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HomeMy WebLinkAboutC-8128-1 - Affordable Housing Grant Agreement Regarding the Property Located at 2800 Pacific View DriveBatch 11193546 Confirmation RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive Newport Beach, CA 92660 Page 3 of 4 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder J1111 I J 111111 Ill IIIIIIII IIII�1 �1111 1111111111 111 II NO FEE *$ R 0 0 1 3 0 3 9 5 5 4$* 202100048424211:51 am 07130121 90 Sec4A Al2 9 0.00 0.00 0.00 0.00 24.00 0.00 0.000.000.00 0.00 Exempt LORI Recording Fees per Cal. Gov. Code §§ 6103 and 27363) SPACE ABOVE THIS LINE FOR RECOROERS USE APN 458-321-04 SECOND AMENDMENT TO THE AFFORDABLE HOUSING AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH This Second Amendment to the Affordable Housing Agreement ("Second Amendment") is made and entered into by and between the City of Newport Beach, a California municipal corporation and charter city ("City"), and Seaview Lutheran Plaza, Inc., a California nonprofit corporation ("Owner"), individually referred to as "Party" or collectively 'Parties", with an effective date of_, 30, 2021 ("Effective Date"), and is made on the basis of the following facts, intentions and understandings. RECITALS A. Owner is the owner of the fee interest of that certain senior citizen residential project of 100 affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800 Pacific View Drive in the City of Newport Beach, Orange County, California, as more particularly described in the legal description attached hereto as Exhibit "A" ("Property"). B. On September 22, 2009, City and Owner entered into an Affordable Housing Agreement to repair the existing water distribution system, as recorded against the Property in the Official Records of Orange County, California ("Official Records") on November 5, 2009, as Document No. 2009000601995 ("Agreement"), as amended by the First Amendment to Affordable Housing Agreement entered into on October 12, 2010 by and between City and Owner and recorded against the Property in the Official Records on January 6, 2011 as Document No. 2011000010923 ("First Amendment"). C. The parties desire to enter into this Second Amendment to revise Section 5 (Owner's Covenants to Maintain as Affordable Senior Housing) and Section 10 (Default) of the Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: https://(-),s.secure-recording.com/Batch/Confirmation/l 1 193546 07/30/202 1 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive Newport Beach, CA 92660 Exempt from Recording Fees per Cal. Gov. Code §§ 6103 and 27383) SPACE ABOVE THIS LINE FOR RECORDER'S USE APN 458-321-04 SECOND AMENDMENT TO THE AFFORDABLE HOUSING AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH This Second Amendment to the Affordable Housing Agreement ("Second Amendment") is made and entered into by and between the City of Newport Beach, a California municipal corporation and charter city ("City"), and Seaview Lutheran Plaza, Inc., a California nonprofit corporation ("Owner"), individually referred to as "Party" or collectively "Parties", with an effective date of_, 30, 2021 ("Effective Date"), and is made on the basis of the following facts, intentions and understandings. RECITALS A. Owner is the owner of the fee interest of that certain senior citizen residential project of 100 affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800 Pacific View Drive in the City of Newport Beach, Orange County, California, as more particularly described in the legal description attached hereto as Exhibit "A" ("Property"). B. On September 22, 2009, City and Owner entered into an Affordable Housing Agreement to repair the existing water distribution system, as recorded against the Property in the Official Records of Orange County, California ("Official Records") on November 5, 2009, as Document No. 2009000601995 ("Agreement"), as amended by the First Amendment to Affordable Housing Agreement entered into on October 12, 2010 by and between City and Owner and recorded against the Property in the Official Records on January 6, 2011 as Document No. 2011000010923 ("First Amendment"). C. The parties desire to enter into this Second Amendment to revise Section 5 (Owner's Covenants to Maintain as Affordable Senior Housing) and Section 10 (Default) of the Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Section 5(e) Owner's Covenants to Maintain as Affordable Senior Housing. Section 5(e) of the Agreement is amended in its entirety and replaced with the following: "(e) Each Affordable Unit shall meet the affordability and eligibility criteria and requirements of Sections 5(b) through 5(d) of this Agreement for eighteen (18) years from the date the Section 202 Loan Agreement expires, which occurs on March 26, 2021." 2. Section 10(b) Default. Section 10(b) of the Agreement is amended in its entirety and replaced with the following: "(b) Repayment. In the event of termination for cause as provided in subsection (a) of Section 10 of this Agreement, Owner shall within ten (10) calendar days repay the entire amount of the Agreement Funds to the City plus interest which shall bear a rate of ten percent (10%) from the date the Agreement Funds were distributed to Owner." 3. Integrated Contract. Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. In the event of a conflict between any term, provision, or condition of this Second Amendment and any term, provision, or condition of the Agreement, the terms, provisions, or conditions of Second Amendment will control. 4. Counterparts. The Parties may execute this Second Amendment in multiple counterparts, each of which constitutes an original, and all of which, collectively, constitute only one amendment. The signatures of all Parties need not appear on the same counterpart. This Second Amendment is valid, binding, and enforceable against a Party only when executed by an authorized individual on behalf of a Party by means of an original manual signature. This Second Amendment is effective upon delivery of one executed counterpart from each Party to the other Party. In proving this Second Amendment, a Party must produce or account only for the executed counterpart of the Party to be charged. [SIGNATURES ON NEXT PAGE] Second Amendment to Affordable Housing Agreement Page 2 IN WITNESS WHEREOF, the parties have caused this Second Amendment to be executed on the dates written below. CITY: CITY OF NEWPORT BEACH, a California municipal corporation and charter city Date: �3o pZ By: S'ew'm� Seimone Jurjis Community D elopment Director ATTEST: Date: APPROVED AS TO FORM: CITY ATTORNEY'§ ATTORNEY'OFFICE Date: ? ?� Z �trFOR� B-- on C. HuM�Z�(ti� 1 �v City AttornryvoK\/ OWNER: SEAVIEW LUTHERAN PLAZA, INC., a California nonprofit corporation Date: By: Eric Satermo President Date: By: Dorothea Sue Silays Secretary [Owners must sign in the presence of notary public.] [END OF SIGNATURES] Attachments: Exhibit A — Legal Description of Property Second Amendment to Affordable Housing Agreement Page 3 IN WITNESS WHEREOF, the parties have caused this Second Amendment to be executed on the dates written below. CITY: CITY OF NEWPORT BEACH, a California municipal corporation and charter city Date: By: Seimone Jurjis Community Development Director ATTEST: Date: Leilani I. Brown City Clerk APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: Aaron C. Harp City Attorney OWNER: SEAVIEW LUTHERAN PLAZA, INC., a California Tonprofit orporation Dater v rt i By: Eric Satermo President Date: "Ai orothea Sue Silays Secretary [Owners must sign in the presence of notary public.] Attachments: Exhibit A - Property [END OF SIGNATURES] Second Amendment to Affordable Housing Agreement Page 3 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 QrGe.flq L ) On TU 1 3 0, 2021 before me, �� ►�. �i 'tt'�, t40 �" ?()0 i7C,. (insert name and title of the o icer) personally appeared Mont To r - 'j � S who proved to me on the basis of satisfactory evidencelo be the persoroo-whose namQ�w) is/aFe subscribed to the within instrument and acknowledged to me that he/stKe- t *y executed the same in his/hpftei-authorized capacity(&&), and that by his/hsr Wm4f-signature,, on the instrument the person{sj, or the entity upon behalf of which the persor>Wacted, 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. WITNESS my hand and official seal.KIM RIEFF Notary Public - Calif ornia iorange County_ Commission r 2317439 *my Comm. Expires Jan 26, 2024 Signature (Seal) 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 o>/VGS On `� , 2021, before tne, Lorraine E. Peterson, Notary Public, personally appeared, t� i v✓ 0 a,,i ,e L) 0 R 3,4,E 4 S1 zE S who proved to me on the basis of satisfactory evidence to be the person( wwhose name(s) is/are subscribed to the within instrument and acknowledged to me that hate/they executed the same in h4s&"/their authorized capacity(ies), and that by hislher/their signatures 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 is true and correct. WITNESS my and and official seal. (seal) My Commission Expires: March 28, 2023 LORRAINE E. PETERSON Not Name: Lorraine E. Peterson t- �Y COMM. #2279188 z 0. Notary Public - California p Notary Registration Number: 2279188 Fes', Orange County oaa My Comm. Expires Mar, 28, 2023 Notary Phone: 714-329-0139 County of Principal Place of Business: Orange EXHIBIT "A" LEGAL DESCRIPTION OF PROPERTY Parcel 1, in the City of Newport Beach, County of Orange, State of California, as shown on a Map filed in Book 149, Pages 25 and 26 of Parcel Maps, in the Office of the County Recorder of Orange County, California on August 25, 1980. Copy of Parcel Map 80-712 Attached Assessor's Parcel No. 458-321-04 Second Amendment to Affordable Housing Agreement Page A-1 S -61.1I Or 1 SKC,S NSOBDIYTSION 515 5 FMLE[1 5_PARCEL IAP N0. 80-712 357 ACRES D;ROCS, sA:O.A IA1SWC I'lll"ll A0 1N III% CIT' OF NELMORI KAON. COWl1 OF ORAIICE. LIME OF 0ALIFORN1A M90 KIND A SUIDI.ISIW Or A PORTION DS KWA 15 OI IRY[+C't MIOIYISIW 5 SIR AS rER w AICGROCo II ROW �. FA" I of HISCTLLARS005 ItE."D MI5- •A'O.Il1�.U. R.,�.r-�� `7 AECOROS OF aA+'C Coo IT. cu ISCRAT.• �Ra �AavRlFs aR•Ar•Gt.I�R 4 tT OO TIILLIAN J. FROS1. 1.5. 5709 DATE OF SVRrfiT• MRIL 70. 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IAM 4 rAW rl S!!49' 12b p Ott Ll PARCEL # lb 1�7 oPARC454 Z 0 12b Batch 11193546 Confirmation RECORDED AT THE REQUEST OF AND WHEN RECORDED, RETURN TO: City of Newport Beach 100 Civic Center Drive Newport Beach, California 92660 Attn: City Clerk Page 1 of 4 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder II I I II III III IIII I II I I I II II NO FEE *$ R 0 0 1 3 0 3 9 5 5 3$ 202100048424111:51 am 07130121 90 Sec4A Al2 7 0.00 0.00 0.00 0.00 18.00 0.00 0.000.000.00 0.00 (Exempt from Recording Fees per Cal. Gov. Code §§ 6103 and 27383) APN: 458-321-04 AMENDMENT NO.ONE TO AFFORDABLE HOUSING GRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH, CALIFORNIA This AMENDMENT NO. ONE TO AFFORDABLE HOUSING GRANT AGREEMENT ("Amendment No. One") is made and entered into by and between the City of Newport Beach, a California municipal corporation and charter city, ("City") and Seaview Lutheran Plaza, Inc., a Califomia nonprofit corporation ("Owner"), with an effective date of March 15, 2017 ("Effective Date") and is made on the basis of the following facts, intentions and understandings: RECITALS A. On July 26, 2016, City and Owner entered into the Affordable Housing Grant Agreement ("Agreement") for improvements to be made to the one hundred (100) affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800 Pacific View Drive in the City of Newport Beach, County of Orange, State of California, Assessor's Parcel Number. 458-321-04, as more particularly described in the legal description attached to the Agreement as Exhibit A ("Property"). B. The Property contains one hundred (100) apartment unit bathrooms in need of rehabilitation, including Americans with Disabilities Act ("ADA") compliant fixture replacement for six (6) ADA units with wheelchair accessibility. The six (6) ADA compliance bathrooms will be refurbished as mobility units and will include wheelchair accessible showers including shower wands, ADA compliant toilets, safety grab bars, sink, vanity, mirror, hard surface flooring, paint and lighting ("Improvements"), as more particularly described in the permitted plans scope of work_ C. The rehabilitation and repairs shall include the replacement in ninety four (94) standard units of bathtubs with new showers with glass doors, safety grab bars inside the showers, shower wands, and new hard surface flooring. https://gs.sectire-recording.com/Batch/Confirmation/1 1193546 07/30/2021 RECORDED AT THE REQUEST OF AND WHEN RECORDED, RETURN TO: City of Newport Beach 100 Civic Center Drive Newport Beach, California 92660 Attn: City Clerk (Exempt from Recording Fees per Cal. Gov. Code §§ 6103 and 27383) APN: 458-321-04 AMENDMENT NO. ONE TO AFFORDABLE HOUSING GRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH, CALIFORNIA This AMENDMENT NO. ONE TO AFFORDABLE HOUSING GRANT AGREEMENT ("Amendment No. One") is made and entered into by and between the City of Newport Beach, a California municipal corporation and charter city, ("City") and Seaview Lutheran Plaza, Inc., a California nonprofit corporation ("Owner"), with an effective date of March 15, 2017 ("Effective Date") and is made on the basis of the following facts, intentions and understandings: RECITALS A. On July 26, 2016, City and Owner entered into the Affordable Housing Grant Agreement ("Agreement") for improvements to be made to the one hundred (100) affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800 Pacific View Drive in the City of Newport Beach, County of Orange, State of California, Assessor's Parcel Number: 458-321-04, as more particularly described in the legal description attached to the Agreement as Exhibit A ("Property"). B. The Property contains one hundred (100) apartment unit bathrooms in need of rehabilitation, including Americans with Disabilities Act ("ADA") compliant fixture replacement for six (6) ADA units with wheelchair accessibility. The six (6) ADA compliance bathrooms will be refurbished as mobility units and will include wheelchair accessible showers including shower wands, ADA compliant toilets, safety grab bars, sink, vanity, mirror, hard surface flooring, paint and lighting ("Improvements"), as more particularly described in the permitted plans scope of work. C. The rehabilitation and repairs shall include the replacement in ninety four (94) standard units of bathtubs with new showers with glass doors, safety grab bars inside the showers, shower wands, and new hard surface flooring. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Exhibit B to the Agreement shall be replaced in its entirety with the "Scope of Work", attached hereto and incorporated by reference. The Scope of Work shall be completed by a California licensed contractor facilitated by Owner. 2. Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Amendment No. One to Affordable Housing Grant Agreement Page 2 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year written below. CITY: CITY OF NEWPORT BEACH, a municipal c rportion and charter city Date: By. Jze'�' Seimone Jurji Community Development Director ATTEST: Date: Leilani I. Brown City Clerk OWNER: SEAVIEW LUTHERAN PLAZA, INC., a California nonprofit corporation Date: Eric Satermo Chief Executive Officer Date: In Dorothea Sue Silays Secretary [END OF SIGNATURES] [Owners must sign in the presence of notary public.] Attachments: Exhibit B - Scope of Work Amendment No. One to Affordable Housing Grant Agreement Page 3 APPROVED AS TO FORM: v CITY ATTOR EY' OFFICE Date: �gc�FoaN�P By: C. Har `1W Attorney OWNER: SEAVIEW LUTHERAN PLAZA, INC., a California nonprofit corporation Date: Eric Satermo Chief Executive Officer Date: In Dorothea Sue Silays Secretary [END OF SIGNATURES] [Owners must sign in the presence of notary public.] Attachments: Exhibit B - Scope of Work Amendment No. One to Affordable Housing Grant Agreement Page 3 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year written below. CITY: CITY OF NEWPORT BEACH, a municipal corporation and charter city Date: Seimone Jurjis Community Development Director ATTEST: Date: By: Leilani I. Brown City Clerk APPROVED AS TO FORM: CITY ATTOR dE OFFICE Date. 7 2/ By: ar n C. HarI►�tz► Attorney " 7`7 OWNER: SEAVIEW LUTHERAN PLAZA, INC., a Californi nQnprofit corporation Date. ,,1- J+^ By: Eric Satermo Chief Executive Officer Date: By:V", � r rothea ��ueilays Secretary [END OF SIGNATURES] [Owners must sign in the presence of notary public.] Attachments: Exhibit B - Scope of Work Amendment No. One to Affordable Housing Grant Agreement Page 3 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 Qt' nqc ) On ,30, x'LO2 before me, h t VV% RttF+# NO amu- -P0 �1 L (insert name and title of the o cer) personally appeared CJ t- 6 V11, 0 n2 C. TA) r:j b 5 who proved to me on the basis of satisfactory evidence to be the persop.(e� whose name4s) is/aFe subscribed to the within instrument and acknowledged to me that he/ah4e4t44y executed the same in his/he 1tt3Pir authorized capacity(o&)-and that by his/ty�r signature,(.&.) on the instrument the person(&}, or the entity upon behalf of which the persoQk&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. WITNESS my hand and official seal. Kim RIEFF Notary PUbHC - Calflornia Orange County Commission a 2317439 My Comm. Expires Jon 26, 202 Signature (Seal) 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 ) ss. On , 20,E-1 before me,� Notary P blic, personally appeared L sat—z")D who proved to me on the basis of satis7actory 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 signatures(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 is true and correct. WITNESS y hand and official seal., LYNN KIM NGO ...�• Notary Public - California =� _-_ Orange County _ "•'` Commission d 2243019 I atur My Comm, Expires May 18, 2022 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 N(GiA4(=- } ss. On 0-7 a4- 20--ZA before me, WVI A Notary Public, personally appeared S 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 signatures(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 is true and correct. WITNE my hand and official seal. 'LYNN KIM NGO Notary Public - California , (/j •"`= Orange County Commission 2243018 Sign M (M, Expires May 18, 2022 Amendment No. One to Affordable Housing Grant Agreement Page 4 EXHIBIT B SCOPE OF WORK 6 Mobility Units Bathroom rehabilitation of six (6) existing mobility units as follows: • ADA compliant toilet fixtures; • Removal of tubs; • Installation of wheelchair accessible showers; • Installation of new and/or existing grab bars; • Installation of sliding adjustable shower wands; • Installation of new sinks and mirrors; • Replacement of hard surface flooring; and • New paint and lighting. 94 Standard Units Partial bathroom rehabilitation of 94 standard units as follows: • Removal of tubs; • Installation of shower; • Installation of new and/or existing grab bars in the showers; • Installation of sliding adjustable shower wands; and • Replacement of hard surface flooring. Amendment No. One to Affordable Housing Grant Agreement Page B-1 Document -1733719 -Page -1 RECORDED AT THE REQUEST OF AND WHEN RECORDED, RETURN TO: City of Newport Beach 100 Civic Center Drive Newport Beach, California 92660 Attn: City Clerk (Exempt from Recording Fees per Cal. Gov. Code §§ 6103 and 27383) APN: 458-321-04 Page 1 of 1 :Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder 1111 IIIIII1II1II1111II III1111111111111111111111111111 NO FEE *$ R 0 0 0 8 6 2 3 5 2 9$ 201600039681812:19 pm 08122116 90 SC5 Al2 19 0.00 0.00 0.00 0.00 54.00 0.00 0.00 0.00 (SPACE ABOVE THIS LINE FOR RECORDER'S USE) AFFORDABLE HOUSING GRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH, CALIFORNIA This_,AFFORDABLE HOUSING AGREEMENT ("Agreement") is entered into as of this day of X19 , July 2016 ("Effective Date") by and between the City of Newport Beach, a California municipal corporation and charter city, ("City") and Seaview Lutheran Plaza, Inc., a California nonprofit corporation ("Owner'), and is made on the basis of the following facts, intentions and understandings: RECITALS WHEREAS, providing and maintaining low and moderate income housing options in the City of Newport Beach furthers the City's affordable housing goals and objectives as expressed in the Housing Element; WHEREAS, City is a municipal corporation which has received funds from the payment of affordable housing in -lieu fees by previous developers of market rate housing who did not provide affordable housing units in compliance with the City's Housing Element; WHEREAS, Owner is the owner of the fee interest of that certain senior citizen residential project of one hundred (100) affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800, Pacific View Drive in the City of Newport Beach, County of Orange, State of California, Assessor's Parcel Number: 458-321-04, as more particularly described in the legal description and depiction attached hereto as Exhibit A ("Property"); WHEREAS, Owner currently provides extremely -low and very low-income senior housing under the U.S. Department of Housing and Urban Development, Project Based Contract Section 8 Program ("Section 8"), and intends to continue to use the Property to provide extremely -low and very low-income senior housing; WHEREAS, the Property contains one hundred (100) apartment units in need of bathroom rehabilitation, including Americans with Disabilities Act ("ADA") compliant fixture replacement, which includes six (6) units with wheelchair accessibility. All rehabilitation and repairs shall include, but are not limited to the following new items: ADA -compliant toilets, showers with glass doors, safety grab bars, shower wands, sink, vanity, mirror, hard surface flooring, paint, and lighting ("Improvements") as more particularly described in the Scope of about:blank 08/22/2016 RECORDED AT THE REQUEST OF AND WHEN RECORDED, RETURN TO: City of Newport Beach 100 Civic Center Drive Newport Beach, California 92660 Attn: City Clerk (Exempt from Recording Fees per Cal. Gov. Code §§ 6103 and 27383) (SPACE ABOVE THIS LINE FOR RECORDER'S USE) APN: 458-321-04 AFFORDABLE HOUSING GRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND SEAVIEW LUTHERAN PLAZA, INC., REGARDING THE PROPERTY LOCATED AT 2800 PACIFIC VIEW DRIVE, NEWPORT BEACH, CALIFORNIA This AFFORDABLE HOUSING AGREEMENT ("Agreement") is entered into as of this day ofZiit;'' i, July 2016 ("Effective Date") by and between the City of Newport Beach, a California municipal corporation and charter city, ("City") and Seaview Lutheran Plaza, Inc., a California nonprofit corporation ("Owner"), and is made on the basis of the following facts, intentions and understandings: RECITALS WHEREAS, providing and maintaining low and moderate income housing options in the City of Newport Beach furthers the City's affordable housing goals and objectives as expressed in the Housing Element; WHEREAS, City is a municipal corporation which has received funds from the payment of affordable housing in -lieu fees by previous developers of market rate housing who did not provide affordable housing units in compliance with the City's Housing Element; WHEREAS, Owner is the owner of the fee interest of that certain senior citizen residential project of one hundred (100) affordable dwelling units commonly known as Seaview Lutheran Plaza located at 2800 Pacific View Drive in the City of Newport Beach, County of Orange, State of California, Assessor's Parcel Number: 458-321-04, as more particularly described in the legal description and depiction attached hereto as Exhibit A ("Property"); WHEREAS, Owner currently provides extremely -low and very low-income senior housing under the U.S. Department of Housing and Urban Development, Project Based Contract Section 8 Program ("Section 8"), and intends to continue to use the Property to provide extremely -low and very low-income senior housing; WHEREAS, the Property contains one hundred (100) apartment units in need of bathroom rehabilitation, including Americans with Disabilities Act ("ADA") compliant fixture replacement, which includes six (6) units with wheelchair accessibility. All rehabilitation and repairs shall include, but are not limited to the following new items: ADA -compliant toilets, showers with glass doors, safety grab bars, shower wands, sink, vanity, mirror, hard surface flooring, paint, and lighting ("Improvements") as more particularly described in the Scope of Work attached hereto as Exhibit B, and all work shall be completed by a California licensed contractor facilitated by Owner; WHEREAS, Owner has requested a waiver of building permit and inspection fees; WHEREAS, Owner shall maintain affordability restrictions on the Property until March 26, 2069, which is an additional thirty (30) years beyond the present expiration of the existing affordability restrictions on March 26, 2039. Should Owner or its successors or assigns choose to terminate this Agreement prior to March 26, 2069, the Agreement Funds (as defined below) plus interest shall be repaid to the City as provided in this Agreement. In no case shall this Agreement be terminated prior to March 26, 2039; WHEREAS, City has relied on the information submitted by Owner, including the Owner's financial resources, ownership and commitment to maintaining the affordable housing use of the Property, to determine Owner's eligibility to receive assistance provided under this Agreement; WHEREAS, funding from City is essential for preserving the supply of affordable rental units in the City of Newport Beach; and WHEREAS, City desires to expend affordable housing in -lieu funds to complete the Improvements and preserve the affordable housing units. NOW, THEREFORE, the Recitals set forth above are a substantive part of this Agreement and for good and valuable consideration the parties agree as follows: Section 1. The term of this Agreement shall commence on the Effective Date and shall expire on March 26, 2069, unless terminated earlier as set forth herein. Section 2. Agreement Funds. City does hereby agree to disburse to the Owner an amount not to exceed Eight Hundred Thousand Dollars ($800,000.00) ("Agreement Funds") solely to pay for the Improvements in accordance with and subject to the terms and conditions of this Agreement. The Agreement Funds shall only be disbursed by the City to Owner provided the Owner is not in breach of this Agreement. Section 3. Conditions Precedent to Fund Disbursement. (a) The Agreement Funds shall be disbursed in accordance with the following procedures: 1. Prior to disbursement of any Agreement Funds, Owner shall execute and deliver to the City this Agreement and a copy of an executed contract(s) by and between Owner and each contractor and subcontractor providing for the completion of the Improvements, which agreements shall provide the total costs of completing the Improvements; 2. Prior to disbursement of any Agreement Funds, Owner shall obtain any required permits for the Improvements by City's Community Development Department and other government approvals as required; 3. Prior to disbursement of any Agreement Funds, Owner shall provide the City with certificates of insurance for each contractor and subcontractor with original endorsements Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 2 effecting coverage required by this Agreement and as set forth in detail in Exhibit C, which is attached hereto and incorporated herein; and 4. Upon verification by the City that Owner has complied with this Section 3, Subsections (a) (1) through (4), the City shall disburse funds to Owner up to the amounts covered by the approved executed contracts. (b) The parties hereto agree that the City shall not be obligated to reimburse Owner and Owner shall be required to reimburse the City within ten (10) calendar days, the entire amount of any Agreement Funds paid to Owner under this Agreement if any of the following conditions occur: 1. The Owner does not obtain a final inspection for the Improvements and signature on the permits that the project is completed by the City Community Development Department, Building Division within twelve (12) months of permit issuance; or 2. Owner fails to submit a lien release in such form as approved by City within thirty (30) calendar days of signature on the permits; or 3. Owner defaults in the performance of Owner's obligations under this Agreement; or 4. If any of the Agreement Funds disbursed by City are not used for the construction of the Improvements. (c) Interest on sums owed to the City shall be the greater of ten percent (10%) interest per annum or highest interest rate allowed by federal law (which is subject to change), until balance is paid. Section 4. Owner Responsibility. The parties hereto acknowledge and agree as follows: (a) The City and Owner are not entering into a joint venture. Nothing in this Agreement shall be deemed to constitute approval for Owner or any of Owner's employees or agents, to be the agents or employees of City. (b) Owner shall contract for and be responsible for the Improvements. City and all officers, employees and representatives thereof shall not be responsible in any manner: for any loss or damages that may happen as a result of this Agreement; the construction of the Improvements or any part thereof; for any loss or damage to any of the materials or other things used or employed in performing the construction of the Improvements, for injury to or death of any person either workers or the public; or for damage to property from any cause arising from the construction of the Improvements by the Owner, its contractor or subcontractor, or its workers, or anyone employed by Owner. The manner and means of conducting the work on the Improvements are under the control of Owner, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. (c) City shall have no responsibility or liability to Owner or any third party regarding any action or failure of any contractor, subcontractor, supplier or third party and that City in no way guarantees any of the work to be done or the materials to be supplied. City's sole Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 3 obligation with respect to the Improvements shall be for disbursement of the Agreement Funds in accordance with the terms of this Agreement. Section 5. Owner's Covenants to Maintain as Affordable Senior Housing. Owner shall maintain all units at the Property, except for the Building Relief staff unit, defined below, ("Affordable Units") as affordable senior housing subject to the following conditions: (a) All one hundred (100) of the Affordable Units shall be one (1) bedroom units. One (1) of these units may be utilized as an on-site "Building Relief" staff unit. (b) With the exception of the one (1) "Building Relief' staff unit, all Affordable Units shall be rented to persons or families earning no more than fifty percent (50%) of the Orange County ("County") annualized median income ("Very Low -Income"). The wait -list for Affordable Units shall give alternating preference to persons or families earning no more than thirty percent (30%) of the County's annualized median family income ("Extremely -Low Income") in such a way as to ensure that fifty percent (50%) of the annual new rentals are rented to Extremely -Low Income persons or families. (c) The annual gross rent shall be set by Owner's Section 8 agreement with the U.S. Department of Housing and Urban Development ("HUD"). Owner's HUD agreement limits the tenant's share of the total monthly rent to no more than thirty percent (30%) of the tenant's adjusted monthly net income. In the event that no Section 8 agreement is entered into between Owner and HUD for the Property or Affordable Units, all Affordable Units shall be rented for an Affordable Rent. As used herein, "Affordable Rent" means rent, a monthly amount which, together with utility allowance, does not exceed: one twelfth (1/12th) of thirty percent (30%) of the fifty percent (50%) of annual median income, adjusted by household size based on the number of bedrooms in the unit. (d) Owner shall limit public occupancy of the Affordable Units to elderly and six (6) units for mobility -impaired handicapped persons and families as defined in Section 202 of the Housing Act of 1959 and applicable HUD regulations. The criteria governing eligibility of tenants for admission to Section 8 units and the conditions of continued occupancy shall be in accordance with the Housing Assistance Payments agreement currently in effect upon the Property and the HUD approved Resident Selection Plan ("RSP"). (e) Each Affordable Unit shall meet the affordability and eligibility criteria and requirements of this Agreement until March 26, 2069, a period of sixty (60) years subsequent to the date the first Affordable Housing Agreement between the City of Newport Beach and Seaview Lutheran Plaza, Inc., dated September 22, 2009, as amended, expires. (f) Owner shall be responsible for ensuring that persons or families who rent the Affordable Units properly qualify to occupy the units under the terms of this Agreement. Selection of the tenants of the Affordable Units shall be made on the basis of criteria that are neutral as to race, religion, sex, creed, ethnic origin, marital status, or any other constitutionally impermissible standard. (g) Owner shall provide to City such information as is reasonably requested by City or its agents in connection with City's annual monitoring of the Affordable Units within ten (10) calendar days of the request and the information shall be verified in writing by Owner under penalty of perjury. Such information shall include, at a minimum, the following for each Affordable Unit: Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 4 1. Rental rate; 2. Name of current tenant; 3. Initial occupancy date of current tenant; 4. Household size of current tenant; 5. Household income of current tenant, and information upon which Owner relied to qualify current tenant. Once a tenant is qualified for occupancy of an Affordable Unit, that tenant shall be deemed to have qualified for occupancy. Thereafter, each tenant must be re- certified annually as to his or her income for the purposes of determining their thirty percent (30%) monthly rent share; and 6. Interest and/or waiting list. (h) Each Affordable Unit shall meet HUD Section 8 Housing Quality Standards, local and state housing and building codes, and shall be free and clear of lead-based paint hazards. Owner shall maintain, at Owner's sole cost and expense, the Affordable Units and Property in good condition, in good repair, and in decent, safe, sanitary and habitable living conditions during the term of this Agreement. Section 6. Covenants Recorded Against the Property. This Agreement shall be recorded in the Official Records of Orange County, California. All of the covenants and restrictions set forth in this Agreement shall be equitable servitudes and covenants running with the land pursuant to applicable law, including, without limitation, California Civil Code Section 1468. Each covenant to do or refrain from doing some act on or affecting the Property is for the benefit of the Property. Each covenant shall run with the Property, and any portion thereof, as applicable, and shall benefit or be binding upon each successive owner during its ownership of the Property. The covenants herein contained shall, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of all the parties hereto; and all of the parties hereto shall be jointly and severally liable hereunder. Upon expiration this Agreement or after termination for cause and the repayment of the Agreement Funds and interest, Owner and the City shall sign documents in recordable form (provided by the Owner giving notice and subject to approval by the City Attorney) as may be necessary to remove the effect of this Agreement from the Property in the Official Records of Orange County. Section 7. Indemnity; Hold Harmless. To the fullest extent permitted by law, Owner shall indemnify, defend and hold harmless City, its elected or appointed officers, agents, officials, employees, volunteers, and any person or entity owning or otherwise in legal control of the Property upon which Owner performs the Improvements and/or services contemplated by this Agreement (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a "Claim;" collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to this Agreement, any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials or Owner's presence or activities related to the Improvements or pursuant to this Agreement Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 5 (including, but not limited to, the negligent and/or willful acts, errors and/or omissions of Owner, its principals, officers, agents, employees, vendors, suppliers, contractors, consultants, subcontractors, suppliers anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Owner to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Owner. Section 8. Non -Discrimination. (a) Owner shall be responsible for ensuring that persons or families who rent the Affordable Units properly qualify to occupy the units under the terms of this Agreement. Selection of the tenants of the Affordable Units shall be made on the basis of criteria that are neutral as to race, religion, sex, creed, ethnic origin, marital status, or any other constitutionally impermissible standard. (b) Owner represents that it is an equal opportunity employer and it shall not discriminate against any contractor, subcontractor, supplier, employee or applicant for employment because of race, religion, sex, creed, ethnic origin, marital status, or any other constitutionally impermissible standard. Section 9. Compliance. Owner agrees to strictly comply with all requirements of this Agreement. Section 10. Default. (a) Termination for Cause. In the event the City determines that there has been any fraud or deceit by Owner including, but not limited to, any material misrepresentation by Owner, the City may, in its sole discretion, immediately terminate this Agreement. In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of five (5) calendar days, or if more than five (5) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within five (5) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. (b) Repayment. In the event of termination for cause as provided in this Agreement, Owner shall within ten (10) calendar days repay the entire amount of the Agreement Funds to the City plus interest which shall bear a rate of ten percent (10%) from the date the Agreement Funds were distributed to Owner. (c) Acceptance of Service of Process. In the event that any legal action is commenced by the Owner against the City, service of process on the City shall be made by personal service upon the City Clerk, or in such other manner as may be provided by law. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 6 In the event that any legal action is commenced by City against Owner, service of process on Owner shall be made in such manner as may be provided by law, whether made within or outside the State of California. Section 11. General Provisions. (a) Notices. All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third (3Id) business day after the deposit thereof in the United States mail, postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Owner to City shall be addressed to City at: To City: City of Newport Beach Attn: City Manager 100 Civic Center Drive Newport Beach, CA 92660 With copies to: City of Newport Beach Community Development Department Attn: Planning Division 100 Civic Center Drive Newport Beach, CA 92660 City of Newport Beach Community Development Department Attn: Real Property Administrator 100 Civic Center Drive Newport Beach, CA 92660 All notices, demands, requests or approvals from City to Owner shall be addressed to Owner at: To Owner: Attn: Board of Directors Seaview Lutheran Plaza, Inc. 2800 Pacific View Drive Newport Beach, CA 92625-1138 With a copy to: CARING Housing Ministries Agent for Seaview Lutheran Plaza 3204 Rosemead Boulevard, Suite 100 EI Monte, CA 91731 Either party may change its address for notice by giving written notice thereof to the other party. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 7 (b) Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by Owner and City's Community Development Director and approved as to form by City's City Attorney. (c) Owner Assignment Prohibited. In no event shall Owner assign or transfer any portion of its rights or obligations under this Agreement without the prior express written consent of City, which consent may be given or withheld in City's sole discretion. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Owner which results in changing the control of Owner shall be considered a prohibited assignment. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation. (d) Owner to File Notices. Owner shall file or record any notices of completion, cessation of labor, or any other notice that City deems necessary or desirable to protect its interest hereunder. (e) Actions. City shall have the right to commence, appear in, or defend any action or proceeding purporting to affect the rights, duties, or liabilities of the parties hereunder, or the disbursement of any proceeds of the Agreement Funds. (f) Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. (g) Construction of Words. Except where the context otherwise requires, words imparting the singular number shall include the plural number and vice versa, words imparting persons shall include firms, associations, partnerships and corporations, and words of either gender shall include the other gender. (h) Partial Invalidity. If any provisions of this Agreement shall be declared invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions hereof shall continue in full force and effect. (i) Captions and Headings. Captions and headings in this Agreement are for convenience of reference only, and are not to be considered in construing the Agreement. 0) Joint and Several Liability. If Owner consists of more than one (1) person, the obligations of this Agreement shall be the joint and several obligations of all of them. (k) Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental thereto, and supersedes all prior negotiations, discussions and previous agreements between City and Owner concerning all or any part of the subject matter of this Agreement. No verbal agreement or implied covenant shall be held to vary the provisions herein. All exhibits to this Agreement are hereby incorporated by reference herein. (1) Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 8 (m) Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. (n) Compliance with all Laws. Owner shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Owner, its contractors and subcontractors shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements. The parties expressly agree that it shall be Owner's obligation to determine whether the use of the Agreement Funds requires the payment of prevailing wages for the construction of the Improvements and to comply with any applicable laws, rules and regulations related to the payment of prevailing wages. (o) Conflicts of Interest. The Owner or its employees may be subject to the provisions of the California Political Reform Act of 1974 ("Act"), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Owner shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Owner shall indemnify and hold harmless City for any and all claims for damages resulting from Owner's violation of this Subsection. (p) Records. Owner shall keep records and invoices in connection with the Improvements. Owner shall maintain complete and accurate records with respect to the costs incurred in the Improvements and any expenditures and disbursements of the Agreement Funds, for a minimum period of four (4) years, or for any longer period required by law, from the date of final payment of any Agreement Funds under this Agreement. All such records and invoices shall be clearly identifiable. Owner shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Owner shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement during the term of this Agreement and for a period of three (3) years from the termination or expiration of this Agreement. (q) Confidentiality. All documents, including drafts, notes and communications that result from this Agreement, shall be kept confidential unless City authorizes in writing the release of information. (r) Cooperation. Owner agrees to work closely and cooperate fully with City and any other agencies that may have jurisdiction or interest in this Agreement. City agrees to cooperate with the Owner in the implementation of this Agreement. (s) Non -Liability of Officials, Employees and Agents. No official, officer, employee, agent, or representative of City shall be personally liable to Owner or its successors and assigns for any loss arising out of or connected with this Agreement and no judgment or execution thereon entered in any action hereon shall be personally enforced against any such official, officer or employee. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 9 M No Third Party Beneficiaries. The only parties to this Agreement are City and Owner. This Agreement does not involve any third party beneficiaries, and it is not intended and shall not be construed to benefit or be enforceable by any other person or entity. (u) No Attorneys' Fees. In the event of any legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. Each party shall bear its own costs and attorneys' fees. [SIGNATURES ON NEXT PAGE] Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 10 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below. CITY: CITY OF NEWPORT BEACH, a municipal corporation and charter city 0 APPROVED AS TO FORM: CITY ATT 'S OFFICE By: (J') Aaron C. arp CAM 01.1 -41kV City Attorney ATTEST: r r - By: ` Leilani`f. rown City Clerk OWNER: SEAVIEW LUTHERAN PLAZA, INC., a California nonprofit corporation By: rles . oss Board President By: Mel H rrier Board Assistant Treasurer Owners must sign in the presence of notary public [END OF SIGNATURES] Attachments: Exhibit A — Legal Description and Depiction Exhibit B — Scope of Work Exhibit C — Insurance Requirements Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 11 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 r � _ E'_ _) ss. On i4uqu 1 , 20 l (o before me, Yom` Notary Public, personally appeared Lkw-'(:°S— i� C�-DSS who proved to me on the basis of satisfactory evidence to be the persol-05 whose name, ay is/art subscribed to the within instrument and acknowledged to me that he/sheftbey executed the same in his/ber/thaff"authorized capacitykiesT, and that by his/f, er/thpirssignatureS{Ss on the instrument the persons-, or the entity upon behalf of which the person,(%) 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. KIM RIEFF WITNESS my hand and offic'al seal. Commission # 2138649 Notary Public -California 12,ee-l�l Orange County M Comm. Ex fres Jan 26, 2020 Signature (seal) 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 0 raw -4-f-- }ss. �� 1 On -S t 9 ^, 20 l before me,1 ,moi �°'t-Tf Notary Public, personally appeared =-e—Ctt't� proved to me on the basis of satisfactory evidence to be t subscribed to the within instrument and acknowledged to same in his/I}er/their authorized capacity.(ies-), and that by instrument the persorass�or the entity upon behalf of which instrument. he persori(s-) whose namos) is/afe me that he/sWthey executed the his/hetYtheir signatures,(.%-} on the the person(s) acted, executed the I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESmy hand a�1d off d seal. Signature /17 KIM RIEFF Commission # 2138649 Notary Public - California Orange County (seal)MomComm. Ex ires Jan 26,2020t Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page 12 EXHIBIT A LEGAL DESCRIPTION AND DEPICTION Parcel 1, in the City of Newport Beach, County of Orange, State of California, as shown on a Map filed in Book 149, Pages 25 and 26 of Parcel Maps, in the Office of the County Recorder of Orange County, California on August 25, 1980. Assessor's Parcel No. 458-321-05. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page A-1 SCOPE OF WORK Rehabilitation of one hundred (100) apartment bathrooms shall include, but is not limited to: o ADA -compliant toilets; o Removal of tubs; o Installation of shower with glass doors (or wheelchair accessible for six (6) units); o Installation of new and/or existing safety grab bars; o Installation of sliding/adjustable shower wand; o Installation of new sink/vanity/mirror; o Replacement of hard surface flooring; o New paint; and o Lighting. • This scope of work shall not exceed that provided for in the permits issued by the City. Improvements previously legally permitted that are currently non-compliant may remain if left unaltered. The City may require corrective action for violations considered a risk to health, safety, or a risk to life. The City may require corrective action for unpermitted improvements. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page B-1 EXHIBIT C INSURANCE REQUIREMENTS Provision of Insurance. Without limiting Owner's indemnification of City, and prior to commencement of Work, Owner shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Owner agrees to provide insurance in accordance with requirements set forth here. If Owner uses existing coverage to comply and that coverage does not meet these requirements, Owner agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Owner shall maintain Workers' Compensation Insurance providing statutory benefits and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each employee or volunteer for bodily injury by accident and each employee or volunteer for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. In addition, Owner shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with California law for all of the subcontractor's employees. The insurer issuing the Workers' Compensation insurance shall amend its policy by endorsement to waive all rights of subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers. Owner shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its elected or appointed officers, agents, officials, employees, volunteers, and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the project and/or services contemplated by this Agreement. B. General Liability Insurance. Owner shall maintain commercial general liability insurance and, if necessary, umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate and two million dollars ($2,000,000) completed operations aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Owner shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Owner arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page C-1 non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees, volunteers, and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the project and/or services contemplated by this Agreement or shall specifically allow Owner or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Owner hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. B. Additional Insured Status. All liability policies including general liability, products and completed operations, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City, its elected or appointed officers, agents, officials employees, volunteers, and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the project and/or services contemplated by this Agreement shall be included as additional insureds under such policies. C. Primary and Non Contributory. Owner's insurance coverage shall be primary insurance and/or the primary source of recovery with respect to City, its elected or appointed officers, agents, officials, employees, volunteers, , and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement. Any insurance or self-insurance maintained by City shall be excess of Owner insurance and shall not contribute with it. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days' notice of cancellation or nonrenewal of coverage (except for nonpayment for which ten (10) calendar days' notice is required) for each required coverage except Builders Risk Insurance, which shall contain an endorsement with said required notices. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Owner shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. All of the executed documents referenced in this Agreement must be returned to City within ten (10) regular City business days after the date on the "Notification of Award". Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page C-2 B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Owner ninety (90) calendar days advance written notice of such change. If such change results in additional cost to Owner, City and Owner may renegotiate the changes. C. Right to Review Subcontracts. Owner agrees that upon request, all agreements with subcontractors or others with whom Owner enters into agreements with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Owner shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Owner shall ensure that City is an additional insured on all insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 0413. D. Enforcement of Agreement Provisions. Owner acknowledges and agrees that any actual or alleged failure on the part of City to inform Owner of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Exhibit B are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If Owner maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by Owner. Any available proceeds in excess of specified minimum limits of insurance and coverage shall be available to the City. F. Self -Insured Retentions. Owner agrees not to self -insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self -insure its obligations to City. If Owner's existing coverage includes a self-insured retention, the self-insured retention must be declared to City. City may review options with Owner which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. Owner agrees to be responsible for payment of any deductibles on their policies. G. Timely Notice of Claims. Owner shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Owner's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. H. Coverage not Limited. All insurance coverage and limits provided by Owner and available or applicable to this Agreement are intended to apply to the full extent of Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page C-3 the policies. Nothing contained in this Agreement or any other agreement relating to City or its operations limits the application of such insurance coverage. Coverage Renewal. Owner will renew the coverage required here annually as long as Owner continues to provide any Work under this or any other Agreement or agreement with City. Owner shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Owner's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City with five (5) calendar days of the expiration of the coverages. Maintenance of General Liability Coverage. Owner agrees to maintain commercial general liability coverage for a period of ten (10) years after completion of the Work or to obtain coverage for completed operations liability for an equivalent period. Seaview Lutheran Plaza, Inc. Affordable Housing Grant Agreement Page C-4