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HomeMy WebLinkAboutResolution No. 5853 RESOLUTION NO. 5853 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DOWNEY APPROVING THE SALE OF CERTAIN REAL PROPERTY PURSUANT TO AN AFFORDABLE HOUSING AGREEMENT BY AND BETWEEN THE COMMUNITY '~ DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY AND HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY WHEREAS, the Community Development Commission of the City of Downey ( "the Commission ") is authorized to conduct redevelopment activities outside the Project Area of the Downey Redevelopment Project, as amended ( "Project Area "), which activities include the acquisition and conveyance of real property for the purpose of improving and increasing the community's supply of affordable low - and moderate income housing; and WHEREAS, the Commission desires to enter into a Disposition and Development Agreement (the "Agreement ") with Habitat for Humanity of Southeast Los Angeles County, a California non - profit public benefit corporation, ( "Habitat ") substantially in the form attached hereto, which the Agreement provides for the conveyance of certain real property located at 1 1027 Le Floss Avenue, from the Commission to Habitat for low and moderate income housing, subject to the terms, limitations and conditions set forth in the Agreement; and WHEREAS, the City Council and the Commission of the City of Downey have conducted a duly noticed joint public hearing regarding the Agreement in accordance with California Health and Safety Sections 33433; and WHEREAS, a copy of the Agreement and the summary setting forth matters required by California Health and Safety Code Section 33433 have been made available for public inspection and copying. NOW, THEREFORE, the City Council of the City of Downey does hereby resolve as follows: Section 1: The City Council finds and determines, based upon the testimony and information present during the public hearing with respect to the Agreement, that the proposed sale will provide housing for low or moderate - income persons, and is consistent with the Implementation Plan adopted on November 22, 1994 pursuant to Section 33490. t i Resolution 5853 Page 2 Section 2: The City Council finds and determines, based upon the testimony, that the proposed sale price is not less than the fair reuse value for low or moderate income residential use given that the Agreement imposes conditions and restrictions regarding the resale of subject property and the affordability of subject property to a low and moderate income household, and where these conditions are recorded and run with the land, and given the development cost that will be incurred by Habitat to renovate or reconstruct the improvements on the subject property pursuant to the Agreement. Section 3: The City Council Hereby approves the sale of the real property referred to in the recital to Habitat pursuant to the terms and provisions of the Agreement and hereby approves all of the terms and provisions of the Agreement. APPROVED AND ADOPTED THIS 24th day of January , 1995. / , BARBARA J. R EY, Mayor ATTEST: 41 , r --- f City Clerk I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the City Council of the City of Downey at a regular meeting thereof held on the 24th, day of January, 1995, by the following vote to wit: AYES: 5 COUNCIL MEMBERS: Lawrence, McCaughan, Brazel ton , Boggs, Riley NOES: 0 COUNCIL MEMBERS: None ABSENT: 0 COUNCIL MEMBERS: None p .. 1 .4,, � • / � a.� / City Clerk .--. I -h • . AFFORDABLE HOUSING AGREEMENT (11027 Le Floss Avenue) This AFFORDABLE HOUSING AGREEMENT (the "Agreement ") is made and entered into this day of , 1995 by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY ( "Comm- ission or Seller ") and HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY, a California non - profit public benefit corporation, ( "Buyer ") for the disposition, development and use of certain real property in the City of Downey for affordable housing. R E C I T A L S A. The purpose of this Agreement is to benefit the Downey Redevelopment Project (the "Project Area ") by providing for the disposition, development and use of certain real property for affordable housing. The real property is located within proximity to the Project Area at 11027 Le Floss Avenue (the "Property ") and is specifically described in Exhibit No. 1 hereto. B. The disposition, development and use of the Property for affordable housing is in the vital and best interest of the City of Downey ( "City ") and the health, safety, and welfare of its residents and is in accord with the public purposes and provisions of applicable law. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: I. [§ 100] DISPOSITION OF THE PROPERTY A. [§ 101] Sale and Purchase In consideration of Buyer improving and making the Property available for affordable housing in accordance with, and subject to, all of the terms, covenants and conditions of this Agreement, Commission agrees to sell the Property to Buyer. Buyer agrees to purchase the Property from Commission and improve and make the same available for affordable housing in accordance with, and subject to, all of the terms, conditions and covenants of this Agreement. 1. [§ 102] , Condition Precedent to Sale The parties acknowledge that the Property is owned by the U.S. Department of Housing and Urban Development ( "HUD ") as of the date first written above. Commission's obligation to sell the Property to Buyer is expressly conditioned on Commission's ability to obtain marketable fee simple title to the Property from HUD on or before January 31, 1995 for a purchase price of not more than Seventy Thousand Dollars ($70,000). B. [§ 103] Condition of Property Buyer shall acquire the Property, including all improvements thereon, "AS IS ", "WHERE IS" without any representation or warranty, express or implied, of any kind whatsoever as to its con- dition, latent, patent, or otherwise, except for the warranties implied in the delivery of a grant deed. Attachment B c:ev /habitat.doc 1. [§ 104] Commission's Disclosure To the best of Commission's knowledge, the Property has been used for single - family residential purposes dating back to at least 1969. As of the date first written above, Commission is not aware of any condition or use of the Property, other than that stated herein, that would have resulted in any contamination of, or hazardous or toxic substance on, the Property that might require removal or remediation. 2. [§ 105] Buyer's Representation and Warranty Buyer represents and warrants that it has been given the opportunity to make its own independent environmental audit and assessment of the Property prior to the close of escrow and hereby waives that opportunity. Buyer further represents and warrants that it accepts the "AS IS ", "WHERE IS" condition of the Property as described in Section 103 hereof. Buyer shall indemnify and hold harmless the Commission and City and their respective officers, employees and servants, as further described in Section 500 hereof, in the event it is subsequently determined that the Property contains any hazardous or toxic substance which must or should be removed or remediated. C. [§ 106] Escrow Within five (5) business days after the date first written above, the parties shall open an escrow for the conveyance of the Property. Monarch Escrow at 12303 East Imperial Highway, Norwalk, California, 90650 (310) 406 -7390, Fax. No. (310) 406 -7383 shall act as the Escrow Agent. Exhibit No. 2 hereto constitutes the joint escrow instructions of the parties, and a fully executed original thereof shall be delivered to the Escrow Agent upon the opening of escrow. The parties shall perform all acts necessary, and in sufficient time, for title to be conveyed in accordance therewith. 1. (§ 107J Cancellation, If the condition precedent to sale specified in Section 102 hereof is not satisfied on or before January 31, 1995 through no fault of Commission, either party shall have the right to cancel this Agreement and escrow by giving written notice thereof to the other party. The cancellation shall be effective immediately upon receipt of the notice, and thereafter Buyer shall have no right, title or interest in or to the Property pursuant to this Agreement. D. [ § 108] Title Insurance Buyer represents and warrants that it has reviewed the Preliminary Titlt Report issued by California Counties Title Company on December 29, 1994 at 7:30 a.m. and provided to buyer by seller prior to the time that it executed this Agreement and determined that it has no objections to the exceptions contained in the Preliminary Title Report. c : ev /habi*at . doc -2_ Concurrent with the conveyance of the Property to Buyer, the Escrow e Agent shall provide Buyer with a CLTA Standard Coverage g Policy of Title Insurance in the amount of Seventy Thousand Dollars ($70,000) issued by California Counties Title Insurance Company showing title to the property vested in Buyer, subject only to the exceptions contained in the Preliminary Title Report and the standard printed exception to the policy. Commission shall pay for the policy. E. [ § 109] Conveyance of Title Upon the close of escrow, Commission shall convey to Buyer marketable fee simple title to, and possession of, the Property by Grant Deed in the form of Exhibit No. 3 hereto subject to the exceptions set forth in Section 108 hereof. Risk of loss of, or damage to, the improvements .on the Property shall pass from Commission to Buyer as of the close of escrow. II. B 200] IMPROVEMENT OF THE PROPERTY A. B 201] Scope of Work Buyer shall, at its sole expense, improve the Property in accordance with the Scope of Work attached hereto as Exhibit No. 4 and the provisions hereof (the "Project "). Buyer shall prosecute the project to completion in accordance with standards accepted in the building trades, and it shall use building materials of the good and durable quality. Buyer shall begin and complete all work within the times specified in the Scope of Work. Prior to commencement of any work on the Property, Buyer shall, at its sole expense, secure all approvals and permits and pay all fees and charges that are set forth in the Scope of Work or that may be required by City or any other governmental entity having jurisdiction over the Project. Buyer shall carry out the Project in strict conformance with the Scope of Work and with all applicable local, state and federal laws and regulations. B. [ § 202] Insurance Not in derogation of the provisions of Section 500 hereof, Buyer shall, at its sole expense, take out and maintain a compre- hensive general liability policy from a company authorized to do business in California and rated A- or better by Best's Insurance Reports in the amount of at least One Million Dollars ($1,000,000) for any person, One Million Dollars ($1,000,000) for any occurrence, and One Million Dollars ($1,000,000) for property damage. Prior to the commencement of any work on the Property, Buyer shall furnish the Secretary of Commission with a certificate of insurance signed by an authorized agent of the insurance carrier setting forth the general provisions of the insurance coverage. The certificate of insurance shall: 1. name the Commission and City and their respective officers, employees, servants and agents as additional insureds under the policy; c:ev /hahitat.doc - 3 - 2. contain an endorsement obligating the carrier to notify Commission by certified mail of any modification, cancellation or termination of the coverage at least thirty (3 0) days in advance of the effective date of any such modification, cancellation or termination; and 3. contain an endorsement that coverage is on an occurrence basis and is primary not contributing with any insurance maintained by Commission or City. Prior to the commencement of any work on the Property by contract, Buyer shall furnish to the Secretary of Commission evidence satisfactory to Commission that the contractor carries workers' compensation insurance as required by law. The insurance obligations set forth in this Section shall remain in effect only until the Certificate of Completion has been issued pursuant to Section 206 hereof. C. [ § 203] Rights of Access For the purpose of assuring compliance with this Agreement, representatives of Commission and City shall have the right of access to the Property at all times during construction hours until the Certificate of Completion has been issued pursuant to Section 206 hereof. D. [§ 204] Non-discrimination During Construction Buyer covenants and agrees that, in the construction of the Project, neither it nor any of its contractors shall discriminate against any employee or applicant for employment on account of race, color, creed, religion, sex, marital status, age, handicap, national origin or ancestry or on any other account prohibited by law. This covenant shall remain in effect until the Certificate of Completion has been issued for the Project pursuant to Section 206 hereof. E. B 205] Encumbrances Prior to issuance of the Certificate of Completion pursuant to Section 206 hereof, Buyer shall not place or allow to be placed on the Property, or any portion thereof, any encumbrance, attachment or non-tax lien, including but not limited to any mortgage, deed of trust or mechanic's lien. Nothing herein contained shall be deemed to prohibit Buyer from contesting the validity or amount of any tax, assessment, encumbrance, attachment or lien or to limit the remedies available to Buyer with respect thereto. Notwithstanding the foregoing, Buyer shall not appeal or contest the validity or amount of any tax, assessment, encumbrance, attachment or lien so as to reduce the assessed value of the Property below Seventy Thousand Dollars ($70,000). c:ev /habitat.doc -4- F. [§ 206] Certificate of Completion After completion of the entire Project in strict conformance with this Agreement, Commission, by its Executive Director, shall furnish Buyer with a certificate of completion for the Project (the "Certificate of Completion ") promptly upon written request therefor by Buyer. The Certificate of Completion shall be substantially in the form of Exhibit No. 5 hereto. After recordation of the Certificate of Completion, any party then owning or thereafter purchasing the Property shall not, because of such ownership incur any obligation pursuant to this Agreement for the completion of the Project. The Certificate of Completion shall not be deemed a notice of completion as provided in Civil Code Section 3093. If the Certificate of Completion is not issued as provided hereinabove, Commission, by its Executive Director, shall deliver to Buyer a written statement of the reasons therefor within thirty (30) days after receipt of Buyer's request. The written statement shall also contain a description of the actions Buyer must take in order to obtain the Certificate of Completion. If the written statement is not delivered to Buyer within said thirty (30) day period, Buyer shall be deemed entitled to the Certificate of Completion. III. [§ 300] USE AND OCCUPANCY OF THE PROPERTY A. [§ 301] Covenants for Use and Occupancy Buyer covenants and agrees that the Property shall not be used or occupied for any purpose other than construction activities prior to issuance of the Certificate of Completion. Buyer further covenants and agrees that the Property shall be used exclusively for single - family residential purposes and shall be continuously owned and occupied by a Qualified Household as its sole residence commencing upon issuance of the Certificate of Completion and ending upon expiration of the Declaration of Covenants and Restrictions on Sale and Resale attached hereto as Exhibit No. 6 ( "Declaration "). The term Qualified Household as used herein has the same meaning as Qualified Household in the Declaration. B. [§ 302] Initial Sale to Oualified Household Upon issuance of the Certificate of Completion, or as soon as possible thereafter, Buyer shall sell the Property to a Qualified Household that is a first -time home buyer by the conveyance of marketable fee simple title. As used herein, the term "first -time home buyer" means a person who together with his or her immediate family neither has, nor has had, a present ownership in a principal residence at any time during the three (3) years prior to being selected to purchase the Property. The sales price shall not exceed the value of the Property. The value of the Property shall not exceed 95 percent of the area median purchase price for comparable properties, as last reported by the U.S. Department of Housing and Urban Development or a successor agency, prior to the establishment of the value of the Property. The value of the Property shall be established by an appraisal that is performed within ninety (90) days prior to the conveyance of title by a real estate appraiser who is licensed or c:ev /hahitat.doc -5- certified by the State of California. The appraisal may be a "drive by" appraisal that includes a property description and the sale price of at least three (3) comparable properties. The provisions of the second paragraph of this section shall be waived in the event that the sales price does not exceed Seventy Thousand Dollars ($ 70,000). Not less than fifteen (15) days prior to recordation of the grant deed conveying title to the Property from Buyer to the Qualified Household, Buyer shall deliver written notice to Commission that it has selected the Qualified Household and shall make the records upon which it made the selection available for inspection by a representative of Commission during the fifteen day notice period at Buyer's address set forth in Section 702 during Buyer's regular business hours. Buyer shall include the sales price in the notice and shall include with the notice a copy of the purchase agreement and of all documents that relate to the terms and conditions upon which Buyer intents to sell the Property to the Qualified Household. 1. [ § 303] Recordation of the Declaration Buyer shall record the Declaration in the office of the County Recorder of Los Angeles County concurrently with the recordation of the grant deed conveying title to the Property from Buyer to the Qualified Household. The grant deed and any loan documents between Buyer and the Qualified Household shall incorporate the Declaration by reference as if the same were set out in full therein. C. [ § 304] Subsequent Sales to Oualified Households Upon the close of escrow pursuant to Section 4 of the Declaration if Buyer is the purchaser, or as soon as possible thereafter, Buyer shall sell the Property to a Qualified Household by the conveyance of marketable simple fee title. The sales price shall not exceed the Affordable Sales Price as that term is used in subsection (c) of Section 5 of the Declaration. Not less than fifteen (15) days prior to recordation of the grant deed conveying title to the Property from Buyer to the Qualified Household, Buyer shall deliver written notice to Commission that it has selected the Qualified Household and shall make the records upon which it made the selection available for inspection by a representative of Commission during the fifteen day notice period at Buyer's address set forth in Section 702 during Buyer's regular business hours. Buyer shall include the sales price in the notice and shall include with the notice a copy of the purchase agreement and of all documents that relate to the terms and conditions upon which Buyer intents to sell the Property to the Qualified Household. Except as provided in this section, Buyer shall not have to comply with the provisions of Section 3.1 or Section 5 of the Declaration. D. [§ 305] Proceeds of Sale All net proceeds of sale that are delivered to Buyer pursuant to Section 6 of the Declaration shall be used by Buyer to provide c:ev /habitat.doc -6- low income persons and their families with affordable housing opportunities within the City of Downey. Downey residents who qualify as low income shall be given preference by Buyer. IV. B 400] DEFAULTS AND REMEDIES A. [§ 401] In General Failure or delay by either party to perform any provision of this Agreement constitutes a default hereunder; provided, however, neither party shall be deemed in default if that party (i) cures, corrects or remedies the default within thirty (3 0) days after receipt of a notice from the party claiming a default ( "Claimant ") specifying the failure or delay or (ii) if the default cannot reasonably be cured, corrected or remedied within a thirty (3 0) day period, commences to cure, correct or remedy the default within such time period after receipt of notice from the Claimant specifying the failure or delay and diligently prosecutes the cure, correction or remedy to completion. In the event that a default is not cured, corrected or remedied as provided in this Section, the Claimant shall have the rights and remedies provided at law or in equity for breach of contract in addition to any remedy provided in this Agreement. B. B 402] Termination Prior to Conveyance Notwithstanding any other provision of this Agreement to the contrary, if the default occurs prior to the close of escrow, Claimant's exclusive remedy shall be the right to terminate this Agreement and escrow by giving written notice thereof to the defaulting party. The termination shall be effective immediately upon receipt of the notice, and thereafter Buyer shall have no right, title or interest in or to the Property pursuant to this Agreement. C. [ § 403] Power of Termirlat ion and Right of Re-entry If the default occurs subsequent to the close of escrow but prior to the issuance of the Certificate of Completion, Commission shall have the right, without paying any compensation for the Property and without incurring any liability for damage or loss of any kind, to terminate this Agreement and re -enter and repossess the Property and all improvements thereon pursuant to Section 885.010 of the Civil Code. The termination shall be effective immediately upon the re -entry and repossession, unless Commission gives Buyer written notice of an earlier termination date. Immediately upon the re -entry and repossession, Buyer shall forfeit all right, title and interest in the Property and the same shall revert to Commission. Commission shall use its best efforts to resell the Property as soon as, and in such manner as, Commission shall find feasible and consistent with state law to a qualified and responsible party, as determined by Commission in its sole discretion. Upon such resale, the proceeds thereof shall be applied: 1. First, to reimburse Commission for all costs and expenses incurred by Commission, including, but not limited to, (i) the direct costs and expenses incurred in connection c:ev /habitat.doc -7- with the acquisition, termination and re- entry, management and resale of the Property, but less any income derived by Commission from the Property in connection with such manage- ment, plus fifteen percent (15%) of said costs and expenses for administration, (ii) taxes, assessments and water and sewer charges with respect to the Property which Buyer has not paid or, in the event the Property is exempt from any taxes or assessments or water or sewer charges during the period of ownership thereof by Commission, an amount equal to such taxes, assessment and charges as would have been payable if the Property were not so exempt, (iii) payments made or needed to be made to discharge all encumbrances, attachments and liens existing on the Property at the time of the reconveyance thereof to Commission or to prevent any encumbrance, attachment or lien from being levied against the Property, (iv) expenditures made, or obligations incurred, with respect to the construction or completion of the Project, plus fifteen percent (15%) of said expenditures for administration, and (v) amounts otherwise owing Commission pursuant to this Agreement; 2. Second, to reimburse Buyer for the direct costs that it incurred for all materials that were supplied to the Project prior to the termination of this Agreement and for labor that was supplied to the Project pursuant to contract prior to the termination of this Agreement, as evidenced by cancelled checks that are delivered to Commission within forty -five (45) days after the termination; and 3. Third, to Commission the remaining balance. D. [§ 404] Remedies Are Cumulative Except as otherwise expressly provided in this Agreement, the remedies of the parties provided herein are cumulative, and the exercise by either party of one or more of such remedies shall not preclude the exercise by it, at the same or different times, of any other remedies at law or in equity for the same default or any other default by the other party. V. [§ 500] INDEMNIFICATION Buyer shall indemnify and hold harmless Commission and City and their respective officers, employees and servants from all claims, demands, damages, costs and liabilities for damage to any property whatsoever and injury or death to any person whomsoever which may be caused by, or arises out of, the performance of this Agreement by either party or by any of their respective officers, employees or servants, whether or not such damage, injury or death shall accrue or be discovered before or after termination or expiration of this Agreement, except such damage, injury or death as is caused by, or arises out of the sole negligence or the wilful misconduct of Commission or City or by any of their officers, employees or servants. The provisions of this Section include, but are not limited to, any removal or remediation of any contamination or hazardous or toxic substance, as defined in the Comprehensive Environmental Response, Compensation and Liability Act [ "CERCLA "; 42 U.S.C. § 9601 at ,a.Q . ] , the Resource Conservation and Recovery Act [ "RCRA" ; 42 U.S.C. § 6901 at, seq.], California Health and Safety c : ev /habitat . doc - 8 - ,.m, • Code Section 25280 gt seq., or any similar statute that may be subsequently enacted, from the Property, whether or not such removal or remediation is required by law and whether or not such contamination or hazardous or toxic substance existed on the Property prior to its conveyance to Buyer. The foregoing provisions of this Section are intended to operate as an agreement pursuant to Section 107 (e) of CERCLA and California Health and Safety Code Section 25364 to indemnify and hold harmless Commission and City and their respective officers, employees and servants from liability. VI. [§ 600] GENERAL PROVISIONS A. [§ 601] Real Estate Commission Each party hereto represents and covenants to the other party that it has not entered into any agreement or incurred any obligation which might result in the obligation of the other party to pay a real estate broker's commission or finder's fee with respect to the sale of the Property to Buyer. Notwithstanding any other provision of this Agreement to the contrary, each party shall indemnify, defend with legal counsel approved by the other party, and hold harmless the other party and its officers, employees and servants from any claim, demand, damage, cost or liability for any real estate broker's commission or finder's fee due or alleged to be due arising out of the sale of the Property to Buyer on account of any agreement or representation, express or implied, alleged to have been made by the party with or to any person making such claim. B. [§ 603] Time For Execution By Commission This Agreement shall not be dated or effective until it has been executed by Commission, which execution shall not occur until the same has been executed by Buyer. C. [ § 604] No Prior Recording Prior to the close of escrow, neither this Agreement nor any memorandum or reference thereto shall be recorded in the office of the County Recorder of Los Angeles County. If Buyer fails to comply with the terms hereof by recording or attempting to record the same, it shall not operate to bind or cloud the title to the Property. Commission shall nevertheless have the right to forthwith institute appropriate legal proceedings to have the same removed from the record and to terminate this Agreement and the escrow pursuant to Section 402 hereof. E. [§ 605] No Assignment by Buyer It is understood and acknowledged by Buyer that Commission has entered into this Agreement because Buyer is uniquely qualified to improve and make the Property available for affordable housing. Therefore, no voluntary or involuntary successor in interest to, or assignee of, Buyer shall acquire any rights under this Agreement at any time or any interest in the Property except in strict compliance with this Agreement after issuance of the Certificate of Completion. ,.� c:ev /hahitat.doc - 9 ' VII. B 700] MISCELLANEOUS PROVISION A. [§ 701] No Relationship Between Commission and Buyer Nothing contained in this Agreement shall be deemed, construed or represented by Commission or Buyer to any third person to create the relationship of principal and agent, partnership, joint venture or any other association of any kind or nature between Commission and Buyer. B. [§ 702] Notices Any notice to be given pursuant to this Agreement shall be in writing, and all such notices and any other document to be delivered shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the party for whom intended as follows: If to Commission, to: Community Development Commission of the City of Downey 11111 Brookshire Avenue Downey, CA 90241 Attention: Housing Manager Telephone: (310) 904-7166 FAX: (310) 923 -4484 If to Buyer, to: Habitat For Humanity of Southeast Los Angeles County 13222 East Bailey Street Whittier, California 90601 Attention: President •-� Telephone: (310) 696 -8484 Notices and other documents shall be deemed received upon receipt by personal service or upon the third (3rd) business day after deposit in the United States mail. Either party may, from time to time, by written notice to the other, designate a different address which shall be substituted for the one above specified. C. B 7031 Entire Agreement This Agreement constitutes the entire agreement of the parties concerning the subject matter hereof and all prior agreements or understandings, oral or written, are hereby merged herein. This Agreement shall not be amended in any way except by a writing expressly purporting to be such an amendment, signed and acknowledged by both parties hereto. c:ev /habitat.doc -10- D. [§ 704] Joint Preparation Should interpretation of this Agreement, or any portion thereof, be necessary, it is deemed that this Agreement was prepared by the parties jointly and equally, and it shall not be interpreted against either party on the ground that the party prepared the Agreement or caused it to be prepared. E. [§ 705] Waiver No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or .--. not similar, nor shall any such waiver constitute a continuing g or subsequent waiver of the same provision. No waiver shall be binding, unless it is executed in writing by the party making the waiver. F. B 706] Time is the Essence Time is the essence of each and every provision of this Agreement. G. [§ 707] Captions and Headings The captions and headings of the various sections and subsections of this Agreement are for convenience only, and they shall not be deemed to limit or define the content of the sections and subsections. H. [§ 708] Duplicate Originals This Agreement is executed in duplicate counterparts, each of which is deemed to be an original, but both of which together shall constitute one and the same instrument. This Agreement consists of pages 1 through 12 and Exhibits 1 through 6, each of which is incorporated herein by this reference as if set out in full in the body of the Agreement. IN WITNESS WHEREOF, Commission and Buyer have executed this Agreement as of the date first written above. COMMUNITY DEVELOPMENT COMMISSION HABITAT FOR HUMANITY OF OF THE CITY OF DOWNEY SOUTHEAST LOS ANGELES COUNTY By: By: Barbara J. Riley, Wesley A. Murray, Chair President ATTEST: By: [NAME] Secretary By: Judith E. McDonnell c:ev /habitat.doc -11- • Secretary STATE OF CALIFORNIA ) ) ss. COUNTY OF LOS ANGELES On 19 before me, personally appeared personally known to me (or 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. WITNESS my hand and official seal. Signature (Seal) * * * * * * * * STATE OF CALIFORNIA ) ss. C O U N T Y O F L O S A N G E L E S ) On 19 , before me, personally appeared personally known to me (or 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. WITNESS my hand and official seal. Signature (Seal) c:ev /habitat.doc - EXHIBIT NO. 1 LEGAL DESCRIPTION OF PROPERTY Those portions of Lots 128, 129, and 130, of Tract No. 16230, in the City of Downey, County of Los Angeles, State of California, as per map recorded in Book 382, pages 44 to 48 inclusive of maps, in the office of the County Recorder of said County, bounded northwesterly by the following described line: Beginning at a point in the southerly line of said Lot 130, distant thereon south 89 degrees 44 minutes 44 seconds west, 80.23 feet from the southeasterly corner of said Lot 130; thence northeasterly in a direct line to the northeasterly corner of said Lot 128. c:ev /habitat.doc • EXHIBIT NO. 2 ESCROW INSTRUCTIONS The Affordable Housing Agreement dated , 1995 ( "Agreement ") by and between the Downey Community Development Commission ( "Commission ") and Habitat for Humanity of Southeast Los Angeles County, a California non - profit public benefit corporation, ( "Buyer ") and these Escrow Instructions are to be considered as escrow instructions to the Escrow Agent in connection with the conveyance of the Property, as described in Exhibit A hereto, from Commission to Buyer, and Escrow Agent is authorized to act hereunder insofar as closing escrow is concerned. 1. Closing Date Escrow shall close immediately upon the satisfaction of the conditions described in Section 2 hereof (the "Closing Date "). 2. Conditions of Closing The Escrow Agent is instructed to close escrow only upon complete satisfaction of the following conditions: A. Escrow Agent has received a grant deed, in recordable form, duly executed and acknowledged by the U.S. Department of Housing and Community Development ( "HUD ") conveying fee simple title to the Property from HUD to Commission (the "HUD Grant Deed ") and an acceptance certificate duly executed by Commission and is prepared to issue a CLTA Standard Coverage Policy of Title Insurance for the benefit of Commission in the amount of Seventy Thousand Dollars ($70,000) (the "Commission's Policy ") and subject to no exceptions to title other than the exceptions that are contained in the Preliminary Title Report issued by California Counties Title Company on , 199 at _.m. and the standard printed exceptions to the policy. B. Escrow Agent is prepared to issue a CLTA Standard Coverage Policy of Title Insurance for the benefit of Buyer in the amount of Seventy Thousand Dollars ($70,000) (the "Owner's Policy ") and subject to no exceptions to title other than the exceptions that are contained in the Preliminary Title Report issued by California Counties Title Company on , 199_ at : _.m. (the "Preliminary Title Report ") and the standard printed exceptions to the policy. C. Escrow Agent has received a grant deed, in recordable form, duly executed by Commission and Buyer conveying fee simple title to the Property from Commission to Buyer (the "Grant Deed "). D. Escrow Agent has received all other documents, in recordable form as necessary, and sums of money required from either party or reasonably requested by Escrow Agent as necessary to complete the escrow. c:ev /habitat.doc • 3. Closing Upon the closing, the Escrow Agent is instructed to do the following in the order set forth below: A. Date the Grant Deed and any other documents that are not dated with the Closing Date; B. Record the Grant Deed and any other documents that are necessary to complete the conveyance immediately following Y P Y Y 3 the recordation of the HUD Grant Deed; C. Issue and deliver the Owner's Policy; D. Pay all closing costs provided in Section 4 hereof; and E. Deliver any other documents referred to in Section 2 hereof to the person to whom they are directed and any sums of money remaining on deposit in escrow to the person who made the deposit. 4. Closing Costs A. Commission shall pay the cost of the Preliminary Title Report, the premium on the Owner's Policy, any documentary transfer taxes and recording costs, escrow fees, and any real property taxes and assessments on the Property that are in default and all penalties and interest thereon. B. Buyer shall pay, when due, its pro rata share of all real property taxes and assessments that are levied on the Property commencing with the tax fiscal year 1994 - 1995. C. All other charges shall be allocated between the parties in accordance with the custom and practice in Los Angeles County. 5. Amendment to these Instructions All time limits within which any matter herein specified is to be performed may be extended and all other provisions of these instructions may be amended by mutual written agreement of Commission, by its Executive Director, and Buyer, by its President. 6. Time is of the Essence Time is of the essence in these instructions and escrow is to close as soon as possible in accordance herewith. 7. Cancellation or Termination of Escrow A. Upon the expiration of fifteen (15) days after the date the Escrow Agent receives notice from Commission or Buyer of the cancellation or termination of this escrow, it shall return to each of the parties the sums of money and documents deposited in escrow by that party, unless it has received written objection from the other party within said fifteen day period. In the event of such an objection, Escrow Agent shall retain all funds and documents until it receives joint written instructions from the parties as to the disposition of the funds or documents or a certified copy of a c:ev /habitat.doc -2- • final judgment or order of a court of competent jurisdiction resolving the rights of the parties. B. If escrow is cancelled, Commission and Buyer shall each pay one -half (1/2) of the escrow cancellation expenses, if any. If escrow is terminated, the party that is in default shall pay said escrow cancellation expenses. C. The termination of escrow shall be without prejudice to the rights either party may have against the other under the Agreement. 8. Additional Instructions Commission, by its Executive Director, and Buyer, by its President, shall execute such additional instructions as requested by the Escrow Agent not inconsistent with the provisions of the Agreement and these Escrow Instructions and which are necessary or convenient to carry out the intent of the Agreement. COMMUNITY DEVELOPMENT COMMISSION HABITAT FOR HUMANITY OF OF THE CITY OF DOWNEY SOUTHEAST LOS ANGELES COUNTY By: By: Barbara J. Riley, Wesley A. Murray, Chair President ATTEST: By: [NAME] Secretary By : , Judith E. McDonnell Secretary -� ACCEPTED BY: By: Escrow Officer CALIFORNIA COUNTIES TITLE COMPANY c:ev /habitat.doc -3- EXHIBIT A LEGAL DESCRIPTION OF PROPERTY Those portions of Lots 128, 129, and 130, of Tract No. 16230, in the City of Downey, County of Los Angeles, State of California, as per map recorded in Book 382, pages 44 to 48 inclusive of maps, in the office of the County Recorder of said County, bounded northwesterly by the following described line: Beginning at a point in the southerly line of said Lot 130, distant thereon south 89 degrees 44 minutes 44 seconds west, 80.23 feet from the southeasterly corner of said Lot 130; thence northeasterly in a direct line to the northeasterly corner of said Lot 128. c:ev /habitat.doc EXHIBIT NO. 3 Recording Requested by: COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY When Recorded Return to: HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY 13222 East Bailey Street Whittier, CA 90601 GRANT DEED THE UNDERSIGNED GRANTOR DECLARES DOCUMENTARY TRANSFER TAX IS $ City of Downey Parcel No. computed on full value of interest or property conveyed, and FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY, a public body, corporate and politic, ( "Grantor ") hereby grants to HABITAT FOR HUJrMANITY OF SOUTHEAST LOS ANGELES COUNTY, a California non - profit public benefit corporation, ( "Grantee ") the following described real property in the City of Downey, County of Los Angeles, State of California: Those portions of Lots 128, 129, and 130, of Tract No. 16230, in the City of Downey, County of Los Angeles, State of California, as per map recorded in Book 382, pages 44 to 48 inclusive of maps, in the office of the County Recorder of said County, bounded northwesterly by the following described line: Beginning at a point in the southerly line of said Lot 130, distant thereon south 89 degrees 44 minutes 44 seconds west, 80.23 feet from the southeasterly corner of said Lot 130; thence northeasterly in a direct line to the northeasterly corner of said Lot 128. subject to (i) the Affordable Housing Agreement entered into by and between Grantor and Grantee on , 1995, ( "Agree- ment"), which Agreement is on file with Grantor at its offices as a public record and is by this reference incorporated herein as if set forth in full herein and (ii) the covenant contained herein below. c:ev /habitat.doc oirnabk Grantee covenants by and for itself 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, religion, sex, marital status, age, handicap, national origin or ancestry or on any other account prohibited by law in the sale, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed. The foregoing covenant shall remain in effect and shall run with the land. IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed by their duly authorized representatives this day of , 1995. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY By: Barbara J. Riley Chair ATTEST: By: Judith E. McDonnell Secretary The provisions of this Grant Deed are hereby approved and accepted. --� HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY I r By: Wesley A. Murray, President By: [NAME] Secretary c:ev /habitat.doc ' 2 STATE OF CALIFORNIA ) ) ss. COUNTY OF ) LOS ANGELES On 19 , before me, personally appeared personally known to me (or 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. WITNESS my hand and official seal. Signature (Seal) * * * * * * * * STATE OF CALIFORNIA ) ss. COUNTY OF LOS ANGELES On 19 , before me, personally appeared personally known to me (or 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. WITNESS my hand and official seal. Signature (Seal) c:ev /habitat.doc • EXHIBIT NO. 4 SCOPE OF WORK A. Project Schedule. Buyer shall: 1. commence construction of the Project within six (6) months after the close of escrow between Commission and Buyer; and 2. complete construction of the Project and be in receipt of the Certificate of Completion described in Section 206 of the Agreement within fourteen (14) months after the close of the escrow. B. Project Description. The Project shall consist of the renovation of the house and garage that pre -exist on the Property. In renovating the house and garage, Buyer shall: 1. comply with the U.S. Department, of Housing and Urban Development Section 8 Housing Quality Standards and the City of Downey building and energy conservation standards; 2. remove all lead -based paint and all potential lead -based paint; and 3. remove or encapsulate all materials that contain asbestos to the satisfaction of Commission staff or the Building Division of City. C. Project Option. In the event that Buyer determines that it would not be feasible to renovate the pre- existing house and garage, Buyer may exercise the option, subject to Commission approval, of demolishing them and constructing a new house and garage. c:ev /habitat.doc EXHIBIT NO. 5 Recording Requested By: COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY When Recorded Return To: HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY 13222 East Bailey Street Whittier, CA 90601 CERTIFICATE OF COMPLETION WHEREAS, by Grant Deed dated 1995 and recorded on , 1995 as No. of the official records of the County Recorder of the County of Los Angeles, California, the Downey Community Development Commission ( "Commission ") conveyed to Habitat for Humanity of Southeast Los Angeles County, a California non - profit public benefit corporation, ( "Buyer ") real property situated in the City of Downey, California, described on Exhibit A attached hereto and made a part hereof; and WHEREAS, as set forth in the Grant Deed, the Commission, by its Executive Director, shall issue to Buyer a Certificate of Completion upon the completion of the Project described therein, which issuance is a conclusive determination of satisfactory completion of the Project; NOW, THEREFORE, 1. Commission, by its Executive Director, does hereby certify that the Project described in the Grant Deed has been fully and satisfactorily completed. 2. Nothing contained in this instrument shall modify any provision of the Grant Deed. IN WITNESS WHEREOF, Commission has executed this instrument this day of , 1995. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY By: Executive Director ATTEST: By: Commission Secretary c : ev/ hab ita t . doc ,,,,� • EXHIBIT NO. 6 Recording Requested By: HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY When Recorded Return To: COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY 11111 Brookshire Avenue Downey, CA 90241 Attn: Housing Manager DECLARATION OF COVENANTS AND RESTRICTIONS ON SALE AND RESALE THIS DECLARATION OF COVENANTS AND RESTRICTIONS ON SALE AND RESALE ( "Declaration ") is made this day of , 1995 by HABITAT FOR HUMANITY OF SOUTHEAST LOS ANGELES COUNTY ( "Declarant" or "Habitat"). R E C I T A L S A. Habitat is a California non - profit public benefit corporation formed for the purpose of assisting lower income persons and families to acquire affordable housing. B. Habitat is the owner of certain real property that is located at 11027 Le Floss Avenue, Downey, California (the "Property ") and that is more specifically described as: "Those portions of Lots 128, 129, and 130, of Tract No. 16230, in the City of Downey, County of Los Angeles, State of California, as per map recorded in Book 382, pages 44 to 48 inclusive of maps, in the office of the County Recorder of said County, bounded northwesterly by the following described line: Beginning at a point in the southerly line of said Lot 130, distant thereon south 89 degrees 44 minutes 44 seconds west, 80.23 feet from the southeasterly corner of said Lot 130; thence northeasterly in a direct line to the northeasterly corner of said Lot 128." C. Pursuant to that certain Affordable Housing Agreement dated , 1995 by and between the Community Development Commission of the City of Downey ( "Commission ") and Habitat, Commission acquired the Property from the U.S. Department of Housing and Urban Development for Seventy Thousand Dollars ($70,000) and conveyed the same to Habitat free and clear of any purchase price other than that Habitat improve the Property for single family residential use, sell the improved Property to a Qualified Household, as defined below, and restrict the occupancy, use and subsequent transfers of the Property in accordance with the covenants and restrictions specified herein. ,._ c:ev /habitat.doc • NOW, THEREFORE, Habitat declares that the Property shall be held, used, occupied, encumbered and transferred subject to the covenants and restrictions hereinafter set forth. 1. Occupancy and Ownership Restricted to Oualified Jiouseholds During the term of this Declaration, occupancy and ownership of the Property shall be restricted to persons who together with their families qualify as Qualified Households. 2. Oualified Household. As used in this Declaration, the term "Qualified Household" means a person who together with his or her family is qualified (a) economically and (b) non - economically as of the time the Transfer Notice, as defined below, is delivered pursuant to Section 5 (a) hereof. The fact that a person together with his or her family no longer qualifies as a Qualified Household after delivery of the Transfer Notice shall not of itself invalidate that person's rights of occupancy and ownership, so long as the person is otherwise in compliance with the provisions of this Declaration. 2.1 Economic Oualifications In order to qualify economically, the gross income of the person and his or her family shall not be more than eighty percent (80%) of the then current median income in Los Angeles County, adjusted for family size, as determined by the United States Department of Housing and Urban Development. 2.2 Non - Economic Oualif ications In order to qualify non - economically, the person shall: (a) have resided in the City of Downey for a period of at least six (6) consecutive months immediately prior to the time that the Transfer Notice is delivered, unless this requirement is waived pursuant to Section 2.3 hereof; (b) represent and warrant that the Property shall be used exclusively for single- family residential purposes; and (c) represent and warrant that he or she and his or her family intend to personally and continuously occupy the Property as their principal residence for the foreseeable future and that the Property shall never be subleased during the term of this Declaration. 2.3 Waiver of Residency Requirement The residency requirement set forth in Section 2.2 (a) hereof shall be deemed waived in the event that (i) the Property has been marketed for at least ninety (90) days at or below the Affordable Sale Price, as defined below, for a Qualified Household, that consists of a family of four (4) , and no Downey resident together with his or her family has qualified as a Qualified Household, (ii) written notice thereof has been delivered to Commission, and (iii) Commission has had an additional ninety (90) days within which to find a Downey resident who together with his or her family qualifies as a Qualified Household or to exercise the Purchase Option, as set forth in Section 4 hereof, by delivering written notice thereof to the owner of the Property. c:ev /hahitat.doc -2- 3. All But Oualified Transfers Void. During the term of this Declaration, every "Transfer" of the Property must be a "Qualified Transfer ", as described below. The term "Transfer" means any transfer of the Property by operation of law or instrument in writing or any agreement to transfer the Property pursuant to a real property sales contract. Any Transfer that does not qualify as a Qualified Transfer shall be void from the beginning. 3 . 1 Oualified Transfer. In order to qualify as a Qualified Transfer, the owner of the Property shall give written notice to Habitat and to Commission that he or she desires to Transfer the Property. Habitat and Commission, jointly or severally, may exercise the Purchase Option, as set forth in Section 4 hereof, by delivering written notice thereof to the owner within forty -five (4 5) days after receipt of notice from the owner. If notice is delivered by both Habitat and Commission, Habitat shall have the first right to purchase the Property. In the event the Purchase Option is not exercised by Habitat and Commission, jointly or severally, the Transfer must satisfy all of the criteria set forth in Section 5 hereof. 4. Purchase Option. As used in this Declaration, the term "Purchase Option" means the right of Habitat and Commission, jointly or severally, to purchase the Property by depositing the purchase price into an escrow account and performing all other acts reasonably necessary on the part of a purchaser to close escrow within sixty (60) days after the Purchase Option was exercised. Escrow fees and closing costs shall be borne by the purchaser. 4.1 Purchase Price, . The purchase price shall be an amount equal to (i) the outstanding balance of any encumbrances on the Property that are authorized pursuant to Section 7 hereof, (ii) all of the principal and any interest that was paid by the owner of the Property pursuant to a first priority deed of trust on the Property ( "equity ") and --^ (iii) interest on the total amount of the equity calculated by multiplying that amount by the total increase in the CPI during the period commencing with the first full month in which the owner had occupancy and ownership of the Property and ending with the last full month prior to the date that the Purchase Option was exercised. CPI means the Consumer Price Index [All Urban Consumers - All Items] (1982 -1984 = 100) for the Los Angeles- Anaheim - Riverside CMSA published by the United States Department of Labor Statistics or a successor index. 5. Transfer to Oualified Household. In order to qualify as a Qualified Transfer when neither Habitat nor Commission exercised the Purchase Option, the Transfer must satisfy all of the following criteria: (a) Prior to entering into any binding agreement associated with the proposed Transfer, the owner of the Property shall deliver to Habitat a complete written notice which sets forth (i) the proposed sales price and terms of the sale and (ii) adequate information about the proposed transferee to allow Habitat to determine if the person together with his or her family qualifies c:ev /habitat.doc - 3 - as a Qualified Household (the "Transfer Notice ") . The Transfer Notice shall not be deemed to have been delivered until all of the information described in (i) and (ii) has been received by Habitat. (b) The proposed transferee is a Qualified Household. (c) The proposed sales price does not exceed the "Affordable Sales Price ". As used in this Declaration, the term "Affordable Sales Price" means that monthly payments of principal, interest, property taxes and insurance do not exceed thirty percent (30%) of the proposed transferee's gross income. (d) The proposed transferee and the proposed sales price have been approved by Habitat. The transferee and sales price shall be deemed approved by Habitat, unless Habitat delivers written notice to the owner of the Property within thirty (3 0) days after it received the Transfer Notice that it has disapproved the transferee or the sales price. 5.1 Limited Duration to Complete Transfer. The owner of the Property shall have a period of ninety (90) days after the proposed transferee and the proposed sales price were approved by Habitat to complete the Transfer to that transferee for that sales price and subject to the covenants and restrictions established by this Declaration. If the Transfer is not completed within that period, Habitat's approval shall be deemed void and the owner of the Property shall not attempt any further Transfer of the Property without again complying with all of the provisions of Section 5 hereof. 6. Proceeds of Sale. The Qualified Household to whom Habitat sells the Property after receiving title to the Property from Commission "First Owner") shall share the net proceeds ) p eeds from its Transfer of the Property with Habitat. As used herein, the term "net proceeds" means the sales price minus the outstanding balance of any encumbrances on the Property that are authorized pursuant to Section 7 hereof, the Qualified Household's equity in q Y the Property as described in (ii) of Section 4.1 hereof, and the escrow costs and fees paid by the Qualified Household upon the Transfer. The net proceeds shall be divided by twenty (2 0) , and the Qualified Household shall receive one 1 /20th for every twelve (12) consecutive months that it owned the Property prior to the Transfer. The remainder of the net proceeds shall be delivered to Habitat upon the Transfer. 7. Encumbrances on the Property. The ownership interest in the Property shall be subject only to the following: (a) This Declaration; and (b) Mortgages, deeds of trust and real property sales contracts that are made in good faith and for value and that are approved by Habitat; and (c) Other encumbrances and restrictions that do not impair the marketability of the ownership interest in the Property, unless otherwise approved by Habitat, and that are made in good faith and for value. c:ev /hahitat.doc -4- • 8. Enforceability of the Declaration. Every person who acquires ownership of the Property during the term of this Declaration and all persons claiming under them shall be deemed to have acknowledged and agreed that: (a) the covenants and restrictions established by this Declaration and the remedies that Habitat and Commission have pursuant to this Declaration are extraordinary provisions and clearly restrict rights which he or she would otherwise have; (b) neither the covenants and restrictions established by this Declaration nor the remedies that Habitat and Commission have pursuant to this Declaration constitute an unreasonable restraint on the rights which he or she would otherwise have; (c) the covenants and restrictions established by this Declaration and the remedies that Habitat and Commission have pursuant to this Declaration benefit the Property by preserving it as decent, affordable housing; and (d) he or she consents to be bound by the covenants and restrictions established by this Declaration shall not bring a legal challenge to invalidate or have declared illegal any of the covenants and restrictions or the remedies that Habitat and Commission have pursuant to this Declaration. 9. Defaults and Foreclosures In the event of a breach or threatened breach of any material provision of this Declaration or in the event of a threat of foreclosure against the Property or transfer in lieu of foreclosure, Habitat and Commission, jointly or severally, may exercise the Purchase Option, as set forth in Section 4 hereof, by delivering written notice thereof to the owner of the Property within forty -five ( 4 5 ) days after the event. I f notice is delivered by both Habitat P and Commission, Habitat shall have the first right to purchase the Property. The Purchase Option is in addition to any of the remedies available at law or in equity for the breach of this Declaration, and the Purchase Option together with the remedies available at law or in equity shall be cumulative and not exclusive. 10. Miscellaneous. The following miscelprovisions shall apply to this Declaration. 10.1 Covenants To Run With The Land. The covenants and restrictions of this Declaration, without regard to technical classification and designation, are imposed on the Property for the direct benefit of the owners of the Property and all persons claiming under them in that the affordability of the Property and the ownership and occupancy of the Property by Qualified Households shall be protected. These covenants and restrictions run with the land and shall be binding on all of the owners of the Property and all persons claiming under them. ,--- _ 5 _ c:ev /habicat.doc 10.2 Habitat and Commission as Beneficiaries. Habitat and Commission shall each be deemed the beneficiary of this Declaration, including the covenants and restrictions that run with the land, for itself and its successors for the purpose of maintaining the affordability of the Property and the ownership and occupancy of the Property by Qualified Households. This Declaration and the covenants and restrictions shall run in favor of Habitat and Commission, jointly and severally, and each of their successors, without regard to whether Habitat or Commission has any interest in the Property. In the event of any breach of any such covenant or restriction, Habitat and Commission, jointly and .--. severally, shall have the right, but not the obligation, to exercise all of the rights and remedies provided in this Declaration and to maintain any action at law or suit in equity or any other proper proceeding for that purpose. 10.3 Performance by Commission. In the event that Habitat is dissolved, the functions specified herein to be performed by Habitat shall be performed by Commission or its assignee. 10.4 Notices,. Any notice to be given pursuant to this Agreement shall be in writing, and all such notices and any other document to be delivered shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the party for whom intended as follows: If to Commission, to: Community Development Commission of the City of Downey 11111 Brookshire Avenue Downey, CA 90241 Attention: Housing Manager If to Habitat, to: Habitat For Humanity of Southeast Los Angeles County 13222 East Bailey Street Whittier, California 90601 Attention: President Notices and other documents shall be deemed received upon receipt by personal service or upon the third (3rd) business day after deposit in the United States mail. Either party may, from time to time, by written notice to the owner of the Property, designate a different address which shall be substituted for the one above specified. 10.5 Severability. If any of the provisions of this Declaration are held to be invalid or illegal by the final judgment of a court of competent jurisdiction, that invalidity or illegality shall not affect the validity and legality of the remaining provisions of this Declaration. c:ev /habitat.doc -6- 10.6 Term of Declaration This Declaration shall be in full force and effect for a period of twenty (2 0) years from the date that it is recorded, provided that the Declaration shall automatically terminate in the event that the Property is foreclosed or transferred in lieu of foreclosure or in the event that an FHA insured mortgage on the Property is assigned to the U.S. Department of Housing and Urban Development. IN WITNESS WHEREOF, Habitat has executed this Declaration on the date first written above and the same shall be effective as of the date of recordation hereof in the official records of the County of Los Angeles, State of California. HABITAT FOR HUMAN I TY OF SOUTHEAST LOS ANGELES COUNTY By: Wesley A. Murray, President By: [NAME] Secretary STATE OF CALIFORNIA ) ) ss. COUNTY OF LOS ANGELES On 19 , before me, personally appeared personally known to me (or 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. WITNESS my hand and official seal. Signature (Seal) c:ev /habitat.doc ti