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HomeMy WebLinkAboutOLSON URBAN HOUSING LLC. - 2016A-2016-117 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Attention: City Clerk A-2016-117 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder IIIIII111111111111111111IIIIIIIIIIIIIII1I 111I111IIIIIIIIIIIIIIIIIII111 NO FEE * $ R 0 0 0 8 7 7 5 7 7 4 S* 201600050940811:06 am 10118116 175 417 Al2 30 0.00 0.00 0.00 0.00 87.00 0.00 0.00 0.00 To be recorded without fee. (Space Above This Line For Recorders Use Only) B� (Government Code, §§ 6103 and 27383) J >)T INCLUSIONARY HOUSING AGREEMENT' FOR PAYMENT OF IN -LIEU FEE THIS INCLUSIONARY HOUSING AGREEMENT is dated as of August 31 2016, 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, LLC, a Delaware limited liability company ("Developer"). RECITALS A. The City's Housing Opportunity ("Ordinance") was originally adopted by the City Council on November 28, 2011 and 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 to, at the Developer's sole cost and expense, develop a sixty-two (62) unit for sale condominium project on the Property. D. On May 17 2016, the City Council: approved and adopted the Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2015-09; adopted a resolution approving General Plan Amendment No. 2016-02; adopted an ordinance approving Inclusionary Housing Agreement - In -Lieu Fee Payment Page 1 City of Santa Ana Amendment Application No. 2016-02; adopted a resolution approving Tentative Tract Map No. 2016-02 as conditioned; and, approved the vacation of excess right-of-way 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: DEFINITIONS OF TERMS The following words, terms and phrases are used in this Inclusionary 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 2014, 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. City means the City of Santa Ana, California. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 2 City of Santa Ana City Approvals are defined as the entitlement approvals and the Inclusionary 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. 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. 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. 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. Inclusionary Housing Fund means a separate fund of the City which is codified in Article XV111.1 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 Housing 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. 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 Inclusionary Housing Agreement - In -Lieu Fee Payment Page 3 City of Santa Ana Manual. The In -Lieu Fee calculation worksheet is updated quarterly. The current Affordable Housing In -Lieu Fee calculation worksheet schedule is presented in Attachment J of the Administrative Procedures Manual. 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 XVIIIA Section 41-1900 et seq. of the City's Municipal Code. Party and Parties mean the City and the Developer as parties to this Inclusionary 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 -occupied 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 Inclusionary Housing Agreement. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 4 City of Santa Ana ARTICLE 1 PARTIES; REPRESENTATIONS AND WARRANTIES; EFFECTIVE DATE; RECITALS; AND EXHIBITS Parties to this Inclusionary Housing Agreement -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-26 Santa Ana, California 92701 Attention: Program Director Facsimile Number: (714) 647-6549 -B. 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: Developer Name: Olson Urban Housing, LLC Address: 3010 Old Ranch Parkway, Suite 100 City, State and Zip code: Seal Beach, CA 90740 Attention: John Reekstin and Sandra Gottleib Tel: (562) 596-4770 Fax: (562) 596-4703 Email: tolsonCctheolsonco.com Inclusionary Housing Agreement - In -Lieu Fee Payment Page 5 City of Santa Ana II. Developer Representations And Warranties The representations and warranties of the Developer contained in Article 1 — Section II 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: II -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 persons executing this Inclusionary 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 Inclusionary 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 Inclusionary Housing Agreement. II -C. Neither the execution of this Inclusionary 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. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 6 City of Santa Ana II -D. This Inclusionary Housing Agreement is, and all agreements, instruments and documents to be executed by the Developer pursuant to this Inclusionary 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. III. Effective Date This Inclusionary Housing Agreement is dated August 31, 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. 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 Inclusionary Housing Agreement - In -Lieu Fee Payment Page 7 City of Santa Ana ARTICLE 2 INCLUSIONARY HOUSING COVENANTS I. 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 Inclusionary Housing Agreement and the requirements set forth in all the foregoing documents. II. In -Lieu Fee In lieu of providing any Inclusionary Units, the Developer shall pay to the City the sum of $757,600.00 pursuant to the applicable payment deadline(s) prescribed by the Ordinance in effect at the time of obtaining the first building permit related to the Project. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 8 City of Santa Ana ARTICLE 3 DEFAULTS AND REMEDIES 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. II. 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 Inclusionary Housing Agreement. II -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; Inclusionary Housing Agreement - In -Lieu Fee Payment Page 9 City of Santa Ana C. Injunctive relief and damages; and d. Civil citations with monetary penalties for violations of the Inclusionary Housing Agreement. 2. 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. II -B. The laws of the State of California shall govern the interpretation and enforcement of this Inclusionary Housing Agreement. II -C. In the event that any legal action is 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 -D. 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. III. Rights 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. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 10 City of Santa Ana ARTICLE 4 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, 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 two (2) calendar days after it is placed in the United States mail. 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 I. 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. III. 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 Inclusionary Housing Agreement - In -Lieu Fee Payment Page 11 City of Santa Ana which may become due to the Developer or to its successors or assignees, or on any obligations arising under this Inclusionary Housing Agreement. 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 or omission 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 omission 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. VI. 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 Inclusionary 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 or Inclusionary Housing Agreement - In -Lieu Fee Payment Page 12 City of Santa Ana jurisdiction, including without implied limitation, federal district court due to any of the following: 1. 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 Inclusionary Housing Agreement, in that the City will avoid the potential cost, expense and inconvenience of litigating in a distant forum. VIII. Successors and Assigns This Inclusionary 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. IX. No Third Party Beneficiaries The performance of the City's and the Developer's respective obligations under this Inclusionary Housing 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 Inclusionary Housing Agreement, or for the enforcement of any provisions of this Agreement, except as expressly provided otherwise herein. X. Entire Agreement 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. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 13 City of Santa Ana XI. Recordation The Developer and the City agree to permit recordation of this Inclusionary Housing Agreement, against the Property in the Office of the County Recorder of Orange County, California. The legal description for the Property is provided in Exhibit 1 to this Inclusionary Housing Agreement. XII. Termination Except as set forth elsewhere, this Inclusionary Housing Agreement shall be terminated after payment of in -lieu fee to City upon pulling first building permit. Upon the termination of this Inclusionary Housing Agreement, the Developer shall have no further obligations or liability hereunder. 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. Inclusionary Housing Agreement - In -Lieu Fee Payment Page 14 City of Santa Ana IN WITNESS WHEREOF, the Parties hereto have duly executed this Inclusionary Housing Agreement as of the dates set forth below. 1.9[e1►F�017:87GCeT TO INCLUSIONARY HOUSING AGREEMENT ATTEST: nln� n4�� Maria Huizar, Clerk oo4e Council 1[�1LIX4LLR7e1C11ViA -52 Attorney Deputy Cityq City Manage 2M CITY: CITY OF SANTA ANA A California Charter City and Municipal Corporation By: �'. Name: David Cavazos Its: City Manager Date: 1064 Inclusionary Housing Agreement - In -Lieu Fee Payment Page 15 City of Santa Ana ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange ) On bchbby a 'g)l a before me, 4�05 t\ 6, F 101/ts, N k6l ICI (insert name and title of the officer) personally appeared LM V16 C 6kVAI Z� who proved to me on the basis of satisfactory evidence to be the person(aj whose name(s)is/are subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in his/her-/theit authorized capacity(iesj, and that by his/heFAheir signature(sl on the instrument the person(o, or the entity upon behalf of which the person(•s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. -------------------- ROSA A.FLORES WITNESS my hand and official seal. ; Commission * 2057129 Notary Public - California i Orange County jdT M Comm. Expires Feb 7, 2018+ Signature Y (Seal) SIGNATURE PAGE TO INCLUSIONARY HOUSING AGREEMENT DEVELOPER: OLSON URBAN — SANTA ANA 4, LLC a Delaware limited liability company By: OLSON URBAN COMMUNITIES, LLC a Delaware limited liability company Sole Member By: OLSON URBAN VENTURES, LLC a Delaware limited liability company Sole Member By: OLSON URBAN HOUSING, LLC a Delaware limited liability company Managing Member By: IN TOWN LIVING, INC. a De aware corporation Ma gir)a Member Name: V John Reekstin vice President Community Development Title: By. Name: Todd Olson icerest President Community Development Inclusionary Housing Agreement - In -Lieu Fee Payment Page 16 City of Santa Ana A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of 0 t'Wr ) On kam v t,5 "I.01(1;+ before me, Nurvk ji�zk _�i&r4 ? t.6 c C> Date Here Insert Name and Title o�`the Officer personally appeared v. $-w� S�' "1 Gw✓& tol'a ac -;,0Y) Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws ++.� of the State of California that the foregoing paragraph VALERIE WEISEL r is true and correct. Commission # 2026792 [ Notary Public - California z WITNESS my hand and official seal. Z "'t" Orange County n My Comm. Expires Jun 10, 2017 Signature g , Signature of Notary Public Place Notary Seal Above 18121 00'r -M Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 02016 National Notary Association • www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907 EXHIBIT 1 LEGAL DESCRIPTION OF PROPERTY Inclusionary Housing Agreement — In -Lieu Fee Payment City of Santa Ana Exhibit 1 Legal Description of Property Real property in the City of Santa Ana, County of Orange, State of California, described as follows: PARCEL 1: (APN: 007-321-04) THAT PORTION OF LOT 1 OF THE SEPULVEDA TRACT, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 31 PAGE 197 OF DEEDS OF LOS ANGELES COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE CENTER LINE OF FIRST STREET 984.00 FEET WEST OF THE CORNER COMMON TO 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 OF THE LAND DESCRIBED IN THE DEED FROM E. M. COLE ET UX, TO B. 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 218.00 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 BOOK 31 PAGE(S) 197 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, ALSO BEING THAT PORTION OF SECTION 14, TOWNSHIP 5 SOUTH 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 458 OF OFFICIAL RECORDS, SAID CORNER LYING IN THE WESTERLY LINE OF 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 KUEBLER 368.00 FEET TO THE NORTHWESTERLY CORNER OF SAID LAND TO KUEBLER; THENCE EASTERLY ALONG THE NORTHERLY LINE OF SAID LAND TO KUEBLER 50.00 FEET TO THE NORTHWESTERLY CORNER OF THE LAND DESCRIBED IN DEED TO PHIL SHANEDLING INVESTMENT CO., RECORDED JULY 29, 1955 IN BOOK 3157 PAGE 147 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 1 OF THE SEPULVEDA TRACT, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 31, PAGE 197 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 FROM THE COMMON CORNER OF SECTIONS 11, 12, 13 AND 14 OF TOWNSHIP 5 SOUTH, 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 STREET; 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 NORTH 185 FEET THEREOF. i-*:4:Ii-ria SITE MAP DEPICTING PROPERTY AND ZONING DESIGNATIONS Inclusionary Housing Agreement — In -Lieu Fee Payment City of Santa Ana LANDSCAPE CONCEPT STATEMENL m-.ma.naem�,� am.emaa a�*mtie.�mmw ea�emae ao- nre.wmdvnaxwmquewmaemvamaauvmoaaamnna�wimamira tidsam+mm:mae�uac meamavwa.®aawmmnosnannrecaasa7d nni:�avaeewmenemnaararmmaauir+eanmwamr�eyma6ssNetm+y rye' rr; Schematic Overall Landscape Plan The Olson Company �m *r'o �Oeli First & Pacific - Santa Ana, CA EXHIBIT 3 Inclusionary Housing Agreement — In -Lieu Fee Payment City of Santa Ana Planning and Building Agency Planning Division Revised 5/16 20 Civic Center Plaza P.O. Box 1988 (1 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 or Corporation Area Code Phone Number 6861 La Jolla Blvd. La Jolla, CA. 920376 -Area 19) 501-2159 ling - MaiAddress AreaCode Fax -Number - Applicant The Olson Company Full name of Person, Firm or Corporation 52) 370-2255 Area Code Phone Number Mailing Address Area de Fax Number Contact Person Sandi Gottlieb sgottlieb2theolsonco.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 Numberrem Fax Number 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) INCLUSIONARY HOUSING PLAN NO. ❑ APPROVE ❑ DENY Date: S.Planning\Clerical-Counter FormsW00application 1/15 Signature: Page 1 of 4 HOUSING ALTERNATIVES Select the applicable alternatives to indicate how the project will comply with the inclusionary housing requirement: On-site construction of inclusionary units X In -lieu fee payment for entire obligation' In -lieu fee payment for 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 1 2 3 5 Total ' If the calculation orthe number of required inclusionary housing units results in a fraction, the developer has the option to (a) provide an additional inclusionary 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 S: Planning0encal-Counter FormsW00application 1/15 Proposed Ownership Housing Protects: Number of Bedrooms Unit Size (Square Feet) Number of Market Rate Units Number of Moderate Income Unit Total Number of Units Percent of Total Units Studio 1 2 1,302 4 3 1469-2108 58 58 4 5 Total 62 62 Required Exhibits to the Inclusionary Housing Plan A. 101� Narrative description of the entire project; B. [X 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 STIanningUerical-Counter Forms\HOOappllcation 1115 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 deemed necessary. I declare under penalty of perjury that the foregoing is true and correct. Executed on Property Owner's Signature Property Owner's Printed Name APPLICANT'S AFFIDAVIT see A }Bkovteg California 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 Applicant's Signature Applicant's Printed Name '7, 20 Gtr at S ea` I OeA6�, California Isa mi Page 4 of 4 S: Plan n in g\C lerical-Counter Forms1H00application 1/15 AUTHORITY TO PROCESS ENTITLEMENTS TRIS AUTHORITY TO PROCESS ENTITLEMENTS (the "Authorization") is effective as ofle 1A N 2 7 20I5, and is made by WEST FIRST PACIFIC, LLC, a California ]rmrted liabilitycom ny ("Owner") of real property located at 1506, 1524 and 1545 West First Slicer in the City of Santa Ana, County of Orange, State of California. Owner hereby authorizes Olson Land Opportmrities, LLC, aDelaware limited liability company or its assignee ("Developer") with limited powers to sign, file and process with the City of Santa Ana ("City") apptioatkms for governmental 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 platys. 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• G ©/'lino 1=C Title:A r rq AP By: Name: _ Title: J r AUTIiORITY TO PROCESS ENTITL.EMM'S THIS AUTHO ITY TO PRWESS FNTITLEMENTS (the "Authorization") is effective as of 1(12015, and is made by WI"ST FIRST PACIFIC, LLC, a California limite Iia Ility conte ty ("Owner") of teal 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 URBAN HOUSING, LLC, a Delaware limited liability company or its assignee ("Developer") with limited powers to sign, file and process with the City of Santa Ana ("City") applications for governmental 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, inriuding 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 grantany interest in the Property. This authorization shah be effective imn1ediatcly 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 fi-om the date hereof. "Own r°' By: Name: 1'itie: 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). As requested by the City, we are proposing to meet this obligation by paying an in lieu fee of $757,600.