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MINUTES - 06221999 - C206
HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA TO: BOARD OF COMMISSIONERS FROM: Robert McEwan, Executive Director DATE: June 22, 1999 SUBJECT: Approve Transfer of Assets and Obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No. 45010-6X-3101; CDD-CP#98-69 San Pablo Area SPECIFIC REQUEST(S)OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION 1. RECOMMENDED ACTION: 1. APPROVE Master Agreement Re Transfer of Assets and Obligations["Master Agreement"] between the Housing Authority of the County of Contra Costa ("CCCHA"], The Housing Authority of the City of San Pablo rSPHA'], and the City of San Pablo. 2. APPROVE amendments to three (3) contracts of the SPHA["Contract Amendmentsl providing for the assignment of said contracts to the CCCHA. 3. APPROVE transfer of title to real property and improvements from the SPHA to the CCCHA. 4. APPROVE assignment of New Housing Authority Bonds from SPHA to CCCHA and assumption of bond obligation by CCCHA and AUTHORIZE Executive Director to execute any documents necessary to effect the assignment and assumption. 5. ACCEPT Grant Deed from the SPHA to the CCCHA and DIRECT the Real Property Division of the Contra Costa County Public Works Department to have the deed recorded together with a copy of this Board Order. 6. FIND that the proposed transfer of real property will not have a significant event on the environment and that it has been determined to be exempt from the requirements of the California Environmental Quality Act pursuant to Article 5, Section 15061(b)(3)of the CEQA Guidelines. This Board further DIRECTS the Director of Community Development to file a Notice of Exemption with the County Clerk and DIRECTS the CCCHA to arrange for payment of the$25 handling fee to the County Clerk for filing the Notice of Exemption. Environmental documentation is attached. 7. AUTHORIZE Executive Director to execute the Master Agreement, the Cooperation Agreement, the Contract Amendments, amendment(s)to the CCCHA's Annual Contribution Contract with HUD, and any contract amendments or other documentation required by HUD and any other documents or instruments necessary to effectuate the purpose of the transfer on behalf of the Housing Authority of the County of Contra Costa, and to execute and record a Declaration of Trust in favor of HUD which will be an encumbrance on the real property. CONTINUED ON ATTACHMENT: X YES SIGNATURE: 3 2 "b RECOMMENDATION OF EXECUTIVE DIRECTOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURES): ACTION OF BOARD ON June 22 . 19 9 9 APPROVED AS RECOMMENDED XX OTHER VOTE OF COMMISSIONERS XX _UNANIMOUS (ABSENT - - - } I HEREBY CERTIFY THAT THIS IS A TRUE AND AYES: NOES: CORRECT COPY OF AN ACTION TAKEN AND ENTERED N THE MINUTES OF THE BOARD OF ABSENT: ABSTAIN: COMMIISSIONERS ON THE DATE SHOWN. ATTESTED June 22 1999 cc: PHIL BATCHELOR, CLERK OF THE BOARD OF COMMISSIONERS AND COUNTY ADMINISTRATOR Btw , DEPUTY Continued: Board Order of the Housing Authority of the County of Contra Costa -1- Continued: Board Order of the Housing Authority of the County of Contra Costa Re:Transfer of Assets and Obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No.4500-6X-3101,CDD-CP#98-69 San Pablo Area Il. FINANCIAL IMPACT: Wallace Rowe and Associates, CPA completed a financial analysis of the existing financial operations of SPHA. This analysis, titled"Feasibility Study for the Housing Authority of the City of San Pablo"dated November 25, 1998, concluded: 1)The book assets exceed liabilities by $6,331,997 at June 30, 1998; 2)sufficient revenues should be generated to meet the Authority's operating expenses at least through June 30, 2002; 3)SPHA has been awarded HUD modernization grants totaling $1,256,000(these funds will be used to fund capital improvements of the public housing developments over the next two years);4)as of June 30, 1998, the agency's cash account balance was$286,355; 5) in addition to the public housing units, the assets of SPHA includes a 6,776 sq.ft. administration building was built in 1995 at a cost of approximately$1,850,000. In addition to the above financial considerations, other operational efficiencies are expected to contribute positively to the finances of CCCHA through this transaction: Proximity to services area:The proximity of the development to CCCHA's other developments (Las Deltas in North Richmond and Bayo Vista in Rodeo)and service area(CCCHA already operates the Section 8 Program in the City of San Pablo and surrounding West County areas)makes the acquisition of SPHA desirable. This transaction makes it possible to share management and physical resources, thus creating efficiencies. Administration building: Under a lease agreement, CCCHA has already occupied a portion the SPHA administration building with the CCCHA Waiting List staff. This is possible because the administration building is considerably larger than needed to house the small SPHA staff. It is only partially occupied. If the transfer is approved , CCCHA will accrue approximately$8,500 per month in savings, the cost of the previously leased space for our Central Waiting List Office in North Concord. This arrangement also provides an anchor site for CCCHA's west county operations. Economies of scale: A reduction of the monthly routine operational costs should be expected as a result of this acquisition. Based on the last audited financial statement for each entity,SPHA currently spends$362 a month for each unit under management while CCCHA spends only$318. Modernization Improvement Grants:SPHA currently participates in HUD's Comprehensive Improvement Assistance Grant Program (CIAP). CIAP is HUD's modernization program for Housing Authority's with less than 250 units. Under this program, grants are made on a competitive basis, making award amounts chancy. CCCHA, being a larger housing authority, gets its modernization funds through HUD's Comprehensive Grant Program(CGP). CGP funds are allocated on a formula basis. The main factor in the formula is the number of units. Hence,after SPHA assets are assumed by CCCHA, the CGP grant will increase in a proportionate amount, assuring an increased CGP amount. III. REASONS FOR RECOMMENDATIONSIBACKGROUND The SPHA was established on May 9, 1950. Since that time, the SPHA has administered a Public Housing Program subsidized by the United States Department of Housing and Urban Development(HUD)through annual contributions contract(s) ("ACC") . The program has 141 units under management. The SPHA also administers Comprehensive Improvement Assistance Programs (CIAP)subsidized by HUD for modernization of the existing Public Housing Program units and the construction of an administration building. The SPHA does not operate a Section 8 Rental Assistance Program, Moderate Rehabilitation Program or any other housing program. In 1991, at HUD's recommendation, by adoption of City Council resolution No. 91-89, the City of San Pablo took over interim management of the SPHA. The City thereafter asked the CCCHA to enter into a contract to manage the financial records, tenant account and computer systems of the SPHA. By Board Order dated March 11, 1997 an agreement for financial management services was approved and the CCCHA has been providing management services since that time. On August 19, 1997, the SPHA adopted Resolution 97-17 asking the CCCHA to investigate the feasibility of assuming full administration of the SPHA, including its assets, liabilities and contracts. On October 13, 1998 this Board authorized staff to investigate the feasibility of such a transfer and, if appropriate, to begin negotiating the terms of the transfer. Staff for the SPHA and the CCCHA have undertaken such investigation and negotiations and have developed a Master Agreement to provide for the transfer of assets and identified obligations to the CCCHA, and a Cooperation Agreement to -2- Continued: Board Order of the Housing Authority of the County of Contra Costa Re:Transfer of Assets and obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No.4500-6X3109,C[io-Cts#98-69 San Pablo Area ensure the continuance of City services to the properties once title is taken by the CCCHA. The assets to be acquired by the CCCHA include three parcels of real property containing two housing developments, with a total of 141 rental units, and an administration building. The obligations include four contracts to be assumed by the CCCHA, including one for architectural services with H&Y Architects, two with Otis Elevator, and a services agreement with the Housing Authority of the City of Benicia. The SPHA's outstanding debt to be assumed by the CCCHA consists of the assumption of New Housing Authority Bonds issued in 1964 in the aggregate principal amount of$625,040 with final bond maturity scheduled for March 1, 2005. Based upon the original principal maturity schedule, the SPHA's bond counsel advises that$180,000 aggregate principal amount of bonds remains outstanding. The repayment amount for the outstanding bond amounts is paid directly by HUD. The foregoing actions are necessary to effectuate the goals and purpose of the Housing Authorities Law and to continue to meet the housing needs of persons of low income in the City of San Pablo. IV. CONSEQUENCES OF NEGATIVE ACTION: The housing needs of persons of low income in the City of San Pablo may not continue to be met in an efficient and effective manner. h:if;obmcmtzVnsoffice\winword\bdordr spha.doc March 9,1999 .3J. MASTER AGREEMENT RE TRANSFER OF ASSETS AND OBLIGATIONS OF THE HOUSING AUTHORITY OF THE CITY OF SAN PABLO TO THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA This Master Agreement Re Transfer of Assets and Obligations ("Master Agreement") is entered into by and between the Housing Authority of the County of Contra Costa, ("CCCHA"), the Housing Authority of the City of San Pablo ("SPHA"), and the City of San Pablo ("City") RECITALS A. The SPHA and the CCCHA are public corporations, created udder the Housing Authorities Law (California Health and Safety Code section 34200, et seq.). The SPHA's area of operation is the City of San Pablo, California. The CCCHA's general area of operation is all of Contra Costa County, California, except areas within the territorial boundaries of any city in which a city authority has been authorized to transact business and consent has not otherwise been granted to the CCCHA to transact business. The City is a municipal corporation formed under the laws of the State of California. B. The SPHA was established on May 9, 1950, by resolution of the City Council of the City of San Pablo, California. The SPHA is governed by a seven member Board of Commissioners. Commissioners are appointed by the San Pablo City Council. Since May 9, 1950, the SPHA has administered a Public Housing Program subsidized by the United States Department of Housing and Urban Development(HUD)through annual contributions contract(s) ("ACC") . The program has 141 units under management. The SPHA also administers Comprehensive Improvement Assistance Programs (CTAP) subsidized by HUD for modernization of the existing Public Housing Program units and the construction of an administration building. The SPHA does not operate a Section 8 Rental Assistance Program, Moderate Rehabilitation Program or any other housing program. C. Pursuant to Resolution 91-1054, the SPHA requested that the City take control over the management of the SPHA. Pursuant to Resolution 91-89, the City Council agreed to take over administrative control of the SPHA's operations and continues to control said operations. D. The SPHA is the owner of certain real property in the City of San Pablo and the improvements constructed on the real property(hereinafter collectively referred to as the "Property"). The Property is comprised of three parcels,described on the Grant Geed attached hereto as Exhibit A, and incorporated herein by reference ("Grant Deed"), and further identified as follows: June 7,19W HASANDBHOUSINMSANPABLOW ASTERA2.WPO Final (1)Assessor's Parcel No. 416-140-031, also known as Vista Del Camino, which contains 100 rental units; (2)Assessor's Parcel No. 416-140-032, also known as Kidd Manor, which contains 41 rental units; (3)Assessor's Parcel No. 416-170-006, which contains the Administration Building for the SPHA. E. The SPHA is the owner of certain other assets and obligations identified on Exhibits B, C and D, attached hereto and incorporated herein by reference. E. The SPHA is a party to certain contracts identified on Exhibit E attached hereto and incorporated herein by reference. G. The purpose of this Master Agreement is: (1)To provide for the transfer to the CCCHA all of the assets the SPHA as identified in Section 4 of this Master Agreement and in Exhibits A, B and C; to provide for the assignment to the CCCHA of the New Housing Authority Bonds as described in Section 5 of this Master Agreement; and to provide for the assignment of contracts identified on Exhibit E from the SPHA to the CCCHA, pursuant to Health and Safety Code section 34315, under the terms and conditions specified herein; (2)To provide for the entry into a Cooperation Agreement in the form attached hereto as Exhibit F and incorporated herein by reference; (3) To provide for the City's consent for the CCCHA to operate and exercise its powers within the City of San Pablo pursuant to Health and Safety Code sections 34209 and 34312.5; (4) To terminate any preexisting agreements between the CCCHA and the SPHA, including but not limited to the agreement delegating to the CCCHA financial administration of the SPHA, approved by the SPHA pursuant to Resolution HA 97-03 and amended by Resolution HA 97-11. (5)To provide for the amendment of or removal from the title to the Property of the Declaration of Trust between HUD and the SPHA so that a new Declaration of Trust between HUD and the CCCHA may be executed and recorded. H. City and SPHA have determined that the foregoing actions are necessary to effectuate the goals and purpose of the Housing Authorities Law and to continue to meet the housing needs of persons of low income in the City of San Pablo. ,Tuns 7,1999 ri:\SANDE1Hi7USlMGtSANPASLC7IM ASTE<RA2.W PD Final 2 AGREEMENT NOW THEREFORE, in consideration of the agreements herein contained and for ether good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows: Section 1. Effective Daae. Subject to Section 7 of this Master Agreement ["HUD Authority"] as set forth below, this Master Agreement is effective on the date of approval by the CCCHA("Effective Date"), , 1999. [To be inserted after approval by CCCHA. Failure to insert the Effective Date shall not invalidate this Master Agreement.) This Master Agreement will submitted to the City and the SPHA first for approval, and thereafter to the CCCHA. Section 2. Transfer of Real Property. The Grantor shall convey title to the Property to the CCCHA in fee simple absolute by Grant Deed in the form attached hereto as Exhibit A, and including any appurtenant easements, interests or rights. The CCCHA agrees to accept the transfer of said property, subject to all existing recorded liens, encumbrances, covenants, conditions, assessments, easements, equitable servitudes leases (whether recorded or unrecorded) and taxes, save and except for any Declarations of Trust or other instrument between the SPHA and HUD (shown as Exceptions 8, 13, and 18 on the Preliminary Title Report)which HUD requires be removed or amended as part of the transfer of title to the CCCHA ("Approved Exceptions"). The SPHA represents and warrants to CCCHA that there have been no changes affecting the title of the Property since the date the preliminary title report from Chicago Title Company dated February 26, 1998 [Order No. 8870144.RT] ("Preliminary Title Report") was issued. a. Deposit into Escrow. CCCHA and SPHA will establish an escrow ("Escrow") with Chicago Title Company, 3575 San Pablo Dam Road, Suite 100, El Sobrante, CA 94803, their Escrow No. . SPHA hereby authorizes CCCHA to prepare and file escrow instructions with said Title Company, on behalf of SPHA, in accordance with this Master Agreement. Immediately following the Effective Date of this Master Agreement, SPHA shall deposit into Escrow the following documents: (1) The Grant Deed, executed and acknowledged by SPHA conveying to the CCCHA good and marketable fee simple title to the Property, subject only to the Approved Exceptions. (2) The Cooperation Agreement described in Section 9 of this Master Agreement, executed and acknowledged by the SPHA (3) Any documents required by CCCHA or HUD to remove or amend any Declarations of Trust or other instruments between the SPHA and HUD affecting the Property. (4) Any other documents or instruments necessary to effectuate this transfer. June 7,1959 K\SANOBHOUSING+SANrABLOW ASTERA2.WPD Fina! 3 Section 3. Assignment of Leases. Effective on the date of transfer of title of the foregoing Property to the CCCHA, the SPHA hereby assigns all leases on the subject Property to the CCCHA and the CCCHA will succeed to the SPHA's position in relation to the tenants occupying Vista Del Camino and Kidd Manor. SPHA will notify its tenants of the date of transfer and will advise said tenants to begin making rent payments to the Contra Costa County Housing Authority on and after the date of transfer. Section 4. Transfer of Other Assets. The SPHA hereby transfers and the CCCHA agrees to accept all monetary assets of the SPHA. A summary of those monetary assets for the year ended June 30, 1998 is attached as Exhibit B, however the transfer of monetary assets shall include all of the assets of the SPHA to the CCCHA, through and including the date of transfer. The SPHA further transfers and the CCCHA agrees to accept the following fixtures, improvements and personal property of the SPHA: (a) those fixtures, improvements and personal property described in the City of San Pablo Appraisal Report; Accounting Reports as of June 30, 1997; Insurance Reports as of January 31, 1998, Prepared by Valuation Resource Management, Inc., and submitted to the City of San Pablo on May 5, 1998; (b) all telephone equipment of the SPHA; and (c) the Memory Lane software owned by the SPHA and further describedon attached Exhibit C. The SPHA represents and warrants to the CCCHA that the assets described in this Section and shown on Exhibits A, B and C, comprise all of the assets of the SPHA. Section 5. Assignment of New Housing Authority Bonds. The SPHA hereby assigns and the CCCHA agrees to assume the New Housing Authority Bands described in the opinion of SPHA's bond counsel, Orrick, Herrington & Sutcliffe, attached hereto and incorporated herein as Exhibit D (the "Bonds"). SPHA has verified the identity of the trustee and shall provide written notification of the assignment and assumption of the Bonds to the trustee. The CCCHA has agreed to assume the Bonds based on the information provided in Exhibit D and on the understanding that the repayment amounts for the Bonds are paid directly by HUD and not by the local housing authority, Section 6. Assignment of Contracts. The SPHA is currently a party to the contracts listed on Exhibit E, attached hereto and incorporated herein by reference. The SPHA has entered into amendments with the contracting parties allowing transfer of the SPHA's contractual rights and obligations to the CCCHA, effective as of the date of approval of the amendments by the CCCHA. Subject to the consent of all contracting parties, the CCCHA agrees to accept the assignment of the contracts described on Exhibit E. The SPHA and the CCCHA agree to execute any documents necessary to transfer the contracts described on Exhibit E to the CCCHA. Section 7. HUD Authority. Approval of this Master Agreement by HUD is a condition precedent to the transfer of assets and obligations to the CCCHA under the terms and conditions of this Master Agreement. The SPHA and the CCCHA have requested HUD's consent to this transfer of assets and will fully cooperate with one another and with HUD to obtain such consent and any other necessary HUD approvals. The SPHA is a party to one or more Annual Contribution Contracts (hereinafter the "ACC")with June 7,1999 HASANDENHOUSiN&SANPABLOW ASTERA2.WPC Final 4 HUD. HUD has advised the parties that HUD will provide ACC amendments to both the CCCHA's and the SPHA's consolidated ACCs to evidence transfer of HUD assistance from the SPHA to the CCCHA. The SPHA and the CCCHA will execute all amendments to the ACC and other documents necessary to provide for the transfer of HUD assistance from the SPHA to the CCCHA. The receipt of full HUD assistance is material consideration for this Master Agreement and failure of this consideration shall be grounds for recission of this Agreement by the Housing Authority. The parties have also been advised by HUD that a Declaration of Trust must be executed by the CCCHA for all three of the sites identified herein as the Property and that this must be recorded and will replace the existing Declarations of Trust from the SPHA. HUD has further advised that HUD will prepare the necessary instruments and resolutions to accomplish such action. The SPHA and the CCCHA will execute such documents as may be required by HUD to remove and replace the existing Declarations of Trust. The parties have been advised that HUD will require legal opinions from counsel for both the CCCHA and the SPHA as to the authority under California law to undertake the proposed transfer and the correctness of the documents used to complete the transfer. Section 8. No Default. The SPHA warrants and represents to the CCCHA that it is in compliance with all requirements of any grant or loan of which it is a recipient and that it is not in default under any other contract or agreement to which it is a party, including but not limited to the RCC. The CCCHA shall not have any liability for or be obligated to cure any default of the SPHA which existed prior to the effective date of this Master Agreement. Section 9. Cooperation Agreement. Pursuant to Health and Safety Cade section 34401, housing authorities are exempt from all taxes and special assessments of the State or any city, county, or political subdivision of the State. In lieu of such taxes or special assessments, a housing authority may agree to make payments to any city, county or political subdivision of the State for services, improvements, or facilities furnished by such city, county or political subdivision for the benefit of a housing project owned by the authority( "PILOT"); but in no event shall such payments exceed the estimated cost to such city, county or political subdivision of the services, improvements or facilities. City, SPHA and CCCHA have agreed that City shall at no time require and CCCHA shall not pay any PILOT payments or other taxes or assessments to City. However, as part of the consideration to CCCHA for entering into this Master Agreement, City agrees that City shall continue to provide full services, improvements and facilities to the CCCHA in no less kind, manner and degree as such services were provided to the SPHA and in accordance with the Cooperation Agreement attached as Exhibit P to this Master Agreement. City and CCCHA shall enter into the Cooperation Agreement simultaneously with this Master Agreement. Under the terms of the Cooperation Agreement, the City agrees that, for so long as the Property is owned by the CCCHA and used for low-rent housing purposes, it will not levy or impose any real or personal property taxes or special assessments upon the Property described in this Master Agreement or upon the CCCHA. All other Cooperation Agreements between the City and the SPHA are hereby terminated. June 7,1999 HASANDE HOUSINGISANPABi_OW ASTERA2.WPD Fina! 5 Section 10. SPHA Employees. The CCCHA agrees to interview and employ all interested and qualified SPHA employees. The employment of any SPHA employees by the CCCHA shall be governed by the applicable CCCHA policies, procedures, resolution, and/or memorandum of understanding. Upon employment of any SPHA employees by the CCCHA, any terms of employment of the SPHA formerly affecting those individuals, including but not limited to those described in SPHA Resolution No. HA 96-20, shall be of no further force or effect. The CCCHA shall not be responsible or liable for any claim, cost or liability arising out of or related to any SPHA employee's employment by the SPHA. The parties agree that any such liability shall remain with the SPHA. Section 11. City Consent to CCCHA Operations. Pursuant to Health and Safety Code sections 34269 and 34312.5, the City hereby authorizes the CCCHA to operate leased housing and to otherwise operate and transact business within the City of San Pablo. This consent shall not be withdrawn without the prior written consent of the CCCHA and HUD. The CCCHA shall have all rights and privileges of a housing authority within the City of San Pablo, consistent with the Housing Authorities Law, including but not limited to making applications or contracting or administering any housing program. It is the intent of the parties that, from and after the effective date of this Master Agreement, the SPHA shall not exercise any powers as a housing authority other than: (a)with regard to the SPHA's existence as a public agency; (b) to enforce and implement the provisions of this Master Agreement and (c) to conduct meetings for the purposes set forth in this Agreement or as otherwise required by law. If the SPHA desires to take any action not set forth in this Section, the SPHA will obtain the written approval of the CCCHA prior to such action. Section 12. Disclosures. The City and the SPHA represent that, to the best of their knowledge, as of the date of this Master Agreement, there is no outstanding claim or potential or pending litigation against the SPHA, nor are there presently any actions, suits, or proceedings pending or threatened against or affecting the Property or that would otherwise affect SPHA's ability to consummate the transaction contemplated by this Master Agreement. The City and the SPHA further represent that there are not any outstanding and unpaid arbitration awards or judgments affecting the SPHA or the title to any portion of the Property. The City and the SPHA represent that the SPHA currently has insurance sufficient to cover any liabilities, whether known or unknown, which occurred prior to the date of transfer of the real estate assets to the CCCHA. The City and the SPHA represent that, to the best of their knowledge, they have disclosed to the CCCHA any knowledge or information they have regarding any condition of, on, under or affecting the Property, including but not limited to the presence of hazardous substances and underground storage tanks. The parties agree that CCCHA shall have no liability for any claims or liabilities arising before the effective date of this Master Agreement or, with regard to the Property, prior to the date title to the Property is vested in the CCCHA. Section 13. Other Documents. The parties agree to cooperate with one another to execute any documents necessary to fulfill the purpose of this Agreement. June P;#989 HASANDEIHOUSING"SANlIIASlOW ASTERA2012D Final 5 Section 14. Termination. The parties shall have the right to terminate this agreement immediately if HUD fails to approve this proposed transfer. Either party shall have the right to terminate this agreement prior to the transfer of assets and obligations to the CCCHA upon thirty days prior written notice to the other party. Section 15. Entire Agreement; Termination of Previous Agreements; Survival. This Master Agreement contains the entire agreement between the parties to this Master Agreement and shall not be modified in any manner except by an instrument in writing executed by the appropriate parties or their respective successors in interest. All previous agreements between the CCCHA and any of the other parties named herein, including but not limited to the agreement between the CCCHA and the SPHA for the financial administration of the SPHA, approved by the SPHA pursuant to Resolution HA 97-03, and amended pursuant to Resolution No. HA 97-11 are terminated as of the effective date of this Master Agreement. The representations, warranties, rights and obligations of the parties to this Master Agreement shall survive the transfer of assets and obligations to the CCCHA and shall not merge with the delivery to the CCCHA of the Grant Deed. Section 16, Construction. The section headings and captions of this Master Agreement are, and the arrangement of this instrument is, for the sole convenience of the parties to this Master Agreement, The section headings, captions and arrangement of this instrument do not in any way affect, limit, amplify or modify the terms and provisions of this Master Agreement. This Master Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared it. The parties to this Master Agreement and their counsel have read and reviewed this Master Agreement and agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply to the interpretation of this Master Agreement. Section 17. No Third-party Beneficiaries. It is not the intention of the City, the SPHA or the CCCHA that any person or entity occupy the position of intended third-party beneficiaries of the obligations assumed by any party to this Master Agreement. [Remainder of Page Left intentionally Blank) June 7,9939 HASANDE%HOUSING1SANPABLOW ASTERAMPIf Final 7 Section 18. Venue. The venue for any legal action concerning this Master Agreement is Contra Costa County, California. HOUSING AUTHORITY OF THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA CITY OF SAN PABLO BOARD OF COMMISSIONERS BOARD OF COMMISSIONERS By: By: Chair/Designee Chair/Designee CITY OF SAN PABLO Recommended: By: By Executive Director Title: Approved as to Form: County Counsel Recommended: Victor J. Westman County Counsel By Executive Director By Approved as to Form: City Attorney Assistant County Counsel San Pablo City Attorney APPROVED: UNITED STATES DEPARTMENT OF HOUSING By AND URBAN DEVELOPMENT Brian M. Libow City Attorney By EXHIBITS Exhibit A-Grant Deed and Property Description Exhibit B-Monetary Assets of the SPHA to be Exhibit C-November 18, 1998 Letter from Barron McCoy describing Memory Lane Software Exhibit D-Orrick,Herrington&Sutcliffe October 27, 1998 Opinion of Counsel re New Housing Authority Bonds Exhibit E-Contracts to be Assigned from SPHA to CCCHA by Amendment Exhibit F-Cooperation Agreement NO OTHER OBLIGATION OTHER THAN THOSE REFERENCED HEREIN WILL BE RECOGNIZED June P,IM HASANdE1HOUSiNGkSANPABLOW AS`rERAMPI) Final 8 Recorded at the request of: EXHIBITContra ACostaC County Housing Authority Return to: Contra Costa County Public Works Depertrnent Reel Property Division 255 Glacier Drive Martinez,CA 94553 Attentlon. C.PinarSandoval Assessor's Parcel Nos.416-140-031 and 032 and 416-17 Title Co.Order No. GRANT DEED For Value Received, BAN PABLO HOUSING AUTHORITY, a corporation GRANTS)to 1.1 211 HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA . a public body, corporate .1 and politic, the following described•real property In the City of San Pablo of the County of y f r Contra Costa, State of California, s: FOR DESCRIPTION SEE 'EXHIBIT "A" ATTACHED HERETO AND MADE A PANT HEREOF. GRANTOR: San Pablo Housing Authority [late BY: BY: ATTACH APPROPRIATE ACKNOWLEDGMENT Dl?.c�p G.AurpdataWalporpt9S4\del Harig.doc i"a EXHIBIT A DESCON APPEMIX "At f CITY OF SAN PABLO PARCEL ONE: ALL THAT CERTAIN REAL PROPERTY IN THE CITY OF SAN PABLO, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, BEING A PORTION OF LOT 220, AS SHOWN ON THE MAP OF THE SAN PABLO RANCHO, FILED MARCH 1, 1894, IN TSE OFFICE OF THE COUNTY RECORDER OF CONTRA COSTA COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE Ponm OF INTERSECT= OF THE SOUTHERLY LINE OF THAT PORTION OF GASTRO STREET BETWEEN AGUAIR STRYET (NOW KNOWN AS MISSION SELL DRIVE) AND COUNTY ROAD NO. 3 (NOW KNOWN AS DEL CAMINO) , AS SAID PORTION IS UES IN RESOLUTION 426, PASSED AIM ADOPTED BY THE CITY COUNCIL OF THE CITY OF SAN PABLO, ACCEPTING THE DEED OF DEDICATION OF SAID STREET ON JANUARY 19, 1953, AND TSE EASTERLY LINE OF TSPS SAID COUNTY ROAD NO. 3; THENCE ALONG SAID EASTERLY LINE• NORTIE 16* 25' 19" EAST (FORMERLY NORTH 16* 22' 30" EMT) , 3.250.0S FEET TO THE NORTM4EST CORNER OF THE 10.07 ACRE PARCEL OF LAND DESCRIBED IN THE WIT CLAIM DEED FROM THE UNITED STATED OF AMERICA TO HOUSING AUTSORSTY OF THE CITY OF SAN PABLO, DATED FEBRUARY 4, 1952, RECORDED APRIL 14, 19x2, IH BOOK 1918 OF OFFICIAL RECORDS, PAGE 120, WHICH IS THE TRQE POINT OF BEGINNING; THENCE ALONG THE NORTH AND EAST LINES OF SAID PARCEL, NORTH 78* 08' 02" EAST (FORMERLY NORTH 78* 06' 17" T) , 530.96 FEE AND SOUTH 18° 06' 32" WEST (FORMERLY SOUTH 18* 06' 17" WEST) , 303.00 FEET; TACE NORTH 73* 10' 22* WEST, 458.64 FEET TO THE WESTERLY LINE OF SAID PARCEL; THENCE ALONG THE SAID WESTERLY LINE, NORTH 16* 25' 19" FAST, 48.00 FEET TO THE TRUE POW OF BEGINNING. ASSESSOR'S PARCEL NO. 416-140-032 PARCEL TWO: ALL THAT CERTAIN REAL PROPERTY IN THE CITY OF SAN PABLO, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, BEING A PORTION OF LOT 182 AND A PORTION OF A VACATED STA=l KNOWN AS DEL CAMINO (FORMERLY KNOWN AS COUNTY ROAD NO. 3) , AS SHOWN ON THE MAP OI THE SAN PABLO RANCHO, FILED` MARCH 1, 1894, IN THE OFFICE OF THE COUNTY,RECORDER OF CONTRA COSTA COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS a BEGINNING AT THE POINT OF INTERSECTION OF THE SOUTHERLY LINE OF TEAT PORTION Or CASTRO STREET BETWEEN AGUAIR, STREET (NOW KNOWN AS MISSION-BELL DRQ) AND COUNTY ROAD NO. 3 (NOW KNOWN AS DEL CAMINO) , AS SAID PORTION IS DESCRIBED IN RESOLUTION NO. 426, PASSED AND ADOPTED BY TSE CITY COUNCIL OF THE CITY OF' SAN PABLO, ACCEPTING THE DEED OF DEDICATION OF SAID STREET, DATED JANUARY 19, 1953, RECORDE JANUARY 21, 1953, IN BOOK 2059 OF OFFICIAL RECORDS, PAGE 84, AND TIM EASTERLY LINE OF THE SAID COUNTY ROAD NO. 3, NOW KNOWN AS DEL CAVO; THENCE ALONG THE SAID EASTERLY L12M, NORTH 16* 25' 19" EAST (FORMERLY NORTH 16* 22' SO" EAST) , 27.42 FEET TO THE POINT OF INTERSECTION OF TSE SAID EASTERLY LINE WITH A CURVE, SAID POINT OF INTERSECTION BEING THE TRUE POINT OF BEGINNING, FROM WHIG POINT TEE CENTER OF THE SAID CURVE LIES NORTH 41* 54' 09" EAST, 200 FEET; T WESTERLY AND NORTHERLY ALONG THE SAID CURVE, CURVING TO THE RIGHT, AN ARC DISTANCE OF 38.56 FEET, THROUGH A CENTRAL ANGLE OF 11* 02' 47* TO THE CENTER. LII OF SAID DEL CAMINO; THENCESOCA 16* 25' 19" WEST, 121.91 FEET; THENCE SOUTH 66' 3S' 30' EAST, 17 S.15 FEET; T=CCE NORTH 230 24' 3 0" EAST, 95 FEET ALONG THE CED"' DESCPJPTION APPENDIX "A" A" Continued LINE, OF MISSION BELL, FORMERLY AGUAIR; THENCE NORTH 060 35' 30" WEST, 91.37 FENT TO THE POINT OF CURVE OF THE CURVE, FROM WHICH POINT THE CENTER LIES NORTH 23* 24' 30" EAST, 200 FR'E'T; THENCE WESTERLY AND NORTHERLY ALONG THE SAID CURVE, 64.55 FEET, THROUGH A CENTRAL ANGLE OF 18* 29' 39" TO THE TRUE POINT OF BEGINNING. ASSESSOR'S PARCEL NO. 416-170-006 PARCEL THREE: BEGINNING AT A CONC=RETE MONUMENT ON THE WESTERLY LINE OF THE PERIL OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE FINAL JUDGMENT OF CONDEMNATION IN FAVOR OF TIM UNITED STATES OF AMERICA, RECORDED JULY 26, 1944, IN BOOK 793 OF OFFICIAL RECORDS, PAGE 313; SAID CONCRETE MONUMENT BEING ALSO ON THE EASTERLY RZt= OF.WAY LINE OF THE CALIFORNIA STATE HIGHWAY BETWEEN SAN PABLO AND THE CARQUIDNEZ BRIDGE, SHEETS 4 AND S OF DRAWINGS DISTRICT XV, CONTRA COSTA COUNTY, ROUTE 14, SECTION A. AND STATION 286 PLUS 42.56 B.C., T9=CE SOUTH 160 26' 50" WEST (CALIF. HIGHWAY BEARING SOUTH 16* 20' WEST) , 1082.06 FEET AROUND THE OUTSIDE OF SAID PERIMETER TC AN EXISTING CONCRETE MONUMENT, THENCE FOL.LAWING SAID PERXDM!ER, 122.24 FEET,. ALONG A CURVE IN A SONY DIRECTION, WHICH CURVE .HAS A RAD'I'US OF 600 FET AND A CENTRAL ANGLE OF 11* 40' 230; THENCE FOLLOWING SAID PERIMETER, A DISTANCE OF 81.36 FEET, ALONG A CURVE IN A SC?UTgEASTERLY DIRECTION TO AN 'EXISTING CONS MONUMENT, WHICH CURVE HAS A RADIUS OF SO FEET AND A CENTRAL ANGLE OF 93* 14' 08" THENCE FOLLOWING SAID PERIMETER, SOUTH 88® 27' 41" FAST, 1697.77 FEET ALONG THE NORTHERLY LINE OF COUNTY ROAD NO. 20; THENCE FOLLOWING SAID PERIMETER, SOUTH 8$* 22' 41" EAST, 650 FEET, ALONG THE NORTHERLY BOUNDARY OF SAID COMM ROAD NO. 20 THENCE FOLLOWING SAID PERIMETER, NORTH 0* 06' 40" EAST, 2201.70 FEET; THENCE FOLLOWING SAID PERIMETER, NORTH 39* 00' WEST, 1400 FEET TO THE ACTGAL POINT OF BXG=Ua NG OF THIS DESCRII'TXOH; THENCE FROM SAID POINT or BEGlM=Ci AND FOLLOWING SAID PERIMETER, SOUTH 78* 06' 17" WEST, 530.962 FEET TO THE EASTERLY LINE OF COUNTY ROAD NO. 3 ; THENCE FOLLOWING SAID PERI, SOUTH 16* 22' 50" WEST (COUN BEARING SOUTH 16* 23' 30" WEST) . 1190.00 FEET; THENCE LEAVING SAID PERIMETER, SOUTH 81*` S9' 03* EAST, 139.30 FEET; THENCE NORTH 2S* 1S' 17" EAST, 242.00 FEET; THENCE SOUTH 73* SS' 23" EAST, 48.60 FEET; THENCE NORTH 34* 26' 30" EAST, 740.11 FEET; THENCE NORTH 18. 06' 17* EAST, 478.47 FEET TO THE ACTUAL POINT OF BEGnum ALL BEING A PORTION OF LATS 182 AND 220 OF THE SAN PABLO RANCHO, AS DESIGNATED , THE FINAL REPORT OF THE REFEREES IN PARTITION, SAN PABLO RANCHO, FILED IN THE RECORDER'S OFFICE OF CONTRA COSTA COrJ3Trv., MARCH 3, 1894, IN BOOK 69 OF DEEDS' EXCEPTING FROM PARCEL THREE: 1. RESERVING TO THE UNITET? STATES OF AMERICA, FISSIONABLE MATERIALS IN SACH O` THE PARCELS OF LAND HEREIN CONVEYED, IN ACCORDANCE WITH THE PROVISIONS OF EXECUTIVE ORDER NO. 9908 (12 B.R. 6223) , AS DISCLOSED IN THE QUITS DEF, FROM THE UNITED STATES OF AMERICA, RECORDED APRIL 14, 1952, BOOK 1918, PAG 118, ETC. , CONTRA COSTA COUNTY RECORDS. 2. THAT PORTION THEREOF DESCRIBED IN INSTRUMENT RECORDED MARCH 19, 1963, BOOK 432S, PAGE 621, OFFICIAL RECORDS. ASSESSOR'S PARCEL NO. 416-140-031 e 4 • e B Monetary Assets of the SPBA to be T*ausferred to CCCSA Custodial Bank&Number Account Type Balance dl'J0/98 Sauk of Amedca#801S9 Prt W $52,.350.08 bledhanics Bahr#007-900066 Public bunst 26,513.98 Fitt #143iS12959 15,680.62 Bane of Ate.•Cerliftcame of #1933 01812 hwestaawats 120,000.00 US Bank Cotpotate Serves#9491601 b��,�s• 619.00 US Bank Corporate Services#94816632 iuve tc 376.46 Adv.Amortization Fund Local Agency tovtttt Rind#2S-07-003 bmsunafts 71,610,.23 TOTAL $2870150.37 EXHIBIT NOU-19-1998 08:44 DIEL ROCHE, INC. P.03 r- OF SAN PA LO One Alvarado Squam SSI►Pablo,CA (510)2154M + Fax#(510)21&4081 Racievel--tAgency November 4. 1998 SanPablo W.Robert M*Bwan ActingExamstiveDitector Contra.Com County Housing Auttrity P.O.Box 2739 3133 Fetttclillo Street Idardna,CA 94553 Re: Memory sans Som-License Nurlabe r Dear Imo.MCEW= ° This leer m fn= that the Mem©ri Lane software owned by the Seat ]Palo Housing ,uthc rit r will be pod to the Cordm Mosta County Housing A=hority in oiynJuncti&$vdih dw transfer of-hwets'sehedWcd.for early 1999: The Mowing is d*perdnentinf=iadonw&ding the software. PRODUCT: 12182P10 DOS 386 Prot Meade-4 use DateFlex.Runtime License 3.05 SmuAL NUMM 321018 REG 61MATION NANZ: Housing Aur city of the City of San Pablo REGMTRATION CODE: M38131-c0811U4.17 If you have any questions regarding this letter or the soft , please give me a affi at 510!215-3201. Sincerely, Barroa McCoy Assistant to the City Manapf j cc: J&act Noche,Gabriel Roche,Inc. EXHIBIT C N&--02-199e 11:16 DIEL ROCHE. IW-. P.e2 MRM HEP [ =N SU="E u. O tfabor 27, 19St8 saes + (413)�t Mr.BUT McCoy AsdstM tett ft C*M chy at$sn>" on JliVat b square Sim Pablo,CA 94M R�e�..- Ns� tig Atttbt'itit�r ref tt�e[��►wit' �� _ ,.�.._ Dmmr.lw C With t V0d to ym letter of OcWba 13,1998 emerging the'Oxm we ob rv+s (1) IIw b*n& is 1,iu 1964 is the ag gtte . a wr efs6so,000, "final toad m utiwis m I.2OD5 md�based thatt o pdndpfd matwutty Oduftf,81801m gspqpdg WOW it o'er t` i ptttff�f'��. (2) Onick,H=Wston&SutcWe was bad mml for to Inuanos of the bond. You VM noml to mf=wilftUS.Bu&Tm#NsdoW Aaf>wWan tbat it in eunj tty tw:ugee for this bcftdL (3) In Omwtlou with so adpmntt W umptim by On H*u&5 AyAho&y of dw camlyofOmmt taofall usets god"me$of**H AU6011Y+f ft City afgam Pablo,no ffad=mad be tdm whh rujwt to the bar4s Oft d=pmAftg vdUm=dfiestion'tothe tltt tofam& aasigzmat and itf vxnp 'im very try YQUw A.Spifs oFtrs.aawL�.�r�ew.rks�t,Lre � aa� • � �ww �t ugww as 3fa twat: • lirards41 m wo txx�xt��.w`t><nw.w TOTk- P-02 EXHIBIT E Contracts to be Assigned from SPHA to CCCHA by Amendment NT HcS'iY Architects 6/23/98 Interagency Agreement with Housing Authority 3/18/97 of the City of Benicia Otis Elevator Company 4/22/97 EXHIBIT E Recording Requested By: Housing Authority of the County of Contra Costa When Recorded Return to: Housing Authority of the County of Contra Costa 3133 Estudillo Street Martinez, CA 94553 COOPERATION AGREEMENT BY AND BETWEEN THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA AND THE CITY OF SAN PABLO between The Housing Authority of the County of Contra Costa, California (herein called the "Local Authority„ or"LHA"), a Public Housing Agency or PHA as defined in the U.S. Housing act of 1937, as amended, and The City of San Pablo (herein called the "Municipality"). WITNESSETH: In consideration of the mutual covenants hereinafter set forth and in further consideration of the "Master Agreement" as defined hereinafter, the parties hereto do agree as follows: 1. Whenever used in this Agreement: (a)The term "Government" shall mean the United States Government acting by and through the United Stated Department of Housing and Urban Development ("HUD"). (b) The term "Master Agreement" shall mean the Master Agreement Re Transfer of Assets and Obligations of the Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa, entered into concurrently with this Cooperation Agreement, providing for the transfer to the Housing Authority of the County of Contra Costa all of the assets the Housing Authority of the City of San Pablo, including but not limited to the Project identified above. (c) The term "Project" shall mean those properties, and the improvements located thereon, situated in the State of California, City of San Pablo, acquired by the Housing Authority of the County of Contra Costa from the Housing Authority for the City of San Pablo for low-income housing purposes and identified as follows: EXHIBIT F June'?,1899 Page 1 of 5 H:1SANDE\HOUSINGISAAPABLO\COOP.AG7 z.WPD �It±�3 (1)Assessor's Parcel No. 416-140-031, also known as Vista Del Camino, which contains 100 rental units; (2)Assessor's Parcel No. 416-140-032, also known as Kidd Manor, which contains 41 rental units; (3)Assessor's Parcel No. 416-170-006, which contains the Administration Building for the SPHA. (d)The term "Shelter Rent" shall mean the total of all charges to all tenants of a Project for dwelling rents and nondwelling rents (excluding all other income of such Project), less the costs to the Local Authority of all dwelling and nondwelling utilities. (e)The term "Taxing Body" shall mean the State or any political subdivision or taxing unit thereof in which a Project is situated and which would have authority to assess or levy real or personal property taxes or to certify such taxes to a taxing body or public officer to be levied for its use and benefit with respect to a Project if it were not exempt from taxation. 2. The Housing Authority of the City of San Pablo and the Housing Authority of the County of Contra Costa have received or will receive consent from the HUD to the transfer of the Project to the Local Authority, This Cooperation Agreement shall not be effective unless and until such consent is received. The Local Authority will endeavor(a) to secure the transfer of any HUD assistance from the Housing Authority of the City of San Pablo to the Local Authority and (b) to administer such Project which is located within the corporate limits of the Municipality. The obligations of the parties hereto shall apply to each such Project. 3. (a) Under the Constitution and statutes of the State of California all Projects are exempt from all real and personal property taxes and special assessments levied or imposed by any Taxing Body. With respect to the Project, so long as either(i) such Project is owned by a public body or governmental agency and is used for low-income housing purposes, or(ii)any contract between the Local Authority and the Government for loans or annual contributions, or both, in connection with such Project remains in force an effect, or(iii)any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality agrees that it will not levy or impose any real or personal property taxes or special assessments upon such Project or upon the Local Authority with respect thereto. 4. [luring the period commencing with the date the Project is transferred to the Local Authority and continuing so long as either(i) such Project is owned by,a public body or governmental agency and is used for low-income housing purposes, or(ii)any contract between the Local Authority and the Government for loans or annual contributions, or EXHIBIT= F .lune 7.1999 Page 2 of 5 h:\SANDE\HOUSINGXSANPASLO\1-OOPAG7 a.WPO Final both, in connection with such Project remains in force and effect, or(iii) any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality without cost or charge to the Local Authority or the tenants of such Project (other than the Payments in Lieu Taxes) shall: (a) Furnish or cause to be furnished to the Local Authority and the tenants of such Project public services and facilities of the same character and to the same extent as are furnished from time to time without cost or charge to other dwellings and inhabitants in the Municipality; (b)Vacate such streets, roads and alleys within the area of such Project as may be necessary in the development thereof, and convey without charge to the Local Authority such interest as the Municipality may have in such vacated areas, and in so far as it is lawfully able to do so without cost or expense to the Local Authority or to the Municipality, cause to be removed from such vacated areas, in so far as it may be necessary, all public or private utility lines and equipment; (c) In so far as the Municipaiity may lawfully do so (i)grant such deviations from the building code of the Municipality as are reasonable and necessary to promote economy and efficiency in the development and administration of such Project, and at the same time safeguard health and safety, and (ii) make such changes in any zoning of the site and surrounding territory of such Project as are reasonable and necessary for the development and protection of such Project and the surrounding territory. (d)Accept grants of easements necessary for the development of such Project; and (e) Cooperate with the Local Authority by such other lawful action or ways as the Municipality and the Local Authority may find necessary in connectionwith the development and administration of such Project. 5. In respect to any Project the Municipality further agrees that within a reasonable time after receipt of a written request therefore from the Local Authority: (a) It will accept the dedication of all interior streets, roads, alleys, and adjacent sidewalks within the area of such Project, together with all storm and sanitary sewer mains in such dedicated areas, after the Local Authority, at its own expense, has completed the grading, improvement, paving, and installation thereof in accordance with specifications acceptable to the Municipality; (b) It will accept necessary dedications of land for, and will grade, improve, pave, and provide sidewalks for, all streets bounding such Project or necessary to provide adequate access thereto (in consideration whereof the Local Authority shall pay to the EXHIBIT lA juria 7,19W Page 3 of 5 H.,XSANOESyousrNGc SANPABLOkCOOPAGT a.WPO Final Municipality such amount as would be assessed against the Project site for such work if such site were privately owned), and (c) It will provide, or cause to be provided, water mains, and storm and sanitary sewer mains, leading to such Project and serving the bounding streets thereof(in consideration whereof the Local Authority shall pay to the Municipality such amount as would be assessed against the Project site for such work if such site were privately owned). 6. No Cooperation Agreement heretofore entered into between the Municipality and the Housing Authority of the City of San Pablo shall be construed to apply to any Project covered by this Agreement and all such prior agreements are hereby terminated. 7. No member of the governing body of the Municipality or any other public official of the Municipality who exercises any responsibilities or functions with respect to any Project during his tenure or for one year thereafter shall have any interest, direct or indirect, in any Project or any property included or planned to be included in any project, or any contracts in connection with such Projects or property. If any such governing body member or such other public official of the Municipality involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, he shall immediately disclose such interest to the Local Authority. 6. So long as any contract between the Local Authority and the Government for loans (including preliminary loans) or annual contributions, or both, in connection with any Project remains in force and effect, or so long as any bonds issued in'connection with any Project or any monies die to the Government in connection with any Project remain unpaid, the Municipality shall have no right to abrogate, this Agreement, and the parties shall not change or modify this Agreement without the consent of HUD. The privileges and obligations of the Municipality hereunder shall remain in full force and effect with respect to each Project so long as the beneficial title to such Project is held by the Local Authority or by any other public body or governmental agency, including the Government, authorized by law to engage in the development or administration of low- income housing projects. If at any time the beneficial title to, or possession of, any Project is held by such other public body or governmental agency, including the Government, the provisions hereof shall inure to the benefit of, and may be enforced by, such other public body or governmental agency, including the Government. 9. This Cooperation Agreement will become effective upon approval of the Master Agreement and the Cooperation Agreement by both the Municipality and the Local Authority. EXHIBIT F June 7,IM Page 4 of 5 H:SSANDEIHOUSING\SANPASLO\CO 7PAGT 2.WPC Final IN WITNESS WHEREOF the Municipality and the Local Authority have respectively signed this Agreement and caused their seals to be affixed and attested as of the day and year first above written. HOUSING AUTHORITY OF THE CITY OF SAN PABLO COUNTY OF CONTRA COSTA BOARD OF COMMISSIONERS By: By: Chair/Designee Title: Recommended: Recommended: By By Executive Director Executive Director Approved as to Form: County Counsel Approved as to Form: City Attorney Victor J. Westman San Pablo City Attorney County Counsel By By Assistant County Counsel Brian M. Libow City Attorney APPROVED: UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT By EXHIBIT F June T.1999 Page 5 of 5 H:XSANDE\HOUSENGkSANPABLMCOOPAG7 2.WPD Fina! DETERMINATION THAT AN ACTIVITY IS EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PILE NO.: 4500-6X-3101 CP NO.: 98-01 ACTIVITY NAME: Transfer of Title--San Pablo Housing Authority DATE: August 18, 1993 PREPARED BY: .Janet Frattini This activity is not subject to the California Environmental Quality Act (CEQA) pursuant to Article 5, Section 15061 (b) (3) of the CEQA Guidelines. It can be seen with certainty that there is no possibility that the activity may have a significant adverse effect on the environment. DESCRIPTION OF THE ACTIVITY. The Vivity c8ns1sof the transfer of title of assessor parcel numbers 416-14031 and 032` rm oKie an I ab o Housing Authority to the Contra Costa County Housing Authority. The U.S. Department of Housing and Urban Development has requested this transfer which includes the transfer of grant Deeds, Declarations of Trusts and all agreements for equipment, funds, insurance policies, and outstanding contracts affecting these two properties. L,UCATItN: The two adjoining parcels are located in the west county area of San Pablo (Figures 1 &2). REVIEWED BY. JJDATE: C:ece Sellgren Environmen I Planner APPROVED BY DATE: Community Development Representative H1deternilnUmnsfetttlesphousingauth.dat (Form Devised 2197) FIGURE 1 C7 W LcJ 4 Q �.. CL M d C[ V LIJ L _ d LL z Z < 0 0 0 i CJ Lj LJ <"'"_ i i 0 v � Li A Z ./+1" OS 0 C3 LAj= L LLQ uJ. C.) z 0 < CL 0 0 it . CL FIGURE 2 N 1 4t6 [t t @it ii V-K* 4v L�(: :11 ,iii ►,,a ,+ J �rr ay ,� g t 542 4 APN: 416-140-032 PN: 416-140-031 .A2LOUD6E . l PN: 416-170-0060 COSTA JUNIOR 2324 r EL �� COLLEGE r°� 8 U S A PORTAL AL ARMORY " ` SCNOOi y .r re.. ..{S ,yam 3i .,.t o j � "c A•'�o o EL PORTAL . SHOPPING y CENTER � 4h t "1f cN m` 1 x . '.EL `PORTAL NOT TO SCALE CALIFORNIA ENVIRONMENTAL QUALITY ACT Notice of Exemption Contra Costa County Community Development Department 651 bine Street, 4th.door- North Wing, McBrien Administration Building Martinez, CA 94553-0495 Telephone: (510) 313-2256 Contact Person:Cece Sellgren - Public Works Dept. -aject Description, Common Name (if any) and Location: Transfer of Tide— San Pablo Housing Authority ..ounty File #CP 98- : Project Description: The activity consists of the transfer of title of assessor parcei ambers 416-140-031 and 032 from the San Pablo Housing Authority to the Contra Costa County Housing Ahority. The U.S. Department of Housing and Urban Development has requested this transfer which includes e transfer of Grant Deeds, Declarations of Trusts and all agreements for equipment, funds, insurance policies, id outstanding contracts affecting these two properties. Project location: The two adjoining parcels are cited in the west county area of San Pablo. This project is exempt from CEQA as a: Ministerial Project(Sec. 15268) _ Other Statutory Exemption,Section Declared Emergency(Sec. 15269(a)) „✓ , General Rule of Applicability(Section 15061(b)(3) Emergency Project(Sec. 15269(b)or(c)) Categorical Exemption, r the following reason(s): It can be seen with certainty that there is no possibility that the activity may have a gniflcant adverse effect on the environment. [date: Ey: Community Development Department Representative AFFIDAVIT of FINING AND POSTING 1 declare that on l received and posted this notice as required by California Public Resources Code Section 21152(c). Said notice will remain posted for 30 days from the tiling date. Signature Title Applicant: County Public Works.Department 255 Glacier Drive Martinez,CA 94553 64n: Janat Fratfini County Clerk Fee$25 Due H.1noe'sltransfertitlesphousingauth.noe (Rev.2/97) Community Contra Com,nrt M.���, am ����������¢ Community pevoiopment Dirociar Department L C� �r'� aunty County AAdrninistration Building 651 Pine Street 4th Moor,North Wing Martinez,California 94553-0095 Phone: (92S) 335-1276 `«, August 28, 1998 County Dile#CP 95=69 Public Works Department Attention. Janet Frattini- Design division gear Applicant: The Contra Costa County Community Development Department has completed ars initial study of the environmental significance of the project represented byyour pending application bearing County file Number,CP 98.0 Minder of Title-SanPilg hgus ng Authority). In conform3rice with Contra Costa County Guidelines for implementing the California Environmental Qpality Actof i 974(CE".it has been determined that your projectwill no have a significant effect on the environment. Your project falls within the following category: (✓) AN ENVIRONMENTAL IMPACT REPORT(EIR) IS NOT REQUIRED. { } The project Is categorically exernpt(Glass 5). { ) The CEQA requirements are accommodated by the hilt previously prepared for { } Astatenent that an EIR is not rokuired (Negative Declaration of Environmental Significance has been filed by the Community Development Department(unless appealed). (d) Other: General Rule of Applicability(Section 15061(b)(3). ( ) AN ENVIRONMENTAL IMPACT REPORT(EIR) IS REQUIRED. ( ) The complexity ofyour project reouiresyour submission of additional special reports or information (as outlined on the attached sheet)(which will be outlined in a forthcoming',letter). ( } A consultant wttU be hired to prepare the environmental Impact report. This procedure is explained on the attached sheet. Preparation of the Elk cannot be started until the fee and additional information reQ,uested Is received by the Comrnunit r Devetopmcnt Department. If you have Questions concerning this determination or desire additional information relative to environmental impact report regulations. please call(92S)335-1213 and ask for Debbie Chamberlain.. Sincere yours Dennis M. Barry.AICD Community Development Director By: : rrts Office Hours Monday-Friday:8:00 a.m.- 5:00 p.m. cc: FILE Office is closed the 1 st,3rd&Sth Fridays of each month TOTAL P.009 Recording Requested By: Housing Authority of the County of Contra Costa When Recorded Return to: Housing Authority of the County of Contra Costa 3133 Estudillo Street Martinez, CA 94553 COOPERATION AGREEMENT BY AND BETWEEN THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA.COSTA AND THE CITY OF SAN PABLO This Agreement entered into this 22nd day of June , 9999 , by and between The Housing Authority of the County of Contra Costa, California (herein called the "Local Authority" or"LHA"), a Public Housing Agency or PHA as defined in the U.S. Housing act of 9937, as amended, and The City of San Pablo (herein called the "Municipality"). WITNESSETH: In consideration of the mutual covenants hereinafter set forth and in further consideration of the "Master Agreement" as defined hereinafter, the parties hereto do agree as follows: 9. Whenever used in this Agreement: (a)The term "Government" shall mean the United States Government acting by and through the United Stated Department of Housing and Urban Development("HUD"). (b) The term "Master Agreement"shall mean the Master Agreement Re Transfer of Assets and Obligations of the Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa, entered into concurrently with this Cooperation Agreement, providing for the transfer to the Housing Authority of the County of Contra Costa all of the assets the Housing Authority of the City of San Pablo, including but not limited to the Project identified above. (c)The term "Project" shall mean those properties, and the improvements located thereon, situated in the State of California., City of San Pablo, acquired by the Housing Authority of the County of Contra Costa from the Housing Authority for the City of San Pablo for low-income housing purposes and identified as follows: June 7,1999 Page 1 of 5 H.AHCUS1NGSANPABL01C00PAGT 2.WPD Fina: (1)Assessor's Parcel No. 416-140-031, also known as Vista Del Camino, which contains 100 rental units; (2) Assessor's Parcel No. 416-140-032, also known as Kidd Manor, which contains 41 rental units; (3)Assessor's Parcel No. 416-170-006, which contains the Administration Building for the SPHA. (d) The term "Shelter Rent"shall mean the total of all charges to all tenants of a Project for dwelling rents and nondwelling rents (excluding all other income of such Project), less the costs to the Local Authority of all dwelling and nondwelling utilities. (e) The term "Taxing Body" shall mean the State or any political subdivision or taxing unit thereof in which a Project is situated and which would have authority to assess or levy real or personal property taxes or to certify such taxes to a taxing body or public officer to be levied for its use and benefit with respect to a Project if it were not exempt from taxation. 2. The Housing Authority of the City of San Pablo and the Housing Authority of the County of Contra Costa have received or will receive consent from the HUD to the transfer of the Project to the Local Authority. This Cooperation Agreement shall not be effective unless and until such consent is received. The Local Authority will endeavor(a)to secure the transfer of any HUD assistance from the Housing Authority of the City of San Pablo to the Local Authority and (b)to administer such Project which is located within the corporate limits of the Municipality. The obligations of the parties hereto shall apply to each such Project. 3. (a) Under the Constitution and statutes of the State of California all Projects are exempt from all real and personal property taxes and special assessments levied or imposed by any Taxing Body. With respect to the Project, so long as either(i)such Project is owned by a public body or governmental agency and is used for low-income housing purposes, or(ii)any contract between the Local Authority and the Government for loans or annual contributions, or both, in connection with such Project remains in force an effect, or(iii)any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality agrees that it will not levy or impose any real or personal property taxes or special assessments upon such Project or upon the Local Authority with respect thereto. 4. During the period commencing with the date the Project is transferred to the Local Authority and continuing so long as either(i) such Project is owned by a public body or governmental agency and is used for low-income housing purposes, or(ii)any contract between the Local Authority and the Government for loans or annual contributions, or Jur*7,IM Page 2 of 5 H:1SANDE\HOUSiNG\SANPASLG`\COOPAGT 2.WPB Final both, in connection with such Project remains in force and effect, or(iii) any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality without cost or charge to the Local Authority or the tenants of such Project (other than the Payments in Lieu Taxes) shall: (a) Furnish or cause to be furnished to the Local Authority and the tenants of such Project public services and facilities of the same character and to the same extent as are furnished from time to time without cost or charge to other dwellings and inhabitants in the Municipality; (b)Vacate such streets, roads and alleys within the area of such Project as may be necessary in the development thereof, and convey without charge to the Local Authority such interest as the Municipality may have in such vacated areas, and in so far as it is lawfully able to do so without cost or expense to the Local Authority or to the Municipality, cause to be removed from such vacated areas, in so far as it may be necessary, all public or private utility lines and equipment; (c) In so far as the Municipality may lawfully do so (i) grant such deviations from the building code of the Municipality as are reasonable and necessary to promote economy and efficiency in the development and administration of such Project, and at the same time safeguard health and safety, and (ii) make such changes in any zoning of the site and surrounding territory of such Project as are reasonable and necessary for the development and protection of such Project and the surrounding territory. (d)Accept grants of easements necessary for the development of such Project; and (e) Cooperate with the Local Authority by such other lawful action or ways as the Municipality and the Local Authority may find necessary in connection with the development and administration of such Project. 5. In respect to any Project the Municipality further agrees that within a reasonable time after receipt of a written request therefore from the Local Authority: (a) It will accept the dedication of all interior streets, roads, alleys, and adjacent sidewalks within the area of such Project, together with all storm and sanitary sewer mains in such dedicated areas, after the Local Authority, at its own expense, has completed the grading, improvement, paving, and installation thereof in accordance with specifications acceptable to the Municipality; (b) it will accept necessary dedications of land for, and will grade, improve, pave, and provide sidewalks for, all streets bounding such Project or necessary to provide adequate access thereto (in consideration whereof the Local Authority shall pay to the June 7,IM Page 3 of 5 N:\SANDE1HOUSINGISANPABLO\COOPAGT 2.WPD -Incl Municipality such amount as would be assessed against the Project site for such work if such site were privately qwned); and (c) It will provide, or cause to be provided, water mains, and storm and sanitary sewer mains, leading to such Project and serving the bounding streets thereof(in consideration whereof the Local Authority shall pay to the Municipality such amount as would be assessed against the Project site for such work if such site were privately owned). 6. No Cooperation Agreement heretofore entered into between the Municipality and the Housing Authority of the City of San Pablo shall be construed to apply to any Project covered by this Agreement and all such prior agreements are hereby terminated. 7. No member of the governing body of the Municipality or any other public official of the Municipality who exercises any responsibilities or functions with respect to any Project during his tenure or for one year thereafter shall have any interest, direct or indirect, in any Project or any property included or planned to be included in any project, or any contracts in connection with such Projects or property. if any such governing body member or such other public official of the Municipality involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, he shall immediately disclose such interest to the Local Authority. 6. So long as any contract between the Local Authority and the Government for loans (including preliminary loans)or annual contributions, or both, in connection with any Project remains in farce and effect, or so long as any bonds issued in connection with any Project or any monies due to the Government in connection with any Project remain unpaid, the Municipality shall have no right to abrogate, this Agreement, and the parties shall not change or modify this Agreement without the consent of HUD. The privileges and obligations of the Municipality hereunder shall remain in full force and effect with respect to each Project so long as the beneficial title to such Project is held by the Local Authority or by any other public body or governmental agency, including the Government, authorized by law to engage in the development or administration of low- income housing projects. If at any time the beneficial title to, or possession of, any Project is held by such other public body or governmental agency, including the Government, the provisions hereof shall inure to the benefit of, and may be enforced by, such other public body or governmental agency, including the Government. 9. This Cooperation Agreement will become effective upon approval of the Master Agreement and the Cooperation Agreement by both the Municipality and the Local Authority. June 7,1999 Page 4 of 5 H;SSANDE\HOUSING1SANPASLO\COOPAGT 2.WPD P?nal IN WITNESS WHEREOF the Municipality and the Local Authority have respectively signed this Agreement and caused their seals to be affixed and attested as of the day and year first above written. HOUSING AUTHORITY OF THE CITY OF SAN PABLO COUNTY OF CONTRA COSTA BOARD OF COMMISSIONERS <) Chair/Designee Title: Chair/Designee Recommended: Recommended;,,._.,.. By - - By Executive director Executive air ctor Approved as to Form: County Counsel Approved as to Foray: City Attorney Victor J. Westman San Pablo City Attorney County Counsel y A C Counsel 4ene Brian . Libow City Attorney APPROVED: UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT By ;un®7,IM Page 5 of 5 H:\SANDE\HOUS1NG\,SANPA$LQ\COOPAGT 2.WPC Final CAILWORNIA ALL-PURPOSE ACKNOWLEDGMENT } State of County of f tr��' �z 'Fere me, _ ,^> Date '„✓x , arta arfd Title of Off"r{s.g.,"Mare Pik iEc") `. personally appeared 0L Nama(s)of Signer(s) f 0ersonally known to me–OR®❑proved to me on the bans of satisfactory evidence to be the person(, whose name(,)is/aye subscribed to the within instrument and acknowledged to me that heAOiaAIyt p executed the same in hisAie##�ei authorized capacity(kw4,and that by hisliftk,vfw signature(-#on the instrument the person(, or the entity upon behalf of which the person( acted, i ,,,ADA RAY executed the instrument. • -r �"�'siic�rs�"f��� wy :bf WITNESS my hand and official seal. `•�» -�.'�' tbr?�+�.cr",r�.�.�f:y�,2� ��. � fes`_`' r 1 Signature of Notary Pubk OPTIONAL Though the information below is not required by lase, it may prove valuable to persons relying on the document end could prevent x fraudulent removal and reattachment of this form to another document. Description of Attached d ument Title or Type of € ocument: Document Date: ' lumber of Pages. ,r'`_ Signer(s) Other Than Tarred Above: Capacity(iea) Claimed by Signer(a) ✓ _. -/Signer's Name: Signers Name: — ❑ Individual max' ❑ Individual } or orate Macer - - ❑ Corporate Officer Title(s): _ ., .- _�� - Title(s): ❑ Partner----❑ €-united ❑ General 1 ❑ Partner—❑ Limited ❑ General ❑ Attorney-in-Fact ❑ attorney-in-Pact ❑ Trustee10Trustee Guardian or Conservator .. ❑ Guardian or Conservator ”- ❑ Other: I Top of thumb Mere ❑ Other: Top of thumb here ti{ i i 3 E Sinner Is Re senting: i i Signer Is Representing: QA . 01994 Nation=Notary Association•8236 Remmet Ave.,P.O.Bax 7184,Canoga Parti,CA 91308-7184 Prow'-No.5907 Reorder:Call Tott-=rse?-800-878-6827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT �v. stii G b 1? Gln Cr4 : H �i�v ^G PaK_` �a F fir. C: State of CALIFORNIA � Cour.ty of CC?N'I'RA COSTA g a Ai; ixst 4, 1999 before m er Colleen L. Morillo, Notary Public � Or � II ' page Name and Tltie of Officer(e.g.,`jane oa,Notary Publit") E l personaiy appeared Robert McEwan _ xl personally known to me-.OR-Elproved to me on the basis of sat sfact ori evidence to be the persor(,6) whose name( p)is subscribed to the within lnstrurner t and acknowledged to me that he1,Qj6,?VV executed the salsa in his/ 1 / authorized capac t ` aro that b 3l Ill 5*491 -. his$ :'V�iysgnature(,6)on the instrument the persor(s), CC7tAA�t,Ji 12tt622* OTARYP BLtC-CAlIFORNiA� or tine entity upon behalf of which the pars �r� ) acted,fi1I 1 hA Cr3 TA Ct3UNT1' executed the instrument.OMM,ExpOEC.25,24£!2 1 r° WITNESS my herb and official sea.. f{'113t'Sf Of VA*8?v pUC'ttC OPTIONAL Though theinformation below;:s not required by°a w, it may prove valuable to persons relying o;r the document and could prevent �) V fraudutent rernova{and reattachment of this form,to another document. �- Description of Attached Document Fite Type of Document: Cootperat .on Agreement �< ocurnent Date: iiine 22, 1999 Number of?ages: X ) Signer(s) Other Than Named Above: -- — ap city(te ) Claimed by Signer(s) �5 Signer's ;carne: Robert McEwan '; Signer's Marne: CJ ird=+iduai ❑ ndividuai 1 -j Corporate 0mcer C Corporate Officer d Title(s): I Title(s) ) Partner--E Limited ❑ General ❑ Partner—❑ Limited ❑ General h � E Attorney-in-Fact J Attorney-in-Fact � C1 Trustee ❑ Trustee WHOMGuardian or Conservator I ❑ Guard`€an or Gor`servator H l I tither: Executive Director Top of thumb here C ether: Top of thumb here 4 Signer is representing: f Signer is Representing: i ?�oixsinq Ai.thority of the i nty of Contra Costa C 199-5 Nazionat Notary Association,8236 Remnnet Ave.,R.0.Box 7184,Canoga Park,CA 91309-7184 Prod.No.5907 Reo;der:Cali Toli-free 1-800-8788827 MASTER AGREEMENT RE TRANSFER OF ASSETS AND OBLIGATIONS OF THE HOUSING AUTHORITY OF THE CITY OF SAN PABLO TO THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA This Master Agreement Re Transfer of Assets and Obligations ("Master Agreement") is entered into by and between the Housing Authority of the County of Contra Costa, ("CCCHA"), the Housing Authority of the City of San Pablo ("SPHA"), and the City of San Pablo ("City"). RECITALS A. The SPHA and the CCCHA are public corporations, created under the Housing Authorities Law(California Health and Safety Code section 34200, et seq.). The SPHA`s area of operation is the City of San Pablo, California. The CCCHA's general area of operation is all of Contra Costa County, California, except areas within the territorial boundaries of any city in which a city authority has been authorized to transact business and consent has not otherwise been granted to the CCCHA to transact business. The City is a municipal corporation formed under the laws of the State of California. B. The SPHA was established on May 9, 1950, by resolution of the City Council of the City of San Pablo, California. The SPHA is governed by a seven member Board of Commissioners. Commissioners are appointed by the San Pablo City Council. Since May 9, 1950, the SPHA has administered a Public Housing Program subsidized by the United States Department of Housing and Urban Development (HUD)through annual contributions contract(s) ("ACC") . The program has 141 units under management. The SPHA also administers Comprehensive Improvement Assistance Programs (CTAP) subsidized by HUD for modernization of the existing Public Housing Program units and the construction of an administration building. The SPHA does not operate a Section 8 Rental Assistance Program, Moderate Rehabilitation Program or any other housing program. C. Pursuant to Resolution 91-1064, the SPHA requested that the City tape control over the management of the SPHA. Pursuant to Resolution 91-=89, the City Council agreed to take over administrative control of the SPHA`s operations and continues to control said operations. D. The SPHA is the owner of certain real property in the City of San Pablo and the improvements constructed on the real property(hereinafter collectively referred to as the "Property"). The Property is comprised of three parcels, described on the Grant Deed attached hereto as Exhibit A, and incorporated herein by reference ("Grant Deed"), and further identified as follows: .lune 7,199$ HASANDE1HOUS1NGtSANPABLOW ASTERA2.WPD Final (1)Assessor's Parcel No. 416-140-031, also known as Vista def Camino, which contains 100 rental units; (2)Assessor's Parcel No. 416-140-032, also known as Kidd Manor, which contains 41 rental units; (3)Assessor's Parcel No. 416-170-006, which contains the Administration Building for the SPHA. E. The SPHA is the owner of certain other assets and obligations identified on Exhibits B, C and D, attached hereto and incorporated herein by reference. F. The SPHA is a party to certain contracts identified on Exhibit E attached hereto and incorporated herein by reference. C. The purpose of this Master Agreement is: (1)To provide for the transfer to the CCCHA all of the assets the SPHA as identified in Section 4 of this Master Agreement and in Exhibits A, B and C; to provide for the assignment to the CCCHA of the New Housing Authority Bonds as described in Section 5 of this Master Agreement; and to provide for the assignment of contracts identified on Exhibit E from the SPHA to the CCCHA, pursuant to Health and Safety Code section 34315, under the terms and conditions specified herein; (2)To provide for the entry into a Cooperation Agreement in the form attached hereto as Exhibit F and incorporated herein by reference; (3) To provide for the City's consent for the CCCHA to operate and exercise its powers within the City of San Pablo pursuant to Health and Safety Code sections 34209 and 34312.5; (4) To terminate any preexisting agreements between the CCCHA and the SPHA, including but not limited to the agreement delegating to the CCCHA financial administration of the SPHA, approved by the SPHA pursuant to Resolution HA 97-03 and amended by Resolution HA 97-11. (5)To provide for the amendment of or removal from the title to the Property of the Declaration of Trust between HUD and the SPHA so that a new Declaration of Trust between HUD and the CCCHA may be executed and recorded. H. City and SPHA have determined that the foregoing actions are necessary to effectuate the goals and purpose of the Housing Authorities Law and to continue to meet the housing needs of persons of low income in the City of San Pablo. June 7,199$ HASANDEIHOUSING\SANPAELOW ASTERA2,WPD Final 2 AGREEMENT NOW THEREFORE, in consideration of the agreements herein contained and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows: Section 1. Effective Date. Subject to Section 7 of this Master Agreement ["HUD Authority"), as set forth below, this Master Agreement is effective on the state of approval by the CCCHA("Effective Date"), June 22 , 1999. [To be inserted after approval by CCCHA. Failure to insert the Effective bate shall not invalidate this Master Agreement.]This Master Agreement will submitted to the City and the SPHA first for approval, and thereafter to the CCCHA. Section 2. Transfer of Real Property. The Grantor shall convey title to the Property to the CCCHA in fee simple absolute by Grant Creed in the form attached hereto as Exhibit A, and including any appurtenant easements, interests or rights. The CCCHA agrees to accept the transfer of said property, subject to all existing recorded liens, encumbrances, covenants, conditions, assessments, easements, equitable servitudes leases (whether recorded or unrecorded) and taxes, save and except for any Declarations of Trust or other instrument between the SPHA and HUD (shown as Exceptions 8, 13, and 18 on the Preliminary Title Report)which HUD requires be removed or amended as part of the transfer of title to the CCCHA("Approved Exceptions"). The SPHA represents and warrants to CCCHA that there have been no changes affecting the title of the Property since the date the preliminary title report from Chicago Title Company dated February 26, 1998 [Order No. 8870144.RT] ("Preliminary Title Report") was issued. a. Deposit into Escrow. CCCHA and SPHA will establish an escrow ("Escrow") with Chicago Title Company, 3676 San Pablo Darn Road, Suite 100, EI Sobrante, CA 94803, their Escrow No. . SPHA hereby authorizes CCCHA to prepare and file escrow instructions with said Title Company, on behalf of SPHA, in accordance with this Master Agreement. Immediately following the Effective Date of this Master Agreement, SPHA shall deposit into Escrow the following documents: (1) The Grant Deed, executed and acknowledged by SPHA conveying to the CCCHA good and marketable fee simple title to the Property, subject only to the Approved Exceptions. (2) The Cooperation Agreement described in Section 9 of this Master Agreement, executed and acknowledged by the SPHA (3) Any documents required by CCCHA or HUD to remove or amend any Declarations of Trust or other instruments between the SPHA and HUD affecting the Property. (4) Any other documents or instruments necessary to effectuate this transfer. June 7,1999 HASANDE\HOUSINMSANPASLOW ASTERAMPO Fina! Section 3. Assignment of Leases. Effective on the date of transfer of title of the foregoing Property to the.CCCHA, the SPHA hereby assigns all leases on the subject Property to the CCCHA and the CCCHA will succeed to the SPHA's position in relation to the tenants occupying Vista Del Camino and Kidd Manor. SPHA will notify its tenants of the date of transfer and will advise said tenants to begin making rent payments to the Contra Costa County Housing Authority on and after the date of transfer. Section 4. Transfer of tither Assets. The SPHA hereby transfers and the CCCHA agrees to accept all monetary assets of the SPHA. A summary of these monetary assets for the year ended June 30, 1998 is attached as Exhibit B, however the transfer of monetary assets shall include all of the assets of the SPHA to the CCCHA, through and including the date of transfer. The SPHA further transfers and the CCCHA agrees to accept the following fixtures, improvements and personal property of the SPHA: (a) those fixtures, improvements and personal property described in the City of San Pablo Appraisal Report; Accounting Reports as of June 30, 1997; Insurance Reports as of January 31, 1998, Prepared by Valuation Resource Management, Inc., and submitted to the City of San Pablo on May 5, 1998; (b)all telephone equipment of the SPHA; and (c) the Memory Lane software owned by the SPHA and further described on attached Exhibit C. The SPHA represents and warrants to the CCCHA that the assets described in this Section and shown on Exhibits A, B and C, comprise all of the assets of the SPHA. Section 5. Assignment of New Housing Authority Bonds. The SPHA hereby assigns and the CCCHA agrees to assume the New Housing Authority Bonds described in the opinion of SPHA's bond counsel, Orrick, Herrington & Sutcliffe, attached hereto and incorporated herein as Exhibit D (the "Bonds"). SPHA has verified the identity of the trustee and shall provide written notification of the assignment and assumption of the Bonds to the trustee. The CCCHA has agreed to assume the Bonds based on the information provided in Exhibit D and on the understanding that the repayment amounts for the Bonds are paid directly by HUD and not by the local housing authority. Section 6. Assignment of Contracts. The SPHA is currently a party to the contracts listed on Exhibit E, attached hereto and incorporated herein by reference. The SPHA has entered into amendments with the contracting parties allowing transfer of the SPHA's contractual rights and obligations to the CCCHA, effective as of the date of approval of the amendments by the CCCHA. Subject to the consent of all contracting parties, the CCCHA agrees to accept the assignment of the contracts described on Exhibit E. The SPHA and the CCCHA agree to execute any documents necessary to transfer the contracts described on Exhibit E to the CCCHA. Section 7. HUD Authority. Approval of this Master Agreement by HUD is a condition precedent to the transfer of assets and obligations to the CCCHA under the terms and conditions of this Master Agreement. The SPHA and the CCCHA have requested HUD's consent to this transfer of assets and will fully cooperate with one another and with HUD to obtain such consent and any other necessary HUD approvals. The SPHA is a party to one or more Annual Contribution Contracts (hereinafter the "ACC")with June 7,1998 HASANDE1610USINIMSANPASLOW ASTERA2.WPD Final 4 HUD. HUD has advised the parties that HUD will provide ACC amendments to both the CCCHA's and the SPHA's consolidated ACCs to evidence transfer of HUD assistance from the SPHA to the CCCHA. The SPHA and the CCCHA will execute all amendments to the ACC and other documents necessary to provide for the transfer of HUD assistance from the SPHA to the CCCHA. The receipt of full HUD assistance is material consideration for this Master Agreement and failure of this consideration shall be grounds for recission of this Agreement by the Housing Authority. The parties have also been advised by HUD that a Declaration of Trust must be executed by the CCCHA for all three of the sites identified herein as the Property and that this must be recorded and will replace the existing Declarations of Trust from the SPHA. HUD has further advised that HUD will prepare the necessary instruments and resolutions to accomplish such action. The SPHA and the CCCHA will execute such documents as may be required by HUD to remove and replace the existing Declarations of Trust. The parties have been advised that HUD will require legal opinions from counsel for both the CCCHA and the SPHA as to the authority under California law to undertake the proposed transfer and the correctness of the documents used to complete the transfer. Section 8. No Default. The SPHA warrants and represents to the CCCHA that it is in compliance with all requirements of any grant or loan of which it is a recipient and that it is not in default under any other contract or agreement to which it is a party, including but not limited to the ACC. The CCCHA shall not have any liability for or be obligated to cure any default of the SPHA which existed prior to the effective date of this Master Agreement. Section 9. Cooperation Agreement. Pursuant to Health and Safety Code section 34401, housing authorities are exempt from all taxes and special assessments of the State or any city, county, or political subdivision of the State. In lieu of such taxes or special assessments, a housing authority may agree to make payments to any city, county or political subdivision of the State for services, improvements, or facilities furnished by such city, county or political subdivision for the benefit of a housing project owned by the authority( "PILOT"); but in no event shall such payments exceed the estimated cost to such city, county or political subdivision of the services, improvements or facilities. City, SPHA and CCCHA have agreed that City shall at no time require and CCCHA shall not pay any PILOT payments or other taxes or assessments to City. However, as part of the consideration to CCCHA for entering into this Master Agreement, City agrees that City shall continue to provide full services, improvements and facilities to the CCCHA in no less kind, manner and degree as such services were provided to the SPHA and in accordance with the Cooperation Agreement attached as Exhibit F to this Master Agreement. City and CCCHA shall enter into the Cooperation Agreement simultaneously with this Master Agreement. Under the terms of the Cooperation Agreement, the City agrees that, for so long as the Property is owned by the CCCHA and used for low-rent housing purposes, it will not levy or impose any real or personal property taxes or special assessments upon the Property described in this Master Agreement or upon the CCCHA. All other Cooperation Agreements between the City and the SPHA are hereby terminated. .lune 7,1999 H:SSANDE\HOUSiNGiSANPASLOW ASTEW.W P9 Final 5 Section 10. SPHA Employees. The CCCHA agrees to interview and employ all interested and qualified SPHA employees. The employment of any SPHA employees by the CCCHA shall be governed by the applicable CCCHA policies, procedures, resolution, and/or memorandum of understanding. Upon employment of any SPHA employees by the CCCHA, any terms of employment of the SPHA formerly affecting those individuals, including but not limited to those described in SPHA Resolution No. HA 96-20, shall be of no further force or effect. The CCCHA shall not be responsible or liable for any claim, cost or liability arising out of or related to any SPHA employee's employment by the SPHA. The parties agree that any such liability shall remain with the SPHA. Section 11. City Consent to CCCHA Operations. Pursuant to Health and Safety Code sections 34209 and 34312.5, the City hereby authorizes the CCCHA to operate leased housing and to otherwise operate and transact business within the City of San Pablo. This consent shall not be withdrawn without the prior written consent of the CCCHA and HUD. The CCCHA shall have all rights and privileges of a housing authority within the City of San Pablo, consistent with the Housing Authorities Law, including but not limited to making applications or contracting or administering any housing program. It is the intent of the parties that, from and after the effective date of this Master Agreement, the SPHA shall not exercise any powers as a housing authority other than: (a)with regard to the SPHA's existence as a public agency; (b)to enforce and implement the provisions of this Master Agreement and (c)to conduct meetings for the purposes set forth in this Agreement or as otherwise required by law. If the SPHA desires to take any action not set forth in this Section, the SPHA will obtain the written approval of the CCCHA prior to such action. Section 12. Disclosures. The City and the SPHA represent that, to the best of their knowledge, as of the date of this Master Agreement, there is no outstanding claim or potential or pending litigation against the SPHA, nor are there presently any actions, suits, or proceedings pending or threatened against or affecting the Property or that would otherwise affect SPHA's ability to consummate the transaction contemplated by this Master Agreement. The City and the SPHA further represent that there are not any outstanding and unpaid arbitration awards or judgments affecting the SPHA or the title to any portion of the Property. The City and the SPHA represent that the SPHA currently has insurance sufficient to cover any Ilabili#ies, whether known or unknown, which occurred prior to the date of transfer of the real estate assets to the CCCHA. The City and the SPHA represent that, to the best of their knowledge, they have disclosed to the CCCHA any knowledge or information they have regarding any condition of, on, under or affecting the Property, including but not limited to the presence of hazardous substances and underground storage tanks. The parties agree that CCCHA shall have no liability for any claims or liabilities arising before the effective date of this Master Agreement or, with regard to the Property, prior to the date title to the Property is vested in the CCCHA. Section 13. Other documents. The parties agree to cooperate with one another to execute any documents necessary to fulfill the purpose of this Agreement. rune 7,1999 HASANDSHCUSiNGSSANPAHLOW ASTERA2.W PO €that 6 Section 14. Termination. The parties shell have the right to terminate this agreement immediately if HUD fails to approve this proposed transfer. Either party shall have the right to terminate this agreement prior to the transfer of assets and obligations to the CCCHA upon thirty days prior written notice to the other party. Section 15. Entire Agreements Termination of Previous Agreements; Survival. This Master Agreement contains the entire agreement between the parties to this Master Agreement and shall not be modified in any manner except by an instrument in writing executed by the appropriate parties or their respective successors in interest. All previous agreements between the CCCHA and any of the other parties named herein, including but not limited to the agreement between the CCCHA and the SPHA for the financial administration of the SPHA, approved by the SPHA pursuant to Resolution HA 97-03, and amended pursuant to Resolution No. HA 97-11 are terminated as of the effective date of this Master Agreement. The representations, warranties, rights and obligations of the parties to this Master Agreement shall survive the transfer of assets and obligations to the CCCHA and shall not merge with the delivery to the CCCHA of the Grant Gleed. Section 16. Construction. The section headings and captions of this Master Agreement are, and the arrangement of this instrument is, for the sole convenience of the parties to this Master Agreement, The section headings, captions and arrangement of this instrument do not in any way affect, limit, amplify or modify the terms and provisions of this Master Agreement. This Master Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared it. The parties to this Master Agreement and their counsel have read and reviewed this Master Agreement and agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply to the interpretation of this Master Agreement. Section 17. No Third-Party Beneficiaries. It is not the intention of the City, the SPHA or the CCCHA that any person or entity occupy the position of intended third-party beneficiaries of the obligations assumed by any party to this Master Agreement. [Remainder of Page Left Intentionally Blank] June 7,1959 HASANDi kHOUSINGISANPABLOW ASTEW.WPD Final 7 Section 18. Venue. The venue for any legal action concerning this Master Agreement is Contra Costa County, California. HOUSING AUTHORITY OF THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA CITY OF SAN PABLO BOARD OF COMMISSIONERS BOARD OF COMMISSIONERS By: � � B y Chair/Designee Chair/Desi ee CITY OF SAN PAI31-0 Recommende4 - , Bv By Executive Director Title: Approved as to Form: County Counsel Recommended: Victor J. Westman County Counsel By Executive Dir4ctor r W Approved as to Form: City Attorney Assi ounty Counsel San Pablo City Attorney APPROVED: UNITED STATES DEPARTMENT OF HOUSING By AND URBAN DEVELOPMENT Brian Libow City Attorney By EXHIBITS =xhibit A-Grant Deed and Property Description E=xhibit B-Monetary Assets of the SPHA to be Exhibit C-November 16,1998 Letter from Barron McCoy describing Memory Lane Software Exhibit D-Orrick,Herrington&Sutcliffe October 27, 1998 Opinion of Counsel re New Housing Authority Bonds Exhibit E-Contracts to be Assigned from SPHA to CCCHA by Amendment Exhibit P-Cooperation Agreement NO OTHER OBLIGATION OTHER THAN THOSE REFERENCED HEREIN WILL BE RECOGNIZED June 7,1999 HASANDEIHOUSINGISANPABLaN ASTEW.WPD Final 8 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT Q State ofw, .w County of - � : On ?fore me, _ Date ama d`tli?s of Officer(e.g.,°da, oA, Public") personally appeared i Name(s)ct Signer(s) ,O�rsonally known to me--OR-❑proved to me on the basis of satisfactory evidence to be the person whose name.4is/ subscribed to the within instrument and acknowledged to me that he/sheAhey executed the same In his/her/th-rr authorized capacity(ies�, and that by his/heMhe 'gnature{s)on the instrument the person(4), or the entity upon behalf of which the personks) acted, executed the instrument. ru n f o WITNESS my hand and official seal. MR Signature of Notary Pubic OPTIONAL3 Though the information below is not required by law, it may prove valuable to persons retying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attache ®®ctit°l°lent Title or Type of DocumeD i Document gate: Number of Rages:'' - t Signers) Other Than Named Above: Capacity(les) C Jed by S nar(a) NIR Signer's Namd: ' `' Signer's Name: 5 Py YY � El Individual V � ❑ Individual C orporat er,, - ❑ Corporate Officer Title(s):, ` Title(s): ❑ Partner ❑ Limited ❑ General ❑ Partner----❑ Limited ❑ General a ❑ Attorney-in-Pact ❑ Attorney-in-Pact ❑ Trustee ❑ Trustee ❑ Guardian or Conservator ❑ Guardian or Conservator ElOther: Top of thumb here ! ❑ Other: . Top of thumb here i Signer E�epr ,sentin d Signer Is Representing: ; 4, Ile � "994 N=_?iore!Notery Association•8235 Remme?Ave.,P.O.Box 7?84+Cenoga Park,CA 9;309-7184 Prod.No.5807 Seo der;Caii Tc#!-P;ea 1-800-878-5827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT -.k�,`'�2�'�+!�.ria2�e.�tt' `' � 1!"a .��"�`.`y l'- ..:.�, s�^"'a''^'"—" °'ri>, *'� ,w„"u�i�'`' ✓' v`,'p,. '*Y,�v-L"�..+���4�'S.�' a State 0: California C'o�rc y �f oCntra Costa 4.p On Auqust 4, 1999 before me, Colleen L. Morillo, Notary R�tblic Data Nama ana a o;office,(e.g.,"Jana Dos,Notary Pub5a") >2 persona(iy appeared , Robert McEwan - v Name{sj a.S€grsrs) : persona;ly known to me-OR-❑proved to me or the basis of satisfactory evidence to be the person) whose name($yisjV0 subscribed to the within instrument and acknowledged to me that hef,6 $ Vb' executed the same-i-"l his/)',6"f/YW/a 3th-�;ized ccs a-i° { and tliat b �vy )1 y COLLEEN L.MOR1LLO his/her/their signature'$)on the instrumeent the personal, COMM.*12462210 { or the enoft upon behalf of which th e person(A) acted,NOTARY PUSLIC-CALIFORMAQ � CONTPAA COSTA COUNTY 0 executed the instrument. 4) ki COMM.EXP,DEC.26,20D2 WITNESS my hard and official sea:, Stena_to of Notary a b;m OPTIONAL Though the inform,aticn below is not required by las,it may prove valuable to persons relyingan thec�oc�+rr ?t enc eould pre Vent fraudaient remova:and reattachment of this form fo another document. t,. Description of Attached Document T itie or Type of Document: _ Master Agreement b r,: Docurnert Date: j.zne 22 1999 Number of Pages: 8 F Signer's) Other Than Nemec!/above: --- pacity(ies) Claimed by Signer(s) � signer's Name: Robert McEwan signer's Marne: e= - Individual ❑ individual EJ Corporate OfficerD Corporate Officer Titles}' T'itle's): C- Partner-m--❑ Limited El Genera: ❑ Partner--❑ Limited ❑ General [- Attorney-in-Fact ❑ Attorney-in-Fact x _1 `trustee ❑ Trustee ..,. Y Guardian or Conservator - �, a.. 1 ❑ Guardian or conservator .. " To of thumb here ' 1 i Top of thumb here i � Cather: �:ec��t"venire r � � � � _� other: _ I Signer is Representing: i Signer is Representing: Housinq AuthoritVof the _ pvx Coux ty of Contra Costa ; a 0 7885 Nz?icnet Nota y Association-8236 Pammet Ave.,P.Q.Box 7184*Canoga Park,CA 81305-7;84 Prod,No.5907 Peorder:00 To!!-T=ree 1-800-878.5827 Recorded at the request of: ��� � [ 11 Contra eta Count Housing Authority Return to: Contra Carta County Public Works Department Real Property Division 255 Glacier Drive Martinez,CA 94553 Attention:C.Pina-Sandoval Assessor's Parcel Nos.416A40-031 and 032 and 416-170-M Mile Co.Order No. GRANT DEED For Value Received, SAN PABLO HOUSING AUTHOR TY, a o orporabon GRANT(S)to HOUSING AUTHORITY Y OF THE COUNTY OF CONTRA COSTA , a public body, corporate- and orporate and politic, the following described-real property In the City of San Pablo of the Countyof Contra Costa,Stats of Caiifornia, r.> FOR DESCRIPTION SEE EXHIBIT '"A" ATTACHER HERETO AND MADE A PART HEREOF. GRANTOR: San Pablo Housing Authority Date BY: BY: ATTACH APPROPRIATE ACKNOWLEDGMENT Dt)=p G;4,gtNataWa1 otPW843 ;e1Hsng.doc sopwrbwz rasa EXHIBIT A DESCREMON APPENDIX "A' CITY OF SAN PABLO PARCEL ONE: ALL THAT CERTAIN REAL PROPERTY IN THE CITY OF SAN PABLO, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, BEING A PORTION OF LOT 220, AS SHOWN ON TETE MAP OF TEE SAN PABLO RANCHO, FILED MARCH 1, 1894, IN THE OFFICE OF THE COUNTY RECORDER OF CONTRA COSTA COUNTY, MORE PARTIC AARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTMECTION OF THE SOUTHERLY LINE OF THAT PORTION OF CASTRO STREET BETWEEN AGUAIR STREET (NOW 'KNOWN AS MISSION BELL DRIVE) AND COUNT'y ROAD NO. 3 (NOW MOWN AS DEL CAMINO) , AS SAID PORTION IS DESCRIBED IN RESOLUTION 426, PASSED AND ADOPTEiI BY THE CITY COUNCIL OF THE CITY OF SAN PABLO, AC=M2M THE DEED OF DEDICATION OF SAID STREET ON JANUARY 19, 1553, AND THE EASTERLY LINE OF TIM SAID COUNTY ROAD NO. 3; THEUCE ALONG SAID EASTERLY Lam, NORTH 16. 2S' 19" EAST (FORMERLY NORTH 16" 22' 30" EAST) , 12SO.OS FEET TO THE NORTHWEST COMM OF THE 10.07 ACRE PARCEL OF LAND DESCRIBED IN TIM QUIT CLAIM DEED FROM THE UNXTED STATES OF AMERICA TO HOUSING AUTHORITY OF THE CITY OF SAN PABLO, DATED FEBRUARY 4, 1952, RECORDED APRIL 14, 1952, IN BOOR 1918 OF OFFICIAL RECORDS, PAGE 120, WHICH IS THE TRUE POINT OF BEGINNING; THENCE ALONG THE NORTH AND EAST LINES OF SAID PARCEL, NORTH 78. 08' 02" EAST (FORMERLY NORTH 786 06' 17" EAST) , 530.96 FEF AND SOUTH 18° 06' 32" WEST (FORMERLY SOUTH 18° 06' 17" WEST) , 303.00 FEET; THERCI NORTH 730 10' 22" WEST, 458.54 FEET TO TIE WESTERLY LINE OF SAID PARCEL; THENCE ALONG THE SAID WESTERLY LINE, NORTH 160 2S' 19" EAST, 48.00 FEST TO THE TRUE Poly OF BEGINNING. ASSESSOR'S PARCEL NO. 416-140-032 PARCEL TWO: ALL THAT CERTAIN REAL PROPERTY IN THE cxTy OF SAN PABLO, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, BEING A PORTION OF LOT 182 AND A PORTION OF A VACATED STREE KNOWN AS DEL CAMINO (FORMERLY KNOWN AS COUNTY ROAD NO. 3) , AS SHOWN ON THE MAP C THE SAN PABLO RANCHO, FILED MARCH 1, 1894, IN THE OFFICE OF TILE COUNTY-RECORDER OF CONTRA COSTA COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF n T'ERSECTION OF THE SOUTHERLY LINE OF THAT PORTION OF CASTRO STREET BETWEEN AGiUAIR STREET (NOW KNOWN AS MISSION-BELL DRrVE) AND COUNT, ROAD NO. 3 (NOW KNOWN AS DEL CAMINO) , AS SAID PORTION IS DESCRIBED IN RESOLUTIO2 NO. 426, PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF SAN PABLO, ACCEPTING THE DEED OF DEDICATION OF SAID STREET, DATED JANUARY 19, 1.953, RSL'ORDr JANUARY 21, 1.553, IN BOOK 2059 OF OFFICIAL RECORDS, PAGE 64, AND THE EASTERLY LINE OF THE SAID COUNTY ROAD No. 3, NOW KNOWN AS DEL CAMINO; THENCE ASrO M TIM SAID EASTERLY LINE, NORTH 16" 2S' 19" EAST (FORMERLY NORTH 16' 22' 50" EAST) , 27.42 FEET TO THE POINT OF INTERSECTION OF TIM SAID EASTERLY LINE WITH A CURVE, SAID POINT OF INTERSECTION BEING THE TRUE POIN'fi OF BEGINNING# FROM WHICH POINT THE C=rrM OF TIM SAID CURVE LIES NORTH 41• S4' 09" FAST, 200 FEST; THENCE WESTERLY AND NORTHERLY ALONG TILE SAID CURVE, CURVING TO THE RIGHT, AN ARC DISTANCE OF 38.56 FEET, THROUGH A CENTRAL ANGLE OF 110 02' 47" TO TSE CENTER'. LI OF SAID DEL CAMINO, THENCE SOUTH 16° 25' 19" WEST, 121.91 FEET; THENCE SOUTH 66 3S' 30" EAST, 175.1S FEET; IHENCE NORTH 230 24' 30" EAST, 95 FEET ALONG THE CE" DESCRIPTION *PEMIX "A" Continued LINE OF MISSION SELL, FORMERLY AGUAIR; THENCE NORTH 060 3S' 30" WEST, 91..37 FEET i'O THE POINT OF CURVE OF THE CURVE:, FROM WHICH POINT THE CENTER LIES NORTH 23a 24 30" EAST, 200 FEET; THENCE WESTERLY AND NORTHERLY ALONG THE SAID CURVE, 64.SS FEET, THROUGH A CENTRAL ANGLE OF IS* 29' 39" TO THE TRUE POINT OF BEGINNING. ASSESSOR'S PARCEL NO. 416-170-006 PARCEL THREE: BEGINNING AT A CONCRETE MONUMENT ON THE WESTERLY LINE OF THE PERIMETER. OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE FINAL JUDGMENT OF CONDEMNATION IN FAVOR OF THE UNITED STATES OF AMERICA, RECORDED J`ULY 26, 1944, IN ROOK 793 OF OFFICIAL RECORDS, PAGE 313; SAID CONCRETE MONUMENT BEING ALSO ON THE EASTERLY RIGHT OF.WAI LINE OF THE CALIFORNIA STATE HIGHWAY EfETWEEN SAN PABLO AND THE CARQUINEE BRIDGE, SHEETS 4 AND S OF DRAWINGS DISTRICT SV, CONTRA COSTA COMM. ROUTE 14, SECTION A AND STATION 286 PLUS 42.56 B.C. : THENCE SOUTH 16. 26' SA" WEST (CALIF. HIQV4AY BEARING SOUTH 16° 20' WEST) , 1082.06 FEET AROUND THE OUTSIDE: OF SAID PERS T{ AN EXISTING CONCRETE MONUMENT; THENCE FOLL,OWnM SAIL) PERI, 1.22.24 FST. ALONG A CURVE IN A SOUTHERLY DIRECTION, WHICH C -HAS A RAI =S OF 600 FEET AND A CENTRAL ANGLE OF 110 40' 23*; THENCE FOLLOWING SAII3 PERIMETER. A DISTANCE OF 81.36 FEET, ALONG A CURVE IN A SOUTHEASTERLY DIRECTION TO AN •EXISTING CONCRETE MONUMENT, WHICH CURVE HAS A RADIUS OF S0 FEET AM A CENTRAL ANGLE OF 93. 14' 08" THENCE FOLLOWING SAID PERIMETER, SOUTH 880 27' 41" FAST. 1657.77 FEET ALONG TEM NORTHERLY LINE OF COUNTY ROAD NO. 20; THENCE FOLLOWING SAID PERIMETER, SOS 880 22' 41" EAST, 6S0 FEET, ALONG THE NORTHERLY BOUNDARY OF SAID COUNTY ROAD NO. 20; THENCE FOLLOWING SAID PERIMETER, NORTH 00 06' 40" EAST, 2201.70 FEET; THENCE FOLLOWING SAID PERIMETER, NORTH 39° 00' WEST, 1400 FEET TO T88 ACTL1'At+ POZtTT OF BBGIN2i2NG OF THIS DESCRXPTION; THENCE FROM SAID POINT OF EIEGINNING AND FOLLOWING SAID PERIMETER., SOUTH 78' 06' 17" WEST, 530.962 FEET TO THE EASTERLY LINE OF COUNTY ROAD NO. 3; THENCE FOLLOWING SAID PERIMETER, SOUTH 16° 22' S0" WEST (COUI BEARING SOUTH 160 23' 30" WEST) . 1190.00 FEET; THENCE LEAVING SAID PERIMETER, SOUTH 81", S9' 03" EAST, 139.30 FEET; THENCE NORTH 25° I5' 17" EAST, 242.00 FEET T1iENCE SOUTH 730 SS' 23" FAST, 48.60 FEET; THE'N'CE NORTH 34. 26' 30" EAST, 740.1 FEET; `FENCE NORTH I$" 06' 17" EAST, 478.47 FEET TO THE ACTUAL POINT OF BEGINNI; ALL BEING A PORTION OF LOTS 182 AND 220 OF THE SAN PABLO RANCHO, AS DESIGNATED THE FINAL REPORT OF THE REFEREES IN PARTITION, SAN PABLO RANCHO, FILED IN THE RECORDER'S OFFICE OF CONTRA COSTA COUNTY, MARCH 3 , 1894, IN HOOK 69 OF DEEDS. EXCEPTING FROM PARCEL THREE: 1. RESERVING TO THE UNITED STATES OF AMERICA, FISSIONABLE MATERIALS IN EACH C THE: PARCELS OF LAND HEREIN CONVEYED, IN ACCORDANCE WITH TETE PROVISIONS OF EXECUTIVE ORDER NO. 9908 (12 E.R. 8223) , AS DISCLOSED IN THE QtaTCLAIM DEE FROM THE UNITED STATES OF AMERICA, RECORDED APRIL 14, 1952, BOOK 1918, PAC 118, ETC. , CONTRA COSTA COUNTY RECORDS. 2 . THAT PORTION THEREOF DESCRIBED IN INSTRUMENT RECORDED MARCH 19, 1963, BOO 4325. PAGE 621, OFFICIAL RECORDS. ASSESSOR'S PARCEL NO. 416-140-031 MonetwT Assets of the SPECA to be Transferred to CCCfiA. Custodial Bank&Number Account Type Balance 1 WO/98 BakofAmedca#80159 S S ''S0.0s Mac3 kcs Bane#W7-900066 Pdb&Intuest 2013.98 Fh-st Bauk#1431S129S9 pawn 15,688.62 tic ofArmeic&.C d5Me cifmit#1953 01812 Invests W.000.00 US Bank Corpomft Sent=#M16631 619.00 Debt Setvi US Ba*+Cogw to Sadws#94816632 b 376.46 Adv.Amordzaflou Rmd Loc d AV=j Izt=F d#25-07-003 ftvestments 71,610.23 TOTAL SW�L9.37 EXHIBIT B NW-19-J.999 08:44 I Et Rte, INC. P.03 . litC- OF SAN PA.BLO One Alvara& uas,Satz Pv&lo,CA W06 (5110)=54M Pae 0(810)21"031 Redevelopm-M&WICY Novmber6. 1998 Sen Pablo W.Robert MoEwan Acting Executive Director Cozy Costa County Rinsing Audiwity P.O.Box 2759 3133 EstudiIlo Suet MaWna4 CA,94553 Re: Memory Lane Softvam-License Number Dear Mr.MOEW= ' This letter confir= that the Memory Lane software owried by•the San �'�lc l��uaing A,ttrhosity be cod,to the Contra Costa t;o=iy uo�ng A rimy in 00n). t3 tiofi irh the w=fer cf'awe&schalulcd for early 1999: The following is&b p wi nent info=adon minding tha.. sow: PRODUCT: 12182P10 DOS 386 Prot.Mode;-4 users DaWlex Runtime License 3.05 SERIAL NM 321018 REGIS2ti'R kTION NAME: Housing Authority of the City of San Pablo REGISTRATION CODE: 9608131-0811C34.17 If you have any questions regarding this letter or the software, please give me a call at 510/215-3201. Sincerely, Barron McCoy Assistant to the City Manager cc: Janet Roche, Gabriel Roche,Inc. EXHIBIT C N&E -02-1998 11:16 aVP I EL ROCHE, I NC. P.02 HERM=N SUMLI"E LLP O tuber 27, IM Mr.num moCoy Auto=to to Chy M city of Sim POW On,Atvaedo Squa* Sm Pablo,CA%806 Holwat Admft ft*Elm Law ice»--- t�e�rtog har�tE�►��tbo GYty+of°&��'obbs _ .,�. I'7ear f�Ir.McX�py: dw MOW* With 1101M to ym letw of0mbert 13.1999 comeming the above we obod ve (t)The broom wa c imed in 1%4 is thf 4"94S40 pats 4d atttVAU of86$0,00, too Steal%nd mam tty to M=h 1.2OD5 x4 I med Pd=iPd>artr wr tY wJxWen 5180,000 semi is piu*d emit ofbonds (2)Chick,Hwinton&StdcHM Was bead==I for to 3 cr m of the buds. YOU will to d to MfUm Witt U.S.B&*Trig Igsd W A cM&dm that It fart cur=tly treAn for#to'boodx. (3) In eonneWm with the stdgonuo&W as mption by the How Autbodty of dw Cb=tjr ofCo ca Cott*fall wry ad WgWes ofthe Hawbg A dty'ofdw City 8ms Pablo,to sWott need be tree m w t#t ntpft to dw bods wJw dm pmvid4 vfttntrarMca to to vu**of'rrmh ns*= tt and etas Vdcm. very wy ymw Z. SPtZ/ 5AS:c&o i3C5t't�tt.itydl�t.t i f TOTAL P.02 EXHIBIT E Contracts to be Assigned from SPRA to CCCHA by Amendment CONTRACT DAIE MY Architects 6/23/98 Interagency Agreement with Housing Authority 3/18/97 of the City of Benicia (Itis Elevator Company 4/22/97 EXHIBIT E Recording Requested By. Housing Authority of the County of Contra Costa When Recorded Return to: Housing Authority of the County of Contra Costa 3133 Estudillo Street Martinez, CA 94553 COOPERATION AGREEMENT BY AND BETWEEN THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA AND THE CITY OF SAN PABL.O This Agreement entered into this day of > 19_, by and between The Housing Authority of the County of Contra Costa, California (herein called the "Local Authority" or"LHA"), a Public Housing Agency or PHA as defined in the U.S. Housing act of 1937, as amended, and The City of San Pablo (herein called the "Municipality"). WITNESSETH: In consideration of the mutual covenants hereinafter set forth and in further consideration of the"Master Agreement" as defined hereinafter, the parties hereto do agree as follows: 1. Whenever used in this Agreement: (a)The term "Government" shall mean the United States Government acting by and through the United Stated Department of Housing and Urban Development ("HUD"). (b)The term "Master Agreement" shall mean the Master Agreement Re Transfer of Assets and Obligations of the Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa, entered into concurrently with this Cooperation Agreement, providing for the transfer to the Housing Authority of the County of Contra Costa all of the assets the Housing Authority of the City of San Pablo, including but not limited to the Project identified above. (c)The term "Project" shall mean those properties, and the improvements located thereon, situated in the State of California, City of San Pablo, acquired by the Housing Authority of the County of Contra Costa from the Housing Authority for the City of San Pablo for low-income housing purposes and identified as follows: EXHIBIT 1= June r,19% Page 1 of 5 HAHOUSINGtSANPABLO COOPAW 2.wma FW01 (1)Assessor's Parcel No. 416-140-031, also known as Vista Del Camino, which contains 100 rental units; (2)Assessor's Parcel No. 416-140-032, also known as Kidd Manor, which contains 41 rental units; (3)Assessor's Parcel No. 416-170-006, which contains the Administration Building for the SPHA. (d)The term "Shelter Rent" shall mean the total of all charges to all tenants of a Project for dwelling rents and nondwelling rents(excluding all other income of such Project), less the costs to the Local Authority of all dwelling and nondwelling utilities. (e)The term "Taxing Body"shall mean the State or any political subdivision or taxing unit thereof in which a Project is situated and which would have authority to assess or levy real or personal property taxes or to certify such taxes to a taxing body or public officer to be levied for its use and benefit with respect to a Project if It were not exempt from taxation. 2. The Housing Authority of the City of San Pablo and the Housing Authority of the County of Contra Costa have received or will receive consent from the HUD to the transfer of the Project to the Local Authority. This Cooperation Agreement shall not be effective unless and until such consent is received. The Local Authority will endeavor(a)to secure the transfer of any HUD assistance from the Housing Authority of the City of San Pablo to the Local Authority and (b)to administer such Project which is located within the corporate limits of the Municipality. The obligations of the parties hereto shall apply to each such Project. 3. (a) Under the Constitution and statutes of the State of California all Projects are exempt from all real and personal property taxes and special assessments levied or imposed by any Taxing Body. With respect to the Project, so long as either(i)such Project is owned by a public body or governmental agency and is used for low-income housing purposes, or(il)any contract between the Local Authority and the Government for loans or annual contributions, or both, in connection with such Project remains in force an effect, or(iii)any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality agrees that it will not levy or impose any real or personal property taxes or special assessments upon such Project or upon the Local Authority with respect thereto. 4. During the period commencing with the date the Project is transferred to the Local Authority and continuing so long es either(i)such Project is owned by a public body or governmental agency and is used for low-income housing purposes, or(li)any contract between the Local Authority and the Government for loans or annual contributions, or EXHIBIT F 7.tib Page 2 of 5 M: 0USW %"NPMLsa OOPAGT 2.WPD Fines both, in connection with such Project remains in force and effect, or(iii) any bonds issued in connection with such Project or any monies due to the Government in connection with such Project remain unpaid, whichever period is the longest, the Municipality without cost or charge to the Local Authority or the tenants of such Project (ether than the Payments in Lieu Taxes)shall: (a) Furnish or cause to be famished to the Local Authority and the tenants of such Project public services and facilities of the same character and to the some extent as are furnished from time to time without cost or charge to other dwellings and inhabitants in the Municipality; (b)Vacate such streets, roads and alleys within the area of such Project as may be necessary in the development thereof, and convey without charge to the Local Authority such interest as the Municipality may have in such vacated areas, and in so far as it is lawfully able to do so without cost or expense to the Local Authority or to the Municipality, cause to be removed from such vacated areas, in so far as it may be necessary, all public or private utility lines and equipment; (c) In so far as the Municipality may lawfully do so (i)grant such deviations from the building code of the Municipality as are reasonable and necessary to promote economy and efficiency in the development and administration of such Project, and at the same time safeguard health and safety, and (!I) make such changes in any zoning of the site and surrounding territory of such Project as are reasonable and necessary for the development and protection of such Project and the surrounding territory. (d)Accept grants of easements necessary for the development of such Project; and (e) Cooperate with the Local Authority by such other lawful action or ways as the Municipality and the Local Authority may find necessary in connection with the development and administration of such Project. 5. In respect to any Project the Municipality further agrees that within a reasonable time after receipt of a written request therefore from the Local Authority: (a) It will accept the dedication of all interior streets, roads, alleys, and adjacent sidewalks within the area of such Project, together with all storm and sanitary sewer mains in such dedicated areas, after the Local Authority, at its own expense, has completed the grading, improvement, paving, and installation thereof in accordance with specifications acceptable to the Municipality; (b) It will accept necessary dedications of land for, and will grade, improve, pave, and provide sidewalks for, all streets,bounding such Project or necessary to provide adequate access thereto (in consideration whereof the Local Authority shall pay to the EXHIBIT F JUM 7,19W Page 3 of 5 H:%SMDMOUS1Wr4V 'nt;l.o OOPAGT 2.WPD f"3 Municipality such amount as would be assessed against the Project site for such work if such site were privately owned); and (c) It will provide, or cause to be provided, water mains, and storm and sanitary sewer mains, leading to such Project and serving the bounding streets thereof(in consideration whereof the Local Authority shall pay to the Municipality such amount as would be assessed against the Project site for such work if such site were privately owned). 6. No Cooperation Agreement heretofore entered into between the Municipality and the Housing Authority of the City of San Pablo shall be construed to apply to any Project covered by this Agreement and all such prior agreements are hereby terminated. 7. No member of the governing body of the Municipality or any other public official of the Municipality who exercises any responsibilities or functions with respect to any Project during his tenure or for one year thereafter shall have any interest, direct or indirect, in any Project or any property included or planned to be included in any project, or any contracts in connection with such Projects or property. If any such governing body member or such other public official of the Municipality involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, he shell immediately disclose such interest to the Local Authority. 8. So long as any contract between the Local Authority and the Government for loans (including preliminary loans)or annual contributions, or bath, in connection with any Project remains in force and effect, or so long as any bonds issued in connection with any Project or any monies due to the Government in connection with any Project remain unpaid, the Municipality shall have no right to abrogate, this Agreement, and the parties shall not change or modify this Agreement without the consent of HU©. The privileges and obligations of the Municipality hereunder shall remain in full force and effect with respect to each Project so long as the beneficial title to such Project is held by the Local Authority or by any other public body or governmental agency, including the Government, authorized by law to engage in the development or administration of low- income housing projects. If at any time the beneficial title to, or possession of, any Project is held by such other public body or governmental agency, including the Government, the provisions hereof shall inure to the benefit of, and may be enforced by, such other public body or governmental agency, including the Government. 9. This Cooperation Agreement will become effective upon approval of the Master Agreement and the Cooperation Agreement by both the Municipality and the Local Authority. EXHIBIT F JUM x,seas Page 4 of 5 k SANDOMOUSINMANPABLONCOOPAW 2-WPO akar IIS WITNESS WHEREOF the Municipality and the Local Authority have respectively signed this Agreement and caused their seals to be affixed and attested as of the day and year first above written. HOUSING AUTHORITY OF THE CITY OF SAN PABLO COUNTY OF CONTRA COSTA BOARD OF COMMISSIONERS By: By: Chair/Designee Title. Recommended. Recommended: By By Executive Director Executive Director Approved as to Form: County Counsel Approved as to Farm: City Attorney Victor J. Westman San Pablo City Attorney County Counsel By By Assistant County Counsel Brian M. Libow City Attorney APPROVED: UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT By, x EXHIBIT F .w,.r,Iwo Page 5 of 5 HAAN0V440USJNG%SMPA8L0C00PAar z,wwa Fw.r CHICAGO TITLE COMPANY 3575 San Pablo Dam Road, Suite 100, El Sobrante, California 94803 i (510)222-4750 Fax (510)222-4786 August 18, 1999 ` a � �s+C AUG 2 o j� t B Clerk of the Board R County of Contra Costa 651 Pine Street, Ist Floor u� r1 r i?i itiE� Martinez, CA 95443 Escrow No. 8870144 - DiS Property Misson Bell/100 Austin/2900 Del Camino, San Pablo, California 94806 Gentleperson: Enclosed please find the following on the above mentioned escrow: 1. Certified copy of Board Order 2. Original of Master Agreement 3. original cooperation Agreement Sincerely, Karen dart Sr. Escrow officer GLS23--18/95/98bk RECORDING REQUESTED BY CHICAGO TITLE COMPANY AND WHEN RECORDED MAIL TO HOUSING AUTHORITY OF THE COurr7y OF CONTRA COTSA P.O. BOX 2759 -- MARTINEZ, CA 94553 --f" r.: Escrow No. 8870144 Order No. 8870144 SPACE ABOVE THIS tlNE FOR RECORDER'S USE BOARD ORDER Or THE HOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA THIS RAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (Additional recording fee applies} CrFH3--11(13f98bk MOUSING AUTHORITY OF THE COUNTY OF CONTRA COSTA TO: BOARD OF COMMISSIONERS FROM: Robert McEwan, Executive Director DATE: June 22, 1999 SUBJECT: Approve Transfer of Assets and Obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No. 4500-6X-3101, CDD-CP#98-69 San Paulo Area SPECIFIC REQUEST(S) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION I. RECOMMENDED ACTION: 1. APPROVE Master Agreement Re Transfer of Assets and Obligations ("Master Agreement'] between the Housing Authority of the County of Contra Costa ["CCCHA"], The Housing Authority of the City of San Pablo("SPHA"j, and the City of San Pablo. 2. APPROVE amendments to three (3) contracts of the SPHA["Contract Amendments"] providing for the assignment of said contracts to the CCCHA. 3. APPROVE transfer of title to real property and improvements from the SPHA to the CCCHA. 4. APPROVE assignment of New Housing Authority Bonds from SPHA to CCCHA and assumption of bond obligation by CCCHA and AUTHORIZE Executive Director to execute any documents necessary to effect the assignment and assumption. 5. ACCEPT Grant Deed from the SPHA to the CCCHA and DIRECT the Real Property Division of the Contra Costa County Public Works Department to have the deed recorded together with a copy of this Board Order. 6. FIND that the proposed transfer of real property will not have a significant event on the environment and that it has been determined to be exempt from the requirements of the California Environmental Quality Act pursuant to Article 5, Section 15061(b)(3) of the CEQA Guidelines. This Board further DIRECTS the Director of Community Development to file a Notice of Exemption with the County Clerk and DIRECTS the CCCHA to arrange for payment of the $25 handling fee to the County Clerk for filing the Notice of Exemption. Environmental documentation is attached. 7. AUTHORIZE Executive Director to execute the Master Agreement, the Cooperation Agreement, the Contract Amendments, amendment(s)to the CCCHA's Annual Contribution Contract with HUD, and any contract amendments or other documentation required by HUD and any other documents or instruments necessary to effectuate the purpose of the transfer on behalf of the Housing Authority of the County of Contra Costa, and to execute and record a Declaration of Trust in favor of HUD which will be an encumbrance on the real property. CONTINUED ON ATTACHMENT: X YES SIGNATURE: RECOMMENDATION OF EXECUTIVE DIRECTOR RECOMMENDATION OF BOARD COMMITTEE APPROVE. OTHER SIGNATURE(S): ACTION OF BOARD ON June 22, 1999 APPROVED AS RECOMMENDED XX OTHER VOTE OF COMMISSIONERS y,�UNANIMOUS (ABSENT - - - } I HEREBY CERTIFY THAT THIS IS A TRUE AND AYES: NOES: CORRECT COPY OF AN ACTION TAKEN AND - ENTERED N THE MINUTES OF THE BOARD OF ABSENT: ABSTAIN: COMMIISSIONERS ON THE DATE SHOWN. ATTESTED Tune 22 - - - - cc: FIED COPY PHIL.BATCHELOR, CLERK OF THE BOARD OF �:YY((1S"lli:Yi:llfv tti:iii(ii.FtS«':ifl(if7)iCtY'tt:lYl\'C1�:(lt'!I{{�riSii!f LtCNY77!SCI3f N'�3{Ctl COMMISSIONERS AND COUNTY ADMINISTRATOR in nn rEr in 11N ul!7rr n'MTS7 NIU. 11NI 11FLOR Clerk of the Ward of Sulwn-)rs sulci t'nnit\•Actminiwtramr 73y"Dgnny Cfrrk �)A6vB0:001*6 , DEPUTY V t -0 Continued: Board Order of the Housing Authority of the County of Contra Costa Continued: Board Order of the Housing Authority of the County of Contra Costa Re:Transfer of Assets and obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No.4500-6X-3101,CDD-CP#98-69 San Pablo Area Il. FINANCIAL IMPACT: Wallace Rowe and Associates, CPA completed a financial analysis of the existing financial operations of SPHA. This analysis, titled"Feasibility Study for the Housing Authority of the City of San Pablo"dated November 25, 1998, concluded: 1)The book assets exceed liabilities by $6,331,997 at June 30, 1998; 2)sufficient revenues should be generated to meet the Authority's operating expenses at least through June 30, 2002; 3) SPHA has been awarded HUD modernization grants totaling $1,256,000 (these funds will be used to fund capital improvements of the public housing developments over the next two years); 4) as of June 30, 1998, the agency's cash account balance was $286,355; 5)in addition to the public housing units, the assets of SPHA includes a 6,776 sq, ft. administration building was built in 1995 at a cost of approximately$1,850,000. In addition to the above financial considerations, other operational efficiencies are expected to contribute positively to the finances of CCCHA through this transaction: Proximity to services area: The proximity of the development to CCCHA's other developments(Las Deltas in North Richmond and Bayo Vista in Rodeo)and service area(CCCHA already operates the Section 8 Program in the City of San Pablo and surrounding West County areas)makes the acquisition of SPHA desirable. This transaction makes it possible to share management and physical resources, thus creating efficiencies. Administration building: Under a lease agreement, CCCHA has already occupied a portion the SPHA administration building with the CCCHA Waiting List staff. This is possible because the administration building is considerably larger than needed to house the small SPHA staff. it is only partially occupied. If the transfer is approved , CCCHA will accrue approximately $8,500 per month in savings, the cost of the previously leased space for our Central Waiting List Office in North Concord. This arrangement also provides an anchor site for CCCHA's west county operations. Economies of scale:A reduction of the monthly routine operational costs should be expected as a result of this acquisition. Based on the last audited financial statement for each entity, SPHA currently spends $362 a month for each unit under management while CCCHA spends only$318. Modernization Improvement Grants: SPHA currently participates in HUD's Comprehensive Improvement Assistance Grant Program (CIAP). CTAP is HUD's modernization program for Housing Authority's with less than 250 units. Under this program, grants are made on a competitive basis, making award amounts chancy. CCCHA, being a larger housing authority, gets its modernization funds through HUD's Comprehensive Grant Program (CGP). CGP funds are allocated on a formula basis. The main factor in the formula is the number of units. Hence, after SPHA assets are assumed by CCCHA, the CGP grant will increase in a proportionate amount, assuring an increased CGP amount. III. REASONS FOR RECOMMENDATIONS/BACKGROUND The SPHA was established on May 9, 1950. Since that time, the SPHA has administered a Public Housing Program subsidized by the United States Department of Housing and Urban Development(HUD)through annual contributions contract(s) ("ACC") , The program has 141 units under management. The SPHA also administers Comprehensive Improvement Assistance Programs (CLAP) subsidized by HUD for modernization of the existing Public Housing Program units and the construction of an administration building. The SPHA does not operate a Section 8 Rental Assistance Program, Moderate Rehabilitation Program or any other housing program. In 1991, at HUD's recommendation, by adoption of City Council Resolution No.91-89, the City of San Pablo took over interim management of the SPHA. The City thereafter asked the CCCHA to enter into a contract to manage the-`nanciai records, tenant account and computer systems of the SPHA. By Board Order dated March 11, 1997 an agreement for financial management services was approved and the CCCHA has been providing management services since that time. On August 19, 1997, the SPHA adopted Resolution 97-17 asking the CCCHA to investigate the feasibility of assuming full administration of the SPHA, including its assets, liabilities and contracts. On October 13, 1998 this Board authorized staff to investigate the feasibility of such a transfer and, if appropriate, to begin negotiating the terms of the transfer. Staff for the SPHA and the CCCHA have undertaken such investigation and negotiations and have developed a Master Agreement to provide for the transfer of assets and identified obligations to the CCCHA, and a Cooperation Agreement to -2- Continued: Board Order of the Housing Authority of the County of Contra Costa Re:Transfer of Assets and Obligations from Housing Authority of the City of San Pablo to the Housing Authority of the County of Contra Costa. Project No.4500-6X-31111,CCC-CP#98-69 San Pablo Area ensure the continuance of City services to the properties once title is taken by the CCCHA. The assets to be acquired by the CCCHA include three parcels of real property containing two housing developments, with a total of 141 rental units, and an administration building. The obligations include four contracts to be assumed by the CCCHA, including one for architectural services with H&Y Architects, two with Otis Elevator, and a services agreement with the Housing Authority of the City of Benicia. The SPHA's outstanding debt to be assumed by the CCCHA consists of the assumption of New Housing Authority Bonds issued in 1964 in the aggregate principal amount of$625,000 with final bond maturity scheduled for March 1, 2005. Based upon the original principal maturity schedule, the SPHA's bond counsel advises that$180,000 aggregate principal amount of bonds remains outstanding. The repayment amount for the outstanding bond amounts is paid directly by HUD. The foregoing actions are necessary to effectuate the goals and purpose of the Housing Authorities Law and to continue to meet the housing needs of persons of low income in the City of San Pablo. IV. CONSEQUENCES OF NEGATIVE ACTION: The housing needs of persons of low income in the City of San Pablo may not continue to be met in an efficient and effective manner. h:l�obmcmizVnso!tcelwinwordVbdordr spha.dx Mardi 9.4999 -3-