1994 E.G. Williams Development Corp - Grant DeedFIDELITY 'v. 'i`'":. I TITLE F Ir1JJRANCE CO,
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Riverside, Catiiorr:la 92501
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RECORDING REQUESTED BY AND ) origi;-4. �il
When Recorded Mail To: ) i;R,yt,;K K..i0i-iN.:..iS_0
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County Reeordv
Stradling, Yocca, Carlson & Rauth ) RIVERSIDE COU s `: CA':IFO iilA
660 Newport Center Drive, Suite 1600 ) _
Newport Beach, CA 92660-6441 )
Attn: Dawn C. Honeywell. Esq. )
(Space Above Provided For Recorder)
MAIL TAX STATEMENTS TO: DOCUMENTARY TRANSFER TAX $ 773.85
x Computed on the consideration or value of
property conveyed; OR
_ Computed on the consideration or value less liens or
encumbrances remaining at time of sale.
Signature of Declarant or Agent determining tax -
Firm Name: Stradling, Yocca, Carlson & Rauth, a
Professional Corporation
GRANT DEED
For valuable consideration, receipt of which is hereby acknowledged,
The LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and politic
(the "Agency"), acting to carry out the Redevelopment Plan ("Redevelopment Plan") for Project
Area Number 1 (the "Project"), under the Community Redevelopment Law of California, hereby
grants E. G. WILLIAMS DEVELOPMENT CORPORATION, a California corporation
("WILLIAMS"), the real property hereinafter referred to as the "Site", described in Exhibit A
attached hereto and incorporated herein, subject to the existing easements, restrictions and
covenants of record.
1. Agency excepts and reserves from the conveyance herein described all interest of
Agency in oil, gas, hydrocarbon substances and minerals of every kind and character lying more
than five hundred (500) feet below the surface, together with the right to drill into, through and
to use and occupy all parts of the Site lying more than five hundred (500) feet below the surface
thereof for any and all purposes incidental to the exploration for and production of oil, gas.
hydrocarbon substances or minerals from said Site or other lands, but without, however, any
right to use either the surface of the Site or any portion thereof within five hundred (500) feet of
eueu20442 111871 B2338.22
10/'_4/94
the surface for any purpose or purposes whatsoever, or to use the Site in such a manner as to
create a disturbance to the use or enjoyment of the Site.
2. The Site is conveyed in accordance with and subject to the First Restated and
Amended Disposition and Development Agreement between Agency and WILLIAMS dated
September 30, 1994 (the "DDA"), a copy of which is on file with Agency at its offices as a
public record and which is incorporated herein by reference. The DDA generally requires
WILLIAMS to construct sixty (60) detached single-family homes, ninety (90) rental units
designed for occupancy by senior citizens, one manager unit, and streets, gutters, drainage and
other off -site facilities as set forth therein. All terms used herein shall have the same meaning as
those used in the DDA.
3. WILLIAMS covenants and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that upon the date of this Grant Deed and
during construction and thereafter, WILLIAMS shall devote the Site to the uses specified in the
the Redevelopment Plan and the DDA for the periods of time specified therein. WILLIAMS
agrees, that the units developed for sale to low and moderate income persons shall be sold to
income eligible person or families at an affordable housing cost for until June 15, 2029 and that
the units developed for rental to senior citizens shall be rented to income eligible persons or
families at an affordable rent until June 15, 2029. The foregoing covenants shall run with the
land.
4. (a) For the period commencing upon the date of this Grant Deed and until
June 15, 2029, WILLIAMS shall not make any total or partial sale, transfer, conveyance,
assignment, subdivision, or lease of the whole or any part of the Site, and no voluntary or
involuntary successor in interest of WILLIAMS shall acquire any rights or powers under the
DDA, without the prior written approval of Agency, except as expressly set forth herein and in
Section 106 of the DDA. Agency shall approve such a transfer in the event that the proposed
assignee or transferee executes a written agreement assuming the obligations of WILLIAMS
pursuant to the DDA and acknowledging that the transfer of the Site is subject to the provisions
set forth in the DDA.
(b) From the date of this Grant Deed until the fulfillment of all of
WILLIAMS' obligations pursuant to the DDA, mortgages, deeds of trust and sales and
leases -back encumbering WILLIAMS' fee interest in the Site are only permitted pursuant to those
circumstances set forth in Section 106 of the DDA. In connection therewith Agency and
WILLIAMS agree to execute and deliver such estoppel and consent certificates containing
provisions as are customarily requested and obtained by lenders (including, without limitation,
provisions regarding no defaults, notice and opportunity to cure).
(c) All of the terms, covenants and conditions of this Grant Deed shall be
binding upon WILLIAMS and the permitted successors and assigns of WILLIAMS. Whenever
the term "WILLIAMS" is used in this Grant Deed, such term shall include any other permitted
successors and assigns as herein provided.
5. WILLIAMS herein covenants by and for itself, its heirs, executors, administrators
and assigns, and all persons claiming under or through it, that there shall be no discrimination
against or segregation of, any person or group of persons on account of race, color, creed.
vusL:20442_111871 B2338.22 2 10/24/94
religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure or enjoyment of the land herein conveyed, nor shall WILLIAMS itself or any
person claiming under or through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use or occupancy
of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. All such
deeds, leases or contracts shall contain or be subject to substantially the following
nondiscrimination or nonsegregation clauses:
a. In deeds: "The grantee herein covenants by and for himself or herself,
his or her heirs, executors, administrators and assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group of
persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry
in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein
conveyed, nor shall the grantee or any person claiming under or through him or her, establish or
permit any such practice or practices of discrimination or segregation with reference to the
selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or
vendees in the land herein conveyed. The foregoing covenants shall run with the land."
b. In leases: "The lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns, and all persons claiming under or through
him or her, and this lease is made and accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any person or group of
persons, on account of race, color, creed, religion, sex, marital status, national origin, or
ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of
the premises herein leased nor shall the lessee himself or herself, or any person claiming
under or through him or her, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein
leased."
c. In contracts: "There shall be no discrimination against or segregation of,
any person, or group of persons on account of race, color, creed, religion, sex, marital status,
national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or
enjoyment of the premises, nor shall the transferee himself or herself or any person claiming
under or through him or her, establish or permit any such practice or practices of discrimination
or segregation with reference to the selection, location, number, use or occupancy of tenants,
lessees, subtenants, sublessees or vendees of the premises."
The foregoing covenants shall run with the land.
6. Agency shall have the right, at its election, to reenter and take possession of the
Site, with all improvements thereon, and terminate and revest in Agency the estate conveyed to
WILLIAMS if after the Closing:
a. Construction of the improvements has not commenced in accordance with
the Schedule of Performance as required by the DDA after the expiration
of a period of thirty (30) days after Notice thereof from Agency; or
PUBL:20442_1 11871 B2338.22 3 IOC4/94
b. Construction of the improvements as required by the DDA has been
abandoned or substantially suspended and has not re -commenced after the
expiration of a period of thirty (30) days after Notice thereof from
Agency.
Upon the revesting in Agency of title to the Site as provided in this Section 6,
Agency shall, pursuant to its responsibilities under state law, use its reasonable efforts to resell
the Site as soon and in such manner as Agency shall find feasible and consistent with the
objectives of such law and of the Redevelopment Plan, as it exists or may be amended, to a
qualified and responsible party or parties (as determined by Agency) who will assume the
obligation of making or completing the improvements, or such improvements in their stead as
shall be satisfactory to Agency and in accordance with the uses specified for such Site or part
thereof in the Redevelopment Plan. Upon such resale of the Site, the net proceeds thereof after
repayment of any mortgage or deed of trust encumbering the Site which is permitted by this
Agreement, shall be applied:
First, to reimburse Agency, on its own behalf or on behalf of the City, all
costs and expenses incurred by Agency, excluding City and Agency staff
costs, but specifically, including, but not limited to, any expenditures by
Agency or the City in connection with the recapture, management and
resale of the Site or part thereof (but less any income derived by Agency
from the Site or part thereof in connection with such management); all
taxes, assessments and water or sewer charges with respect to the Site or
part thereof which WILLIAMS has not paid (or, in the event that Site is
exempt from taxation or assessment of such charges during the period of
ownership thereof by Agency, an amount, if paid, equal to such taxes,
assessments or charges as would have been payable if the Site were not so
exempt); any payments made or necessary to be made to discharge any
encumbrances or liens existing on the Site or part thereof at the time or
revesting of title thereto in Agency, or to discharge or prevent from
attaching or being made any subsequent encumbrances or liens due to
obligations, defaults or acts of WILLIAMS, their successors or
transferees; any expenditures made or obligations incurred with respect to
the making or completion of the improvements or any part thereof on the
Site, or part thereof; and any amounts otherwise owing Agency, and in the
event additional proceeds are thereafter available, then
ii. Second, to reimburse WILLIAMS, their successors or transferees, up to
the amount equal to the sum of (a) the costs incurred for the acquisition
and development of the Site and for the improvements existing on the Site
at the time of the reentry and possession, less (b) any gains or income
withdrawn or made by WILLIAMS from the Site or the improvements
thereon.
PuaL:20442_11187162338.22 4 10/24/94
The rights established in this Section 6 are not intended to be exclusive of any
other right, power or remedy, but each and every such right, power and remedy shall be
cumulative and concurrent and shall be in addition to any other right, power and remedy
authorized herein or now or hereafter existing at law or in equity. These rights are to be
interpreted in light of the fact that Agency has conveyed the Site to WILLIAMS for
redevelopment purposes, particularly for development of affordable housing and appurtenant
uses, and not for speculation in undeveloped land. This Section 6 shall become void and of no
further force or effect upon WILLIAM's completion of the improvements.
7. In addition to the remedies set forth in Section 6, Agency shall have the right, at
its election, to reenter and take possession of fee title to the Site, free of any monetary liens or
monetary encumbrances, and terminate and revest in Agency the estate conveyed to WILLIAMS
if after the completion of the improvements WILLIAMS is in Default of its obligation as set forth
in the DDA and such Default has not been cured by the time set forth in Section 600 of the
DDA. The rights established in this Section 7 are not intended to be exclusive of any other right,
power or remedy, but each and every such right, power and remedy shall be cumulative and
concurrent and shall be in addition to any other right, power and remedy authorized herein or
now or hereafter existing at law or in equity. These rights are to be interpreted in light of the
fact that Agency has conveyed the Site to WILLIAMS for redevelopment purposes in
consideration of WILLIAMS' performance pursuant to the DDA. This Section 7 shall become
void and of no further force or effect upon the full performance of WILLIAMS pursuant to the
DDA.
8. No violation or breach of the covenants, conditions, restrictions, provisions or
limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the
lien or charge of any mortgage or deed of trust or security interest permitted by paragraph 4 of
this Grant Deed; provided, however, that any subsequent owner of the Site shalt be bound by
such remaining covenants, conditions, restrictions, limitations and provisions, whether such
owner's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise.
9. All covenants contained in this Grant Deed shall be covenants running with the
land. All of WILLIAMS' obligations hereunder shall terminate and shall become null and void
on June 15, 2029; provided, however, that every covenant against discrimination contained in
paragraph 5 of this Grant Deed shall remain in effect in perpetuity.
10. All covenants without regard to technical classification or designation shall be
binding for the benefit of Agency, and such covenants shall run in favor of Agency for the entire
period during which such covenants shall be in force and effect, without regard to whether
Agency is or remains an owner of any land or interest therein to which such covenants relate.
Agency, in the event of any breach of any such covenants, shall have the right to exercise all the
rights and remedies and to maintain any actions at law or suits in equity or other proper
proceedings to enforce the curing of such breach which are permitted by Section 600 of the
DDA.
11. Both Agency, its successors and assigns, and WILLIAMS and the successors and
assigns of WILLIAMS in and to all or any part of the fee title to the Site shall have the right
with the mutual consent of Agency to consent and agree to changes in, or to eliminate in whole
or in part, any of the covenants, easements or restrictions contained in this Grant Deed without
PUBL20442_111871 B2338.22 5 10/24/94
the consent of any tenant, lessee, easement holder, licensee, or any other person or entity having
any interest less than a fee in the Site. However, WILLIAMS and Agency are obligated to give
Notice to and obtain the consent of any mortgagee, ground lessee and leasehold mortgagee prior
to consent or agreement between the parties concerning such changes to this Grant Deed.
Dated:, 1994 LA QUINTA REDEVELOPMENT
AGENC
By: ��r7 ✓w
Its:
vuBL20442 1 11871 B233822 6
10/24/94
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LEGAL DESCRIPTION
ALL THAT PORTION OF PARCEL 3 OF PARCEL NAP NO. 19730 AS RECORDED IN
PARCEL HAP BOOK 122, PAGES 89 AND 90, RECORDS OF RIVENSIDE COUNTY AND
RA PORION Or THEANGET7 EAST, SANNBERNARDINOORTHWEST OMERIDIAN DESCRIBED AARTER OF SECTION 6 S WNSHIP 6 SOUTH.
S FOLLOWS;
BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL 3;
THENCE NORTH 00° 00' 40" WEST, A DISTANCE OF 30.00 FEET;
TKMZ, NORTH 89° 58' 39" EAST, A DISTANCE OF 520.00 FEET TO THE
BEGINNING OF A CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 300.00
FEET;
THENCE EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 21° 32'
200, A LENGTH OF 112.78 FEET;
THENCE NORTH 68. 26' 19" EAST, A DISTANF 67.75 FEET
EENG A TO THE OF
BEGINNING OF A CURVE CONCAVE NORTHWESTERLY
400.00 FEET;
THENCE WORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 20°
03' 41", A LENGTH OF 140.05 FEET TO THE BEGINNING OF A NON -TANGENT
CURVERADIAL
TOSAID BEGINNING SPARSAND ING A NORTH71D°IUS 51'004"60-00 EABT; FEET,
A
THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15"
TO'WHICH A RADIAL LINE BEARS NORTH 55°A LENGTH OF 240.03 FEET To EB1'�95N EASTING , SAID HCURVEPOUND BEING
CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 1140.00 FEET;
THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 12°
CUR
30' 27", A LENGTH OF 249.86 FEET TO THE BEGINNING OP A REVERSE BEIVEG
CTo ONCAVE MASTERLYANDHAVIHGSA SOUTH
430P2210.00 WFEE1'JSAID CURVE BEING
THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF SO- 32'
220, A LENGTH OF 18S.24 FEET TO A NON -TANGENT LINE;
THENCE SOUTH 89° 58139" WEST, A DISTANCE OF 322.26 FEET;
THE FOLLOWING THIRTEEN (13) COURSES BEING ALONG THE NORTHERLY AND
EASTERLY LINE OF SAID PARCEL 3;
THENCE NORTH 42° 46' 47" EAST, A DISTANCE OF 269.49 FEET TO THE
BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF
481.S0 PBET;
0 ENCE NORTE GENE ''17LY RALONG SAIDFEETCURVE THROUGH A CENTRAL ANGLE OP 09°
THENCE NORTH S1• 48' S0" EAST, A DISTANCE OF 259.18 FEET TO THE
BEGINNING OF A CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OP 181.50
FEET;
THENCE EASTERLY ALONG SAID CURVE 'THROUGH A CENTRAL ANGLE OF 59° 17'
18", A LENGTH OF 167.61 FEET;
LEGAL DESCRIPTION
PAGE (2) CONT.
THENCE SOUTH 68° 53' 52" EAST, A DISTANCE OF 365.45 FEET TO THE
BEGINNING OF A CURVE CONCAVE SOUTHERLY AND HAVING A RADIUS OF 48L.50
FEET;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04"
51' 33", A LENGTH OF 40.84 FEET;
THENCE SOUTH 64" 02, 19" EAST, A DISTANCE OF 297.34 FEET TO THE
BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF
111.5o FEET;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 270
28' 55140, A LENGTH OF 53.48 FEET; -
THENCE SOO= 360 33' 24" EAST, A DISTANCE OP 60.00 FEET TO THE
BEGINNING OF A CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 38.50
FEET;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 71-
31' 24", A LENGTH OF 48.06 FEET TO A NOR -TANGENT LINE; �
THENCE SOUTH 18" 04' 48" EAST, A DISTANCE OF 11.50 FEET TO THE
BEGINNING OF A NON^TARGENT CURVE CONCAVE NORTHERLY AND HAVING A RADIUS
OF 2920.00 FEET, A RADIAL LINE TO SAID BEGINNING SEARS SOUTH 18" 04' !"
48" EAST;
THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 06^
22' 37", A LENGTH OF 324.99 FEET TO A NON -TANGENT LINE;
THENCE SOUTH 00. 00' 23" EAST, A DISTANCE OF 825.20 FEET TO THE
SOUTHEAST CORNER OF SAID PARCEL 3;
THENCE CONTINUING SOUTH 00° 00' 23" EAST, A DISTANCE OF 305.30 FEET;
THENCE SOOTS 89. 57' 22" WEST, A DISTANCE OF 660.29 FEET TO THE
SOUTHEAST CORNER OF PARCEL 4 OF SAID PARCEL NAP 19730;
THENCE NORTH Do* 01' 19" WEST, A DISTANCE OF 435.37 FEET ALONG THE
EAST LINE OF SAID PARCEL 4 TO THE SOUTHERLY LINE OF PARCEL 3 OF SAID
PARCEL NAP NO. 19730;
THENCE ALONG THE SOOTHERLY LINE OF SAID PARCEL 3 SOUTH 89. 58' 39"
WEST, A DISTANCE OF 566.33 FEET TO THE POINT OF BEGINNIN00
State of California )
County of Riverside )
On -- ' I991c , before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed
to the within instrument and acknowledged to me that they executed the same in their authorized
capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of
which the persons acted, executed the instrument.
WITNESS my hand and official seal.
iONI TERESA BROWN
Q $-. _. COMM. #1021641
Notary Public — CaAfomio > -- ,
z RIVERSIDE COUNTY Signature of Notary
My Comm. Expires MAR 27,1998 1
Optional Section
Although the information requested below is optional, it could prevent fraudulent attachment of
this certificate to an unauthorized document.
THIS CERTIFICATE MUST BE Title or Type of Document
ATTACHED TO THE DOCUMENT Number of Pages X� Date of Document /c- . _ DESCRIBED AT RIGHT: Signer(s) Other than Named Above a "
Optional Section:Although the statute does not require the notary to fill in the data below, doing
so may prove invaluable to persons relying on the document.
❑ Individual
❑ Corporate Officer(s):
Title(s)
❑ Partner(s): ❑ Limited ❑ General
❑ Attorney -in -fact
❑ Trustee(s)
❑ Guardian/Conservator
a Other: ' f/
SIGNER IS REPRESENTING:
Nane(s) of person(s) or entity(ies)
PUBL:20442_111871 B2338 22
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