2004-102-Adopting A Below Market Price Housing Program Deed Restriction Agreement For Owner Occupied Units And Rescinding Resolution 1988-80RESOLUTION 2004-102
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS
ADOPTING A BELOW MARKET PRICE .HOUSING PROGRAM DEED
RESTRICTION AGREEMENT FOR OWNER-OCCUPIED UNITS
AND RESCINDING RESOLUTION 1988-80
WHEREAS, the Town of Los Gatos Zoring Ordinance :Sections 29.10.3000 through
29.10.3040 establishes a Below Market Price (BMP) Housing program to assist low and moderate
income Los Gatos citizens purchase homes at prices below market value; and,
WHEREAS, under Resolution 19.88-80 the Town Council adopted Below Market Price
Housing Program Deed Restrictions, with the purpose of maintaining Below Market Price Housing
units as affordable housing options for Los Gatos homeowners.; and,
WHEREAS, the Town Council now wishes to adopt revised Below Market Price
Housing Program Deed Restrictions.
.NOW, THEREFORE, BE IT RESOLVED that the Town Council of the Townof Los
Gatos (1) repeals Resolution 1988-80; and, (2) .adopts the Below Market Price Housing Program
Deed Restriction Agreement for Owner-Occupied Units attached as Exhibit A.
PASSED AND ADOPTED at a regular meeting of the Town Council of the
Town of Los Gatos, California, held on the 16 `h day of September, 2004 by the
following vote:
COUNCIL MEMBERS:
AYES: Sandy Decker, Diane McNutt, Joe Pirzynski, Mike Wasserman,
Mayor Steve Glickman.
NAYS : Done
ABSENT: Done
ABSTAIN: Done
SIGNED: i? ~`"~'~°"
MAYOR OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
ATTEST:
CLERK OF THE T'OV~ZN OF LOS ATOS
LOS GATOS, CA'~,IFORNIA
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EXHIBIT A
When Recorded Mail to:
TOWN CLERK
TOWN OF LOS GATOS
P.O. BOX 949
LOS GATOS, CA 95031
RECORDED WITHOUT FEE UNDER
GOVERNMENT CODE .SECTION 6103
TOWN OF LOS GATOS
BELOW MARKET PRICE HOUSING PROGRAM
DEED RESTRICTION AGREEMENT
OWNER-OCCUPIED UNIT
(APN NUMBER)
This Deed Restriction Agreement is made this day of , 20, by and.
between the Town of Los Gatos, a municipal corporation of the State of California (hereinafter
"TOWN") and. .(hereinafter "OWNER"), OWNER(s) of the real property
located at ,Los Gatos, California, which is more fully described
in Exhibit A attached hereto and incorporated by reference. Said real property (hereinafter
"PROPERTY") is hereby designated as a Below Market Price (BMP) Housing Unit subject to the
terms and conditions set forth herein.
RECITALS
WHEREAS, Town Code Sections 29.10.3000 et seq. establish the Below Market Price
(BMP) Housing Program described herein; and
WHEREAS, the BMP Program is administered by the TOWN to increase the supply of
housing affordable to families and individuals with low and median incomes by offering homes for
sale at prices which are below those otherwise prevailing in the market; and
WHEREAS, the purpose of this Agreement is to place certain use restrictions on the
PROPERTY, establish resale controls with respect to the PROPERTY, and reserve for the TOWN
an option to acquire the PROPERTY from OWNER in order to preserve indefinitely the affordability
of PROPERTY for persons of low and median income.
NOW, THEREFORE, in consideration of the mutua'1 benefits provided herein, TOWN and
OWNER agree as follows:
1. OWNER CERTIFICATIONS
OWNER certifies the following:
a. All financial and other information submitted by OWNER in order to qualify to
purchase the PROPERTY is true and correct as of the date first written above.
OWNER understands that any material misstatement or misrepresentation shall be
deemed to be a material breach of this Agreement and shall be grounds for declaring
a default, terminating this agreement, or seeking other such relief and remedies as are
appropriate under the circumstances.
b. OWNER shall .occupy the PROPERTY as the OWNER's principal place of
residence. TOWN may grants temporary waiver ofths occupancy requirement for
good cause in its sole discretion pursuant to Section 2 below. OWNER agrees that
TOWN shall have the right, from time to time, to .request reasonable verification
from OWNER that he/she remains the owner-occupant of the PROPERTY as
required by this Agreement.
2. LEASING OF PROPERTY
OWNER shall not lease, rent, sublet, assign or otherwise transfer the right of use or possession to
all or any portion of the PROPERTY without the prior written consent of the TOWN. TOWN may
consent if the action is necessary because of family or medical .emergency, temporary job transfer,
or other causes that the TOWN, in its sole discretion, considers acceptable. Leasing of PROPERTY
shall be considered. acceptable only under the following circumstances:
a. All leases must be authorized by the BMP Program Manager designated by the
TO WN to assume overall responsibility for the execution of this Agreementpursuant
to Section 15 of this Agreement.
b. OWNER shall only accept tenants qualified by the TOWN, or its assignee or
designee.
c. PROPERTY shall not be leased in an amount greater thamOWNER's monthly costs,
including. mortgage, homeowner's insurance, property taxes, homeowners dues and
a reasonable .allowance for utilities, not including. telephone or cable television
services.
d. Tenants are limited to persons whose income is below 100 percent of the County
Median Income for Santa Clara County Jurisdictions as defined by the United States
Department of Housing and Urban Development.
Any lease in violation of this Agreement is prohibited and shall constitute a default by the OWNER.
3. TRANSFER OF PROPERTY
For purposes of this Agreement, "transfer" means any voluntary or involuntary sale,. assignment,
conveyance, or transfer of .ownership or any interest in the PROPERTY, including, but not limited
to, a fee simple .interest, a joint tenancy interest, a life estate, a .leasehold interest, or an interest
evidenced by a land contract by which possession of the PROPERTY is transferred and OWNER
retains title. Any transfer without satisfaction of the provisions of this Agreement is prohibited.
a. Transfers by devise or inheritance will be permitted if all of the following terms and
conditions of transfer are satisfied within sixty (60) days of the transfer:
i. The Transferee shall occupy, establish, and maintain the use of the
PROPERTY as Transferee's principal residence;
ii. Transferee shall demonstrate to TOWN or :its designee that Transferee's
annual household income does .not exceed the income limits stated in the
Below Market Price Housing Program Guidelines in effect on the date of
transfer.; and
iii. Transferee will execute a Deed of Trust or other instrument satisfactory to the
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TOWN securing the covenants :and conditions of the TOWN.
If any of these terms and conditions of transfer are not satisfied, the transfer by devise
or inheritance will not. be permitted,
4. NOTICE OF INTENDED TRANSFER
Inthe event the OWNER intends to transfer the PROPERTY, the OWNER shall promptly notifythe
TOWN in writing of such intent. Said notice shall be personally delivered or sent by certified mail,
return receipt requested, to: Town Manager, Town of Los Gatos, P:O. Box 949, Los Gatos, CA
95031. OWNER's intent to transfer may be withdrawn by DWNER, provided that notice of
withdrawal is received by TO WN or its designee in writing prior to acceptance of transfer by TO WN
or its designee..
5. TOWN'S .PURCHASE OPTION
Except as provided herein, O WNER hereby grants and gives to the TOWN or its designee the :first
right to purchase the PROPERTY under conditions set forth herein for an amount determined in
accordance with Section 8 below.
a. If the TOWN, or its assignee or designee, decides to exercise its right to purchase the
PROPERTY:
i. It shall notify the OWNER by personal delivery or certified mail, return
receipt requested, of its intent to exercise the right within ninety {90) days
following the date of receipt of OWNER's .notice of intent to transfer the
PROPERTY;
ii. It shall open an escrow account within ninety (90) days of issuing the notice
of intent to purchase the PROPERTY. Once opened, the escrow must be
closedwithinnnety (90) days, unless both parties mutually agree, in writing,
to an extension of tune, Close of escrow shall mean the recordation of a grant
deed conveying the BM!P unit to the TOWN, or its assignee or designee;
iii. OWNER understands that final transfer of PROPERTY may not occur until
two-hundred seventy (270) days after the notice of intent to transfer has been
received by the TOWN.
iv. The OWNER may request that the TOWN accelerate the time periods
specified herein. 'The determination to accelerate the time period shall be at
the sole discretion of the BMP Program Manager. Any request for
acceleration due to hardship shall be requested by the OWNER, in writing,
not later than thirty (30) days from the date of receipt of the notification of
:intent to sell.. The BMP Program Manager shall make a determination and
notify the OWNER within ten { 10) business days of receipt. of the request for
a 'hardship acceleration that the request has been approved, denied, or that
additional .information is required to make the determination. In the event the
request is denied, the OWNER may submit further evidence and request a
reconsideration. In any case, the TOWN shall have a minimum of sixty {60)
days from the date of receipt of the new evidence or of the request for
reconsideration of a previously issued denial, whichever is later..
b. Closing costs and title insurance :shall be paid pursuant to the customs and practices
in the Town of Los Gatos. OWNER shall bear the expense of providing a current
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written report of inspection by a licensed Structural Pest Control Operator. All work
recommended in said report to repair damage caused by infestation or infection of
wood-destroying pests or organisms found, and :all work to correct conditions that
caused infestation or infection, shall be done at the expense of the OWNER. Any
work to correct conditions usually deemed likely to lead to such infestation or
infection, but where no evidence of infestation or infection is found with respect to
such conditions, is not the responsibility of the OWNER, and such work shall only
be done if requested by the buyer and at the expense of the buyer. The buyer shall
be responsible for any prepayment fees-.imposed by any lender by reason of the sale
of the PROPERTY.
c. The TOWN, at its sole discretion, reserves the right at any time during this process
to assign its right to :purchase to:
i. A government agency or non-profit organization; or
ii. An individual buyer who meets TOWN eligibility qualifications pursuant to
the procedures and criteria in effect for the BMP Housing. Program at the
time the notice of intent to purchase the PROPERTY is issued to the
OWNER.
iii. In the event the initial designee fails or is unable to complete the transaction,
the TOWN reserves the right to reassign the right to another eligible,
qualified buyer, provided the opening of the .escrow is not postponed longer
than. ninety (90) days after the OWNER. is notified of the TOWN's decision
to purchase the PROPERTY.
iv. In the event the TOWN postpones opening of escrow and is unable to select
such an assignee, TOWN retains the right to open escrow and complete the
purchase, provided such escrow is opened within ninety (90) days and the
sales transaction is completed within two hundred seventy (270) days from
the date of receipt of OWNER's intent. to transfer the PROPERTY.
d. In no event shall TOWN become in any way liable to OWNER, nor become
obligated in any manner, by reason of the assignment of its right to purchase, or for
any .failure of TOWN or TOWN's assignee to consummate a purchase of the
PROPERTY or comply with the terms of any purchase and sale.agreement. Nothing
in this Agreement shall be construed to obligate the TOWN to purchase any unit in
the eventabuyerpartcpating intheBMP Housing Program fails to complete actions
to close escrow.
e. Until such time as the TOWN's right to purchase is exercised or waived, OWNER
may encumber title to the PROPERTY for the sole purpose of securing financing by
OWNER, in an amount up to 90% of the below market rate price as would be
.determined under the provisions of Section 8 at the time the ien or encumbrance is
placed against the BMP unit. The BMP unit may be refinanced only up to 90% of
the below market value regardless of the actual full market value of the BMP unit.
However, in the event of foreclosure or transfer of deed in lieu of foreclosure, the
provisions of Section 12 of this Agreement shall govern.
f. The provisions defined herein granting the TOWN the first right to purchase the
PROPERTY, established :for the purpose of providing and preserving low income
housing, shall remain in effect indefinitely.
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6. FAILURE TO EXERCISE PURCHASE OPTION
If the TOWN or its designee does not exercise its right to purchase the PROPERTY within ninety
(90) days of the date of receipt of OWNER's notice, or an escrow account is not opened within
ninety (90) days of the date the TOWN notifies OWNER of its intent to purchase, all restrictions,
resale controls, and other terms of this Agreement shall cease and become null and void and of no
further effect. as to the PROPERTY, unless the time ;period has been extended by mutual, written
agreement of the parties, .and OWNER may sell the PROPERTY to a person of his/her choosing in
a manner free from any and all restrictions contained in this Agreement.
7. OWNER'S OBLIGATION TO COOPERATE
At all times following receipt of TOWN's notice ofintent to purchase the PROPERTY, OWNER
shall ensure that the PROPERTY is clean, in good repair, and available to be shown to prospective
buyers. OWNER shall cooperate with the TOWN and its respective officers, employees, and
representatives, Failure to comply with these conditions shall be deemed a material breach of
OWNER's obligations pursuant to the terms of this Agreement, and upon determination by the
TOWN that OWNER has failed to comply with any of the above conditions, TOWN shall notify
OWNER that the time periods stated in Section 5 herein shall be tolled, and the applicable time
periods extended accordingly, until OWNER has complied with all of the conditions of this
Agreement, Acts by OWNER which shall be deemed to be a breach of this obligation include, but
are not limited to:
a. Failure to make the unit available for showing to prospective buyers upon reasonable
notice;
b. Willful or deliberate actions to dissuade prospective buyers from purchasingthe unit;.
and
c, Failure or refusal to return telephone calls, complete forms, provide required reports,
or perform other actions ordinarily required by a party to a real estate transaction in
a timely manner.
In addition to tolling the applicable time periods, the TOWN may pursue .any other remedies for
breach specified in this Section.
8. PRICE
The resale price shall be paid in cash at the close of escrow or as otherwise agreed by the parties and
fixed at the .lowest of the amounts .determined by the four methods described below:
a. Method 1 -Appraisal;
The TOWN or its assignee or designee may have an appraisal made by an
independent .appraiser of its choice to establish the fair market value of the
PROPERTY; cost is to be borne by the TOWN or its assignee or designee. Whether
or not to determine the fair market value. of the property is at the discretion of the
BMP Program Manager. The OWNER may also have an appraisal made by an
appraiser ofher/his choice withthree (3) or more years of experience appraising real
property for purposes of financing, purchasing, or determining value in condemnation
proceedings to establish market value; cost is to be borne by the OWNER. If
possible, the appraisal shall be based upon the sales prices of comparable properties
sold in the market area during. the preceding three-month period. If the TOWN and
OWNER cannot reach agreement on the fair market value of the PROPERTY, the
average of the two appraisals shall be termed the market price.
b. Method 2 -Median Income Index:
The resale price shall be determined by adjusting the original purchase price paid by
the O WNER to compensate for the percentage increase, if any, in the Median Income
Index for Santa Clara County Jurisdictions,. as published by the United States
Department of Housing and Urban Development for the years the O WNER has lived
at the PROPERTY. The Index prevailing on the date of the OWNER's purchase of
the PROPERTY shall be compared with the latest Index prevailing on the date of
receipt by the TOWN of notice of intent to transfer. The percentage increase in the
Index, if any, shall be computed and the original purchase price shall be increased by
the same percentage; provided that the price is not lower than the original purchase
price.
c. Method 3 -Consumer Price Index:
The resale price shall be determined by adjusting the purchase price paid by the
OWNER to compensate for the percentage .increase, if any, in the cost of living as
measured by the Housing Component of the Consumer Price Index for the San
Francisco-Oakland-San Jose area, as published by the United States .Department of
Labor, Bureau of Labor Statistics. The Index prevailing on the date of the O WNER's
purchase of the PROPERTY shall be compared with the latest Index available on the
date of receipt bythe TOWN of notice of intent to transfer. The percentage increase
in the Index, if any, shall be computed and the original purchase price shall be
increased by the same percentage, provided that the price is not lower than the
original purchase price.
d. Method 4 -Maximum Affordable Price;
The resale price shall not exceed the maximum affordable sales price for the income
category and unit type within which the PROPERTY was originally sold, as such
prices are reduired to be determined pursuant to the resolution ofthe Town Council
of the TOWN .:establishing the TOWN's Below Marl{et Price Housing Program
Guidelines in effect on the date that the TOWN is notified of the OWNER's intent
to transfer.
9. PRICE ADJUSTMENTS
a. Improvements:
The sales price of the PROPERTY shall be increased from the base price by the
dollar cost to the OWNER of any improvements, appliances,. fixtures, or edupment
permanently affixed to the PROPERTY{the "IMPROVEMENTS"), ifthat cost is in
excess of one percent (1 %) of the price OWNER paid for the PROPERTY, minus
estimated depreciation of such IMPROVEMENTS. Depreciation estimates shall be
based upon an assumed fifteen (15) year economic life forany such improvement and
calculated on the straight line basis from the date of completion of installation to the
date the TOWN receives notice from the OWNER of intent to sell the PROPERTY.
Receipts for payment of the cost of such IMPROVEMENTS must be submitted by
the OWNER to the TOWN within fifteen (15) working days of the receipt by the
TOWN of notification of intent to sell if the depreciated cost of such
IMPROVEMENTS is to be added to the base price in determining the purchase price
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of the PROPERTY,
b. Deferred Maintenance.:
Upon receipt of notice of OWNER's intent to sell, TOWN or its designee shall be
entitled to inspectthe PROPERTY. TOWN or its designee shall have an opportunity
to determine whether:
i. all plumbing, electrical and heating systems are in working order;
ii. any violations of applicable building, plumbing, electric, fire, or housing
codes exist;
iii. all appliances which were originally furnished to OWNER as part of the
PROPERTY, or any replacements thereof, are in working order;
iv. walls, ceilings, and floors are clear and free of holes or other defects (except
for holes typical of picture hangers);
v. doors, window screens, and similar appurtenances are cracked, broken, or
torn; and,
vi, carpets, .drapes, and similar features which were originally furnished to
OWNER as part of the PROPERTY, or any :replacement thereof, are clean
and free of holes, tears, or other defects.
In the event deficiencies are noted, the TOWN or its designee shall obtain estimates
to cure the observed deficiencies. The OWNER shall cure the deficiencies in a
reasonable manner acceptable to TOWN or designeevvithin thirty (30) days of being
notified of the results of the inspection, but in no event later than close of escrow.
Should OWNER fail to cure such deficiencies prior to the scheduled date of close of
escrow, atthe option of TOWN, its designee or assignee, escrow may be closed, title
passed and monies paid to the selling OWNER subject to the condition that such
funds as are necessary to pay for curing such deficiencies (based upon written
estimates obtained by TOWN) shall be withheld from the monies due the selling
OWNER and held bythe escrow holder for the purpose of curing such deficiencies.
TOWN, its designee or assignee, shall cause such deficiencies to be cured and upon
certification of completion of work by TOWN,. escrow holder shall utilize such funds
to pay for said work. Any remaining funds shall be paid to the selling OWNER. No
other payment shall be due said OWNER.
10. INSURANCE
OWNER shall maintain in full force and effect a policy of fire and extended coverage on the
PROPERTY until such time as the PROPERTY is sold to the TOWN, its assignee or designee, as
allowed under this Agreement.
11. ENCUMBRANCES AND TAXES
OWNER .shall pay in a timely manner all amounts due under any mortgage or deed of trust
encumbering the PROPERTY and.all real property taxes and assessments. Recordation of a notice
of default under any deed of trust with a power of sale encumbering the PROPERTY shall constitute
an event of default.
12. FORECLOSURE
a. TOWN s11a11 cause to be filed for record in the office of the Recorder of the County
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of Santa Clara a request for copy of any .notice of default and of any .notice of sale
under any deed of trust or mortgage with power of sale encumbering the
PROPERTY, pursuantto Section 2924(b) of the California Civil Code. Such request
shall specify that any such notice shall be mailed to Town Manager, Town of Los
Gatos, P.O. Box 949, Los Gatos, CA 95031. Any notice of default or sale :given
pursuant to Civil Code Section 2924(b) shall constitute a notice of intent to sell
hereunder, and the TOWN may exercise its right to purchase PROPERTY prior to
any trustee's sale, judicial foreclosure sale, or transfer by deed in lieu of foreclosure.
b. In the event of default or foreclosure, the TOWN, or its assignee or designee, .shall
have the same right as the OWNER to cure defaults and redeem the PROPERTY
prior to foreclosure sale. Such redemption shall be subject to the same fees, charges,
and penalties which would otherwise be assessed against the OWNER. Nothing
herein shall be construed as creating any obligation on the part of the TO WN to cure
any such default, nor shall this right to cure and redeem operate to extend any time
limitations in the default provisions of the underlying deed of trust or mortgage. The
TOWN, or its assignee or designee, shall be entitled to recover from the OWNER all
costs incurred in curing any such default.
o, If the TOWN elects not to exercise its right upon such default, any excess proceeds
to which the OWNER may be entitled pursuant to the Code of Civil Procedure
Section 727 shall be paid to the TOWN. Excess proceeds means the amount by
which the foreclosure proceeds exceeds the purchase price that would have been
payable to the OWNER if the TOWN had purchased the PROPERTY on the date of
the foreclosure sale.
d. In the event the TOWN, or its assignee or designee, having been duly notified of an
impending .sale and fully able to exercise its rights hereunder, fails to exercise its
:right to purchase or prevent foreclosure or trustee's sale, a completed action of
foreclosure or trustee's sale shall render this Agreement and the restrictions imposed
thereby to be null and void and of no further force or effect. The subsequent bona
fide purchaser for value shall take title to the PROPERTY free from any and all
restrictions contained in this Agreement.
13. DESTRUCTION OR'TERMINATION OF PROPhRTY
a. If the PROPERTY is destroyed, and insurance proceeds are distributed to the
OWNER instead of being used to rebuild; or
b. If the PROPERTY is condemned, and the proceeds are distributed to the OWNER;
or
c. If the !PROPERTY consists of a unit in a condominium project, and the project is
destroyed, the association liquidated, and the assets distributedto the members of the
:association, :including the OWNER; then
Any excess proceeds remaining .after payment of encumbrances on the PROPERTY shall be
distributed to the TOWN. Excess proceeds means the amount by which the insurance,
condemnation, or liquidation proceeds exceed the purchase price that would .have been payable to
the OWNER if the TOWN had purchased the PROPERTY on the date of the destruction,
condemnation valuation, or liquidation.
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14. .DEFAULT UNDER THIS AGREEMENT
Any transfer which is not in substantial compliance with this .Agreement shall be deemed a
"prohibited transfer," At any time .after receiving. actual notice of a prohibited transfer or of any
violation. of this Agreement, the TOWN shall give written notice to the OWNER specifying the
nature of the prohibited transfer or other violation of this Agreement. If the violation. is not corrected
to the satisfaction ofthe TOWN within ten (10) days after the date of the notice, or within such
further time as the TOWN determines in its sole discretion to be necessary to correct the violation,
the TOWN may declare. in writing a default under this Agreement. Upon the declaration ofa default
under this .Agreement, the TOWN .may apply to a court of competent jurisdiction for specific
performance of this Agreement for an injunction prohibiting a proposed sale or transfer in violation
of this Agreement, for a declaration that the prohibited transfer is void, or for any such other relief
as may be appropriate.
15. PROGRAM MANAGEMENT
As of the date first written above, TOWN has designated the Community Services Director to serve
as BMP Program 1Vlariager with overall responsibility for the progress and execution of this
Agreement.
16. PROHIBITIONS ON BONUS, COMMISSION, AND FEE
OWNER shall not pay any bonus, commission, or fee for the purpose of obtaining approval of
OWNER's application for the PROPERTY, or any other approval or concurrence required by the
TOWN in connection with this Agreement.
17. SUPERIORITY OF AGREEMENT
The TOWN and OWNER covenant that they have not and will not execute any .agreement with
provisions contradictory to or in opposition to the provisions of this Agreement, and that in any event
this Agreement is controlling as to the rights and obligations between the TOWN and OWNER.
18. SEVERABILITY
If any provisions contained herein are for any reason held to be .invalid, illegal, or unenforceable in
any respect by a court of competent jurisdiction, then such provisions shall be deemed severable
from the remaining provisions contained in this Agreement, and this Agreement shall be construed
as if such .invalid, illegal, or unenforceable provisions had never been contained herein, and the
remaining provisions shall continue in full force.
19. APPLICABLE LAW
This Agreement shall be interpreted under and pursuant to the laws of the State of California.
20. LEGAL ACTION
If any legal .action is commenced to interpret or enforce the terms of this Agreement or collect
damages as a result of any breach of this Agreement, then the prevailing party shall be entitled to
recover against the party not prevailing all reasonable attorney's fees and costs incurred in such
action, not to exceed Seven Thousand Five Hundred Dollars and No Cents ($7,500.00) in total. The
venue for any action to enforce the terms of this Agreement or collect damages shall be in the
Superior Court of the County of Santa Clara, California.
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21. WAIVER
No failure on the part of either party to exercise any right or remedy :hereunder shall operate as a
waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or
default under this Agreement constitute a continuing waiver of a subsequent breach ofthe same or
any other provision of this Agreement.
22. ENTIRE AGREEMENT
This Agreement, including Exhibit A attached hereto, sets forth the .entire agreement between the
parties and supersedes al'1 other oral and written provisions. No other terms or conditions shall be
deemed to apply, unless by a mutually executed, written amendment, modification or superseding
agreement which references this Agreement.
23. NOTICES
All notices, demands, and communications between the parties hereto shall be sent by certified mail,
return receipt requested, to the addresses set forth after the signatures on this Agreement. Any party
changing its address shall forthwith give written notice to the other parties herein.
24. OWNER ACKNOWLEDGMENT
OWNER, by accepting title to the PROPERTY, understands that under the BMP Housing Program,
the OWNER is able to purchase the PROPERTY for a price less than its full market value. In
consideration for receipt of this benefit, O WNER acknowledges that on a subsequent transfer of the
PROPERTY, OWNER will :not be entitled to .receive full marleet value for the PROPERTY.. The
purchase price authorized hereunder will not increase or decrease in the same manner as other
similar real property which is not encumbered by this Agreement. OWNER further acknowledges
that atall times in the setting of the purchase price, the primary objective of this Agreement is to
provide housing to low and median income persons at affordable cost.
25. COVENANT RUNNING WITH THE LAND
The terms and conditions set forth herein are intended to run with the land and shall bind the
OWNER and all successors, heirs and grantees. These terms and conditions shall be made part of
each deed subsequently recorded and shall bind each successor in interest until the recordation of
a subsequent and superseding agreement. or other covenant instrument.
26. SUPERSESSION
This Agreement shall supersede any and all resale agreements, Deed of Trusts, deed restriction and
other similar conditions and/or restrictions previously imposed on the PROPERTY, whether or not
such .instruments were recorded.
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IN WITNESS WHEREOF, the TOWN and OWNER have executed this Agreement as of the date
first written above.
Approved as to Content:
By:
--
Debra J. Figone, Town Manager
Town of Los Gatos
P:O. Box 949, Los Gatos, CA 95031
Regina A. Fallcner
Community ..Services Director
Approved as to Form:
Orry Korb, Town .Attorney
Attest:
MARIAN V. COSGROVE
CLERK OF THE TOWN OF LOS GATOS
N;\CSD\BMP\Core Documents\proposed deed restrictions 04,wpd
By:
OWNER
Address;
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August 5, 2004