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ED Artworks Downtown Grant Agrr ~ ~{., ") t RECORD WlTlofQUT FEE PER G.C 273rn ~ RECORDING,~EQ.UEST~D B~ l ~~~ () ~3~~\oe\ WHEN RECORDED MAIL TO: ~M J\-kM) \ 3 \) 'h~~ ~t- 10 1)QZC' \ 5 \ 5(:,0 111 11 1111 11111 111 11111111 111 11 1111 111 11111 2016-0045196 Recorded I REC FEE 0.00 Official Records I County of I Itarin I RICHRRD N. BENSON I Rssessor-Recorder I County Clerk I I a OB:18RIt 04-0ct-2016 I Page 1 of 7 SCV\ ~\( CA-~~~l5~\S THIS SPACE FOR RECORDER'S USE ONLY DOCUMENT TITLE THIS PAGE IS ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ADDITIONAL RECORDING FEE APPLIES Cover Page R5 xs FIRST MODIFICATION OF GRANT AGREEMENT This First Modification of the Grant Agreement (the "Modification Agreement") is made as of July 1, 2009 by and between the San Rafael Redevelopment Agency, a public body, corporate and politic (the "Agency") and Artworks Downtown Inc., a California nonprofit public benefit corporation (the "Developer"). RECITALS A. The Agency and the Developer entered into that certain Grant Agreement executed on April 19, 1999 (the "Grant Agreement"), pursuant to which the Agency granted the Developer Three Hundred Forty Thousand Dollars ($340,000) of Agency Low and Moderate Income Housing Fund (the "Grant") in connection with Developer's acquisition and rehabilitation of the property located at 1325-1337 Fourth Street, San Rafael, California, Marin County, State of California, that is described in the attached Exhibit A, incorporated herein by this reference, (the "Development"). B. A Memorandum of Grant Agreement was made as of April 19, 1999 and recorded against the Development in the Official Records of the County of Marin as Document No. 1999- 0058482 (the "Memorandum of Grant Agreement"). C. The Grant Agreement requires the Developer to operate the Development as multifamily housing and that all seventeen (17) of the units in the Development be rented to very-low income households with an Adjusted Income (as defined in the Grant Agreement) that does not exceed fifty percent (50%) of Median Income (as defined in the Grant Agreement) at affordable rents as defined in Section 3.10 of the Grant Agreement (the "Affordability Restrictions"). D. Under the Grant Agreement, the Developer has agreed to operate the Development pursuant to the Affordability Restrictions for a term of forty (40) years from the date of execution of the Grant Agreement or a date no earlier than April 19, 2039. E. To enhance the safety and security of the residents of the Development, the Developer desires to install fire sprinklers in the Development, the cost of which is estimated to be One Hundred Thirty-Thousand Dollars ($130,000). F. The Agency and the Developer desire to modify the Grant Agreement to reflect an increase in the Grant by a total of One Hundred Thirty Thousand Dollars ($130,000) of Agency Low and Moderate Income Housing Fund monies, for a total Agency Grant amount of Four Hundred Seventy Thousand Dollars ($470,000). G. The Agency desires and the Borrower has agreed to increase the term of the Affordability Restrictions by an additional fifteen (15) years to a date no earlier than July 1, 2054. 1 ORIGINAL 141\01\675003.3 ( WITH REFERENCE TO THE FACTS RECITED ABOVE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which consideration are hereby acknowledged, the Agency and the Developer (referred to individually as the "Party" and collectively as the "Parties") agree as follows: 1. Amendment of Grant Agreement. The Grant Agreement is hereby amended as follows: a) Recital B. Recital B is hereby deleted in its entirety and replaced with the following: "Pursuant to Health and Safety Code Sections 33334.2, 33334.3 and 33334.6, the Agency is providing Four Hundred Seventy Thousand Dollars ($470,000) of financial assistance to the Developer from the Agency's Low and Moderate Income Housing Fund and is imposing occupancy and affordability restrictions on the Development." b) Agency Grant. Section l.1(d) is hereby deleted in its entirety and replaced with the following: " (d) "Agency Grant" means the grant to be made by the Agency to the Developer pursuant to this Agreement in the maximum amount of Four Hundred Seventy Thousand Dollars ($470,000), as further described in Section 2.1 below." c) Grant. Section 2.1 is hereby deleted in its entirety and replaced with the following: "The Agency shall grant to the Developer the amount of Four Hundred Seventy Thousand Dollars ($470,000), to be disbursed in the manner described in Section 2.3 below in exchange for the restrictions placed upon the Development by this Grant Agreement. " d) Applicability. Section 3.1 is hereby deleted in its entirety and replaced with the following : "The Developer shall comply with this Article 3 throughout the Term. The Developer may not terminate the Grant Agreement by tendering repayment of the $470,000 grant payment received by the Developer from the Agency." e) Termination. Section 7.2 is hereby deleted in its entirety and replaced with the following : "Unless earlier terminated pursuant to Section 5.1, the term of this Agreement (the "Term") shall commence as of the date of execution of this Agreement and shall terminate fifty-five (55) years from the date of this Agreement (the "Expiration Date") or July 1,2054. Following the Expiration Date, neither Party shall have any further rights or obligations under the Agreement except as otherwise provided herein." 2 141 \0 1 \675003 .3 1) Enforcement. A new Section7.16 is hereby added to the Agreement to read as follows: "7.16 Enforcement. Notwithstanding any other provision oflaw, all covenants and restrictions contained herein which implement Health and Safety Code Section 33334.3 and/or 33413(c)(3), or successor provisions, shall run with the land and shall be enforceable by the City, the Agency and any of the parties listed in Health and Safety Code Section 33334.3(b )(7), so long as such provision or successor provisions remains in effect." g) Database. A new Section7.17 is hereby added to the Agreement to read as follows: "7.17 Database. Developer hereby acknowledges and agrees that Health and Safety Code Section 33418( c) requires that the Property be listed in a database that shall be made available to the public on the internet and which will include the street address, assessor's parcel number, and other information about the Property. " 2. Attorney's Fees Enforcement. If any attorney is engaged by any party hereto to enforce or defend any provision of this Modification Agreement, the prevailing party or parties shall be entitled to costs and reasonable attorney's fees. 3. Effective Date. This Modification Agreement and amendments and deletions described in this Modification Agreement shall be effective as of the date first set forth above. 4. Full Force and Effect. Except as set forth in this Modification Agreement, the Grant Agreement remains unmodified and is in full force and effect. 5. Successors and Assigns. This Modification Agreement shall be binding on and inure to the benefit of the legal representatives, heirs, successors and assigns of the parties. 6. Invalidity. Any provision of this Modification Agreement which is determined by a court to be invalid or unenforceable shall be deemed severed here from, and the remaining provisions shall remain in full force and effect as if the invalid or unenforceable provision had not been a part hereof. 7. Headings. The headings used in this Modification Agreement are for convenience only and shall be disregarded in interpreting the substantive provisions of this Modification Agreement. 8. California Law. This Modification Agreement shall be governed by and construed in accordance with the laws of the State of California. 3 141 \0 1 \675003 .3 9. Counterparts. This Modification Agreement may be signed by the different parties hereto in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same agreement. BY SIGNING BELOW, the Parties agree to this Agreement as of the date first written above. AGENCY: DEVELOPER: 141\01\675003.2 SAN RAFAEL REDEVELOPMENT AGENCY, a public body, corporate and politic By: )tl1ft1!{ ~ Its: Asbtt1e~A<D(~ ARTWORKS DOWNTOWN, INC., a California nonprofit public benefit corporation Its: President ~ Its: ~'f' 0 4 EXIllBIT A LEGAL DESCRIPTION OF TIm PROPERTY Alilhat certain real property situate in the City of San Rafael, County ofMruin, Slate of California, described as follows: . P .~,RCEL ONE: -BEGINNING at a point on the Southerly Hnc of Fourth Street, distant thereon North 83° IS' \Vest 147 feet from the intersection with the Westerly line of"c" Street, in Block 14, San Rnrilcl. Townsite Map. flied October 14, 1873 in Rack One, Pull 4. Marin County Records; :md running thence along said Fourth Strectlinc North 83 0 15' West 120.04 feet; Ulcncc IC&lvinS Fourth Slreet, South 6C. ~a' West 100.58 fect; thence South 6° 41' Wcsl22.20 [eet to lhe Northerly linc of the United Slates Post Office propcrty as described . in Deed to Uni~cd Stntcs of Amcrica recorded in Book i 79 of Official Records, at Page 225, Marin County Records; th~llcC South 83° 34' East 115.1 B feet; thence South 4° 38' West 0.37 fecti thence South 83° 1 S' East 11.50 fect; thence Nonh 6 c 45' East 57.46 feet; thence North 83 0 1~' West 6.58 reet; thence North 6° 45' East 65 iect to the pojnt of beginning. PARCEL T\VO: AN EASEMENT for ingress' and egress as appurtennnllherelo wilh the obJignlion of mctin.tcnance so long as it is used· over a slrip ofland· having n full width of9.83 reel. lying NortherlY of 2 line described as [ollows: ' BEG~"'NlNG al,a poi~[ distant and North Gil 4 I I East 4.17 fect from UIC Southwcsterly comer "r the lands abovc '-dcscribed and running thenee North 83° 34' West 38.67 feello thc Easterly line of"O" Slreet with an overhead clearance oflO.17 feel. ( STATE OF CALIFORNIA COUNTY OF MARIN ) ) ) ( On June 19, 2009 , before me, Linnea Rodgers , Notary Public, personally appeared Victoria Heiges , proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. @.....LlNNEARODGERS o COMM. #1803903 3: C). NOTARY PUBLIC • CAUFORNIA ~ :::: . . MARIN COUNTY -A Comm. Exp. JULY 16, 2012 STATE OF CALIFORNIA COUNTY OF MARIN ) ) ) On Ab6-0~ ,'.. ~CJ , before me, /ZS1"J./ct &::.. $elRNe , Notary Public, personally appeared H~ £1(.. t.. ~ , proved to me on the basis of satisfactory evidence to be the person(s) whose name( 1 are subscribed to the within instrument and acknowledged to me that he~they executed the same in hi@'their authorized capacity(ies), and that by his/Gt/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. @ ESTHER C. BEIRNE •• Commission # 1744802 , Notary Public · California I L ••••• 't s?;_"~'2011 j • e Notary Public 14 1\01 \6 75003 .2 -t MCoRo wmtour PIE ~R G.C.,27383 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: San Rafael Redevelopment Agency 1313 Fifth Avenue San Rafael, CA 94915 Attn: Executive Director 11111 1111 11111 11 111 111 111111 111 1111 111 11111 2016-0045197 Recorded I REC FEE 0.00 Official Records I County of I 11arin I RICHARD N. BENSON I Assessor-Recorder I County Clerk I I a 08:18AN 04-0ct-2016 I Page 1 of 4 NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY NOTICE IS HEREBY GIVEN, that the San Rafael Redevelopment Agency, a public body, corporate and politic (the "Agency"), to carry out certain obligations under the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000 et seq.), and the Redevelopment Plan for the Central San Rafael Redevelopment Project, has required Artworks Downtown, Inc., a California nonprofit public benefit corporation (the "Owner") to enter into certain affordability covenants and restrictions contained within the First Modification of Grant Agreement (the "Modification Agreement"), with reference to a housing development (the "Development") located on that certain real property (the "Property"), 1325-1337 Fourth Street, City of San Rafael, Marin County, Assessor's Parcel No. 11-253-02 , and further described in Exhibit A incorporated herein by reference. The affordability covenants and restrictions contained in the Restrictions include without limitation and as further described in the Restrictions: 1. All seventeen (17) units in the Development are restricted for occupancy by Very Low Income Households, at rents affordable to Very Low Income Households; and 2. Additional requirements concerning operation, management, and maintenance of the Development are also imposed by the Restrictions. In the event of any conflict between this Notice of Affordability Restrictions on Transfer of Property (the "Notice") and the Restrictions, the terms of the Restrictions shall prevail. 141\01\680919.1 I ( The Modification Agreement shall remain in effect for fifty-five (55) years until July 1, 2054. This Notice is being recorded and filed by the Agency in compliance with Health and Safety Code Sections 33334.3(f)(3) and (4) and/or Section 33413(c)(5), as amended effective this date, and shall be indexed against the Agency and the Owner. IN WITNESS WHEREOF, the parties have executed this Notice of Affordability Restrictions on Transfer of Property on or as of July 1, 2009. AGENCY: THE SAN RAFAEL REDEVELOPMENT AGENCY, a public body, corporate and politic BY:~~ Its ~tecutive Director 1411011680919.1 2 OWNER: ARTWORKS DOWNTOWN, INC. , a California nonprofit public benefit corporation 1 /~' ~ ~[t1iL ~ (J By: Its: President ( EXIDBIT A LEGAL DESCRIPTION OF TIlE PROPERTY Alllhat certain real property situate in the City of San Rafael, County of Marin, Slatc of California, described as follows: . PARCEL ONE: . BEGD\rNING at a point on the Southerly line of Fourth Slrect, disl~ml Utcccon North 8)0 15' 'Vest 147 feet from the intersection with the Weslerly line of"c" Street, in Block 14, San Rnrilcl, TC)\\71site Map, flied OCl.ober 14, 1873 in Rack One, Pull 4, Marin County Records; and running thence along said Fourth Street line North 83° IS' West 120.04 feel; thence IC3ving fourth Streel, South 6C. ~8' West 100.58 feet; thence South 6° 41' West 22.20 fcello lhc Northerly linc orlhc United Stales Post Office property as dcscribccf.in Deed to Uni~cd Slates of America recorded in Book 279 of Official Records, at Page 225, Marin County Records; lh~ncc South 83° 34' E41sl 1) 5.1 B feel; thence South 4° 38' West 0.37 feet; thence South 83° IS' East 11.50 feet; thence Nonh 6C: 45' East 57.46 feet; thence North 83° I~' West 6.58 rect; thence North 6° 45· East 65 iecl to the point of beginning. PARCEL T\VO: AN EASEMENT for ingress and egress as appurtcnanllhcrclo wilh the obligation of mrun.tcnance so long as it is used ·over a strip ofland· having a rull width of9.83 feel. lying Nonherly of 2 line dcscribed as follows: . BEG~~ING at.a poilJt distant and North GO 41' East 4.17 fect from tbe Southwcsterly comer "r the hmds above :dcscribcd and running thence North 83° 34' West 38.67 fcct to the Easterly line of "0" Street with an overhead clearance of 10.17 [eel. STATE OF CALIFORNIA COUNTY OF MARIN ) ) ) ( On June 19, 2009 , before me, Linnea Rodgers , Notary Public, personally appeared Victoria Heiges , proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. LINNEA RODGe:RS COMM . #1803903 3: NOTARY PUBLIC • CALIFORNIA ~ MARIN COUNlY ..... Comm . Exp. JULY 16, 2012 ST ATE OF CALIFORNIA COUNTY OF MARIN ~~~ ,dif'~'-/ ) ) ) ./I ~ ·0 ~. geJeAJc-On I-t I.1~Cl5J'" 'f, leO." before me, t;:.;.~~#e~ , Notary Public, personally appeared' iJ .4"'~ Y fil4t:.f.{L€ , proved to me on the basis of satisfactory evidence to be the person(s) whose name(s:@re subscribed to the within instrument and acknowledged to me that he~/they executed the same in his@their authorized capacity(ies), and that by hiS@Meir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. it ESTHER C.NIRNE ~ Comm""on" 174.'02 I Notary Public • California I J Marin County w • • • • • !'~-=t'11'fV J Notary Public \4\\0\\6809\9 .\