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HomeMy WebLinkAboutCC Resolution 11283 (BMR Agr.)CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLUTION NO. 11283 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING THE SIGNING OF A BELOW MARKT RATE HOUSING AGREEMENT BETWEEN SIGNATURE @ REDWOOD VILLAGE, LLC AND THE CITY OF SAN RAFAEL RE: REDWOOD VILLAGE THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows: The Vice -Mayor and the City Clerk are authorized to execute on behalf of the City of San Rafael, a Below Market Rate Housing Agreement between SIGNATURE @ REDWOOD VILLAGE, LLC and the City of San Rafael, a copy of which is hereby attached and by this reference made a part hereof. I, JEANNE M. LEONCINI, City Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the City Council held on the 17TH day of March, 2003, by the following vote, to wit: AYES: COUNCILMEMBERS: Cohen, Heller, Miller & Vice -Mayor Phillips NOES: COUNCILMEMBERS: None ABSENT/ DISQUALIFIED: COUNCILMEMBERS: Mayor Boro (due to conflict of interest) ��-Gtc..•-" JEANI't-M. LEONCIM, City Clerk Recording Requested by: City of San Rafael When Recorded Return to: City of San Rafael Attention: Jeanne M. Leoncini, City Clerk P. O. Box 151560 San Rafael, CA 94915-1560 BELOW MARKET RATE HOUSING AGREEMENT Project Name: REDWOOD VILLAGE Location: Los Ranchitos Road and N. San Pedro Road, San Rafael Developer: SIGNATURE AT REDWOOD VILLAGE, LLC, or any successor in interest This Agreement is made and entered into this day of , 2003, among the CITY OF SAN R4FAEL, a municipal corporation (hereinafter referred to as "the City"), the HOUSING AUTHORITY OF THE COUNTY OF MARIN, a public body, corporate and politic, created under the Housing Authority Law of the State of California (hereinafter referred to as "Marin Housing Authority"), and SIGNATURE AT REDWOOD VILLAGE, LLC, or any successor in interest (hereinafter referred to as "the Developer"). A. The Developer intends to construct a residential housing development on that certain real property situated within the corporate limits of the City, which real property is more particularly described in Exhibit "A" attached hereto and incorporated herein. B. The City, in accordance with the provisions of the Housing Element of its General Plan, has approved the Developer's proposed development on condition that the Developer provide therein twenty (20) dwelling units to be sold at prices that are within the means of moderate -income households and six (6) dwelling units to be sold at prices that are within the means of low-income households. C. Marin Housing Authority is authorized by law to participate in programs that provide housing for households of low and moderate income, and is by experience qualified to screen and determine eligibility of applicants for low and moderate -income housing. The parties hereto desire, by this Agreement, to cooperate in implementing the efforts of the Developer to comply with the requirement that the Developer make available said dwelling units at prices which are within the means of moderate -income households. NOW THEREFORE, it is hereby agreed by and between the parties hereto as follows: Subject to the provisions of Section 6, below, the Developer agrees that twenty (20) dwelling units within the project approved by the City for the property described in Exhibit "A" attached hereto will be sold to REDWOOD VILLAGE Housing Agreement - Signature at Redwood Village, LLC � Page 1 of 10 City of San Rafael Marin Housing Authority CON 03104x''03 moderate -income households and six (6) dwellings units within the project will be sold to low-income households in accordance with the terms and pursuant to the procedures set forth in this Agreement. Said dwelling units are identified in Exhibit "B" attached hereto and will be legally described in an attachment to be recorded with the final map. Said dwelling units are hereinafter referred to as "the Units." 2. The Developer agrees that the contract sales price for the Units shall not exceed the prices set forth in Exhibit "B" attached hereto. The contract sales price is defined as the amount paid by the Buyer to the Developer without regard to proration of taxes, utilities, or other such items and without regard to Buyer's payment of homeowner's association fees, insurance premiums, escrow costs, transfer taxes, recording fees, document preparation cost, the selection fee described under Section 5 below or similar items. 3. The Developer agrees to offer the Units for sale only to individuals or households who have been certified as eligible by Marin Housing Authority. 4. The Developer further agrees to give written notice to Marin Housing Authority at least one hundred and forty (140) days prior to estimated issuance of Certificate of Occupancy for the Units (the "Availability Notice"). 5. Marin Housing Authority agrees to process applications and certify the eligibility of applicants as low or moderate -income households. An individual or a household shall be deemed to qualify as a moderate -income household provided the income of such individual or household does not exceed one hundred twenty percent (120%) of the current median income. An individual or a household shall be deemed to qualify as a low-income household provided the income of such individual or household does not exceed eighty percent (80%) of the current median income. The median income is defined as the median income for the San Francisco Primary Metropolitan Statistical Area (PMSA)--San Francisco, San Mateo and Marin County --as determined by the United States Department of Housing and Urban Development ("HUD"), Office of Economic Affairs, Economic and Market Analysis Division, with adjustments for smaller or larger households (refer to Exhibit "D" attached hereto). The Developer shall not unreasonably delay its review and acceptance or rejection of the offer submitted by an applicant supplied by Marin Housing Authority. In certifying eligibility of applicants, Marin Housing Authority shall adhere to the requirements for eligibility adopted by the City and specified in EXHIBIT "C" attached hereto. Selection of individuals or households falling within any of the priorities established in EXHIBIT "C" shall be determined by a drawing or other equitable method mutually agreed upon by the City and Marin Housing Authority. Marin Housing Authority shall be paid a fee of $1000 per unit to be paid by the buyer, which payment shall be included in the buyer's closing costs through escrow. In the event that any of the Units remain unsold on the date that is one hundred twenty (120) days after Marin Housing Authority's receipt of the Availability Notice, the Developer shall notify Marin Housing Authority in writing of such fact (the "Inventory Notice"). As used herein, the term "sold" shall mean the execution of a contract for purchase and the Developer's receipt of the Buyer's written unconditional (except for a 442 re- appraisal condition) approval of a mortgage loan, in an amount equal to the difference between the contract purchase price for the Unit plus Buyer's estimated closing costs less the Buyer's down payment. Within ten (10) working days after receipt of the Inventory Notice, Marin Housing Authority or its assignee may notify the Developer in writing that it will purchase the Unit (the "Purchase Notice"). If the Purchase Notice is given by Marin Housing Authority, (a) the Developer shall then sell the Unit to Marin Housing Authority or its assignee at the same price it would have been available for sale to households of moderate income and (b) REDWOOD VILLAGE Housing Agreement-- Signature at Redwood Village, LLC Page 2 of 10 City of San Rafael / Marin Housing Authority 03/04/03 the terms of the sale shall be those terms set forth in the Developer's standard purchase and sale agreement for the project. In the event that Marin Housing Authority or its assignee fails to deliver the Purchase Notice in a timely manner, the Unit may be sold by the Developer on the open market without restrictions as to price, affordability or future re -sale, and no deed restrictions will be placed on the unit. In such event, the Developer shall pay to the City from the sale price of the Unit an amount equal to seventy-five percent (75%) of the difference between the net price achieved after normal selling and closing costs and the sales price for the unit specified in Exhibit "B". Said sum shall be paid to the City upon close of escrow on the sale of such Unit or, if the sale is pursuant to a contract of sale, upon execution of such contract, which -ever shall first occur. The City shall pay to Marin Housing Authority ten percent (10%) of this sum for Marin Housing Authority's use in administering Below Market Rate projects including, but not limited to, on-going BMR monitoring and future BMR re -sales. The balance of any such payments made to the City shall be retained by the City in a special account to be used solely for activities which it deems will facilitate the provision of housing for persons of low or moderate income. The contract conveying the Unit to a Buyer certified by Marin Housing Authority shall contain a resale restriction and an option to purchase constituting a right of first refusal, pursuant to which the Buyer agrees that prior to selling the property, it will first be offered for sale to Marin Housing Authority or its assignee, in writing. Said deed restrictions shall be in the form of a Resale Restriction Agreement and Option to Purchase to be provided by Marin Housing Authority as set forth in Exhibit "E" to this agreement. The Resale Restriction Agreement shall be executed by the Buyer and recorded in immediate succession after the Grant Deed conveying title to the property. 8. In the event that the development project is not constructed or in the event that the master plan for the project is amended or revised such that the Units specified in Paragraph 1 are no longer required thereby, this Agreement shall thereupon become void, unless any of the Units have previously been sold in accordance with the provisions of this Agreement, in which event the provisions of this Agreement will continue in force with respect to the Units so sold. 9. All notices required to be given under the terms of this Agreement shall be sent by first class U.S. mail, certified/return receipt requested, or by express courier service, addressed as follows: To the City: City of San Rafael Attention: Planning Director P.O. Box 151560 San Rafael, CA 94915-1560 To Marin Housing Authority: Marin Housing Authority Attention: Executive Director 4020 Civic Center Drive San Rafael, CA 94903-4173 To the Developer: Signature at Redwood Village, LLC c/o Signature Properties, Inc. Attention: Michael Ghielmetti 4670 Willow Road #200 Pleasanton, CA 94588 REDWOOD VILLAGE Housing Agreement— Signature at Redwood Village, LLC Page 3 of 10 City of San Rafael Marin Housing Authority 03:04:03 Any party may change the address to which notice shall be mailed to it by giving notice thereof to the other parties by certified mail. 10. The City shall indemnify and hold harmless Marin Housing Authority and the Developer, its officers, officials, employees and agents from and against all claims, damages, loses and expenses including attorneys fees arising out of the performance of this agreement, cause in whole or part by (a) any negligent act or omission of the City; or (b) the designation of the selection criteria (as set forth in Exhibit "C") or the selection process (determined pursuant to Section 5) except where caused by the active negligence, sole negligence, or willful misconduct of the Marin Housing Authority and/or Developer. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. CITY OF SA RAFAEL J By: GARY 0. PHILLIPS Its: VICE—MAYOR WEI YING HE Commission # 1318276 Z ..� ' Notary Public - California �y AT L San Francisco County My Comm. Ewes Aug 18, 2005 r By: n, . JE NE M. LEONCINI, CITY CLERK HOUSING AUTHORITY OF THE COUNTY OF MARIN M Its: ATTEST: SIGNATURE AT REDWOOD VILLAGE, LLC By: Its: Attachments: Exhibit "A" --Legal Description of Property Exhibit "B" --Schedule of BMR Unit and Sales Price Exhibit "C" --Eligibility Requirements and Priorities Exhibit "D" --Marin County FY 2003 Median Family Income Schedule Exhibit "E" --Resale Restriction Agreement and Option to Purchase REDWOOD VILLAGE Housing Agreement— Signature at Redwood Village, LLC ! Page 4 of 10 City of San Rafael Marin Housing Authority 03+0403 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of Q.,V1 20f 0 _. _.._ On f before me, Date Na and Ti f Officer .g., "Jane Dae, Nota ub Ic�r a personally appeared_. _ Nam ) of Signer(s) WEl PING HE Commisalon # 1318278 Z Notary Public - California y Z San Francisco County personally known to me 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. MyCanm.ExpimsAug 18,2008� WITNESS my hand and official seal. Pla a Nntary Seal Above ` X e of Notary Public OPTIONA Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document - Title or Type of Do�cupment: �� . Document Date: J V l QrV CM b 2-00- Number of Pages: Signer(s) Other Than Named Above: Af14 Capacity(ies) Claimed by Fqgner Signer's Name: Li Individual ❑ Corporate Officer — Title(s): ❑ Partner— Limited . General ❑ Attorney in Fact ❑ Trustee F] Guardiar4or Conse ator Other:1� L� fir'►.. s I�ctY� _ Signer Is Representing: Top of thumb here .; 1999 Nat -anal Notary Association - 9350 De Soto Ave, P.O Box 2402 -Chatsworth. CA 913132402 - www nationalnotaryorg Prod No 5907 Recrder' Call Tall -Free 1.600 9766627 SIGNATURE at REDWOOD VILLAGE, LLC Resolution of Manager Pursuant to Section 4.8 of the Operating Agreement for the Company, the Manager of the Company may take certain actions without a vote of the Members. The undersigned, being the Manager of the Company, hereby consents to the following resolutions effective March 10, 2003: Redwood Village Below Market Rate Housing WHEREAS the Company is under contract to purchase certain real property located in the City of San Rafael with the intention of developing the property into a for - sale residential subdivision (the "Project'); WHEREAS Condition of Approval # 31 for the Project Vesting Tentative Map requires the Company to provide 26 affordable housing units within the Project; WHEREAS the Company has been presented with a proposed Below Market Rate Housing Agreement (the "Agreement') by the City of San Rafael and the Housing Authority of the County of Marin, which Agreement is intended to satisfy Condition of Approval #31; it is therefore RESOLVED that it is in the best interests of the Company to execute the Agreement in order to meet Condition of Approval #31; and FURTHER RESOLVED that the following employees are hereby authorized, empowered and directed to execute or deliver on behalf of the Company any and all documents, including but not limited to the Agreement, necessary to the carry out the intent of this resolution: 1. Rob Fregulia 2. Mike Ghielmetti 7 Robert Fregulia Secretary �.. Mike Ghielmetti President Dept/legal/agreements, resolutions: redwood village burr resolution CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA ) COUNTY OF ALAMEDA 1 ss. On March 10, 2003, before me, Janet Faltings, Notary Public, personally appeared Michael Ghielmetti, personally known to me (or- pre ed to me en the basis of fabs f tef-. evidenee) to be the person(s) whose name(s) is/afe subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity(ies), and that by his 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. (`.2 ar ��G'L?'.L Jet Faltings 7 JANET FALTINGS COMMISSION 1326971 NOTARY PUBLIC-CAUFORNiA ALAMEDA COUNTY My mwasion exp6 Nov 24, 2005 EXHIBIT "A" Legal Description ATTENTION: TITLE COMPANY --- INSERT LEGAL DESCRIPTION HERE PRIOR TO RECORDATION REDWOOD VILLAGE Housing Agreement Signature at Redwood Village, LLC Page 5 of 10 City of San Rafael Mann Housing Authority 03/04/03 EXHIBIT "B" Project Name: REDWOOD VILLAGE Location: Los Ranchitos Road and N. San Pedro Road, San Rafael Developer: SIGNATURE AT REDWOOD VILLAGE, LLC, or any successor in interest Total Units: 133 BMR Units: 26 SCHEDULE OF BMR UNITS AND SALES PRICES Units Type Size Lot or Unit No. Affordability Cateeory Sales Price 6 2BR / 2.5Ba 1,242 sf TH Plan 1 75% of Median Low $205,950''-' 10 2BR / 2.5Ba 1,242 sf TH Plan 1 90% of Median Mod $251,800 1 2BR / 2.5Ba 1,242 sf TH Plan 1 95% of Median Mod $266,900''-' 4 2BR / 2.5Ba 1,277 sf TH Plan 2 95% of Median Mod $266,900''-' 5 3BR / 2.513a 1,471 sf TH Plan 3 95% of Median Mod $299,100''-' Following are the household size and income used to establish these sales prices: Cate2ory Type Household Size Affordabilitv Income Low 2BR / 2.513a Three Persons 75% of Median $61,750''- Mod 2BR / 2.5Ba Three Persons 90% of Median $74,100L Mod 2BR / 2.5Ba Three Persons 95% of Median $78,250'- Mod 3BR / 2.5Ba Four Persons 95% of Median $86,900L Loan rate and term and loan -to -value ratio used to establish the above sales prices: Mortgage Rate: Term / Amortization: Loan -to -Value Ratio: Monthly Homeowners Association Fees: Median Income: 6.25 fixed-rate -' 30 yr. / 30 yr. 95% $175 FY2003 Median Income effective 1/31/03 '- REDWOOD VILLAGE Housing Agreement— Signature at Redwood Village, LLC.- Page 6 of 10 City of San Rafael / Marin Housing Authority 0104,03 Recalculation of the above sales price shall be permitted at the time of receipt by Marin Housing Authority of the Developer's written notice one hundred forty (140) days prior to the issuance of Certificates of Occupancy for the Unit if either: (I) it is determined that the above -stated mortgage rate is different from the then -current market interest rate; or, (ii) it is determined that the median income for the San Francisco PMSA as determined by the U.S. Department of H.U.D. has changed from that set forth in Exhibit "D" attached hereto. Upon receipt of the Developer's 140 -day notice, the sales price shall be recalculated by Marin Housing Authority using the most affordable available mortgage rate for a 30 -year, fixed-rate mortgage as determined by Marin Housing Authority and using the most recent median income for the San Francisco PMSA as determined by H.U.D. REDWOOD VILLAGE Housing Agreement— Signature at Redwood Village, LLC 1 Page 7 of 10 City of San Rafael / Marin Housing Authority 03/04/03 EXHIBIT "C" Project Name: REDWOOD VILLAGE Location: Los Ranchitos Road and N. San Pedro Road, San Rafael Developer: SIGNATURE AT REDWOOD VILLAGE, LLC, or any successor in interest Eligibility Requirements In determining and certifying eligibility of applicants for the subject project, Marin Housing Authority shall adhere to the following criteria: For the units designated as moderate -income, the applicant's total household annual income may not exceed 120% of the current median income for the San Francisco PMSA as determined by the U.S. Department of Housing and Urban Development (HUD), and as adjusted for household size, in order to qualify as "moderate -income." For the units designated as low-income, the applicant's total household annual income may not exceed 80% of the current median income for the San Francisco PMSA as determined by the U.S. Department of Housing and Urban Development (HUD), and as adjusted for household size, in order to qualify as "low-income." 2. The total value of the applicant household's assets may not exceed 75% of the sales price of the unit. The applicant must qualify as a "First-time Homebuyer" --defined as not having previously owned a principal residence. 4. To qualify for a two-bedroom unit, there must be at least three persons in the applicant's household, and to qualify for a three-bedroom unit, there must be at least four persons in the applicant's household. Priorities for the Drawing In selecting prospective purchasers from among all eligible applicants, a drawing shall be conducted. The City of San Rafael has determined that the following priorities shall be employed in conducting the drawing to select prospective purchasers. All names shall be drawn from the group of applicants falling within the first priority before drawing names from the second and subsequent priority groups. 1. First priority in the drawing for thirty-three per cent (33%) of the BMR units shall go to permanent, full-time employees of the City of San Rafael. 2. Second priority in the drawing shall go to applicants living or working in Marin County. 3. Third priority in the drawing shall go to all other applicants. REDWOOD VILLAGE Housing Agreement- Signature at Redwood Village, LLC ` Page 8 of 10 City of San Rafael / Marin Housing Authority 0104:03 EXHIBIT "D" N"RoktrN HOUSING Making Housing More Affordable 4020 Civic Center Drive San Rafael,CA 94903-4173 (415) 491-2550 Marin County FY 2003 Median Household Income Schedule Effective 2/20/03 Household <--Very Low Income Low Income -- l i Moderate Income --- -►I Size 35% 50% 65% 80% 90% Median 120% 1 22,400 32,050 41,650 51,250 57,650 64,050 76,850 2 25,600 36,600 47,600 58,550 65,900 73,200 87,850 3 28,800 41,200 53,550 65,900 74,100 82,350 98,800 4 32,050 45,750 59,500 73,200 82,350 91,500 109,800 5 34,600 49,400 64,250 79,050 88,950 98,800 118,600 6 37,150 53,050 69,000 84,900 95,550 106,150 127,350 7 39,700 56,750 73,750 90,750 102,100 113,450 136,150 8 42,250 60,400 78,500 96,600 108,700 120,800 144,950 This median income schedule has been prepared by the Marin Housing Authority. It is based on the FY 2003 median income for the San Francisco MSA (Metropolitan Statistical Area), comprising San Francisco, San Mateo and Marin Counties. The median income for a four -person household, which is currently $91,500, is determined by the Department of Housing and Urban Development ("HUD"), Office of Economic Affairs, Economic and Market Analysis Division. This figure is adjusted for household size in accordance with HUD standard adjustment factors. The current median income became effective 2/20/03. All figures on this schedule are rounded to the nearest $50. REDWOOD VILLAGE Housing Agreement- Signature at Redwood Village, LLC Page 9 of 10 City of San Rafael Marin Housing Authority 03:04iO3 EXHIBIT "E" Resale Restriction Agreement and Option to Purchase REDWOOD VILLAGE Housing Agreement— Signature at Redwood Village, LLC 1 Page 10 of 10 City of San Rafael Marin Housing Authority 03-0403 Recording Requested by: Marin Housing Authority When Recorded Return to: Marin Housing Authority Attention: BMR Program 4020 Civic Center Drive San Rafael, CA 94903-4173 RESALE RESTRICTION AGREEMENT AND OPTION TO PURCHASE Owner(s): Property Address: Name of Development: Local Jurisdiction: Purchase Price: RECITALS This Resale Restriction Agreement and Option to Purchase ("Agreement") is entered into by and between ("Owner") and the Housing Authority of the County of Marin (the "Authority") regarding certain improved real property located at , California (the "Premises") A. The Premises are described more fully on Exhibit A attached hereto and incorporated herein by reference and are subject to the terms and conditions set forth in this Agreement. B. The Premises are being made available for purchase by an eligible moderate -income purchaser at a below-market purchase price pursuant to the Below Market Rate Home Ownership Program ("Program") administered by the Authority on behalf of the above-named Local Jurisdiction ("City"). C. Owner is an eligible moderate -income purchaser under the Program (defined below), intends to live in the Premises as an owner -occupant and agrees to maintain the Premises as Owner's principal residence. D. In order to maintain and preserve the Premises as housing affordable to eligible moderate - income purchasers, it is necessary to restrict the use and resale price of the Premises by the occupancy and resale controls. Such controls prevent initial and subsequent purchasers from using the property for purposes incompatible with the Program and realizing unwarranted gains from sales of the Premises at unrestricted prices. The terms and conditions of this Agreement provide the necessary occupancy and resale controls to ensure that the Premises are used, maintained and preserved as housing affordable to eligible moderate -income purchasers. E. The Premises subject to occupancy and resale controls constitute a valuable community resource by providing decent, safe and sanitary housing to moderate -income purchasers who otherwise would be unable to afford such housing. To protect and preserve this resource it is necessary, proper and in the public interest for the Authority to administer the occupancy and resale controls by means of this Agreement. NOW, THEREFORE, IN CONSIDERATION OF THE SUBSTANTIAL ECONOMIC BENEFITS INURING TO OWNER AND THE PUBLIC PURPOSES TO BE ACHIEVED UNDER THE PROGRAM, OWNER HEREBY GRANTS TO THE AUTHORITY THIS OPTION ON THE FOLLOWING TERMS AND CONDITIONS. Program Conditions. Owner agrees and acknowledges that the Authority's acceptance of Owner's participation in the Program and purchase of the Premises is conditioned upon Owner's continuing occupancy of the Premises. Owner shall use and maintain the Premises as Owner's principal residence. Without limiting the generality of the foregoing, any absence from the Premises by Owner for a period of sixty or more consecutive days shall be deemed an abandonment of the Premises as the principal residence of Owner, in violation of the conditions of this paragraph. Upon request of the Authority, Owner shall certify Owner's continuing compliance with Program conditions and provide such documents and other evidence as may be requested to verify Owner's compliance. Grant of Option to Purchase. Owner hereby grants and gives to the Authority a right to purchase all of Owner's right, title and interest in and to the Premises upon the occurrence of events specified in this Agreement ("Option"), subject to the terms and conditions contained herein. Assignment of the Option. The Authority may assign the Option to another government entity or to a moderate -income purchaser who meets the eligibility qualifications established by the Authority under the Program. The Authority's assignment of the Option shall not extend any time limits contained herein with respect to the exercise period of the Option or the period within which the Premises must be purchased. As used in this Agreement, the term "Authority" shall mean the Authority and any assignee to which it has assigned the Option under this paragraph. Notice of any such assignment shall be given to the beneficiary of record under any deed of trust that secures any financing used to purchase the property. 4. Events Giving Rise to Right to Exercise Option. The Authority shall have the right to exercise its Option upon the occurrence of any of the following events (an "Option Event"): a. Receipt of a Notice of Intent to Transfer (defined in paragraph 5 below); b. Any actual, attempted or pending sale, conveyance, transfer, lease or other attempted disposition of the Premises or of any estate or interest therein, except as provided in paragraph 15 below; c. Any actual, attempted or pending encumbrance of the Premises, including without limitation by way of mortgage or deed of trust, or by judgment, mechanics, tax or other lien, except as provided in paragraph 16 below; d. Recordation of a notice of default and/or notice of sale pursuant to California Civil Code section 2924 (or successor provisions) under any deed of trust or mortgage with a power of sale encumbering the Premises; e. Commencement of a judicial foreclosure proceeding regarding the Premises; f. Execution by Owner of any deed in lieu of foreclosure transferring ownership of the Premises; and g. Commencement of a proceeding or action in bankruptcy, whether voluntary or involuntary, pursuant to Title 11 of the United States Code or other bankruptcy statute, or any other insolvency, reorganization, arrangement, assignment for the benefit of creditors, receivership or trusteeship, concerning the Owner. h. Any violation by Owner of the conditions set forth in paragraph 1 above. 5. Method of Exercising the Option. a. Notice of Intent to Transfer. If Owner desires to sell, convey, transfer, lease, encumber or otherwise dispose of the Premises or of any estate or interest therein, Owner shall notify Authority in writing to that effect (the "Notice of Intent to Transfer"). The Notice of Intent to Transfer shall also state the street address of the Premises, Owner's full name or names, the address and telephone number at which Owner shall be contacted if not at the Premises, and shall be delivered personally or deposited in the United States mail, postage prepaid, first class, certified -return receipt requested, addressed to the Housing Authority of the County of Marin, 4020 Civic Center Drive, San Rafael, CA 94903-4173, Attention: Executive Director. The Notice of Intent to Transfer shall be in substantially the form attached hereto and incorporated herein as Exhibit B. b. Notice of Exercise. Upon the occurrence of any Option Event, the Authority may exercise its Option by delivering notice to Owner that it will exercise such Option pursuant to the terms of this Agreement ("Notice of Exercise"). The Notice of Exercise may be in the form attached hereto and incorporated herein as Exhibit C, or in such other form as the Authority may from time to time adopt. The Notice of Exercise shall be delivered by deposit in the United States mail, postage prepaid, first class, addressed to Owner at the Premises, or at such other address as may be indicated on the Notice of Intent to Transfer, and delivery shall be deemed effective on the date of deposit. If the Option Event relates to the potential foreclosure of a mortgage under paragraphs 4d, e or f, then the Authority shall also -3- ne., mm� deliver the Notice of Exercise to the mortgagee or beneficiary under such mortgage, at such mortgagee's or beneficiary's address of record in the Office of the Recorder of the County of Marin. c. Notice of Consent to Transfer. If the Authority does not exercise the Option, it may give its consent to the occurrence of the Option Event ("Consent to Transfer"), which consent shall be conditioned upon the proposed transferee's or encumbrancer's assumption of Owner's duties and obligations under this Agreement in writing, or execution of an agreement substantially similar to this Agreement, within thirty (30) days after the Consent to Transfer has been delivered to Owner. If the proposed transferee or encumbrancer fails to assume this Agreement or execute and deliver a substantially similar agreement to the Authority within the thirty (30) day period, then the Consent to Transfer shall expire and the Authority may exercise the Option as if no Consent to Transfer had been delivered. d. Time Period for Notice. The Authority must deliver a Consent to Transfer, if applicable, not later than sixty (60) days after the date that it receives notification of an Option Event. The Authority must deliver a Notice of Exercise, if applicable, on such date which is the later to occur of the following dates: (1) sixty (60) days after the date that the Authority receives notification of an Option Event or (2) fifteen (15) days after a Consent to Transfer has expired. For purposes of computing commencement of the delivery periods, the Authority shall be deemed to have notification of an Option Event on the date that it actually receives a written Notice of Intent to Transfer, notice of default, summons and complaint or other pleading, or other writing specifically stating that an Option Event has occurred. The Authority shall have no obligation to deliver a Notice of Exercise or Consent to Transfer, and the applicable time period for exercise of the Option shall not commence to run, unless and until it has received notification of an Option Event in the manner specified in this subparagraph. If there is a stay or injunction imposed by court order precluding the Authority from delivering its Consent to Transfer or exercising the Option within the applicable time period, then the running of such period shall be tolled until such time as the stay is lifted or injunction dissolved and the Authority has been given written notice thereof, at which time the period for delivery of a Consent to Transfer or exercise of the Option shall again begin to run. e. Notice of Abandonment. If the Authority fails to deliver a Notice of Exercise or Consent to Transfer within the above -stated time periods, then the Option shall terminate and have no further force and effect. Thereafter, upon request by Owner, the Authority shall cause to be filed for recordation in the Office of the Recorder of the County of Marin a notice of abandonment, which shall declare that the provisions of the Option are no longer applicable to the Premises. If the Authority fails to record a notice of abandonment, the sole remedy of Owner shall be to obtain a judicial order instructing such a recordation, and Owner shall have no right to damages against the Authority for failure to record such notice promptly. 6. Right to Reinstatement. If the Option Event is the recordation of a notice of default, then the Authority shall be deemed to be Owner's successor in interest under California Civil Code section 2924c (or successor sections) solely for purposes of reinstatement of any mortgage on the Premises that has led to the recordation of the notice of default. As Owner's deemed successor in interest, the Authority shall be entitled to pay all amounts of principal, interest, taxes, assessments, insurance premiums, advances, costs, attorneys' fees and expenses required to cure the default. If the Authority exercises the Option, then any and all amounts paid by the Authority pursuant to this paragraph shall be treated as Adjustments to the Resale Price for the Premises, as defined in paragraph 11, below. -4- 7. Inspection of Premises. After delivering a Notice of Exercise, the Authority shall be entitled to inspect the Premises one or more times prior to the close of escrow to determine the amount of any Adjustments to the Resale Price. Before inspecting the Premises, the Authority shall give Owner not less than forty-eight (48) hours written notice of the date, time and expected duration of the inspection. The inspection shall be conducted between the hours of 9:00 a.m. and 5:00 p.m., Monday through Friday, excluding court holidays, unless another date and time is mutually agreed to by the parties. Owner shall make the Premises available for inspection on the date and at the time specified in the Authority's request for inspection. 8. Escrow. Promptly after delivering a Notice of Exercise, the Authority shall open an escrow account for its purchase of the Premises. Close of escrow shall take place on such date which is the later to occur of the following: (a) ninety (90) days after a Notice of Intent to Transfer has been delivered by Owner to the Authority, or (b) ten (10) days after Owner has done all acts and executed all documents required for close of escrow. Prior to the close of escrow, the Authority shall deposit the Resale Price as defined in paragraph 10 below, plus or minus any Adjustments as defined in paragraph 11 below. Closing costs and title insurance shall be paid pursuant to the custom and practice in the County of Marin at the time of the opening of escrow, or as may be provided otherwise by mutual agreement. Owner agrees to do all acts and execute all documents necessary to enable the close of escrow and transfer of the Premises to the Authority. 9. Proceeds of Escrow: Removal of Exceations to Title. Prior to close of escrow, Owner shall cause the removal of all exceptions to title to the Premises that were recorded after the date of this Agreement. All amounts deposited into escrow by the Authority shall be applied first to the payment of any and all liens and encumbrances recorded against the Premises, and thereafter to the payment of escrow fees and closing costs. Any amounts remaining after the amounts deposited into escrow by the Authority have been so applied shall be paid to Owner upon the close of escrow. If the amounts deposited into escrow by the Authority are insufficient to satisfy all liens and encumbrances recorded against the Premises, then Owner shall deposit into escrow such additional sums as may be required to remove said liens and encumbrances. In the event that the Authority agrees to proceed with close of escrow prior to the date that Owner has caused all exceptions to title recorded after the date of this Option to be removed, then Owner shall indemnify Authority from any and all costs, expenses or liabilities (including attorneys' fees) incurred or suffered by Authority that relate to such exceptions and their removal as exceptions to title to the Premises. 10. Resale Price. Prior to adjustment pursuant to paragraph 11, the resale price of the Premises shall be the lowest of ("Resale Price"): a. Median Income. The original price paid by Owner for acquisition of the Premises pursuant to the Program ("Base Price") increased (but not decreased) by an amount, if any, equal to the Base Price multiplied by the percentage increase in the median household income for the San Francisco Primary Metropolitan Statistical Area (PMSA)--San Francisco, San Mateo and Marin Counties --published by the Department of Housing and Urban Development, Office of Economic Affairs, Economic and Market Analysis Division ("Median Income") between the Recording Date (defined below in paragraph 20) and the date that the Authority receives notification of an Option Event. -5- b. Index Price. The Base Price increased (but not decreased) by an amount, if any, equal to the Base Price multiplied by the percentage increase in the Consumer Price Index for All Urban Consumers for the San Francisco Bay Area published by the U.S. Department of Labor, Bureau of Labor Statistics ("Index") between the Recording Date and the date that the Authority receives notification of an Option Event. c. Fair Market Value. The fair market value of the Premises as determined by an appraiser selected and paid for by Owner and approved in writing by the Authority. d. Resale Price Worksheet. To compute the Resale Price, the Authority may use the Resale Price Worksheet attached as Exhibit D hereto, or such other form as the Authority may from time to time adopt. 11. Adiustments to Resale Price. The Resale Price shall be adjusted by the following ("Adjustments"): a. Capital Improvements. An increase for capital improvements made to the Premises by Owner provided that the amount of said improvements had been previously accepted in writing by the Authority after original written documentation of the cost was provided to the Authority for verification. The amount of the Adjustment shall equal the original cost of any capital improvements depreciated in a straight-line basis based upon the estimated useful life of the improvement stated in the Authority's prior written acceptance of said improvement. b. DamaLyes. A decrease by the amount necessary to repair damages to the Premises, if any, and to place the Premises into saleable condition as reasonably determined by the Authority, including amounts attributed to cleaning, painting, replacing worn carpeting and draperies, making necessary structural, mechanical, electrical and plumbing repairs and repairing or replacing built-in appliances and fixtures. c. Advances by Authority. A decrease in an amount equal to the sum of all costs advanced by the Authority for the payment of mortgages, taxes, assessments, insurance premiums, homeowner's fees and/or associated late fees, costs, interest, attorneys' fees, pest inspections, resale inspections and other expenses related to the Premises, which Owner has failed to pay or has permitted to become delinquent. 12. Prioritv and Effectiveness of the Option. a. Recordation. An Agreement substantially similar to this Agreement shall be executed by the Authority and the transferee and shall be filed for recordation in the Office of the Recorder of the County of Marin prior to any sale, conveyance, transfer or other disposition of the Premises, or of any estate or interest therein, by Owner except any deed of trust or other instrument securing financing used to purchase the Premises. The Option shall have priority over any subsequent sale, conveyance, transfer, lease or other disposition or encumbrance of the Premises, or of any estate or interest therein except any deed of trust or other instrument securing financing used to purchase the Premises. Except as otherwise provided in Section 5e and 13b, the exercise of the Option by the Authority at any time and from time to time shall not extinguish the Option or cause a merger of the Option into any estate or other interest in the Premises, and the Option shall continue to exist and be effective with respect to the Premises against any subsequent owner in accordance with the terms and conditions hereof. -6- b. Request for Notice of Default. The Authority shall file a Request for Notice of Default for recordation in the Office of the Recorder of the County of Marin promptly upon execution of this Agreement (see Exhibit E). 13. Survival of Option Upon Transfer. a. In General. The Authority's rights to exercise the Option shall survive any transfer of the Premises by Owner. The Option may be exercised against the Premises whether owned, possessed or occupied by (i) an eligible moderate -income purchaser, (ii) any successor, transferee, assignee, heir, executor, or administrator of an eligible moderate -income purchaser, including a debtor-in-possession, debtor or trustee pursuant to Title 11 of the United States Code, or (iii) any person owning, possessing or occupying the Premises who does not meet the eligibility qualifications established by the Authority under the Program (collectively all referred to and defined herein as "Owner"). Notwithstanding the foregoing, the Option shall not survive (i) the sale and transfer of the Premises to a third party purchaser pursuant to a judicial or non judicial foreclosure or a deed -in -lieu of foreclosure under a power of sale contained in a mortgage or deed of trust that secures any financing used to purchase the property and recorded against the Premises in the Office of the Recorder of the County of Marin on or prior to the date of this Agreement, or (ii) the recording of Owner's conveyance of the Premises to the Authority, or its assignee, provided the conveyance is in accordance with the terms of this Agreement. b. HUD Insured MorteaQes. If Owner has acquired the Premises by a mortgage insured by the Secretary of the United States Department of Housing and Urban Development, and a notice of default has been recorded pursuant to California Civil Code section 2924 (or successor provisions), this Option shall automatically terminate if title to the Premises is transferred by foreclosure or deed -in -lieu of foreclosure, or if the insured mortgage is assigned to the Secretary. 14. Voidable Transfers. As long as the Option has not been abandoned pursuant to paragraph 5e, any actual or attempted sale, conveyance, transfer or other disposition of the Premises, or of any estate or interest therein, in violation of the terms and conditions of this Option, shall be voidable at the election of the Authority. 15. Permitted Transfers. The following transfers of title to the Premises, or of any estate or interest therein ("Permitted Transfers"), will not authorize the exercise of this Option: a good -faith transfer by gift, devise or inheritance to Owner's spouse or issue; a taking of title by a surviving joint tenant; a court-ordered transfer of title to a spouse as part of a divorce or dissolution proceeding; or an acquisition of title, or of any interest therein, in conjunction with marriage. Notwithstanding any Permitted Transfer, the Option shall remain effective with respect to the Premises. 16. Permitted Encumbrances and Refinancings. This Option shall not become exercisable as the result of Owner's encumbering the Premises for the purpose of securing financing to purchase the Premises pursuant to the Program, or to refinance existing indebtedness incurred to purchase the Premises pursuant to the Program. The maximum amount of any refinancing permitted by this paragraph shall not exceed an amount equal to ninety percent (90%) of the Resale Price calculated as provided in paragraph 10, as modified by this paragraph (the "Permitted Encumbrance Amount"). The Permitted Encumbrance Amount shall be the Resale Price calculated as of the date of Owner's written notice to the Authority of Owner's intent to refinance (the "Refinance -7- Date"); provided, however, in the event that escrow does not close on the loan within one hundred and twenty (120) days after the Refinance Date, the Authority shall have the right to require a recalculation of the Permitted Encumbrance Amount. 17. Obligations of Owner After Option Abandonment. If the Authority records a notice of abandonment of the Option, then the Premises may be sold by Owner to a third party without restriction as to price. Upon such sale, Owner shall pay to Authority an amount equal to eighty-five percent (85%) of the difference between (a) the actual sales price net of reasonable and customary real estate commissions paid (such commissions not to exceed six percent (6%) of the actual sales price), and (b) the Resale Price plus/minus Adjustments. This amount shall be paid to the Authority upon close of escrow on the sale of the Premises, or upon execution of a contract of sale, whichever shall first occur. Owner shall not receive any proceeds from the sale unless and until the Authority has been paid in full the amount determined pursuant to this paragraph. 18. Limits on Liabilitv. In no event shall the Authority become liable or obligated in any manner to Owner by reason of the assignment of the Option, nor shall the Authority be in any way liable or obligated to Owner for any failure of the Authority's assignee to consummate a purchase of the Premises or to comply with the terms of this Option, or any escrow instructions or agreement for the purchase of the Premises. 19. Insurance Proceeds and Condemnation Award. In the event the Premises are destroyed and insurance proceeds are distributed to Owner instead of being used to rebuild the premises, or in the event of condemnation, if the proceeds thereof are distributed to Owner, any such proceeds shall first be used to satisfy any existing encumbrance senior to the rights of the Authority under this Agreement, and any surplus of proceeds remaining after payment of the encumbrances of the premises shall be distributed as follows: that portion of the surplus up to, but not to exceed the net amount that Owner would have received pursuant to paragraph 9 had the Authority exercised its Option on the date of the destruction or condemnation valuation date shall be distributed to Owner, and the balance of such surplus, if any, shall be distributed to the Authority. 20. Effective Date. The obligations of the Authority contained in this Agreement shall be effective when the Agreement is filed for record in the Office of the Recorder of the County of Marin, the date of which is referred to in this Agreement as the "Recording Date." 21. Term of Option. Date. The restrictions contained herein shall continue for a period of thirty (30) years from the Recording - 8 - 22. Notices. Except as otherwise specified in this Agreement, all notices required to be sent pursuant to this Agreement shall be made by personal delivery or by deposit in the United States mail, first class postage prepaid, and shall be deemed to have been delivered and received on the date of personal delivery or five (5) days after deposit in the mail, if sent to the following addresses: AUTHORITY: Housing Authority of the County of Marin 4020 Civic Center Drive San Rafael, California 94903-4173 Attn: Executive Director and BMR Program OWNER: At the address of the Premises The addresses above may be changed by notice given pursuant to this section. 23. Attorneys' fees. If either party is required to initiate legal proceedings to enforce its rights under this Agreement, the prevailing party in such action shall be entitled to an award of reasonable attorneys' fees and costs in addition to any other recovery under this Agreement. 24. Specific Performance. Owner acknowledges that any breach in Owner's performance of Owner's obligations under this Agreement or in the transfer of the Premises to the Authority shall cause irreparable harm to the Authority. Owner agrees that the Authority is entitled to equitable relief in the form of specific performance upon its exercise of the Option, and that an award of damages shall not be adequate to compensate the Authority for Owner's failure to perform according to the terms of this Agreement. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed as of the day of OWNER(S): THE AUTHORITY: JANET MILLER SCHODER Executive Director -9- 0— nl:nl CERTIFICATE OF ACCEPTANCE (Pursuant to Government Code §27281) This is to certify that the interest in real property conveyed by the Resale Restriction Agreement and Option to Purchase dated from to the Housing Authority of the County of Marin, a political corporation and/or governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the Housing Authority of the County of Marin pursuant to authority conferred by resolution #10-81, dated 5/19/81; and the grantee consents to recordation thereof by its duly authorized officer. Dated: JANET MILLER SCHODER Executive Director Housing Authority of the County of Marin EXHIBIT A Legal Description ATTENTION: TITLE COMPANY --- INSERT LEGAL DESCRIPTION HERE PRIOR TO RECORDATION EXHIBIT B VIA CERTIFIED MAIL - RETURN RECEIPT REOUESTED To: Housing Authority of the County of Marin Attention: BMR Program Q 4020 Civic Center Drive Date: San Rafael, California 94903-4173 0 Re: Notice of Intent to Transfer Owner's daytime telephone number is ( ) The proposed transfer of the Premises is to the following person(s): Name: Address: Telephone: ( ) The proposed transfer is: (check one) ❑ Sale ❑ Lease ❑ Encumbrance ❑ Other Specify: OWNER: Signature EXHIBIT C Date: p To: Q Owner or Transferee Address re: Notice of Exercise The Housing Authority of the County of Marin ("Authority") hereby gives notice that it is exercising its option to purchase the real property located at . The option has been granted to the Authority pursuant to the Resale Restriction Agreement and Option to Purchase between Owner and the Authority dated and recorded [The Authority has assigned its option to purchase the real property to An escrow for the purchase will be opened with First American Title Company of Marin. LIM The Housing Authority of the County of Marin Its Authorized Representative EXHIBIT D BELOW MARKET RATE HOMEOWNERSHIP PROGRAM BMR RESALE PRICE WORKSHEET Date: Owner: Address: Purchase Price: Years Owned: ***METHOD #1: CALCULATION BASED ON INCREASE IN MEDIAN INCOME*** Present Median: Effective Date: Original Median: Effective Date: Rate of Increase: per annum Increase in Price: x x = Method #1 Resale Price: + _ MARtrN HOUSING 4020 Civic Center Drive San Rafael, CA 94903-4173 (415) 491- 550 �% ***METHOD #2: CALCULATION BASED ON INCREASE IN CONSUMER PRICE INDEX*** Present CPI: Effective Date: Original CPI: Effective Date: Rate of Increase: per annum Increase in Price: x x = Method #2 Resale Price: + _ BASED ON THE ABOVE, THE BASE RESALE PRICE AS OF THIS DATE, IN IS: Recording Requested By: Marin Housing Authoritv And When Recorded Mail to: Marin Housing Authority Attention: BMR Program 4020 Civic Center Drive San Rafael, CA 94903-4173 EXHIBIT E Request for Notice Under Section 2924b Civil Code In accordance with Section 2924b, Civil Code, request is hereby made that a copy of any Notice of Default and a copy of any Notice of Sale under the Deed of Trust recorded as Serial No. on Official Records of M in Co ty, and describing land therein as shown in said Deed of Trust. O A.P.# Q Executed by , as Trustor, in which O is named as Beneficiary, and as Trustee, be mailed to: Marin Housing Authority Attention: BMR Program 4020 Civic Center Drive San Rafael, CA 94903-4173 NOTICE: A COPY OF ANY NOTICE OF DEFAULT AND OF ANY NOTICE OF SALE WILL BE SENT TO THE ADDRESS CONTAINED IN THIS RECORDED REQUEST. IF YOUR ADDRESS CHANGES, A NEW REQUEST MUST BE RECORDED. Dated: By: By: STATE OF CALIFORNIA COUNTY OF MARIN On before me, a Notary Public in and for said State, 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 (This area for official notanal seal.)