural elements to give each entry more presence, particularly along the First Street, Walnut Street and Pacific Avenue frontages. Full - sized plans are available for public viewing in the Clerk of the Council Office. In addition, the applicant is requesting a two -foot wide portion of First Street be vacated and incorporated into the project (Exhibit B). Section 83.13(a) of the California Streets and Highways Code requires the City Council to consider the general plan before approving a street.vacation. First Street is identified as a major arterial, with three lanes in each direction and 120 feet in width per the Circulation Element. Along the project frontage, First Street has the required three travel lanes in each direction; however, the right -of -way width varies from 105 to 112 feet. With the combination of the vacation and street dedication required for the project, the right -of -way width along the project frontage will be 110 feet. It has been determined that the 110 foot dimension will allow sufficient space for the future widening of First Street to accommodate bike lanes. Therefore, staff recommends approval of the vacation as it is consistent with the General Plan, and improves the overall site function, including setbacks, building placement and site accessibility. Utilities, other government agencies and various City departments have been advised of the action and have no concerns with the vacation, which will be formally completed as part of the final subdivision map for the project. Finally, the proposed project is subject to the Housing Opportunity Ordinance (HOO). The applicant is proposing to satisfy the HOO by providing a combination of on -site inclusionary units and the fractional unit payment of an in -lieu fee. in the case of this project, the applicant must provide 9.3 for -sale units (15 percent of 62 total units) meeting the affordability guidelines for Moderate income. The applicant intends to provide nine affordable units and pay an in -lieu fee for the remainder 0.3 unit, which equates to approximately $24,450. The applicant has submitted both an Inclusionary Housing Plan (that has been approved by the Community Development Agency) and an Inclusionary Housing Agreement for approval by the City Council, with the Inclusionary Housing Agreement to be recorded against the property (Exhibits C and D). 75C -2 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 — First & Pacific Townhome Project at 1506 -1548 West First Street May 3, 2016 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objectives #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Objective #5 (leverage private investment that results in tax base expansion and job creation citywide); Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods), and Objective #4 (support neighborhood vitality and livability). FISCAL IMPACT If the developer is issued permits to proceed with the project, payment of the in -lieu fees will be paid at that time and this will likely occur in FY 16/17. Upon receipt, the estimated fees in the amount of $24,450 will be deposited into the Inclusionary Housing Fund revenue account (No. 41718002- 57896). Hassan Hag ni, P Executive Director Planning & Building Agency Robert Cortez Special Assistant to the City Manager City Manager's Office VF:rb vAreports\GPA16 -02 AA1B -02 TM16 -02 Olson Company= APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency SJ%& Fred �Nousavipour Executive Director Public Works Agency Exhibit: A. Planning Commission Staff Report B. Map of Proposed Vacation C. Inclusionary Housing Plan D. Inclusionary Housing Agreement E. Resolution F. Ordinance 75C -3 75C -4 INXeI11'��3�T:7 Planning Commission Action APRIL 11, 2016 TITLE: PUBLIC HEARING — FILED BY THE OLSON COMPANY FOR GENERAL PLAN AMENDMENT NO. 2016-02, AMENDMENT APPLICATION NO, 2016.02 AND TENTATIVE TRACT MAP NO. 2016-02 FOR THE FIRST AND PACIFIC TOWNHOME PROJECT AT 1506 THROUGH 1548 WEST FIRST STREET {STRATEGIC PLAN NOS. 3, 2; 3, 5 5, 3; 5, 4} Prepared by _Vince Freq �_ 64- . Executive Director 11 • PLANNING COMMISSION SECRETARY APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicants Request • Staff Recommendation CONTINUED TO Planning Manager ` Planning Commission has considered the draft mitigated negative declaration (MIND) for this project and shall adopt by minute action a recommendation to the City Council for the following actions: Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2015 -09. 2. Adopt a resolution approving General Plan Amendment No, 2016 -02. 3. Adopt an ordinance approving Amendment Application No. 2016 -02. 4. Adopt a resolution approving Tentative Tract Map No. 2016 -02 as conditioned. Request of Applicant Sandi Gottlieb, on behalf of The Olson Company, is requesting approval of several entitlements for the First and Pacific Townhome project, a 62 -unit for -sale residential development proposed at 1506 through 1548 West-First Street. Specifically, the applicant is requesting approval of a General Plan Amendment (GPA) to change the property's General Plan land use designation from the General Commercial (GC) to the Urban Neighborhood (UN) land use designation, approval of an Amendment Application (AA) to change the property's zoning designation from General Commercial (C -2) and Single- Family Residence (R -1) to Specific Development No. 90 (SD -90), approval of a tentative tract map to allow the individual sale of the townhome units, and adoption of a Mitigated Negative Declaration and Mitigation Monitoring Program. In addition, the City is requesting approval of a GPA and AA to make a 0.16 -acre parcel that is surrounded by the project consistent with the proposed designations for the townhome development. EXHIBIT A 75C -5 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 2 Proiect Location and Site Descriotion The project site is a 2.47 -acre, quasi - rectangular shaped parcel of land located at the southwest corner of First Street and Pacific Avenue. The project site consists of three separate properties that contain two different structures. A fourth property, a 0.16 -acre parcel of land located at 1526 West First Street, is not a part of the current development proposal. However, staff is recommending that this parcel be included in the rezoning and general plan amendment actions. All buildings on the development site are vacant, with the fourth parcel occupied as a single- family residence. The General Plan land use designation for the properties is currently General Commercial (GC). Further, the properties are currently located in the General Commercial (C -2) zoning district, with the southern portion of the properties facing Walnut Street designated as Single - Family Residence (R -1). The proposed applications would amend the General Plan land use designation for the properties to Urban Neighborhood (UN) and the zoning designation to Specific Development (SD), making the proposed project consistent with the General Plan and zoning district. Vehicular access to the site is currently provided from several driveways on First Street. However, access to the project will be relocated to Walnut Street as part of the development proposal. Residents will also have pedestrian access to First Street via pedestrian gates and openings. The site is surrounded by a variety of commercial developments to the north, west and east, and single - family residential uses to the south (Exhibits 1, 2 and 3). Project Description The applicant is requesting approval of several entitlements to construct a 62 -unit for -sale residential community. Table 1 on the following page provides a detailed summary of the proposed development. Because the current zoning districts for the properties contains standards that apply to either commercial or single- family developments, the project was designed to conform to a mix of unique standards and guidelines that are found in the City's two primary form -based zoning codes appropriate for infill residential projects: the Transit Zoning Code (SD -84) and the Harbor Mixed Use Transit Corridor Specific Plan (SP -2). The standards and guidelines within these two plan areas emphasize the form of buildings and their placement and encourage designs that maximize the presence of structures on streets, the pedestrian experience adjacent to and among these buildings, design, compatibility, and meaningful and functional community open spaces that can be provided in a variety of manners. 75C -6 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 3 Proposed development: Approximately 2.48 acres /107,982 sq. ft. imately 0. 16 acres/ 6,969 sq. ft. Outdoor Landscape Area Table 1; Project Summary General Commercial and Single - Family Residence (C -2 1R- 1); Specific Development (SD) proposed Commercial (C -2); Specific Development (SD) proposed Number 19,570 sq. ft. Commercial and Low Density Residential (GC /LR) current; Urban Commercial (GC) current; Urban Neighborhood (UN) proposed 06 Percent I*-M Currently mixture of one and two -story structures with surface parking; Proposed 62 -unit residential townhome development in 12 one and three -story buildings with 139 parking spaces and onsite amenities /open space durrently a single - family residence with a detached garage; No proposed changes to the land use at this time VI-90 Allocation room, The site plan has been designed to minimize the impact of vehicular circulation and to emphasize the needs of pedestrians and residents who will use the open spaces on the site, and to provide increased security to resident areas. Onsite vehicular circulation is access to two -car garages for each unit and to surface parking areas. pedestrian pathway will allow connectivity between the open spac e buildings. Vehicles will enter the site via a gated entry on Walnut dispersed throughout the project (Exhibit 4). 75C -7 designed to provide direct Further, a clearly delineated areas and the residential Street, with visitor parking GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 4 Vehicular access to the residential buildings and open spaces will be behind either townhome structures or perimeter security gates that face away from First Street, reducing their visual impact but also enhancing the security of the project site. Pedestrians to and from the project site may enter or exit through secured gates without the need to circulate through the central driveway. Five different floor plans are proposed for the project, ranging from two- bedroom and 1,302 square feet to three - bedroom and bonus room plans with 2,108 square feet. All units with be three -story in height, with the first floor consisting of the two -car garage and entry and the upper floors consisting of the living space (Exhibit 6). The Spanish architecture and color selections are designed to fit within the context of the surrounding area and will enhance the aesthetic and functional appeal of the community, The elevations have been designed with differentiated architectural elements to give each entry more presence, particularly along the First Street, Walnut Street and Pacific Avenue frontages. The units have been enhanced with balconies, patios and other architectural features to present street frontage elements tying in with the public realm. The homes along Pacific Avenue and Walnut Street feature patios or stoops and steps, furthering the project's integration with the street. Features have been incorporated throughout, including pop -outs, changes in roof forms, metal detailing, architectural trim and color changes to enhance and create more articulation in the facades (Exhibit 6). The overall architecture will also be enriched through landscaping. Landscape colors and materials have been selected that will be in harmony with the Spanish architecture with pedestrian pathways linking common area gathering spots. A series of courtyards, green space and green paths throughout the project tie the community together, with the focal points being the courtyards and community center as central gathering places. Useable common open green spaces are provided for social interaction between residents and allow for the potential future integration of the parcel in the middle along First Street. Landscaping and walls with vine pockets will be strategically utilized to create buffers and soften the wall edge while still providing adequate sidewalk width for accessible paths of travel, where required. Finally, the community building will provide a desirable and functional open space amenity for the future homeowners, while creating a visual break in the residential uses with height variations and alternate window patterns (Exhibit 7). The proposed project is subject to the provisions of the recently amended Housing Opportunity Ordinance. For this project, the applicant is required to provide 9.3 residences as affordable units. The applicant has submitted an Inclusionary Housing Plan to the Housing Division that identifies nine units that will be made available for affordable housing, with the payment of a fee to cover the remaining 0.3 requirement. 75C -8 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 5 Project Backaround The project site was developed with several buildings that were built between 1923 and 1979. Since then, the buildings have undergone minimal tenant improvements, with the sites largely unchanged and vacant since 2010. The City's Housing Element, adopted in 2014, identifies portions of Santa Ana for future residential and mixed -use developments. The Housing Element states that these areas were selected "to create distinct and vibrant activity centers linked together with a variety of transportation options." First Street was identified as a corridor to allow housing to be constructed; however, this site was not specifically identified as an opportunity site. This project Is consistent with the direction of the Housing Element, which states "the City will need to create new residential General Plan land use designations, zoning districts, and design guidelines" for developments ranging from 23 to 35 units per acre. Further, the City has recently initiated the process to update its General Plan, which is the blueprint for future development. A key component of the update process is the identification of sites for future development, including but not limited to areas for new residential and /or mixed - use development. Staff has identified the First Street corridor, including the project site, as a potential area for mixed -use development up to six stories in height and at a maximum density of 100 units per acre. This area will be studied in greater depth as the update process continues, with a final determination on the eventual land use designation expected in the next one to two years. Project Analvsis The Olson Company is requesting approval of a general plan amendment, amendment application (zone change), a tentative tract map and a Mitigated Negative Declaration and Mitigation Monitoring Reporting Program in order to allow the 62 -unit, for -sale townhome development. The following sections of this report provide analyses for each of the proposed action items. General Plan Amendment The applicant is requesting approval of a General Plan Amendment to change the General Plan land use designation from General Commercial (GC) to Urban Neighborhood (UN) with a floor area ratio of 1.0 (Exhibit 8). The floor area ratio was derived by dividing the square footage of the proposed development by the total site area in square feet. Further, staff is recommending that the separate 0.16 -acre parcel surrounded by the development proposal also be included in the general plan amendment action for the project. 75C -9 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 6 The City's Housing Element, adopted in 2014, identifies a need to redesignate areas of the City to support future housing developments, with the project's proposed density consistent with the density range identified by the document. The project site and surrounding area is currently designated by the General Plan Land Use Element as a General Commercial (GC) land use district. The district applies to this area because of the current mix of commercial land uses, including offices, retail stores, motels, eating establishments, and uses of a similar commercial nature. However, the residential nature of the proposed development requires establishment of a new land use designation for the property of Urban Neighborhood (UN) to be consistent with the provisions of the General Plan. As additional applications for residential or mixed -use projects are received by the City in this area, a comprehensive amendment to change the area's land use designation from General Commercial (GC) to Urban Neighborhood (UN) may take place. If approved, the project would support several goals and policies of the Housing Element. First, the project would be consistent with Goal 2, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels and age groups to foster an inclusive community. Second, the project would support Goal 4, to provide adequate rental and ownership housing opportunities and supportive services. Further, the project would be consistent with several Housing Element policies: Policy HE -2.4 to facilitate diverse types, prices and sizes of housing; and Policy HE -2.6 to provide an affordable component within eligible ownership housing projects. Amendment Application The subject parcels are located in the General Commercial (C -2) and Single- Family Residence (R- 1) zoning districts. The C -2 zoning designation allows for a variety of commercial uses, while the R -1 district allows primarily residential land uses. Because the project proposes a residential land use, staff recommends approval of an amendment application to change the property's zoning designation from C -2 and R -1 to Specific Development (SD) No. 90 (Exhibit 9). Staff has also analyzed the separate 0.16 -acre parcel and has found that the current nonconforming residential land use and current commercial zoning are not ideal options for the site. In order to allow flexibility in the future use of this site, while maintaining its legal nonconforming status, staff is recommending that this parcel also be included in the zone change action for the project. This action will allow the site to remain as -is indefinitely as well as allow a potential merger into the proposed development site at a later date. The Specific Development zoning designation allows flexibility of uses and development standards that are tailored to a unique or specific project. Because the standards contained within the standard zoning code would render the proposed project unfeasible, establishing the SD zoning designation is recommended to facilitate the proposed project. 75C -10 GPA No. 2016 -02, AA No. 2016 -02 & TTM No, 2016 -02 April 11, 2016 Page 7 If the zone change is approved, a series of site - specific objectives, policies and development standards will be used to guide the development of the proposed project. Specifically, the SD -90 document will include development standards such as uses, setbacks, parking, and height to allow the exclusive entitlement of the project. The SD document has been framed to be consistent with the proposed project and prohibits future modifications to enlarge or reduce the size of the project (Exhibit 10). The zone change would need to be approved in conjunction with the proposed General Plan Amendment to change the land use designation from General Commercial and Single - Family Residence to Urban Neighborhood. This would result in a project that is consistent with the goals and objectives of the City's General Plan land use designation of Urban Neighborhood. Because the proposed General Plan Amendment is consistent with the proposed Visioning Map, the zone change would be consistent with the overall visioning for the project site and immediate vicinity. Vesting Tentative Tract Map The applicant is proposing to merge the existing parcels and allow the air right subdivision of the townhome units and allow the sale of individual unit. Based on a review of the tentative map by the Planning Division and Public Works Agency, the project has been designed to be in compliance with the applicable development standards found in Chapters 34 (Subdivision) and 41 (Zoning) of the Santa Ana Municipal Code and with the proposed SD -90 zoning document (Exhibit 11). Approval of the tract map will be consistent with the goals and policies identified in the City's General Plan. Policy No. 1.1 of the General Plan Land Use Element encourages medium- density housing in and around the Downtown area, Policy No. 1.5 promotes the maintenance and fostering of a variety of residential land uses in the City, Policy No. 2,4 supports pedestrian access between commercial uses and residential neighborhoods which are in close proximity, and Policy No. 3.1 to support development which provides a positive contribution to neighborhood character and identity. The project will promote a development suitable for the site and will provide a diverse housing opportunity in the City. The project will also contribute to the promotion of jobs - housing balance in this area of the City, Finally, the development, through the construction of the proposed public improvements and site amenities, will contribute to the enhancement of a portion of the city that has seen a reduction in investment in recent decades. The introduction of a new development will contribute to the transformation of the West First Street corridor between Bristol and Fairview Streets into a corridor that contains a mixture of residential and commercial uses. 75C -11 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 8 Public Notification On February 25, 2015, the applicant held a community meeting in accordance with the provisions of the City's Sunshine Ordinance at the Vietnamese Community Center of Orange County. Several members of the community attended, with issues such as parking, open space, qualifications of the developer, and alternate uses discussed. Planning Division staff also attended the meeting. The applicant provided a draft notice, affidavit, copy of publication, and meeting notes to Planning Division staff in the days following the meeting. The project site is located within the boundaries of the Central City Neighborhood Association and adjacent to the Artesia Pilar and Pico - Lowell Associations. Staff has notified all parties that have expressed an interest in the project by mail a minimum of 10 days prior to the public hearing to ensure they were notified of the meeting and to identify if there were any areas of concern. The project site itself was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners and occupants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. CEQA Analysis As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with CEQA, the recommended actions have been reviewed through an Initial Study /Mitigated Negative Declaration (ER No. 2015 -09). Sections 15070 through 15075 of the State CEQA Guidelines (Article 6) guide the process for the preparation of a negative declaration (ND) or mitigated negative declaration (MND). The MND prepared for the project, as required by CEQA, contains a project description, project location map, proposed finding that the project with mitigation will not have a significant effect on the environment, a copy of the initial study, and mitigation measures to avoid potentially significant effects (Exhibit 12). The mitigation measures included in the MND are designed to reduce or eliminate the potentially significant environmental impacts. The scope of the MND evaluates the proposed project's effects on the following resource topics: aesthetics, agricultural resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City prepared a draft MND and circulated it to all interested or required parties on the City's standard distribution list on March 10, 2016. A notice of intent to adopt was also published in the Orange County Reporter on March 11, 2016. The City circulated the draft MND for a 20 -day public review between March 14, 2016 and April 3, 2016. The draft MND was available for public review at the Santa Ana City Hall, the City of Santa Ana Main Library, and on the City's webpage created for the project. 75C -12 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 9 This MND is intended to provide a forum to receive and respond to comments pertaining to the analysis contained in the draft MND and to provide an opportunity for clarification, corrections, or minor revisions to the environmental document as needed. Comments were received during the public review period. Although not required for an MND pursuant to the State CEQA Guidelines, the City, as the lead agency for the project, has responded to all comments received on the document after a thorough review of each comment's contents. As a result of the environmental analysis, no areas of significant impacts were found from the construction of the proposed project. Mitigation measures have been provided to address potential environmental impacts, with a list of these mitigation measures found within the attached Mitigation Monitoring and Reporting Program. Mitigation measures have been outlined to address potential impacts on air quality, unanticipated discovery of cultural resources or human remains, soil and liquefaction, asbestos abatement and lead -based paint removal, and noise (Exhibit 13). Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objectives No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies) and No. 5 (leverage private investment that results in tax base expansion and job creation citywide) of the Santa Ana Strategic Plan. Moreover, approval of this item supports Goal No. 5 Community Health, Livability, Engagement & Sustainability, Objectives No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods) and No. 4 (support neighborhood vitality and livability). Conclusion Based on the provided analysis, staff recommends that the Planning Commission recommend that the City Council approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program for Environmental Review No. 2015 -09; recommend that the City Council adopt a resolution approving General Plan Amendment No. 2016 -02 and Tentative Tract Map No. 2016-02 as conditioned; and recommend that the City Council adopt an ordinance approving Amendment Application No. 2016 -02. Vince Fregos , AICP Principal Plann VF:jm v @eporls\GPA16 -02 AA16-02 TM16 -02 Olson Company. as 75C -13 GPA No. 2016 -02, AA No. 2016 -02 & TTM No. 2016 -02 April 11, 2016 Page 10 Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit a — Floor Plans Exhibit 6 — Elevations Exhibit i — Landscape Plan Exhibit 8 — General Plan Amendment Exhibit 9 — Zoning Map Exhibit 10 -- Specific Development No. 90 Exhibit 11 — Tentative Tract Map Exhibit 12 — Final Initial Study /Mitigated Negative Declaration (IS /MND) Exhibit 13 — Mitigation Monitoring Program 75C -14 Rl Ri Rl qt Rl RI I R11 --JI Ill 1 p Pi � �1111111 RI 2 Rill F 3 RI R2 H2 R2 0 1 ,-,1 — A2 A2 R2 n2p, SD s �8 MI III i Rip Mil R) ml ml c, m 11 MI Rq RI Rr IEVIV - 11 n;Ad, MI L - mil z Q R2 E9 Im 2 Ml 1 Ml L-� - E F- RRVO C2wn :r : Ril Ri R, R1 R1 C2 C2 RI Lill' f Y, ;�7 Rl =R1 R3---- VR2 R2' I Rl Rl Rl 0 Rl Rl Rl Rl j Rl RI I Rl R Al M LAGRCUUUKLt CR WNIM50ALFOODMAL m 9NGLEFAM1LYFMDDMAL .9 mmwMoo1nwoN CO MvswmeqTc8Y1H2 w TVOFAMILYFESDUV M GEM MMUDIJALMUTH MAIN ml UGWINDISMAL R3 MULTIUDD!]TYMIAAFLE 01 WMMUNTYCDMMrMAL M2 HFAWINOUSNAL FAMILYFMOMCE Gt.MD COMM.COMMffUAUMUSbJMD1SRCT mo MUTARYOPIRATIONG m MIMNAPARUDCM C2 MERALCCMMMAL 0 01' AM fE f DUOALEgATE 0 CtNTPALWsN� p PFCFEMOWL so LSA CENTRALW9NE%AR11$TMLlAGE ILO PLANNU)MMMUN(WDEVBXMB sp SPEOROPLAN N F NNWSUTIWICEUl PFD KWMN1DRMDS41lALDMOPM9K C5 ARnRALMMM90AL AA 2016-2/GPA 2016-2/TTM 2016-2 FIRST AND PACI FIC TOWNHOMES 1506-1548 WEST FIRST STREET 1" = 1000 FEEr P L A N N I N G A N D B U I L 0 1 N G A G E N C Y EXHIBIT 1 VICINITY MAP 75C -15 W S I N G L =- z S I N G L E - SFI NM ILL F A N I L Y W FA N I L Y E. 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STREET EA, L Y AA 2016 -21GPA 2016 -2/TTM 2016 -2 - FIRST AND PACIFIC TOWNHOMES j 1506 -1548 WEST FIRST STREET:y P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 75C -16 GLE - JR1 I Y [E] DE C STREET EA, L Y AA 2016 -21GPA 2016 -2/TTM 2016 -2 - FIRST AND PACIFIC TOWNHOMES j 1506 -1548 WEST FIRST STREET:y P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 75C -16 THE OLSON COMPANY 1506 -1548 WEST FIRST STREET EXHIBIT 3 75C -17 a 09 s 9 } 73C-48 0 g e Via$ .t9gi�3 h az ? =4Li� i49 3a;3iF�3��3. u j I � 1 w w f— J Fw-- z U I ,t F^ �s S� U U 6 C6 c � K C a Fw EXHIBIT 6 Page I of 7 75C -19 tL 0 u R 0 0 0 LL 10' C14 C) z u- z in ESN iS va ii O LYiu Fw EXHIBIT 6 Page I of 7 75C -19 tL 0 u R 0 0 0 LL 10' C14 C) z u- z in ESN iS va ii O Page 2 of 7 75C-20 0 2 51 oi LL li CN Z. 0 cn (D p - .. . —1 IF CD ~� ^ a 0 5 i\ /\ I 56 a r. % - .. . —1 IF CD ~� ^ . 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I 1 111 111 I 1 y 1111 p. 3 111 u 3 O 0N. j O wr;w0 � �0 %'� 1 1 1 A K d O 2 z hN� IX LL Page 6 of 7 75C -24 O R O O E s O O O N so 1� Qx �S 0 CL U LL Q + a � o G d c� c n cn I fi IA1 /�1 I 1 I 1 I 1 111 111 I 1 y 1111 p. 3 111 I I 11 I 1 1 tl \ 11 I I 1 t 1 I t 1 1 1 z hN� IX LL Page 6 of 7 75C -24 O R O O E s O O O N so 1� Qx �S 0 CL U LL Q + a � o G d c� c n cn 3 m a 0�a N QUw a fic 0 °9N a � goo H6 17 i�IP n w° s� j O 3 °o n 0 Page 7 of 7 75C -25 Z a O O LL n m 0 LL Z g 0 LOO I_. i Q Q �S k w C7 O d L v LL � � a i3 N C Q D C Q i III1,� M1111A1 1111111, - u GGii ii"� I E� CCi�C..F.e 'r: i in.� 3 °o n 0 Page 7 of 7 75C -25 Z a O O LL n m 0 LL Z g 0 LOO I_. i Q Q �S k w C7 O d L v LL � � a i3 N C Q D C Q CL U.1 U v7 G EXHIBIT 6 Page 1 of 4 tS; El E [E El B El 0 El E'l El F71 I I lim ■ Page 2 of 4 75C-27 :1 w - z 0 M L) z C� :E v LL {/ Im Ozi I n ■ Page 2 of 4 75C-27 :1 w - z 0 M L) z C� :E v LL {/ Im IV Rl / \ \ \ \ \ \ \ \ \ \ \/ I For z Page 3 a# 75C-28 HU I- 5 z 0 Cj 7 T- 0 !E Q- LL /\ ly, 01 Z yQ Page 4 of 4 75C-29 vl Z 0 aO Ol W 6'6 U- I # 4 � 01 Z yQ Page 4 of 4 75C-29 vl Z 0 aO Ol W 6'6 U- I # z u O y a EXHII Page 1 v E4 F 5 555555Np4}} & $] a s 3 s ®tl 6F^yy�'�b ;yi y55n bk 6bx� k°$i 30 G83 HIii$aa ____ __ __ —N .» x 1 `T Y c YL a> CL C6 cn cn cu cu °es C J m d v E N C7 Cr) J U 1 A 1 i M, 0 4- .0 W L LL AKl y � y 5 O I Page 2 of 2 75C-31 I 19 0. 0 E CO CN co co IL 06 City of Santa Ana General Plan Land Use Element 199 City of Santa Ana Planning l)ivision o` snnt',r r` YA �ff(14 Adopted February 2, 1998 (Reformatted January 2010) "rho Collawing is a chronology nCthe approved general plan amendments tint have been incorporated into this document since ehc comprehensive update oCtlte General Plan Land Use &lernenr adopted by the Santa Ana City Council Pebmary 2, 1998 (GPA 1997- 05): GPA 2016 021oendinnl GPA 2016.01 (painting April 19, 2016) GPA 2015.03 (Pabmary 2, 2016) GPA 2014 -02 (October 21, 2014) GPA 2014-01 (June 3, 2014) GPA 201103 (March 19, 2012) GPA 2011 -02 (June 6, 2011) GPA 201001(June 7, 2010) GPA 200002 (July 20, 2009) GPA 2007 -03 (May 18, 2009) GPA 2000-01 (May S, 2008) GPA 2004 03 (February 2, 2009) GPA 200702 (June 10, 2007) GPA 2007-01 (March 19, 2007) GPA 2006 01 (October 2, 2006) GPA 2005-01 (December 5, 2005) GPA 201 (October 17, 2005) GPA 200401 (April 5, 2005, as passed by the voters of Santa Ana! GPA 200404 (July 19, 2004) GPA 200406 (July 6, 2004) GPA 2003 -02 (June 16, 2003) GPA 2003-01 (February 10, 2003) GPA 2002 -01 (September 3, 2002) GPA 2002-03 (August 19, 2002) GPA 2001 03 (February 19, 2002) GPA 2001 -02 (January 7, 2002) ANUMM 75C -32 GPA 200009 (May 7, 2001) GPA 200000 (February 6, 2001) GPA 200003 (December 4, 2000) GPA 200002 (November 20, 2000) GPA 1999 -02 (October 18, 1990) GPA 1999-01 (August 16,1999) GPA 1998-04 (October 5, 1990) GPA 1998-05 (September 21, 1996) GPA 1998 -01 (May 4, 1998) 75C -33 GARUENGROVEFRM GARVENG e^ 1. rf C W LAVEtAAV o SY/ � i JERAVE e1 n� P�sn 7 '17 y � 75C -34 I 22 � auNFLOwEa AVE ;: LAND USE ELEMENT • The General Commercial (GC) district applies to commercial corridors in Santa Ana including those located along Main Street, Seventeenth Street, Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of 0.5 - 1.0, though most General Commercial districts have a FAR of0.5, A total of 883.4,48€..1 acres of land is included in this designation. General Commercial districts are key components in the economic development of the City. They provide highly visible and accessible commercial development along the City's arterial transportation corridors. In addition, General Commercial land uses provide important neighborhood facilities and services, including shopping, recreation, cultural and entertainment activities, employment, and education. The districts also provide support facilities and services for industrial areas including office and retail, restaurants and various other services. The General Commercial development: standards are based upon the character and intensity of development, as well as the degree of access and market demand for these properties. The relationships to adjacent land uses, are also considered. Uses typically located in this district are: • Business and professional offices; • Retail and service establishments; • Recreational, cultural, and entertainment uses; anti • Vocational schools. General Commercial Districts have a floor area ratio of0.5 with the exception of the Mid -town area which has an floor area ratio of up to 1.0. • One Broadway Plaza District Center is a separate land use designation as it has an FA.R. of 29, which exceeds the typical District Center intensity limit. Additionally, it does not include a residential component One Broadway Plaza is envisioned as a landrnark professional office complex that will be a focal point in the Downtown Redevelopment area serving the Civic Center complex, Downtown, and Midtown urban areas The City's District Centers and major development areas are shown in Exhibit A -S. CITY OF SANTA ANA GENERAL PLAN A -11 75C -35 t r� �iSI°.� 11� ult,¢lf LAND USE ELEMENT The intensity standard for the Urban Neighborhood ranges from Lt floor area ration of 0.5 to 3.0; with residential density based on a combination of floor area ratio and zoning development standards. A total of27624? acres of land in the City are designated Urban Neighborhood, Industrial The Industrial designation applies to those areas developed with manufacturing and industrial uses. The designation applies to areas which are predominantly industrial in character, and includes those industrial districts in the southwestern, south central and southeastern sections ofthe City. A total of2,152,8 acres Lifland in the City is designated as Industrial. The maximum floor area ratio for this designation is 0.45. The Industrial districts of the City are vital to its economic health. These areas provide employment opportunities for local residents, and generate municipal revenues for continued economic development. As one of the County's oldest cities, Santa Ana has long been an industrial center for the region. The City's goal is to maintain this strong industrial base by setting land use policies which preclude the intrusion of less intensive commercial or residential uses. Typical uses found in this district include the following: • Light and heavy ptoduct manufacturing and assembly. • Commercial uses' which are ancillary to industrial uses in the district. Institutional The Institutional designation includes the Civic Center, other governmental facilities, City facilities and public institutions such as schools, etc. Only public properties ofapproximately live acres or more are designated as Institutional. The maximum applicable floor area ratio standard for this designation is 0.5.'Thc 0.5 FAR is used as a guideline since most development in this designation are State, federal, and local governmental facilities that are notsubject to local development regulations. A total of 796.3 acres of land is included in this designation. Open Space The Open Space designation is applied to parks, water channels, cemeteries -and other open space uses. A total of 1,014.7 acres are included in this land use designation. Ofthis total, 358 acres of public park land is included in this land use designation. A -2A CITY OF SANTA ATIA GENERAL. PLAT I 75C -36 LAND USE ELEMENT interagency Development Review Committee (DRC) to ensure consistent and comprehensive application of City regulations and policies for all projects. Redevelopment Plans. The City will apply redevelopment tools associated with the implementation ofthe adopted redevelopment plans, as appropriate. The City will encourage the further development ofindustrial, commercial, and residential projects in suitable locations to strengthen the City's tax and employment base. • Special Studies, In certain instances, a special study may be required to address a particular issue. In these cases, a specific effort to identify staff resources needed to conduct the appropriate investigation and analysis will be identified. • Zoning Code Review. The zoning code serves as a primary tool used by the City to regulate development, The City will develop a program to revise the Zoning Ordinance to ensure thatdevelopment regulations and standards are consistent with community needs and high duality development. The City will initiate appropriate changes to the ordinance to ensure, where appropriate, conformity between the Land Use Element and Zoning Map, T� r • � r w As indicated previously, the City of Santa Ana has been almost completely developed for many years. As a result, any new development will necessarily consist of redevelopment and infill development on the remaining vacant and underutilized parcels. Many parcels with nonresidential land use designations will never be developed to the maximum intensity permitted under the General Plan, Table A -4 indicates the development possible under the build -out of the Land Use Plan. The build -out for residential land uses considered two scenarios. Effective build -out for residential development is calculated by adding the 2121 14824 -,F80 units possible in the areas designated as District Center and Urban Neighborhood to the existing 74,588 units presently found in the City per Census 2000. Theoretical build -out for residential development considered the development possible if all of the areas designated as residential were developed according to the permitted Land Use Plan intensities. Since the Land Use Element does not contemplate the elimination of existing housing in the City, the effective build -out figure represents a more realistic estimate of future residential development. As indicated in "Table A -4, three of the non - residential land use designations have a range in FAR intensities. For the non - residential land use designations, effective build -out considered the development possible under the lower range of FAR intensities while theoretical build -out considered the tipper FAR range. Typically, parking and landscaping requirements will result in significantly less floor area C TY OF SANTA ANA GENERAL PLAN A - -.33 75C -37 LAND USE ELEMENT for commercial and industrial developments than that which is permitted under the General Plan. As indicated in Table A, -4, between 55,362 to 95 736915-{6t1 housing units are allowed by the Land Use Plan. The additional units which presently exist in the City beyond the maximum number permitted under the theoretical buildout scenario are a reflection of the higher density multiple - tinnily developments constructed in the 1970's and 1980'x. However, the purpose of the Land Use Plan as it applies to the residential areas is to preserve and maintain the stability of existing neighborhoods, regardless of the character of development. The intent of the Plan is not to create any displacement, nor decrease existing development densities. Rather, it is to ensure a safe, healthy, and livable environment for City residents. Existing residential development entitlements are protected through this Land Use Element, applicable Zoning regulations, and sections of the City code pertaining to legal nonconforming uses. Tire Land Use Element's implementation may result in an increase in the amount of commercial, office, and industrial development in the City. As indicated in Table A -4, up to 33,160,04144, - -19;3,1 square feet ofcommercial and office development, and 42,199,991 square feet of industrial development are possible under the effective capacity parameters of Land Use Plan, A.34 CITY OF SANTA ANA GENERAL PLAN 75C -38 LAND USE ELEMENT Table A -4 Low Density Residential LR -7 6,460.1 7 divas 45,221 du Low Medium Density Residential LMR -11 4206 11 rules } I 4,627 du Medium Density Residential MR -15 _ i 367.6 t 15 pulse _. 5,514 du _.._.. ._. _. t.... f - -- Subtotal 7248.3! 95,595,9 de r' i 55,362 do District Center } Dtherz DC j 309.5 90 lac 1. FAR 1 Jac 11,955,583 at 1 3,017 du 23,764,534 si 31017 oil - Heritage Downtown ( DC _ 62 5 FAR 3.0 _. -,- 2 057, 24 sf I 1 661 -du 2,057,8— 24 sfr 1,661 tlu Metro East J bC 98.3 FAR 3.0 I 3,245,185 sf 5,551 du 3,245,185 at 5551 du Transit Village DO 51 4 FAR 5.D 4D2,864 SIT 2 761 du 402,864 sf 2,761 tlu - _ — w r...._ _._ Harbor Carrillo[ bC 125,0 FAR 6.0 1.836,155 at 2,029 du 1,836,155 s� 2,029 tlu _ ... 276.0 4908 du; 49� 08du Subtotal — 866076 sr 4,949 do 856,076sP 44149�a Urban Neighborhood UN 27-3 FAR 6 5 3 0 -- - ! 9415 21,148 dui .90 -21148 du 20,407,950 $1 244994H 32,276,907 s1 2408"in Professional & Armin Office l PAD X616412 FAR D 5 1 D f 13 376,408 sf 26 752,809 at I General GOmmerCl81 GC 883 FAFl p 5 1 0 9 240 443 51( 38 480 887 at 3$E9&3744f Subtotal -- - FAR 2 9 i 543193 sf 543,193 at One Broadway PIa2a Dlsinct Ctr3 08PDC � 4 3 I 1501 9 i r 33180 041 xl I G5 775 889 of � j �-�13 -604 B J i 23- 2#9- 284 -af � (k5- 890- 372-af i Industrial I IND 2,152.81 FAR 0.45 i 42,199,991 sf 1 j 42,199,991 at Institutional' INS - 796.4: FAR 0.245 6,937,758 sf 17,344,394 at Open Space OS 10147 FAR 0.2 8840171st 8840,171 at Subtotal 1.811.1 15,777,929 at 20184,565 sf ailing �.=squa- ..Leer_t gesh.......��. -t ,�.._.___.._..,.,.,....,,. FAR =floor area ratio; tl.u.= tlwellinp unit; s.L= square fret (of floorarea). Acreage shown In table does not Include roads In right -of-way. t Effective capacity for non - residential development assumes development possible underthe lower range of FAR Intensity standards with the exception of die Metro East District Center, Transit Village District Center, Downtown District Center, Heritage District Center, and Urban Neighborhood areas, The Harbor Corridor District Center, Metro East District Center, Transit Village District Center, Downtown Dlstdet Center, and Urban Neighborhood areas allow a range of intensity for mixture of residential and non - residential development based on the zoning development standards. Residential eff serve capacity was calculated by adding the 21 14824,04 nits possible In the District Center and Urban Neighborhood with the existing 74,588 (Cenkus 2000) housing units. 2 Land use design often permits both residential and non - residential development. Whirl assumes 90% of land area will be developed as commercial and 10 °% will be developed as residential; with the exception of Town and Country Manor project Intended for continuum of care and housing seniors. I Land use designation permits high intensity office development with ancillary retail use. This table has been revised to correspond with the GIS Land Use Map Weakened in Exhibit 2. CITY OF SANTA ANA GENERAL PLAN A -35 75C -39 Mf .. __. .... mnnawmmew.^ ^^-°^— _�..m...^^"°^�^...a....•r — mw.rw��e.a�an��.. �emr• ��) F WAt. i PLNYiB! p� �g RI AI �,�I 11 SPI waw s, ea j 11 P.Th CN ry iAV 3 � pg A- KY.T. 6i Rr e Rt 0.t Rf ftl W� R, $ N y ai a F 1 R1 !Yr RIj 0.1 ISP � I �� 1 � ... .fl or al I R _ vnun # _ xtturj 6� Rr "a, far p �' i t( II���� i�rt �. {! ^ i�� I��Rr 7l a rii°rn� }r. . �t ! � L.E ��� � L U t JIL'i I l .�i l l i. Ott i Lf i r� 17J Im LI �lllraov LLL_ yy wx .rsuw '"�'"••` ( 1 S IS t1 ( ! T�}jL, j( ,u I( pR31 11, I If �IR 51t _ j i I� a , "I r '�f -..I' as a� -T! is } 9 v jJ�/ I TT L1��R�. �l{t�`I rf��f ��� /lf'IRtI'r _ _ II— Rt a i l r I {( Cs�, ajj� � k, u�li�) iil,l�t i_IIl �fi ,u[ e e e n Pa N,r s ay' R] "IL11Ll 1 Il I' ��f a L(� I11 "111 LI HISI I1 t 1�3 QIyL ii r11a±�1Ti' il,7tiIIIfILR =LI IT] C ,i el ] T E 1 f -s- `° � i�'J1 T � � R, �1(11� Tt i o �xllrl!I € —iL Li IR'71uI'I, �j WpN I ( a a�T �LWW IL I �' IfH6ANLN CRS'} I �� x I 4} - ki yy,� Ik ' �� Rte t � - I Rxi4� !- nomNwf (Gi 8 I m R l R, @' rd 1. I I 1 e., 3 f� a R1 $� ens- 1 I 111 1111 Rf Ri gq�I a, �R, Rsd �oawl cN _ R] R Ill �` " �� 8� �� L onm.m ilaxP Ui" - f - I r l T R 1 s g �yrm 1,11, • ' • • 1 + Garden vrt.v� -ti -. 4 %.. r•...� Santa Ana Zoning Designations I Description At General Agricultural DT Downtown RA Residential Apartment C7 Community Commercial GC Government Caller RE Residential Estate A6 . 0141) Community Commercial - Museum District M1 Light Industrial SD Specific Development i Ana C2 General Commercial M2 Heavylndusldal SP Specific Plan Cd Planned Shopping Center O Open Space TV Transit Village C5 Arterial Commercial P Professional UC Urban Center ; CDR Corridor RI Single - Family Residence UN1 Urban Neighborhood l CR Commercial Residential R2 Two - Family Residence UN2 Urban Neighborhood 2 d C.SM South Main Street Commercial District R3 Multiple - Family Residence f" n o 4 y 0 500 1 mn,eN <x Feet EXHIBIT 9 75C -40 PIC DEVELOPMENT 9TA SPECIFIC DEVELOPMENT PLAN NO. 90 First and Pacific Project SECTION I — Applicability of Ordinance The Specific Development Zoning District. No. 90 (SD -90), as authorized by Chapter 41, Division 26, Section 41 -593 of seq., of the Santa Ana Municipal °Cade, is subject to the standards and regulations contained in this plan for the express purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code shall apply unless expressly waived or superseded by this ordinance. SECTION 2 — Par osc The Specific Development Plan No. 90 for the .First and Pacific Project consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. SECTION 3 — Uses Permitted in Specific Development Plan No. 90 The following uses are permitted in the SD-90 zoring district: a. One- fanuly dwellings b. Multiple - family dwellings not exceeding a density of 26 dwelling units /acre, c. Accessory buildings and structures d. Community buildings e. One (1) temporary real estate office devoted to the sale of real estate in the tract in which it is located, which shall be used until all units close escrow. f. Home occupations, pursuant to section 41- 192,.1. et. seq, of the Santa Ana Municipal Code SECTION 4 -- Uses Subiect to a Conditional Use Permit in Specific Development Plan No 90 Any use which may be permitted in the R -2 district subject to the issuance of a conditional use pernut pursuant to section 41 -247.5 may likewise be permitted in the Specific Development Plan No. 90 subject to a conditional use permit SECTION 5 — Minimum Parcel Area in Specific Development Plan No. 90 The minimum parcel area is 2 acres. Existing parcels of land less than 2 acres in size will retain their legal nonconforming status. SECTION 6 — Minimum Street' Frontage in Specific Development Plan No. 90 The Project (parcel) shalt have a minimum street frontage of at least 200 feet. Existing parcels or land less than 2 acres in size will retain their legal nonconforming status. EXHIBIT 10 75C -41 rANDARDs SECTION 7 — Building Heipht in Specific Development Plan No. 90 No primary structure shall exceed forty (40) feet or three (3) stories in height, as measured from the lowest adjacent grade of the structure to the top of the stricture. SECTION 8 — Maximum Floor Area Ratio (FAR) in Specific Development Plan No. 90 The maximum FAR in Specific Development Plan No. 90 is 1.0. SECTION 9 — First Street setbacks in Specific Development Plan No. 90 There shall be a setback of not less than ten (10) feet as measured from the property line. Porches and architectural features may encroach no more than 50 percent into the required setback with a minimum distance of five (5) feet from the property line. SECTION 10 — Pacific Avenue setbacks in Specific Development Plan No. 90 There shall be a setback of not less than five (5) feet as measured from the property line. Cornices, eaves, chimneys, and similar architectural features may extend into the required setback a distance not to exceed three (3) feet. SECTION 11— Walnut Street setbacks in Specific Development Plan No. 90 There shall be a setback of not less than ten (10) feet as measured from the property line. Porches and architectural features may encroach no more than 50 percent into the required setback with a minimum distance of five (5) feet from the property line. SECTION 12 — Side yard setbacks in Specific Development Plan No. 90 A setback of not less than five (5) feet is required as measured from the property line. Cornices, eaves, chimneys, and similar architectural features may extend into the required side yard setbacks a distance not to exceed three (3) feet. SECTION 13 — Development Standards in Specific Development Plan No. 90 Lots in the SD -90 district shall comply with the following standards: a. From- and street - oriented side yards shall be landscaped, with the exception of approved driveways, utilities, sidewalks, and other hardscape features. E The perimeter fencing for the structures cannot exceed six (G) feet in height, exclusive of pilasters and any retaining condition, unless otherwise approved by the Platming Division. SECTION 14 -- Parking Requirements in Specific Development Plan No. 90 a. The minimum parking requirements for the multifamily dwelling uuits is two (2) enclosed parking spaces per unit. These spaces shall be in an enclosed garage, either in a side -by -side or tandem orientation. 75C -42 SPECIFIC oEy ELoi'NuNr STANDARDS b. Each parking stall in a two -car garage shall not be less than twenty (20) feet long and nine (9) feet wide. c. A minimum of fifteen (15) guest parking spaces must be provided. Any reduction in guest parking that is due to safety, circulation or other purposes is subject to the approval of the Planting Division. d. All other parking uses aliall be pursuant to Santa Ana Municipal Code Chapter 41, Article XV. SECTION 15 — Open Space Standard for Specific Development Plan No. 90 1. The combined common open space provided shall be a minimum of 1 5,000 square feet. a. Open spaces within the project shall include, at a mimmum, the following: 1) BBQs 2) Outdoor seating 3) General landscaping 4) Any other recreational amenities as permitted by the Planning Division 2. Private open space shall be provided for each unit; the total private open space per unit shall be a minititurn of seventy -five (75) square feet. 3. If minor modifications are required, increases or reductions in the amount of private or common open space are subject to the approval of the Planning Division, SECTION 1.6 — Landscape Standards for Specific Development Plan No. 90 In the SD -90 district, all yards shall be landscaped. All landscaping shall be installed pursuant to a landscaping plan approved by the Planning Division. I. Project Landscaping: a. Landscaping must be compliant with the City of Santa Ana's Landscape Water Conservation Ordinance and local California Water Regulations (AB 1831). b. Irrigation Systems: Landscaping shall have a lolly automatic irrigation system; irrigation (including spray and/or drip) shall be provided and installed per California Water regulations and City standards. 2, All meters shall be appropriately screened from public view with trellis work and vines or a hedge -type shrub, or be incorporated into the residential structure. 3. Maintenance: a. All plant material shall be maintained per Section 41 -609 of the Santa Ana Municipal Code. 75C -43 A »� � _ O 2 . � Uf UJI k� � z ` W � EXHIBIT 11 saory §) \ )�) ( \\ #/) \ )\ m m/ :oe ] /u! \\ )) �)! ^\\| § )(! i \`\ ! | acee �RR §§%) b ?2eEr /\ \\ )( \\ \ \\ !:9 §sa EXHIBIT 12 Final Initial Study /Mitigated Negative Declaration (1S /MND) is available for review at the following: http: / /www.santa- ana.org /pba /planning /FirstandPacific.asp Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 75C -45 �. • • • • • City of Santa Ana Planning and Building Agency 20 Civic Center Plaza Santa Ana, CA 92701 (714) 667 -2713 ,. , , . , The Olson Company 3010 Old Ranch Parkway, Suite 100 Seal Beach, CA 90740 (562) 596 -4770 Environmental Consultant: Phil Martin & Associates 4860 Irvine Boulevard, Suite 203 Irvine, California 92620 (949) 454 -1800 March 31, 2016 EXHIBIT 13 75C -46 1.0 MITIGATION MONITORING AND REPORTING PLAN 1.1 Introduction This is the Mitigation Monitoring and Reporting Plan (MMRP) for the First and Pacific residential project. It has been prepared pursuant to the requirements of Public Resources Code §21081.6 which, among other things, states that when a governmental agency adopts or certifies a CEQA document that contains the environmental review of a proposed project, "The public agency shall adopt a reporting or monitoring program for the changes made to the project or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment. The reporting or monitoring program shall be designed to ensure compliance during project implementation." The City of Santa Ana is the lead agency for the project, and is therefore, responsible for administering and implementing the MMRP. The decision - makers must define specific reporting and /or monitoring requirements to be enforced during project implementation prior to final approval of the proposed project. 1.2 Project Overview The project applicant proposes the development of 62 three -story attached for -sale residential units in eleven separate buildings on a 2.47 acre site. The project includes four 2- bedroom units and fifty -eight 3- bedroom units at a density of 25.83 units /acre. The existing vacant commercial buildings on the site will be demolished to allow the development of the proposed residential units. 1.3 Monitoring and Reporting Procedures This MMRP includes the following information: (1) mitigation measures that will either eliminate or lessen the potential impact from the project; (2) the monitoring milestone or phase during which the measure should be complied with or carried out; (3) the enforcement agency responsible for monitoring mitigation measure compliance; and (4) the initials of the person verifying the mitigation measure was completed and the date of verification. The MMRP will be in place through all phases of a project including project design (preconstruction), project approval, project construction, and operation (both prior to and post - occupancy). The City will ensure that monitoring is documented through periodic reports and that deficiencies are promptly corrected. The designated environmental monitor will track and document compliance with mitigation measures, note any problems that may result, and take appropriate action to rectify problems, Each mitigation measure is listed and categorized by impact area, with an accompanying discussion of: The phase of the project during which the measure should be monitored; ❑ Project review and prior to project approval ❑ During grading or building plan check review and prior to issuance of a grading or building permit ❑ On-going during construction ❑ Throughout the life of the project The enforcement agency; and First and Pacific Residential Project— Mitigated Negative Declaration March 31, 2016 Mitigation Monitoring and Reporting Plan Page 1 75C -47 The initials of the person verifying completion of the mitigation measure and date. The MMP is provided as Table 1 (Mitigation and Monitoring Reporting Program). 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Box 1988 (M -20) Santa Ana, CA 92702 (714)647.5804 www.santa- ana.org INCLUSIONARY HOUSING PLAN OWNER /APPLICANT INFORMATION Legal Owner West First Pacific, LLC 619 - 957 -5316 Full name of Person, Firm of Corporation Area Code Phone Number 6861 La Jolla Blvd. La Jolla, CA. 92037 619 501 -2159 Mailing Address Area Code Fax Number Applicant The Olson Company (562) 370 -2255 Full name of Person, Firm or Corporation Area Code Phone Number Mailing Address L-2 Area Code Fax Number Contact Person Sandi Gottlieb saottlieb(cOtheolsonco com Full name of Person, Firm or Corporation Email address 3010 Old Ranch Pkwy., Suite 100, Seal Beach, CA 90740 -2751 Mailing Address (562) 370 -2255 (562) 547 -4808 ( _) Area Code Phone Number Area Code Mobile Phone Number r7i' a Co'"de" 8)(Mrnlber PROJECT DESCRIPTION Project Olson First & Pacific Townhomes Address: 1506, 1524 & 1548 West First St., Santa Ana, CA Assessor Parcel NUmber(s): 007- 321 -04, 17 & 18 _ Total number of units proposed: 62_ Number of Rental Units: N/A Number of For Sale units: 62 Number of 15% Inclusionary obligation: 9.3 Identify the gross livable area of the proposed project (including private balconies, decks and patios). 101,650 SF habitable, 8,588 SF private open space (pipeline project) Will the project be constructed in phases? X Yes No Is a density bonus being requested? Yes No X CITY APPROVALS (if applicable) INNCL^USIONARY HOUSING PLAN NO. ( (� L6 APPROVE ❑ DENY Date: �2 2al[,0 Signature: �—L7�.1CJL. ()U � Page 1 of 4 S: PlanningUerical- Counter Formii*=applicalion 1115 EXHIBIT C 75C -57 HOUSING ALTERNATIVES Select the applicable alternatives to indicate how the project will comply with the inclusionary housing requirement: X On -site construction of inclusionary units _e In -lieu fee payment for entire obligation' X In -lieu fee payment for fractional unit (for the 0.3 fractional unit) Land dedication Note: For development projects with more than 20 units requesting in -lieu fee payment to fulfill their inclusionary obligation, "substantial evidence" that the cost of providing inclusionary units on site would substantially exceed the amount of the applicable in -lieu fee is to be provided with this application. Please complete the following table(s) as it applies to your project proposal: Proposed Rental Housing Projects: Number of Bedrooms Unit Size (Square Feet) Number of Market Rate Units Number of Low Income Units Number of Very -Low Income Units Total Number of Units Percent of Total Units Studio 4 � -- Total t If the calculation of the number of required incluslonary housing units results In a fraction, the developer has the option to (a) provide an additional induslonary housing unit or (b) pay an In -Lieu Fee equal to the percentage represented by the fractional Inclusionary housing unit multiplied by the applicable In -Lieu Fee Page 2 of 4 SPlanningUerical- Counter FormsMOappiicallou W5 75C -58 Proposed Ownership Housing Projects: Number of Bedrooms Unit Size Square eet) Number of Market Rate Units Number of Moderate Income Unit Total Number of Units Percent of Total Units Studio 1 2 1,302 4 4 3 1469 -2108 53 5 58 4 5 Total 53 9 62 14.5% Required Exhibits to the Incluslonary Housing Plan A. ❑ Narrative description of the entire project; B. ❑ Site plan that depicts the entire project (minimum 11" x 17°); C. ❑ Depiction of the location of the inclusionary housing units; and D. ❑ If applicable, a phasing plan that provides for the proportionate number of the total inclusionary housing unit requirement to be built within each phase of the project. E. ❑ If applicable, provide the In -Lieu Calculation Summary for the project. Page 3 of 4 S:Planning0orical- Counter Forma1H00applicalion 1/15 75C -59 Property OWNER'S AFFIDAVIT I hereby certify that I am the legally authorized owner of all property involved in this application or have been empowered to sign as the property owner on behalf of a corporation, partnership, business, etc., as evidenced by separate instrument attached herewith. I hereby grant to the applicant submitting this form full power to sign all documents related to this application, including any conditions or litigation measures as may be deerned necessary. I declare under penalty of perjury that the foregoing is true and correct. s,2 e &'iftze Executed on (Date) at,, _ California Property Owner's Signature Property Owner's Printed Name F JMA A A I hereby certify that the statements furnished above and in the attached exhibits represent the data and information required for this initial evaluation and that the facts, statements and information presented are true and correct to the best of my knowledge and belief. Further, should the stated information be found false or insufficient, I agree to the return of this form for appropriate revisions, understanding the City of Santa Ana cannot process this form until all applicable information is corrected or provided by the applicant. I hereby certify that I have been legally authorized by the property owner to present this application and to sign on behalf of all documents related to this application, including any conditions or litigation measures as may be deemed necessary. Note: When the applicant is a corporation, partnership, business, etc., a separate document verifying the authorization to sign for such applicant is required. I declare under penalty of perjury that the foregoing is true and correct. Executed on (Date) Muv`JA i i� 2-Aat Sfo�,� l3 n Ch, California Applicant's Signature 7G ; /1 Applicant's Printed Name ��6 /A no I' 6.,v't(1` k ��1L' CSI S1J� CDOM.p2 v� c. Page 4 of 4 S:Planning0elical- Counter FormsMOapphcalion 1115 75C -60 K THOMTY TO PROCESS ENTITLEWNTS TATS AUTHORITY TO PROCESS ENTITLEWNTS (the "Authorization ") is effective as of ;'YLr\u b v A 2-1 2015, and is made by W17ST FIRST PACIFIC, LLC, a California limited liabil - -i y oompany ( "Owner ") ofroal property located at 1506, 1524 and 1548 West First Street in the City of Santa Ana, County of Orange, State of California. Owner hereby authorizes Olson Land Opportunities, LLC, aDelawaro limited liability company or its assignee (" Developer") with limited powers to sign, file and process with the City of Santa Ana ( "City ") applications for govermnental and other entitlements, permits and development authorizations with the City for the development of the Property in accordance with a development plan created by Developer in its sole discretion, including but not limited to (a) tentative and final tract map(s), zone, general plan and /or specific plan amendments; And (b) grading, soil export, improvement and model plans. Nothing herein shall entitle the Developer to grant any interest in the Property. This authorization shall be effective immediately as of the date hereof and shall expire on the earlier to occur of (a) written notice of termination of this Authorization sent by the Owner to the City; or (b) one ( 1) year from the date hereof. "Owner" Name• (D t7!' /b /nit C Title• Al Name• Title: 75C -61 AUTHORITY TO PROCESS LNTITLEMINTS THIS AUTHORITY TO PRQCk?SS L'NTLTLB.ivIENTS (the "All thorizalimr ") is effective as of r15, and is made by WEST FIRST PACIFIC, LI.,C;, a �5�� _ , California limite litidbility comps ry ( "(Jwner ") of real property located at 15061 1524 and 1548 West First Street in the City of Santa Anti, County of Orange,, State of California. Owner hereby authorizes OL,SON URBAN HOUSING, L.L.C, a Delaware limited liability, company or its assignee ( "Developer "') with Ihnited powers to sign,, file and Process with the Cite of Santa Ana ( "City ") applications for governmental and other entitlements, permits and development authorizations with the City for the developtrtcot of the Property in accordance with a development plan created by Developer in its sole discretion, including but not limited to (a) tentative and final tract mep(s), zone, general Ulan and /or specific plan amendments; and (b) grading, soil export, improvement and model plans. Nothing herein shall entitle the Developer to grant ugly Interest It the Property. This authorization shall be cfi'ective imrnerdiately as of the date hereof' anti shall expire on the carlier to occur of (a) written notice of termination of this Authorization sent by the Owner to the City; or (b) one ( 1) year from the date hereof. y3 y: y��. Nan e ^ '1 "itic: 'title: 75C -62 America's Builder of the Year Olson First & Pacific Townhomes Project Narrative Olson proposes to develop this 2.47 acre site into a homeownership community that fits well within the context of the juxtaposed commercial corridor and residential neighborhood. Three - story for -sale townhomes are planned for the First & Pacific community which will feature five floor plans all with attached two -car garages, ranging from 1,302 to 2,108 square feet of living space (2 BD /2.5 BA — 3 BD /3 BA). The buildings will be designed with Spanish architecture with differentiated elements and color themes to enhance the character of this community. The building and plan layout will create a defined street presence for the project, while providing private spaces for the homeowners balanced with promoting interaction with the public realm through view corridors along First Street and direct pedestrian access to Pacific Avenue and Walnut Street. This community offers a variety of private and common open space areas tied together with pedestrian pathways. All units offer either two or three bedrooms, each with a private patio and /or deck. A community building with an outside plaza area is provided for the homeowners that will be approximately 850 square feet in size which will be a focal point for the residents. A series of courtyards, greens spaces and green paths throughout the project connect the community to the courtyards and community facility which serve as central gathering places. Our project is considered a "pipeline" project under the Inclusionary Housing Ordinance and is eligible to utilize the provisions of the prior Ordinance. Per the Ordinance, we are required to provide 9.3 units for sale to qualifying moderate income buyers (households earning up to 120% of the median). We are proposing to provide 9 units on -site and pay the fractional in lieu fee for the 0.3 unit (estimated by City at apex, $25,000). Based on the Ordinance and discussions with the Housing Department, we are proposing to reasonably disperse the affordable homes through -out the building complexes that house the market rate units and include four two - bedroom units and five three - bedroom units. It is a relatively small site and the unit types vary slightly so the specific location of each affordable unit will be comparable. Additionally, they will have the same exterior appearance and same access to amenities as the market rate units. 75C -63 y @ �g yip $ kk 5 Aug gall is qqss e a d' gS s e s Im l9 Mgt 21 fe 11H S It W-1 Hill U O F ■' L tl7 0 U :✓ 15 E CU i C) CO tlrPo k mom; .� 12 L J co r\ V v pB V 4— iV 06 V! LL r Y .: t o Q � � ��K6 q �� j3 �$ AF�• 3a� ' g ��S �Z PR ` I , 75C -65 R 9 As33e�9��5�� n i f x € a iy f n e 3 o J @G 888wh gg � Ell Z � n � V w U d � z U U i7 r1 5 i U o � o C EA 6 C cs TABLE 2 IN -LIEU FEE CALCULATION - DEVELOPER INPUTS OWNERSHIP PROJECTS - 15% MODERATE INCOME INCLUSIONARY REQUIREMENT HOUSING OPPORTUNTY ORDINANCE SANTA ANA, CALIFORNIA I. Prpiect Description A. Project Name B. Project Address it. on -Site Inclusionary Requirement A. Required Number of Inclusionary Units Total Project Units Indusionary Requirement as %of Total Units Total Inclusionary Requirement (Round -up) B. Inclusionary Unit Distribution Two - bedroom Units Three - bedroom Units Four- bedroom Units Totals Total Building Area (Square Feet) III. Affordability Gap,[-- Unit Calculation Two - bedraom Units Three - bedroom Units Four - bedroom Units Olson First & Pacific Townhomes & 1548 West First Street Restricted Price- Affordability Gap( Market Prices Moderate Income a Unit $350,000 $280,000 $70,000 $382,000 $305,600 $76,400 $0 $0 Affordability Total Affordability IV. Affordability Gan Calculation Gap J Unit incluslonary Units Gap Two - bedroom Units $70,000 1 $70,000 Three- bedroom Units $76,400 9 $687,600 Four - bedroom Units $0 (1) $0 Total Affordability Gap $757,600 rotai In -Lieu Feed $757,600 Per Total Unit $12,200 Per Income Restricted Unit $81,500 Per Square Foot of Total Building Area $7.45 ' This column must add up to 100 %. i Multiply the Y° of Total Units times the Total Inclusionary Requirement. a Equal to the lesser of the defined Affordable Sales Price of 20% less than the projected Market Price. The Total In Lieu Fee is equal to the Total Affordability Gap. Preparedby: Keyser Marston Associates Filename: Olson Homes - Developer Own In -lieu Fee Calculatlon.47 e Page 1 oft 62 15% 9 Required # of Total Project Inclusionary Units %of Total Units Units 4 6.45% 1 58 93.55% 9 62 100.00% 9 101,650 Restricted Price- Affordability Gap( Market Prices Moderate Income a Unit $350,000 $280,000 $70,000 $382,000 $305,600 $76,400 $0 $0 Affordability Total Affordability IV. Affordability Gan Calculation Gap J Unit incluslonary Units Gap Two - bedroom Units $70,000 1 $70,000 Three- bedroom Units $76,400 9 $687,600 Four - bedroom Units $0 (1) $0 Total Affordability Gap $757,600 rotai In -Lieu Feed $757,600 Per Total Unit $12,200 Per Income Restricted Unit $81,500 Per Square Foot of Total Building Area $7.45 ' This column must add up to 100 %. i Multiply the Y° of Total Units times the Total Inclusionary Requirement. a Equal to the lesser of the defined Affordable Sales Price of 20% less than the projected Market Price. The Total In Lieu Fee is equal to the Total Affordability Gap. Preparedby: Keyser Marston Associates Filename: Olson Homes - Developer Own In -lieu Fee Calculatlon.47 e Page 1 oft Sandra Gottlieb From; Verlinich, Natalie [NVerlinich @santa- ana,org] Sent: Wednesday, January 13, 2016 11:25 AM To: Sandra Gottlieb Subject: RE: Olson project Attachments: Olson Homes - Developer Own In -lieu Fee Calculation,pdf: HOO Affordable Sale Price Calcuation - Updated Jan 2016.pdf Hi Sandi — Here is the breakdown for the fractional unit: Under the old Ordinance, the fee for the 0.3 requirement would be $24,450 ($81;500 x 0:3)1 Under the revised Ordinance, the fee for the 0.3 requirement would be $30,658.95 Please note that you elect to do the fractional unit under the Old Ordinance, the calculation would be needed to be completed with the sales prices for the market rate homes. Also, I've included the recently updated Affordable Sale Price for the incluslonary units under the ordinance. Please let me know if you need anything else. Thanks, Natalie Verlinich Housing Programs Analyst City of Santa Ana T: (714) 667 -2267 From: Sandra Gottlieb [ n->_ ailto;sgottlieb@theolsonco.com] Sent: Wednesday, January 13, 2016 10:11 AM To: Verlinich, Natalie Subject: RE: Olson project 01<thx From: Verlinich, Natalie [ mailto :NVerlinich(asanta- ana.org] Sent: Wednesday, January 13, 2016 7:46 AM To: Sandra Gottlieb Subject: RE: Olson project I-Ii Sandi, I'm working on it now and should have to you by the end of the clay. Thanks, Natalie Verlinich Housing Programs Analyst City of Santa Ana T:(714)667 -2267 i 75C -67 75C -68 ilium- HiliP FIR T STREET R WALNUT STREET I layers A The E -alh-m Callt.ml. On, Companywlil mmtmcla now hlph peen.. -pas [In. olang Rrdlle AVanua lase IhO,re, 6 Any 1.elJ.. mmay.l wilbie Ill 11611. way is ..bled Is apprevol by the Ewfmana.nlol and Tmmpod -IlanM pay Commlltfe lux). C. 'Text -tl 24" bet steel True, per IIna Chy Sltndarde and oppr.vnd plan, an na ead per the City Sland -rde and Ilse approved ssmnl Irnprovemml plans D. See lh-mncrpm.iwm rarity plan la dlm --.ims alvwmr, fire, rad. s"'Isou. C. See seal -Ilve mop (.riha lel'nwings 2. a. tleo'ln r."heWored-eFraerre+. d-dsm-l1 lohn .,6,d 'I z has ona uw atwv a v g eFirrsn t S. l 4. Mole +h-renewal n(Ihs erhil e skew.4 ad Ihr ma'a.daery of newddnwalkan 5. J.pid onJ nose l!w imtt7 -rco-n al a -wane) Uphn, ax n -eded, p<s CAy rlvnJardr d. Jnpld oast lass, the 1.1no -Ilha- are- ridd.e yU amNhamrawd'.n.lasvr ). depld and m+arhoctnxkud+on of now sidm -Ik rand pask., lamho,7..long lF 81 depld and rmis lh- comlmdron.t mwtldnwdkn�dptrk I's lI,I, pa-I..afn 9. depid and n eat a muxw<Iian al exiga, debcir mmpr lndvdL,p ota tmp..voe t0. J -pid rmd nnlo the rnm.vai of the e.hlhq crab mmnl m nmlhwn +mmer.l vkl gip, e 1 75C -70 ' RADII 17' REQ'D CORNER CUT OFF FOR BLDGS 007221.1 p.loap Ilse.nlla, Pmpany Irce+apat � Sea --'-moat noll1 Indoor ad ."..d sanm Imp....areas pons. "'I., at es ashratf caner of Flan Slmal and ypo:M.Avaaaa, r- -snadj n nl ne +v 25' mdinx carb mwm. ARCHITECTI Santa Ana Sit SOntc City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attention; City Clerk To be roccrdod vA hout fee. Lane e For Recorder's Only) (5paa�Abave TRecorder's Use pnly) (Govanr(neol Cade, §§ 6103 and 27383) INCLUSIONARY HOUSING AGREEMENT OWNERSHIP PROJECT THIS INCLUSIONARY HOUSING AGREEMENT its dated as of May 3 220116, by and between the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California and OLSON URBAN HOUSING, I_I-C, a Delaware limited liability company ( "Developer"). A. The City's Housing Opportunity Ordinance ("Ordinance") was originally adopted by the City Council on November 2.6, 2011and is codified in Article XVIII.1 Section 41 — 1900 of the City's Municipal Code. The Ordinance was amended by the City Council on September 1, 2015„ in Ordinance No. NS -2881, and on October 6, 2015, In Ordinance No. NS- 2885. B. The Developer is the fee owner of the Property located at 1506, 1524, and 1548 West First 'Street, Santa Ana, California. C. The Developer desires, at the Developer's sole cost and expense, to develop a sixty -two (62) unit for sale condominium project on the Property ( "Project "). D. On May _3 ZQII b, the City Council: approved and adopted the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Inaluslanary Hausin,e�Ardraomerrl- p,marship -Project - Page Cify of Santa Ana EXHIBIT D 75C -71 Environmental Review No. 2015-09; adopted a resolution approving General Plan Amendment No. 2016-02; adopted an ordinance approving Amendment Application No. 2016-02; adopted a resolution approving Tentative Tract Map No. 2016-02 as conditioned; arid, approved the vacation of excess right-of-wary on First Street, which sets forth the City Approvals for the Project. E. The Program Director, acting on behalf of the City, approved an Inclusionary Housing Plan that was prepared by the Developer in accordance with the requirements imposed by the Ordinance and the Administrative Procedures Manual established by the City Council to implement the Ordinance requirements. F. This Inclusionary Housing Agreement, when fully executed by the City and the Developer and recorded, is Intended to satisfy the requirement that the Developer enter into an Inclusionary Housing Agreement, as set forth in the Ordinance and the conditions to City Approvals. NOW, THEREFORE, in consideration of the mutual promises set forth in this Inclusionary Housing Agreement and other good and valuable consideration, the receipt and sufficiency of which Is acknowledged by the City and the Developer, the Parties, agree as follows: F014MR6I s The following words, terms and phrases are used in this Inclusfonary Housing Agreement, as follows, unless the particular context of usage of a word, term or phrase requires another interpretation. Administrative Procedures means the regulations promulgated by the Executive Director pursuant to the Ordinance. Administrative Procedures Manual Is the Affordable Ownership Housing Administrative Procedures Manual — Developer Requirements dated January 2015, which has been prepared by the City for the implementation and enforcement of the Ordinance. A copy of the Administrative Procedures Manual shall be maintained on file with the City, and shall be provided to each Developer of Inclusionary Units, fridwianaty Housing Aqraomont - Gmemhlp Projvot Page 2 city of Sinla Ana 75C-72 Affordability Gap is equal to the difference between the Fair Market Value of the Inclusionary Unit and the Affordable Sales Price for the Inclusionary Unit at the time of acquisition by the Homebuyer. Affordability Period shall be defined for each Incluslonary Unit in the Inclusionary Housing Covenants Declaration recorded on legal title to that Inclusionary Unit. Affordable Housing Cost means the maximum costs that can be borne by Moderate Income Household based on the requirements imposed by H &SC Section 50052.5, The calculation methodology is described in Section VI of the Administrative Procedures Manual, Affordable Sales Price means the maximum sales price that can be charged for an Incluslonary Unit. The Affordable Sales Price is equal to the lesser of: 3. The sum of the Supportable Mortgage plus the Benchmark Down Payment: or, 1 The purchase price prospective buyers are willing to pay in return for purchasing a home that is subject to restrictive covenants, The statutorily set Affordable Sales Prices for the initial sale of each Inclusionary Unit are shown in Exhibit 8 to this Inclusionary Housing Agreement. The Affordable Sales Prices for Incluslonary Units shall be adjusted quarterly. Benchmark Frown Payment is a component of the Affordable sales Price calculations, For the purposes of these Administrative Procedures, the Benchmark Clown Payment is set at 5% of the total Affordable Sales Price, California Health and Safety Code ( "HSC ") provides definitions of household Income and affordable housing costs that are used In this Incluslonary Housing Agreement, City means the City of Santa Ana, California, City Approvals are defined as the entitlement approvals and the Incluslonary Housing Plan that must be approved by the Program director prior to the Issuance of building permits for the Project. City Council means the City of Santa Ana City Council_ Inclusionary hkousinq A,ffrpcmonk - Civmarshp fruajsc[ City of Santa Ana 75C -73 3 City Deed of Trust means a deed of trust that secures the Owner's obligation to comply with the obligations imposed by the Inclusionary Housing Covenant Declaration. Default means the failure of a Party to perform any action or covenant required by this Inclusionary Housing Agreement within the time period provided herein following notice and opportunity to cure, as set forth in Article 3 — Section I of this Inclusionary Housing Agreement. Delivery Date means the date on which an Inclusionary Unit Escrow closes and the Homebuyer acquires a fee title Interest in the completed Inclusionary Unit. Developer means the developer of the Project. Effective Date means the date on which this Inclusionary Housing Agreement is approved and executed by appropriate authorities of the Developer and the City: and this Inclusionary Housing Agreement is delivered to the Developer. Eligible Purchaser shall mean a Homebuyer who meets the eligibility criteria set forth in the Administrative Procedures. Executive Director is the Executive Director of the Community Development Agency of the City. The Executive Director, or designee, has the ultimate authority to evaluate appeals submitted in relation to the Administrative Procedures, Exhibits means the exhibits to this Inclusionary Housing Agreement, which are listed in Article 1 - Section V. Fair Market Value means the value of the Inolusionary Unit under normal circumstances in which the seller and the buyer freely negotiate the terms of the transfer of ownership. The Fair Market Value must be established by a licensed Real Estate agent based on three comparable properties. Gross Household Income means all Income from whatever source from all adult Household members, which is anticipated to be received during the 12- month period following the date of the determination of Gross Household Income. The applicable sources of income are defined in California Code of Regulations Title 25 Housing and Community Development Section 6914. The definition includes the following specific requirements: I nolusionary Housing Aqroeniont - Ownersiblp Projout Noe 4 City of 8 anta Ana 75C-74 I. Except as provided in subdivision (2), all payments from all sources received by the head of Household (even if temporarily absent) and each additional member of the Household who is not a minor shall be included in the annual income of a Household. Gross Household Income shall include, but not be limited to: a. The gross amount, before any payroll deductions, of wages and salaries, overtime pay, commissions, fees, tips and bonuses; b. The net income from operation of a business or profession or from rental or real or personal property (for this purpose, expenditures for business expansion or amortization of capital indebtedness shall not be deducted to determine the net income from a business); c. Interest and dividends, d, The full amount of periodic payments received from social security, annuities, insurance policies, retirement funds, pensions, disability or death benefits and other similar types of periodic receipts (but see subdivision (2)(c)); e. Payments in lieu of earnings, such as unemployment and disability compensation, worker's compensation and severance pay; f. Public Assistance. If the public assistance payment includes an amount specifically designated for shelter and utilities which is subject to adjustment by the public assistance agency in accordance with the actual cost of shelter and utilities, the amount of public assistance income to be included as Income shall consist of: L The amount of the allowance or grant exclusive of the amount specifically designated for shelter and utilities, plus R. The maximum amount which the public assistance agency could in fact allow for the Household for shelter and utilities. g. Periodic and determinable allowances such as alimony and child support payments, and regular contributions or gifts received from persons not residing In the dwelling; l awonary Homing Agreement • Owiorship Prejecl City of Stints Ana 75C -75 __. Pages h. All regular pay, special pay and allowances of a member of the Armed Forces (whether or not living in the dwelling) who is head of the Household or spouse or domestic partner (but see subdivision (2)(e)); I. Where a Household has net assets in excess of $5,000, income shall include the actual amount of income, if any, derived from all of the net Household assets or 10 percent of the value of all such assets, whichever is greater. For purposes of this section, net Household assets means value of equity In real property other than the Household's full-time residence, savings, stocks, bonds, and other forms of capital investment. The value of necessary items such as furniture and automobiles shall be excluded. 2. The following items shall not be considered as income: a. Casual, sporadic or irregular gifts; b. Amounts which are specifically for or in reimbursement of the cost of medical expenses; C. Lump-sum additions to Household assets, such as inheritances, Insurance payments (Including payments under health and accident insurance and workers compensation), capital gains and settlement for personal or property losses; d. Amounts of educational scholarships paid directly to the student or to the educational institution, and amounts paid by the government to a veteran for use in meeting the costs of tuition, fees, books and equipment. Any amounts of such scholarships, or payments to veterans not used for the above purposes of which are available for subsistence are to be included in income; e. The special pay to a serviceman head of a Household away from home and exposed to hostile fire; f. Relocation payments made pursuant to federal, state, or local relocation law; 9. Foster child care payments; - -- - -ti - Own projec.1 City of Santa Aria 75C-76 h, The value of coupon allotments for the purchase of food pursuant to the Food Stamp Act of 1964 which is in excess of the amount actually charged the eligible Household'; Payments received pursuant to participation in the following volunteer programs: I. National Volunteer Antipoverty Programs which include VISTA, Service Learning Programs and Special Volunteer Programs, ii. National Older American Volunteer Programs for persons aged 60 and over which include Retired Senior Volunteer Programs, Foster Grandparent Program, Older American Community Services Program, and National Volunteer Program to Assist Small Business Experience, Service Corps of Retired Executive (SCORE) and Active Corps of Executives (ACE). HCD means the California Department of Housing and Community Development, Homehuyer means an Eligible Purchaser that has executed an agreement to purchase an Inclusionary, Unit, Household means all the persons who will occupy the Inclusionary Unit as their Primary Residence. A child who is subject to a legally - binding shared- custody agreement, in which the child resides with the Household at least 50% of the time, is counted' as a member of the Household, Excluded from the definition of Household are live -in caregivers /caretakers, faster children, unborn children and children being pursued for legal custody or adoption that are not currently living with the Household, Housing Cost means and includes all of the following casts associated with ownership of an Inclusionary Unit as defined in Title 25 of the California Code of Regulations Section 6920: 1. Principal and interest on a mortgage loan at the defined interest rate, 2. Property tax and assessments; 3. Fire and casualty insurance covering replacement value of property improvements„ Iriclusinn;�ry Hour +nc� i �reamant • 4Wniership Fltujact Pki 0 7 City of .rota Ana 75C -77 4, Property maintenance and repairs; 5. A reasonable utility allowance, as determined by the City; and 8, Homeowner Association assessments and dues. HUD means the United States Department of Housing and Urban Development, Inclusionary Housing Covenants Declaration means the Declaration of Inclusionary Housing Covenants, Conditions and Restrictions attached hereto as Exhibit 5. Incluslonary Housing Fund means a separate fund of the City which is codified in Article XVIII.1 Section 41 -1909 of the City's Municipal Code. The fund was established for the specific purpose of providing the City with funds to assist In the development of housing that is affordable to low and moderate income households. The allowable uses of Inclusionary Housing Funds, and the related reporting are described in Attachment I of the Administrative Procedures Manual. Inclusionary Mousing Plan means a plan submitted for approval to the Program Director that details the manner in which the Inclusionary Housing obligations will be fulfilled by the Project. The Inclusionary Housing Plan form is presented in Attachment B of the Administrative Procedures Manual, and also attached as Exhibit 3 to this Inclusionary Housing Agreement. Inclusionary Unit means a completed affordable owner- occupied housing unit, including the landscape improvements thereon, if any, that is made available for sale to an Eligible Purchaser. The location of each Inclusionary Unit in the Project is shown on Exhibit 3 to this Inclusionary Housing Agreement. Inclusionary Unit Escrow means the escrow transaction by and between the Developer and each Homebuyer, through which the Developer shall transfer fee title in each completed inctusionary Unit to an Eligible Purchaser, In-Lieu Fee refers to a fee that may be paid by the Property Owner in specific circumstances in lieu of providing Inclusionary Units within a Project. These circumstances are identified in Section II -A of the Administrative Procedures Manual. The current Affordable Housing In -Lieu Fee calculation worksheet schedule is presented in Attachment J of the Administrative Procedures Manual. Market Fate Unit means any unit in the Project that is not restricted for ownership and occupancy by Eligible Purchasers. fncltn;1urrary Housing Agreement - Ownorship Peoiac City of Santa Ana 75C -78 riddi 8 Median Income is calculated by HOD using non - aggregated census income data and applying trending factors for metropolitan statistical areas (MSA) throughout the country. The IVISA for Santa Ana Is Orange County. The current household income information is presented in Attachment I of the Administrative Procedures Manual, Moderate Income refers to Households whose incomes meet the standards defined by the H &SC Seotion 50093. generally, Moderate Income means household income that does not exceed 120% of the County Median Income, as adjusted for Household size. The maximum household Income amount for Moderate Income Households shall be set at the amount published by HOD annually. Moderate Income Household shall mean individuals or Households who have an adjusted Gross Income that does not exceed Moderate Income. Ordinance means the Housing Opportunity Ordinance originally adopted by the City Council on November 28, 2011, and as amended by the City Council' on September 1, 2015, In Ordinance No. NS -2881, and on October 6, 2015, in Ordinance No. NS- 2885, which is codified in Article XVIII.1 Section 41 -1900 et seq. of the City's Municipal Code. Owner means the current owner of an Inclusionary Unit, Party and Parties mean the City and the Developer as parties to this I'ncluslonary Housing Agreement, Program Director has the day -to -day authority for making determinations related to the Ordinance and Administrative Procedures Manual, The Program Director will be appointed by the Executive Director. Project means the owner- oocupled housing project proposed to be developed on the Property at the Developer's sole cost and expense. Property means the real property, as shown on Exhibit 2 attached to this Inclusionary Housing Agreement, on which the Project is to be developed, for which the legal description is provided in Exhibit 1 to this inclusonary Housing Agreement, Supportable Mortgage means the mortgage amount that can be supported by a Moderate Income Household based on the Affordable Housing Cost calculations. — - -- - – tnaltiiatlanary liatisisiyp l zeemani - bvan�rahip ,J�cC _ page 0 Clry of Santa Ana 75C -79 The mortgage calculation is based on the prevailing market interest rate for a 3D- year fully amortizing mortgage with a fixed interest rate. See Section VI -8 of the Administrative Procedures Manual for an explanation of the calculation methodology. ARTICLE DATE; RECITALS; AND EXHIBITS I. Parties to this Inclus- lonary Housing Agreement I-A. City, The City is a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California. The address of the City. for the purposes of this Inclusionary Housing Agreement, is: City of Santa Ana Community Development Agency 20 Civic Center Plaza, M -25 Santa Ana, California 92701 Attention; Program Director Facsimile Number; 714 547 -6549 I.E. Developer. The Developer is a Delaware limited liability company. The principal office and address of the Developer, for the purposes of this Inclusionary Housing Agreement, is: Incluslcnary Houalng fie7reernwn[ - C7,vnership Project f'aqo 10 City of Santa Ana 75C -80 Gilson Urban Housing, LLC 3010 Gild Ranch Parkway, Suite 100 Seal Beach, California 90740 Attention: John Reekstln and Sandra Gottlelb Tel: (562) 596 -4770 Fax: (562) 596 -4703 E -Mail: tolsontheolsonco.com Olson Urban Housing, LLC 3010 Old Ranch Parkway, Suite 100 Seal Beach, California 90740 Attention: Katherine M. Chandler Tel: (562) 370 -2270 Fax: (562) 598 -9853 E -Mail: kciiandler@thoolsonco.com 19. Developer Representations And Warranties The representations and warranties of the Developer contained in Article 1 Section 11 shall be based upon the actual knowledge of the Developer as of the Effective Date, and are true and correct as of the Effective Date, The Developer's liability for misrepresentation or breach of warranty, representation or covenant, wherever contained In this Inclusionary Housing Agreement, shall survive the execution and delivery of this Inclusionary Housing Agreement. The Developer hereby makes the following representations, covenants and warranties, and Developer acknowledges that the execution of this Inclusionary Housing Agreement by the City has been made in material reliance by the City on such covenants, representations and warranties: 1111-A. The Developer is a Delaware limited liability company, lawfully entitled to do business in the State of California and the City. The Developer has the legal right, power and authority to enter Into this Inclusionary Housing Agreement and the instruments and documents referenced herein and to consummate the transaction contemplated hereby. The persona _- -- — — Inctueronarp I-lacisint� A�vpc�men¢ - dwire�styip Pr+sJect — Page f 5 City M Santis Ann 75C -81 executing this Incluslonary Housing Agreement and the instruments referenced herein on behalf of the Developer hereby represent and warrant that such persons have the power, right and authority to bind the Developer, II -B. The Developer has taken all requisite action and obtained all requisite consents in connection with entering into this Incluslonary Housing Agreement and the instruments and documents referenced herein and the consummation of the transactions contemplated hereby, and no consent of any other party is required for the Developer's authorization to enter into this Incluslonary Housing Agreement. H-C. Neither the execution of this Incluslonary Housing Agreement nor the consummation of the transactions contemplated hereby shall result in a breach of or constitute a default under any other agreement, document, instrument, or other obligation to which the Developer is a party or by which the Developer may be bound, or to the best of the Developer's knowledge, under any law, statute, ordinance, governmental regulation or any writ, injunction, order or decree of any court or governmental body applicable to the Developer or to the Property. 11-1), This Inclusionary Housing Agreement is, and all agreements, instruments and documents to be executed by the Developer pursuant to this Incluslonary Housing Agreement shall be duly executed by, and to the best of the Developer's knowledge, are or shall be valid and legally binding upon the Developer and enforceable in accordance with their respective terms. This Inclusionary Housing Agreement Is dated MAy 3 2016, for reference purposes only. This Inclusionary Housing Agreement shall not go into effect before the Effective Date. IV. Recitals The Recitals set forth above are true and correct, The Recitals are incorporated into this Inclusionary Housing Agreement in their entirety by this reference. Ownership Project Page 12 City of Santa Ana 75C-82 V. Exhibit List The following is a list of the exhibits attached to this Inclusionary Housing Agreement. Each of the exhibits is incorporated by reference Into the text of this Inclusionary Housing Agreement. Exhibit 1 Legal Description of Property Exhibit 2 Site Map Depicting Property and Zoning Designations Exhibit 3 Inclusionary Housing Plan Exhibit 4 Schedule of Performance for Construction of Inclusionary Units Exhibit 5 Inclusionary Housing Covenants Declaration Exhibit 6 City Deed of Trust. Exhibit 7 Calcuiations of Affordable Sales Prices Exhibit 8 Developers Phasing Map Exhibit 9 Legal Description of Inclusionary Units "� ■ ININ Rol.] e ``. NO F j 61 r ! G r 1. Developer Compliance with the Ordinance The Developer acknowledges that the City has provided the Developer with copies of the Ordinance and the Administrative Procedures Manual. The Developer is familiar with the requirements of all the foregoing documents and shall ensure that the Project complies in all material respects with this Incluslonary Housing Agreement and the requirements set forth In all of the applicable foregoing documents. IL Inclusionary Housing Covenants The Developer covenants and agrees that nine (9) of the units to be developed on the Property shall be Inclusionary Units reserved for sale at the Affordable indusionary HousingAgroonron8 .Ownorship Pralaat Papa 13 Clly of Santa Ana 75C -83 Sales Price and occupancy by Homebuyers whose Gross Household Income at the time of occupancy of each Inclusionary Unit does not exceed the household Income qualification limits of a Moderate Income Household. This covenant and agreement shall be binding on the successors and assigns of Developer, as set forth herein and in the Inclusionary Housing Covenants Declaration (Exhibit 5) and the City Deed of Trust (Exhibit 6). II-A. The Inclusionary Units to be developed on the Property shall be reasonably dispersed throughout the market rate project as depicted on Exhibit 3. The Developer may change the location of any Inclusionary Unit to another area within the Project upon approval of the Program Director. Changes in the location of Inclusionary Units as approved on the Tentative Subdivision Map In which the Project is included shall be made consistent with all requirements of the Ordinance and the Administrative Procedures Manual, and shall be subject to the approval of the Program Director, such approval not to be unreasonably withheld. II.13, The Inclusionary Units to be developed on the Property shall be proportional in the number of bedrooms to the market rate units In the Project; they shall be comparable to the market rate units in terms of design, materials, finished quality and appearance; and be permitted the same access to the Project amenities and recreation facilities as the market rate units, Il The Inclusionary Units to be developed on the Property shall be constructed concurrently with, or prior to, the Market Rate Units in the Project. If the Project is phased, the Inclusionary Units shall be constructed In accordance with the phasing plan included as Exhibit S to this Inclusionary Housing Agreement. If the Developer wishes to change the timing andlor phasing of the Project's construction, the City agrees to amend said schedule in a manner consistent with such change so long as the revised schedule continues to ensure that the Inclusionary, Units will be constructed concurrently with, or prior to, the Market Rate Units. II.D. The Developer shall affirmatively market the Inclusionary Units to Moderate Income Households in accordance with the Administrative Procedures Manual. __ - -- — Inc.SUadpnary Flraufl�ng AprecrrnenP - fJwrntarstri� PrpioGt Page 14 CAy or Sarrta Ana 75C -84 III. Sale of Inclusionary Units Each of the Inclusionary Units shall be sold to a Moderate Income Household as set forth in the Inclusionary Housing Plan. The purchaser of each Inclusionary Unit shall qualify as an Eligible Purchaser, as defined in the Administrative Procedures Manual, IV. 'Selection of Eligible Purchaser The Developer shall, at its sole cost and expense, conduct all procedures and comply with all requirements as set forth in the Ordinance and the Administrative Procedures Manual in selecting qualified Eligible Purchasers for each of the Inctusionary Units, Specific procedures are set forth in Attachment D in the Administrative Procedures Manual. If a prospective Homebuyer qualifies as an Eligible Purchaser, as defined herein, the Homebuyer shall be required to execute the Developer's standard purchase agreement for the purchase and sale of an Inclusionary Unit. The Developer shall seek and obtain all approvals required from the City pursuant to the Ordinance and the Administrative Procedures Manual, and shall provide the City with all documentation required pursuant to the Administrative Procedures Manual, V. Execution of Inclusionary Mousing Covenants Declaration and City Deed of Trust The Developer shall not sell an Inclusionary Unit unless and until the City has reviewed and approved the Homebuyer as an Eligible Purchaser for the purchase of the Inclusionary Housing Unit, and the Homebuyer has executed and submitted' to the Program Director, in recordable form, the Inclusionary Housing Covenants Declaration and the City Deed of Trust. The forms to be used are found in Exhibits 5 and 6, respectively, to this Incluslonary Housing Agreement, VI. Enforcement of Inclusionary Mousing Covenants Declaration The Developer irrevocably stipulates and agrees that breach of the inclusionary Housing Covenants set forth ,above in Article 2 - Section li will result in great and irreparable damage to the City, and will result in damages to the City that are either impracticable or extremely difficult to quantity. Accordingly, upon the breach of the Inclusionary Housing Covenants Declaration set forth above In -- - - — lncluaionnr~� M�suolncr AprnornenE - Cm7er�shi�a r^rol�f _ r'ago 15 City of Santa Aoa 75C -85 Article 2 Section 11, the City may institute an action for injunctive relief and/or specific performance for the remedy of such breach. VII. Recordation of Inclusionary Housing Covenants Declaration and City Deed of Trust Prior to the close of each Inclusionary Unit Escrow, each Homebuyer shall sign, and the City shall cause to be recorded, the City Dead of Trust and the Inclusionary Housing Covenants Declaration. VIII. In-Lieu Fee In lieu of providing the fractional Inclusionary Unit specified in the Inclusionary Housing Flan, which is .3 of a Moderate Income Household Inclusionary Unit for this Project, the Developer shall pay to the City the sure of $24 050.00 prior to obtaining the first building permit for the Project. Such payment shall constitute satisfaction in full of such fractional Inclusionary Unit requirement only. Inaluslanary Housing Agrriaman4 - Ownarshtp Pmjed City of Sankt Ana 75C -86 Page 16 ARTICLE ■ ., Default If either Party defaults with regard to any provision of this Inclusionary Housing Agreement, the non - defaulting Party shall serve written notice of such default upon the defaulting Party, If, after the service of written notice of such default, the defaulting Party does not cure such default within thirty (30) calendar days after service of the notice of default (or, if such cure reasonably takes longer than thirty (30) days, if such cure has not been commenced within the thirty (30) day period or is not diligently completed within a reasonable time, not to exceed an additional sixty (60) calendar days), the defaulting Party shall be in Default of the terms of this Inclusionary Housing Agreement, and shall be liable to the other Party for damages caused by such Default. Alternatively, the non defaulting Party, at its option, may institute an action for specific performance of the terms of this Inclusionary Housing Agreement. Legal Actions In the event of a breach or potential breach of program requirements, in addition to any other rights or remedies, either Party may institute legal action to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy consistent with the purposes of this Incluslonary Housing Agreement. 11 -A. The City's actions may include, but are not limited to, the following: 1'. The following legal actions: a. Actions to enforce compliance with the program requirements and to enjoin any actions by the Developer that violate program requirements; b. Actions to disapprove, revoke or suspend any permit, including a Building Permit, Certificate of Occupancy or other discretionary approval; C, Injunctive relief and damages, and Inclu�ltin�ry t taus0�� A,greemLt,l - Owrrmrship Prnlac1 Page 17 City of Santa Ana 75C -87 d. Civil citations with monetary penalties for violations of the Inclusionary Housing Agreement. 2. If the Developer rents any of the Inclusionary Units in violation of this Inclusionary, Housing Agreement, as restitution to the City, the Developer shalt forfeit all monetary amounts obtained through the rental of the Inclusionary Units. 3, If the Developer sells any of the Inclusionary Units in violation of this Inclusionary Housing Agreement, as restitution to the City, the Developer shall forfeit all monetary amounts obtained from the sale of the Inclusionary Units that are in excess of the Affordable Sales Price permitted by this Inclusionary Housing Agreement for such Inclusionary Units, 4. All such restitution shall be made to the City. Any funds received by the City under this provision of this Inclusionary Housing Agreement shall be placed in the City's Inclusionary Housing Fund. 11 -B. The laws of the State of California shall govern the interpretation and enforcement of this Inclusionary Housing Agreement. IH -C, in the event that any legal action 1s commenced by the Developer against the City, service of process on the City shall be made by personal service upon the Clerk of the City Council, or in such other manner as may be provided by law. II -p. In the event that any legal action is commenced by the City against the Developer, service of process shall be made by personal service on the Developer's designated agent at such address as may be specified in written notice to the City, or in such other manner as may be provided by law, and shall be valid whether made within or without the State of California. Ili. flights and Remedies are Cumulative The rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times. of any other rights or remedies for the same Default or any other Default by the other Party. Inclusfnnary Hcriasing Agreenianl - ©wvnsrshlF� protect City of Santa Ana 75C -88 f'at�e 78 GENERAL PROVISIONS I, Notices, Demands and Communications Between the Parties Any and all notices, demands or communications submitted by any Party to another Party pursuant to, or required by, this Inclusionary Housing Agreement shall be proper if in writing and dispatched by messenger for Immediate personal delivery, or by registered or certified United States mail, or comparable courier service, postage prepaid, return receipt requested, to the address of the City and Developer, as applicable, as designated in Article 1 — Section I of this Inclusionary Housing Agreement. Such written notices, demands and communications may be sent In the same manner to such other addresses as either Party may from time -to -time designate as provided in this Section. Any notice, demand or communication shall be deemed to be received by the addressee, on the day that it is personally delivered, if dispatched by messenger, or the first business day after deposit with an overnight courier, or two (2) calendar days after It Is placed in the United States mall. In addition to the submission of notices, demands or communications to the Parties via United States mail, copies of all notices shall also be delivered by facsimile to the facsimile numbers designated in Article 1 •- Section 1, II. Conflict of Interest No council member, official, contractor, consultant, attorney or employee of the City having any conflict of interest, direct or indirect, related to this Inclusionary Housing Agreement, or In the development of the Property, shall participate In any decision relating to this Inclusionary Housing Agreement, The Parties represent and warrant that they do not have knowledge of any such conflict of Interest. IIL Non - liability of City or City Officials and Employees No council member, official, contractor, consultant, attorney or employee of the City shall be personally liable to the Developer, any voluntary or involuntary successors and assignees, or any lender or other party holding any interest in the Property, in the event of any default or breach by the City, or for any amount which may become due to the Developer or to its successors or assignees, or on any obligations arising under this Inclus unary Housing Agreement. laclu�l«rnaof N ©iasi[rg At�reenient - U•,vnsi5hip Pratec4 City of Santa Aria 75C -89 IV. Indemnification The Developer agrees to indemnify and hold the City, and their officers, employees and agents, harmless from and against all damages, judgments, costs, expenses and fees arising from or related to any negligent or wrongful act air omissior of the Developer in performing its obligations hereunder. The City agrees to indemnify and hold the Developer and its officers, employees and agents, harmless from and against all damages, judgments, costs expenses and fees arising from or related to any negligent or wrongful act or emission of the City in performing its obligations hereunder. V. No Waiver Failure to insist upon strict compliance with any of the terms, covenants, conditions and restrictions hereof on any one occasion shall not be deemed a waiver of such term, covenant, condition or restriction. Any waiver or relinquishment of rights or powers hereunder at any one time or more times shall not be deemed a waiver or relinquishment of such other rights or powers at any other time or times, Vt. Attorneys' Fees and Costs If either Party hereto files any action, or brings any action or proceeding against the other arising out this Inclusionary Housing Agreement, the prevailing Party shall be entitled to recover its reasonable attorneys' fees and costs. The recovery shall be treated as an element of its costs of the suit, and not as damages. The amount of the recovery shall be fixed by the court in such action or proceeding, or in a separate action or proceeding brought to recover such attorneys' fees and costs. VII. Jurisdiction and Venue Any legal action or proceeding concerning this linclusionary Housing Agreement shall be filed and prosecuted in the appropriate State of California court in Orange County, California, Each Party hereto irrevocably consents to the personal jurisdiction of that court. The City and the Developer each hereby expressly waive the benefit of any provision of federal or state law or judicial decision providing for the filing, removal, or change of venue to any other court of, jurisdiction, including without implied limitation, federal district court due to any of the following: Inclu-SIOMP/ HOLISIM] Agreement - 0mnoiship Pi City of Sawa Aim 75C-90 20 Any diversity of citizenship between the City and the Developer; or 2. The fact that the City is a party to such action or proceeding; or 3. That a federal question or federal right is Involved or alleged to be involved.. Without limiting the generality of the foregoing, the Developer and the City specifically waive any rights provided to it pursuant to California Code of Civil Procedure 394, The Developer acknowledges that the provisions of this Article 3 — Section VII are material consideration to the City for Its entry into this Incluslonary Housing Agreement, in that the City will avoid the potential cost, expense and Inconvenience of litigating in a distant forum. Vill. Inspection of Books and Records To enforce Its rights under this Inclusionary Housing Agreement, the City shall have the right at all reasonable times and upon reasonable advance notice, at the City's cost and expense, to inspect the books and records of the Developer that are not privileged, confidential, trade secrets or otherwise protected from disclosure and that pertain to the sale of the Inclusionary Units at the Property. Matters discovered by the City shall not be disclosed to third parties unless required by law, or unless otherwise resulting from or related to the pursuit of any remedies or the assertion of any rights of the City hereunder subject to, however, any right of the Developer to seek a protective order to prevent the disclosure of any confidential or privileged information. IX. Successors and Assigns This Incluslonary Housing Agreement shall be binding upon, and inure to the benefit of, the Parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns. �. .. The performance of the City's and the Developer's respective obligations under this Inclusionary Housings Agreement are not intended to benefit any party other than the City or the Developer, except as expressly provided' otherwise herein. No person or entity not a signatory to this Inclusionary Housing Agreement shall have any rights or causes of action against any Party to this Inclusionary Housing Agreement as a result of that Party's performance or non - performance under this Inclualonory Housing Agreement .O memhip Prolocl. -_ -- Pa9 p yj City of Santa Ana 75C -91 Inclusionary Housing Agreement, or for the enforcement of any provisions of this Inclusionary Housing Agreement, except as expressly provided otherwise herein. This Inclusionary Housing Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, This Inclusionary Housing Agreement supersedes all negotiations or previous agreement between the Parties with respect to all or any portion of the Property and the Project thereof. The Developer and the City agree to permit recordation of this Inclusionary Housing Agreement, against the Inclusionary Units in the Office of the County Recorder of Orange County, California, The legal description for the Inclusionary Units is provided in Exhibit 9 to this Inclusionary Housing Agreement, 711111. Termination Except as set forth elsewhere, this Inclusionary Housing Agreement shall be effective until all of the following have been completed: 1. All of the Inclusionary Units have been constructed and sold by the Developer to Eligible Purchasers: Z The Inclusionary Housing Covenants Declaration (Exhibit 5) has been recorded against each Inclusionary Unit; 3, The City Deed of Trust (Exhibit 6) has been recorded against each Inclusionary Unit. Upon satisfaction of the above-referenced items, this Inclusionary Housing Agreement shall automatically and immediately terminate and shall have no further force and effect, Upon the termination of this Inclusionary Housing Agreement, the Developer shall have no further obligations or liability hereunder, or any responsibility with respect to the Inclusionary Units, The City and the Developer agree to promptly execute, acknowledge and deliver for recordation any documents that may be necessary to remove this Inclusionary Housing Agreement as encumbrance against title to any portion of the Property. IN WITNESS WHEREOF, the Parties hereto have dLJIY executed this Inclusionary Housing Agreement as of the dates set forth below, —Fnd—usiomry FloCs-1—ng _.Aq_riZTi and 7anner4i lip hrviecE. Nip V. 1 2 City orSaniq Ana 75C-92 [Signatures on Following Pages] kow4img —kjroeent --Ownerrhip—Pr-o-joct City of Sputa Ana 75C-93 Page 23 SIGNATURE PAGE TO INCLUSIONARY HOUSING AGREEMENT MW CITY OF SANTA ANA A California Charter City and Municipal Corporation By: Narne: David Cavazos Its: City MaDNer [late: ATTEST Maria D. Huizar Clerk of the Council APPR VE" T LEGAL FORM: R n 0, H,d e I A 49'Istant 1ty Attorney f City of Santa Ana RECOMMENDED FOR APPRCVAL: Executive Director Community Development Agency Inchmionaty HousIng Agreement - Ownership Pmjad Page 24 Chy of Santa Ana 75C-94 SIGNATURE PAGE TO INCLUISIONARY HOUSING AGREEMENT DEVELOPER: 0 0 1► Its: mm m Its: Date: Flodusionavy H nvO mg Aqmwm or it - Ovin Lrs I i P rralfw;—1 City of Santa Ana 75C-95 Irralusiaciary Nauelnp flhreamafll - CWeneialrfp flrojact City of Sunta Ana 75C -96 Order Number: NHSC-4607804 (29) Page Number: 10 L4*0 1-14 0 *91 ft W1 # I&W Real property In the City of SanLa Aria, County of Orange, State of Californla, described as fDIIQWS; PARCEL 1: (APN: 007-321-04) THAT PORTION OF LOT I OF THE SEPULVEDA TRACT, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BODY, 31 PAGE 191 OF DEEDS OF LOS ANGELES COUNTY, DESCRIBED AS FOLLOWS; BEGINNING AT A POINT ON THE CENTER LINE OF FIRST STREET 984.00 FEEL- WEST OF THE CORNER COMMON 70 SECTIONS 11, 12,13 AND 14 IN TOWNSHIP 5 SOUTH, RANGE 10 WEST, IN THE RANCHO SANTIAGO DE SANTA ANA; THENCE SOUTHERLY 368.00 FEET ALONG THE WESTERLY LINE OFTHC I-AND DESCRIBED IN THE DEED FROM E, M. COLE ET UX, TO 8, S. KERNS, RECORDED MARCH 20, 1894 IN BOOK 69 PAGE 133 OF DEED OF ORANGE COUNTY; THENCE WESTERLY 218.00 FEET PARALLEL WITH THE SAID CENTER LINE OF FIRST STREET, THENCE NORTHERLY 368.00 FEET PARALLEL WITH SAID WESTERLY LINE TO THE SAID CENTER LINE OF FIRST STREET; THENCE EASTERLY 718.00 FEET TO THE POINT OF BEGINNING. PARCEL 2: (APN: 007-321-17) THAT PORTION OF THE SEPULVEDA TRACT, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN GOOK 31 PAGE(S)_197 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, A150 BEING THAT PORTION OF SECTION 14, TOWNSHIP 5 SOUTI-I RANGE 10 WEST, SAN BERNARDINO MERIDIAN DESCRIBED AS FOLLOWS; BEGINNING AT THE NORTHWESTERLY CORNER OF THE LAND DESCRIBED IN THE DEED TO FEDERATED CONSTRUCTION CO., RECORDED MAY 4, 1955 IN BOOK 3053 PAGE '158 OF I - 1-1-1-1- ....... —.-I ............ - OFFICIAL RECORDS, SAID CORNER LYING IN THE WESTERLY LINE OF THE LAND DESCRIBED IN DEED TO RUBY C. KUEBLER, RECORDED NOVEMBER 5, 1935 IN BOOK 786 PAGE 248 OF OFFICIAL RECORDS; THENCE NORTHERLY ALONG SAID WESTERLY LINE OF THE LAND TO KUrBLER 368.00 FEET TO THE NORTHWESTERLY CORNER OF SAID LAND TO KUrBLER; THENCE EASTERLY ALONG THE NORTHERLY LINE OF SAID LAND TO KUCBLEII 5ROO FEET TO THE NORTHWESTERLY CORNER OF THE LAND DESCRIBED IN DEED TO PHIL SHANEDLING INVESTMENT CO,, RECORDED JULY 29, 1955 IN BOOK 315171 PAGE 1171 OF OFFICIAL RECORDS; THENCE SOUTHERLY ALONG THE WESTERLY LINE OF SAID LAND TO SHANEDLING INVESTMENT CO., 368 FEET TO THE NORTHERLY LINE OF SAID LAND TO FEDERATED CONSTRUCTION CO., THENCE WESTERLY ALONG SAID NORTHERLY LINE OF FEDERATED CONSTRUCTION CO., 50.00 FEET TO THE POINT OF BEGINNING. PARCEL 3: (APN: 007-321-18) THE PORTION OF LOT t OF TIRE SEPULVEDA TRACT, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 3 1, RACE 1.97 OF DEEDS, RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE CENTER LINE OF FIRST STREET DISTANT 12.52 FEET WEST rlfstAtnpi,irm? T(#e 75C-97 Order N3m0er: NHSC-1607804 (29) Page Number: It FROM THE COMMON CORNER OF SECTIONS 11, 12, 13 AND 14 OF TOWNSHIP 5 SOU-n 6, RANGE 10 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE RANCHO SANTIAGO DE SANTA ANA; THENCE SOUTH 368 FEET, THENCE WEST 230 FEET; THENCE NORTH 333 FEET TO THE SOUTH LINE OF FIRST MEET; THENCE EAST 130 FEET; THENCE NORTH 35 FEET; THENCE EAST 100 FEET TO THE POINT OF BEGINNING. EXCEPT THEREFROM THE EAST 43 FEET Of THE NORTI-I 185 FEET THEREOF. &rstkneticdn ritto 75C-98 EXHIBIT 2 SITE MAP DEPICTING PROPERTY AND ZONING DESIGNATIONS Inc (mblary Housing Agraom+>nt — 0woorship Projuct City of Santa Ana 75C -99 All; IR."Will HOWIS"'M -1 Mimi 75C -100 co C- co 4— ra n 06 LL E L) EXHIBIT 3 INCLUSIONARY HOUSING PLAN Inolvsionaiy Housing Agroomont- Ownership Projr of City of Soma Airy 75C -101 Planning and Building Agency Planning Division 20 Civic Center Plaza P.O. Box 1N8 (M-20) Santa Ana, CA 02702 (714) 647-6404 www,santio-nna.org OWNERIAPPLICANT INFORMATION Legal Owner West First Pacific, LLC . . 1�19-957-5316 Full narrio of Poeson. Firm or Coilrcration Aroa Code Pligno Number 6861 La Jolla Blvd. La Jolla, CA, 92037 LEL1-9) Mailing Addrm AwCGdo Fay.Number Applicant Tne Olson Cornpany___ —(55Z) 370-2265 Full rorne of Person. ruat oe Corpormm AroaCudo Phone Number Mailing Adams L----1 ArcnCodc Fax Number Contact Person Sandi Gottlieb 0111 LMtheolsoncoxm o _�— Full nerve ol Person, Flan or Cotpradoo Hina; I address 3010 Old Ranch Pkwy,, Stilts 100, Seal Boidi, CA 90740-2751 Mailing Adefma Area Gode Phonf-. Nomhn, Aron Gor[R Mobile Plmm Number MUR-C� six DESCRIPTION Project Olson First & PaofficTownhomes Address: _L5.06t92.L& 15,48 Assessor Paicel Number(s): 007-321.04, W & 18 Total number of units proposed! 62_ Number of Rental Units: NIA Number of For Sale units: 62 Number of 15% Incluslonary obligation, 9,3 Identify the gross livable area of the proposed project (including private balconies, decks and pat!05).101,650 SF habitable, 8,588 SF pifv@o, open space (pipeline project) Will the project be constructed in phases? X Yes No Is a density bonus being requested? Yes No CITY APPROVALS (If applicable) INCLUS[O NARY HOUSING PLAN NO, APPROVIE 0 DPNY Date: ?-'L/7tA�19 Signature :A &' � 1-In4ge 1 of .4 slllmlrlhra'.0 kl jcal-C ounler rofmq+10 oappip'Alior 1110 75C -102 HOUSING ALTERNATIVES Select the applicable alternatives to indicate haw the project will comply with the inctusionafy housing requirement: X tan -site construction of inclusionary units to -lieu fee payment for entire obligation' X In -lieu fee payment for fractional unit (tor the 0 -3 fractional wili) _Sand dedication Note: For development projects with more than 20 units requesting in -lieu fee payment to fulfill their inclusionary obligation, "substantial evidence" that the cost of providing inclusionary units on site would substantially exceed the amount of the applicable [n- lieu fee is to be provided with this application. Please complete the following table(s) as It applies to your project proposal: PraDosed' Renig ts. �nSLJ9Jcts: . If the ctnoufotion of She number of rn:fulrod Inenrelarvuy hot .ring Units r SL W inn fraction, the dove twor has Ufa op4tyn to (n) provide oil add Wait a] Incluliorary housing unh of (b) pvy an In -Ltnu rep equal to the percentage reprllmted by the fmciiona3 inalusionary housing unk miltipliod byfho applicahlo In -Lieu Fee Page 2 of n $:wta,rrvyiC�orceaFCinrurl•7r Gormn'tir^V. RG6s611on 1116 75C -103 Number of _ Unit Size Number of Number of Very -Low Total Percent Number of (Square Market Rate Low Income Income Number of Total Bedrooms Feet) Units Unfits Units of Units Units Studio - 4 -Total . If the ctnoufotion of She number of rn:fulrod Inenrelarvuy hot .ring Units r SL W inn fraction, the dove twor has Ufa op4tyn to (n) provide oil add Wait a] Incluliorary housing unh of (b) pvy an In -Ltnu rep equal to the percentage reprllmted by the fmciiona3 inalusionary housing unk miltipliod byfho applicahlo In -Lieu Fee Page 2 of n $:wta,rrvyiC�orceaFCinrurl•7r Gormn'tir^V. RG6s611on 1116 75C -103 Proposed Ownership Housing Projects: Number of Unit Size Number Of Number of Total Percent BedroDim SqUare Peat) Market Moderate Number of of Total Rate Units Income Units Units Unit -Studio 4 5 1 58 �2 1 302 1469-2.108 53 3 -4 53 ------ ..Total L9L--- 5? - -- ... Required Exhlbft to the Incluslonary Housing Plan A. LJ Narrative description of the entire project B. ❑ I Site plan that depicts the entire project (minimum 11" x 17"); C. ❑ Depiction of the location of the inclusionary housing units; and 0. [:1 If applicable, a phasing plan that provides for the proportionate number of the total inclusionary housing unit requirement to be built within each phase of the project, E. [I If applicable, provide the In-LieLl Calculation Summary for the project. Page 3 of 75C -104 I hereby certify that I am the legally authorized owner of all property involved in this application or have been empowered to sign as the property owner on behalf of a corporation, partnership, business, etc.., as evidenced by separate instrument attached herewith. I hereby grant to the applicant submitting this form full power to sign all ciocrrrrlents related to this application, including any conditions or litigation measures as may be deemed necessary. I declare under penalty of perjury that the foregoing is true and correct. Executed on (sate} at . _. , California v Property Owner's Signature._ �. — Property Owner's Printed Name APPLICANT'S AFFIDAVIT I hereby certify that the statements fr,rmished above and in the attached exhibits represent the data and information required for this initial evaluation and that the facts, statements and Information presented are true and correct to the hest of my knowledge and belief, Further, should the stated information be found false or insufficient, I agree to the return of this form for appropriate revisions., understanding the City of Santa Ana cannot process this form until all applicable information is corrected or provided by the applicant. l hereby certify that t have been legally authorized by the property owner to present this application and to sign on behalf of all documents related to this application, including any conditions or litigation measures as may be deemed necessary. Note: When the applicant is a corporation, partnership, business, etc., a separate document verifying the authorization to sign for such applicant Is required, I declare under penalty of perjuny that the foregoing is true and correct. Executed on (Date) tAc kf�d af ire l�a(A a �a.. California Applicant's Signature el5ot., dri Q Applicant's Printed Name �._ � A tyd�( r' 0 j "� kV P� i ��1 e tai r,�,��� c or V r" a Pige a of 4 B.i'9aprnglCVadc96C,a�nty� �4nnnN14Ji�dpr9caClun 1115 75C -105 At.rrzitaRD'Y TO MOCM FNTIVIAMMU TEAS A:ir1I-10RI 'Y TO PROCESS ENTITLEMiii` TS (the "Authorization ") is offaativo as of - f,,Gtr+ n� 7 7,1115, attd %s tnsdc by WEST I i17ST PACII TC, i L.C, oa Gal'tfaiuia limited lisdaility company ( "Clwncr' ") ofreal proporty louatad at 1.5 {)6, 1571 and 15+18 West. First Street in the C by of Santa Aria, County of Orango, State of Califorma. Owenor hereby autboriaos Olson Land Opportuaitias, LLC, aDolawaro limited liability con parry or its assignee ( "Developer") with lunited pawers to nigh„ lice and process with the City of Santa Ana ("City") appliaationu for governmental and other entitlomeutas, pertuits and dovelopincut uuthodmilons with the City for tho development of the Peoporty in acoordaaoo vilth it dovelopsncat plan oreatod by Developer in its solo discretion, including but uat limited to (a) tentative and final tract map(:"), fono, gonoml plan anddlor specific, plan auaendancnls, and (b) grading, sail oxpaort, Improvement and model plans. Nothing herein Shalt eutitic tho Dovolopor to grant any lateraat in the Property. This authorization shall be effcotiva immediately as of the data hnroof and shall expire on the oarlier to occur of (a) rvrittun notice of tcrininalitns of this aAuthoriaatlou sent by the Owner to the City; or (&a) one. (1) year from tho date hereof: dame: a d a"L� u Title. _ 2afrPr Name, 15110: 75C -106 AUTHORITY 7"C7l'[iOCPSIS ENTI,ri..Rlmu rSS IIHIS AUIFHOF I lY TO Tt(k LSS I NWITI' EIVlONTS, (the "A lit borirrrtloll") is crreathe at nC n t " 2M, ind is nuida by .1ri r RRST PACIFIC, [A,C:, a clkl'iruinto Iiinlic ha nttty eantpt iy ( "owim j or real pkoperty Iwacnted at 006 1524 md. 1.5 +I8 West Firm Street in the (,'fly ot'Santa Ana, (.'[runty zr.l'Ormyu, 5tnte of Calli`urnle. Owncr her0ly nutlirn5-ras OLSON URBAN HOUSiNG, C.LX, n Delawano limit d hahllRy comptuiy or Its mmIgiaCC WhIl iintlted pnnvcrs is sign, file atnd prrocr,81 sn "itir the City or Stunla Aui C CITY") amllivarons to governnncantat and rather oil tit tenic tits, perini(s and 41CVelatmilmll awhoriza't[tins WWI thw"City l'or Ella Hievel7pme.111 of the limpfrly in necordmir6 whin a dovolopraent pntntt [4mm(od by i. ?cwdapar Iii Its soh: disoretton, inclu lab but not limited to (a) tomAIvc and roull treat map(s), zone, ecncix+6' plan andfor spulfic plan aaitandinmi ,rind (b) grading, soil export, inrpkr wmeat and modal plans, otth'sng,1wreltt 41101 enul(re slue Doveloper to gratis wily inlormi In the. Propcety, "This utithariaation shall hu crtectivu Ieurnadintaly as tar tha daw� hereof acid shall expire oll the carlicr cc) occur of (tk) vrveitten nDlicc a f" 4crtnhtatlatn orthis Authoriaadun sant by the Owner w ih(-, City; or (b) ow C 1) year from Elte dato heecd. „Cnvn r„ 1~takrat ^; Title: Mciue: 75C -107 ODOM America's Huiwer oriiie Year 01ion First. & Pacific'Towtr }tunics Project Narrative Olson proposes to develop this 2.47 acre site into a homeownership community that tits well within the context of the juxtaposed commercial corridor and residential neighborhood, Three - story for -sale townhomes are planned for the First & Pacific community which will feature five floor plans all with attached two -car garages, ranging from 1,302 to 2,108 square feet at living space (2 13012,.5 BA -- 3 BD13 IBA), The buildings will be designed with Spanish architecture- with differentiated elements and color themes to enhance the character of this community. The building and plan layout will create a defined street presence for the project, while providing private spaces for the homeowners balanced with promoting interaction with the public realm through view corridors along f=irst Street and direct pedestrian access to Pacific Avenue and Walnut Street. This community offers a variety of private and common open space areas tied together with pedestrian pathways, All units offer either two or three bedrooms, each with a private patio andlor deck, A community building with an outside plaza area is provided for the homeowners that will be approximately 850 square feet in size which will be a focal point for the residents. A series of courtyards, greens spaces and green paths throughout the project connect the community to the courtyards and community facility which serve as central gathering places. Our project is considered a 'pipeline " project under the Incltrsionary Housing Ordinance and is eligible to utilize the provisions of the prior Ordinance. Per the Ordinance, we are required to provide 9.3 units for sate to qualifying moderate income buyers (households earning up to 120% of the median). We are proposing to provide 9 units on -site and pay the fractions[ in lleu fee for the 0,3 unit (estimated by City at appx, $25,000). Based on the Ordinance and discussions with the Housing Department, we are proposing to reasonably disperse the affordable homes through -out the building complexes that house the market rate units and include four two - bedroom units and five three - bedroom units. It is a relatively small site and the unit types vary slightly so the specific location of each affordable unit will be comparable. Additionally, they will have the same exterior appearance and same access to amenities as the market rate units. 75C -108 m M :TTVN ` {y i vY.5b P'a� S Y$ Iiii,¢II i� 75C -110 F Y D } } s . fit e ; 3 �� Fury _ V t CS 4 } i ufl a a7 r-U R %i aG 3 t }i V y I 11 TAKE 2 IN -LIEU FEE CALCULATION'- PEVF.LOPER INPUTS OWNERSHIP PROJECTS -15 °fi MC DfRATF INCOME, ItNCLU59CINARY REQUIREMENT HOUSING OPPORTUNITY ORDINANCE SANTA ANA, CALIFORNIA t. I'm ed Descrlatlon A. Project Name R. Project Address 41. On -sue. to Usfona,r,gytl renkenS A. Required Number of Inclusloaary Units Total Project Units Inclnninnary Requki ement a3 %or Total UaIM Total Induslonary Requirement (Round -up} B. inclusionary UnR Distribution T wi- bedroom Units Three - bedroom Units Four - bedroom Units Totots Total Rulldlno Area (Square Feet) III. tSifoSftalrititu G,4ip .aleulgion Two- hedroorn Unify Three- Inadrourn Units Fnnr- bodrocim Units IV. r�{i t,- mryia6jiltu Goo €aiEj"ll y Pao - bedroom Unlls 'I'hree4mir urn Units Fountmdroom I.hrhs Total AffnrdablliLy Gap Ulsan First G Pacific Tuwu hnnte; 1506,1524 & 154R'N.'mst First Street 62 l6'So 9 Required tl of Total Project lodusionary Units % of Total'. Units' Units' 4 5 -4554 7 SR s }3.65% Fr _ JAW. {t.j E7 ]pU.gO°.k 7 SQS,fiSO Restricted Price- Afrordairliity Gap Market Prtces Moderaa tncome' Unit $M1000 S ?810X09 u ;76,000 $382,000 SiOS,Gt7q $76,4010 $n $n AffordahilitV $95 noo 'rota) Avotdow tp Gap) Unit Indusuonary Unit, Gsnp _ po,00p 4. $70,000 $76,40+0 4 $687,600 40 E= =Lwfioo 'otal ln- Lieu Fee` .,�..._._ $95 noo Pff Total Unit $12 R00 Per Inmrne Restrlete[t Wall $R1,SCIo Pef Square Foot of Total Nuildinp Araa ' Thls colurmunust grid np to I I'AMAn. ' multiply t.hr.% cfTotal Unitz times the Total lnduaianar,fdoquln?atu ?nt. EOual to the lower of the di teed Affordable Sales Pricear 20% less than the prajectcti Market Prlcn. The Tov In -Lieu Fee is entunf to the Total Affordab lily Gap. P6-pared hy: Hcyser M81 W111 A'Au"itu:, f llnnanr =.' 21'wa Han1as- URverapef L)wn 1, IICU Feed CalCrltativsn.xlsx; fnninlate v:rg, I at 1 75C -111 59CORM IWGLUSIONARY UVITS in-clAA-slogla(y Housing Agwment -0-nnorshlp aat City of Santa Ana 75C -112 Anticipated Project Schedule* Site Work Permit issuance: September 2016 Construction Start: September /Cctober2016 Grand Opening: April /May 2017 First Closings (including A restricted affordable units ); Cctober /November 2017 Project Completion: Early 2019 *This is an anticipated timeline and variations may occur. 75C -113 EXHIBIT 5 WGMUG C _•• Inelu:Aonary Housing AuraomunP-- OwnershIp Psrojeot Gll,y of 3antla Anti 75C -114 City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attention: City Clerk To be recorded W- (Governmeflt Code, �" 6103 and 27383) DECLARATION OF INCLUSIONARY HOUSING COVENANTS, RESALE RESTRICTIONS AND CITY'S OPTION TO PURCHASE This DECLARATION OF INCLUSIONARY HOUSING COVENANTS, RESALE RESTRICTIONS AND CITY'S OPTION TO PURCHASE AGREEMENT ( "Inclusionary Housing Covenants Declaration"), dated as of made by and between -- ("Homebuyee') and the CITY OF SANTA ANA ("City"), a charter city and Municipal corporation organized and existing under the Constitution and laws of the State of California, RECITALS A. The Homebuyer is acquiring title to an Inclusionary Unit, which Is more particularly described In Exhibit 1, The Incluslonary Unit was originally constructed as part of a development that was approved by the City subject to the requirement that one or more of the units be designated and maintained as affordable to Moderate Income Households, S. The Ho,mebuyer is a Moderate Income Household as defined in this Inclusionary Housing Covenant Declaration, and meets the eligibility requirements necessary to acquire the Inclusionary Unit as set forth In Section IV of the Administrative Procedures Manual. Covengnis ondaration Fa—qei City of Santa Ana January 2W 75C -115 C. The Homebuyer is acquiring the Inclusionary Unit at the Affordable Sales Price, which is less than the Fair Market Value for the Inclusionary Unit. The Inclusionary Unit is being sold for a reduced price as a direct result of the requirements imposed pursuant to the City's Housing Opportunity Ordinance ("Ordinance"). In consideration for the right to acquire the Inclusionary Unit at a reduced price, the Homebuyer, its successors and assigns agree to enter into, and be bound by, the terms and conditions of this Inclusionary Housing Covenants Declaration. D. The purpose of this Inclusionary Housing Covenants Declaration is to ensure that the Inclusionary Unit is only purchased and occupied by a Moderate Income Household, This Inclusionary Housing Covenants Declaration accomplishes this purpose by, among other things, Imposing conditions an the Owner's future resale of the Inclusionary Unit, and requiring that the Owner maintain the Inclusionary Unit as the Owner's Primary Residence. The Homebuyer is required to execute this Incluslonary Housing Covenants Declaration as a condition of purchasing the Inclusionary Unit. This Incluslonary Housing Covenants Declaration is secured by the City Deed of Trust executed by the Homebuyer. Now, therefore, in consideration of the mutual promises set forth in this Inclusionary Housing Covenants Declaration, the receipt and sufficiency of which is acknowledged by the City and the Homebuyer, the Parties agree as follows: fn-lu5ioriary Housing 0monanis Dodinflon ®rly of Santa Aria 75C -116 Page 2 January 2015 DEFINITION OF TERMS As used in this Inclusionary Housing Covenants Declaration, the terms set forth below shall have the following meanings: Adjusted. Household Size Appropriate for the Unit is based on the H &SC Section 50052.5 definition, and is only used in the Affordable Mousing Cost calculations. For Affordable Housing Cost calculation purposes, the household size is set at one person in the case of a studio unit, two persons in the case of a one - bedroom unit, three persons in the case of a two- bedroom unit, four persons In the case of a three - bedroom unit, and five persons in the case of a four - bedroom unit. This household size standard is used in the Affordable Housing Cost calculations; it is not an occupancy limit,. Administrative Procedures means the Affordable Ownership blousing Administrative Procedures promulgated by the Executive Director pursuant to the Ordinance. Administrative Procedures Manual is the Affordable Ownership Housing Administrative Procedures Manual — Owner Requirements dated January 2015, which has been prepared by the City for the implementation and enforcement of the Ordinance. A copy of the Administrative Procedures Manual shall be maintained on file With the City, and shall be provided to each Homebuyer of an Inclusionary Unit, Affordable Housing Cast means the maximum costs that can be borne by Moderate Income Household based on the requirements imposed by H&SC Section 50052.5. The calculation methodology is described In Section VI of the Administrative Procedures Manual. Affordability Period shall be set at 45 years in the Incluslonary Housing Covenant Declaration recorded on legal title to the Inclusionary Unit. The covenant period is set at 45 years fallowing the date of the first sale of the Inclusionary Unit. Affordable Sales Price means the maximum price that can be charged for an Inclusionary Unit, The Affordable Sales Price Is equal to the lesser of; The sum of the supportable Mortgage plus the Benchmark Clown Payment; or tnclusonary Housing Covenants ❑cGaTatinn _ - �-� 9 ryn e 3 CilyofSanCaAna January 2615 75C -117 2. The purchase price prospective buyers are willing to pay in return for purchasing a home that is subject to restrictive covenants. The statutorily set Affordable Sales Prices for the initial sale of each Inclusionary Unit are shown in Exhibit 8 to the Inclusionary Housing Agreement, The Affordable Sales Prices for Inclusionary Units shall be adjusted quarterly. Assumption Agreement means the Disclosure, Acknowtedgement and Assumption Agreement in the form attached as Exhibit 4 to this Inclusionary Housing Covenants Declaration that shall be entered into between the City and a transferee as a condition of an Exempt Transfer. Benchmark Household Income is used in the Affordable Housing Cost calculations, and is based on the requirements Imposed by H&SC Section 50052.5. For a Moderate Income Household, the Benchmark Household Income is based on 110% of the County Median Income for an Adjusted Household Size Appropriate for the Unit. City means the City of Santa Ana, California. City Deed of Trust means a deed of trust, that secures the Owner's obligation to comply with the obligations imposed by the Inclusionary Housing Covenant Declaration. City Manager means the City Manager of the City of Santa Ana. City's Purchase Option means the irrevocable option that the Owner must offer to the City under the circumstances defined in Article 3 - Section 11 of this Inclusionary Housing Covenants Declaration. City's Share of Excess Proceeds means 50% of the Excess Proceeds generated under an Extraordinary Sale, The City's Share of Excess Proceeds, If received, shall be deposited In the City's Inclusionary Housing Fund. County means the County of Orange, County Median Income shall mean the Median Income adjusted by actual household size as published annually by HCD, for the County. Default means the failure of an Owner to perform any action or covenant required by this Inclusionary Housing Covenants Declaration within the time no—tusla mr-11 Housing sing Covenants Declaration Page 4 Cily of Santa Ana January 2D15 75C -118 period provided herein following notice and opportunity to cure, as set forth in Article: 5 — Section III of this Inclusionary Housing Covenants Declaration. Eligible Purchaser shall mean a Homebuyer who meets the eligibility criteria set forth In these Administrative Procedures. Excess Proceeds means the difference between the Extraordinary Sales Price and the Affordable Sales Price the Inclusionary Unit at the time of the Extraordinary Sale. Executive Director is the Executive Director of the Community Development Agency of the City. The Executive Director, or designee, has the ultimate authority to evaluate appeals submitted in relation to the Administrative Procedures, Exempt Transfer means the following: A transfer resulting from the death of the Owner; A transfer by the owner where the spouse or domestic partner becomes a co -owner of the Inclusionary Unit; A transfer of title to a spouse or domestic partner as part of divorce or dissolution proceedings; and 4. A transfer by the Owner into a trust in which the Owner or Owners are beneficiaries, provided that the Owner or Owners continue to maintain the Inclusionary Unit as their primary Residence, 5. A transfer by the Owner of a non - possessory interest in the Property„ such as an easement or license for utilities or other like purposes; the granting of ingress or egress rights over or across the Property or a portion thereof; or a modification to the non-exclusive common area rights of any Owner located In a common interest subdivision development. tt. A condemnation, or conveyance in Ileu of condemnation, that does not preclude the Owner's continued use and occupancy of the Incuslonary Unit, such as a street widening or other Incidental taking that does not preclude continued occupancy of the Inclusionary Unit, or a taking of an interest in a portion of the common area appurtenant to any Inclusionary Unit located in a common Interest development. wilusiooafy Housing C.overiatits pealaretlot, Pape 5- Cltyof Santa Ana Jarmary 2015 75C -119 Exhibits The following exhibits are attached to this Inclusionary Housing Covenants Declaration and incorporated herein by this reference: 1. Exhibit 1: Property Description 2. Exhibit 2: Occupancy Recertification Form 3. Exhibit 3: Notice of Intent to Transfer 4. Exhibit 4: Assumption Agreement 5. Exhibit 5: Notice of Intent to Sell 6, Exhibit 6: Notice of Extraordinary Sale Extraordinary Sale means a sale of the Inclusionary Unit to a buyer who is not an Eligible Purchaser, when an Eligible Purchaser has not been secured within the timeframes required by this Inalusionary Housing Covenants Declaration, and the City has opted not to exercise the City's Purchase Option within the tlmeframes allowed pursuant to this Inclusionary Housing Covenants declaration. Extraordinary Sates Price means the gross sales proceeds generated by an Extraordinary Sales executed under the terms included In Article 3 - Section III of this Inclusionary Housing Covenants Declaration. Fair Market Value means the value of the Inclusionary Unit under normal circumstances in which the seller and the buyer freely negotiate the terms of the transfer of ownership. The Fair Market Value must be established by a licensed Real Estate agent based on three comparable properties. Gross Household Income means all income from whatever source from all Adult Household members, which is anticipated to be received during the 12- month period following the date of the determination of Gross Income. The applicable sources of income are defined In California Code of Regulations Title 25 Housing and Community Development Section 6914. The definition includes the following specific requirements: 1. Except as provided in subdivision (2), all payments from all sources received by the head of Household (even If temporarily absent) and each additional member of the Household who is not a minor shall be included In the annual income of a Household. Gross Income shall include, but not be limited to: __ - --- - _....._._ Incluslnnary Nausin� Cc+verrunCS �aohratirnt Pale G Illy of Santa lino January 2015 75C -120 a, The gross amount, before any payroll deductions, of wages and salaries, overtime pay, commissions, fees, tips and bonuses; The net income from operation of a business or profession or from rental' or real or personal property (for this purpose, expenditures for business expansion or amortization of capital indebtedness shall not be deducted to determine the net income from a business); C. Interest and dividends; The full amount of periodic payments received from social security, annuities, insurance policies, retirement funds, pensions, disability or death benefits and other similar types of periodic receipts (but see subdivision (2)(c)); e. Payments in lieu of earnings, such as unemployment and disability compensation, worker's compensation and severance pay, Public Assistance, if the public assistance payment includes an amount specifically designated for shelter and utilities which is subject to adjustment by the public assistance agency in accordance with the actual cost of shelter and utilities, the amount of public assistance income to be included as income shall consist of; The amount of the allowance or grant exclusive of the amount specifically designated for shelter and utilities, plus ii. The maximum amount which the public assistance agency could in fact allow for the Household for shelter and utilities. Periodic and determinable allowances such as alimony and child support payments, and regular contributions or gifts received from persons not residing In the dwelling; h. All regular pay, special pay and allowances of a member of the Armed Forces (whether or not living In the dwelling) who is head of the Household or spouse or domestic partner (but see subdivision (2)(e)); 1. Where a Household has net assets in excess of $5,000, income shall include the actual amount of income, if any, derived from all of Inciusionary Housing Gn +rananlsDeuaraticaii -- Page 7 Oily, of Sarita. Ana January 2l'? €5 75C -121 the not Household assets or 10 percent of the value of all such assets, whichever is greater. For purposes of this section, net Household assets means value of equity in real property other than the Household's full-time residence, savings, stocks, bonds, and other forms of capital investment. The value of necessary items such as furniture and automobiles shall be excluded. 2. The following Items shall not be considered as income: a. Casual, sporadic or irregular gifts; b, Amounts which are specifically for or in reimbursement of the cost of medical expenses; C, Lump-sum additions to Household assets, such as inheritances, insurance payments (including payments under health and accident insurance and worker's compensation), capital gains and settlement for personal or property losses; Amounts of educational scholarships paid directly to the student or to the educational institution, and amounts paid by the government to a veteran for use in meeting the costs of tuition, fees, books and equipment. Any amounts of such scholarships, or payments to veterans not used for the above purposes of which are available for subsistence are to be Included in income; e. The special pay to a serviceman head of a Household away from home and exposed to hostile fire; Relocation payments made pursuant to federal, state, or local relocation law; Foster child care payments; h. The value of coupon allotments for the purchase of food pursuant to the Food Stamp Act of 1964 which is In excess of the amount actually charged the eligible Household: Payments received pursuant to participation in the following volunteer programs under the: InCInSiOnIfy HOUMnq COW8119rlt� city of Santa Ana 75C -122 Ngo 11 jmxjary "16 National Volunteer Antipoverty Programs which include VISTA, Service Learning Programs and Special Volunteer Programs, €i. National Older American Volunteer Programs for persons aged 60 and over which include Retired Senior Volunteer Programs, Foster grandparent Program, Older American Community Services Program, and National Volunteer Program to Assist Small Business Experience, Service Corps of Retired Executive (SCORE) and Active Corps of Executives (ACE). Homebuyer means an Eligible Purchaser that has executed an agreement to purchase an Incluslonary Unit. Homebuyer Purchase Price means the means the original price paid by the Homebuyer to purchase the Incluslonary Unit, exclusive of any closing or transaction costs. The Homebuyer Purchase Price shall not exceed the Affordable Sales Price. HCD means the California Housing and Community Development Department, H&SC shall mean the California Health and Safety Code. Household means all the persons who will occupy the Incluslonary Unit as their Primary Residence. A child who is subject to a legally- binding shared- custody agreement, in which the child resides with the Household at least 60% of the time, Is counted as a member of the Household. Excluded from the definition of Household are live -in caregivers/caretakers, foster children, unborn children and children being pursued for legal custody or adoption that are not currently living with the Household, Inclusionary Housing Covenants Declaration means this Declaration of Inclusionary Housing Covenants, Conditions and Restrictions. Inclusionary Housing Fund means a separate fund of the City which Is codified in Article XVIII.1 Section 41 -1909 of the City's Municipal Code. The fund was established for the specific purpose of providing the City with funds to assist in the development of housing that is affordable to low and moderate income households. The allowable uses of Inclusionary Housing Funds, and the related reporting are described in Attachment I of the Administrative Procedures Manual. Incluslonary Housing Covenants t}caclara;lnn Pace 9 City of 5eiita Aria Jarnuary 2015 75C -123 Inclusionary Unit means a home in Santa Ana that is made affordable by an Inclusionary Housing Covenant Declaration that restricts ownership, occupancy and the Affordable Sales Price as described in the Administrative Procedures Manual. Median Income is calculated by HCD using non-aggregated census income data and applying trending factors for metropolitan statistical areas (MSA) throughout the country. The MSA for Santa Ana is Orange County. Moderate Income refers to Households whose Incomes meet the standards defined by the H&SC Section 50093. Generally, Moderate Income means household income that does not exceed '120% of the County Median Income, as adjusted for Household size. The maximum household income amount for Moderate Income Households shall be set at the amount published by HCD annually. Moderate Income Household shall mean individuals or Households who have an adjusted Gross Income that does not exceed Moderate Income, Not Resale Proceeds means the Resale Price for the Inclusionary Unit minus the following amounts and costs In the following priority order: 1 Escrow fees, transfer taxes, recording fees, and any other customary non- recurring closing costs; 2. Brokerage commissions and similar transaction costs; and 3. Repayment of the outstanding balance of the Senior Loan. Notice of Extraordinary Sale means the form provided in Exhibit 6 to this Inclusionary Housing Covenants Declaration. Notice of Intent to Sell means the form provided in Exhibit 5 to this Inclusionary Housing Covenants Declaration. Notice of Intent to Transfer means the form provided in Exhibit 3 to this Inclusionary Housing Covenants Declaration. Ordinance means the Housing Opportunity Ordinance adopted 'by the City Council on November 28, 2011, which is codified in Article XV111.1 Section 41- 1900 at seq. of the City's Municipal Code, The Ordinance was amended by the Ftid-Ldonary Houmig Covenants 0nrlarwlon pAge 10 Cily of Swito Aria January 20I5 75C -124 City Council on September 1, 2015, in Ordinance No. NS -2881, and on October 6, 2015, in Ordinance No. NS -2885. Owner means the current owner of an Inclusionary Unit. Party and Parties mean the City and the H'omebuyer as parties to the Inclusionary Housing Covenants Declaration. Permitted Sale's are defined as a sale to an Eligible Purchaser or a sale executed under the City's Purchase Option. Primary Residence is defined as the only home that may be owned by the Owner,. The Owner must reside in the Inclusionary Unit for not less than 10 out of every 12 months.. Program Director has the day -to -day authority for making determinations related to the Ordinance and Administrative Procedures Manual, The Program Director will be appointed by the Executive Director. Prohibited Sales and Transfers are defined as any sale or transfer that is not explicitly allowed by this Inclusionary Housing Covenants Declaration, Prohibited Transfers specifically include any transfer of a use, rental or leasehold interest in the Inclusionary Unit. Project means the owner- occupied housing project proposed to be developed on the Property at the Developer's We cost and expense. Project CC &Rs means the Declaration of Covenants, Conditions and Restrictions of the Project recorded or to be recorded against the entirety of the Property and applicable to the Inclusionary Unit and the Homebuyer. Property means the real property on which the Project is to be developed, for which the legal description is provided in Exhibit 1 to the Inclusionary Housing Agreement, Recordation Date means the date of recording In the Official Records of the County of Orange, California of the City Deed of Trust and the Inclusionary Housing Covenants Declaration. Resale means the resale of the Inclusionary Unit by the Owner. Prior to the Resale of the Inclusionary Unit, the Owner must submit a Notice of Resale to the City as set forth In Exhibit 4 to this Inclusionary Housing Covenants Declaration, - -- — tnc?wainirykrry Flaavein j Crnren<'rnts beclaratlon _. Page 11 City of Santa Ana January 2615 75C -125 Resale Price is defined as the lesser of the Fair Market Value or the Affordable Sales Price. Seller means the current Owner of the Incluslonary Unit in the context of the sale of the Inclusionary Unit. Senior Lender means a bank, savings and loan association, insurance company, pension fund, publicly traded real estate investment trust, governmental agency, charitable organization or other governmentally regulated entity regularly engaged in making residential real estate loans. Senior Loan means a purchase money loan of funds to be used by the Homebuyer for financing the acquisition of the Inclusionary Unit, or a refinancing approved by the City, which loan is in a lien position prior to this Inclusionary Housing Covenants Declaration. Supportable Mortgage means the mortgage amount that can be supported by a Moderate Income Household based on the Affordable Housing Cost calculations. The mortgage calculation is based on the prevailing market interest rate for a 30- year fully amortizing mortgage with a fixed interest rate, See Section VI-13 of the Administrative Procedures Manual for an explanation of the calculation methodology, Transfer shall mean any sale, transfer, lease, exchange, assignment or conveyance of an Inclusionary Unit, including any portion or Interest in an Inclusionary Unit or other disposition of any interest in an Inclusionary Unit, whether voluntary or involuntary. I mr—A I sin w qrY Hok I gi 1'4) GDVOT I a r I lb Dodar Ili —on Papa 12 City of Santa Alin Jnnuw 2015 75C -126 F,17 • _ FiUMUN =02 Owner Acknowledgments and Agreements: Owner hereby acknowledges and agrees that taking title to the Inclusionary Unit shall constitute Owner's acknowledgment of and agreement to the following: I. Occupancy Requirements I -A. The Owner shall occupy and continually use the Inclusionary Unit as the Owner's Pdrnary Residence during the Affordability Period. On an annual basis, the Inclusionary Program iDirector will send the Owner an Occupancy Recertification Form to be filled out and returned to the City within thirty (30) days of receipt, The Owner shall affirm that they are occupying the Inclusionary Unit as their Primary Residence. The Owner will be required to submit copies of two current utility bills, or other evidence of occupancy that is acceptable to the City, as part of the annual recertification process. I -I3. If an Owner vacates the Inclusionary Unit, or for any reason does not continue to occupy the Inclusionary Unit as its Primary Residence, the City may declare the Owner in Default pursuant to Article 1- Section l of this lnclusionary Housing Covenants Declaration, and exercise any or all of its rights and remedies hereunder, Including without limitation the City's Purchase Option pursuant to Article 3 - Section Ii of this Inclusionary Housing Covenants Declaration. It. Resale and Transfer Restrictions II -A, The lnclusionary Unit is being acquired by the Homebuyer at a cost that Is below the Fair Market Value for the Inclusionary Unit, and that such Inclusionary Unit Is subject to resale restrictions and the City's Purchase Option contained in this Inclusionary Housing Covenants Declaration. Any resale or transfer of the Inclusionary Unit in violation of this Incluslonary Housing Covenants Declaration shall be voidable by the City. II -13. The Owner's right to resell the Inclusionary Unit at the Fair Market Value is very limited, and in certain instances, the City will have the option to purchase the Inclusionary Unit from the Owner at the Affordable Sales Price, Irrclusiantary Hausinp Covenants i7eclarat16n - � Page I3 City of Santa Aria January 2015 75C -127 11-C. The Inclusionary Unit will not necessarily appreciate in value during the duration of its ownership, and the Affordable Sales Price may decrease from the amount the Owner paid to acquire the Inclusionary Unit, Thus, when the Owner resells the Inclusionary Unit, the sales proceeds received by the Owner may be less than the amount the Owner paid to acquire the Inclusionary Unit. 0-113. In the event that the Inclusionary Unit is sold for the Fair Market Value, either through an Extraordinary Sale or pursuant to a foreclosure sale, the Owner must pay to the City the City Share of Excess Proceeds, which is set at fifty percent (50%) of the difference between the Affordable Sales Price and the Not Resale Proceeds received from the sale of the Inclusionary Unit. Ill. Refinancing Limits 111 -A. The Owner is not permitted to refinance a Senior Loan for more than the outstanding principal amount of the Senior Loan, plus the cost of Qualified Capital Improvements, plus the customary fees and costs associated with obtaining the new' enior Loan. However, in no event can the refinanced Senior Loan be set at an amount that exceeds the then current Supportable Mortgage. Ill-B. If an Owner refinances the Senior Loan In violation of the requirements Imposed in the Administrative Procedures Manual and this Incluslonary Housing Covenants Declaration, the City may declare the Owner in Default pursuant to Article I - Section Ill of this Inclusionary Housing Covenants Declaration, and exercise any or all of its rights and remedies hereunder. 1��EZLO� The Inclusionary Unit is subject to the Project CC&Rs, The Homebuyer acknowledges and agrees that the Homebuyer is obligated to comply with all of the terms, conditions, covenants and restrictions set forth in the Project CC&Rs, Uy of Santa Ami 75C -128 — ge 1 �- - ra January 2016 k w Exempt Transfers of the Inclusionary Unit The following transfer procedures apply to Exempt Transfers: I -A. Transfer by Inheritance: If an Exempt Transfer is made by Inheritance or rights of survival, the trustee, executor or new Owner shall notify the City in writing of the change in ownership of the Incluslonary Unit within 20 days of such event giving rise to such Exempt Transfer. 2, Any such transferee shall be bound by and subject to the provisions of this Inclusionary Housing Covenants Declaration and the City Deed of Trust. The trustee, executor or new Owner shalt execute, acknowledge and deliver to the City, within such 45 -day period, an Assumption Agreement whereby the transferee agrees to be bound by such documents. 3. The failure to notify the City in writing and execute an Assumption Agreement within the timeframes requlred by this Section shall constitute a Default; provided that such transferee shall be bound by and subject to the provisions of this Inclusionary Housing Covenants Declaration and the City Deed of Trust notwithstanding its failure to deliver such executed and recordable Assumption Agreement, 1' -t3. Other Exempt Transfers. If the Owner desires to transfer the Inclusionary Unit by an Exempt Transfer other than inheritance, the Owner shall provide the City with a Notice of Intent to Transfer in the form attached as Exhibit 3 to this Inclusionary Housing Covenants Declaration, together with any other documentation the City may reasonably request in order to ensure that the transfer is an Exempt Transfer. Notice of Intent to Transfer— Exempt Transfer In the case of an Exempt Transfer, this Inclusionary Housing Covenants Declaration Imposes the following noticing obligations on the City and the Owner: [I-A. City Obligations: lrrpiuslunary Housino Cov[;rranis Uealaratian Nve 15 City of Santa Am January 2015 75C -129 The City shall have 45 days after receipt by the City of a Notice of Intent to Transfer and other documentation to deliver written notice to the Owner that the City either approves the transfer as an Exempt Transfer or disapproves the transfer. 2. The transfer shall be deemed an Exempt Transfer if the City fails to disapprove the proposed transfer within such 45-day period, fl-B. Owner Obligations: The Owner shall complete the Exempt Transfer, Including recordation of all applicable documents, within 60 days after receipt of approval, or deemed approval, of the transfer. Any such transferee of the fee interest in the Inclusionary Unit shall be bound by and subject to the provisions of this Inclusionary Housing Covenants Declaration and the City Deed of Trust as the Owner and, as a condition to the conveyance of the Inclusionary Unit, shall execute, acknowledge and deliver to the City an Assumption Agreement. 3. The failure to comply with the requirements of this Section in undertaking any transfer of the Inclusionary Unit shall constitute a Default; provided that any transferee of the Inclusionary Unit shall be bound by and subject to the provisions of this Inclusionary Housing Covenants Declaration and the City Deed of Trust as the Owner notwithstanding Its failure to deliver such executed and recordable Assumption Agreement. Ill. Transfer of the Incluslonary Unit without the City's Approval Ill-A. If the City determines that a proposed transfer is a Prohibited Transfer, the Owner shall not transfer the [nclusionary Unit. III-B. Any transfer of an Inclusionary Unit without the City's approval shall be voldalolle. In addition to all other rights and remedies the City may have under this Inclusionary Housing Covenants Declaration, the City shall have the right to exercise the City's Purchase Option. This may be exercised against the transferee or the Owner Linder such Prohibited Transfer. City of Sant i Ana January 2015 75C -130 1. Permitted Sale I-A, Notice of Permitted Sale: If an Owner desires to sell the Incluslonary Unit, the Owner shall provide City with a Notice of Intent to Sell in the form attached as Exhibit 5: Within fifteen (15) business days after receipt of such Notice, City shall provide the Owner with the Affordable Sales Price and the maximum incomes of Eligible Purchasers. 2. The Owner shall market the Incluslonary Unit to Eligible Purchasers for a period of not less than ninety (90) days from providing the Notice. 1 If the Owner is unable to locate an Eligible Purchaser who is ready, willing and able to enter into a purchase agreement for the Inclusloniry Unit within the go-day period: a. The Owner must demonstrate to the Incluslonary Program Director that all reasonable efforts were made to diligently market the Incluslonary Unit. b. If the Inclusionary Program Director determines that adequate marketing efforts were pursued, the City shall have 30 days from after the expiration of the period to exercise City's Purchase Option Linder Article 3 - Section It. C. If the City does not exercise the City's Purchase Option, the Owner may sell the Incluslonary Unit to a buyer is not an Eligible Purchaser under the Extraordinary Sale terms identified in Article 3 - Section Ill. I-B. Inspection and Repair Costs: Upon receipt of a Notice of Intent to Sell, the City shall have the right to inspect the Indusionary Unit to determine whether any violations of applicable laws or ordinances exist. The City may hire a third party to undertake the Inspection, InGWIonory HousIng Govenanli Dodarntion My of Santa MA 75C -131 Pago 17 January 1015 2. The inspection shall take place within fifteen (15) days after receipt of the Notice of Intent to Sell, 3. The City shall undertake the inspection at a reasonable time, and provide the Owner with at least 24 advance notice prior to the inspection, 4. In the event any violations are discovered, within thirty (30) days, the City shall provide the Owner with a written report describing the necessary repairs. 5, The Owner shall have the option to either: a. Repair or replace the items on such report at Owners cost prior to closing, without extending the closing date; or b. At closing, cause the escrow holder to pay the repair costs to the buyer out of Seller's gross proceeds of the sale. 6. If an Owner elects to repair or replace the items on such report, the City shall have the right to re-inspect the Inclusionary Unit after the repairs and/or replacements are complete. if City determines that deficiencies still remain, the Owner shall cause the escrow agent at closing to pay to buyer from Seller's gross proceeds the repair costs in such amounts as the City determines are necessary to complete the remaining repairs and/or replacements. The City's determination shall be final. 1-0. Sales Price: The sale of the Inclusionary Unit pursuant to this Section may only be made to an Eligible Purchaser at a price that does not exceed the lesser of the Affordable Sales Price or the Fair Market Value of the Inclusionary Unit, I-D. At close of escrow, the Eligible Purchaser shall deliver or cause to be delivered into escrow: 1 A Declaration of Inclusionary Housing Covenants, Resale Restrictions and City's Option to Purchase Agreement in substantially the form of this Inclusionary Housing Covenants Declaration, approved by the City, and executed by the City and the Eligible Purchaser, together with a City Deed of Trust securing the obligations thereunder. 1 The required down payment and all documents required by the Eligible Purchaser's Senior Lander. Inchisionory Hokming Ccvnnanl% Dodxi4on city of Sama Ana 75C -132 Pago IS January 2015 I-E. Proceeds from Permitted Sale: To the extent funds are available, the gross proceeds from a Permitted Sale shall be distributed in the following priority: I Escrow fees, transfer taxes, recording fees, and any other customary non- recurring closing costs; 2. Brokerage commissions and similar transaction costs; I Repayment of the outstanding balance of the Senior Loan; 4. Reimbursement to the buyer of all repair costs funded by the buyer pursuant to this Section; and 5. Any remaining 8MOLints shall be paid to the Seller, I-F. Personal Property; Any sums paid to an Owner by an Eligible Purchaser for personal property shall not be part of the Affordable Sales Price, Any consideration, of any nature whatsoever, paid by an Eligible Purchaser to the Owner must be fully disclosed to and approved by the City in advance. I-G. Closing: I At closing, the Owner shall convey fee title to the Eligible Purchaser by standard title company form grant deed, 2, The Owner shall cause the title company to issue to the Eligible Purchaser a CLTA standard coverage owner's form of title insurance policy in the amount of the Affordable Sales Price insuring title to the Incluslonary Unit is vested in the Eligible Purchaser, subject to the following exclusions from coverage: a, Current taxes and assessments not yet due; lo. This Incluslonary Housing Covenants Declaration and all documents recorded pursuant to this Inclusionary Housing Covenants Declaration; and c. Such other matters (other than encumbrances created or suffered by the Owner) that were exceptions to title on the date of this [nclusionary Housing Covenants Declaration. page 19 City ol Santa Ana January 2015 75C -133 3. All other closing costs shall be paid by the Seller or the Eligible Purchaser pursuant to the custom in Orange County. 11. City's Purchase Option 11-A. Purchase Option: By taking title to the Incluslonary Unit, the Owner irrevocably grants the City's Purchase Option upon the occurrence of any of the following: I The Owner 1$ unable to identify an Eligible Purchaser pursuant to and within the times set forth in Article 3 - Section 1; Z Any Prohibited Transfer or Prohibited Sale by the Owner; 3. The Owner is in default of the occupancy requirement set forth in Article I — Section 1; and 4. An Event of Default as defined in Article 1: City's Purchase Option shall be in addition to any other remedy provided in this InCILISIonary Housing Covenants Declaration for an Event of Default. b. By taking title to the Incluslonary Unit, the Owner agrees that City's facilitation of the transfers contemplated hereby constitute adequate consideration for the grant of the City's Purchase Option in the Event of Default. 11-8. Procedure Upon Exercise of Option: 1 The City shall exercise the City's Purchase Option by delivering written notice to the Owner (and to transferee, if applicable), 2. Closing of escrow shall occur within 120 days (plus any time delays caused by the Owner), or such additional time as reasonably determined by the City is necessary under the circumstances after the date of the City's written notice exercising the City's Purchase Option. 3. Proceeds from the sale shall be distributed in the manner provided in this Section. Indusionary Fiousimg Covenants Dediralinill Page 20 City of Santa Ana January 2016 75C -134 4. Closing shall occur in the manner provided in this Section, with the City having the rights and responsibilities of the Eligible Purchaser provided thereunder. II -C. Assignment of City's Purchase Option: After the City has exercised the City's Purchase Option, the City may, without the Owner's or transferee's consent, assign the City's Purchase Option to an Eligible Purchaser or to a government or non - profit organization that agrees to be subject to this Inclusionary Housing Covenants Declaration, Such assignment shall not extend any time limits contained in this Inclusionary Housing Covenants Declaration, II-D. Failure to Close: If the City exercises the City's Purchase Option pursuant to this Section, and tails to close escrow pursuant to the identified timeframes, the Owner may conduct an Extraordinary Sale under Article 3 - Section ill. 2. If the City exercises the City's Purchase Option pursuant to a Prohibited Transfer, a Prohibited Sale or an Event of Default, and the City falls to close escrow pursuant to this Section, then the City shall be deemed to retain all remedies available under Article 5 - Section IV. II -E. Power of Attorney: By taking title to the Inclusionary Unit, the Owner grants to the City an irrevocable power of attorney that authorizes the City to act on the Owner's behalf to execute, acknowledge and deliver any and all documents related to the City's Purchase Option, III. Extraordinary Sala The purpose of this Section is to permit the sale of the Inclusionary Unit to a buyer who is not an Eligible Purchaser when an Eligible Purchaser has not been secured and the City's Purchase Option has not been exercised, Ill -A. Notice of Extraordinary Sale: The Owner shall notify the City of the Owner's Intent to make an Extraordinary Sale by delivering a Notice of Extraordinary Sale in the form attached as Exhibit 6. The Notice of Extraordinary Sale shall identify the Fair Market Value of the lYaclusionary Unit. inclusirsnary Hounnig Covonapts peclflraYlran City of &wta Aria 75C -135 Page 21 Januarf 2015 2. The Owner shall be required to sell the Inclusionary Unit at a price not less than the Fair Market Value, unless otherwise approved by the City in writing. & All transfer documents relating to the Extraordinary Sale shall be submitted to the City for its review and approval as consistent with the terms of this Incluslonary Housing Covenants Declaration. III-B. Distribution of Proceeds: The Extraordinary Sales Price shall be distributed in the following priority to the extent funds are available: Escrow fees, transfer taxes, recording fees, and any other customary non- recurring closing costs; Brokerage commissions and similar transaction costs; 2. Repayment of the outstanding balance of the Senior Loan; 3. Payment to the City of the City Share of Excess Sales Proceeds; and 4. Any remaining amounts shall be paid to the Seller. III-C. Effect of Extraordinary Sate; I Upon the close of escrow for an Extraordinary Sale in compliance with the provisions of this Section, the purchaser shall acquire title to the Incluslonary Unit free and clear of the provisions of this Inclusionary Housing: Covenants Declaration, including the City's Purchase Option. Pursuant to Article 5 - Section 1, and in accordance with this Section, the City agrees to execute, acknowledge and record a release of the InCIUSIonary Unit from the provisions of this Incluslonary Housing Covenants Declaration, 111 -Do Foreclosure Sale: In the event of a foreclosure sale, this Section shall impose the same obligations on the Owner and the City as In an Extraordinary Sale, All references to the "close of escrow" shall be replaced by "foreclosure sale." hdk*iw%ry Hou5-uvg Covenants Doolinfion Page 22 M1 of Santo Am January 2015 75C -136 LENDER PROVISIONS Senior Loan Mortgages, deeds of trust, or any other form of conveyance required for any reasonable method of financing as a Senior Loan are permitted., but only as follows: -A. For the sole purpose of securing a purchase money loan of funds to be used by an Owner for financing the acquisition of the Inclusionary Unit. The Senior Loan must comply with the requirements imposed by Section IV_p of the administrative Procedures Manual; or I -B. For the sole purpose of refinancing a Senior Loan that was obtained by the Owner, and approved by the City, provided that the principal amount of such refinancing shall be limited to the outstanding principal then owed on the existing Senior Loan; plus any customary fees and costs associated with such currant refinancing. 11 -A, This Inclusionary Housing Covenants Declaration shall be subordinate to the Senior Loan, so long as the Senior Lender agrees to the default and foreclosure provisions set forth in this lnclusionary Housing Covenants Declaration, or other alternative provisions proposed by the Senior Lender, and acceptable to the City in Its sole discretion. II -13. M the event the City fails to timely cure a default under such Senior Loan, and the Senior Lender proceeds with foreclosure, or deed in lieu of foreclosure, of such Senior Loan, then any provisions herein or in any other collateral agreement restricting the use of the Inclusionary Unit to Moderate Income Households or otherwise restricting the Senior Lender's ability to sell the Inclusionary Unit based upon income qualification of the purchaser shall terminate and shall have no further force or effect on subsequent owners or purchasers of the Incluslonary Unit. II-C. In that event, any person, including the Senior Lender's successors and assigns, receiving title to the Inclusionary Unit through foreclosure, or deed In lieu of foreclosure, of such Senior Loan shall receive title to the Inclueianary liausing Covaiiants Gaclarallaar� page 23 City of Sm,Aa Ana January 2015 75C -137 Property free and clear from such restrictions. The City shall promptly execute, acknowledge and deliver for recordation such subordination documents or agreements as necessary to confirm the foregoing subordination. Ill. Default and Foreclosure Ill -A. The City shall record a request for notice of default and any notice of sale under any deed of trust or mortgage with a power of sale encumbering the Inclusionary Unit pursuant to California Civil Code Section 2924b. Whether or not a request for a notice of default is recorded, the Owner shall provide a true and correct copy of any notice of default to the City within three (3) business days of the Owner's receipt. Ill-B. In the event of default and foreclosure, the City shall have the same rights as the Owner to cure any defaults and reinstate the Senior Loan prior to foreclosure sale or the acceptance of a deed in lieu of foreclosure by the Senior Lender. Such reinstatement shall be subject to the same fees, charges and penalties that would otherwise be assessed against the Owner. Nothing herein shall be construed as creating any obligation on the part of the City to cure any such default, nor shall this right to cure and reinstate operate to extend any time limitations in the default provisions of the underlying deed of trust or mortgage. RI -C. If the trustee set forth in Senior Lender's deed of trust sells the Inclusionary Unit at a foreclosure sale, the proceeds shall be delivered in the following priority to the extent funds are available: Payment of all delinquent assessments, if any, to the extent required by the Project CC &Rs; Payment of all sums due and owing under the Senior Loan, including without limitation the principal amount, interest, fees and costs of sale; 3. Payment to the City of the City Share; of Excess Sales Proceeds; 4. Repayment of all sums due and owing to junior creditors; and 5. Any remaining amounts shall be paid to the Owner. III -D. By taking a loan from a Senior Lender,. the Owner represents that it has provided the Senior Lender with the necessary consent and authorization __ hryclusinnaiy Housing Covenants City of Santa Rrva 75C -138 Page 24 January 2015 to provide a monthly report of the payment status of the Owner and all other financial Information concerning the Owner that the City reasonably requests.. ltl -E. Except as otherwise expressly provided in a City approved subordination agreement, by making a loan to the Owner, Senior Lender grants to the City the option to purchase the Senior Loan from the Senior Lender at any time after the filing of a notice of default under the Senior Loan, but prior to consummation of the foreclosure or the giving of a deed-in -lieu of foreclosure for an amount equal to the entire indebtedness secured by the Senior Lender Deed of Trust: The City may exercise this option by giving Senior Lender written notice of its intent to do so: with respect to a foreclosure, at any time prior to the filing of a notice of sale under the Senior Loan; and with respect to a deed-in-lieu of foreclosure, within ten (10) days after receiving written notice from Senior Lender of Its intent to accept a deed -in -lieu of foreclosure with respect to the Incluslonary Unit. 2, Upon receipt of such written notice from the City, the Senior Lender shall promptly give the City a written statement setting forth the amount of the total indebtedness secured by the Senior Lender Deed of Trust, which shall be the purchase price for the Senior Loan, and a copy of the policy of title insurance insuring the priority and validity of the Senior lender Deed of Trust, 3. Within ten (10) days after the Qty gives such written notice, the City shall establish an escrow at the title company insuring the Senior Lender feed of Trust and concurrently therewith give the Senior Lender written notice thereof, and the City shall deposit the purchase price In such escrow. 4. Within fifteen (15) days after the Senior Lender's receipt of notice of the opening of the escrow, the Senior Lender shall deposit in the escrow: a. the promissory note evidencing the Senior Loran endorsed in favor of the City; _. _ Enchi9itinary I- I ©QESBry Cuvenanfs rleclarE�ticin Paps 2G Cllr of Santa Ana January 2415 75C -139 b. the original of the Senior Lender Deed of Trust; c. an assignment of the Senior Lender Deed of Trust duly executed by the Senior Lender and in recordable form; and cl. all other documents, instruments, agreements, certificates and other items that evidence or secure the Senior Loan. III -F. The Senior Lender and the City shall execute and deliver escrow Instructions and such other documents as may be reasonably necessary or appropriate in connection with such escrow and to implement the intent hereof, HI•G. The escrow holder shall be instructed to close the escrow within two (2) business days after receipt of all such items and upon such close of escrow to issue to the City a CLTA Form No, 104.1 endorsement to the title policy, showing the City as Senior Lender's, assignee with respect to the Senior Lender [Deed of Trust. III-H, The Cfty shall pay the escrow fees (irrespective of whether the escrow closes), recording fees and the premium for the CLTA Form No. 104.1 endorsement, Inclunroniry Housing Covariants, DedaTabon CIry of $anta Aria 75C-140 Face 26 January 2015 ARTICLE 5 I M6101:111111 WAN I. Term of the Inclusionary Hiousing Covenants Declaration This Inclusionary Housing Covenants Declaration shall become effective upon its execution and delivery. Z This Inclusionary Housing Covenants Declaration shall terminate as to the Incluslonary Unit at the earliest of: a, as provided under the terms and conditions of any subordination agreement between a Senior Lender and the City; or b. upon the close of escrow for an Extraordinary Sale; or C. at the end of the Affordability Period, 3, Upon termination of the Affordability Period, on request of the then record Owner of the Property, the City shall execute, acknowledge and record a termination of the Inclusionary Housing Covenants Declaration and the City Deed of Trust. To the extent permitted by law, any unfulfilled obligations of any Owner shall survive the termination of the Inclusionary Housing Covenants Declaration, but it shall no longer affect title to the Property, 11. Maintenance and Use The Owner shall maintain the interior and exclusive use areas of the Inclusionary Unit in a clean, well maintained condition consistent with the neighborhood, as set forth In the Project CC&Rs, 2. The Inclusionary Unit shall be used and occupied by the Owner solely for residential purposes, and in addition to the residential purpose may also be used for any accessory uses that comply with the provisions of the Santa Ana Municipal Code, as it may be amended from time to time. 3. No Owner shall grant use of, rent or lease all or any part of the Inclusionary Unit, but shall occupy the Inclusionary Unit as its Primary Residence. Indusionmy Housing CovenanW Deolaralion page 27 City of Santa Aria January 2015 75C-141 4. The Owner shall comply with all of the use and maintenance provisions and obligations set forth in the Project CC&Rs. 111. Default If the Owner defaults in the performance or observance of any covenant, condition or restriction of the Owner set forth in this Incluslonary Housing Covenants Declaration, and if such default remains uncured for a period of thirty (30) days after written notice has been given by the City (or, If such cure reasonably takes longer than thirty (30) days, if such cure has not been commenced within the thirty (30) day period or is not diligently completed within a reasonable time, not to exceed an additional sixty (60) calendar days), or in the event the Owner has provided false information or documentation required in connection with the purchase or resale of an Inclusionary Unit, then the City may declare an Event of Default has occurred. In that event, the City may exercise any or at[ of its rights or remedies under this Incluslonary Housing Covenants Declaration, including without limitation any or all of the following: by any suit, action or proceeding at law or in equity, require the Owner to perform Its obligations and covenants under this Inclusionary Housing Covenants Declaration or enjoin any unlawful acts; take such other action at law or in equity as may appear necessary or desirable to enforce the Owner's obligations, covenants and agreements; and 3, in addition to the foregoing remedies, in the event that the Owner rents or resells the Incluslonary Unit in violation of this Inclusionary Housing Covenants Declaration, as restitution, the Owner shall forfeit, and the City shall have the right to recover the following monetary amounts: a. If the Owner rents the Inclusionary Unit in violation of this Inclusionary Housing Covenants Declaration, the Owner shall forfeit all monetary amounts obtained through the rental of the incuslonary Unit, b. If the Owner resells the Inclusionary Unit in violation of this Inclusionary Housing Covenants Declaration, the Seller and the new Owner shall be jointly and severally liable to the City for an arnount equal to difference between the Fair Market Value and the Affordable Sales Price for the Incluslonary Unit. However, the —HourFq—c7ov-6Zn—tv, 667r—Awmi on P190 241 City of Sanla Ana January 2015 75C-142 Executive Director has the discretion to allow the Seller and the new Owner to cure a violation of the resale requirements imposed by this Inclusionary Housing Covenants Declaration. All such restitution shall be made to the City. Any funds received by the City under this provision of the inclusionary Housing Covenants Declaration shall be placed In the City's inclusionary Housing Fund. IV. Default Remedies In addition to any other rights or remedies set forth in this Inclusionary Housing Covenants Declaration, or allowed by law or equity, in the event of a default by an Owner of any of the Owner's obligations under this Inclusionary Housing Covenants Declaration, that is not cured within the cure period provided below, the City may apply to a court of competent jurisdiction for specific performance of this Inclusionary Housing Covenants Declaration, or for an injunction prohibiting a proposed resale or transfer in violation of this Inclusionary Housing Covenants Declaration, V, Distribution of Insurance and Condemnation Proceeds If the Inclusionary Unit is condemned or the improvements damaged or destroyed, all proceeds from Insurance or condemnation shall be distributed to the Owner, for purposes of restoring or replacing the Inclusionary Unit, unless the Senior tender Deed of Trust, the City Deed of Trust or the Project CC &Rs provide otherwise. In that case, the Senior tender Deed of Trust, the City Deed of Trust and the Project CC &Rs shall control, in that order of priority. VI. Attorneys' Fees and Casts If any action is brought to enforce the terms of this Inclusionary Housing Covenants Declaration, the prevailing party shall be entitled to reasonable attorneys' tees and costs. VII. Controlling Agreement The Owner covenants that it has not knowingly executed, and will not knowingly execute, without the City's prior written approval, any other agreements with provisions contradictory to or in opposition to the provisions of this Inclusionary Housing Covenants Declaration, Inclualanary Housing Cowrianta D diratian Page ','S- City of Santa Ann January 2015 75C -143 Vill. Severability If any one or more of the provisions contained in this Inclusionary Housing Covenants Declaration for any reason shall be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions contained in this Inclusionary Housing Covenants Declaration, and this Incluslonary Housing Covenants Declaration shall be construed as if such invalid, illegal or unenforceable provisions had never been contained herein. IX. Time of the Essence Time is of the essence for this entire Inclusionary Housing Covenants Declaration. Whenever the time for performance falls on a day which Is not a business day, such time for performance shall be extended to the next business day. X. Covenants Running with the Land All provisions of this Inclusionary Housing Covenants Declaration, including the benefits and burdens, are equitable servitudes, run with the land and are binding upon the heirs, successors, assigns and personal representatives of the Owner hereto and inure to the benefit of the City and permitted successors and assigns. The covenants benefit and bind the City, the Inuluslonary Unit and the Owner thereto. Each and every contract, deed or other instrument covering, conveying or otherwise transferring the Incluslonary Unit or any interest therein shall conclusively be hold to have been executed, delivered and accepted subject to this Inclusionary Housing Covenants Declaration regardless of whether the other party or parties have actual knowledge of this Inclusionary Housing Covenants Declaration, XI. Construction The rule of strict construction does not apply to this Incluslonary Housing Covenants Declaration. This Inclusionary Housing Covenants Declaration shall be given a reasonable construction to prevent any use of the Inclusionary Unit in violation of this Inclusionary Housing Covenants Declaration. Whenever the context and construction so requires, all words used in the singular shall be deemed to be used in the plural, all masculine pronouns shall include the feminine and neuter, and vice versa. p2p. M Oty of Santa Ana January 2095 75C-144 X11. Indemnification The Owner agrees to indemnify and hold harmless the City and its respective officers, directors, employees and agents from and against all liabilities, losses, claims, damages, judgments, costs and expenses (including, without limitation, reasonable attorney's fees) Incurred by the City arising out of or relating to any negligent or wrongful action by the Owner with respect to the Inclusionary Unit, The Owner agrees that if any claims, demands, suits or other legal proceedings are made or instituted by any person against the City that arise out of any of the matters relating to this Inclusionary Housing Covenants Declaration, the Owner shall cooperate fully with the City in the defense or other disposition. XIII. Entire Inclusionary Housing Covenants Declaration and Modifications This Inclusionary Housing Covenants Declaration may be modified only in a writing duly signed by the Owner and an authorized agent of the City. The modifications shall become effective when recorded in the official records of Orange County, California. Ir Notwithstanding the following, the Owner acknowledges under this Inclusionary Housing Covenants Declaration that it is expressly prohibited from renting or leasing the Inclusionary Unit, and is required to occupy the Inclusionary Unit as its Primary Residence at all times: The Owner covenants by and for itself, its successors, and its assigns that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, sexual orientation, source of income, age, physical or mental handicap, medical condition, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Incluslonary Unit. The foregoing covenants shall run with the land and shall remain in effect in perpetuity. All deeds and contracts made relative to the Inclusionary Unit shall contain or be subject to the following non - discrimination or non - segregation clauses set forth in H &SC Section 33436 in substantially the same form: Ieclusl�n�ry Housing C�nvengryts Cinclavetsgn pggo 31 City of S2nta Ana January 2045 75C -145 a. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of any person or group of persons on any basis listed in subdivision (a) or (d) of Section 12926, 12928.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the [and herein conveyed. The foregoing covenants shall run with the land," b. In contracts: "There shall be no discrimination against or segregation of any person or group of persons on any basis listed in subdivision (a) or (d:) of Section 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed. The foregoing covenants shall run with the land." 1. All notices, demands, requests for approval and other communications provided for in this Inclusionary Housing Covenants Declaration shall be in writing and shall be deemed received if sent to the addresses set forth below: a. on the date of delivery when personally delivered; b. one business day after deposit with a reputable overnight courier or delivery service with all delivery charges paid; or c. date of receipt by party if deposited in the United States first class mail, postage prepaid, registered or certified, return receipt requested. 2, Either party may change its address by notice delivered in the manner specified above. Induslonary Housinq Covenants Dodoration Pdge--32 City of 89nta Ana January 2015 75C-146 If to City, City Manager City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 If to Owner: at the Incluslonary Unit address IN WITNESS WHEREOF, the City and the Homebuyer have duly executed this Inclusionary Housing Covenants Declaration as of the dates set forth below. [Signatures on Following Pages] -..Incltisiar+ary hl9tisis�g Cnvariants SSncsar tlaia Pope g3 011y of Santa Ana January 2015 75C -147 SIGNATURE PAGE Em INCLUSIONARY HOUSING COVENANTS DECLARATION APPROVED AS TO LEGAL FORM: M1 Name: City Attorney City of Santa Ana Induslonapy Housing Covenaflt5 Oily of Santo Ana CITY: CITY OF SANTA ANA A California Charter City and Municipal Corporation 0 Name: Its: Date: 75C-148 -1%o 34 Jarwity 2015 M9,71VORT47-TTM 19 INCLUSIONARY HOUSING COVENANTS DECLARATION Homebuyer: Ml Name: M Name: 00 Declaration Page 35 City of Santa Ana January 2015 75C-149 ►. ! J is & _ Y .. L [To Be Inserted.] 63clusionzvy Housing Ccrvenevn7s CJdrlaration Property Descrlplion January 2015 75C -150 EXHIBIT 2 OCCUPANCY RECERTIFICATION FORM Inclu irormy Flousln(d Cove iiank4 CPeclara1ian Occupancy Rewrtiflcailon Form January 2015 75C -151 MAIAM"Al Date: Owner(s) Name: Address: We are the Owners of an Inclusionary Unit that was produced under the requirements of the City of Santa Ana Inclusionary Housing Ordinance. We understand and agree that the Inclusionary Unit must be used as our Primary Residence and for no other purpose. By this Certification, we declare tinder penalty of perjury that: 1. We currently occupy the Ind usionary Unit; and 2. We have occupied the Inclusionary Unit for at least 10 out of the past 12 months; and 3. We have not used the Inclusionary Unit for any other purpose than as our Primary Residence; and 4. We are not renting or leasing any part of the Inclusionary Unit to another party. We have attached true and accurate copies of two utility bills or other docurnentation evidencing our continued occupancy of the Inclusionary Unit, We acknowledge that any intentional or negligent misrepresentation in this Certification may result in civil liability and/or criminal penalties including, but not limited to, fine or imprisonment, or both, and liability for monetary damages under the provisions of Title 18, United States Code, Section 1001, et sect, [Signatures on the Following Page] hdkI5I0IwPiRmFvng C—wenants —Dodirntlon N198 1- occupancy Rormtffiomfti Fnim January 205 75C -152 Signature: Print Name: Date: Telephone: 61111142%17401.04 HE OCCUPANCY RECERTIFICATION FORM Owner: Nd� Oc.wpancy Recartitication Form Signature: Print Name: Date: Telephone: 75C -153 f5_1q02 January 2015 E {19 : c NOTICE OF INTENT TO TRANSFER IncluMonaiy Housing Duvan;.anis Daolaration Notice of intent to Transfer .lafluary 2315 75C -154 Date To: City Manager City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 The undersigned —, Owner of the Inclusionary Unit located at _, Santa Ana, California, hereby notifies you of its intent to transfer in compliance with Article 2 of the Incluslonary Housing Covenants Declaration, The reason or circumstances relating to such transfer are as follows: . Any additional information reasonably required regarding the proposed transferee shall be provided to you immediately upon request. The undersigned acknowledges that all applicable time periods under the Incluslonary Housing Covenants Declaration commence only upon the City's receipt of this notice. The undersigned further acknowledges and agrees that any such transfer shall be subject to the provisions of the Inclusionary Housing Covenants Declaration. Owner -Inmki�lonftiy Ffousin C o ovpnants oodarifion Page 1 Notice of intone to Tranrfor January M15 75C -155 C Inclijsamr7y Housing Couecnt Paolar7tirr,r Resumption Agroamont 75C -156 Airiraiy 2015 City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attention: City Clerk -7o be —recordad willimYt—fea. (Spneo Above This I.Fn—pFof Recordw �sUF6a �ony� (Government Code, q§ 6103 and 27383) DISCLOSURE, ACKNOWLEDGMENT AND AS SUMPTION AGREEMENT THIS DISCLOSURE, ACKNOWLEDGMENT AND ASSUMPTION AGREEMENT (Assumption Agreement) made among ("Owner"), ("Transferee") and the CITY OF SANTA ANA ("City"), A. The Owner Is the current owner of the real property commonly known as —, Santa Ana, California, and now particularly described on Exhibit A, which together with all improvements located thereon is referred to in this Assumption Agreement as the "Incluslonary Unit". 13, The Owner wishes to transfer and convey to the Transferee the Inclusionary Unit, and C. The fnclusionary, Unit is subject to the restrictions applied by the InCIUSlonary Housing Covenants, Resale Restrictions and City's Option to Purchase Agreement recorded on , 20—, as Document No. , in the Official Records of Orange County, California (the "Inclusionary Housing Covenants Declaration") that imposes resale controls on the Inclusionary Unit; and InclWonary Housing Govononts Dorhraiion Page I Assumption Agreornarl I January 2015 75C -157 D. The obligations set forth in the Inclusionary Housing Covenants Declaration are secured by a Deed of Trust recorded against the Inclusionary Unit on 20_, as Document No. in the Official Records of Orange County, California (the "City Deed of Trust"), and E. The Transferee is acquiring, the Inclusionary Unit and will assume the obligations of an Owner under the Inclusionary Housing Covenants Declaration and as Trustor under the City Deed of Trust. Capitalized terms used herein, and not defined In this Assumption Agreement, shall have the meanings set forth in the Inclusionary Housing Covenants Declaration and the City Deed of Trust. The parties to this Assumption Agreement agree to the following: The Transferee hereby acknowledges and agrees to the following: The Inclusionary Unit is subject to the Inclusionary Housing Covenants Declaration that are secured by the City Deed of Trust. The Transferee acknowledges that it has received a copy of the Incluslonary Housing Covenants Declaration, and agrees to be bound by all the conditions and covenants contained therein. The Transferee shall occupy and continually use the Inclusionary Unit as the Transferee's Primary Residence during the Affordability Period as defined in the Inclusionary Housing Covenants Declaration. C. The Transferee's right to resell the Inclusionary Unit at the Fair Market Value is very limited, and in certain instances, the City will have the option to purchase the Inclusionary Unit from the Transferee at the Affordable Sales Price: Under a Permitted Sale, the Inclusionary Unit must be sold at the Affordable Sales Price. The Inclusionary Unit will not necessarily appreciate in value during the duration of its ownership, iL In the event that the Inclusionary Unit is sold for the Fair Market Value, either through an Extraordinary Sale or p Covenants Decimation Page 2 Assumption Agreement January 2015 75C -158 pursuant to a foreclosure sale, the Transferee must pay to the City the City Share of Excess Proceeds, which is set at fifty percent (50%) of the difference between the Affordable Sales Price and the Not Resale Proceeds received from the sale of the Incluslonary Unit. III, Any resale or transfer of the I nclusionary Unit In violation of the Incluslonary Housing Covenants Declaration shall be voidable by the City, The Transferee Is not permitted to refinance a Senior Loan that is secured by the Property for more than the outstanding principal amount of that Senior Loan plus the customary fees and costs associated with obtaining the new Senior Loan. e. The Incluslonary Unit is subject to the Project CC&Rs, The Transferee acknowledges and agrees that it is obligated to comply with all of the terms, conditions, covenants and restrictions set forth in the Project CC&Rs. 3. The City hereby consents to the transfer of the I ncluslonary Unit to the Transferee under a Permitted Transfer as defined in the Incluslonary Housing Covenants Declaration, 4. All questions with respect to the Interpretation of this Assumption Agreement, and the rights and liabilities of the parties hereto, shall be governed by the laws of the State of California. 5. This Assumption Agreement shall Inure to the benefit of, and shall be binding upon, the assigns, successors in interest, personal re prose ntatives, estates, heirs and legatees of each of the parties hereto, 6, The Transferee hereby grants to the City an irrevocable power of attorney coupled with an Interest to act on Buyer's behalf to execute, acknowledge and deliver any and all docurnents relating to the City's Purchase Option under Article 3 — Section II of the Inclusionary Housing Covenants Declaration. Executed on 20_, at Santa Ana, California. [Signatures on Following Pages] holksionary Hoiminq CavenmU Dodagafon Page 3 ASSur"ption Agreemeni January 2015 75C -159 Cry: 0 m Its: By: SIGNATURE PAGE TO ASSUMPTION AGREEMENT Owner: Date: Transferee. Gate: Hm Date: Attest: Inolumonary Housing Coannarts Dodd (Ioik Assnmpton AOreomerd 75C -160 Page 4— January 2015 ATm9F:jw., LEGAL DESCRIPTION [To Be Inserted,] page imumption Agrapmoni - Lagat Doscription Junuary 2015 75C -161 EXHIBIT'S NOTICE OF INTENT TO SELL -- Pnclueianary Housing Cavanantc t}ectaratlon Notice of (nlent to soil Jarmwy 2016 75C -162 Date To: City Manager City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 The undersigned_ -, Owner of the Incluslonary Unit located at --, Santa Ana, California, hereby notifies you of its intent to resell the Inclusionary Unit in compliance with the requirements imposed by Article 3 of the Inclusionary Housing Covenants Declaration- The undersigned acknowledges that all applicable time periods under the Incluslonary Housing Covenants Declaration commence only upon the City's receipt of this notice. Owner Caven-onts Doctantion Page I Nofico of Intent to soil Januar/ 2015 75C -163 Inclusianary hlousinI7 Covenants Doclara( inn Notloo of 6ximnec➢nnry Salt) January 2015 75C -164 The undersigned____ , is the Owner of the Inclusionary Unit located at Santa Fan @, California. On 20_, Owner provided City with written notice of its intent to sell the Inclusionary Unit. owner has failed to identify an Eligible Purchaser In accordance with Article 3 -- Section I of the Inclusionary Housing Covenants Declaration, and the City has failed to exercise the City's Purchase Option pursuant to Article 3 — Section 11. Accordingly, Owner hereby notices the City of its intent to make an Extraordinary Sale of the Inclusionary Unit in accordance with Article 3 — Section) III of the Inclusionary Housing Covenants Declaration. Attached herewith is the estimate of the Fair Market Value for the Inclusionary Unit as defined in the Inclusionary Housing Covenants Declaration. Owner hereby acknowledges that the City shall retain City's Purchase Option until the time that Owner has accepted In writing an offer to purchase the Inclusionary Unit from a buyer, and that all applicable time periods for an Extraordlnary Sale under the Agreement commence only upon City's receipt of this Notice, Owner Innluslonary Hm ing Gaannants Declaration pa" I Node- of ExlraordInary ua1+0 January 2045 75C -165 FOUNNUM Inolusionary HousingAgreernent - Ownership Project City of Santa Ana 75C -166 �1�`Y• l Via: �. f�tr "..M '.li '_ r. City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attention: City Clerk -- - - - -- Tu he recorded as *thaut fna- (Space AUO�eS This Line For Racnrdar sUse Only) (Government Code, %6163 and 27383) DEED OF TRUST AND SECURITY AGREEMENT There are restrictions on the sate of the Property encumbered by this City peed of Trust, as contained in that certain Inclusionary Housing Covenants, Resale Restrictions and City's Caption to Purchase Agreement ( "Inclusionary Housing Covenants Declaration "). Except for a Transfer to the City of Santa Ana ( "City ") or City's assignee following the City's exercise of the City' Purchase Caption, this Property may only be sold to an Eligible Purchaser at a price not to exceed the defined Affordable Sales Price. The Inclusionary Housing Covenants Declaration also restricts the extent to which this Property may be encumbered by junior financing and limits the Trustor's rights to refinance Senior Loans, THIS GEED OF TRUST AND SECURITY AGREEMENT ( "City deed of Trust ") is made this ____,dayof 20__, among jinsertrra eof 1-1 Trustor ( "Trustor "), whose address is i }need address of Truster), tfnsert name of tine comxaanv7 ( "Trustee "), whose address is [insert address of title company and the City of Santa Ana (referred to variously as "City" or "Beneficiary ") whose address is 20 Civic Center Plaza, California 92701 as Beneficiary, Truster irrevocably grants, conveys, transfers and assigns to Trustee in trust, with power of sale and right of entry and possession, all of Trustor's right, title and interest now awned or hereafter acquired In and to the real properly in the City of Inchisionary Housing Cavanrinfs G7eclara9ri7n - page 1 Pssumption Agreement August 11, 2014 75C -167 Santa Ana, Orange County, California, described on Exhibit 1 attached hereto and incorporated herein by this reference, together with the Improvements constructed thereon and all other property and interests of any kind or character that may be reasonably necessary or desirable to promote the present and future beneficial use and enjoyment of such real property and improvements. A. Truster Is the owner of the Property located at Santa Ana, California and more particularly described in the attached Exhibit A. B. The Trustor's predecessor in interest developed the Property pursuant to the City's Housing Opportunity Ordinance ("Ordinance"), which regulations require developers of ownership housing to construct within their projects units that are affordable to Moderate Income Households. These regulations require the Property to be subjected to restrictions on resale that ensure that the Property remains affordable. C, In connection with the Ordinance, Beneficiary and Trustor entered into a Inclusionary Housing Covenants Declaration dated as of and recorded in the Official Records of Orange County substantially concurrently herewith (capitalized terms used without definition herein have the meaning ascribed to such terms In the Inclusionary Housing Covenants Declaration), D. Pursuant to the Inclusionary Housing Covenants Declaration, the Trustor is obligated, among other requirements, to sell the Property only to Eligible Purchasers at a price not in excess of the Affordable Sales Price. E, The Inclusionary Housing Covenants Declaration also provides that: Trustor Is obligated to notify the Beneficiary of the Truster's intent to sell the Property in order to enable Beneficiary to exercise the City's Purchase Option at the Affordable Sales Price; The Beneficiary may exercise the City's Purchase Option if the Trustor defaults under the InCILIG[onary Housing Covenants Declaration; and —Ii—dusonwy Houa[Flocov,-,oaiiti OF-W.Wition Assumption Agreement 75C -168 --P�IQ12 August 11.20'14 There are restrictions on Trustor's ability to encumber the Property and to refinance the Senior Loans secured by the Property. h�cfinin +urq +I- latrsin� C7rik�snienis [7eckseead €on -- A�s�mnptiskn Agreerneirt 75C -169 RHi,1p � Au9usk 11, 2014 #1 :19 ILI I I Ill ZIPTAUMM As used in this City Deed of Trust, the terms set forth below, shall have the following meanings: Administrative Procedures means the Affordable Ownership Housing Administrative Procedures promulgated by the Executive Director pursuant to the Ordinance, Affordable Housing Cost means the maximum price of an Inclusionary Unit, as calculated under the requirements imposed by H&SC Section 50052.5, The calculation methodology is described In Section VI of the Affordable Ownership Housing Administrative Procedures Manual, Affordability Gap is equal to the difference between the Fair Market Value of the Inclusionary Unit and the Affordable Sales Price for the Inclusionary Unit at the time of acquisition by the Homebuyer. Affordable Sales Price means the maximum price that can be charged for an Inclusionary Unit. The Affordable Sales Price Is equal to the lesser of: The sum of the Supportable Mortgage plus the Benchmark Down Payment; or 2. The purchase price prospective buyers are willing to pay In return for purchasing a home that is subject to restrictive covenants. The statutorily set Affordable Sales Prices for the initial sale of each Inclusionary Unit are shown in Exhibit 8 to the Inclusionary Housing Agreement. The Affordable Sales Prices for Inclusionary Units shall be adjusted quarterly. Benchmark Down Payment is a component of the Affordable Sales Price calculations, For the purposes of the Administrative Procedures, the Benchmark Down Payment is set at 5% of the total Affordable Sales Price, Beneficiary refers to the City as the provider of the City Shared Appreciation Loan, and otherwise defined as the Subordinate Lender, Truster means the person or persons described as the Truster In the introductory paragraph of this City Deed of Trust. Inclusionary Homili a pit s rieciaFet I —on-- Page 4 &-sumption AgreoniLnt August 11, 2014 75C -170 City means the City of Santa Arta, California. City Deed of Trust means a dead of trust, that secures the Owner's obligation to comply with the obligations imposed by the Inclusionary Housing Covenant Declaration. City's Purchase Option means the irrevocable option that the Owner must offer to the City under the circumstances defined in Article 3 — Section 11 of the InclusionM Housing Covenants Declaration, Eligible Purchaser shall mean a Homebuyer who meets the eligibility crl'teria set forth in the Administrative Procedures, Exempt Transfer means the following: A transfer resulting from the death of the Owner; 1. A transfer by the Owner where the spouse or domestic partner becomes a co -owner of the Inclusionary Unit: A transfer of title to a spouse or domestic partner as part of divorce or dissolution proceedings; and A transfer by the Owner into a trust in which the Owner or Owners are beneficiaries, provided that the Owner or Owners continue to maintain the Inclusionary Unit as their Primary Residence, 4, A transfer by the Owner of a non - possessory interest in the Property, such as an easement or license for utilities or other like purposes; the granting of ingress or egress rights over or across the Property or a portion thereof; or a modification to the non - exclusive common area rights of any Owner located in a common interest subdivision development. 5. A condemnation, or conveyance in lieu of condemnation, that does: not preclude the Owner's continued use and occupancy of the Inclusionary Unit, such as a street widening or other Incidental taping that does not preclude continued occupancy of the Inclusionary Unit, or a taking of an Interest In a portion of the common area appurtenant to any Inclusionary Unit located In a common interest development. Extraordinary Sale means a sale of the Inclusionary Unit to a buyer who is not an Eligible Purchaser,: when an Eligible Purchaser has not been secured within h7r.143slonar¢ Housing Coven7ntn r7c+ulnrzWtion Assumption Agroameart 75C -171 �page5 Aug i,sf '11, 2014 the timeframes required by this Inciusionary Housing Covenants Declaration, and the City has opted not to exercise the City's Purchase Option within the timeframes allowed pursuant to this Inciusionary Housing Covenants Declaration Fair Market Value means the value of the Inciusionary Unit under normal circumstances in which the seller and the buyer freely negotiate the terms of the transfer of ownership. The Fair Market Value must be established by a licensed Real Estate agent based on three comparable properties. H &SG shall mean the California Health and Safety Code Inciusionary Housing Covenants Declaration means the Declaration of Inciusionary Housing Covenants, Conditions and Restrictions. Inciusionary Unit means the completed affordable owner - occupied housing unit, that is being purchased by the Truster. Moderate Income refers to Households whose Incomes meet the standard's defined by the H &SC Section 56693, Generally, Moderate Income means household Income that does noit exceed 126% of the County Median Income, as adjusted for Household size. The maximum household Income amount for Moderate Income Households shall be set at the amount published by HCD annually. Moderate Income Household shall mean individuals or Households who have an adjusted Gross Income that does not exceed Moderate Income. Ordinance means the Housing Opportunity Ordinance adopted by the City Council on November 7, 2011, which Is codified in Article XVIIIA Section 41- 1 900 at seq. of the City's Municipal Code. Owner means the current owner of the Inciusionary Unit, Primary Residence is defined as the only home that may be owned by the Owner. The Owner must reside In the Inciusionary Unit for not less than 16 out of every 12 months. Property means the real property on which the Project is to be developed, for which the legal description is provided In Exhibit 1 to this City Geed of Trust. Rents means all rents, issues, profits, royalties, revenues, income and other benefits derived from the Property. IncluaSnnary rlaaising i.',�2vsoanps f?eclsraban PA90 0 Assumption Agreement August 11, 2014 75C -172 Senior Lender means a bank, savings and loan association, Insurance company, pension fund, publicly traded real estate investment trust, governmental agency, charitable organization or other governmentally regulated entity regularly engaged in making residential real estate loans. Senior Loan means a purchase money loan of funds to be used by the Homebuyer for financing the acquisition of the Inclusionary Unit, or a refinancing approved by the City, which loan Is in a lien position prior to the Inclusionary Housing Covenants Declaration, Supportable Mortgage Means the mortgage amount that can be supported by a Moderate Income Household based on the Affordable Housing Cost calculations. The mortgage calculation is based on the prevailing market interest rata for a 30- year fully amortizing mortgage with a fixed Interest rate, See Section VI-13 of the Administrative Procedures !Manual for an explanation of the calculation methodology. Trustee means the title company that insures title for the Inclusionary Unit that is subject to the City Deed of Trust. Trustor means the Trustor that enters into the City Deed of Trust that secures the City Shared Appreciation Loan, htcluslnna y Housing Covenants Dedararwin Assumption Agrecrnont 75C -173 -- rage August 11, 2014 ARTICLES 1. Grant in Trust. Trustor, in consideration of the promises herein recited and the trust herein created, hereby irrevocably and unconditionally grants, transfers, conveys and assigns to Trustee, in trust for the benefit of Beneficiary, with power of sale, all estate, right title and interest which Trustor now has or may later acquire the Property together with all of the following: all improvements now or hereafter located or constructed on the Property and all replacements and additions thereto; all easements, rights of way, appurtenances and other rights used In connection with the Property or as a means of access thereto; all fixtures now or hereafter attached to or used in and about the Property or the improvements located thereon or hereafter located or constructed on the Property, and all renewals or replacements thereof or articles in substitution therefor, whether or not the same are„ or shall be attached to the improvements in any manner; and all leases, subleases, licenses and other agreements relating to use or occupancy of the Property„ and all rents or other payments that may now or hereafter accrue or otherwise become payable to or for the benefit of Trustor (whether or not such teases and Rents are permitted by the Inclusionany Housing Covenants Declaration). All of the above- referenced Property, improvements, appurtenance, fixtures and equipment, leases and rents are herein referred to collectively as the "Security " 2. Secured Obligations. Trustor makes the grant, conveyance, transfer and assignment herein for the purpose of securing payment and performance of the following: (a) the City Share of Excess Proceeds in the event of an Extraordinary Sale or a foreclosure sate; and (b) Trustor's obligations under the term of the Inclusionary Housing Covenants Declaration. 3. Maintenance and Repair. Truster shall (a) keep the Property in good condition and repair and not remove or demolish any building; (b) complete or restore promptly and in goad and workmanlike manner any building which may be constructed, damaged or destroyed; (c) pay when due all claims for Labor performed and materials furnished; (d) comply with all laws affecting the Property or requiring any alterations or improvements to be made; (e) not commit or permit waste; and (f) cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from the character or use of the Property may be reasonably necessary. Inrluslo ix9ry Wuu9inq Ceverwa.n45 C7eolE3ra2ton Assumption Agreement 75C -174 August 11, 2014 4, Insurance. Trustor shall maintain hazard Insurance against loss by fire, hazards included with the term "extended coverage," and any other hazards for which Beneficiary requires insurance, and liability insurance. The Insurance carrier and the insurance policies and amounts of coverage shall set at the full replacement value of the Inclusionary Unit based on the then current City Building Code. The liability policy shall name Beneficiary as an additional insured, and shall require 30 days' prior notice to Beneficiary before the policy is modified or terminated. 5. Defense of Security. Trustor shall appear in and defend any action or proceeding purporting to affect the security or the rights or powers of Beneficiary or Trustee. Trustor shall pay all costs and expenses, including costs of evidence of title and attorneys' fees, in any such action or proceeding in which Trustee or Beneficiary may appear, and in any suit brought by Beneficiary to foreclose this City Deed of Trust. 6. Payment of Taxes and Liens. Trustor shall pay (a) at least 10 days before delinquency, all taxes and assessments affecting the Property, including water stock assessments; (b) when due, all encumbrances, charges and liens, with interest, on the Property, which are or appear to be prior or superior to this City Deed of Trust; and (d) upon demand all costs, fees and expenses of this City Deed of Trust. If Trustor falls to make any payment or to do any act provided for in this City Deed of Trust, then Beneficiary or Trustee may, without obligation to do so, and with or without notice to or demand upon Trustor, and without releasing Trustor from any obligation under this City Deed of Trust: (i) make or do the same in such manner and to such extent as either may deem necessary to protect the security, Beneficiary or Trustee being authorized to enter upon the Property for such purposes; (ii) appear in or commence any action or proceeding purporting to affect the security, or the rights or powers of Beneficiary or Trustee; (iii) pay, purchase, contest or settle any encumbrance, charge or lien which in the judgment of either appears to be senior to this City Creed of Trust; and (Iv) in exercising any such powers, pay allowable expenses, including attorneys' fees. 7. Re!mbursement of Costs. Trustor shall pay upon demand all sums expencled by Beneficiary or Trustee provided for In this City Deed of Trustor allowed by law, with interest from date of expenditure at the maxi- -mum rate allowed by law. IndbOoflary iiOWIlIg CeveWnts DedaraEion Assumption Agreement. 75C -175 - -i5ad: 9 August 11; 201d 8, No Waiver. By accepting payment of any sum after its due date, Beneficiary does net waive its right either to require prompt payment when due of all other sums or declare a default for failure to pay. 9. Reconveyance, That upon written request of Beneficiary stating that the Secured Obligations have been fulfilled, and upon surrender of this City [deed of Trust, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals of such reoonveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto." 10, default and Foreclosure. Upon default by Trustor in performance of any Secured Obligation, Beneficiary may deliver to Trustee a declaration of default and demand for sale and of a notice of default and a notice of sale, which notice Trustee shall cause to be filed for record, Beneficiary also shall deposit with Trustee this City Deed of Trust and all documents evidencing the Secured Obligations and expenditures, if any, secured by this City feed of Trust. Upon default of any obligation secured by this City Deed of Trust and acceleration of all sums due, if any, Beneficiary may instruct Trustee to proceed with a sale of the Property under the power of sale granted in this City Deed of Trust, noticed and held in accordance with California Civil Code Sections 2924, at sect., as such statutes may be amended from time to time. Trustor waives all rights it may have to require marshaling of assets or to require sales of assets in any particular order, including any rights under California Civil Code Sections 28139 and 3433, 11. Substitution of Trustee. Beneficiary, or any successor beneficiary of the Secured Obligations or of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where the Property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Trustor; Trustee and Beneficiary hereunder, the book and page where this City deed of Trust is recorded and the name and address of the new Trustee. __- Inc�wsienTry'HOtis?nca Covenants l7aclantlon Assumption Agronianl 75C -176 Range 10 August 11, 2014 12. Successors and Assigns. This City Deed of Trust applies to, Inures to the benefit of, and binds all parties hereto„ their heirs, legatees, devisees, administrators, executers, successors and .assigns. The term "Beneficiary" shall mean the holder, including pledgees, of the covenants set forth in the Incluslonary Housing Covenants Declaration whether or not named as Beneficiary herein. 13. Trustee Acceptance, Trustee accepts this trust when this City Deed of Trust, duly executed and, acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other deed of trust or of any action or proceeding in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee. 1.4. Further Assurances. 'Trustor shall, at its awn cost and expense, do, execute, acknowledge, and deliver all and every such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers, and assurances as Trustee or Beneficiary shall from time to time require, for better assuring, conveying, assigning, transferring, and confirming unto'Trustee the Property and rights hereby conveyed or assigned or intended now or hereafter sea to be, or which Trustor may be or may hereafter became bound to convey or assign to Trustee, or for carrying out the intention or facilitating the performance of the terms of this City deed of Trust, or for filing, registering, or recording this City Deed of Trust. Trustor shall„ on demand, execute and deliver, and hereby authorizes Trustee and Beneficiary, or either of them, to execute in the name of Trustor, to the extent it may lawfully do so, one or more financing statements, chattel mortgages, or comparable security instruments„ to evidence more effectively the lien hereof. Immediately upon the execution and delivery of this City Deed of Trust, and thereafter from time to time, Trustor shall cause this City Deed of Trust, and any security instruments creating a lien or evidencing the lien hereof upon any personal property and each instrument of further assurance, to be filed, registered, or recorded in such manner and in such places as may be required by any present or future law in order to publish notice of and fully to protect the Bien hereof upon, and the title of Trustee to, the Property encumbered hereby. 15. Condemnation and Insurance Proceeds. Immediately upon obtaining knowledge of the institution of any proceedings for the condemnation or other taking of all or any portion of the Property, or knowledge of any casualty damage to the Property, or damage In any other manner, Trustor shall immediately notify Beneficiary thereof. Trustor hereby authorizes and h�lustrnaey Fkau�inr� GtSVa?nrltlSB raciarziFon Assumt Linn Agmenteiirt 75C -177 Page r1 August41,2014 empowers Beneficiary as attorney-in -fact for Truster to make proof of loss, to adjust and compromise any claim under the insurance policies covering the Property, to appear in and prosecute any action arising from such insurance policies, to collect and receive insurance proceeds, and to deduct therefrom Beneficiary's expenses incurred in the collection of such proceeds; provided, however, that nothing contained in this Section shall require Beneficiary to incur any expense or take any action hereunder. Trustor hereby authorizes and empowers Beneficiary, at Beneficiary's option, as attorney -in -fact for Trustor, to commence, appear in and prosecute, in Beneficiary's or Truster's name, any action or proceeding relating to any condemnation or other taking of all or any pert of the Property, whether direct or indirect, and to settle or compromise any claim In connection with such condemnation or other taking. The proceeds of any award payment or claim for damages, direct or consequential, in connection with any condemnation or other taking, whether direct or Indirect, of the Property, or any part thereof, or for conveyances in lieu of the Property, or any part thereof, shall be paid to Beneficiary. The foregoing powers of attorney are coupled with an Interest and are irrevocable. Trustor hereby authorizes Beneficiary to apply such awards, payments, proceeds or damages relating to condemnation of the Property and insurance covering the Property, after the deduction of Beneficiary's expenses incurred in the collection of such amounts, at Beneficiary's option, subject to the requirements of applicable taw and the provisions hereof, to restoration or repair of the Property or to payment of the sums secured by this City Deed of Trust. Beneficiary shall be under no obligation to question the amount of any compensation, awards, proceeds, damages, claims, rights of action, and payments relating to condemnation or other taking of the Property or insured casualty affecting the Property, and may accept the same in the amount in which the same shall be paid, Trustor shall execute such further evidence of assignment of any awards, proceeds damages or claims arising in connection with such condemnation or taking or such insurance as Beneficiary may require. 16. Seuerabitity. If any one or more of the provisions contained in this City Deed of Trust shall for any reason be held to be Invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions of this City geed of Trust, but this City Deed of Trust shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein or therein, but only to the extent of such invalidity. .. __�.. - -- fncluglnnary Hatsinp Ce +;e— nanls C7pcleratien Assumption Agreement 75C -178 Pape 12 August 11, 20114 17. Estoppel Certificate, Trustor shall, within ten (10) days of a written request from Beneficiary, furnish Beneficiary with a written statement, duly acknowledged, setting forth the sums secured by this City peed of Trust and any right of set -off, counterclaim or other defense which exists against such sums and the obligations of this City Deed of Trust. 18. Clue -On -Sale or Encumbrance. Except for Exempt Transfers approved by the Clty, if all or any part of the Property, or any interest therein, or any beneficial interest in Trustor (if Trustor is not a natural person or persons but is a corporation, partnership, trust, limited liability company or other legal entity), is sold, transferred, mortgaged, assigned', pledged, or further encumbered, whether directly or indirectly, whether voluntarily or involuntarily or by operational law, Beneficiary may, at Beneficiary's option invoke any remedies permitted by this City Deed of Trust. 19. Subordination. This City Dead of Trust shall be subordinate to the Senior Loan, so long as the Senior Lender agrees to the default and foreclosure provisions set forth in the Inclusionary Housing Covenants Declaration, or other alternative provisions proposed by the Senior Lender, and acceptable to the City in its sole discretion. In the event the City fails to timely cure a default under such Senior Loan, and the Senior Lender proceeds with foreclosure, or deed in lieu of foreclosure, of such Senior Loan, then any provisions herein or in any other collateral agreement restricting the use of the Inclusionary Unit to Moderate income households or otherwise restricting the Senior Lender's ability to sell the Inclusionary Unit based upon Income qualification of the purchaser shall terminate and shall have no further force or effect on subsequent owners or purchasers of the Inclusionary Unit. In that event, any person, including the Senior Lender's successors and assigns, receiving title to the Inclusionary Unit through foreclosure, or deed in lieu of foreclosure, of such Senior Loan shall receive title to the Property free and clear from such restrictions. The City shall promptly execute, acknowledge and deliver for recordation such subordination documents or agreements as necessary to confirm the foregoing subordination. -- Inclllslorlary 7 -lou5e rg Czavanantt Dewlarafiun ..-- --- '�Pago 93 Assumplfon AgroEment 75C -179 Aups8 11, 2614 The undersigned Trustor requests that a copy of any Notice of Default and of any Notice of Sale hereunder be mailed to Trustor at Trustor "s address hereinbefore set forth. TRUSTOR: By: Name: By: Name: Incl4isionn�y Noising Cnr�nants C1crAaratiorr Pngo 14 Asnamptlon Acpreement August 11, 2094 75C -180 EXHI BIT LEGAL r.. Situated in the State of California, City of Sang Ana, County of Orange, and described as follows; (,Insert legal description] Dew] of Trusi -1. "71 IJescriptwn - - gaga F City of Santa Ana 75C -181 fAdd NotarvAcknowledpmentsi Deed of Trust -- Notary Acknoadedynrnnnts Pa f] a 1 City of Santa Ana 75C -182 I�:#I�TY i7 Inciusionaty Hooslng Agrnorn4nl - Cnnnnrsi�ip Prajecs City & Sama Ana 75C -183 AFfORDARLE SALES PRICE CALCULATIONS MODISRATE INCOME HOUSEHOLDS SECTION 50052.5 CALCULATIONS; 2016 HOUSING OPPORTUNITIES ORDINANCE SANTA ANA, CALIFORNIA Updated April 2016 Prepared bp= Keyser Nar9ion ASSocia lr. 5, In(. File name; 1-190 Affordable. Sale Prim u icuarinn TamplzTF- t)poated April 2616; 2016151 4h Own SA (21 PaEe 1 of 1 75C -184 1 -Rdrm 2 -Rdrrn 3 -8drm 4 -Ddnn Income Rencbmark Household Size 7 3 4 5 Household Income $75,725 $E6,150 $35,920 $163,620 % of Income Allocated to (lousing 35% 35% 35% 35% Income Allotted to l Lousing $2o050 $301220 $33,570 $ ?6,270 OnuolnR Expenses utilities (orange County Hou5ing Authority 3/if26161 Sl,lt4 $1,243 $1,770 $1,992 Maintenance & Insurance 2,30u ?,,400 2,700 3,660 Property Taxes Ca 1.167; of Affordable Price 3,968 4,458 4,888 5,256 Total Expenses $7,277 $8,106 55,364 $16,24$ Income Available for Mortgage $19,678 ;,.22,114 $24,206 $25,622 A #fordable bloustne Price Supportable Mtg @ 3.15% Interest $354,100 5397,900 $435,000 $468,2170 Home Buyer Down Pynet Cal 5% Affordable Price 17,300 19,200 21,100 22,.700 Maximum Purchase Price $371,200 $417,300 $4%,700 $490,900 Updated April 2016 Prepared bp= Keyser Nar9ion ASSocia lr. 5, In(. File name; 1-190 Affordable. Sale Prim u icuarinn TamplzTF- t)poated April 2616; 2016151 4h Own SA (21 PaEe 1 of 1 75C -184 DEVELOPER'S PHASING MAP Inclusfonnry Housing Agreement- ov+nurshlp project City of Santa Ana 75C -185 Ora 75C -186 Si IX Y9 9i9 Yj A U 0 0) Wi ffl 6�� �nNnAV DIJIDVJ Ora 75C -186 4 Si IX Y9 9i9 Yj U 0 0) 4 LEGAL DESCRIPTION OF INCLUSIGNARY UNITS Inrtuaianary hluutir +g P.groe+tt er7t— Ciwnar,hip F }mgecl City of Santa Any 75C -187 75C -188 LS 3,31.16 RESOLUTION NO. 2016 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM, ENVIRONMENTAL REVIEW NO. 2015 -09, GENERAL PLAN AMENDMENT NO. 2016 -02 AND TENTATIVE TRACT MAP NO. 2016 -02 FOR THE PROPERTIES LOCATED AT 1506 THROUGH 1548 WEST FIRST STREET BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The Olson Company is requesting the approval of General Plan Amendment No. 2016 -02 to amend the General Plan land use designation from General Commercial (GC) to Urban Neighborhood (UN) and Tentative Tract Map No. 201602 to allow the construction of the First and Pacific townhome development project that would include 62 for -sale townhomes on a 2.47 - acre parcel of land. B. The Olson Company is proposing to construct the 62 -unit project subject to the City's Housing Opportunity Ordinance, which will require the assignment of 9.3 townhomes as affordable units. C. On April 11, 2016, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council: (1) adopt a resolution approving the Mitigation Monitoring and Reporting Program, (2) adopt a resolution approving General Plan Amendment No. 2016 -02, and (3) adopt a resolution approving Tentative Tract Map No. 2016 -02 for the proposed project. D. On May 3, 2016, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to Environmental Review No. 2015 -09, General Plan Amendment No. 2016- 02, and Tentative Tract Map No. 2016 -02, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. EXHIBIT E Resolution No. 2016 -XXX Page 1 of 9 75C -189 E. General Plan Amendment No. 2016 -02 has been filed to amend the General Plan to change the land use designation from General Commercial (GC) to Urban Neighborhood (UN). Currently, the land use designation for this site is General Commercial (GC), which allows commercial developments and uses. This project will require amendments to the Land Use Element, including amending the General Plan Land Use designation to Urban Neighborhood (UN) with a General Plan floor area ratio of 1.0. 2. The proposed project will support several goals and policies of the Housing Element. First, the project would be consistent with Goal 2, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels and age groups to foster an inclusive community. Second, the project would support Goal 4, to provide adequate rental and ownership housing opportunities and supportive services. Further, the project would be consistent with several Housing Element policies: Policy HE -2.4 to facilitate diverse types, prices and sizes of housing; and Policy HE -2.6 to provide an affordable component within eligible ownership housing projects. 3. The City Council has weighed and balanced the General Plan's policies, both new and old, and has determined that based upon this balancing that General Plan Amendment No. 2016 -02 is consistent with the purpose of the general plan. F. Tentative Tract Map No. 2016 -02 has been filed seeking approval of a tentative tract map to allow a single lot subdivision for condominium purposes to allow the townhomes to be for individual sale. To adopt a Tentative Tract Map, California Government Code Section 66474 requires the following findings: Resolution No. 2016 -XXX Page 2 of 9 The proposed project, as conditioned, and its design and improvements are consistent with the District Center designation on the General Plan and are otherwise consistent with all other elements of the General Plan, The proposed subdivision, Tentative Tract Map No. 2016 -02, will be consistent with the proposed Urban Neighborhood land use designation and density prescribed and all other elements of the General Plan, 75C -190 Land Use Element Policy No. 1.4 promotes the maintenance and fostering of a variety of residential land uses In the City. Further, Housing Element Policy HE -2.4 encourages projects that facilitate diverse types, prices and sizes of housing and Policy HE -2.6 supports projects that provide an affordable component within eligible ownership housing projects The proposed project, as conditioned, conforms to all applicable requirements of the zoning and subdivision codes as well as other applicable City ordinances. The proposed subdivision conforms to the requirements and intent of the provisions of the State of California Subdivision Map Act. Further, the map is in keeping with the Site Plan Review (Development Project No. 2015 -3) and Chapter 34 and 41 of the Santa Ana Municipal Code. Covenants, Conditions and Restrictions (CC &Rs) are required for the project, which need to be approved by the City prior to City Council approval of the final map. iii. The project site is physically suitable for the type and density of the proposed project. There are no physical constraints on the site that would preclude development. The proposed site consists of approximately 2.47 acres of land and is physically suitable for the development as proposed. Access to the site will be relocated from First Street, a major arterial, to Walnut Street, a secondary street.. iv. The design and improvements of the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat. A mitigated negative declaration was prepared pursuant to the California Environment Quality Act for the project. The project site is located in an urbanized area, and there are no known fish or wildlife populations existing on the project site. Therefore, Resolution No. 2016 -XXX Page 3 of 9 75C -191 the proposed subdivision will not cause any substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. V. The design or improvements of the proposed project will not cause serious public health problems. The proposed subdivision will not have any detrimental effects upon the general public. The short -term and long -term impacts identified in the mitigated negative declaration as it pertains to air quality, cultural resources, soils and liquefaction, hazardous materials and noise can be mitigated to a level of less than significant through the adoption and implementation of specific mitigation measures. vi. The design or improvements of the proposed project will not conflict with the easements acquired by the public at large for access through or use of property within the proposed project. There is no easement for public access currently existing on this property.. Therefore, the proposed project will not conflict with easements necessary for public access through or use of the property. Section 2. The City Council has reviewed and considered the information contained in the Initial study and the mitigated negative declaration (MND) and Mitigation Monitoring and Reporting Program, Environmental Review No. 2015 -09, prepared with respect to this project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, an MND and Mitigation Monitoring and Reporting Program adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. The City Council hereby certifies and approves the MND and Mitigation Monitoring and Reporting Program and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed Project will have the potential for any significant adverse effect on wildlife resources or the ecological habitat upon which wildlife resources Resolution No. 2016 -XXX Page 4 of 9 75C -192 depend. The proposed Project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Mitigation measures in the Mitigation Monitoring and Reporting Program will prevent any significant adverse effects resulting from removal of existing trees on the project site on wildlife resources or ecological habitats. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. Section 3. Pursuant to Public Resources Code section 21081.6, the City Council hereby adopts the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A and incorporated herein by this reference as a condition of approval of the project. The City finds that Mitigation Monitoring and Reporting Program is designed to ensure that, during the implementation of the Project, the City and any other responsible parties implement the components of the Project and comply with the mitigation measures identified in the Mitigation Monitoring and Reporting Program. Section 4. The City Council of the City of Santa Ana after conducting the public hearing hereby approves: A. Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2015 -09. B. General Plan Amendment No. 2016 -02. C. Tentative Tract Map No. 2016 -02 as conditioned (Exhibit B). These decisions are based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated May 3, 2016, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. This Resolution shall not be effective unless and until Ordinance No. NS- (AA No. 2016 -02) becomes effective. If said ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 6. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Resolution No. 2016 -XXX Page 5 of 9 75C -193 Section 7. These decisions rendered by the City Council of the City of Santa Ana are final and are subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the applicant of the City Council's decisions and these findings. ADOPTED this ____ day of 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on 2016. Date: Resolution No. 2016 -XXX Page 6 of 9 Clerk of the Council City of Santa Ana 75C -194 Exhibit A California Environmental Quality Act Mitigation and Monitoring Program Resolution No. 2016 -XXX Page 7 of 9 75C -195 A' Lead Agency: City of Santa Ana Planning and Building Agency 20 Civic Center Plaza Santa Ana, CA 92701 (714) 667 -2713 Project Proponent: The Olson Company 3010 Old Ranch Parkway, Suite 100 Seal Beach, CA 90740 (562) 596 -4770 Environmental Consultant: Phil Martin & Associates 4860 Irvine Boulevard, Suite 203 Irvine, California 92620 (949) 454 -1800 March 31, 2016 EXHIBIT A 75C -196 1,0 MITIGATION MONITORING AND REPORTING PLAN 1.1 Introduction This is the Mitigation Monitoring and Reporting Plan (MMRP) for the First and Pacific residential project. It has been prepared pursuant to the requirements of Public Resources Code §21081.6 which, among other things, states that when a governmental agency adopts or certifies a CEQA document that contains the environmental review of a proposed project, "The public agency shall adopt a reporting or monitoring program for the changes made to the project or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment. The reporting or monitoring program shall be designed to ensure compliance during project implementation." The City of Santa Ana is the lead agency for the project, and is therefore, responsible for administering and implementing the MMRP. The decision - makers must define specific reporting and /or monitoring requirements to be enforced during project implementation prior to final approval of the proposed project. 1.2 Project Overview The project applicant proposes the development of 62 three -story attached for -sale residential units in eleven separate buildings on a 2.47 acre site. The project includes four 2- bedroom units and fifty -eight 3- bedroom units at a density of 25.83 units /acre. The existing vacant commercial buildings on the site will be demolished to allow the development of the proposed residential units. 1.3 Monitoring and Reporting Procedures This MMRP includes the following information: (1) mitigation measures that will either eliminate or lessen the potential impact from the project; (2) the monitoring milestone or phase during which the measure should be compiled with or carried out; (3) the enforcement agency responsible for monitoring mitigation measure compliance; and (4) the Initials of the person verifying the mitigation measure was completed and the date of verification. The MMRP will be in place through all phases of a project including project design (p reconstruction), project approval, project construction, and operation (both prior to and post - occupancy). The City will ensure that monitoring is documented through periodic reports and that deficiencies are promptly corrected. The designated environmental monitor will track and document compliance with mitigation measures, note any problems that may result, and take appropriate action to rectify problems. Each mitigation measure is listed and categorized by Impact area, with an accompanying discussion of: The phase of the project during which the measure should be monitored; • Project review and prior to project approval • During grading or building plan check review and prior to issuance of a grading or building permit • On -going during construction • Throughout the life of the project The enforcement agency; and First and Pacific Residential Project - Mitigated Negative Declaration March 31, 2016 Mitigation Monitoring and Reporting Plan Page t 75C -197 The initials of the person verifying completion of the mitigation measure and date. The MMP is provided as Table 1 (Mitigation and Monitoring Reporting Program). First and Pacific Residential Project — Mitigated Negative Declaration March 31, 2016 Mitigation Monitoring and Reporting Plan Page 2 75C -198 c E tia _m (D M Ci. L E C C1 O 'w N L y ' m O p C m C C O 15 (D cr m o OT ..O C'y QU m a m m a o a�� am G) o rue: E� (L O a a C o ` c C c o m O N Q C o'er w.. C_ N : O) O L. U yQ:aj 2 W. h- O 'a d1 O �. O CL U ro U 01 CM _ G. tO UU 'C' O N _ . Q p C C N m 0 ro C) O O o U N .Q O C .m .}` U '> O'er.. V) y„ T7 C U — O) d E a O E O N `) .S m O N '4 ,,r -•.. w_ O >" (' 9 ` O m Z .OU U (D a ro 'S O. N N O m W O. Co . Q Gi � N Y 0 ED 'c N �_ @ .N _YO m Q N N N O 0 CD N 'a O r_ O . ' O :O O c ro C O C C Q m 0 EO, m N N m N � A mN N O N QN Q m oofEm>a)ara (D" m E ro C N am . Q ono �U U '` < 0 ro m E04E oo u-5 to ri o m v E -C 0 CL q' m ` . [L °a a2E m E C o 75C -199 75C-200 co v ttJ C. 0 z CL se aC 0 ME E 0 0 C U) 0) co tm '10� iti O. r C! .2 0. -0' 0 0 ".- c Q C 0 > . . . . . ....... CL 0 m E 2 C C 0 =) 0 0- aCC 2 :3 iE5 tm LL 0 2 w (D Er cl. '0 a M 0 '.t4 0,0 >,,a (D C: (D 0 a) 0 M 'o @ @° E'5 a° o E ,4 a) 0 (u w co C 0 " - C 0 a) c 0- 2o a > a 'a (v NN °n kz Q ) =- E o o �p 0 0 0 0 Q.,- O N UO) 0,0 o -S� 0 0 = r- O (D m 0 0 m 0 U 'W CD a) , r 0) - .--a m .0 (D u m 2 -cz �C) o CO M (D > C N 0 c 5 0 0 Cu 0 2 0 o) -6, " -6 8 q) N a�a a O)m Q) 60 0 Co p oU 2 o 2 m 2 3NNm @AN Nij O0. E a) 0 0 c u (D E QQ)) in r -0 (D V)W:) r-= cam < o 0 m c a) M'O m —.r- 0 NU r 0 < z 75C-200 co v ttJ C. 0 z CL se aC 0 ME _CL d R CD O O d .emu +n •� ro T m m = Q Q7 Q Oi c g roc ro c y ,U) P O C C C Q " W W •-, iA at Rf O. N D O P E O 7 7 B�OI `o:H d L1 QY H V (.O m = O zs E CD R 6 Of o. :3 `rsC- Lroa � O 0) ' °- 0 CL 0 Cl m U °c�i°cw�mu G somC ac z o�u aC c 0 i " O w a b3 O7 o N 0 h U '*0 C m� m ro TO Q 2i ro 4 N N O O C vj 07 .., +,.. 'p ;.=: O O.. Q C, N O V 4. N •� U 0 -"`'.. O a) p O C -C ti. C Ci O -0 k 3 *.. C Z O L v 0 roL � X U.- 0> ro O.0 .01 b"..4' m C N N O•':. N y c0. O ro N N @ N O O "`• N .^` O C" Ri ti y M �ro c'°— ;t vM LO ufi ai�m�aabioN �U b° � w-N roN � U�LvO L(U�Ec6 b0"' c0U'.5 GUc 0Nm gm O M CCU a ..' N r i M U b co C N o m N .° N 47 -C N a. L o.3c w O row" .ro cNm 3.,..,m Um 4- ..+ N y 3 '0 V'C.. N O to *'C.... O? N co w. L.. .L.. 0 m' R= 6 b b• N ro tf Q Q t"0 N O 0., o. N ca N (0 N Q U m w,. q., ro •� C6 -lZ O C L N O 6Z 07 U ,U C Q .II �.. 0 .(� C ttS N C c0 3= O ._ p O N U N U !E5 to � UM -C N 4. 4 N N •_ C N- 'p A b b b ro S. C N 7 b Q `^^ k k o m mw vwv._Nm3 o �4.QZ. Ur US U4dnU�UroQ) 1] a OtE 4q� m° w� 75C -201 CL 0 o O c cu 0 < tm — CL (CS Q c O CL Um Um . . . . . . .......... — — — — — — — — — CL t M — o CL E 0 CL CL CL CL B < < E 0 iL 0 a) C 0 CL O V) 0 0) N l0 An E LL 0 0.0 CL CL O 0 z Q) m cp Q) -TZ 0 c 0 --tz P: Q) ca Z:�) a) rj) Q) (D *0 0 � 0 mt-- 0 C, Iz m z Z 0) 'r, -tZ '65 1 i� U) CO Co CL o Q) co co 2Z U -Q Q, Q) U 3m X Q) Q. Q) -0 co a) l) Q 0 a Ei u 4Q 1 '0 1 f� U) 0 a) 0 -Z 'n 0 (D ct� 0 C5 -0 — 0 C6 q) Z,—.cu a) 0 Q) .9z C4 a z CO 0 0 Ei N '0 Q) rz Z, GO) 0 0'. co '5 m C m �z 2 — � 0, �ID (U • 0 CD Z3 'U m T Z3 Q) C 'o U, — E Q) r Co Q) 0) �m 'OD -�4 CZ CU -lZ Im t3 co 10 Cj 7E 0 q) N m x� rn 0 t'+^c. a) S: q Q, -Z I- .0 L" ICU Ql > 0 E 0 z Zjz 75C-202 a 0 cn CL U3 c 0 0 75C -203 N � M N ro N Q i N Z m i0 m cn .l 0 CL mw ro � N rn � c � o Q C m� 0. c O � m m {� N .Q U y o c 0 N 'y m m Q N o O Q U R N 0. O G c C c C C O O 0 CL O 'p O 'z1 61 Win' �m am O G Q. v � O ( b 'O •( Al G O @ O N (D tm 4) 0 p p U k E� — p U roc G. O L U 2 LL I'•' C .LC G m Mom .o c -o ,.., '` .0 O ` (D N m OL Co a e c O N OJ N L.v C q O O.'O 05 E. M �QO} to N O O T C c.fl C 0.��' ~ C Ti N O E ,.."O . c U N r O t0 C p N 07 C O c o N� C OJ O o m c u E m 'O N <'w N ro 0 OU ti N LL `- c C 0 N. O N C O> C1'O O� N N° N C U X �• E ( cn"o c° o,= o "m o m m c C3 N o a c4 ar E N u C a O 4� E tV M m Z — m z 75C -203 N � M N ro N Q i N Z m i0 m cn .l 0 CL mw ro � N rn � c � o Q C m� 0. c O � m m 1y7. \,IlSl VII Tentative Tract Map No. 2016 -02 Conditions of Approval Tentative Tract Map No. 2016 -02 (County Map No. 17979) is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this vesting tentative tract map. The applicant must remain in compliance with all conditions listed below throughout the life of the tentative tract map. Failure to comply with each and every condition may result in the revocation of the vesting tentative tract map. A. Planning Division Comply with all conditions and requirements from the Development Review Committee (DRC) for the development project (DP No. 2015 -03). 2. The Covenants, Conditions and Restrictions (CC &Rs) for this project must be reviewed and approved prior to approval of the final tract map. 3. All real estate signage must be removed from the site within one year from the date of installation. An extension of time may be granted as determined by the Planning Manager. 4. The final map must be approved and recorded prior to issuance of building permits. 5. The final map and all improvements required to be made or installed by the subdivider must be in accordance with the design standards and specifications of the Santa Ana Municipal Code and the requirements of the State Subdivision Map Act. 6. Development within the area of the map is subject to development and permit fees in effect at the time of permit issuance. 7. Development within the area of the map is subject to design and development standards in effect at the time of permit issuance. Resolution No, 2016 -XXX Page 8 of 9 75C -204 8. Two copies of the recorded final map and CC &Rs shall be submitted each to the Planning Division, Fire Department, Building Division, and Public Works Agency within 10 days of recordation. 9. A detailed landscape plan must be reviewed and approved prior to issuance of any building permits. In addition to the landscaping palette, the plan shall include details on the hardscape design, lighting concepts and outdoor furniture. At a minimum, the project shall incorporate the amount and size of landscaping as shown on the preliminary landscaped plans dated March 16, 2016. The exact specifications for these items are subject to the review and approval of the Planning Division. 10. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy as required by the approved plans. 11. Development, operational and maintenance standards shall be established for the number, style and location of outdoor seating. The seating shall be made of a durable material such as concrete or painted iron and be designed to minimize effects from vandalism, skateboarding and weather. This seating shall be reviewed and approved in conjunction with the landscape plan and must be submitted prior to building plan check. 12. The project shall be in compliance with all mitigation measures identified in the mitigated negative declaration. B. PUBLIC WORKS AGENCY 1. Prior to submittal into building plan check, submit and receive approval of a Trash Operations Plan and obtain a will serve letter from the City's trash hauler. Resolution No. 2016 -XXX Page 9 of 9 75C -205 75C -206 LS 4.1.16 ORDINANCE NO, NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REZONING FOUR PROPERTIES LOCATED AT 1506 THROUGH 1548 WEST FIRST STREET FROM GENERAL COMMERCIAL (C -2) AND SINGLE FAMILY RESIDENCE (R -1) TO SPECIFIC DEVELOPMENT NO. 90 (SD -90) (AA NO. 2016 -02) AND ADOPTING SPECIFIC DEVELOPMENT N0. 90 (SD -90) FOR SAID PROPERTIES THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Amendment Application No. 2016 -02 has been filed with the City of Santa Ana to change the zoning district designation of certain real properties located at 1506, 1534 and 1548 West First Street from General Commercial (C -2) and Single - Family Residence (R -1) to Specific Development No. 90 (SD -90). Further, the City is proposing to change the zoning of a parcel located at 1526 West First Street from General Commercial (C -2) to Specific Development No. 90 (SD- 90). The Specific Development No. 90 zoning district (SD -90) would allow the development of the First and Pacific townhome development project, which would include 62 townhomes on a 2.47 acre parcel of land and allow the existing single- family residence to remain. B. The Planning Commission of the City of Santa Ana held a duly noticed public hearing on April 11, 2016, on Amendment Application No. 2016 -02 and recommended that the City Council adopt an ordinance approving Amendment Application No. 2016 -02, which is consistent with the General Plan, as amended by General Plan Amendment No. 2016 -02. C. This City Council, prior to taking action on this ordinance, held a duly noticed public hearing on May 3, 2016. D. The City Council also adopts as findings all facts presented in the Request for Council Action dated May 3, 2016 accompanying this matter. Exhibit F 75C -207 LS 4.1.16 E. For these reasons, and each of them, Amendment Application No. 2016 -02 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2, The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program (Environmental Review No. 2015 -09) prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2015 -09 meets all requirements of CEQA. Section 3. The real properties located at 1506 through 1548 West First Street in Santa Ana are hereby reclassified from General Commercial (C -2) and Single Family Residence (R -1) to Specific Development No. 90 (SD -90). An amended Sectional District Map, showing the above described change in use district designation, is hereby approved and attached hereto as Exhibit A and incorporated by this reference as though fully set forth herein. Section 4. Specific Development No. 90 (SD -90) attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein is approved and adopted in its entirety. Section 5. This ordinance shall not be effective unless and until Resolution No. 2016- (Environmental Review No. 2015 -09 and GPA No. 2016 -02) and Ordinance No. 2016- (Amendment Application No. 2016 -02) are adopted and become effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 6. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. 75C -208 LS 4. 1.16 ADOPTED this —__ day of APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: deeea C-- Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: NOT PRESENT: Councilmembers Councilmembers 2016. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2016, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75C -209 LS 4.1.16 Sectional District Map 75C -210 Santa Ana Zoning Designations I Description J1 Community Commercial GC Ginemment Center RE Residential Estate 'I -MO Community Commercial- Museum Olstnct Ml Light Industrial SD Specific Development s C2 General Commercial M2 Heavy Industrial SP Specific Plan 1 CA Planned Shopping Center 0 Open9pace TV Transit Village C5 Aderial Commercial P Professional UC Urban Center CDR Corridor Ri Single - Family Residence UNI Urban Neighborhood l OR Commercial Residential R2 Twc- Family Residence UN2 Urban Neighborhood 2 P s s r ^> PSM South Main Street Commercial District R3 Multiple - Family Residence as c yb G � Ex -HEP mO to 1160. Y� +q 0 500 Pp nME9NO M1vE'P�EVI K-R i EXHIBl Feet TA „P,M1��o,n 75C -211 LS 4.1.1 B r C Specific Development No. 90 (SD -90) 75C -212 SPEC IPIC DEV E L O PNI ENT STANDARDS SPECIFIC DEVELOPMENT PLAN NO. 90 First and Pacific Project SECTION 1— ADDlicability of Ordinance The Specific Development Zoning District No, 90 (SD -90), as authorized by Chapter 41, Division 26, Section 41 -593 et seq., of the Santa Ana Municipal Code, is subject to the standards and regulations contained in this plan for the express purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Cade shall apply unless expressly waived or superseded by this ordinance. SECTION 2— Purpose The Specific Development Plan No. 90 for the First and Pacific Project consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. SECTION 3 — Uses Permitted in Specific Development Plan No. 90 The following uses are permitted in the SD -90 zoning district: a. One - family dwellings b. Multiple- family dwellings not exceeding a density of 26 dwelling units /acre. c. Accessory buildings and structures d. Community buildings e. One (1) temporary real estate office devoted to the sale of real estate in the tract in which it is located, which shall be used until all units close escrow, f. Home occupations, pursuant to section 41 -192.1 et. seq. of the Santa Ana Municipal Code SECTION 4 • Uses Subject to a Conditional Use Permit in Specific. Development Plan No, 90 Any use which may be permitted in the R -2 district subject to the issuance of a conditional use permit pursuant to section 41 -247.5 may likewise be permitted in the Specific Development Plan No. 90 subject to a conditional use permit SECTION 5 — Minimum Parcel Area in Specific Development Plan No. 90 The minimum parcel area is 2 acres. Existing parcels of land less than 2 acres in size will retain their legal nonconforming status. SECTION 6 — Minimum Street Frontage in Specific Development Plan No. 90 The Project (parcel) shall have a minimum street frontage of at least 200 feet. Existing parcels of land less than 2 acres in size will retain their legal nonconforming status. EXHIBIT B 75C -213 T STAA'DAROS SECTION 7— Building Height in Specific Development Plan No. 90 No primary structure shall exceed forty (40) feet or three (3) stories in height, as measured from the lowest adjacent grade of the structure to the top of the structure. SECTION 8 — Maximum Floor Area Ratio (FAR) in Specific Development Plan No. 90 The maximum FAR in Specific Development Plan No. 90 is 1.0. SECTION 9 —First Street setbacks in Specific Development Plan No. 90 There shall be a setback of not less than ten (10) feet as measured from the property line. Porches and architectural features may encroach no more than 50 percent into the required setback with a minimum distance of five (5) feet from the property line. SECTION 10 — Pacific Avenue setbacks in Specific Development Plan No. 90 There shall be a setback of not less than five (5) feet as measured from the property line. Cornices, eaves, chimneys, and similar architectural features may extend into the required setback a distance not to exceed three (3) feet. SECTION 11— Walnut Street setbacks in Specific Development Plan No. 90 There shall be a setback of not less than tan (10) feet as measured from the property line. Porches and architectural features may encroach no more than 50 percent into the required setback with a minimum distance of five (5) feet from the property line. SECTION 10 —Side vard setbacks in Specific Development Plan No. 90 A setback of not less than five (5) feet is required as measured from the property line. Cornices, eaves, chimneys, and similar architectural features may extend into the required side yard setbacks a distance not to exceed three (3) feet. SECTION 12 — Development Standards in Specific Development Plan No. 90 Lots in the SD -90 district shall comply with the following standards a. Front- and street- oriented side yards shall be landscaped, with the exception of approved driveways, utilities, sidewalks, and other hardscape features. b. The perimeter fencing for the structures cannot exceed six (6) feet in height, exclusive of pilasters and any retaining condition, unless otherwise approved by the Planning Division. SECTION 13 — Parking Requirements in Specific Development Plan No. 90 a, The minimum parking requirements for the multifamily dwelling units is two (2) enclosed parking spaces per unit. These spaces shall be in an enclosed garage, either in a side -by -side or tandem. orientation. 75C -214 b. Each parking stall in a two -car garage shall not be less than twenty (20) feet long and nine (9) feet wide. c. A minimum of fifteen (15) guest parking spaces must be provided. Any reduction in guest parking that is due to safety, circulation or other purposes is subject to the approval of the Planning Division. d. All other parking uses shall be pursuant to Santa Ana Municipal Code Chapter 41, Article XV, SECTION 14 — Open Space Standard for Specific Development Plan No. 90 1, The combined common open space provided shall be a minimum of 18,000 square feet. a. Open spaces within the project shall include, at a minimum, the following: 1) BBQs 2) Outdoor seating 3) General landscaping 4) Any other recreational amenities as permitted by the Planning Division 2. Private open space shall be provided for each unit; the total private open space per unit shall be a minimum of seventy -five (75) square feet. 3. If minor modifications are required, increases or reductions in the amount of private or common open space are subject to the approval of the Planning Division. SECTION 15 — Landscape Standards for Specific Development Plan No. 90 In the SD -90 district, all yards shall be landscaped, All landscaping shall be installed pursuant to a landscaping plan approved by the Planning Division. 1, Project Landscaping: a. Landscaping must be compliant with the City of Santa Ana's Landscape Water Conservation Ordinance and local California Water Regulations (AB t 981). b. Irrigation Systems: Landscaping shall have a filly automatic irrigation system, irrigation (including spray and /or drip) shall be provided and installed per California Water regulations and City standards. 2. All meters shall be appropriately screened from public view with trellis work and vines or a hedge -type shrub, or be incorporated into the residential structure. 3. Maintenance: a. All plant material shall be maintained per Section 41 -609 of the Santa Ana Municipal Code, 3 75C -215 75C -216