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Report (6) GLlio2.0l - O90eat ilvo gw Gi r5 , Washington County,Oregon 2019-018034 D-IRUL Stn-2 S AKINS 03/28/2019 11:00:26 AM AFTER RECORDING RETURN TO: $35.00$11.00$5.00$60.00 $111.00 Ct of Tiand I,Richard Habernicht,Director of Assessment and Taxation and Ex- �' Officio County Clerk for Washington county,Oregon,do hereby Finance and Information Services certify that the within instrument of writing was received and 13125 SW Hall Blvd. recorded in the book of records of said county. eltr, Tigard,OR 97223 Richard Hooernicht,Director of kr- Attn: SDC Administtatoc Assessment and Taxation,Ex-Officio •.... 3 SPACE ABOVE FOR RECORDER'S USE CITY OF TIGARD m P COMPLIANCE AGREEMENT,DECLARATION OF RESTRICTIVE COVENANTS e AND EQUITABLE SERVITUDE SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING THIS COMPLIANCE AGREEMENT, DECLARATION OF RESTRICTIVE COVENANTS AND EQUITABLE SERVITUDE (the"Agreement")is made and entered into this .>-Fh clay of Fe 6r4.441-t1 , 2019,by and between Fields Apartments Limited Partnership(the"Grantor")and the City of Tigard(the"City"). PURPOSE The City desires to exempt the regulated affordable housing project known as Fields Apartments,or a portion thereof, (the'Project"),located at 7670,7730,7790,7820,7840 and 7890 SW Hunziker Road,Tigard,Oregon,from payment of City of Tigard parks and transportation system development charges ("SDCs") pursuant to Tigard Municipal Code. The legal property description of said Project is set forth in Exhibit A,which also is attached hereto and incorporated herein by reference. The SDCs exempted for eligible Project units are shown on Exhibit B. Grantor desires to receive the exemption, to satisfy the conditions thereof,and to execute and record this Agreement for the purpose,in part,of creating restrictive covenants and an equitable servitude that shall run with the Project land and bind any and all subsequent owners of the Project for the term of this Agreement. 8 AGREEMENT Of 1 SECTION 1. REPRESENTATIONS,COVENANTS AND WARRANTIES OF THE GRANTOR CONCERNING USE OF THE PROJECT AS REGULATED AFFORDABLE HOUSING. Grantor hereby cr represents,covenants,warrants and agrees that: I i a. Grantor will maintain the Project or a portion thereof as regulated affordable housing, as defined in Tigard Municipal Code 3.24(adopted March 6,2018), for a period of 20 years (the`Exemption Period") from the date of issuance of occupancy permits or final inspection approval is granted by City("Exemption Date"). 7, b. Grantor will comply,and will cause its agents,employees,contractors,subgrantees and assigns,if any, to comply with the terms and conditions of this Agreement and all otherwise applicable laws (including,without limitation, all applicable federal, state and local statutes, rules, regulations, ordinances and orders affecting the Project or activities related thereto). SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 1 of 7 AFTER RECORDING RETURN TO: City of Tigard Finance and Information Services 04 13125 SW Hall Blvd. sc: t Tigard,OR 97223 (S' Attn:SDC Administrator 3 SPACE ABOVE FOR RECORDER'S USE CITY OF TIGARD m M COMPLIANCE AGREEMENT,DECLARATION OF RESTRICTIVE COVENANTS e AND EQUITABLE SERVITUDE SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING THIS COMPLIANCE AGREEMENT, DECLARATION OF RESTRICTIVE COVENANTS AND EQUITABLE SERVITUDE (the "Agreement") is made and entered into this 5f1` day of fe 6t'Aco--4_.__,., 2019,by and between Fields Apartments Limited Partnership(the"Grantor") and the City of Tigard(the"City"). PURPOSE The City desires to exempt the regulated affordable housing project known as Fields Apartments,or a portion thereof, (the"Project"),located at 7670,7730,7790,7820,7840 and 7890 SW Hunzikcr Road,Tigard,Oregon,from payment of City of Tigard parks and transportation system development charges ("SDCs") pursuant to Tigard Municipal Code. The legal property description of said Project is set forth in Exhibit A,which also is attached hereto and incorporated herein by reference. The SDCs exempted for eligible Project units are shown on Exhibit B. Grantor desires to receive the exemption, to satisfy the conditions thereof, and to execute and record this Agreement for the purpose,in part,of creating restrictive covenants and an equitable servitude that shall run with the Project land and bind any and all subsequent owners of the Project for the term of this Agreement. rg AGREEMENT Co c SECTION 1. REPRESENTATIONS,COVENANTS AND WARRANTIES OF THE GRANTOR . CONCERNING USE OF THE PROJECT AS REGULATED AFFORDABLE HOUSING. Grantor hereby represents,covenants,warrants and agrees that: a. Grantor will maintain the Project or a portion thereof as regulated affordable housing, as defined in Tigard Municipal Code 3.24(adopted March 6,2018), for a period of 20 years (the`Exemption Period") from the date of issuance of occupancy permits or final inspection approval is granted by City("Exemption Date"). p b. Grantor will comply,and will cause its agents,employees,contractors,subgrantees and assigns,if any,to comply Z with the terms and conditions of this Agreement and all otherwise applicable laws (including,without limitation, all applicable federal, state and local statutes, rules, regulations, ordinances and orders affecting the Project or activities related thereto). SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 1 of 7 SECTION 2. COVENANTS TO RUN WITH THE LAND; EQUITABLE SERVITUDE. The Grantor represents,covenants,warrants and agrees that a. The City is granting the exemption to the Grantor as an inducement to the Grantor to develop and operate the Project in accordance with the terms of this Agreement. In consideration of the receipt of the exemption, the Grantor has entered into this Agreement with the City and has agreed to restrict the use of the Project during the Exemption Period as set forth in this Agreement. b. The representations,covenants,restrictions,granted by Grantor therein with respect to the Project shall be deemed restrictive covenants running with the Project land and also shall be deemed an equitable servitude running with the Project land in favor of and enforceable by City.These restrictive covenants and equitable servitude shall pass to and be binding upon the Grantor's successors in title including any purchaser,grantee or lessee of any portion of the Project, shall pass to and be binding upon the respective heirs, executors, administrators, devisees, successors and assigns of the Grantor or any purchaser, grantee or lessee of any portion of the Project and shall pass to and be binding upon any other person or entity having any right,title or interest in the Project. Each and every contract,deed or other instrument hereafter executed covering or conveying the Project or any portion thereof or interest therein shall contain an express provision making such conveyance subject to the covenants,restrictions,and charges contained herein;provided,however,that any such contract,deed or instrument shall conclusively be held to have been executed,delivered and accepted subject to such covenants,restrictions and charges regardless of whether or not such covenants,restrictions and charges are set forth or incorporated by reference in such contract,deed or instrument SECTION 3. BURDEN AND BENEFIT. The parties hereby declare their understanding and intent that the burdens of the covenants,restrictions,and charges set forth herein touch and concern the Project land and that the Grantor's legal interest in the Project may be rendered less valuable thereby. The parties further declare their understanding and intent that the benefits of such covenants,restrictions,and charges touch and concern the Project land by enhancing and increasing the enjoyment and use of the owners and tenants of the development,the intended beneficiaries of such covenants, restrictions, and charges and by furthering the public purposes for which the exemption is granted. SECTION 4. COMPLIANCE REPORTING. The Parties hereby agree that Grantor,if requested by the City,will provide certification,in a format approved by the City in its sole discretion, that the Grantor is fulfilling its obligations under this Agreement. The City may inspect the Project,and any part thereof,and may inspect and copy all records of the Project, upon reasonable notice to the Grantor. The Grantor, its agents, employees, and subcontractors will cooperate fully with the City in any requested inspection or compliance monitoring. SECTION 5. TERM OF AGREEMENT. The parties agree that this Agreement and the restrictive covenants and equitable servitude created hereunder shall become effective upon execution of this Agreement and shall remain in full force and effect for a 20-year Exemption Period. Notwithstanding any other provision of this Agreement, this Agreement shall terminate and be of no further force and effect in the event of a completed foreclosure by the primary financing lender or by a lender to whom the City has subordinated this Agreement,or their successors or assigns,or in the event of a delivery by the Grantor of a deed for the Project to the primary financing lender in lieu of foreclosure,or to a lender to whom the City has subordinated this Agreement,or their successors or assigns. SECTION 6. TERMINATION. The City may terminate this Agreement,without further liability,upon 30 days'notice and opportunity to cure.Notwithstanding termination,City may pursue any remedy provided for in Section 7. If the Grantor fails to perform or breaches any of the terms of this Agreement;or immediately and without notice and opportunity to cure if the City loses the authority to grant the exemption,is determined by its counsel or otherwise as lacking the authority to administer the exemption, or fails to receive or loses necessary funding, SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 2 of 7 appropriations, limitations or other expenditure or position authority sufficient to carry out the terms of this Agreement. SECTION 7. REMEDIES. If the Grantor defaults in the performance or observance of any covenant, agreement,or obligation set forth in this Agreement and if such default remains uncured for a period of 30 days after the notice thereof shall have been given by the City to the Grantor,then the City,at its option,may take any one or more of the following steps: a. Have access to and inspect,examine and make copies of all of the books and records of the Grantor pertaining to the Project; b. Terminate the exemption of the Project or a portion thereof,in which case the SDC's exempted herein shall be immediately due and payable to City in the amounts shown on Exhibit B,along with interest accruing from the Exemption Date. City may,in addition to an action to collect SDC's due,withhold issuance of building or development permits until paid in full; c. Take such other action under this Agreement,at law or in equity as may appear necessary or desirable to the City to enforce the covenants,agreements,warranties,and obligations of the Grantor hereunder. No waiver or delay in enforcing the provisions hereof as to any breach or violation shall impair, damage or waive the right of any person entitled to enforce the same to obtain relief against or recover for the continuation or repetition of such breach or violation or any similar breach or violation thereof at any later time or times. SECTION 8. RECORDING AND FILING. The Grantor shall cause this Agreement and all amendments and supplements hereto to be recorded and filed in the real property records of Washington County and in such other places as the City may reasonably request The Grantor shall pay all fees and charges incurred in connection with any recording. The Grantor shall provide either the original recorded document or a certified copy of the recorded document within ten days of the date of this Agreement. SECTION 9. GOVERNING LAW;VENUE. This Agreement shall be governed by the laws of the State of Oregon. The courts of the State of Oregon,or to the degree necessary,the U.S.District Court for the District of Oregon Shall have exclusive jurisdiction over any action brought by or against the City under this Agreement. The Grantor hereby consents to such exclusive jurisdiction and waives any and all objections it might have thereto. SECTION 10. AUTHORITY. Grantor hereby represents,warrants and certifies that a. It possesses legal authority to apply for and accept the terms and conditions of the exemption and to carry out the proposed Project; b. Its governing body,if any,has duly authorized the filing of the application,including all understandings and assurances contained therein; c. The person identified as the official representative of the Grantor in the application is duly authorized to act in connection therewith and to provide such additional information as may be required. The Grantor's official representative has sufficient authority to make all certifications on its behalf; d. This Agreement does not and will not violate any provision of any applicable law,rule,regulation or order of any court,regulatory commission,board or administrative agency applicable to the Grantor or any provision of the Grantor's organic laws or documents; e. This Agreement has been duly executed by an official representative of Grantor, delivered by Grantor,and will constitute the legal,valid and binding obligations of the Grantor, enforceable in accordance with their terms. SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 3 of 7 SECTION 11. INDEPENDENT CONTRACTOR. Grantor acknowledges and agrees that it is acting in its own independent capacity under this Agreement and not as an agent or subcontractor for the City. Grantor assumes full responsibility for its own actions and shall provide for its own insurance and other compliance responsibilities,including providing for its own workers'compensation and other insurance coverage,as needed. SECTION 12. AMENDMENTS. This Agreement may be amended only by a written instrument executed by the parties hereto or by their successors and duly recorded in the real property records of Washington County. SECTION 13. SEVERABILITY. If any provision of this Agreement shall be invalid, illegal or unenforceable,the validity,legality and enforceability of the remaining portions hereof shall not in any way be affected or impaired thereby. SECTION 14. CONSTRUCTION. The parties to this Agreement acknowledge that each party and its counsel have participated in the drafting and revision of this Ag eement Accordingly,the parties agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement or any amendment,modification,supplement or restatement of the foregoing or of any exhibit to this Agreement. SECTION 15. NO LIMITATIONS ON ACTIONS OF CITY IN EXERCISE OF ITS GOVERNMENTAL POWERS. Nothing in this Agreement is intended,nor shall it be construed,to in any way limit the actions of the City in the exercise of its governmental powers.It is the express intention of the parties hereto that the City shall retain the full right and ability to exercise its governmental powers with respect to the Grantor,the Project, the land,and the transactions contemplated by this Agreement to the same extent as if it were not a party to this Agreement or the transactions contemplated thereby,and in no event shall the City have any liability in contract arising under this Agreement by virtue of any exercise of its governmental powers. SECTION 16. TIME IS OF THE ESSENCE. Time is of the essence in the performance of the obligations of this Agreement SECTION 17. NOTICES. Any notice required to be given hereunder shall be made in writing and shall be given by personal delivery or first class mail, postage prepaid, at the addresses specified below, or at such other addresses as may be specified in writing by the City or the Grantor: To the City: City of Tigard Finance and Information Services 13125 SW Hall Blvd. Tigard,OR 97223 Attn:SDC Administrator To the Grantor. Fields Apartments Limited Partnership Three Centerpointe Drive;Suite 130 Lake Oswego,OR 97035 [Signature Page to Follow] SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 4 of 7 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the day and year first above written. CITY_ CITY OF TIGARD,an Oregon municipal corporation B`y Marty Wine,City Manager GRANTOR: Fields Apartments Limited Partnership By:DBG Fields Apartments LLC Its:Managing General Partner By: -- Name,Title: Walter O.Grodahl,him er STA LE OF Oregon ) ) ss: COUNTY OF Multnomah ) The foregoing instrument was acknowledged before me this 31st day of January,2019,by Walter O. Grodahl, who is a Member of DBG Fields Apartments LLC,the managing general partner,on behalf of the Grantor. 0y.', OFFICIAL STAMP M. ELORA SU BANKER �� �c NOTARY PUBLIC•OREGON '�^L Q/\ if COMMISSION NO.980760 Not �blic for the State of Oregon MY COMMISSION FIRES OCTOBER 2S,2022 My commission expires: October 28,2022 SOC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 5 of 7 EXHIBIT A LEGAL DESCRIPTION OF THE PROTECT A tract of land created pursuant to Property Line Adjustment Deeds recorded August 13,2015, Recording No.2015-068817 and Recording No.2015-068818 and pursuant to Property Line Adjustment Consolidation Deed recorded August 12,2015,Recording No.2015-068821,located in the Northwest one-Outer and the Southwest one-quarter of Section 1,Township 2 south, Range 1 West of the Willamette Meridian,in the City of Tigard,County of Washington and State of Oregon,and being more particularly described as follows: Beginning at the most Westerly Southwest corner of Lot 1 of"TECH CENTER BUSINESS PARK,"recorded in Book 53,page 29 of Washington County Plat Records,said point also being on the Northeasterly right-of-way line of the Southast Pacific Railroad and being the most Southerly corner of that property described as Parcel V in the Deed to Fred W. Fields as Trustee of The Fred W.Fields Revocable Living Trust,recorded May 5,2010 as Document Number 2010-033975,Washington County Deed Records;thence along said Northeasterly right-of-way tine,North 40°30'02"West 1113.59 feet thence leaving said Northeasterly right-of-way line, North 30°58'44"East 1856.65 feet to a 5/8 inch iron rod with a yellow plastic cap stamped 'Northwest Surveying,Inc."located on the Southerly right-of-way line of S.W.Hmmicer Street (30.00 feet Southerly from the centerline thereof: when measured at right angles);thence along said Southerly right-of-way line,South 70°26'55"East 180.78 feet to a point of curvature in said Southerly right-of-way line;thence 35.88 feet along a tangent curve to the left with a radius of 230.00 feet,a delta angle of 8°56'13",and a long chant bearing South 74°55'02"Rest 35.84 feet to a 5/8 inch iron rod with a yellow plastic cap stamped"Northwest Surveying,Inc."located at the Northeast corner of that property described as Parcel ii in that Deed to Fred W.Fields and H. Suzanne Fields recorded May 1,2006 as Document Number 2006-051473,Washington County Deed Records;thence along the Easterly line of said Parcel II and continuing along the P.ecterl y line of Parcel I of said Document Number 2006-051473,South 02°20'06"West 626.05 feet to a 518 inch iron rod with a yellow plastic cap stamped"Northwest Surveying,Inc."located at the Southeast corner of said Parcel I;thence along the South line of said Parcel I;North 87°54'56" West 33038 feet to a 3/4 inch iron pipe located at the Northwest comer of Lot 9,`ROLLING HILLS",recorded in Book 18,page 43,Washington County Plat Records;thence along the Westerly line of said Lot 9 and the Southerly extension thereof;South 02°39'23"West 168.78 feet to a 5/8 inch iron rod at the Northwest corner of Lot 10 of said"ROLLING HILLS";thence along the West lines of Lots 10 through 13 of said"ROLLING HILLS",South 02°47'56"West 502.23 feet to a 3/4 inch iron pipe located at the Southwest comer of said Lot 13,said point also being the Northwest corner of"ROLLING HILLS—PLAT 2",recorded in Book 21,page 46, Washington County Plat Records;thence along the West lines of the land described in the Quitclaim Deeds recorded October 17,2018 as Dort Numbers 2018-071217,2018-071218, 2018-071219,2018-071220,and 2018-071221,all of Washington County Records,said West lines also being the West line of said"ROLLING HILLS —PLAT 2",South 03°04'0T'West 577.96 feet to an angle point in the boundary of said"ROLLING HILLS—PLAT 2";thence along the Southwest line of said"ROLLING.HILLS—PLAT 2",South 40°30'53"East 6.40 feet to the Northwest corner of said"TECH CENTER BUSINESS PARK";thence along the West line of said"TECH CENTER BUSINESS PARK",South 02°34'19'West 503.53 feet to the point of beginning. SDC EXEMPTION FOR REGULATED AFFORDABLE ROUSING AGREEMENT FIELDS APARTMENTS Page 6 of 7 EXHIBIT B SCHEDULE OF SDCs EXEMPTED System Exemption Amount City Transportation $ 895,224 Patks $ 1,557,732 Water NOT ELIGIBLE Sanitary Sewer NOT El IG1BLE Stormwater NOT ELIGIBLE County Transportation Development Tax NOT ELIGIBLE Total Exemption $ 2,452,956 This SDC exemption is granted to the units located at the property address(es) listed below: Project Name: Fields Apartments in Tigard,Oregon 97223 Street Address No.of Units Building Permit# Address 1: 7670 SW Hunziker Road 56 BUP201S-00091 Address 2: 7730 SW Hunziker Road 48 BUP2018-00092 Address 3: 7790 SW Hunziker Road office/clubhouse BUP2018-00093 Address 4: 7820 SW Hunziker Road 48 BUP2018-00094 Address 5: 7840 SW Hunziker Road 56 BUP2018-00095 Address 6: 7890 SW Hunziker Road 56 BUP2018-00096 SDC EXEMPTION FOR REGULATED AFFORDABLE HOUSING AGREEMENT FIELDS APARTMENTS Page 7 of 7