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HomeMy WebLinkAbout2009/12/15 Item 4 CITY COUNCIL AGENDA STATEMENT ~\r~ CllY OF .~& (HUlA VISTA 12/15/2009 ltem~ ITEM TITLE: RESOLUTION APPROVING THE FINAL MAP OF MISSIONS AT SUNBOW, CHULA VISTA TRACT NO. 06-02 FOR CONDOMINIUM CONVERSION PURPOSES, AND THE ASSOCIATED SUPPLEMENTAL SUBDIVISION AGREEMEl'! ; . SUBMITTED BY: DEPUTY CITY MANAGEItJl ~VELOPMENT SERVICES DIRECTOR A I REVIEWED BY: CITY MANAGER ~ (,LJ /I 4/5THS VOTE: YES NO X BACKGROUND On June 13,2006, Council approved a Tentative Subdivision for Missions atSunbow. The project consists of a condominium conversion of 336 multi-family units. Tonight's action is strictly ministerial per the Subdivision Map Act Section 66474.1 and will allow the Final Map to record, converting the existing apartments into condominiums. ENVIRONMENT AL REVIEW The Environmental Review Coordinator has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined tmder Section 15378 of the State CEQA Guidelines; therefore, pursuant to Section 15060(c)(2) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is necessary. RECOMMENDATION That City Council adopt the Resolution. BOARDS/COMMISSION RECOMMENDATION Not applicable. DISCUSSION 4-1 12/15/2009, Item~ Page 2 of3 Chula Vista Tract No. 06-02, Missions at Sunbow, is a 336 unit condominium project on 14.58 acres located at 825 East Palomar Street. The Project is a subdivision of Lot 247 of Chula Vista Tract No. 90-07, a master planned development. Developer applied to the City of Chula Vista Planning Commission for consideration of a Tentative Map of the Property and obtained recommendation for processing PCS 06-02 to subdivide the Property into a one-lot condominium with 336 units on May 10,2006. The City Council of the City of Chula Vista approved a Tentative Subdivision Map and established conditions of approval for the Project on June 13, 2006 by Resolution 2006-179 ("Resolution"). City is willing, based on the premises, security, terms and conditions herein contained to approve the Final Map of the property known as "Missions at Sunbow", as being in substantial conformance with the Tentative Subdivision Map described in this Agreement. Tenant Notifications & Relocation Assistance: Under State law, condominium conversions are required to give tenants notification at several stages during the mapping process. The Developer agreed to comply with the following tenant notifications: a. 10-day notice to all existing tenants of an application of a Public Report - "Form C" (If submitted to State Department of Real Estate prior to Final Map approval). b. 10-day Notice to all existing tenants of Final Map approval- "Form D". c. Notice to all prospective tenants of option to purchase/termination of tenancy - "Form E", d. 90-day Notice to all existing tenants of option to purchase/termination of tenancy - "Form F". e. 180-day notice to all existing tenants of intent to convert/termination of tenancy - "Form G". DECISION MAKER CONFLICT Staff has reviewed the property holdings of the City Council and has found no property holdings within 500 feet of the boundaries of the property, which is the subject of this action. Staff has the reviewed the history of Planning Commissioners assigned to this Project during Planning Commission and found that Pamela Bensoussan had served on the board as a planning Commissioner, which creates a conflict of interest, pursuant to California Code of Regulation Section (David Miller, Please revise this Paragraph.) FISCAL IMP ACT There is no impact to the General Fund. The HOA has paid all fees and other costs associated with the proposed agreement. 4-2 12/15/2009,ltem-':t- Page3of3 ATTACHMENTS 1. Plat of Chula Vista Tract 006-02, Missions at Sunbow. 2. Developer's Disclosure Statement j'\EngineerILANDDEVIProjectsllvbscellaJleous ProjectslMission at Sunbow\agenda\Al/3 for Missions at Sunbow J 2-15-09.doc 4-3 U S'f~:BE'f }llGG1r-lS CHULA VISTA TRACT NO. 06-02 MISSIONS AT SUNBOW 200 ~ ~ 600 I LOT 1 S11l-EE1 .1~1l- l' ~\>o.' E~S1 II HUNSAKER & ASSOCIATES SAN 0 lEe 0, IN C PLANNING 9707 WAPlES STREET ENCINEERING San Diego, Ca 92121 SURVEYING I'H(eSB)S58-4500. FX(658)S58.1414 R:\06JZ\d:Map\CITY COUNCIL fXH/BIT.d'frgDMar- H-]0fJ7:06;J7 4-4 Disclosure Statement Pursuant to Council Policy 101-01, prior to any action upon matters that will require discretionary action by the Councii, Planning Commission and all other official bodies of the City, a statement of disclosure of certain ownership or financial interests, payments, or campaign contributions for a City of Chuta Vista election must be filed. The following information must be disclosed: 1. List the names of all persons having a financial interest in the property that is the subject of the application or the contract, e.g., owner, applicant, contractor, subcontractor, material supplier. EQR-Missions at Sunbow, LLC EOR-Flatlands. LLC F.~~_QR~ ~l~~l~nA~~ Tn~ ERP Operating Limited Partnership 2. If any person* identified pursuant to (1) above is a corporation or~partnership, ljst the names .of all individuals with a $2000 investment in the business (corporation/partnership) entity. 3. If any person* identified pursuant to (1) above is a non-profit organization or trust, iist the names of any person serving as director of the non-profit organization or 35 trustee Of beneficiary or trustor of the trust. N/A 4. Please identify every person, including any agents, employees, consultants, or independent contractors you have assigned to repres~nt you before the City in this matter. 5. Has any person' associated with this contract had any financiai deaiings with an officiai" of the City of Chuta Vista as it relates to this contract within the past 12 months. Yes_ No~ If Yes, briefly describe the nature of the financial interest the official" may have in this contract. 6. Have you made a contribution of more than $250 within the past twelve (12) months to a current member of tne Chula Vista City Council? No ~ Yes _If yes, which Councii member? 4-5 7. Have you provided more than $340 (or an item of equivalent value) to an official"': of the City of Chula Vista in the past twelve (12) months? (This Includes being a source of income, money to retire a legai debt, gift, loan, etc.) Yes_ NoL- if Yes, which official" and what was the nature of item provided? E~~nu~ LLC Signature of Contractor/Applicant ~llR-Hissions at Sunbow, LL~ James G. Athasll VP Print or type name of Contractor/Applicant Date: 11/24/09 . Person is defined as: any individual, firm, co-partnership, joint venture. association, social club, fraternal organization, corporation, estate, trust, receiver, syndicate, any other county, city, municipality, district, or other political subdivision, -or any other group or combination acting as a unit. .. Official includes, but is not limited to: Mayor, Council member, Chuia Vista Redevelopment Corporation member, Planning Commissioner, member of a board, commission, or committee of the City, employee, or staff members. September 8, 2006 4-6 RESOLUTION NO. RESOLUTION APPROVING THE FINAL MAP OF MISSIONS AT SUNBOW, CHULA VISTA TRACT NO. 06-02 FOR CONDOMINUUM CONVERSION PURPOSES, AND THE ASSOCIA TED SUPPLEMENTAL SUBDIVISION AGREEMENT WHEREAS, Developer applied to the City of Chula Vista for the subdivision of a 14.58 acre parcel, located at 825 East Palomar Street in the City ofChula Vista, Tract No. 06-02 ("Property"), for the purpose of converting the Property into a one-lot condominium with 336 multi-family units to be called "Missions at Sunbow" (the "Project"); and WHEREAS, the Property is a subdivision of Lot 247 of Chula Vista Tract No. 90- 07, a master planned development; and WHEREAS, on May 10, 2006, the City of Chula Vista Planning Commission considered the application and recommended that the City Council of the City of Chula Vista approve a tentative map for the Project subject to certain conditions; and WHEREAS, on June 13, 2006, the City Council of the City of Chula Vista approved a Tentative Subdivision Map and established conditions of approval for the Project on June 13,2006 by Resolution 2006-179 ("Resolution"); and WHEREAS, Developer would like to record a Final Map for the Project: and WHEREAS, Developer has signed a Supplemental Subdivision Improvement Agreement ("SSIA") to be recorded on the Property with the County Recorder to ensure compliance with all conditions; and WHEREAS, City is willing, on the premises, security, terms and conditions contained within the SSIA to approve the Final Map for the Project as being in substantial conformance with the previously approved Tentative Subdivision Map; and WHEREAS, tonight's action is strictly ministerial per the Subdivision Map Act Section 66474. I. NOW, THEREFORE, BE IT RESOL VED the City Council of the City of Chula Vista does hereby approve the Final Map and the associated SSIA for Missions at Sun bow, Chula Vista Tract No. 06-02, for condominium conversion purposes. 4-7 BE IT FURTHER RESOLVED, that the City Clerk is hereby directed to record a certified copy of this resolution and the associated SSIA with the Office of the San Diego County Recorder. Presented by: Gary Halbert, AICP, PE Deputy City Manager! Director of Development Services 4-8 THE A TT ACHED AGREEMENT HAS BEEN REVIEWED . AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON A PROV AL BY HE CIT Dated: 12- 10 ~o STORM WATER MANAGEMENT FACILITIES MAINTENANCE AGREEMENT WITH GRANT OF ACCESS AND COVENANTS 4-9 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: CITY OF CHULA VISTA OFFICE OF THE CITY CLERK 276 FOURTH AVENUE CHULA VISTA, CA 91910 Above Space for Recorder's Use STORM WATER MANAGEMENT FACILITIES MAINTENANCE AGREEMENT WITH GRANT OF ACCESS AND COVENANTS (MISSIONS AT SUNBOW EY-431) (PROPERTY OWNER - EQR_ MISSIONS AT SUNBOW, L.L.C. A DELAWARE LIMITED L1ABLlTY COMPANY) DEFINITIONS "Agreement" means this Storm Water Management Facilities Maintenance Agreement with Grant of Access and Covenants (SMFMA). "Best Management Practices, or BMPs" means structural or non-structural pollution prevention measures, such as site design, source control, and treatment control methods required to minimize polluted runoff from the development during the post-development phase of the project. BMPs include, but are not limited to, Storm Water Managem'ent Facilities (SWMF). "City" means the City of Chula Vista, an official of the City, or any designated staff member acting on behalf of the City. The City Council, in Resolution No. 2008- 61, dated February 19, 2008, has authorized the City Engineer to sign this Agreement on behalf of the City. "Inspection, Operation, and Maintenance Plan, or 10MP" means a description of inspection, operation, and maintenance activities and schedules required to ensure proper operation and effectiveness of the SWMF's into perpetuity, as required in the Chula Vista Development Storm Water Manual. A copy of the 10MP, as amended from time-to-time, shall be included in the Water Quality Technical Report for the project before issuance of a construction permit, and a copy shall be maintained on file with the office of the City Engineer and is attached herewith as Exhibit B. City may require amendments to the 10MP at its sole discretion. "Owner" means the owner of Property signatory to this Agreement applying for a development or redevelopment project that includes permanent BMPs, and all Owner's successors in interest in Property, jointly (such as a Home Owners' Association) and/or ""individually. "Property" means the property on which development is proposed, a legal description of which is attached herewith as Exhibit A. "Responsible Party" means Owner and any other person, corporation, or legal entity accepting, in writing and in City approved form, responsibility on behalf of Owner. 4.JlHl "Security" means any Bond, Cash Deposit, or Letter of Credit that City may require from Owner as a result of Owner's failure to effectively maintain development's SWMF's, and is to assure the faithful performance of the obligations of this Agreement. "Storm Water Management Facilities" (SWMF's) means all onsite structural facilities constructed for the treatment of project's storm water runoff, proposed as part of the development project submittals, as approved by City prior to the issuance of a development permit, or as amended with City's approval after the development is complete. AGREEMENT This Agreement for the inspection, maintenance, and repair of certain Storm Water Management Facilities is entered into between EQR_ MISSIONS AT SUNBOW, LLC ("Owner") and City for the benefit of City, Owner, successors in interest to City or Owner, and the public generally. Pursuant to City's urban runoff regulations, including Chula Vista Municipal Code, Chapter 14.20 (the "Storm Water Management and Discharge Control Ordinance) and the Chula Vista Development Storm Water Manual, Owner has prepared and submitted to City a Water Quality Technical Report ("WQTR"), which is on file in the office of the City Engineer. The WQTR proposes that storm water runoff from Property be detained and treated by the use of permanent SWMF's which are identified in the WQTR as Treatment Control BMPs. The WQTR specifies the manner and standards by which the SWMF's must be inspected, maintained, and repaired in order to retain their effectiveness. City requires Owner to enter into Agreement for the installation, inspection, maintenance, and repair of permanent SWMF's prior to the issuance of construction permits by City for work on Property (Improvements). It is the purpose of this Agreement to assure that the SWMF's are inspected, maintained, and repaired by creating obligations which are enforceable against Owner. Owner hereby covenants and agrees with City as follows: 1. Maintenance of Storm Water Management Facilities. Owner shall install, inspect, maintain, repair, and replace all SWMF's for the Improvements as required by the Director of Public Works, or his/her designated representative ("Director). Maintenance shall include inspection and servicing of SWMF's on the schedule determined necessary to ensure the SWMF's retain their effectiveness. Owner shall maintain, repair and replace the SWMF's until all obligations under this Agreement are transferred to, and assumed by, another owner or entity, satisfactory to City. Owner shall grant Responsible Party assuming any obligation under this Agreement all necessary access right. Owner shall include a copy of the Inspection, Operation, and Maintenance Plan ("IOMP") for the ~SWMF's in the WQTR for the project and submit a copy to City, at the time this Agreement is executed. The IOMP shall describe employee training programs and duties, routine inspection, service and operating schedules, maintenance frequency, and specific maintenance activities. Through the IOMP, Owner may also designate a Responsible Party, satisfactory to City, to maintain the BMPs. The IOMP may be amended from time-to-time by Owner, ,f.Dn subject to City approval. Owner shall also be responsible for amending the IOMP upon City's direction. 2. Record Keeping. The designation of a Responsible Party to maintain the SWMF's does not relieve Owner of any of the obligations or duties under this Agreement. Owner, its successors, or a designated Responsible Party, shall retain records of the IOMP and maintenance and inspection activities for at least five years. Said records shall be made available within 5 days, upon request by City. 3. Defense and Indemnity. Owner agrees to defend, indemnify, protect, and hold harmless City, its agents, officers and employees, from and against all claims, demands, causes of action, liability or loss asserted or established for damages or injuries to any person or property arising out of the installation, inspection, maintenance, repair, or replacement of the BMPs. Claims, demands, causes of action, liability or loss that arise from, are connected with, or are caused or claimed to be caused by the acts or omission of Owner, Owner's agents, officers and employees are covered. Also covered are the claims, demands, causes of action, liability or loss arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of City, its agents, officers, or employees which may be in combination with the negligence of Owner, its employees, agents or officers, or any third party. Owner's duty to defend, indemnify, protect and hold harmless shall not include any claims or liabilities arising from the established sole negligence or sole willful misconduct of City, its agents, officers or employees. Owner further agrees that indemnification referred to above and the duty to defend City requires Owner to pay any costs City incurs that are associated with enforcing the indemnification provision, and defending any claims arising from the installation" inspection, maintenance, repair, or replacement of the SWMF's. If City elects, at its sole discretion, to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense on any claim related to the installation, inspection, maintenance, repair or replacement of the SWMF's, Owner agrees to pay the reasonable value of attorney's fees and all of City's reasonable costs. 4. Insurance. Owner shall maintain a policy of liability insurance, as required by and in an amount approved by, City. This policy, with City named as an additional insured, will protect City from any potential claims, which may arise from the installation, inspection, maintenance, repair or replacement of the SWMF's. 5. Notices. Owner agrees that it shall, prior to transferring ownership of any land on which any of the SWMF's covered by this Agreement are located, and also prior to transferring ownership of any such SWMF's, provide clear written notice of the above maintenance obligations associated with that SWMF to the transferee. Owner further, -= 'agrees to provide evidence that Owner has requested the California Department of Real Estate to include in the public report issued for the development of Property, a notification regarding the SWMF maintenance requirements described in this Agreement. 6. City's Right to Perform Maintenance. It is agreed that City shall have the right, but not the obligation, to elect to perform any or all of the maintenance activities if, in City's sole judgment, Owner has failed, after a five-day written notice (from the date of 4142 postmark or personal delivery) has been provided by City to Owner, to perform' the maintenance as agreed. In cases where immediate threat to water quality is imminent, a five-day notice will not be required. If City performs any of the maintenance activities, after City has first (1) served notice to Owner in accordance with the provisions of Chula Vista Municipal Code Chapter 1.40 to perform the maintenance activities and (2) Owner has failed to do so within the reasonable time stated in City's notice, then Owner shall pay all City costs incurred in performing said maintenance activities. Owner's obligation to pay City's costs of performing maintenance activities is a continuing obligation and shall apply whether or not City has required or used all or any portion of Security provided pursuant to Paragraph 8. 7. Grant of Access. City will conduct inspections of the SWMF's from time-to- time as required by the National Pollutant Discharge Elimination System Municipal Permit, Order No. R9-2007-0001 and any re-issuances thereof, to ensure adequate maintenance and effectiveness of the SWMF's. Owner grants to City a perpetual access to the SWMF's for performing inspections or any of the maintenance activities specified in paragraph 1. City shall have the right, at any time and without prior notice to Owner, to enter upon any part of Property as may be necessary or convenient for inspection purposes. Owner shall at all times maintain Property so as to make City's access clear and unobstructed. Owner agrees to pay all inspection fees as may be established by City. 8. Security. If upon two inspections within any five-year period, City inspectors determine that Owner has failed to effectively operate, maintain, or repair the SWMF's; City may require Owner to provide City with Security to assure the faithful performance of the obligations of this Agreement. Security may be in the form of a Bond, a Cash Deposit, or a Letter of Credit in an amount equal to two-years' cost of maintaining the SWMF's, as determined in the project WQTR and adjusted at 5% per annum. City may use Security to provide funding for the cost to City to perform any of the maintenance activities for the. development's SWMF's. City may use all or any part of Security at any time pursuant to this Agreement. Should any portion of Security be used by the City, Owner shall deposit additional funds or provide an additional Letter of Credit to City within thirty (30) days in the amount used by City to bring the amount available back up to the amount specified. If Security is a Cash Deposit, and a Substitute Cash Deposit or Letter of Credit is provided that is acceptable to City, any amount of the Cash Deposit not used by City shall be returned to Owner in accordance with City's accounting procedures. The Letter of Credit shall be submitted on bank letterhead using City-approved form. Once Owner has demonstrated effective operation, maintenance, and repair, as determined by City, the Security shall be kept for one year for the first occurrence, and two years for the second occurrence, after which time the Security shall be cancelled and any unused funds returned to Owner. 9. Agreement Binds Successors and Runs with PROPERTY. It is understood and agreed that the terms, covenants and conditions contained in this =Agreement shall constitute covenants running with the land and shall be binding upon the heirs, executors, administrators, successors and assigns of Owner and City and shall be deemed to be for the benefit of all persons owning any interest in Property. It is the intent of the parties that this Agreement be recorded and be binding upon all persons purchasing or otherwise acquiring all or any lot, unit or other portion of Property, who shall be deemed 4I.!>fs to have consented to and become bound by all the provisions of this Agreement. This Agreement shall commence upon execution of this Agreement by all parties named in the Agreement. 10. Enforcement. Failure to comply with the terms of this Agreement constitutes a violation of the Chula Vista Municipal Code Chapter 14.20 "Storm Water Management and Discharge Control" and may result in enforcement action pursuant to City's storm water regulations and administrative procedures. 11. Governing Law and Severability. This Agreement shall be governed by the laws of the State of California. Venue in any action related to this Agreement shall be in the Superior Court of the State of California, County of San Diego, South County Division. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, the validity, and enforceability of the remaining provisions shall not be affected by the judgment. IN WITNESS WHEREOF, the parties have executed this Agreement on the_ day of December, 2009. OWNER: CITY OF CHULA VISTA: EOR - MISSIONS AT SUNBOW, LLC, a Delaware limited liability company By: EOR - Flatlands, LLC, a Delaware limited liability ccimpany, its sole member By: ERP Operating Limited Partnership, an Illinois limited partnership, its member By: Equity Residential, a Maryland real estate investment trust, its eneral partner By: APPROVED AS TO FORM: By: ames G. Athas, Assistant Vice President City Attorney ATTEST: City Clerk Dated: Attachments: a.. Exhibit,f\: Legal Description for Property :J.. Exhibiti): Inspection, Operation, and Maintenance Plan (IOMP) 50f6 4-14 EXHIBIT A STATE OF ILLINOIS ) ) ss COUNTY OF COOK ) I certify that I know or have satisfactory evidence that JI1 m I S~Q .3 signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it to be the free and voluntary act and deed of the said company, for the uses and purposes mentioned in the instrument. . ~t.Nl:l'bffi "OF A Betty , Aman~a 'ate of l\\inolS ""otar)'fubhcIS~ ,uyI1,1OIO 1" . 'on'EX:Plrd' My ConuntSSl al seal hereto affixed on het~'Ylt.Q;{ d ,2009. My appointment expires: S. \1 . \ D (Print Name) A- . NOTARY PUBLIC ip\and for the State Illinois, residing in lJ'^\i rD[J, () ~ 4-15 RECORDING REQUEST BY: Developer. ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) .) ) City Clerk \\THEN RECORDED J'vLAJL TO: CITY OF OlliLA VISTA 276 Fourth Avenue Chub Vista, CA 91910 No transfer tax is due as this is a conveyance to a public agency of less than a fee interest for which no cash consideration has been paid or received. Above Space for Recorder's Use SUPPLEMEN1AL SUBDIVISION IMPROVEMENT AGREEMENT FOR l\IIISSIONS AT SUNBOW CONDOMINUIM CONVERSION (Conditions: 1,3,4,7,11,16,17,18,20,21,23, and B Conditions of Resolution No. 2006-179) This Subdivision Agreement ("Agreement"), dated , 2009, for purpose of reference only and executed on the date signed by the last party hereto, is by and between THE CITY. OF CHULA VISTA, California ("City") and EQR-Missions at Sunbow, LLC, a Delaware Limited Liability Company ("Developers"). The City and Developers may be referred to herein individually as "Party" and collectively as "Parties." This Agreement is entered with reference to the following: RECITALS A. This Agreement concerns and affects certain real property located in Chub Vista, California, more particularly described on Exhibit "A" attached hereto and incorporated herein ("Property"). ""==The Property is within approved Tentative Subdivision Map Chula Vista Tract No. 06-02, and for the. . purpose of general description herein consists of 14.58 acres located at 825 East Palomar Street ("Project Site"). The Project is a subdivision of Lot 247 of Chula Vista Tract No. 90-07, a master planned development. For purposes ofthis Agreement the term "project" shall also mean "Property". 4-16 B. Developer applied to the City ofChula Vista Planning Commission for consideration ofa Tentative Map ofthe Property and obtained recommendation for processing PCS 06-02 to subdivide the Property into a one-lot condominium with 336 units on May 10, 2006. C. The City Council of the City of Chula Vista approved a Tentative Subdivision Map and established conditions of approval for the Project on June 13,2006 by Resolution 2006-179 ("Resolution"). D. City is willing, on the premises, security, terms and conditions herein contained to approve the final map of the property known Missions at Sunbow at 825 East Palomar, Chula Vista, CA Street, as being in substantial conformance with the Tentative Subdivision Map described in this Agreement. E. The following defined terms shall have the meaning set forth herein, unless otherwise specifically indicated: 1. For the purposes of this Agreement, "Final Map" means the final map for Missions at Sunbow. 2. "Owner or Developer" means the person, persons or entity having a legal or an equitable interest in the property or parts thereof and includes Owner's successors-in- interest and its assignees of any property within the boundaries of the map. This includes EQR-Missions at Sunbow, LLC, a Delaware Limited Liability Company, and any and all owners of real property within the boundaries of the Property. NOW, THEREFORE, in exchange for the mutual covenants, terms and conditions herein contained, the parties agree as set forth below. 1. Agreement Applicable to Subsequent Owners. a. Agreement Binding Upon Successors. This Agreement shall be binding upon and inure to the benefit of the successors, assigns and interests of the parties as to any or all ofthe Property until released by the mutual consent of the parties. b. Agreement Runs with the Land. The burden ofthe covenants contained in this Agreement ("Burden") is for the benefit of the Property and the City, its successors and assigns and any successor in interest thereto. City is deemed the beneficiary of such covenants for and in its own right and for the purposes of protecting the interest of the community and other parties public or c:: c:cprivate, in whose,. favor and for whose benefit of such covenants running with the land have been, provided without regard to whether City has been, remained or are owners of any particular land or 2 4-17 interest therein. If such coven:mts are breached, the City shall have the right to exercise all rights and remedies and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach to which it or any other beneficiaries of this Agreement and the covenants may be entitled.. c. Developer Release on Assignment to Homeowner Association. If Developer assigns any portion of the Project to a Homeowner Association ("HOA"), Developer may request to be released from Developer's obligations under this Agreement, that are expressly assumed by the HOA. Developer must obtain the written consent of the City to such release. Such assignment to the HOA shall, however, be subject to this Agreement and the Burden of this Agreement shall remain a covenant running with the land. The City shall not withhold its consent to any such request for a release so long as the assignee acknowledges that the Burden of the Agreement runs with the land, assumes the obligations ofthe Developer under this Agreement, and demonstrates, to the satisfaction of the City, its ability to perform its obligations under this Agreement as it relates to the portion of the Project which is being acquired by the Assignee. d. Partial Release of Developer's Assignees. If Developer assigns any portion of the Project subject to the Burden of this Agreement, upon request by the Developer or its assignee, the City shall release the assignee of the Burden of this Agreement as to such assigned portion if such portion has complied with the requirements of this Agreement to the satisfaction ofthe City and such partial release will not, in the opinion of the City, jeopardize the likelihood that the remainder ofthe Burden will not be completed or satisfied as intended by the conditions contained herein. 1. Condition No.1 - (General). In satisfaction of Condition No. I of the Resolution, Developer hereby agrees that all of the terms, covenants and conditions contained herein shall be binding upon and inure to the benefit of the heirs, successors, assigns and representatives of the Developer as to :my or all of the Property. 2. Condition No.3. - (General). In satisfaction of Condition No.3 of the Resolution, Developer agrees to coordinate with the City ofChula Vista Department of Planning and Building, Development Planning division to schedule a meeting with the current tenants to present alternative rental housing opportunities and assistance in relocation in conjunction with the presentation of the 'schedule for the phasing'ofthe conversion of the apartments to condominiums. 3. Condition No.4 (Tenant Notifications). In satisfaction of Condition No.4 of the Resolution, Developer agrees to comply with all applicable noticing requirements set forth in Government Code Section 66427.1. Applicant shall submit evidence to the Director of Planning and Building that the following City of Chula Vista noticing forms have been delivered to the existing and prospective tenants pet Section 66427.1 ofthe Subdivision Act or a schedule detailing required future notifications: a. I O-day notice to all existing tenants of an application of a Public Report - "Form C" (If submitted to State Department of Real Estate prior to Final Map approval). 3 4-18 b. 10-day Notice to all existing tenants of Final Map approval- "Form D". c. Notice to all prospective tenants of option to purchase/termination of tenancy - "Form E. d. 90-day Notice to all existing tenants of option to purchase/termination of tenancy - "Form F". e. 180-day notice to all existing tenants of intent to convert/termination oftenancy- "Form G". 4. Condition No.7 - (Recycling and Solid Waste Management Plan). In satisfaction of Condition No.7 of the Resolution, Developer agrees to comply with the requirements of the City's approved "Recycling and Solid Waste Management Plan" to the satisfaction of the City's Conservation Coordinator. The plan shall demonstrate those steps the applicant will take to comply with Municipal Code, including but not limited to Sections 8.24 and 8.25, and meet the State mandate to reduce or divert at least 50 percent of the waste generated by all residential, commercial and industrial developments. The Applicant shall contract with the City's franchise hauler throughout the construction and occupancy phase of the project. The plan shall incorporate any trash enclosure re-design required for compliance with the City's NPDES permit. 5. Condition No. 11- (NPDES). In satisfaction of Condition No. II of the Resolution, Developer agrees to the following: a. Comply with the requirements of the current Municipal Storm Water Permit (Order No. 2001-01) issued by the San Diego Regional Water Quality Control Board including revision of plans as necessary. b. Indemnify, and hold harmless the City, its elected and appointed officers and employees, from and against all fines, costs, and expenses arising out of non- compliance with the requirements of the NPDES regulations, in connection with the execution of any construction and/or grading work for the Project, whether the non- compliance results from any action by the Applicant, any agent or employee, subcontractors, or others. The applicant's indemnification shall include any and all costs, expenses, attorney's fees and liability incurred by the City. c. To not protest the formation of a facilities benefit district or any other funding mechanism approved by the City to finance the operation, maintenance, inspection, and monitoring of NPDES facilities. This agreement to not protest shall not be deemed a waiver ofthe right to challenge the amount of any assessment, which may be imposed due to the addition of these improvements and shall not interfere with the right of any person to vote in a secret ballot election. 4 4-19 6. Condition No. 16- (Sewer Responsibility). In satisfaction of Condition No. 16 of the Resolution, Developer agrees that the onsite sewer system shall be private. All sewer laterals shall be privately maintained from each building and/or condominium unit to the City maintained public sewer main within Medical Center Court. 7. Condition No. 17- (Sewer Maintenance). In satisfaction of Condition No. 17 of the Resolution, Developer agrees that the Developer/Owner shall establish a homeowners association to fund and oversee a contract for the maintenance 0 f the onsite private sewer system. The frequency of maintenance ofthe sewer system shall be contained in the provisions of the Covenants, Conditions & Restrictions (CC&Rs). The City Engineer and Director of Public Works shall approve the provisions of the CC&Rs regarding the onsite private sewer system. 8. Condition No. 18- (Street Maintenance). In satisfaction of Condition No. 18 of the Resolution, Developer agrees that streets and driveways within the development shall be private and shall be maintained by the homeowners association. . 9. Condition No. 20- (CC&R). In satisfaction of Condition No. 20 of the Resolution, Developer agrees to submit and record Covenants, Conditions, and Restrictions ("CC&Rs") as approved by the City Attorney to the City Engineer and Director of Planning and Building. Said CC&Rs shall include the following: a. The creation of a Homeowner's Association CHOA"), which shall, among other things, be responsible for maintaining all common facilities within the Project including, but not limited to: walls, fences, water fountains, lightning structures, fire sprinklers and alarm systems, paths, trails, access roads, drainage structures, water treatment facilities, recreational amenities and structures, landscaping, trees, streets, parking lots, driveways, and private sewage and storm drain systems. b. Language stating that the landscaping shall be maintained by the HOA in a healthy and thriving condition at all times. c. A listing of all private facilities. d. Language that indemnifies and holds harmless the City from any claims, demands, causes of action liability or loss, including claims arising from the maintenance activities of the HOA, including but not limited to private sewer spillage. e. The City's right but not the obligation to enforce CC&Rs. f. An insurance provision requiring the HOA to maintain a policy of comprehensive general liability insurance written on a per-occurrence basis in an amount not less 5 4-20 than one million dollars ($1,000,000) combined single limit. The policy shall be acceptable to the City and name the City as additional insured. g. Language stating that the City must approve any revisions to provisions of the CC&Rs that may particularly affect the City. The HOA shall not seek approval from the City of said revisions without the prior consent of one-hundred percent (100%) of the holders of first mortgages and one-hundred percent (100%) of the property owners. h. Language stating that the HOA shall not seek to be released by the City of any maintenance obligations without the prior consent of the City and one-hundred percent (100%) of the holders of first mortgages and one-hundred percent (100%) of the property owners - unless the Director of Planning and Building waives this requirement. 1. Language stating that the HOA shall implement an education and enforcement program to prevent the discharge of pollutants from all on-site sources into the storm water conveyance system. J. Language stating that the HOA shall maintain, in perpetuity, membership in an advance notice service/system such as the USA Dig Alert Service and shall cause any private facilities of the property owners or HOA to be marked out whenever work is performed in the area. k. Language stating that a NPDES provision for the perpetual and routine maintenance of structural BNlPs, private sewer and storm drain facilities for the purpose of preventing and in such a manner as to prevent the discharge of non-storm water pollutants to the public storm water conveyance system. The CC&Rs shall include the requirement to maintain records for the past 10 years ofBMP implementation, inspections, and maintenance activities. 1. Language stating that the HOA shall fund and oversee a contract for the inspection and maintenance of the onsite private sewer system and the frequency of maintenance of the sewer system shall be subject to the approval of the City Engineer and the Director of Public Works. m. Language stating that the Trash and Recycling program requirements shall be implemented to the satisfaction of the City's Conservation Coordinator. n. Said CC&Rs shall be consistent with Chapter 18.44 of the Subdivision Ordinance, and shall be recorded after approval By the California Department of Real Estate concurrently with the fmal map. 6 4-21 o. Language stating that the fire service lateral and water supply to buildings, including the on-site fire hydrant, mllst be maintained and operational at all times to the satisfaction of the Fire Marshall. p. Include language and graphics showing that Sharp Hospital site, located north ofthe . project, is master planned to have additional structures that will be constructed in the future. 10. Condition No. 21- (BOA Budget). In satisfaction of Condition No. 21 ofthe Resolution, Developer agrees to submit a Homeowners Association budget concurrently with the tenant notification outlined in Condition No.4 for review and approval by the City Engineer for the maintenance of private streets and drives, storm drains, sewage systems, electrical system, plumbing, and roof. More specifically: said budget shall include the following provisions and maintenance activities: a. Streets mllst be sealed every 7 years and overlaid every 20 years. b. Sewers must be cleaned once a year with a contingency for emergencies. c. Red curbs/striping must be painted once every three years. d. The Homeowners Association shail be responsible for service utilities including water and sewer, and the billing and payment of these utility costs. e. Storm Water quality facilities inspected prior to and after every rain event and cleaned as necessary (twice a year minimum); media inserts replaced as recommended by the manufacturer; with a contingency for emergencies. The budget shall also include a monitoring program including sampling and preparation of an annual report, when required by the City. f. Establishment of a capital fund that will adequately cover the expected costs associated wi th repairing or replacing the Project/complex's electrical system, plumbing system, and roof. g. Maintaining fire sprinklers, fire alarms, and fire protection equipment. 11. Condition No. 23- (Agreements). In satisfaction of Condition No. 23 of the Resolution, Developer agrees to: a) Defend, indemnify and hold harmless the City and its agents, officers, and employees, from any claim, action or proceeding against the City, or its elected officials, officers or employees to attack, set aside, void or annul any approval by the City, including approval by its Planning Commission, City Councilor any approval by its agents, officers, or employees with regard to this subdivision pursuant to Section 66499.37 ofthe State Map Act provided the City promptly notifies the subdivider of any claim, action or proceeding and on the 7 4-22 further canditian that the City fully caaperates in the defense. b) Hald the City harmless from any liability far erasian, siltatian .or increased flaw .of drainage resulting fram this project and spillage .of sewage generated by the prajectanto adjacent public .or private streets .or inta offsite starm water canveyance systems. c) Maintain starm water quality treatment measures in accardance with an approved maintenance and inspectian plan. d) Implement and sustain in perpetuity, a source cantrol starm water quality management program as .outlined in the Water Quality Technical Report. 12. B Conditions - (Agreements). In satisfactian afB Canditians .of the Resalutian, Developer agrees that the fallawing Canditians .of Appraval shall be satisfied priar ta sale .of the first condaminium unit unless .otherwise noted: a) Develaper shall provide e~idence .of campliance with the mast current requirements .of the California Department .of Real Estate (DRE). b) Correct any deficiencies listed in Attachment E, Property Candition Repart as needing "immediate repair," and correct any violations identified by the Hausing lnspectian, to the satisfaction .of the Directar .of Planning and Building. c) Provide type 2A-lOBC fire extinguishers every 75 feet .of travel distance, and smake detectors far each unit, ta the satisfactian .of the Chula Vista Fire Department. d) All lighting shall meet the pratective current lighting standards .of the current Uniform Building Code. e) Demanstrate campliance with Sectian 17.24.40 and 17.24.050 ofthe Chula Vista Municipal Code, by shawing that walls and ceilings meet the current Unifarm Building Cade standards regarding fire and saund attenuatian ta the satisfactian .of the City Building Official and Director .of Planning and Building. If said walls and ceiling da not meet said standards, then the walls and ceiling shall be madified ta confarm ta the Uniform Building Cade. f) Develaper shall .obtain a Canditional Use Permit far any an-site sales .or leasing office. g) Submit evidence satisfactary to the Director of Planning and Building that the Applicant has camplied with the approved hamebuyer assistance program requirements far existing residents wha chaase ta purchase their candominium units, as stated in the Applicant's letter dated February 24,2006 (attached). h) Pravide ari illuminated directary map at the entrance ta the praject ta the satisfactian of the 8 4-23 Fire Marshal. 13. Special Taxes and Assessments. The Develaper shall ensure that praspectivepurchasers sign a "Natice .of Special Taxes and Assessments" pursuant ta Municipal Cade Sectian 5.46.020 regarding projected ta."Xes and assessments. 14. Satisfaction of Conditions. City agrees that the executian afthis Agreement canstitutes partial .or full satisfactian afDevelaper's abligatian afCanditians: 1,3,4,7, II, 16, 17, 18,20,21, 23, and B Canditians (T.M. Exhibit C). 15. Unfulfilled Conditious. Develaper hereby agrees, unless .otherwise canditianed, that Develaper shall camply with all unfulfilled canditians .of approval afT entative Map Resalutian Na. 2006-179, and shall remain in campliance with and implement the terms, conditians and provisians therein. 16. Recording. This Agreement, .or an abstract shall be recarded simultaneausly with the recardatian .of the Final Map. 17. Miscellaneous. a. Notices. Unless .otherwise pr.ovided in this Agreement .or by law, any and all natices required .or permitted by this Agreement .or by law ta be served an .or delivered ta either party shall be in writing and shall be deemed duly served, delivered, and received when persanally delivered ta the party t.o wham it is directed, .or in lieu thereaf, when three (3) business days have elapsed fallawing depasit in the U.S. mail, certified .or registered mail, return receipt requested, first- class p.ostage prepaid, addressed ta the address indicated in this Agreement. A party may change such address far the purpase afthis paragraph by giving written natice .of such change ta the ather party. CITY OF CHULA VISTA 276 Faurth Avenue Chula Vista, CA 91910 Attn: City Engineer EQR-Missians at Sunbaw, LLC Twa Narth Riverside Plaza, Suite 400 Chicaga, IL 60606 Attn: Legal Services, C.ond.ominium Mapping ::;; ~"A party may change such address far the purpase .of this paragraph by giving written n.otice .of such. change ta the ather party in the manner pravided in this paragraph. 9 4-24 b. Headings. All article headings are for convenience only and shall not affect the interpretation of this Agreement. c. Gender & Number. 'Whenever the context requires, the use herein of (i) the neuter gender includes the masculine and the feminine genders and (ii) the singular number includes the plural number. d. Refereuce to Paragraphs. Each reference in this Agreement to a section refers, unless otherwise stated, to a section this Agreement. e. Iucorporation of Recitals and Exhibits. All recitals herein and exhibits attached hereto are incorporated into this Agreement and are made a part hereof. f. Covenants and Conditions. All provisions ofthis Agreement expressed as either covenants or conditions on the part ofthe City or Developers, shall be deemed to be both covenants and conditions. g. Integration. This Agreement and any exhibits or references incorporated into this Agreement fully express all understandings of the Parties concerning the matters covered in this Agreement. No change, alteration, or modification ofthe terms or conditions of this Agreement, arid no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless made in the form of a written change agreed to in writing by both Parties or an amendment to this Agreement agreed to by both Parties. All prior negotiations and agreements are merged into this Agreement. h. Severability. In the event that any phrase, clause, paragraph, section or othet portion ofthis Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, against public policy, or otherwise unenforceable, the remaining portions of this Agreement shall not be affected and shall remain in force and effect to the fullest extent permissible by law. i. Drafting Ambiguities. The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this Agreement, and the decision of whether or not to seek advice of counsel with respect to this Agreement is a decision that is the sole responsibility of each Party. This Agreement shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the Agreement. j. Conflicts Between Terms. If an apparent conflict or inconsistency exists between "= "the main body ofthis Agreement and any exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency 10 4-25 among the main body ofthis Agreement, the exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement. k. Compliance With Law. Developers shall, at its sole cost and expense, comply with all the requirements of municipal, state, and federal authorities now in effect or which may hereafter be in effect related to this Agreement. I. Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. This Agreement shall be deemed made and entered into in San Diego County, California. m. Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement, against the City unless a claim has first been presented in writing and filed with the City and acted upon by the City in accordance with the procedures set forth in Chapter 1.34 ofthe Chula Vista Municipal Code, as same may from time to. time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of same. Upon request by City, Devi:1opers shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. n. Fees. In the event any action or proceeding shall be instituted in connection with this Agreement, including without limitation the enforcement of any indemnification obligation contained herein, the losing Party shall pay to the prevailing Party a reasonable sum for attorneys' fees and costs incurred in bringing or defending such action or proceeding and/or enforcing any judgment granted. o. Jurisdiction and V en ue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in the federal or state courts located in San Diego County, State of California, and if applicable, the City of Chula Vista, or as close thereto as possible. Venue for this Agreement, and performance hereunder, shall be the City ofChula Vista. q. Municipal Powers. Nothing contained in this Agreement shall be construed as a limitation upon the powers of the City as a chartered city of the State of California. r. No Waiver. No failure of the City to insist upon the strict performance by the Developers of any covenant, term or condition of this Agreement, nor any failure to exercise any _" ",right or remedy consequent upon a breach of any covenant, term, or condition of this Agreement, shall constitute a waiver of any such breach of such covenant, term or condition. No waiver of any default hereunder shall be implied from any omission to take any action on account of such default. 11 4-26 The consent or approval to or of any act requiring consent or approval shall not be deemed to waive or render unnecessary future consent or approval for any subsequent similar acts. No waiver of any breach shall affect or alter this Agreement, and each and every covenant, condition, and term hereof shall continue in full force and effect to any existing or subsequent breach. s. Cumulative Remedies. All rights, options, and remedies of City contained in this Agreement shall be construed and held to be cumulative, and no one ofthem shall be exclusive of the other, and City shall have the right to pursue anyone or all of such remedies or to. seek damages or specific performance in the event of any breach ofthe terms hereof or to pursue any otherremedy or relief which may be provided by law or equity, whether or not stated in this Agreement. t. Good Faith. The Parties promise to use their best efforts to satisfy all conditions to this Agreement and to take all further steps and execute all further documents reasonably necessary to put this Agreement into effect. u. Assignability. Upon request of the Developer, any or all on-site duties and obligations set forth herein may be assigned to developer's successor in interest if the City manager in his/her sole discretion determines that such an assignment will not adversely affect the City's interest. The City Manager in his/her sole discretion may, if such assignment is requested, permit a substitution of securities by the successor in interest in place and stead of the original securities described herein so long as such substituted securities meet the criteria for security as set forth elsewhere in this agreement. v. Capacity of Parties. Each signatory and Party to this Agreement warrants and represents to the other Party that it has legal authority and capacity and direction from its principal to enter into this Agreement, that all resolutions or other actions have been taken so as to enable it to enter into this Agreement, and agrees to hold the other Party or Parties hereto harmless if it is later determined that such authority does not exist. [NEXT PAGE IS PAGE ONE OF SIGNATURE PAGES] 12 4-27 [P AGE ONE OF TWO SIGNATURE PAGES TO SUBDIVISION AGREEMENT FOR MISSIONS AT SUNBOW COl'\l)OMINUlM CONVERSION] CITY OF CHULA VISTA Cheryl Cox Mayor Attest: Susan Bigelow City Clerk Approved as to Form: Ann Moore City Attorney ,[NEXT PAGE IS PAGE TWO OF SIGNATURE PAGES] 13 4-28 [PAGE TWO OF TWO SIGNATURE PAGES TO SUBDIVISION AGREEMENT FOR MISSIONS AT SUNBOW CONDOMINUIM CONVERSION] DEVELOPER/OWNER: EQR - Missions at Sunbow, LLC a Delaware limited liability company By: EQR - Flatlands, LLC, a Delaware limited liability company, its sole member By: ERP Operating Limited Partnership, an Illinois limited partnership, its member By: Equity Residential, a Maryland real estate investment trust, its ::"/~ ~~ James G. Athas Its: Assistant Vice President DATED: December _,2009 (ATTACH NOTARY ACKNOWLEDGMENTS) STATE OF ILLINOIS ) ) ss COUNTY OF COOK ) I certify that I know or have satisfactory evidence thatJaXY\..Q.S fJrtl103 signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it to be the free and voluntary act and deed of the said company, for the uses and purposes mentioned in the instrument. m. ~ ,JFFICIAL SEAL" Amanda A. Betty Notary Public; State of Illinois My Commission Esp1resMar17,2t110 WITNESS my hand and official seal hereto affixed on 'bQcexyk;(L'(? ,2009. aVWUAC~ . (jrttL (Print Name) , VlCla NOTARY PUBLIC if: and for the St e of Illinois, residing in !j)Jrn(\O My appointment expires: '~jS' n'ID 4-29 List of Exhibits Exhibit A Legal Description of Property Exhibit B Property Condition Assessment Report and Housing Inspection Requirements Exhibit C TN[ Resolution No. 2006-179 4-30 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY Being a subdivision of Lot 247 ofChula Vista Tract No. 90-07, Sunbow, Phase lC, Units 5, 6, 13, 14 and 15 in the City ofChula Vista, County of San Diego, State of California, all according to Map thereof No. 13917 filed in the Office of the County Recorder of San Diego January 19, 2000. J:\Engineer\LANDDEV\Projects\Sunbow'u\1issions @Sunbow\SubdivisionAgreementMissionatSunbowv.2.doc =.o=''''i=, 4-31