Gilroy Transitional Housing Center Associates
"
DOCUMENT: 18119786
Pages: I 6
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
IIII 111111 ~ III
Fees.
Taxes.
Copies
AMT PAID
* No Fees
20.00
20.00
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020-6141
Attn: City Clerk
BRENDA DAVIS
SANTA CLARA COUNTY RECORDER
Recorded at the request of
City
RDE ** 007
11/30/2004
3: 13 PM
NO FEE PER GOVERNMENT CODE
SECTIONS 6103 AND 27383
REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS
This Regulatory Agreement and Declaration of Restrictive Covenants ("Agreement") is
made and entered into this 0I;;1..J day of 1JtH:e~ 2004, by and between the City of Gilroy, a
municipal corporation ("City"), and GILROY TRANSITIONAL HOUSING CENTER
ASSOCIATES, a California limited partnership ("Owner").
RECITALS
A. Owner is the leasehold owner of certain real property located in the City of Gilroy,
Santa Clara County, California, more particularly described in Exhibit" A" attached hereto and
incorporated herein by this reference (the "Property") and the fee owner ofthe improvements
now or hereafter located on the Property pursuant to a Ground Lease dated as of
(J c'h. b~r J- \ , 200~ between South County Housing Corporation, a California nonprofit
public benefit corporation, as Lessor, and Owner as Lessee.
B. The City has enacted Section 50.60 of the City of Gilroy Zoning Ordinance, which
encourages responsible growth in the community, and restricts the amount of housing which may
be constructed each year (the "Residential Development Ordinance" or "RDO").
C. The City has determined that it would be desirable to stimulate the development
by private developers of transitional housing units in the City which satisfy certain conditions. In
furtherance ofthis goal, the City has enacted the following: (1) Section 50.62 (b )(9) of the City of
Gilroy Zoning Ordinance which exempts from the RDO transitional housing units for occupancy
by households at immediate risk of becoming homeless, or transitioning from homelessness to
permanent housing where the exemption is approved by the City Council (the "RDO
Exemption"), and (2) a Transitional Housing Policy ("THP") which sets forth the specific criteria
for implementing the RDO Exemption for transitional housing developments.
D. Section 3.00 of the THP requires, among other provisions, that an applicant for a
transitional housing exemption under the RDO Exemption apply for and obtain conditional use
approval for the proposed transitional housing development and enter into an agreement with the
City with respect to the long-term operation of the development.
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E. At a regular meeting of the Gilroy City Council held on March 17,2003, the City
granted an exemption from Section 6.00 ofthe THP to permit the occupancy of up to twenty-five
percent (25%) of the Units in the Project, or up to fifteen (15) units, for an unlimited period (the
"THP Exemption").
F. The City has approved the Lessor's application for a Conditional Use Permit (File
No. CUP 02-09) (the "CUP") and granted an exemption to the RDO to allow the construction of
a sixty (60) unit rental housing project, consisting of 40 two-bedroom and 20 three-bedroom
multi-family units, to be rented and occupied solely by households at immediate risk of
becoming homeless, or transitioning from homelessness to permanent housing in accordance
with the RDO Exemption.
G. Section 8 of the "Conditional Use Permit Conditions" which are a part ofthe CUP
require that the Owner enter into an agreement with the City that specifies the number of units
that are to be constructed in the development, the number of bedrooms in each unit, and the
specific terms for renting units in the development.
H. The parties are entering into this Agreement to satisfy the requirements of the
CUP and to ensure that the Project will be used and operated in accordance with the RDO
Exemption, the THP, the THP Exemption and the CUP,
NOW, THEREFORE, for valuable consideration, the receipt of which is hereby
acknowledged, City and Owner agree as follows:
1. Definitions. The following terms shall have the respective meanings assigned to
them in this Section 1:
(a) "Certificate of Occupancy Date" means the date of issuance by the City of
the initial certificate of occupancy for the Project.
(b) "Closing Date" means the date this Agreement is recorded in the Official
Records ofthe Recorder's Office of Santa Clara County, California (the "Official Records").
(c) "Gross Income" means the total of current adjusted gross income, as
calculated for federal income tax purposes, of all adult persons who intend to reside permanently
in a household intending to occupy a Unit.
(d) "Low Income Household" shall mean persons or families whose incomes
do not exceed the qualifying limits for low income families established for Santa Clara County,
California, as amended from time to time, pursuant to Section 8 of the United States Housing Act
of 1937, and who are at immediate risk of becoming homeless, or transitioning from
homelessness to permanent housing. In the event such federal standards are discontinued,
income limits for Low Income Households shall be those set by the California Department of
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Housing and Community Development for Santa Clara, California as below eighty percent (80%)
of Median Income, adjusted for family size.
( e) "Median Income" shall mean the median gross yearly income adjusted for
actual household size for Santa Clara County, California, as established and amended from time
to time pursuant to Section 8 of the United States Housing Act of 1937. In the event such federal
standards are discontinued, Median Income shall mean the median income as established by the
California Department of Housing and Community Development as the median family income
for Santa Clara County, California.
(f) "Project" means the sixty (60) unit rental transitional housing project
(including one unit for a resident manager), consisting of forty (40) two-bedroom and twenty
(20) three-bedroom apartment units, to be developed on the Property, together with all
landscaping, parking spaces and appurtenances thereto, and the Property upon which it is
constructed, as the same may from time to time be modified or replaced, as further described in
the CUP.
(g) "Project Approvals" means all governmental approvals obtained by
Owner for the development and construction of the Project, including without limitation the
CUP.
(h) "Rent" means the total of monthly payments by a tenant for a Unit for the
following: use and occupancy of a Unit and associated facilities; any separately charged fees or
service charges assessed by Owner which are required of all tenants, other than security deposits,
laundry facility fees, late payment fees, insufficient funds fees and special event or room rental
fees; the cost of an adequate level of service for utilities paid by the tenant, if any, including
garbage collection, sewer, water, electricity, gas and other heating, cooling and refrigeration fuel,
but not telephone service, cable television and any other tenant ordered service; any other
interest, taxes, fees or other charges for use of the Unit, land or associated facilities and assessed
by a public or private entity other than Owner, and paid by the tenant. The City may determine
the cost of utilities by using the utility allowance promulgated by the United States Department
of Housing and Urban Development under the Section 8 Program (i.e., the program administered
under Section 8 of the United States Housing Act of 1937, as revised or replaced from time to
time) for Santa Clara County, California.
(i) "Term" means the period oftime beginning on the Closing Date and
ending on the later of (i) fifty-five (55) years following the Certificate of Occupancy Date, or (ii)
the date of expiration of the longest running occupancy and rent affordability restriction placed
on the Property with respect to any source of debt or equity financing for the Project.
G)
ofthe Project.
"Units" means the dwelling units to be constructed on the Property as part
2. Use and Maintenance of Property. The Owner hereby acknowledges and agrees
that the Project is to be developed, owned, managed and operated to provide sixty (60) units of
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rental housing, consisting of forty (40) two-bedroom units and twenty (20) three-bedroom units,
which shall be rented and occupied during the Term of this Agreement solely by Low Income
Households. To that end, and for the Term of this Agreement, the Owner hereby represents,
covenants, warrants and agrees as follows:
(a) Development and Use as Rental Housing. Owner shall complete
construction ofthe Project in accordance with all Project Approvals and all loans and
encumbrances encumbering the Property, and the Certificate of Occupancy Date shall occur, not
later than December 31, 2006, subject to any unavoidable delays beyond the Owner's reasonable
control. Owner shall own, manage and operate the Project to provide sixty (60) units of rental
housing, which (with the exception of a unit for a resident manager) shall be rented and occupied
solely by Low Income Households at immediate risk of becoming homeless, or transitioning
from homelessness to permanent housing during the Term of this Agreement. If at any time
during the Term of this Agreement, there are less than the required number of rental Units rented
to and occupied by Low Income Households, Owner shall market available Units within the
Project only for rent to households which meet the target household income category necessary to
bring the Project into compliance with the requirements ofthis Agreement, until such time as the
Units of the Project are rented to and occupied by the requisite number of Low Income
Households.
(b) Compliance With Laws. Each Unit, and all common areas, shall be
maintained in conformity with applicable building codes and regulations and all other applicable
laws.
(c) Prohibition of Use for Transient Housing. None of the Units on the
Property shall at any time be utilized on a transient basis, or as a hotel, motel, dormitory,
fraternity house, sorority house, rooming house, nursing home, hospital, sanitarium, rest home,
retirement home, or trailer court or park. The occupancy ofthe Units as "transitional housing,"
as defined in Section 2.00 of the THP, shall not constitute a violation ofthis section.
(d) Nondiscrimination. The Owner shall not give preference to any particular
class or group of person in renting the Units, except to the extent that all of the Units are required
to be leased or sold to Low Income Households at immediate risk of becoming homeless, or
transitioning from homelessness to permanent housing, provided such limitation is allowed by
applicable laws. The Owner agrees that there shall be no discrimination against or segregation of
any person or group of persons, on account of race, color, creed, religion, sex, sexual preference,
marital status, national origin, or ancestry, in the leasing, subleasing, transferring, use,
occupancy, tenure, or enjoyment of the Project nor shall the Owner, or any person claiming under
or through the Owner, 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 ofthe Project or in connection with the employment of
persons for the operation and management ofthe Project. All deeds, leases or contracts made or
entered into by Owner as to the Units or the Project or any portion thereof during the Term shall
contain a prohibition against discrimination or segregation as set forth in this subsection (d)
above. Notwithstanding the foregoing, nothing in this subsection (d) is intended to require
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Owner to change the character, design, use or operation of the Project from, or to require Owner
to obtain licenses or permits other than those required for, a rental housing development for
persons capable of independent living.
(e) Taxes and Assessments. Owner shall pay all real and personal property
taxes, assessments and charges and all franchise, income, employment, withholding, sales, and
other taxes assessed against Owner or the Project, or otherwise payable by Owner, at such times
and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching
to the Project; provided, however, that Owner shall have the right to contest in good faith, any
such taxes, assessments or charges. If Owner exercises its right to contest any tax, assessment or
charge against it or the Project, Owner, on final determination of the proceeding or contest, shall
immediately payor discharge any decision or judgment rendered against it or the Project,
together with all costs, charges and interest.
(f) Maintenance. Owner shall at all times maintain the Project in good repair
and working order, and in a safe and sanitary condition, and from time to time shall make all
necessary and proper repairs, renewals and replacements in order to keep the development in a
good, safe and sanitary condition.
3. Occupancy and Rent Restrictions. Owner hereby represents, warrants, and
covenants as follows:
(a) Occupancy by Low Income Households. Owner agrees to exert diligent
efforts to see that the Project provides residential rental housing, which shall be rented and
occupied solely by Low Income Households at immediate risk of becoming homeless, or
transitioning from homelessness to permanent housing during the Term ofthis Agreement.
Attached hereto as Exhibit "B" is a listing of the number of Units within the Project and the
number of bedrooms in each Unit. If, at any time during the Term ofthis Agreement, less than
the required number of Units are rented to and occupied by Low Income Households, Owner
agrees to market the available Units in the Project only for rent to households which meet the
target household income category necessary to bring the Project into compliance with the
requirements ofthe Agreement, until the required number of Units in the Project are rented to
and occupied by the requisite number of Low Income Households. The marketing requirements
set forth in this subsection (a) above shall apply regardless of the reason for less than the required
number of Units being rented to and occupied by Low Income Households at any given time
during the Term ofthis Agreement, including without limitation where such situation exists as
the result of income increases of any tenant who may at one time have qualified for the targeted
household income category.
(b) Term of Occupancy. At least forty-five (45) ofthe Units (less one unit for
a resident manager) shall be occupied for a term as required by Section 6.00 of the THP. No
more than fifteen (15) ofthe Units may be occupied for an unlimited term as permitted by the
THP Exemption.
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(c) Allowable Rent. Notwithstanding Section 9.00(4) ofthe THP, which
restricts charges for rent and utilities to 30% of household income, the Rent payable for each
Unit shall not exceed 30% of 80% of area median income units for Santa Clara County, adjusted
for imputed household size. Rent for any Unit may only be increased one (1) time per year, and
the Rent levels following an increase, or upon a new occupancy, shall not exceed the applicable
Rent levels required pursuant to this Subsection (c). A tenant shall not be required to pay a
cleaning and/or security deposit totaling in the aggregate more than the monthly Rent for a Unit.
(d) Effect of Increase in Income. City reserves the right to review all
documents and materials related to tenant eligibility, and to verify the continuing eligibility of all
tenants and prospective tenants. All prospective tenants shall have their eligibility verified by the
Owner prior to rental ofthe Unit. Owner shall re-certify tenant incomes annually thereafter. If a
tenant household's income increases during its tenancy, the following shall apply:
(i) Ifthe tenant household's income does not exceed one hundred
twenty percent (120%) of the maximum income which qualifies as a Low Income Household, the
tenant shall be allowed to remain in its Unit.
(ii) If a tenant household is found to make more than one hundred
twenty percent (120%) of the maximum income which qualifies as a Low Income Household, the
tenant shall be given written notice to vacate. Such notice shall require the tenant to vacate the
Unit not later than one hundred twenty days (120) after the date that Owner becomes aware ofthe
income increase. During the time that this tenant continues to rent the Unit, the rental rate of the
Unit shall not increase above the maximum rental rate per Unit size determined in accordance
with Exhibit "c" attached hereto.
(e) Advertising and Outreach. Owner shall advertise the existence and terms
of this rental program to the general public, coordinate specific outreach efforts to Low Income
Households at immediate risk of becoming homeless, or transitioning from homelessness to
permanent housing through cooperation with social service agencies, City agencies, homeless
shelters, and other entities serving such Low Income Households, and accept applications from
prospective tenants. Owner shall keep a list of all qualified tenants, and shall make this list,
along with all relevant financial data pertaining to prospective tenants, available to City upon
request. All tenants shall be selected off of this list. Owner shall provide the City with a detailed
outreach and advertising plan acceptable to City not less frequently than annually during the
Term of this Agreement, in order to insure that the housing needs for Low Income Households
are met.
(f) Compliance with THP. Except as otherwise provided in this Agreement,
rental of the Units within the Project shall be subject to and shall comply with the criteria for
occupancy standards set forth in the THP, as the same may be amended from time to time. No
deviation from such criteria for occupancy standards shall be allowed except as expressly agreed
to by the City on application of Owner, determined in City's sole discretion.
4. Income Certification and Reporting.
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01-110504706002
(a) Tenant Certifications.
(i) During any period that income and household size and composition
certifications from each tenant and household are required to be submitted to any federal and/or
state agencies under the terms of any loan from such agencies recorded against the Project,
Owner shall submit copies of those certifications to City at the same time that submittal of such
certifications are required to be made to the applicable federal and/or state agencies.
(ii) During any period when income and household size and
composition certifications from each tenant and household are not required to be submitted to
any federal or state agencies under the terms of any loans from such agencies recorded against
the Project, the requirements of this subsection (ii) shall apply. Immediately prior to initial
occupancy by such tenant household and annually thereafter, Owner shall obtain income and
household size and composition certifications by each tenant household obtained in such form
required by City from time to time. Owner shall obtain updated forms for each tenant household
on request by the City, but in no event less frequently than once a year. Owner shall verify that
the income information provided by an applicant or occupying household in an income
certification is accurate by taking one or more of the following steps as part ofthe verification
process; (1) obtain pay stubs for the three (3) most recent pay periods; (2) obtain an income tax
return for the most recent tax year; (3) obtain an income verification form from the applicant's
current employer; (4) obtain an income verification form from the Social Security Administration
and/or the California Department of Social Services if the applicant receives assistance from
either of such agencies; or (5) if the applicant is unemployed and has no such tax return, obtain
another form of independent verification. Copies of tenant income certifications and documents
verifying income shall be maintained during the entire occupancy of a Unit by a household and
for a period of not less than five (5) years thereafter and shall be available to the City within five
(5) days after request.
(b) Annual Report to City. Each year the Owner shall submit an annual
report to the City on a form to be provided by the City, except that to the extent that an annual
report containing the information required by this subsection (b) below is required to be
submitted to any federal and/or state agencies under the terms of any loans from such agencies
recorded against the Project, the annual report to be submitted to the City shall be on the same
forms as is required to be submitted to such federal and/or state agencies.
The annual report shall include for each Unit, the Rent and the income and family size
and composition of the household occupying the Unit. The report shall also state the date the
tenancy commenced for each Unit. The income and household size and composition information
shall be as supplied by each tenant household in the certification form required by Section 4(a)
above. A true copy of each such form, signed by the tenant, shall be attached to the Owner's
annual report to the City. For each calendar year during the Term, an annual report shall be filed
with the City not later than February 28 ofthe following calendar year, except that to the extent
that an annual report is required to be submitted to any federal and/or state agency under the
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terms of any loan from such agency recorded against the Project, the annual report shall be
submitted to the City at the time such report is submitted to such federal and/or state agency.
(c) Additional Information. The Owner shall provide to the City any
additional information required by the laws of the City, the State of California and the United
States, as the same may be amended from time to time.
(d) Lease and Sale Provisions. To the extent not in conflict with the
requirements of any loan to which this Agreement has been expressly subordinated by written
agreement ofthe City, the provisions ofthis subsection (d) shall apply. In no event shall City be
obligated to subordinate this Agreement to any loan, except as provided in subsection (e) below.
Owner shall include in leases and rental agreements for all Units, provisions which authorize
Owner to immediately terminate the occupancy of any household one or more of whose members
misrepresented any fact material to the household's qualification as a Low Income Household.
Each lease or rental agreement shall also provide that the household is subject to annual
certification in accordance with Section 4(a) above. Owner shall specifically refer to this
Agreement in any lease of a Unit and to any purchase and sale contract with respect to any
portion ofthe Project, provided that failure to do so shall not invalidate or otherwise affect the
effectiveness of this Agreement. Every grant deed for all or any portion ofthe Project shall
specifically state , that the grant is made subject to all of the terms and conditions set forth in this
Agreement, provided that Owner's failure to comply with these requirements shall not invalidate
or otherwise affect the effectiveness of this Agreement.
( e) Cooperation. City acknowledges and agrees that Owner will be obtaining
financing for the Project with assistance from the California Housing Finance Agency, Santa
Clara County, and other state or federal housing agencies, which financing will be secured by
deeds oftrust and/or regulatory agreements to be recorded prior to the lien ofthis Agreement. In
addition, the City agrees to subordinate this Agreement to the lien of the deed of trust and
regulatory agreement required in connection with the Owner's receipt of Multifamily Housing
Program financing from the State Department of Housing and Community Development.
5. Indemnification. The Owner hereby covenants and agrees that it shall indemnify,
defend with counsel acceptable to City and hold harmless the City and the City's officers,
members, commissioners, directors, officials, employees, and agents (collectively, the
"Indemnified Parties"), from and against any and all claims arising from this Agreement and the
construction, ownership, operation or management of the Project; and all reasonable costs and
counsel fees incurred by the Indemnified Parties in defense of such a claim, or in order to assert
its rights under this Section 5.
6. Term. This Agreement shall become effective upon its execution and delivery
and shall remain in full force and effect for the Term. This Agreement shall bind any successor,
heir or assign of Owner, whether a change in interest occurs voluntarily or involuntarily, by
operation oflaw or otherwise, with or without the approval ofthe City, except as expressly
released by the City. This Agreement shall inure to the benefit of the City and its successors.
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7. Covenants to Run with the Land. The City and Owner hereby declare their
express intent that the covenants and restrictions set forth in this Agreement are covenants
running with the land, and that the covenants shall be binding upon all successors in title to the
Project or any portion thereof, including but not limited to any successor to Lessor's fee interest
in the Property and Owner's leasehold interest in the Property; provided, however, that on the
termination of this Agreement said covenants shall expire. Each and every contract, deed or
other instrument hereafter executed covering or conveying the Project or any portion thereof shall
be held conclusively to have been executed, delivered and accepted subject to such covenants
and restrictions, regardless of whether such covenants and restrictions are set forth in such
contract, deed or other instrument.
The Owner and the City hereby declare their understanding and intent that:
(a) The covenants and restrictions contained in this Agreement shall be
construed as covenants running with the land pursuant to California Civil Code section 1460 et
seq.; and
(b) The burden of the covenants and restrictions set forth in this Agreement
touch and concern the Project in that the Owner's legal interest in the Property and all
improvements thereon may be rendered less valuable thereby; and
(c) The benefit of the covenants and restrictions set forth in this Agreement
also touch and concern the Project by enhancing and increasing the enjoyment and use ofthe
Project and Units by Low Income Households, furthering the public purpose for which
exemption from the RDO was granted to Owner.
Notwithstanding the foregoing, all covenants and restrictions contained herein without
regard to technical classification or designation shall be binding upon the Owner and its
successors in interest for the benefit of the City, and such covenants and restrictions shall run in
favor of City for the entire Term, without regard to whether the City is an owner of any land or
interest therein to which such covenant and restrictions relate.
8. Uniformity. Common Plan. The covenants and restrictions set forth in this
Agreement shall apply uniformly to all Units, in order to establish and carry out a common plan
for the use of the Property.
9. Enforcement by the City. If the Owner defaults in the performance of any ofthe
Owner's obligations under this Agreement, City shall have the right to pursue any or all of the
following actions, or any other remedy provided by law or in equity:
(a) Action to Compel Performance. The City may bring an action at law or in
equity to compel the Owner's performance of its obligations under this Agreement and/or to
prevent the violation ofthe terms and conditions of this Agreement by Owner.
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(b) Action for Damages. The City may bring an action to collect damages
from the Owner due to Owner's default.
(c) All Remedies Available and Cumulative. City shall have the right to
exercise all available rights and remedies, and to maintain any action at law or suits in equity or
other proceedings, including without limitation, specific performance, to enforce the terms,
covenants and restrictions of this Agreement. No delay in enforcing the provisions hereof as to
any breach or violation shall impair, damage or waive the right ofthe City to enforce the
provisions hereof in the future for any continuing or new breach or violation of any of the terms,
covenants or restrictions contained in this Agreement. All rights and remedies, including without
limitation those set forth in this Section 9 above, of any party legally entitled to enforce this
Agreement shall be cumulative and the exercise of any such right or remedy shall not impair or
prejudice and shall not be a waiver ofthe right to exercise any other such rights and remedies.
10. Lienor's Remedies. The provisions of this Agreement do not limit the right of any
obligee to exercise any of its remedies for the enforcement of any pledge or lien upon the-
Property; provided, however, that in the event of any foreclosure, under any mortgage, deed of
trust or other lien or encumbrance, or a sale pursuant to any power of sale included in any such
mortgage or deed of trust, or in the case of a deed in lieu of foreclosure, the purchaser (or other
transferee) and their successors in interest and assigns and the Property shall be, and shall
continue to be, subject to all ofthe covenants and restrictions set forth in this Agreement. The
provisions of this Section 10 shall not apply with respect to any loan to which this Agreement has
been expressly subordinated pursuant to a separate written instrument executed by City.
11. Right of Inspection. City shall have the right from time to time during the Term
of this Agreement, and for a period of five (5) years thereafter, upon giving Owner reasonable
notice, to examine and make copies of all books, records or other documents of the Owner which
pertain to the Project. All such books, records and other documents pertaining to the Project
shall be maintained at the office ofthe Owner or management agent. All such books, records and
documents shall be maintained by Owner for a period of not less than five (5) years, or such
longer period as required by this Agreement.
12. Attorneys' Fees and Costs. In any action brought to enforce or interpret this
Agreement, the prevailing party shall be entitled to all costs and expenses of suit, including
reasonable attorneys' fee.
13. Recording and Filing. City and Owner shall cause this Agreement and all
amendment and supplements to it, to be recorded in the Official Records, at Owner's cost.
14.
California.
Governing Law. This Agreement shall be governed by the laws of the State of
15. Amendments. This Agreement shall be amended only by a written instrument
executed by the parties hereto or their successors in title, and duly recorded in the Official
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Records. The City and its successors and assigns, on the one hand, and the Owner and its
successors in interest and assigns, on the other, shall have the right to consent and agree to
changes in, or to eliminate in whole or in part, any of the covenants or restrictions contained in
this Agreement without the consent of any tenant, lessee, easement holder, licensee, mortgagee,
trustee, beneficiary under a deed of trust or any other person or entity having any interest less
than a fee in the Property. This Agreement shall not be amended, modified or terminated except
upon the written consent of the City and upon the recordation of an amendment hereto duly
executed and acknowledged by City and Owner.
16. Notice. All notices shall be given personally or by first class mail, postage
prepaid, addressed as shown on the signature page ofthis Agreement. Notices shall be deemed
given on the earlier of the date delivered or the second day following the date on which the same
have been mailed in the manner required by the prior sentence. Any of the parties may, by notice
given in the manner required by this Section 16, designate any further or different addresses to
which subsequent notices shall be sent.
17. Severability. If any provision of this Agreement shall be invalid, illegal or
unenforceable, the validity, legality and enforceability ofthe remaining portions ofthis
Agreement shall not in any way be affected or impaired thereby.
18. Assignment. This Agreement maybe assigned with the written consent of the
City to an entity created by the Owner for the sole purpose of developing, owning, managing and
operating the Project in which the Owner shall remain as general partner or managing partner.
Notwithstanding any other provision of this Agreement, no other duties or obligations of the
Owner under this Agreement may be assigned by the Owner without the prior written consent of
City.
19. Other Agreements. The parties acknowledge and agree that the operation of the
Units in accordance with this Agreement satisfies the Owner's obligations under the CUP (as
modified by the THP Exemption), the THP and the RDO Exemption with respect to the income,
rent and length of stay restrictions applicable to the Units. In the event of any inconsistency
between this Agreenient and the foregoing documents and approvals with respect to the income
and rent restrictions applicable to the Project, this Agreement shall control.
20. Counterparts. The parties hereto agree that this Agreement may be executed in
counterparts, each of which shall be deemed an original, and said counterparts shall together
constitute one and the same Agreement, binding all of the parties hereto, notwithstanding that all
of the parties are not signatories to the original or the same counterparts. For all purposes,
including, without limitation, recordation, filing and delivery of this instrument, duplicate,
unexecuted and unacknowledged pages of the counterparts may be discarded and the remaining
pages assembled as one document.
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IN WITNESS WHEREOF, the City and the Owner have executed this Agreement by duly
authorized representatives on the date and year shown below.
Attest") r-'
;' '::::'Itltvi ~.,
City . lerk
7351 Rosanna Street
Gilroy, CA 95020-6141
GCh..-
AP~ ~F, orm: ",'
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CI ATT RN
~
Dated: JJ-cV, f8 , 2004
GILROY TRANSITIONAL HOUSING CENTER
ASSOCIATES, a California Limited Partnership
By: SOUTH COUNTY HOUSING CORPORATION,
a California nonprofit public benefit corporation,
its General Partner
By:
Its:
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STATE OF CALIFORNIA )
)ss.
COUNTY OF SANTA CLARA )
TITLE OF DOCUMENT: Regulatory Agreement and Declaration of Restrictive Covenants
Between the City of Gilroy and Gilroy Transitional Housing Center
Associates, a California limited partnership
On November 22,2004, before me, Rhonda Pellin, Notary Public, personally appeared Jay Baksa
personally known to me to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity, and that by his
signature on the instrument the person or the entity upon behalf of which the person acted,
executed the instrument.
WITNESS my hand and official seal.
~~.
Signature of Notary Public
J ~ ,~, - ~ ~~~~;~... - f
.- ,..' ,.J ',' Commission. 13a5815
~ >.,' ,', Notary Public - CaIfomia I
~''Y. Santa Clara Cctmty -
_ -or _ ~~~"':.-~1~~1
per GC Sec. 40814; CC Sec. 1181
(Notary Seal)
STATE OF CALIFORNIA
COUNTY OF ~'lnl-c\ ClaYLl
} ss
On l).:-,'I. ~q /dOJY , before me, C.dii 16<<e.<:, , personally
appeared l)e.v\(\\S I.lA \()'(" ,
1lI personally known to me -OR- D 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.-' ... ERIKA TORRES'" .~
- Comin.#1441081(J}
II) NOTARY PUBLIC. CALIFORNIA
Sanla Clara Coun -
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STATE OF CALIFORNIA
COUNTY OF
On
appeared
WITNESS my hand and official seal.
({j~i~ ~
SIGNATtm{ OF NOTARY
} ss
, before me,
, personally
D personally known to me -OR- D 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.
\JH\640678.1
01-110504706002
WITNESS my hand and official seal.
SIGNATURE OF NOTARY
-13-
CAPACITY CLAIMED BY SIGNER
Though statute does not require the Notary
to fill in the data below, doing so may
prove invaluable to persons relying on the
document.
o INDIVIDUAL
o CORPORATE OFFICERS(S)
Title(s)
o PARTNER(S) 0 LIMITED
o GENERAL
o ATTORNEY-IN-FACT
o TRUSTEE(S)
o GUARDIAN/CONSERV A TOR
o OTHER:
SiGNER IS REPRESENTING:
Name ofPerson(s) or Entity(ies)
CAPACITY CLAIMED BY SIGNER
Though statute does not require the Notary
to fill in the data below, doing so may
prove invaluable to persons relying on the
document.
o INDIVIDUAL
o CORPORATE OFFICERS(S)
Title(s)
o PARTNER(S) 0 LIMITED
o GENERAL
o ATTORNEY-IN-FACT
o TRUSTEE(S)
o GUARDIAN/CONSERVATOR
o OTHER:
SIGNER IS REPRESENTING:
Name ofPerson(s) or Entity(ies)
EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
A leasehold estate in that certain property in the City of Gilroy, County of Santa Clara,
State of California, described as follows:
Parcel 14, as shown on that certain Map entitled "Tract 9467 Sobrato Transition Center",
recorded April 17, 2003 in Book 759 of Maps, at pages 47 through 50, Official Records,
Santa Clara County.
APN: 790-07-027
ARB: ARB 790-007-x002
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"
'II
EXHIBIT "B"
IDENTIFICATION OF UNITS RESERVED FOR
LOW INCOME HOUSEHOLDS
Number of Bedrooms
2-bedroom
3-bedroom
The income levels of each household occupying a Unit shall not exceed sixty-five
(65%) of Median Income.
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