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Home My WebLink AboutRecorded Doc 2009-027 � a , � 2009-0409841 �� ' s $ � 1318 D4C # 2@09-0409841 ! " 08/06/2009 08:00A Fee:NC ' � RECORDING REQUESTED BY: ) Pa � of z5 � Recorded in Official Records i � County of Riverside ! REDEVELOPMENT AGENCY OF � Larry W. Ward � � THE CITY OF CATHEDRAL CITY � Assessor, County Clerk & Recorder � � � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III (IIII IIII IIII ± WHEN RECORDED MAIL TO: ) � ) � REDEVELOPMENT AGENCY OF ` ; j THE CITY OF CATHEDRAL CITY S R U PAGE SIZE DA MISC LONG RFD COPY j fi 68-700 Avenida Lalo Guerrero � Cathedral City CA 92234 E�`"" � x � M A L 465 426 PCOR NCOR SMF NCHG ' T: CTY UNI '� EXEMPT FROM RECORDING FEES PURSUANT TO GOVERNMENT CODE SECTIONS 6103 & 27383 � DEED OF TRUST, FAC�ADE EASEMENT � AND COVENANTS i31 a � ' This Deed of Trust Fa�ade Easement a�d Cov�nants ("Deed of Trust"), made on � � 7 �-.S , 200� by ;'� � c. c�c� �<r,�rc..S a � � uti M��r�t►� r`G-"' , hereinafter called "Trustor", whose current address is � � �.1��Vu e��`a S� , Cathedral City, CA 92234, to Stewart Title Company, a � California corporation, hereinafter referred to as "Trustee", whose address is 3403 Tenth Street, � � Suite 400, Riverside, California 92501, in favor• of the REDEVELOPMENT AGENCY OF THE CITY OF CATHEDRAL CITY, a public body, corporate and politic, hereinafter referred to as � 'Beneficiary", whose address is 68-700 Avenida Lalo Guerrero, Cathedral City, California 92234. All defined terms used herein not otherwise defined shall have the meaning ascribed to them in the Loan Agreement described on Attachment 2 and incorporated herein by reference. '" This Deed of Trust is given by the Trustor to secure certain obligations of the Trustor, or of E ° certain obligations of Trustor's tenant occupying space on the Property. Wherever the context � requires it, the term "Trustor" shall mean either the owner of the Property or the Tenant as ' identified in the Loan Agreement. If this Deed of Trust is given to secure the obligations of a ` tenant, Trustor (owner) intends to provide the security stated herein for the obligations of said tenant. � :� I. Deed of Trust � � `� Trustor irrevocably grants, transfers and assigns to Trustee in trust, with power of sale, � � all that Property, including all easements and rights-of-way used in connection therewith, or as a � � means of access thereto, in the City of Cathedral City, County of Riverside, State of California, � described as follows � SEE ATTACHMENT "1 ", attached hereto and Incorporated he�eirrby reference � �': together with the rents, issues and profits thereof, subject however to the right reserved by � ; Trustor to collect and apply such rents, issues and profits, prior to any default hereunder; for the � 1 � � � :, � � S � � � � � � , � f � _ I ! � 3 purpose of securing performance in a timely manner of all of Trustor's obligations under the � Loan Agreement, between Trustor and Beneficiary, in an amount equal to the Loan Amount i _ specified in Attachment 2, and performance of each agreement to Trustor incorporated herein � by reference or contained herein. � i �; A. To protect the security of this Deed of Trust, Trustor agrees: � ;i � 1. To maintain the Property in good condition and repair; not to remove or demolish �! any building or improvement thereon; to complete promptly in workmanlike manner any ! improvement hereafter constructed thereon and to restore promptly in workmanlike manner any � improvement thereon that is damaged or destroyed, and to pay when due all costs incurred � therefor or in connection therewith; to comply with all laws, ordinances, regulations, covenants, $ conditions and restrictions affecting the Property; not to commit or permit any waste thereof or � any act upon the Property in violation of law or of covenants, conditions or restrictions affecting , the Property. € , , 2. To appear in and defend any action or proceeding purporting to affect the ' security hereof or the rights or powers of Beneficiary or Trustee; and also, if at any time � Beneficiary or Trustee is a party to or appears in any such action or proceeding, or in any action � or proceeding to enforce any obligation hereby secured, to pay all cost and expenses paid or j incurred by them or either of them in connection therewith, including, but not limited to, cost of g evidence of title and attorneys' fees in a reasonable sum. � P � 3. To pay (a) at least ten (10) days before delinquency, all taxes and assessments � affecting the Property; (b) when due, all encumbrances, charges and liens, with interest, on the � g Property or any part thereof, which appear to be prior or superior hereto; and (c) all costs, fees � and expenses of this trust. � R 4. If Trustor fails to make any payment or to do any act as herein provided, then � Beneficiary or Trustee (but without obligation so to do, and with or without notice to or demand � upon Trustor, and without releasing Trustor from any obligation hereofl may (a) make or do the same in such manner and to such extent as either deems necessary to protect the security � f hereof, Beneficiary or Trustee being authorized to enter upon the Property for such purpose; (b) � appear in or commence any action or proceeding purporting to affect the security hereof or the � rights or powers of Beneficiary or Trustee; (c) pay, purchase, contest, or compromise any � encumbrance, charge or lien that, in the judgment of either, appears to be superior hereto; and � in exercising any such power, Beneficiary or Trustee may incur necessary expenses, including ; reasonable attorneys' fees. � { � t � ' 5. To pay immediately and without demand all sums expended hereunder by -� Beneficiary or Trustee, with interest from date of expenditure at the annual rate of five � ' percentage points over Bank of America's published prime rate. � � B. It is mutually agreed that: � 1. In the event that Trustor shall, directl or indirectl , voluntaril or involuntaril � Y Y Y Y� � sell, enter into a contract of sale, convey, assign, transfer, lease with an option to purchase, � dispose of, alienate or further encumber or agree to sell, or suffer to exist any other lien against � all of any portion of or any of Trustor's interest in the Property, or change, or suffer the change � of, the character or use of the Property, Beneficiary, at its option, may then, or any time s 2 F � � I �E+99-9409241 � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIII IIII III ea!6E:' 2s 6eR � , � � i , , , . , � � � � thereafter, declare all sums due hereunder immediately due and payable. � I _ 2. Any award of damages made in connection with the condemnation for public use � of or injury to the Property or any part thereof shall be first applied to satisfy the balance due � � under the Loan Agreement with the remainder to be released to Trustor. Such application or � � release shall not cure or waive any default or notice of default hereunder or invalidate any act I ` done pursuant to such notice. ; , # 3. The acceptance by Beneficiary of any payment less than the amount then due i shall be deemed an acceptance on account only and shall not constitute a waiver of the � obligation of Trustor to pay the entire sum then due or of Beneficiary's right either to require � ' prompt payment of all sums then due or to declare default. The acceptance of payment of any � � sum secured hereby after its due date will not waive the right of Beneficiary either to require ; " prompt payment when due of all other sums so secured or to declare default for failure so to � � pay. No waiver of any default shall be a waiver of any preceding or succeeding default of any � kind. 4 4. At any time upon the occurrence of a default, without liability therefore and with or without notice, upon written request of Beneficiary and presentation of this deed for � � endorsement, and without affecting the personal liability of any person, Trustee may reconvey � F any part of the Property, consent to the making of any map or plat thereof, join in granting any � ; easement or join in any extension agreement or any agreement subordinating the lien or charge { � thereof. , i 5. Upon written request of Beneficiary, surrender of this deed to Trustee for I cancellation and retention, and payment of its fees, Trustee shall reconvey, without warranty the ! ; Property held hereunder. The recitals in such reconveyance shall be conclusive proof of the � � truthfulness thereof. The grantee may be designated in such reconveyance as "the person or � persons legally entitled thereto." � 3 6. Trustor may give such notice to Beneficiary at any time before there is a Trustee's sale of the Property. At any time Trustor is in default in payments to be made to � " Beneficiary hereunder, any amounts paid to and received by Beneficiary for execution of � releases pursuant to the terms of this paragraph after notice of default and election to sell has � been recorded shall not, unless the requirements of Section 2924c of the Civil Code are fully � � met by or on behalf of Trustor, waive the right of Beneficiary to continue its plans to have the � '� Property sold, nor shall they have any effect on the exercise by Beneficiary of the acceleration ; ° privilege contained herein, except to entitle the person effecting such payment to the release of � the Property for which the release amount was paid, and insofar as Beneficiary is concerned, to � ` constitute a credit against the secured debt. � ' 7. tf Trustor shall occupy the Property, or any part thereof, after any default, Trustor � or such owner shall pay to Beneficiary in advance on the first day of each month a reasonable � rental for the premises so occupied. On failure to pay such reasonable rental, Trustor or such _ owner may be removed from the premises by summary dispossession proceedings or by any other appropriate action or proceeding. .3 „ i 8. If default is made in performance of any agreement hereby secured, then � Beneficiary, with or without notice to Trustor, may institute suit for the foreclosure of this deed, or by delivering to Trustee a written declaration of default and demand for sale, as well as a � 3 � :� € IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII 2�0q 04a9841 '� �8%d6�'206g 6° 00fl � � � � , � � 'i ' . r ' 1 � � � written notice of default and of election to cause the Property to be sold, which notice Trustee i shall cause to be filed for record. If such declaration is delivered to Trustee, Beneficiary shall ; deposit with Trustee this deed, and all documents evidencing expenditures secured hereby. ' � _ 9. After the time then required by law has elapsed after recordation of such notice � of default, and notice of sale having been given as then required by law, Trustee, with or without � demand on Trustor, shall sell the Property at the time and place fixed in the notice of sale, either � i as a whole or in separate parcels and in such order as Trustee determines, at public auction, to � the highest bidder, for cash in lawful money of the United States, payable at the time of sale. Trustee may postpone from time to time sale of all or any portion of the Property by public � announcement at the time and place of sale originally fixed or at the last preceding postponed � time. Trustee shall deliver to the purchaser its deed conveying the Property sold, but without _ any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Trustor, Trustee, Beneficiary or any other - person may purchase at the sale. � 3 ¢ 10. After deducting all costs, fees and expenses of Trustee and of this trust, including 6 cost of evidence of title and reasonable attorneys' fees in connection with sale, Trustee shall apply the proceeds of sale to payment of (a) all sums expended under the terms hereof and not � _ theretofore repaid, with accrued interest at five percentage points over Bank of America's � � published prime rate per annum, and (b) all other sums then secured hereby in such order as i Beneficiary, in the exercise of its sole discretion, directs. The remainder, if any, shall be paid to � the person or persons legally entitled thereto. � � 11. Before Trustee's sale, Beneficiary may rescind such notices of default and of election to cause the Property to be sold by delivering to Trustee a written notice of rescission, � which notice, when recorded, shall cancel any prior declaration of default, demand for sale and � { acceleration of maturity. The exercise of such a right of rescission shall not constitute a waiver � ; of any default then existing or subsequently occurring, or impair the right of Beneficiary to � deliver to Trustee other declarations of default and demands for sale or notices of default and of � � ; election to cause the Property to be sold, or otherwise affect any provision of the secured note � ; or of this deed or any of the rights, obligations or remedies of Beneficiary or Trustee hereunder. 12. Beneficiary may, from time to time as provided by statute, or by a writing signed ; and acknowledged by him and recorded in the office of the county recorder of the county in which the land or such party thereof as is then affected by this deed of trust is situated, appoint E � another trustee in stead and of Trustee herein named; and thereupon, the Trustee herein � :; named shall be discharged, and the trustee so appointed shall be substituted as Trustee hereunder with the same effect as if originally named Trustee herein. 13. If two or more persons are designated as Trustee herein, any or all powers granted herein to Trustee may be exercised by any of such persons if the other person or persons is unable, for any reason, to act. Any recital of such inability in any instrument � executed by any of such persons shall be conclusive against Trustor, his heirs and assigns. � � 14. All leases of any structures on the Property, now or hereafter affecting the Property are hereby assigned and transferred to Beneficiary by Trustor. Trustor hereby covenants that none of such leases will be modified or terminated without the written consent of Beneficiary. 4 E :i # I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIII IIII IIII es, oe93 e£�e 5�0ea � e � � i � ' � ; � ! i 15. If a default is made in the perFormance of the Loan Agreement, Trustor when ; requested to do so, shall give such further written assignments of rents, royalties, issues and ' � profits; of all security for the performance of leases; and of all money payable under any option � to purchase, and shall give executed originals of all leases, now or hereafter on or affecting the I Property. � 16. Trustor reserves the right, prior to any default in payment of any indebtedness or � perFormance of any obligation secured hereby, to collect all such rents, royalties, issues and ! profits, as but not before they become due. Upon any such default, Trustor's right to collect � ` such moneys shall cease, not only as to amounts accruing thereafter, but also as to amounts i ' then accrued and unpaid. In the event of default, Beneficiary, with or without notice and without � regard to the adequacy of security for the indebtedness hereby secured, either in person or by ; agent, or by a receiver to be appointed by the court, (a) may enter upon and take possession of � - the Property at any time and manage and control it in Beneficiary's discretion, and (b) with or ` without taking possession, may sue for or otherwise collect the rents, issues and profits thereof, whether past due or coming due thereafter, and apply the same, less costs and expenses of ' operation and collection, including reasonable attorneys' fees, upon any obligation secured � = hereby and in such order as Beneficiary determines. None of the aforesaid acts shall cure or , = waive any default hereunder or invalidate any act done pursuant to such notice. Beneficiary � shall not be required to act diligently in the care or management of the Property or in collecting ! any rents, royalties or other profits that it is hereby authorized to collect, and shall be a accountable only for sums actually received. ; � 17. Without affecting the liability of Trustor or of any other party now or hereafter � bound by the terms hereof, from time to time and with or without notice, Beneficiary may release ; any person now or hereafter liable for performance of such obligation, and may extend the time � for payment or performance, accept additional security, and alter, substitute or release any � security. i � _ 18. In any judicial action brought to foreclose this deed or to enforce any right of � £ Beneficiary or of Trustee hereunder, Trustor shall pay to Beneficiary and to Trustee attorneys' � fees in a reasonable sum, to be fixed by the court. j � � 19. No remedy hereby given to Beneficiary or Trustee is exclusive of any other � remedy hereunder or under any present or future law. � � ; = 20. The pleading of any statute of limitations as a defense to any and all obligations F � secured by this deed is hereby waived, to the full extent permissible by law. � 21. Trustor shall, upon request made by Beneficiary, furnish the Beneficiary with � £ annual statements covering the operations of the Property. ; � � , 22. Beneficiary may collect a"late charge" not to exceed an amount equal to five � percent (5%) on the amount past due and remaining unpaid on any installment that is not paid � within ten (10) days from the due date thereof, to cover the extra expense involved in handling � delinquent payments. _ � 23. This deed applies to, inures to the benefit of and binds all parties hereto, their E heirs, legatees, devisees, administrators, executors, successors, successors in interest, and ; assigns. The term "Beneficiary" means the owner and holder, including pledgees, of the � 5 � } _ � t . I IIIIII IIIIIII II�I) IIII IIII IIIIII IIIIII III IIIII IIII IIII �8� E � 5 � � : � i >f , ' � � � � ! 3 I Agreement secured hereby, whether or not named as Beneficiary herein. In this deed, 1 whenever the context so requires, the masculine gender includes the feminine and neuter, and � the singular number includes the plural, and all obligations of each Trustor hereunder are joint and several. � 24. Trustee accepts this trust when this deed, duly executed and acknowledged, is I made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other deed of trust or of any action or proceeding in which Trustor, � Beneficiary or Trustee is a party unless brought by Trustee. � ' 25. Trustor requests that a copy of notice of default and of any notice of sale _ hereunder shall be mailed to him at the address indicated in the first paragraph of this Deed of � Trust. E II. FAC�ADE EASEMENT � � Trustor, upon receipt of the Loan from the Agency, grants to the Agency and the City of t Cathedral City (the "City"), and their successors and assigns (hereinafter collectively, the ' "Agency") , an easement upon the Property for the purpose of ensuring Grantor's maintenance I < and use of the Property in accordance with the requirements of the Loan Agreement and the z Program. The Agency shall have the right during the Term to enter the Property, with or without ; notice to the Trustor, to inspect the Property and to conduct any maintenance or repair activities £ deemed necessary by the Agency to ensure Grantor adheres to the Maintenance Standards. '; III. COVENANTS � � ' A. USE � ; � During the Term, Trustor shall continuously operate Trustor's business upon the Property in full compliance with the terms and conditions of the Loan Agreement and all laws, � rules and regulations goveming Trustor's business, including, without limitation, maintaining a ; current City of Cathedral City business license (the "Business Operation Requirements"). ; Trustor's failure to comply with the Business Operation Requirements shall be a material breach of the Loan Agreement and this Deed of Trust. � B. MAINTENANCE � _; � j During the Term, Trustor shall maintain the Property and its improvements in � accordance with the Maintenance Standards. The "Maintenance Standards" shall be comprised j of all the following to the extent applicable to the improvements located on the Property: ; ; � 1. Landscape maintenance shall include, but not be limited to: watering/irrigation; � fertilization; mowing; edging; trimming of grass; tree and shrub pruning; trimming and shaping of � trees and shrubs to maintain a healthy, natural appearance and safe road conditions and � visibility, and irrigation coverage; replacement, as needed, of all plant materials; control of � weeds in all planters, shrubs, lawns, ground covers, or other planted areas; and staking for �. support of trees. € � � � :� g � } � 2a09-049q°41 � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIII IIII IIII 9 � ,�F i f Ec 0ER � , � . , � r , . 5 _ � � � e I 2. Clean-up maintenance shall include, but not be limited to: maintenance of all � sidewalks, paths and other paved areas in clean and weed-free condition; maintenance of all I such areas clear of dirt, mud, trash, debris or other matter which is unsafe or unsightly; removal � of all trash, litter and other debris from improvements and landscaping; clearance and cleaning � of all areas maintained prior to the end of the day on which the maintenance operations are � - performed to ensure that all cuttings, weeds, leaves and other debris are properly disposed of by maintenance workers. � 3. The Maintenance Standards shall be conducted and completed in compliance � - with applicable federal, state and local laws and regulations. � i C. FAILURE TO MAINTAIN � � � 1. In the event Trustor does not comply with the Maintenance Standards in � accordance with the requirements of this Agreement, the Agency shall have the right to enter F upon the Property, or have its third party agents or contractors enter upon the Property and to maintain and/or repair the Property and its improvements to correct such deficiencies after written notice to Trustor. However, prior to taking any such action, the Agency agrees to notify � Trustor in writing why the condition of said improvements does not meet with the Maintenance Standards and to specify the deficiencies and the actions required to be taken by Trustor to cure the deficiencies. Upon notification of any maintenance deficiency, Trustor shall have thirty (30) days within which to correct, remedy or cure the deficiency, unless advised of a shorter period � to rectify the problem by City Code Enforcement Officers, before the Agency shall elect to commence such maintenance or repair activities. 2. Trustor agrees to pay any and all charges and costs incurred by the Agency in _ connection with conducting any maintenance or repair activities upon the Property. In addition, � Trustor shall be liable for any and all attorneys' fees, and other legal costs or fees incurred by � ? the Agency in collecting said amounts from Trustor. Trustor further understands and agrees that such costs and charges may be added to the amounts due the Agency under the Deed of Trust. Notwithstanding all the above, the Agency shall be under no obligation to maintain or repair the ; Property or its improvements following Trustor's failure to do so. In such event, the Agency reserves the right, in it sole discretion, to declare an Event of Default under this Agreement and ? following the requisite cure period, exercise its default remedies under this Agreement, including without limitation, foreclosing upon the Deed of Trust to collect all amounts of the Loan Amount, � j including interest thereon, and maintenance and repairs cost, if any, together with all other sums � ; due and owing to the Agency under the Loan Agreement. The Agency has the right to � .� accelerate all sums due under the Loan Agreement and declare all of them immediately due � � and payable. � � D. NON-DISCRIMINATION � z ,:i � , The Trustor agrees that there shall be no discrimination against or segregation of � any person or group of persons, on account of any basis listed in subdivision (a) or (d) of � Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and � � Section 12955.2 of the Government Code or on the basis of domestic partnership status or k � arrangement, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of �. � the Property or employment practices of Trustor, nor shall Trustor himself or herself, or any � 7 � � ; � _ � 2099-N49:3841 � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIII IIII IIII 6� '�JF ? � U f 0 5 00A � � � � � ' � � � � j � 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 Property or in , - employment practices. � , E. COVENANTS RUN WITH THE LAND i � The covenants contained in this Agreement shall, without regard to technical � � classification, run with the land for the Term and shall be binding on and shall inure to the � � benefit of the Agency and its successors or assigns. � t F. TERM � 5 � The term of this Agreement shall commence upon Trustor's receipt of the Loan Amount � from the Agency and shall expire at the end of the Term specified in Attachment 2 hereto. � � � � � G. INDEMNIFICATION � � To the fullest extent permitted by law, Trustor shall indemnify, defend, and hold harmless � � the Agency, the City, and their elective and appointive officials, boards, commissions, officers, � attorneys, agents and employees (collectively, "Agency Parties"), from any and all present and � future liabilities, obligations, orders, claims, damages, fines, penalties and expenses (including ' attorneys' fees and costs) (collectively, "Claims") arising, directly or indirectly, from the acts, omissions, negligence or willful misconduct of Trustor or its contractors, subcontractors, employees, representatives or agents arising out of the Loan Agreement or this Deed of Trust. ' H. DEFAULT � 1. Any failure by Trustor to perform any term, condition or covenant of this � Agreement shall constitute an "Event of Default" if Trustor does not cure such failure within thirty � � (30) days following written notice of default from the Agency. Upon the occurrence of an Event � � of Default, Agency shall have the right, in addition to any other rights or remedies (a) to institute � any action at law or in equity to cure, correct, prevent or remedy any Event of Default; (b) to recover damages for any Event of Default, including by accelerating all sums due under the � ; Loan Agreement and declaring all of said sums to be immediately due and payable; or (c) to � z foreclose upon the Deed of Trust. � , � = 2. Any failure or delay by the Agency in asserting any of its rights or remedies as to � ' any Event of Default shall not operate as a waiver of any Event of Default or of any such rights , ;# or remedies or deprive the Agency of its right to institute and maintain any actions or � ' proceedings which it may deem necessary to protect, assert or enforce any such rights or `.; remedies. � � 3. The following acts or omissions shall be incurable Events of Default under this � Agreement which do not require providing Trustor with a thirty (30) days cure period and shall { immediately give rise to the Agency's default remedies set forth above: r :, ' 8 � � ; � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIII IIII IIII 0�. 0 9 �c @3� 28�60R � 3 � i � . i ' � � _ 1 � _ # � � a. Trustor's receipt of three (3) or more City Code Enforcement Citations for � i - the Property or three (3) or more Agency notices of an Event of Default under this Agreement or + any combination of the above totaling three (3) or more during the Term. P b. Any maintenance or repair activities conducted by the Agency with a cost I which exceeds fifteen percent (15%) of the amount of the Loan Amount. 3 a � i Executed at Cathedral City, California, on the date first above written. � ` TRUSTOR: � � / � C ° �� ; � ' /�- i { J � cc� ,4�t___ / � ��1 ; � � � i , � � � 1 END OF PAGE � _ � � � � � � ; � `E � � � � CATH\00046\DOC�208-2 � @ � ? 3\19\09 1130 law � � _ � � } � � � � � ! � i 9 ` € � I IIIIII IIIIIII (IIII IIII IIII IIIIII IIIIII III IIIII IIII IIII �R, 9�� 9 09 5 �00R s � # d s � � r � 2008 ALL CAPACITY ACKNOWLEDGMENT � � ! � , ; � " ` State of � ) � A ^ > � �^ � County of t,(,Z,Q/t�0 L� ) � , ` �D.b GC�� On v2� O , before me, o Date e In Name and Title o the Officer personally appeared :� Name(s) of Signer(s) , � s � $ � � who proved to me on the basis of satisfactory evidence to be the � person(� whose name(� is/a�subscribed to the within instrument � and acknowledged to me that he/s� executed the same in z his/he� authorized ca i ie�, and that b hi�r � I� tY� ) Y ;i signature(�j on the instrument the person(�j, or the entity upon � �� behalf of which the person(� acted, executed the inshument. � NOhry PubNc - CaNMmia � � �� uMy I certify under PENALTY OF PERJURY under the laws of the � Corrwn. Feb.13 201 State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. � � I � Signature � Place Notary Seal Above � � � { d .{ � Y � ti � i [ � 't 6 € 3 � t E E .� i :� F :t � 3 � f. '2 � f � , I IIIIII IIIIII) IIIII IIII IIII IIIIII IIIIII III I �999-9443$41 IIIII III IIII es. 2s 6 � � � � 8 • � , � � � � � ATTACHMENT 1 3 PROPERTY LEGAL DESCRIPTION � (To be attached) � � i � 4 � � $ �¢ 6 " q � Y � { � a � � j t } -4 -'t � ;j a s } 3 � R i 3 �909 94@9841 I IIIIII II�IIII II�II IIII IIII IIIIII IIIIII III IIIIII III I�II eP,'OF. �l 00 8 5 AN � ,' , 1 � �. , ' � � _ . 1 . � � i � I � �szx 1. � LEGAL DESCRIPTION Real property in the Gty of Cathedral Gty, County of Riverside, State of Califomia, desaribed as follows: � PARCEL 1: —�� - � THAT P�RTItSTJ"OF THE IYOR�QUAR�ER OF THE NORTHINEST QUARTER OF SECTION j 21, TOWNSHIP 4 SOUTN, RANGE 5 EAST, SAN BERNARDINO BASE AND MEKIDIAN, AS SFiOWN � BY UNITED STATES GOVERNMENT SURVEY AND PARTICULARLY DESCRYBEO AS FOLLOWS: j � BE6INNING AT 7HE NORTttWEST C�RNER OF LOT 1 OF PALM SPRINGS OUTPOST, AS SHOWN � BY MAP IN FILE IN BOOK 21, PAGES 30 AND 31 �F MAPS, RECORDS OF RNERSIDE COUNTY; � THENCE ALONG THE WEST LINE OF SkID LOT 1 SOUTH OU° 20' S0" EAST, 5.OQ FEET; � ; I ' THENCE ALONG THE SOUTHERLY LINE OF RAMON ROAD SOUTH 89° 50' 03" WEST, 89.94 FEET TO THE TRUE POINT OF BEGIPINING; � fi ` ThIENCE ALONG THE SOUTHERLY l.INE OF RAMON ROAD SOUrH 89° 5Q' 03" WEST, 55.06 ' FEET; THENCE SOUTN 00° 20` 50" EAST PARALLEL WTfH THE WES'T�RLY LINE OF SAID PALM � � SPRINGS OUTPOST 95.00 FEET; � � � THENCE NORTH 89° 50' 03" EAST PARAI.LEL WITH THE SOUTHERLY LINE OF RAMON ROAD 30.00 FEET; I i , THENCE NORTH 00° 20' SO" WEST PARALLEL WITH 7HE WESTERLY LINE OP SAID PALM SPRINGS OU7POST 77.Q0 FEET; ' 7HENCE NORTH 54° OS' Ol" EAST, 3Q.81 FEET TO TNE TRUE POINT OF BEGINNING. i ' APN:680-190-025 � ':; PARCEL 2: � � THAT PORTION OF THE NORTHWESf QUARTER OF 1}iE NORTHWEST QUARTER OF SECTION � 21, TOWNSHIP 4 SOUfH, RANGE 5 EAST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN t BY UNtfED STATES GOVERNMENT SURVEY AND PARTICULARLY DESCRI$ED AS FOLLOWS: ,, � - BEGINlVING AT THE SOUTNNIFST CORNER OF LOT 1 OF PALM SPRINGS GIUTPOST, AS SHONM '� BY MAP ON FII.E IN BOOK 21 PAGES 30 AND 31 OF MAPS, RECORDS OF RNERSIDE COUNTY� ' CALIFORNUI; THENCE SOIIiH 89° 51' WEST, 115 F�ET; THENCE SOUT1iERLY AND PARALLEL ; WITH 11iE W�SFERLY LINE OF PAIM SPRINGS OUiPOST NO. 1, ABOVE MENTIONED, 125 FEET; ; THENCE N�Rlli 89° 51' EAST, 115 FEEf TO A POINT ON TFiE WEST LINE OF SAID PALM ; SPRINGS OUTPOST NO. 1; THENCE NORTHERLY ALOfYG SAID VIfEST LINE, 125 FEET TO THE � POINT OF BEGINNING. ; . £ APN: 680-190-002 � , 3 I III 11I I�I�II lll II�I �'s` e R9 0 o 25eaF 1 �� I�� , � 3 i � i ! � i i ,P � I ;� � ATTACHMENT 2 � F SCHEDULE A TO LOAN AGREEMENT I _ � � � s � ; � � � � ;' � ! } � � ; '} � � n � � s � i � .i � „ � ; � i ; a v ' � � � � i € � € t � i :i � � � # � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII gs` oN�9 es9e$ � ! � G i � � . � �� ' �I ;o � � � � I SCHEDULE A � � TO ; LOAN AGREEMENT � �` (COMMERCIAL IMPROVEMENT PROGRAM} � ; (OWNER APPLICANT) I Applicant: Liberty Max, Inc. ; � Name: Michael Karas Building Address: 68143 Ramon Road , Type of Entity: California Corporation Cathedral City, CA 92234 � , Property Legal Description (attach separate sheet if necessary): j � � X Check here if legal description is attached as Exhibit "1" � I � � � i I � ! s , x � ; , ` j � i 3 � � E � Estimated Cost of Improvements: $16,881.23 � Loan Amount: $12,660.92 � � Term of Loan: Five (5) Years � � , Addresses for the Giving of Notice: � � ; ; Agency: Redevelopment Agency of the City of Cathedral City � :; 68-700 Avenida Lalo Guerrero � ; Cathedral City, CA 92234 � � Attention: Executive Director � � ; Applicant: Michael Karas � ° c/o Liberty Max, Inc. � 27954 Valencia St. � `� Cathedral City, CA 92234 � 1 � ; ! { � A S � � � � $ c j g � � } � � � & Alignment Man — Ageement 07/20/09 2F�03-6409$41 � `a I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII N8/0E £25 aR � � r � ; � � i � LOAN AGREEMENT j (COMMERCIAL FACADE IMPROVEMENT PROGRAM) � (OWNER APPLICANT) � y THIS LOAN AGREEMENT (this "Agreement") is dated for reference purposes only as of � the � day of us f , 200�, and is entered into by and between the REDEVELOPMENT AG NCY OF THE CITY OF CATHEDRAL CITY, a public body corporate � and politic (the "Agency") and the person, persons, entity or entities specified as the Applicant in j Schedule A attached hereto (the "Applicant"). The effective date of this Agreement shall be the � date on which the last of the required signatures appearing on the signature page of this � Agreement occurs. � , RECITALS A. The Agency has adopted a Commercial Facade Improvement Program to E provide forgivable loans (the "Loan" or the "Loans") to eligible property owners and/or tenants of buildings and/or properties who agree to rehabilitate the facades of their buildings and/or the � = appearance of their commercial property in compliance with Agency-approved design standards � and other conditions (the "Improvement Program"); and � ; B. The Applicant is the owner of that certain building and/or property located at the � i � address, and with the legal description set forth in Schedule A(the "Property") which the Agency ' has determined is eligible for participation in the Improvement Program; and � C. The Applicant has submitted an application to the Agency pursuant to the Improvement Program and has agreed to rehabilitate the Property with certain improvements which meet with the Agency's approval (the "Improvements") in exchange for receipt of the Loan '� and in accordance with the terms of this Agreement; and :� D. The Applicant and the Agency desire to enter into this Agreement to set forth the terms and conditions under which the Applicant will develop the Improvements and the Agency { will provide the Applicant with the Loan; ! � E. The Applicant has agreed to the recording of that certain Deed of Trust, � ; Easement and Covenants (the "Deed of Trust") on the Property to secure repayment of the � ' Loan and the faithful performance of the terms of this Agreement; and � � ; � ; F. The Agency finds that providing the Applicant with the Loan under the terms and '' conditions of this Agreement furthers the objectives of the Agency's Redevelopment Plan and � Implementation Plan, will improve the appearance of the Redevelopment Project Area in which } the Property is located, will help eliminate physical and economic blight in the Project Area and � � stimulate private investment, and is in the vital and best interest of the Agency, the City of � ' Cathedral City, California (the "City"), and the health, safety, morals, and welfare of the City's � ; residents, and is in accord with the public purposes and provisions of applicable federal, state and local laws and requirements. � ' � ? NOW, THEREFORE, the Applicant and the Agency hereby agree as follows: � '; 1. Incorporation of Recitals and Schedule(s). The Recitals set forth above are true � and accurate in all material respects, and together with all schedules or exhibits attached � � hereto, are incorporated herein as though set forth in their entirety. ; [. 'i Alignment Man — Agreement 07/20/09 � � 1 � 20f�9-0409Q41 � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII 0P/06r 15�of 25 bp � - , :+ I . ` � i z :� E � ;� � i Y I 2. Approval and Development of Improvements; Representations bv Applicant. I '' 2.1 Conditions Precedent. The following are conditions precedent to the ' Agency's obligations under this Agreement: � 'X a. The Applicant has or will cause the design of the Improvements, and � will prepare an estimate of the costs of constructing the Improvements, using bids or := estimates from qualified licensed contractors and/or subcontractors (the "Estimated a CosY'), which it will provide to the Agency. The Agency has the right to approve the `� design of the Improvements and the amount of the Estimated Cost in its sole discretion. � b. The Applicant must obtain approval of the proposed Improvements by relevant departments or agencies of the City, including, without limitation, the ' Architectural Review Committee (the "ARC'). Approval by the Agency of the design and/or Estimated Cost of the Improvements does not constitute approval by other departments or agencies of the City and there can be no assurance that approval by , such other departments or agencies will in fact occur. � c. If the Applicant desires to make any further changes to the � Improvements following the initial approval (or any subsequent approval), but prior to � completion and acceptance of the Improvements by the Agency and the City, the ` Applicant shall submit the proposed changes in writing to the Agency for its approval, � which may be given or denied in the Agency's sole discretion, as well as to any other ; department or agency of the City which may have jurisdiction. In the event the Agency i does not approve the changes fo the Improvements within forty-five (45) days of a submittal to the Agency, such changes shall be deemed rejected by the Agency. Once ' the initial Improvements have been completed and accepted by the City and the Agency, ; £ the Agency shall have no further liability with respect to any subsequent improvements :r to the Property of any nature or kind, unless it agrees thereto in a writing executed by ; the Agency's Executive Director. � � d. The Improvements must be constructed, developed or installed in ;� accordance with the approved design and plans, and must have received any final : inspection or approval required by the City. The Applicant, by accepting the proceeds of ; the Loan, represents that the true cost of designing, developing and constructing the Improvements (the "Improvement Cost") was in fact not less than the amount of the � � Estimated Cost submitted to and approved by the Agency prior to construction, unless � '•= the Applicant has notified the Agency in writing of a lesser Improvement Cost. Applicant � acknowledges that the Improvement Program permits the loan of not more than a certain � percentage of the true Improvement Cost, and recognizes that the Agency, in making � the Loan and entering into this Agreement, is relying on the Applicant's representation � as to the complete, accurate and actual cost of designing, developing and constructing � '� the Improvements. The amount of the Improvement Cost which the Agency will pay by � '� way of the Loan (the "Loan Amount") is set forth in Schedule A hereto. It is agreed that � ; any costs in excess of the Estimated Cost approved by the Agency at the inception of � ; the process shall be the sole responsibility of the Applicant. If the final Improvement � = Cost is less than the Estimated Cost, the Agency will reduce the Loan on a pro rata � ;k basis. The Applicant shall, at the Agency's sole discretion, submit evidence reasonably � :; satisfactory to the Agency which demonstrates the amount of Improvement Cost actually � � expended. � � x ; � � Alignment Man — Agreement 07/20/09 � � 2 � I IIIIII IIIIIII I�III I'll IIII IIIIII IIIIII III IIIIII III IIII 08' 0E� 2 08 0t3 500R � � � � e. The Applicant must have delivered to the Agency the Deed of Trust, k fully executed and acknowledged and in a condition to be recorded, in a form acceptable � :; to the Agency in its sole discretion. ; � '; 2.2 Comqliance With Law. The Applicant represents that the development of � � the Improvements was undertaken in compliance with all applicable laws, including without = limitation, the City zoning ordinance, all other provisions of the City municipal code and building codes and requirements, all applicable disabled and handicapped access requirements, f including the Americans With Disabilities Act, 42 U.S.C. Section 12101, et seq., Government � Code Section 4450, et seq., Government Code Section 11135, et seq., and the Unruh Civil � Rights Act, Civil Code Section 51, et seq. :� � E = 2.3 No Discrimination. The Applicant represents and agrees that there shall � t be no discrimination against or segregation of, any person or group of persons on account of � ;� any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision ; (p) of Section 12955, and Section 12955.2 of the Government Code, or on the bases of a � persons sexual orientation or domestic partnership status, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall any grantee of the Applicant or ' any person claiming under or through it, him or her, establish or permit any 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 Property. Subdivision j � (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of � � Section 12955 of the Government Code shall apply to the preceding provisions. 3 � ; 2.4 Acceptance of Loan Proceeds. The Applicant, by accepting the proceeds of the Loan, represents that the Improvements have been completed in full and that no further � work needs to be done to complete the Improvements in accordance with the designs and plans � approved by the ARC and/or other departments or agencies of the City having jurisdiction, that } all legally required permits have been obtained and all legally required inspections have A occurred and the Improvements approved and that there are no mechanics or materialman liens ; on the Property, and further represents that all architects, engineers, contractors, � subcontractors, materialmen, laborers or others providing services in connection with the j design, development and/or construction of the Improvements have been paid in full. , , i , ' 2.5 Access to Propertv. Officers, employees, agents or representatives of the � � Agency and the City shall have the right of reasonable access to the Property during normal � construction hours during the period of construction of the Improvements for the purpose of ; _ ensuring the Applicant's compliance with the terms and conditions of this Agreement. The '� Agency shall indemnify and hold the Applicant harmless from injury, property damage or liability � arising out of the exercise by the Agency and/or the City of this right of access, other than injury, ; property damage or liability relating to the negligence of the Applicant or its officers, agents or � ' employees. � � � ; 2.6 Prevailinq Waqes. THE APPLICANT ACKNOWLEDGES THAT CONSTRUCTION OF THE IMPROVEMENTS IS SUBJECT TO THE STATE OF CALIFORNIA PREVAILING WAGE LAW REQUIREMENTS (LABOR CODE SECTION 1720, ET SEQ.) AND � THAT APPLICANT AND EACH OF ITS CONTRACTORS AND SUBCONTRACTORS IS � REQUIRED TO PAY PREVAILING WAGES IN ALL WORK UNDERTAKEN IN THE � � DEVELOPMENT AND CONSTRUCTION OF THE IMPROVEMENTS. THE APPLICANT � � SPECIFCALLY INDEMNIFIES THE AGENCY, THE CITY AND EACH OF THEIR AGENTS, ; s :S Alignment Man — Agreement 07/20/09 ` - 3 � �ORy-04f�q341 � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII b8 17 25 0A � � � � � � � EMPLOYEES, OFFICIALS AND ATTORNEYS FROM ANY DAMAGE, LIABILITY OR MONETARY FINE ARISING OUT OF A BREACH OF THIS REQUIREMENT. UPON THE � REQUEST OF THE AGENCY, CITY OR ANY AGENCY HAVING JURISDICTION OVER ANY _ ASPECT OF THE IMPROVEMENTS, THE APPLICANT SHALL, AT NO COST OR EXPENSE ; TO THE ASKING PARTY, TIMELY PROVIDE ANY AND ALL DOCUMENTS SUBSTANTIATING THE APPLICANT'S COMPLIANCE WITH THIS SUBSECTION, INCLUDING, WITHOUT LIMITATION, PAYROLL, CONTRACTS AND OTHER RELATED RECORDS, AS APPLICABLE. THE APPLICANT ACKNOWLEDGES THAT NO EMPLOYEE OR AGENT OF EITHER THE CITY OR THE AGENCY HAS ANY AUTHORITY TO WAIVE OR � MODIFY THIS REQUIREMENT IN ANY RESPECT. � ; 2.7 Term. The term of this agreement (the "Term) shall be as set forth in `� Schedule A, and shall commence when the Loan Amount is distributed. � � 3. Disbursement of Loan Proceeds; Recordation of Deed of Trust. $ i 3.1 Loan Proceeds. Upon satisfaction of any condition precedent specified = in this Agreement or otherwise reasonably required by the Agency, including, without limitation, f evidence of the true amount of the Improvement Cost, completion of the Improvements, ,# issuance of any certificate or permit required by the City and delivery of the Deed of Trust in f ; recordable form, fully executed and acknowledged by the Applicant, the Agency shall, within a � reasonable time, pay to the Applicant the Loan Amount, adjusted if necessary to address an � Improvement Cost which is lower than the Estimated Cost. <� ;� 3.2 Recordation. The Deed of Trust shall be recorded by the Agency in the Official Records of Riverside County, California. The Deed of Trust shall secure faithful � performance by the Applicant of all of the provisions of this Agreement. ; � � 3.3 Interest and Repavment. '� a. The Loan Amount shall bear annual interest at the rate of seven � percent (7%) from the date the Loan Amount is disbursed to the Applicant. ; ; � b. The Loan Amount and all interest thereon shall be due in full in a 'g single payment on the last day of the Term, unless forgiven by the Agency as provided in Section 6. � ;; 4. Maintenance of Imqrovements; Easement. During the Term, the Applicant ; agrees on behalf of itself and its successors and assigns to the Property or any portion thereof, < that it will maintain the Improvements in accordance with the maintenance standards (as � defined below). The Applicant understands and agrees that its failure to comply with those � maintenance obligations shall be deemed a material breach of this Agreement entitling the Agency to exercise its default remedies as set forth below, which include without limitation, the immediate collection from the Applicant of all amounts of the Loan. The Applicant hereby grants ; an easement with respect to the Property for the purposes of this Agreement, as more ; particularly described in the Deed of Trust. � ' 5. Maintenance Standards. � � s 5.1 Maintenance of Imqrovements. During the Term, the Applicant shall � .; maintain the Property and all other private and public improvements and landscaping � ; � ' Alignment Man — Agreement 07/20/09 � � y 4 I IIIIII I'IIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII �8 �6�f9 $ 9�68 506R � i � � , � . � � associated with the Property, to the curbline(s) on, abutting or associated with the Property, � including, without limitation, the Improvements (the "Total Improvements") in accordance with a " the Maintenance Standards. The Total Improvements shall include, but are not limited to, any buildings, the underlying real property on which any of the Improvements is situated, sidewalks, � signage, awnings, pedestrian lighting, landscaping, building architectural elements and all other improvements on the Property and in the public right-of-way to the nearest curbline(s) abutting � the Property. � 5.2 Maintenance Standards. The "Maintenance Standards" shall be comprised of all the following: � a. The Total Improvements shall be maintained in conformity with : commercial development maintenance standards for similar projects and shall not be allowed to � deteriorate due to such reasons as chipped, cracked or faded paint. Awnings and canopies shall � be kept in good condition, safely secured, fully intact, functional and attractive, and clean and f free from tears, tattered edges or fading. Property signage shall be developed and maintained in y accordance with City requirements and shall at all times be safely secured and in a proper � operating condition, including without limitation, illuminated (if intended) and kept free of chips, = cracks and broken glass or components. Windows, doors, latches and other improvements shall ' be fully functional, free of defects, and cleaned periodically as reasonably required to maintain � an attractive appearance. _ � � b. Landscape maintenance shall include, but not be limited to: � ; watering/irrigation; fertilization; mowing; edging; trimming of grass; tree and shrub pruning; � trimming and shaping of trees and shrubs to maintain a healthy, natural appearance and safe road conditions and visibility, and irrigation coverage; replacement, as needed, of all plant materials; control of weeds in all planters, shrubs, lawns, ground covers, or other planted areas; � ; and staking for support of trees. � 7 :f c. Clean-up maintenance shall include, but not be limited to: f maintenance of all sidewalks, paths and other paved areas in clean and weed-free condition; ; maintenance of all such areas clear of dirt, mud, trash, debris or other matter which is unsafe or � unsightly; removal of all trash, litter and other debris from improvements and landscaping; � clearance and cleaning of all areas maintained prior to the end of the day on which the ' maintenance operations are performed to ensure that all cuttings, weeds, leaves and other � � debris are properly disposed of by maintenance workers. � � g d. The Maintenance Standards shall be conducted and completed in � ; compliance with applicable federal, state and local laws and regulations. � � 5.3 Failure to Maintain. � � � a. In the event the Applicant does not comply with the Maintenance :, Standards in accordance with the requirements of this Agreement, the Agency shall have the � ; right to enter upon the Property, or have its third party agents or contractors enter upon the k � Property, to maintain and/or repair any applicable portion of the Total Improvements to correct �' � such deficiencies after written notice to the Applicant. However, prior to taking any such action, � the Agency agrees to notify the Applicant in writing why the condition of said improvements � ' does not meet with the Maintenance Standards and to specify the deficiencies and the actions � .3 � required to be taken by the Applicant to cure the deficiencies. Upon notification of any € � maintenance deficiency, the Applicant shall have fifteen (15) days within which to correct, : , ! Alignment Man — Agreement 07/20/09 � _ � 5 � �eas-�a9ssai � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIII III IIII 081061 0 25 0R � � t � . �' � � � i � i � remedy or cure the deficiency, unless advised of a shorter period to rectify the problem by City � Code Enforcement Officers, before the Agency shall elect to commence such maintenance or � r repair activities. � � b. The Applicant agrees to pay any and all charges and costs , ; incurred by the Agency in connection with conducting any maintenance or repair activities upon ;� the Property. In addition, the Applicant shall be liable for any and all attorneys' fees, and other :; legal costs or fees incurred by the Agency in collecting said amounts from the Applicant. The � Applicant further understands and agrees that such costs and charges will be added to the Loan � � Amount due the Agency under the Deed of Trust and shall be subject to interest charges. Notwithstanding all the above, the Agency shall be under no obligation to maintain or repair the � ' Total Improvements, or any portion thereof, following the Applicant's failure to do so. In such � = event, and whether or not the Agency elects to cure the offending condition(s), the Agency ; reserves the right, in it sole discretion, to declare an Event of Default (as hereinafter defined) 3 under this Agreement and, following the requisite cure period, exercise its default remedies ' under this Agreement, including without limitation, foreclosing upon the Deed of Trust to collect ` all amounts of the Loan, including interest and maintenance and repair costs, if any, incurred by .� the Agency. The Agency shall have the right in the event of a Event of Default to declare all � sums due under this Agreement to be immediately due and payable. i ; 6. Forqiveness of Loan. In the event that the Term expires without an Event of :� Default occurring, the Agency shall forgive the full Loan and all accrued interest thereon, and ' shall provide the Applicant with a release of the Deed of Trust. � ; 7. Indemnification. To the fullest extent permitted by law, the Applicant shall ; indemnify, defend, and hold harmless the Agency, the City, and their elective and appointive ! ` officials, boards, commissions, officers, agents, attorneys and employees (collectively, "Agency � � Parties"), from any and all present and future liabilities, obligations, orders, claims, damages, � ; fines, penalties and expenses (including attorneys' fees and costs) arising, directly or indirectly, ! 5 from the acts, omissions, negligence or willful misconduct of the Applicant or its contractors, � subcontractors, employees, representatives or agents. The Agency Parties shall not be deemed � to have waived any right against the Applicant which it or they may have by reason of the � aforesaid indemnity, because of the approval by the Agency or the City of the plans, ; specifications and drawings for the Improvements. The Applicant's indemnity obligations under � � this Section 7 shall survive the expiration or termination of this Agreement. � = 8. Notices. Any notices relating to this Agreement shall be given in writing and shall � :� be deemed sufficiently given and served for all purposes when delivered personally or by � generally recognized overnight courier service, or five (5) days after deposit in the United States � mail, certified or registered, return receipt requested, with postage prepaid, addressed to the :; addresses provided in Schedule A. Either party may change its address for purposes of this ' section by giving the other party written notice of the new address in the manner set forth � = above. � � � 9. Default. # z � � 9.1 Any failure by the Applicant to perform any term or provision of this � ; Agreement or the Deed of Trust, including, without limitation, a failure to repay the Loan and � � interest thereon when due, shall constitute an "Event of Default" if the Applicant does not cure � a such failure within thirty (30) days following written notice of default from the Agency. Upon the � occurrence of an Event of Default, the Agency shall have the right, in addition to any other rights € � ':a Alignment Man — Agreement 07/20/09 � � 6 � . I IIIIII IIIIIII IIIII IIII IIII IIIIII IIII�I III IIIIIII II IIII 98 0�� 20 9e0$ 5 @�R � � � !; , � `' � � � a E � or remedies (a) to institute any action at law or in equity to cure, correct, prevent or remedy any � � Event of Default; (b) to recover damages, including, but not limited to, accelerating all sums due i # under the Loan Agreement, including interest and/or any other sums due to the Agency under ; the terms of this Agreement, for any Event of Default, and taking any action available to the � � Agency to collect the same; (c) to terminate this Agreement by written notice to the Applicant; r and/or (d) exercise its rights under the Deed of Trust. The foregoing remedies, and any other � ti remedies available at law or in equity, are not exclusive and the Agency may exercise any two � ' or more, or ortions thereof, if le all � � p g y permissible, and in any order. tn the event the Agency 5 terminates this Agreement as provided above, neither party shall have any further rights or � ' obligations hereunder, except for Applicant's indemnity obligations under Section 7, which shall $ survive such termination. � ; # 9.2 Any failure or delay by the Agency in asserting any of its rights or remedies as to any Event of Default shall not operate as a waiver of any Event of Default, or of � any future Event of Default, or of any such rights or remedies, or deprive the Agency of its right ` to institute and maintain any actions or proceedings which it may deem necessary to protect, � ' assert or enforce any such rights or remedies. � 10. Miscellaneous Terms and Provisions � $ I ; i ' 10.1 Severabilitv. If any term, provision, condition or covenant of this � '� Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, � i condition or covenant to persons or circumstances other than those as to whom or which it is ; held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the '' fullest extent permitted by law. _ � fi 10.2 Aqreement is Final Contract. This Agreement, together with the Agency's ` ' Improvement Program, represents the entire understanding of the Applicant and the Agency as � to those matters contained herein. In the event of any conflict between the provisions of this � Agreement and the Improvement Program, the provisions of this Agreement shall control. No � prior oral or written understanding shall be of any force or effect with respect to those matters ;� covered herein. This Agreement may not be modified or altered except in writing signed by both � � parties. In the case of the Agency, the authorized party is the Executive Director or such other � a representative as designated in writing or by minute order or resolution taken in an open , ; meeting of the Commission. � , � ;� 10.3 No Third-Partv Beneficiarv. Nothing in this Agreement, express or implied, '� is intended to confer any rights or remedies under or by reason of this Agreement on any � ' person other than the parties to it, nor is anything in this Agreement intended to relieve or � ; discharge any obligation of any third person to any party hereto or give any third person any � right of subrogation or action over or against any party to this Agreement. Nothing herein shall � be construed to create a partnership, joint venture or similar arrangement between the parties � hereta x i � 10.4 Governinq Law; Venue. The laws of the State of California shall govem � the interpretation and enforcement of this Agreement without reference to principles of conflict � of laws. Venue for any action brought under this Agreement shall be in the Superior Court of � Riverside County, California � ;: � '� 10.5 Authoritv. Each party executing this Agreement on behalf of a party � Alignment Man — Agreement 07/20/09 � € 7 � � IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII `N0�-y4a9841 � III II IIII as; osi 2 60 ofe zs � � a :� � , ' � � .. . � � � represents and warrants that such person is duly and validly authorized to do so on behalf of the entity it purports to bind and if such party is a partnership, corporation or trustee, that such partnership, corporation or trustee has full right and authority to enter into this Agreement and � perform all of its obligations hereunder. � 10.6 No Aqencv Relationship. Neither the Applicant nor any of the ApplicanYs � agents, contractors or subcontractors are or shall be considered to be agents of the Agency in �' connection with the perFormance of any of the Applicant`s obligations under this Agreement. g � 10.7 Time is of the Essence. Time is of the essence in the performance of this � Agreement. z � 10.8 Counterparts. This Agreement may be executed in counterparts, and the ; counterparts shall be considered as entire and valid Agreements. � € � 10.9 Neutral References. In this Agreement, the Applicant may be referred to , + as "it", "him" or °her". Each of such references shall be deemed to include the others. � � = 10.10 Attornevs' Fees. In the event of a breach of this Agreement or the Deed � of Trust, the revailin � p g party in any lawsuit or arbitration shall be entitled to recover its ; reasonable attorneys' fees and costs. � k � 3 5 } � [END OF PAGE] ; � :; ; ; ; f i � € � � � � _ � � :� � � � 4 i � � f � § 3 { � i f t Alignment Man - Agreement 07/20/09 � � $ � a �f?09—N499841 � I IIIIII IIIIIII IIIII (III IIII IIIIII IIIIII III IIIIIII II IIII b8J06J220�� 8 00R � � • ' � u � .; t , � IN WITNESS WHEREOF, the Agency and as of the dates set forth below the ; Applicant have caused this Agreement to be executed � z � , AGENCY � REDEVELOPMENT AGENCY � OF THE CITY OF CATHEDRAL CITY, � � a public body corporate and politic\ � � �� I By: ' � Executive Dir ctor � - Do��d �_� t� �ll E � r� � ; ATTEST Date of Signature: 3 , 20Q� � ; B ��` �� ' y � $ �ss�s� Agency Secretary � �e,ss M�C71c�re� � F ' APPROVED AS TO FORM: , # � Agency Counsel � C,h��1es �'�reen ; APPLICANT � � [name and type of entity to be specified] B �;��-r I1�,�-�� Name: N�� c, c�-c � �,v�S � Its: Pres�cN� Date of Signature: 7� 27'Uy , 20 �y � � � � By: � Name: � Its: � ri � Date of Signature: , 20_ � � � .S � 3 � f `t a � € � Alignment Man — Agreement 07/20/09 � , x 9 � � � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIIII II IIII 08 0�fp 2 09 �O�R � ,� ; ' f s ' � � s SCHEDULE A € � TO � = LOAN AGREEMENT � ` (COMMERCIAL IMPROVEMENT PROGRAM} � (OWNER APPLICANT) � i Applicant: Liberty Max, Inc. � � � ; Name: Michael Karas Building Address: 68143 Ramon Road � Type of Entity: California Corporation Cathedral City, CA 92234 � � Property Legal Description (attach separate sheet if necessary): 's F X Check here if legal description is attached as Exhibit "1" ; � � � � � � a � � P � � Estimated Cost of Improvements: $16,881.23 � ' Loan Amount: $12,660.92 Term of Loan: Five (5) Years � � Addresses for the Giving of Notice: 3 Agency: Redevelopment Agency of the City of Cathedral City 68-700 Avenida Lalo Guerrero Cathedral City, CA 92234 Attention: Executive Director Applicant: Michael Karas � c/o Liberty Max, Inc. � 27954 Valencia St. � Cathedral City, CA 92234 � � � � � � � f � � 4 r � f � Alignment Man — Agreement 07/20/09 � � I IIIIII IIIIIII IIIII IIII IIII IIIIII IIIIII III IIIIIII II IIII N8 0 2 0 o �9Q 5 0dR � � __ 1 T � • � � - .� _ ,� . , - � � � � �BZT 1. � LEGAL DESCRIPTION � Real property in the Gty of Cathedral Gty, County of Riverside, State of Califamia, desaibed as � foilaws: PARCEL 1: i �� - �THAT P�RTii�fl PIOR� QUAR7ER OF THE NORTHINEST QUARTEft OF SECTION � 21, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWM BY UNIFED STATES GOVERNMENT SURVEY AND PARTICt1LARLY DESCRIBED AS FOLLOWS: � BEGINNING AT THE IVORTHWEST CORNfR OF LOT 1 OF PALM SPRINGS OUTPOST, AS SHaWN � BY MAP IN FILE IN BOOK 21, PAGES 30 AND 31 OF MAPS, RECORQS OF RNERSIDE COUNTY; � ` -. � THENCE ALONG TH� WEST LINE OF S�4ID LOT 1 SOUTH OQ° 20' S0" EAST, 5AQ FEET; � � � THENCE ALONG TNE SOUTNERLY LIN� OF RAMON ROAD SOUT'H 89° 50' 03" WEST', 89.94 FEET � TO 'fl�lE TRUE POINT OF BEGINNING; < � � THENCE ALONG TNE SOUTNERLY lINE OF RAMON ROAQ SOUTH 89° 50' 03" W�ST, 55.d6 �` � FEET; � � �, THE{VCE SOUTH 00° 20` 50" EAS� PARALLEL WTfH THE WESTERLY LINE OF SAID PALM ; SPRINGS OUTPOST 95.00 FEET; � ; � � THENCE NORTH 89° 50' 03" EAST PARALLEL WITH THE 50UTHERLY LINE OF RAMON ROAD 1 � 30.00 FEET; � = I � THENCE NORTH 00° 20' S0" WEST PARAilEL WITH THE WESTERLY LINE OF SAID PALM � � SPRTNGS OUTPOST 77.00 FEET; � � � THENCE NORTH 54° OS' 01" EAST, 30.81 FEkT TO THE IRUE POINT OF BEGINNING. APN: 680-19(3-025 680-190-025 PARCEL 2: '; THAT PORTION C?F THE N�RTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION ° 21, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO BASE AND MERIDLIN, AS SHOWN < BY UNIT�L? STATES GOVERNMENT SURVEY AND PARTIQILARLY DES(RIBED AS FOLLOWS: � �-- BEGIIVIVYNG AT THE SOURiWEST CORNER OF LOT 1 OF PALM SPRINGS OUiPOST, AS SHOWN � BY MAP ON FII.E IN BOOK 21 PAGES 30 AND 31 OF MAPS, RECOR� OF RIYERSIDE QOt1NTY, � CALIFORNUI; TFiENCE SOtIfH 89° 51' W�ST, 115 FEET; TNENCE SOU7NERLY AND PARALl.EL � WITH THE WESTERLY LINE OF PALM SPRINGS OtIfPOST NO. 1, ABONE MEMIONED, 125 F�T; 1 � THENCE NURTH 89° 51' EAST, 115 FEET TO A POINT ON TIiE WESI' tINE OF S�AID PALM � SPRINGS OUTPOST NO. 1; THENCE NORTHERLY ALONG SAID WEST LINE, 125 FEET TO l?1E � POINT OF BEGINNING. �v�: �sai9o�z t APN: 680-190-002 � ,_ 20�9-64�9841 ��III ��I 111� II��I ��II�I lll IIiIIII �� VIII ��, 0F �?50ot� 25 0R 1111114111111