HomeMy WebLinkAbout03 - JOINT PH - AGMT Downtown Inc and Loan AgmtPublic Hearing ~- Amendr~ent of Downtown
Management District Plan, Management agreement
with Downtown Inc., and loan Agreement
lay ~.~, 209
Page
~~~USI~1~
~n December 1,5~ OO, the city council adopted a resolution establishing
the Downtown ,Santa Ana community ~Ianagemer~t Dzstr.ict ~CNlD~ and the levy
~~ an assessment of the property owners within the D~.str~,ct to fund
var~.ous act,~vities in the Downtown. The ~~~ plan provided that the
initial tai assessment was to be levied in F ~~-~9, and the operating
term of the cMD w~ ~a~luary 1 f ~0~ t0 Dece~rlber 1, ~~.~,
Downtown Inc. is the newly created non~prof~,t organa~~atio~n that will
oversee the expenditure of the assessments collected during the five
dear term of the c~lD, The Hoard of Downtown Inc. recently taa an
action to defer the assessment levy until FY ~~~--~.~~ with the first
install~aent being due in ~ctobea~ ~~ The Hoard felt that the new
assessment nay place an undue hardship an the property owners ~.n the cMD
due to current challenging economic conditions. This charge in
assessment levy necessitates an amendment to the cMD plan approved by
the pity council ~Ehibit ~.~ . Further, the operating term of the c~ID
must also be modified to now reflect January ~., bolo to December 1,
X14.
Since the deferral. of the first year' s assessment to the property owners
~.n the 1~D would net y~.eld funds until January X010, each director on
the Board has agreed to made a loan to the corporation in artier to begin
implementat~.or~ of the cMD activities in calendar year ~~~~. The loans
are based on the ar~aunt of the first year' s assessment and wi11. be
repaid by the fifth gear. These loans gill generate approximately
~.~~, boo, which w~.11 be used for administrative, aperatzng, corporate
start-ups and ~tarl~eting~promational. activities as outlined on Exhibit ,
The funds will enable Downtown Inc. to hire a new f fu1.1-time Executive
Director along with a support staff person as weld. as assuming certain
basic services currently provided by the city,
The c~,ty ,is the rec~.p~.ert of the annum. property tai assessments
therefore it is necessary to eater into a management agreement with
Downtown Inc. to oversee the implementation of the fzveTyear program as
authorised when the cMD was established. The decision to levy the
assessment w.i~.x be determined by the city council on an annual basis and
w~.ll be based on a program budget developed by Downtown Inc.
3-2
~~.~.~ ~~~~.~~ ~- ~mend~nent of downtown
~.na~ement Eistrict Flan, Management A~reemer~t
with Dpwntown Inc,, and Loan agreement
NIa 18, ~0~
Fade ~
Notice of the ~~b1ic hearing was ~u~lished in the grange ount e~orter
on Mai S and Nay 15, ~~~~, ~~rsuant to eotion i~11 of the Santa Ana
~r~i~ipal Code .
FI~CAI~ IFA~
E~ands are a~railahle in acoount no. 4~7--~~3--~~~~. for the fit{ s gortion
of the .can; the ~genc~ s loan will ~e provided fx~o a~~~t~nt ~~. ~~-
AFFR~~IED AS T~ EU~]DS A1~D I~oOT
~n hia ~. el~on
Deput~r ~it~r 1~anager for
~e~relop~tent Services
ommunit~r De~re~.~~ment ~~~
,;
T
~`ranc~sco utlerre~
Executive l~a.xctor
F'.inance and Management serv~,~es Agen~
CJN/NTE/TE/m1r
3-3
THIS P~ LEFT BLIP I~ITEI~TI~l~AI~If
3-4
DOWNTOWN SANTA ANA
COMMUNITY MANAGEMENT DISTRICT
THE MANAGEMENT DISTRICT PLAN
~'orm~d (lr~a~r ~r~~a~~r ~ ~~ ~~~ n~~ ~r~~ ~~n~c~p~~ ~d
P~e~~re~ ~~
~d~v~ra~ ~~~~~~~ P. ~. ~t~af ~'~ ~~~~
~~ ca~rd~r~ati~r~ u~rith the
Management District Formation Committee
Originally Adopted -August 2008
Amended -May 2009
~~hibit ~
The Da~rt~to~rn Santa Ana ornm~r~ity Management Dis#rict
Amended Management Dis~ricf P[an
May 2009
Table of Contents
Introduction
Map of the District ar~~ Parcels Affected
~. Name of District
Description of ~aundaries and Benefit ~cnes
D. List of improvements and Activities Proposed for ~ac~ dear of ~peratior~ and
airnurn hosts
E. Total Annual Arr~ount Proposed for Innproverner~tst Maintenance and
peratio~s for Each bear of ~peratior~
I+, Proposed o~rces of Financing, lncl~ding Method and Basis of Levying of
l~ssessmer~t
Time and Manner of collecting Assessr~er~ts
~-l. Proposed Rules and Reguiatier~s to be Applied to the District
I, ontir~uatian of Levy Specifically for Maintenance of lrnproements
constructed by the District
~. Type and Tenn of District and Shoeing Specific ~luml~er of'~ears
ssessrnents I~Ifiil ~e Levied
1, Proposed Tiraeli~e for Ir~ple~ner~tation and en~pletior~ of Management
District Plan
L. ornm~nity Management District overnar~ce
ether Iterns
~ppendi~c ~ -List of Parcels Including Pablicly awned Parcels
Apper~di~c ~ - ~ngineer~s Report
Z
Introducffon
Offering ~ variety of services and amenities for visitors, businesses, and residents,
Dovuntov~n Santa Ana is a quaint, historic, het bustling area located in the heart of the
Santa Ana, the co~[nt seat cf orange ount~. Dontov~n Santa ~~ is hone to a
vibrant ~.atino shopping district, the Artists Village, mayor office centers, and financial
institutions. Dov~nto~rn is also hone to federal, State, ount, and municipal courts and
administrative offices.
A ~or~munit N[anagen~ent District ~ID~ funds special services that address specific
needs of corrrrnercial centers. These services may include special `clean and Safe"
prograrrrs like enhanced maintenance, landscaping, and security; vital ~corrornic
Revltali~ation programs intended to prorr~ate customer and in~restor confidence, such as
business assistance and attraction, education and information, paring prograrrrs, and
the file; and, of course, Iarl~eting and Prarrrotion programs and activities designed to
increase awareness and sales. iarl~eting and Promotions pragrams carp include
special events, holiday celebrations, ~rusic and arts festivals, conrrprefrensi~re
advertising, branding, public outreach, and rrrore. ~ ID also facilitates coordination
among various interests such as qty departments, elected ofl:icials~ cornmurrit~ groups
and business leaders to accomplish its goals. This strengthens relationships= `[ncreaes
cooperation, and integrates the various of€orts to thoughtfully improve the district.
IUD gill provide financial and administrative resources to partner with public and
private organisations to bring baclt the vitality of this liver shopping district,
In ~ ~, a n~erchant~based Business Ir~proverYrent District was establisf~ed in
Dovuntorn Santa Ana and continues today. originally managed ~ the Dov~nto~rn
Santa Ana Business Association, in recent gears program implerr~entat'ron
responsibilitiesbave been divided wrong different geographical acrd rrrar~et sectors.
In ~~, after a number years of econorrric struggle to revitalise Downtovun Santa Ana,
there developed an interest in establishing a Property and Business Irrrprovement
District ~PB[D. Propert~r ornery formed a proponent group and approached tfre City's
Camrnurrity Developrrrent Agenc~r for assistance to engage a PBID advisor. The it of
Santa Ana approved hiring a consultant to v~orl~ with Donton staleho[ders in
establishing a near district. Property ovtirners, in partnership v~rith local merchants rid the
City, worl~ed together to launch a new effort to create a district. A Formation Cornrrrittee
eras established to direct and advise on the creation of this l~lanagerrrent Plan, In June
og~, the CID Forrrration Committee requested that the City of Santa Ana amend the
l~llunicipal Code to enable the establishment of Cornrnunit ~lianagerrrent Ditr"rots. The
pity Council began the an~endrnent process in July ~oo~.
The fcrmatien of the Donto~rn Santa Ana omrrlurrity Iarragernent District r~rill serve
to enhance the commercial district thereby Increasing cornrerce and prosperity,
B. Name of District
The name of the ne~u District shall be The ~o~rnton Santa Ana o~nmunfty
Mar~ager~ent district.
C. Description of Boundaries and Be~efi# Zones
The ~o~rnton Santa Ana community Management Distrfct includes ~ totaf of
2 parcels represented ~~ ~ ~ individuaf propert~r o~rners. U11ith some minor
ecfusions resulting frvrn essential houndar~r ad~ustn~ents, the ~istri~t generally
includes all parcels l~etv~een Walnut Street on the souti~r i~ic tenter drive on
the north, Mortimer Street on tl~e east ar~d Flo~rer Street on the west. Ti~is area
represents the core of the greater ~ornton and is unique in its combination of
retail, entertinrr~ent, government, ar~d professior~alloffice uses a well as its
diversity of marlet sectors:
The entire District comprises a single benefit gone. Alf parcels ~rithin the ahove-
mentioned boundaries shall ~e assessed to fund special benefit services as
outlined in this plan, excluding or~~y those properties or~ed, occupied b~ and
operated as ~ federal, State, bounty and municipal government. services vuill be
pro~rided only to those properties paring into the aesn~er~t fund; no services
shat[ he provided outside the Distr`fct boundaries.
The ~ovuntavvn Santa Ana omrnunit Mar~agen~ent District encompasses most
properties Within tl~e following general description boundaries:
Flo~rer Street on the vuest
- First Street frorr~ Flower Street to Birch Street and Valnut Street from
Broadvua~ to grange Street on the south
Maple street from 1I1~alnut Street to First Strut, the easterly propert~r line of
the cornrnerciaC center l~norn as aov~nto~vn Fla~a, and Mortimer Street from
Thin Street to Santa Ana Boule~rard on the east
Santa Ana Boulevard from Mortimer Street to bush Street and civic tenter
Drive from Bush Street to fy louver Street on the north
The above description i general and does not account for minor exclusions and
inclusians.
)lore precisely, the boundaries are described as fallaws;
Beginning at point where the westerly ri~i~tyof v~ra line of Flevuer tret
in#ersects w[th the northerly right-off way line of uric eater Drl~re, theme
southerly along the westerly right~af"way line of Flower street to ~ point where it
intersects with the southerly right~f-via line of first tr~et, th~r~~e e~~ter[
a[or~g southerly right-of-a line of Fiat street to point u~l~er~ it inter~e~t with
center line on the alley k~isecting Block ~~, thence southerly along the centerline
of said alley to a point wi~ere it intersec# with the southerly right-e~ ~u~ ling ~f
11alnut Street, thence easterly along the sautherly right-at way line of ~11~alnut
street to a paint where It intersects with the westerly right-at way line of grange
Sfrcet, thence r~ar~herly along the westerly rightof-vu~ line of range street t~ a
paint in alinent with an e~ctension a# the southerly property line of Parcel
iUumher g~-~~7-g~, theme easterly along said line, continuing along the
southerly property line of Parcel [umber g8R~~7~g~ tv a point where it
intersects with the easterly right-of-~ra~ line of the ~Iler ire Ioelt ~~7, theme
northerly along the easterly right-of-~r~}r iir~e of aid ~Ile~r to ~ point ~rhere it
intersects with the southerly right-of way line of First street, thence easterly
along the saatherly right-~of~~ra lire of First street t~ a paint in alignrr~ent Frith are
extension of the easterly property 1'[ne of Parcel f~rr~ber g~-g8-~ g, thence
northerly along said line across First Street and continuing norkherly along the
easterly property line of B[oclc ~~ to a paint intersecting with the sa~therly right-
of may [it~e of Third Street, thence westerly along tl~e southerly right-off way line
of Thin Street to ~ point where it intersects with the easterly right-af way Line of
French Street, thence northerly along said easterly right~of way line of French
Street tc a point where [t intersects with the southerly property line of Parcel
I~rnher g8-~g7'~g, thence easterly aicng said so~therC~ property line of Parcel
lVurnher X98-SgT~g to a point where it meets the easterly property line of said
parcel, thence northerCy along said easterly property line of Parcel IVamber g~~
g~-g~ to a point where it intersects with the southerly right o~ w~y~ Line of Fourth
Street, thence easterly along the southerly right-of-~va}~ line of Fo~rti~ street to a
pczr~t where it intersects with a point in allgnn~ent with an e~ctensian of the
easterly right-af ~v Ilne of I~liartirner treetf thence northori}~ aior~g said line
across Fourth Street along and contCn~ing northerl~r along the easterly right-af-
way Cine of ll~ortimer Street to a point where it intersects with the northerly rlght-
of-line of ar~ta Aria oiovard, thence u~esterl along the narti~eri right-off line
of Santa Ana Boule~rard to a paint vuhere it intersects with the easterly rlght~af
line of Bush Street, thence northerly along the easterly rigl~tvf4way line of Bush
Street to a po'[nt where it intersects with the northerly rightRof~line of eighth
Street, thence westerly along the northerly right-a~ v~ra line of ~la~hth street to a
point where it intersects with the westerly right-c~ line of lain Street, thence
southerly along the westerly right-of»vua}~ line of Fain Street to a point ~rhere it
intersects with the r~ortheriy property line of Parcel iun~her g~44~g=thence
westerly along said nort[~erly property line of Parcel I~lun~ber g8µ44~g ar~d
Parcel E~lumber g~-X44-g~ rid extending across Sycamore Street and
cantinuir~g westerly to a point where it intersects with the northerl~r right~of~way
S
line of civic tenter give, thence along the northerly right~of~v~ra line of civic
tenter give westerly to the point of beginning,
D. List of lmpro~ements and Activities Proposed for Each Year of
Operation and Maximum Costs
A description ~f lmproven~ents is ~ fello~rs;
~. Il~aintenance and Landscaping Services
laintenar~ce n~a}~ include side~rallt seeping and pressure uvashing, Burn
removal, graffi#i abaterr~ent, trash andlor bully item removal; the v~ratering,
Breeding and pruning of all trees and plantings alleylr~edianlparl~a}~
maintenances litter and debris picl~~up; trash receptacle collectienldisposal
and maintenancelreplacementF and oti~er rr~aintenance and landscaping
issues that may arise,
each rr~aintenance service v~il1 assist in beautifying the ~c~rnton district
and enl~ar~cing the image of the con~n~ercial core. This activity is
designed to increase customer comfort v~ithin the greater ~c~rnto~rn v~hich
rili, in turn, increase cor~rnerce end help to attract and retain near
businesses and patrons v~rithin the district. These maintenance services
gill ~e provided only Within the district; therefore, these services constitute
"special benefits" to tine assessed parcels.
. ~larl~eting and Promotions
This activity is intended to enhance the image of ~o~rntorn Santa Ana
through sophisticated rnar~eting, advertising and branding of the
~o~rntovun. it v~ill heighten the e~cciterr~ent and pleasure of the customer
and visitor experience b gray of holiday celebratians, special events,
festivals, prorr~etions and sales, art shows, live music, and slrnIlar
custat~er attractions This activity also includes these types cf
supplemental activities such as nevrsletters, visitor guides, graphics arts
materials, business improvement ~rorkshops, and the lilte,
. Do~rntorn 1~r~hassador Program
l~niforr~ed customer assistance Ambassadors gill provide a variety of
business and customer support services by assisting patrcr~s and
employees, supporting APB crime prevention efforts to reduce the
incidence of crime and nuisance activities, and productively addressing the
challenges associated Frith street populations. deployment of Do~rnto~vn
~rnhassador can include highl}~ visible foot, bic~rcle or eg~ray patrols that
v~ill provide service during critical, highyimpact periods, The initial
deployrr~ent will be v~hen their services are rr~ost needed. Attu! days and
ties are still to be determined, but Ambassador assignrr~ents carp change
as necessary.
Tl~e Downtown Ambassador grogram gill assist in creating ~ safe and
secure environment throughout the Dou~rntown area and, hence, will
enhance the ecanomic revitaCization. This activity is designed to increase
vehicular and pedestrian traffic vuithin the District ~rhicl~ vrlll increase
comrr~erce and help to attract neu~r and retain existing businesses and
patrons. Tf~is Ambassador Progrann vuiii be provided onCy within the D
boundaries; therefore these services constitute 'special benefits" to the
assessed parcels.
~. Physical enhancement Amenities
The Physical Enhancement category consists of capital improvements that
nay include tree~landscape planting additional street furniture, fixtures
and equipr~ent, and other streetscape ar~enitles tine Board deems
appropriate, These amenities include light pole and skyline banners,
adver~isir~g and information l~iosCts, decorations, directories, and special
lighting.
These improvements will 1~eautify and enhance the image of Downtown
Santa Ana and tl~ereb}~ increase pedestrian and vehiculartraffic tc the
Distric#, This ao#ivit is ~esi~ne~ to enhance fhe shopping e~cperience
within the District boundaries, Because the ~Clyioal Enl~ancet~ent
program will be provided only within the District, these irnprovernents w[Il
constitute `special benefits" to the assessed parcels.
~. Administration and operations
lnciuded in the Adr~inistration component are the costs for an Executive
Director, Marketing ~rornotions coordinator, office support staff, office
expenses, legal fees, accour~tingfbooklceeping fees, and Directors
officers and general Liability insurance.
This component is vital to fhe proper expenditure of assessment funds
and the administration of programs and activities which are inter~deal to
prorncte business within the ~ boundaries through increased
cor~rnerce and the attraction and retention of new business. Because this
operating cost#adr~inistration program e~cist only for the purposes of tl~e
District and will be provided only for neat#ers occurring v~rithin the l~D
boundaries, this prograrr~ constitutes a "special benefit" to the assessed
parcels.
iVOTE: exiting pity services will be sapp~emented, not
su~pp~anted or dupl~cated~ b ll~a~agomenf Disfrict ser~rices~
7
Each ~# these prorar~ and activities word together to create a more
~leasil~~ environrr~ertt within the district that is co~d~kci~re to strengthening
the econorn[c vitality of this cor~n~ercial center thra~gh the attraction and
retention of new business and increased commerce. The prcgrarns~
im~rave~nent~ and services are desired to a~ecificall benefit ~rc~erties
within the ID I~cundarles, The ~ropoSed I~ assessments will ~e
levied onl~r on ~ro~erties within the ~ l~o~ndaries. ssessr~er~t
revenues will be sent tc deliver services that ~ro~ide a direc# rr~d special
benefit to assessed ~arceis and #o ~rn~rove the economic vitaiit of these
properties.
~R~JE~~`E~ FkVE-YEAR Bl~~GEl'SlR~oC~AM ~~5~`S
ILL~4i~~~
Soave Year 1 ~'e~r ~ Year ~ Year 4 Year ~
~~~ ASSe~smeaks ~,~~0.~4 ~9,,~0 1,~1~,34~.0~ $1,~6~,0~5,~} ~,~~5,~~5.75
AI I ~kher ~4,0~0. $~~,~~ ~~ 3~,0~54~ ~~~,7~8.7~ ~3~,~, ~ ~
~~~~,~~~~~~ 9~~',~0~,~~ $~,~4T,3T~~44 ~,~~~,743.~5 ~,~~~,7~~,9~
~Xp~l~~lYli'~
Programs ~ Actirrikies Year ~ 1fe~r 2 Year ~ Yeer 4 Year 5~
Mink & ~ar~dsea~in~ ~~D,~~~,~Q $23~,1~~,7'S ~~,~98,~3 ~4,83~,T~ $1,515,4
i~lsrice~ng &
Promokions 31,99~,~1 $3~ i,9.~0 ~ ~,~21,~7 431,1~~.54 ~~~,31~ .~fi
Am~ass~lerPrograr~ ~5~,~~.~0 ~~~,5~9,5~ ~~~,~8~,47 21~,~g~,84 ~~,~~~,8
Physical
enhancement ~4~,8~~,[l~ ~1,~,~~ $53,8~~.~~ ~58,~21, X9,341.
Amin & ~~erakions ~i~4,~~~.~ ~~3D,83,~0 ~37,43~~~~ ~1~4,3~09.53 ~5~,5~5,a0
TOTAL $9~~,g~~,~~ ~9~],50b.~~ ~,~4~,31~.~g ~,~~g,743~T~ ~,~54,7~~.g4
Ali ~ro~ect and aotivitie are designed to er~hartoe #~ assets and ir~ae
of Daw~towo Santa Ar~a~ and thereh increase co~meroe and promote
hu~iness within the boundaries of the . The anr~ua~ ~~d~et for the
first dear is estimated to he ~~~,~~~. ~f that aeunt, ~~~,~~~ is to be
~er~erated through s~eoial assessments. The nonprofit lUlartagen~er~t
~istriot orboration small have the right to reallocate up to ~ per~er~t ~~
the total budget within the budget eategorie. Accrued interest or
de[in~uent payments rna}r he e~cpen~led in an}~ budget oateg~r.
And frauds remaining after the fifth dear ~~ operation will he rolled over into
the renewal budget or returned to tl~eholders. Also, if the funds are
a~ail~ble in the fourth or ffth dear of operations, oasts for renewal mad be
e~ended.~ if the District is riot renewed or terminated for any reason,
unexpended funds gill he returned to the property owners,
9
E. Total Annua! Amount Proposed for Impro~emenfis, Maintenance and
Operations for Each Year of Operation
BUDGET SUMMARY -- Revenue & Expense
REVENUE -FIRST YEAR
Afl ~tl~er ~,~~~
TOTAL REVENUE $950,000
~~C~Eh#D1Tl~I~ -- Fr~T YEAS
lUlair~tennce Lan~ea~in~ Services ~, ~ ~ 2.~°~
lUlarl~etirrg & Pr~motier~s ~,~~ .~°l~
~Ir~~a~a~~r Pr~grarn 1 ~,~ ~ .~10
~l~sieal Er~har~eer~ertt rner~ities ~8,~~ ~. ~ °o
~rr~ir~itrati~n ~peratiens ~ ~,~~~ ~ 3.~ °o
T~T~L EPEI~~IT~E ~~,~~~ ~ ~~,~~~
FIRST L~A~ ~E~TI~l1l ~ ~~l UI~IA~
,llalntenar~~e _Landsca~e ervi~es
gene ~ contract service revilers fail litter ~e~ris pi~l~~~p, alall trash
Y ~ ~
colfeoti~r~, dai[ receptacle ele~ning rr~ainter~ance, urr~ rer~oval, graffiti
al~ater~ent, ideurail~ ~vashin~ FFB~E rnainter~ance re~air~
larlseti~ ~rer~otions
p~cial e~rentr holi~a~r cele~ratiat~r social events dart vials, concer~sJ:
rr~erchar~t ~rv~etior~s, co~ep and ~i~~]~~ack opport~r~ities, print r~~teril and
graphics, a~~rertising ~~istrict-vtiride end tarete~~, nev~sletter, ~~sir~cs
enhancer~ent ~b~ir~ess attraction anal retentierr~
An~~assadcr ~regr~~n
contract ervic ~l~looa~io~ a1~ew~ fir a~~e~ ecurr'~y ~~appre~c~r~a~el ~ ~0 oars
per week ~eploed ~~ ~~1D's of{c~~~~~r~.~
P~~~ca1 ~rrf~ar~cer~er~~ ~~~~res
>~l~B~E, ~ar~ners, lCiesl~sr igr~age, ~e~oratier~s, directories, ligl~tin~
~4~r~inr~ra~ie~ ~pra~ierr~
t~
Personnel, direst administrative cysts
D~ri~~ the term cf the cr~~r~it lanaemer~t ~istrictf the anr~~al budget and
corresponding as~essent n~a~ ~~ adjusted tc ref[ect an anr~~tal cost cf
operations increase of fire percent This is the mai~arr~ alle~rable increase
based upon this Management district Plan uti[i~ing the approved assessl~ent
rnethodolo. This increase rah be unposed at the discretion of the ~~r[~ers
association. The D~vner ~ssociaticn shail made ~ notification to the it
annual[ as to ~rhether arty ad~utrnents to the current years assess~er~t rates
will be made.
Addit[onally, any annual budget surplus or de#icit will be incorporated into
the su~sequer~t year's CMD budget, and subsequent annual assessments
wilt be set to account for s~rpfuses or deficits carried forward.
~R~~~~TEa FlVE~1~~A~ ~UDET~lPRD~RAh9 C~~S
~~V~iVUE
S~~r~ Year 1 #~
Increase Year 2 ~
lnease Y~~r 3 ~l°
Incr~a~e Year ~
I~~rea~e Year 5
cMD Ass~ssmen~ ~~~~,~oo,~o ~,~~ ~,~a.~ ~,~a4~~ 1,~14,3~~,~0 ~,°~~ ~T,~5~,415. ~,~~~ ~,~ ~ ~,~~~.~~
AlIO~~er ~,~0~.00 ~,~D~lo ~1,~(~.~0 ~,~0°~a ~,~~.~4 ~,(~0°1~ 34,7~~.~v ~,~°~o ~~,4~~,19
~~4P~NDITl1R~S
r
~ragra~ns &~c~vi~ es Years °1a
Increase Year2 °~a
lnetease Years ~~
in~reese Year 0
Increase Years
1YI~~n~ ~[ landscaping }~~L~? I ~~~ ~~llUpJ4 y~~J~,~~~ ~f ~ ~.~~4~0 d~L~~~~~~~ ~~~~a~ ~~~~~.}r}.f ~ ~~W~14 4~~E~~~~~~
~ar~ce~in~ ~7~,g},0~ ~,~~°la g1,~9,~ 5.~~°~ ~11,~~1.~7 5,~~°~ ~~i,78~.5~ ~,f?~~~ 45,~7~,~fi
p~mo~lens
Arnbassadorprogram 18~,~5~,0~ 5,~~°la $1~~,~59,~~ 5,4g°1o ~~2,1~T.47 ~.~~~~ ~1,~~~.84 ~.~a ~~,91~,~8
P yslca ~~$,$~5,~~ x,00°1~ 51,~~5.~5 ~,~~°~~ ~~,~~~, ~.~~°l~ ~,~1 ~~~ ~,~°lo ~9,34~.0~
~n~ancemen~
Admin & ~ra~ians 1 ~~,B~I~.~O ~.~~~~a ~13~,$~~.00 ~,~4~1~ 1 ~~,~3T,G5 5.00~1~ $1 ~~4,3~~.~ ~,I~~ ~1 ~~,~~~.~
TOTAL ~~~,4~~.~0 ~~57,~~~.~~ ~~,fl~~,~7~.~~ 9,0~9r~'~~,~~ 1,~5~,7~4,g4
F. Proposed Sources of Financing, Including Me#hod and Basis of
Levying of Assessment
The downtown Santa Ana orr~rnunit l~lar~ager~ent District anticipates two
eneral sources of revenge --special assessment revenue which is the principal
frorr~
source of funding ~~ percer~t~, and program ~noon~e which includes funding
sources such as sponsorships, sales of goods and services, dues, interest
incorr~e ar~d tl~e lime. The Downtown Santa Ana on~manit Janagement
district is ~ benefit asessment-tpe district whereby special service and district
ro rarr~ costs are apporkioned among benefitting properties based on the
~~
s ecial benefit each property is e~cpected to derive fror~ those services and
ro rams. This method of financing such special services and programs is based
~~
~ ors the lev of assessments on real property that benefit from proposed
irnprover~ents and activities.
The method and basis of spreading program costs vary from one district to
another based on local geographic conditions, types of programs and activities to
he undertaken and sire and development cor~pleit. Further, general benefits
f
rya not be incor crated into the assessment formula and levied on the iD
Y ~
ro ertiesr onl special benefits and oast nay be considered. ssessrent
~~
forrr~ulae t ica[[ relate to the ph~rsicaf factors of a parse[ such as street
]gyp
fronts a lot size, building si~e~ location. The formula nay base assessments on
ga
a single factor or a combination of factors.
based on the ro ram activities to be fended, v~hich relate substar~tia[I to the
pg .
edestrian~orier~td si~lewall~ areas~public vualltv~a}~s, parse[ size and ph}rs~cal
p .
im roven~ents it i determined that the assessments be based jn part an f our
F
propert~related elements:
The amount of adjacent stree#~sidewall~ frontage linear feet}
The parcel size total land area
~ The building area
A flat parcel fee
These variables ~rere developed b the consulting engineer and presented to a
focus rou that vas conducted far purposes of gathering a consensus of
g p
affected ro ert owners. The focus group Included ley stal~eholders in the
p p
Downtown, The variables and forn~u[ae were verified as equitable ~y an
~ngineer~s Deport.
The assessment formula utilised in the Downtown Santa Ana ornr~unity
Il~ana ernent district is comprised of these four ~rariables, each with a relative
~ .
wei kiting aler~ved from prograrr~ benefit, The ~rar~ab[es are;
g
t
S#reetlSidewa[k Frontage
Parcel Size (Land Area}
Building Area
Flat Parcel Fee
3a~~o or ~276,oaa
~a~~o or $276,aaa
30% ar $276,000
1 ~% ar 92 000
~ DO°~a ~92d,OQ0
1ithin the II~D there are 8 parcels Frith rou~hl ~,~~~ linear feet of stree#
franta e, 4 million square feet of land and ,~ million square feet of building area.
F ~ ~ ~ ~ ^
list of all arcels rn tl~e ~ is sha~rn in ~ppend~~ . ~s~ng tie currtulat~~re
ro ert Rrelated data totals from above, the base bear ~ assessment ratan are
sef at er linear foot of street frantaa~e, ~ ~ cuts per square foot of land area,
p . .
and ~ cents per square foot of building area abased on gross eter~or bu~ld~ng
dimensior~s~. Abe parcel fee shall be ~ per parcel,
aue to identified diminished benefi#s and a number of formula adjustment factors
for certain lanai uses, parcel configurations and other circumstances are also
incorporated into the proposed ~ ferrr~ula s follo~rs:
~ . residential uses from one to four units are set at a f lat rate of 1 ~~ per unit
includes residential condos.
. residential uses of fire or mere units are set at ~~ percent of repecti~re base
assessment rates apartments.
. IVon rofit- ~~~1 c~ o~rned~accupied properties are set t ~ percent of
p
respective base assessment rates.
~. Building areas are capped at a flaor area ratio ~~~~ of~.~,
b. government-ou~rned~occupied properties gill not be assessed and v~ill receive
no direct ser~rices,
~. residential uses, regardless of the number of units, that are ~ ~~ percent
ro'ect-based rental assistance programs; for e~tar~ple, senior housing and
pl
the line, ~r~l[ nat be assessed and ~r~ll receive no direct services,
7. lied-use propertieslcornplees v~ill generail~ be assessed based on
prorated landyue ratios, using the follo~ring guidelines:
omrr~ercial~~ffice tondos --~ Flo Residential Uses multi le corners
a, Building area fee at full building area fee rate structured parl~ing area
excluded}~
b, .and area fee at fuCl land area fee rate but prorated for each unit based on
ratio of unit building area to fetal building area.
I3
c. Frr~tage fee at fu[1 frontage rata but prarated for each unit based an ratio
of unit building area to total ~uildir~g area.
I~Ilied-~~ Rental: ground-Float omeroial and lJ~~er->''.Coar Residential
sin le owner
~. ~u[lding area fee at full rate for oorrneroial area aid ~o percent
camn~ercial rate for residential area structured ~arl~ing area e~cluded~.
b. Lard area fee at full land area fee rate.
c, Frontage fea at f ull frontage rate.
Iied-~Je Hondas; _raund-Floor omrnercial and ~pp~r->~loar Ro~~der~tia~
r~ult[ Ie o~ur~ers
a. building area fee atfull rate tar car~r~ercial pad areas and ~~ per year
per residential condo unit structured parking area eoluded.
b. Land area fee et full land area fee rate for commercial pad faotprir~t.
c. Frar~tae fee at full frontage rate for commercial units {ground floor direct
fror~tage~.
d. Live~~ror~C condo units gill be assessed using combination of a, b, and c
abo~re.
~Al~ ~E A~1E~T.._AL.tlLAT~~[
,,~ _ - _ .
parceC's first annual assessment Is calculated as fvllo~vs. Any applicable
adjustment factors are applied after the calculatiar~ of the parcel's assessment at
the full rate.
ANNUAL AEI~EI~T ~ Street Frontage Fee ~ Land Area Pee ~
building Area fee ~ Parcel Fee
Street Frontage Fee is caiculated b multiplying the linear feet of street frontage
of a parcel b the Street Frontage Rate ~ per linear faot~.
Land Area Fee is calculated b r~u[tiplying the square footage of the parcel by
the Land Area Rate ~~ ~ ants per square foot
tuilding Area Fee is calculated by multiplying the square footage of a structure,
as derived from its grass eteriar dirr~enslons, by the ~uilding Area Rate ~~ ~
Dents per square foat~,
t4
1=tat farce[ i=ee -each individual Assessor's Parcel is assessed the F[at Parcel
Rate ~4~~.
Street Frontage Rate Land Area Rafe BuiEdir~g Area Rafe Flat Parcel Rate
$6.Od er linear foot ~ 0¢ er s oars foot 9 5 er s oars foot X425 er parcel
during the terra of the ~, the annual budget and corresponding assessments
ray ~ adjusted to reflect an annual cast of operations increase of #ive percent.
since the ~ is planned for a tive~}~ear term, rriair-r~un~ assessments for future
years dears -~ rr~ust ~ sot at the inception of the I~I~. 111lhile future
inflationary ~~ other pragrarrt cost increases are unl~rlov~n at this point, a built-~in
rr~a~cirr~urn increase of fire percent per year i incorporated inte the projected
program cost and, in turn, the resulting assessment rates for the five-year life of
the IBID. These figures are he~rn in the table belo~r, Assessment rates may
act exceed these indicated belouv.
~ive~Yea~ I~axyr~n~ Assessment }at~s Includes a ~ percent cap on annual
increases}
Rate Year ~rt~ Year Teo Year Three Year Faur Year Five
street Frontage Fee ~ ~~.30 ~.~~ ~,~~ 7.~
Land Area Fee ~o¢ ~~. 1 ~~ ~ ~.~ ~.~¢
Buildi~~ area Fee ~5 ~~.~~ ~~.~ ~1.~ ~~.~
Flat Parcel Fee 4~~ 44~ 4~ ~~~ ~~~
Any annual budget surplus or deficit gill be incorporated into the subsequent
year's ~~ budge#a and subsequent annual assessments will be setto account
ter surpluses or deficits carried for~rard.
G. Time and Manner of Collecting Assessments
pursuant to analogous lay pertaining to Propert}~ and business lrnpravernent
districts, the Santa Ana Donto~rn ornrnunity Management district assessment
vuill be collected b the bounty of grange in the same manner as annual property
taxes are callected, and will appear as a separate line item on the annum
property tax bills prepared and issued b the bounty. Property tax bills are
generally distributed to property o~rners in the fall, and pa}~ment is expected b
lurr~p sung or'rn tv~o installments. The bounty of grange sha11 distribute the
assessments to the it}~ v~hich gill, in turn, forward the assessments to the
15
Managing association pursuant to the a~thori~ation of this plan. biting laws for
enforerrxent of property takes apply to the ~istri~#'s asssm~nts.
The asesr~er~ts shall be collected at the sane time and in the same manner as
ter and ~~ ~r~~ore property ta~c paid to the ount~ of grange. These
assessments shall prav'rde ter the same lien priority and penalties for delinquent
payment as is provided for the act ~~Iorerrx property tai. if necessary, the
Santa Ana pity lerl~'s office will direc#[ bill property owners or entities that do
net appear an the direct billing cf the property tai tell provided by the bounty.
The ``property evuner" of the a~ valorem interest shall be any person listed as the
onerlta~payer on the last ec~uali~ed ad valorem interest assessrr~ent tell or
o#herwise Known to be the o~rr~erlta~cpayer ~ the pity.
H. Proposed Rules and Regulations to be Applied to the D~stricf
There are na specific rules or regulations applied to this District.
1. Continuation of Levy Specifically for Maintenance of Improvements
Constructed by the District
In accordance with section ~ -~ ~ ~i~ of Article ~4, chapter ~ , Santa Ana
flllur~icipal bode, it shall be a re~uirerr~ent of the Downtown Santa Ana
amrn~nity i~lar~agernent District that assessments specifically des~gnatcd for the
maintenance and upl~eep of improvements constructed ~~ the District using
assessment revenue, if any, shall continue to be levied on each parcel of land
v~ithin the ID for a period of time equal to the useful life of the irnproverner~tr as
deterrr~ined b the pity ~ngincer, regardless of whether the District is
disestablished or the terra of the original levy has expired.
J. Type and Term of District and Showing Specific Number of Years
Assessments Wit[ Be Levied
The proposed Downtown Santa Ana ornrnunit~r [I~anagernent District is a new
district. The ID will have an initial operating term of fire gears. Due to the
time ar~d manner of levying and cal[ecting assessments as described ire section
assessment revenue is generally riot available for direct operations until the
following January. The iD gill commence with the first year of levying of
assessments in August of ~~og, ar~d the first year of programs and activities
beginning in January of ~D~o, as assessment f~rnd become available. The final
assessment shall be levied by August of D~ with the fifth }year of programs and
activities commencing in .~anuary of ~~ ~, as assessment finds became
available. Prograrr~ operations are expected to be complete by December ~,
o~~. Any continuation of the N[D after the initialfive-year period will require
t
corr~pliance with the reguiations in piece at that time relative to estabiisbment ~~ ~
on~runity i~lanagen~ent District.
~n assessrnentfor the maintenance of improvements constructed ~}~ the CilliD, i~
and, may extend be~ror~d the original ~iveR}~ear term as described 'in section i of
the Management District Plan.
K. Proposed Time for lmplementafion and Completion of Management
District Plan
Cori let~d
Tasl~ to ~~ p Estimated Bate of
~plat~on
ornple#ion and ap~ror~al of l1llana~er~ent Dlstri~t Plan. A~~ust ~~~~
Send com~l~te ~Ilanagemer~t ~lstrict Plan to Assess~ent Engineer. 1~u~~st ~~~~
or~~late peti~i~n drive ref iecting support of ~ro~~rty owners in tho ~~ ~rst - September
~
ro ~~~~ district who gill pay more than ~~ peroent of tie assessrner~t
l~ ~ ~~~8
~~ ~~~~ to bo levied.
ubr~it r~orn~leted petitions to pity Cl~rl~. September ~~~$
~esol~tl~~ of lntentl0il Setting ~ publlo hear'ing ~~ld p~'dering the ~ctaber ~~~$
dEStrib~tion of ballots adopted by pity o~ncil.
Ballots returned to City lerl~. December ~ F ~~~5
Publlo l~learinglcour~ting of returned ballots, consideration of ordinance ~ecer~bor ~, ~~~8
by Santa Ana City Council establishing the district.
L. Community Management District Governance
downtown, lnoorporated wiCi be the agency responsibie for the ongoing da~r-to-
day t~anager~ent and administration of the Downtown Santa Ina ommunit
lanagernent Distract ~~, owntovun, Incorporated is an existing nonprofit
corporation ~orr~ed ~~ business and property owners located in Dov~ntown
Santa Ana. Downtown, Incorporated mad choose to contract with third-pad
entities to carry out the District programs and activities.
~'he annual prograrns~ budgets, and asserner~ts for the Dowr~towr~ Santa Ana
Cornrnunit~r management District steal[ be determined b Downtown,
Incorporated, which shall also serve as the Con~~nunity l~Ianagen~ent District
"owners association"described in Article Chapter ~ of the Santa ~1na
>Iunicipal bode. Such programs, budgets, and assessments n~t~t be consistent
with this management Plan. Downtown, incorporated shall be responsibie for the
general oversight of the District including apprevai of the annual worl~ programs
end budgets, monitoring performance, and ensuring corr~pllance with appropriate
vies and regulations, incl~rding a Domrr~~inity management District n~ar~agement
t7
a~reerrient pith the it of Santa 1~na. span arnmu~ity Mar~a~er~ent District
a~aptia~llreneal, the pity of Santa Ana and ~antav~~, Inaer~arated v~ill
eea~te a aantract fer the ~ertarr~ar~ae ~~~ delivery of the sti~u[ated ~ra~rrrz
services over the life of the District.
The aar~ of Directors of Dav~rrltant Inaorparated shall meet ~enerall an a
r~anthl~ basis. Then related to amr~unit iana~emer~t District matters, such
r~eetirl~ shall ~e s~hjeat to the state of alifarnia "Dro~rn Aot" a~en rrteeting
requirerr~ent. ~eaor~s of this carparatiar~ ~ertainin to omrn~anit Nlana~ement
District-related ratters shall he available far ~~thlia review as sti~~lated by State
Cap. ~ursua~t to the f ~ur~icipal fade, the Dav~ntavun, Incar~orated Beard of
Directors sh~[II file, far a~pro~ral b~ the it}~ aur~ail, an annual repart far the
upcoming dear far~rhiah assessments shall he levied.
Donto~vn, Incarparated v~ill ernplo a rr~ana~ernent ~rafesianal a executive
Diretorl~ v~hose duties shall ir~alude the im~lernentatian of the pra~rar~s ar~d
activities of the iD as v~ell a the manaarnent of the da}~~to~da}~ affairs of tf~e
NiQ and Dov~rntav~n, Incorparated. ~dditianal staff n~a be err~~lo~e~ as needed
anal as pravided far ire the budget.
M. Other Items
lea bands ~ri[I be issued far and iD ~raJects.
I~:liwl~w B!D Farm~tion~Bla ~anst~lta~tl~ana~em~r~t aistcict Far~matiorr ~ommi#tWIA~lA~FI~F~l7 aIS7~[~T FIAI~
Arn~nded 5,~9.~~~x
~$
r~oWnTODUn
INCORPORATED
Proposed 2009 Budget
DOWNTOWN SANTA ANA COMMUNITY MANAGEMENT DISTRICT
Board o~ ~~r~~~or' ~~r~c~ L~~n ~ ~, ~
T~T~~ #~~11~[!L
~IU~~~L~~~~I~T~T~~ ~~E~~-r~.. i~l~~I~~~T~~
Personnel Services $82,OD0
u~lies ,D~o
~~her ervioe and hargos ~,~DO
~urrriture, ~~~uro ~q~i~rrrent ~~~~ ~arf ~~~ .0,~~~
T~T~L EN~~A~.IA~I~N ~P~~ITIN ~~~~~
~R~~A~1 ~P~N~1T~J~~
[ar~e~in~ ~ror~~tions ~ ~~
T~T~L ~ ~~ ~AIV~ EP~N~
T~TJ~L ~P~N~IT~]R~
$986,320
$147,ooa
39 32D
186 320
Exhibit 2
'fills A~~1~1~~ ~~ entered into this dad of- ~ X09 among the it ~#`
Santa Aria, ~ eharte~~ city dui. organised and existing x~nder the constitution ~ laws of the
State of alifo~~ia~ ~k~e~einaer ~~ita~~a the on~munit ed~volopn~ent Agenc~r ofthe pity of
Santa ~aa, ~ public hods} co~~pot~ate and ~alitic~ and Dawntown Incnr~or•ated, aiifo~~nia non
~ro~it corpo~~ation, iereinafre~ "~ow~town~ Inc.'.
R~C~~TAT~
~n I~ecen~be~r ~~ ~DO~ the it o~.ncil ofthe i of Santa Ana. established tae
)downtown ~on~nuni l~Ianagemer~t I~is#rict ~t~e ~~~~~ to pt•omote econon~c
~~evitali~ation ~ physical maintenance of downtown Santa Ana through ~ levy,
collec~.on and ependlture of funds.
~. Pursuant to state laws governmental agencies such ~.~~ pity and Agency which own
pi~pe~•ty within an assessment district must he assessed fog special hene~ confer~~ed
upon ~~~~ gove~'nrnental propet~ties.
Tl~.e first assessments for the 1I~ will not ~~ ~~ceived and ~~ available fo~• use in
tl~e cllstrict urrtll .Iar~uar4y ~ ~ and is in the interest of the ~ro~ei~t owne~~s in the
dtst~~ict that some of .e progra.~ns called for under tlae 1a.~a.gotnent district ~la~n
begin in the ~~t half ~~ Fiscal ea~i ~~09-~ l ~.
~. ~`~~ board of di~~ctors afthe III, including the pity and Agency have been
~'e~uested to lawn an arnaunt equal to the cstirnated ~~•st year assessment to
I~owntown~ Inc., who shall be the anagernent entity for the dist~'ict ur~de~~ agreement
with. the City {the "~anaen~ent A.g~•ee.ent'~~.
. 'l~he Ioans shall be repaid by I~owntcwn~ Inc in accordance witlx this Agreement a~~d a
pron~isso~~y note.
l~~w '~`~~I~'~1, fog load and val~aa~le consideration. the ~a~~ties agree as follows;
I. it~r and ~blx~atia~. pity ar~d Age~acy shall loan to I~owntown~ Y~ac. the
sums of ~ the ~`it~r Loan"} and the
"Agency Loan' ~collectively~ the `Loan proceeds"~ secured by Downtown,
Inc,'s execution o~ the ~~*~misso~~y ote~ attached herete as ~l~ibit 1 and
incorporated he~~ein ~y this refe~~ence.
Use of Funds, epan~ent, Accele~~atio~. the Loan proceeds shall be used by
Downtown, Inc. fa~~ purposes consistent with the anage~.ent Agreement.
I~o~vntawn, Inc. shall ~•epay pity Loan and Agenc~r Loan on o~' before ~u~ne ~,
~ 14. ~I~twithstanding the foregoing} in the event the aual assessments for the
Page 1
SID ~ net ~~enewed i~ any ea~~, tlxe loans shall immediately heeorrxe due and
ayal~le at the point ~n eptehet• I ~f that yea~~.
~. lon~e~, ~`ail~.~e t~ ee~~eise any right any pa~~y hereto nay have o~~ ~~
entitled t~, in the event ~f a default h~~~un~~~+, shall nit ~ontit~~t~ a a~r~v~~~ ~f
such ~~i~ht ~~ of ~~. ather right ire e event ~f ~. subsequent default.
l~ef~ults. ~ailu~~e ~r delay by l~ewnt~wn, inc. to ~erf~rr~ any tei or p~~e~ision
~f this g~•een~ent which is not cured within thi~~ty ~~ ~~~~ aver receipt ~f notice
fr~n~ e pity and Agency constitutes a default under this .~en~ent~ provided,
howe~era if ~~~ default is of a natu~~e ~~equiri~g rr~or~ than 3 ~ days to ~~.~~~ the
defaulting iO~ shall avoid. default ~ con~n~encing t~ eut~e wttl~tn such thirty ~~ ~}
day ~e~~.od and thet~eaer diligently ~~arsuing such cure to oo.~letiun,
~, o~ernin Law, ~~ls .~e~~~nt ~h~ll ~e g~~~rned b the laws ~fth state of
alif~rnia. Any legal action b~;ought unde~~ this Agi~een~ent rnust he instituted in
the upex~o~~ oti~~~t of the bounty of ~~*ar~e, state of ~iif~~~nia.
~, rnenchnen# of,~~eernent. o ~nodi"~cation, resctsi~n, wai~er~ release or
an~endn~ent of any proviians of this Agreement shall he made except ~ written
agreement executed ~y the ~ar~es heron,
ss~gntnent h~ ~ownton, Zne, ~~*el~ihited, ~n ~~ event sha~il l~onton, ~~e,
assign ~r trarisf e~+ an arti~n of this A ~een~ent without the ~~ar ex ~~ess w~.~itten
~~ ~ ~
consent of pity's and Agency's pity anger and Executive I~ireetor}
respectiel, which consent may be given ~r withheld ire xt's and Agency's sole
and absolute discretion. o assurn~tion o~'the pity's and .geney ~hliations
shall he pe~~rnitted at any tine. This section shall not ~robihit it's anal Agency's
right to assign all or any ~o~~ion of its rights to the proceeds ofthe Fetes
hereunde~~.
~ ~. entire ~ eetnent. This ~~een~ent constitutes the enti~~e understanding and
ag~•een~ent of the ~artics. This Ag~~eeent integ~~ates all of the te~~~.s and
conditions mentioned herein. oi~ incidental thereto and supersedes all priar
negotiations, discussions and previous ag~~en~ents between eoncer~in a.Il oi• any
part of the subj eet natter of this Agx~cen~ent.
jSignatures provided on next page
Pale ~
~.LI~i
~~t~~ict~ ~, I~~aly
i~~ ~~ #~~ o~ncil
~o~~~i~ . ~t~~~her
i~~r ~~~~a~y
ATT~~;
Pa~~+i~ia E. ~Ieai
A~~'~~ A T F~.VI:
Jo~~~ . ~i~t~.ex~
A~~~y o~~a~~i
~~ ~r ~~ ~~
D~.~i~.1, e~
fit a~a~~r
~~l~i~. ~~ '~~s~r~
~~~~~i~~ ~ir~~tox
~i
Ids;
p~~~ 3
~~nt~ lid, .~~~~'~1~.
.~~
~~~
F'~R ~IL~ ~I~~~ t~ und~~•~ign~~ Do~tan Inc~r~orat~d, ~ California no~~~r~f~t
~orpora~io~, ~"~~i~ro~ve~`~x~~ ~~+a~nis~s to ~a t~ t~~ ~~ ~f Santa n~, ~ ~~a~~t~~ city and ~uni~i~~i
co~•po~~tx~r~, ~"itytf~, or ar~~r, at ~~ iv~c cntc~{ ~~a~ axrta Aria, iifor~ia~ X01, ~~~ such
~thor I~cat~a~ ~ tic ~oi~r ~~r~of rrr~.y d~s~~nate, t~~ ~u~a ~~ _ _ it~au~ int~t
~u~~suan# to tie ternns ~~ that ~~r.ir~~ Loan ~4~~~ee~n~nt ente~~~~. into by and. ~c~c~ tic ~o~~~e~~
and pity ~at~~ _ _ ........_} 0~9, which are incorparat~c~ h~r~in as if yet fct~ in ~aIi ~ t~i~
~•efer~nc~ ~t~~ i`~r~en~~~t"~.
~c~~r~`o~~`"
~~,
Ids:
gage ~
,~~
~~~
P~~ A~~ ~~~~, ~~.~ ~n~ei~signed ~o~~~n ~nco~po~•~.~e~l~ ~ dal ~~nr~l~a ~~~p~~ef t
eor~~~~~~~r~, ~`~o+~~r'~~a pr~r~i~~ ~~ ~a~r ~o ~~~ or~n~~~ni ~de~~~~~~nen~ ~~ ~~ tie
fit of an~~. ~. ~~hlxe belly co~po~~t~ ar~~ ~~~~~~, ~"Agency"~, o~~ o~•~.~~i~ a~ ~ ~~~~ ender
P~~za, a~~ta Aria, ~li~~r~~, ~~ 1 ~ o~+ s~ich ~t~i~~~ ~eea~~~n as ~ ~~~~~~ hereof ~~ ~.e~gnate,
~~~ ~~. ~~ .~h~ut ~n~e~est p~~~.~,nt ~~ ~ terms of that ~ ce~~~ai~ ~~~ g~•eemen~
er~~r~~. tnt~ ~ and ~eteen ~~~~ Barra~r and the ~ney ~.~~ ~~9, ~vhicl~ are
~r~c~i~o~~af~d f ~~~eir~ a~ ~~ s~ ~~r i~. full b ~s ~•eer~nc~ the "g~~e~r~e:~~}},
~~~or~e~r'~
~.
its;
Pale S