HomeMy WebLinkAbout1995-072
l'I.~:;;;Cl.J1ueu DY l'I.es. NO. ~:)-l..I.:)
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RESOLUTION NO. 95-72
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AMENDING THE GRANT DEED
FOR THE SALE OF THAT CERTAIN PROPERTY LOCATED AT 13.')0 SOUTH "E" STREET IN
3 THE CITY OF SAN BllRNARDlNO, TO THE SAN BllRNAROINO VAJ.LllY MUNICIPAL WATllR
DISTRICT.
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BE IT RESOLVED BY TIfE MAYOR AND COMMON COUNCIL OF THll CITY OF SAN
BERNARTJINO AS FOLLOWS:
SECTION 1.
The Moyor of ihe CHy of Soli Bernardino is herehy
ollthori7.ed ood directerl to exeellte 011 behalf of said City, illl omended Grilnt
8 Deed deleting refereoee t.o the reser-viltion of "water rights" to t.he Cit.y of
9 SoIl BHrnard i no.
A copy of Sil id ilmp.TIlled Gront Deed is oU oehed hereto,
10 marked Exhihi t "A" ilnd incorporat.ed herein by refp.nmce as fully as thollgh
set forth at lp.ngth.
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SECTION 2.
AIl other terms, conditions, and covenonls
of said
Grant Deed shall remain the same and be in full force ilnd effect.,
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02/07/95
RESOWTION .. AMENDING THE GRANT DEED TO DELETE REFERENCE TO THE RESERVATTON
OF WATER RIGHTS TO THE CITY, REGARnTNG THE SALE OF THAT CERTAIN PROPERTY
WCATED AT 13.10 SOUTH "E" STREET IN THE CITY OF SAN lJERNARDTNO
I HEREBY CERTIFY that the foregoing resolution was duly ildopled hy
the Mayor and Common Council of the City of Siln B!'rnardino ilt il
regular meeting
-~--_.__.._-,-_._---------
th!'reof
held
on the 20th
day
of
March
, 1995, by the following vote, to-wit:
COUNCIL MEMBERS:
.-.- _.~-- ------
AYES
NAYS
ABSTAIN
ABSENT
NEGRETE
x
CURLIN
x
HERNANDEZ
x
OBERHELMAN
x
DEVLIN
x
POPE-l.lJD1~AM
x
MInER
x
(2- -~~ -!_ .~__._
R~'fRf; City Clerk
The
foregoing resolution is hereby approved this
~,- /
P'f..A /1:.'.-
day
of
March
. 1995.
-"'I:P'n\ /U1fiL't\..
TOM' MINOR >kb.---.....
City of Siln Bernardino
Approved as to form
and legal content:
James F. P!'nman,
City Attorney
~/e~ um___
v'
2
SECOND ADDENDUM
TO JOINT DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY
OF SAN BERNARDINO,
AND
CFB INVESTMENTS, LTD.
(the "Second Addendum")
SECTION 1.
PRIOR AGREEMENTS
1.1 On March 20, 1990 the Redevelopment Agency of the
City of San Bernardino ("the "Agency"), the City of San
Bernardino ("City") and CFB Investments, a California limited
partnership ( "CFB" ), entered into a Joint Development
Agreement (the "JDA") concerning the real property as it
exists on the Effective Date of the Second Addendum (the
"Property") . A description of the Property is set out on
Exhibit 1.1.
1.2 On August 5, 1991 the Parties entered into an
Addendum to the JDA (the "First Addendum") .
1.3 Since the date of the First Addendum, circumstances
have continued to change so that it is in each of the Parties
best interest to enter into this Second Addendum.
Furthermore, each Party hereby acknowledges that the other has
either waived the benefit of or satisfactorily, and in timely
manner considering the circumstances, performed and is current
in all of its obligations under the JDA and the First
Addendum.
SECTION 2.
PURPOSE OF THIS SECOND ADDENDUM - A NOVATION
2.1 Since this Second Addendum evidences a major change
in the nature of the project contemplated and the performance
required, the Parties hereby understand and agree that, but
for those paragraphs, as updated and revised, from the JDA
specifically referred to in Section 2.2 below and incorporated
into this Second Addendum, all other terms and provisions of
the JDA are hereby replaced, and all performance obligations
thereunder are deemed satisfied.
2.2
attached
into and
Copies of the following Sections of
as Exhibit 2.2 and by this reference are
made a part of this Second Addendum:
the JDA are
incorporated
Section 1
Section 2
Recitals
Actions.
Performance
(subsection
Covenants.
bv CFB
2.4.6 only)
and
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"I .:.~-_
./ . ',..."\
Section 3
Actions bv the
(subsections 3.1 and 3.4
The Parties Intent
Mutual General Release
Covenant Not To Sue
Inclusive
Third Partv Beneficiaries
and
Citv
onlv)
Section 4
Section 5
Sections 7 through 14
Section 17
2.3 Subj ect to the provisions of Sections 4.4.3 and
4.8.3. below, all performance obligations under the First
Addendum are deemed satisfied and the First Addendum is
replaced in its entirety by this Second Addendum. For
purposes of reference only, a copy of the First Addendum is
attached hereto as Exhibit 2.3.
ACTIONS BY CFB
SECTION 3.
3.1 On the Effective Date, CFB will be entitled only to
those rights conferred by and will commence performance under
this Second Addendum.
3.2 On the Effective Date, and subject to the provisions
of Section 4.8.3 below, CFB agrees to undertake the following
actions relative to the construction of the 42 unit single
family residence tract pursuant to Tentative Tract Map No.
15642 (the "Project") contemplated by this Second Addendum:
3.2.1
Surrender, waive, quitclaim, and give up
forever all apartment development rights
and entitlements which it now holds or
which were conferred to it by the JDA and
the First Addendum, including without
limitation Tentative Tract Map Nos. 12150
and 12151 and Conditional Use Permit No.
84-63.
3.2.2
Join with the City in reconveying
condomini urn map, and surrender
condominium related rights.
the
all
3.2.3
Build the proj ect consisting of single
family residences only, in accordance
with the requirements of the City's
current General plan and subject to
Section 4.7 below, the City's current
Development Code, except for the
requirement of utility undergrounding on
Kendall Drive, pursuant to a Tract Map as
may be approved by the City's Planning
commission.
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//.-'.~ .~..
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3.3 The Project will be dissected by a public street
which will form an intersection with Kendall Drive. The
street is tentatively to be called "New Pine." As used in
this Second Addendum, New Pine is defined as the street to be
built in accordance with the City's approved drawings: File
No. 905006, sheets 1 through 6 inclusive, and Drawing
No. 6728, sheet 5 of 6.
Subject to the provisions of Sections 4.4.1 and
4.4.2 below, CFB will pay, or cause to be paid, the cost of:
(i) construction of approximately 2,094 feet of New Pine;
(ii) engineering for and installation of any off-site
improvement; (iii) all utilities, vaults, or improvements
which are installed on, under, or adjacent to New Pine and
Kendall Drive; and (iv) all hardscapes, walls, and landscaping
not within the boundary of any lot in the Project
(collectively "New Pine Infrastructure"), as specifically
enumerated in Exhibit 4.4.1 below. Pursuant to this
obligation, CFB waives its claim to the funds previously
allocated for New Pine, or for improvements on and along
Kendall Drive, as part of the Pine Avenue Extension Fee (or
otherwise), and agrees that the City can use these funds in
whatever manner it chooses.
3.4 CFB shall grant an easement to the City's Municipal
Water Department in the event the Pressure Reducing Station
located adjacent to the Project requires relocation.
3.5 CFB shall indemnify, defend and hold the City, the
Agency and their respective officers, agents and employees
harmless from and against all suits, claims, demands or
actions, liabilities, judgments, costs and attorneys' fees
arising out of, or related to any and all third party
challenges to the approval or implementation process
associated with the Project.
3.6 CFB shall pay the City imposed fees applicable to
the Project as of September 1, 1991 in the total amount of
$340,494.00 ($8,107.00 per house x 42 houses), as set forth in
Exhibit 4.7.
ACTIONS BY THE CITY AND ITS REDEVELOPMENT AGENCY
SECTION 4.
4.1 On the Effective Date, the City and the Agency will
be obligated only by and will commence performance under this
Second Addendum.
4.2 Due to the fact that development of the proposed
apartment proj ect was not able to commence, real property
taxes secured by the two parcels through which New Pine will
pass are delinquent. CFB has filed a petition to reduce the
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ad valorem property taxes on each of the parcels. Those
petitions are currently pending. The City will use its good
offices and will cooperate with CFB in the reduction or
settlement of ad valorem real property taxes.
4.3 To facilitate the housing programs administered by
the City and the Agency, and in order to facilitate the
purposes of this Second Addendum, the Agency will pledge, for
the benefit of Parcel Nos. 3 and 4 of Parcel Map 6985, tax
increment revenues which are considered as surplus and which
are attributable solely to the twenty percent (20%) of the
amount to be deposited into the Agency's Low and Moderate
Income Housing Fund, or any other collateral which is
acceptable to the Agency, in an amount sufficient to make or
provide credit enhancement for a construction loan in the
amount not to exceed at anyone time outstanding $1,600,000,
the proceeds of which will be used for all of CFB's
construction costs of the Project.
4.4 Streets, Utilities and Streets ide Landscaping.
4.4.1
4.4.2
The total cost associated with the New
pine Infrastructure is estimated to be in
the amount of $1,383,003.00, as set forth
in Exhibit 4.4.1. The City hereby agrees
to provide CFB with financial assistance
for the cost of the New pine
Infrastructure in an amount of
$1,133,003.00, which may be paid from
whatever source or sources the City deems
appropriate. CFB shall be responsible
for payment of the remaining cost
associated with the New pine
Infrastructure in an amount not to exceed
$250,000.00. CFB's contribution shall
first be applied to the cost of the
improvements on Kendall Drive as
described in line item numbers 45 through
63, inclusive, of Exhibit 4.4.1. Any
remaining portion shall be applied to
reduce the cost of the Acquisition
Assessment District ("District") as set
forth in Section 4.4.2.
The City will obtain adequate interim
financing and will cause to be formed,
and CFB agrees to join and use its best
efforts to cause the owners of the two
parcels through which that portion of New
pine commencing at the boundary of CFB's
Property and continuing to Irvington
Avenue will pass, to join the District in
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order to provide reimbursement for the
cost of line item numbers 1 through 44,
inclusive, of Exhibit 4.4.1, in an amount
of $1,188,986.58. If the City has not
formed the District or has not obtained
other adequate financing by September 18,
1995, CFB shall have the right to extend
such deadline for an additional 60
calendar days at CFB's sole discretion.
In the event CFB does not elect to extend
the deadline or in the event CFB elects
to extend the deadline and the City has
not formed the District or obtained other
adequate financing within the 60 day
extension period, this Second Addendum
shall be terminated and the agreement
shall revert to that which was
contemplated under the First Addendum.
4.5 Pursuant to the formula and covenants summarized in
Exhibit 4.5, the Agency will pay CFB's impact fees, an amount
not to exceed $258,000 total ($6,142.85 per house). Such
payment will occur at the issuance of building permits and
will be made directly to the City. The Agency will be repaid
by CFB the full amount upon close of escrow of each house via
a demand in escrow. Such repayment shall either be in cash if
no assistance is required, or shall be rolled over into a
separate account established for down payment and closing cost
assistance to qualified purchasers. In consideration for such
Agency assistance, the Agency will obtain from CFB a minimum
of thirty-five (35) second trust deed loans in an amount not
to exceed $7,371.00 per loan, and will include the required 10
year affordability covenants.
4.6 The City will cooperate and assist in CFB's request
for an exemption from school impaction fees in the amount of
$117,600.00 so that such exemption applies to and covers the
Project, subject to the concurrence of an authorized
representative of the San Bernardino City Unified School
District. To the extent that CFB obtains an exemption from
all or a portion of the school impaction fees, a corresponding
reduction in the amount of the City's financial assistance set
forth in Section 4.7 shall occur.
4.7 Subj ect to provisions of Section 4.6, the City
hereby agrees to provide CFB with financial assistance with
respect to City imposed fees applicable to the Project in an
amount not to exceed $194,334.00, which represents the
difference in such fees between September 1, 1991 and the
Effective Date of this Second Addendum ($12,734.00 less
$8,107.00 x 42 houses), as set forth on the fee schedule
attached as Exhibit 4.7.
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4.8 The City:
4.8.1
4.8.2
4.8.3
Will waive, renounce, reconvey or remove
any CC&Rs, affordability covenants (JDA,
!l2.4. 5), Right of First Refusal (JDA,
Exhibit B), and all other City imposed
restrictions, except for those summarized
in Exhibit 4.5 and those which are part
of the approvals for the Project.
Except for the fee schedule agreed to in
Exhibit 4.7, the possible effect of CFB's
exemption from or mitigation of school
impaction fees under Section 4.6, and the
use of the Mestre Greve Associates' Noise
Analysis of 1986, all rights granted
pursuant to Conditional Use Permit 84-63
and Tentative Tract Map Nos. 12150 and
12151 are terminated as of the Effective
Date.
Simultaneously with recordation of a
construction loan which provides funds
for construction of New Pine, and
provided that bonds or other financing
sufficient to guaranty completion of the
entire length of New Pine, from Kendall
Drive to Irvington Avenue are in place,
the City will assign or convey to CFB at
its direction the Bower-Rustic Homes note
and deed of trust referred to in JDA !l
2.4.6.
SECTION 5.
EFFECTIVE DATE; PERMITTED
ASSIGNMENT; AUTHORIZATION
CONVEYANCE
AND
The Effective Date of this Second Addendum is March ,
1995. On the Effective Date, or at any time thereafter, provided
that the action contemplated in Section 4.8.4 above has been
completed, CFB may convey title to the Property and assign, by a
document satisfactory to counsel for the Agency, its rights and
obligations under this Second Addendum to DJS&S Partners, a
California general partnership, of which Sara C. Regan is a general
partner. CFB hereby represents that it is the sole owner of the
Property and that the representatives executing this Second
Addendum on CFB's behalf are authorized to do so.
Section 6.
Interpretation
This Second Addendum shall be construed without regard to
who drafted the same and shall be construed as though all parties
hereto participated equally in the drafting thereof.
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Section 7.
Attornev Fees
In the event that any party hereto shall institute any
action or proceeding to enforce or interpret any of the rights
granted or released hereunder, the prevailing party in such action
or proceeding shall be entitled to recover all of its costs and
expenses incurred in the action or proceeding, including without
limitation, reasonable attorney fees and court costs.
SECTION 8. LIST OF EXHIBITS
1.1 PROPERTY DESCRIPTION
2.2 COPIES OF THE UPDATED AND REVISED SECTIONS OF JDA
WHICH ARE INCORPORATED INTO THIS SECOND ADDENDUM
2.3 ADDENDUM TO JOINT DEVELOPMENT AGREEMENT
4.4.1 COST BREAKDOWN FOR CONSTRUCTION OF APPROXIMATELY
2094 FEET OF NEW PINE ROAD FROM KENDALL DRIVE TO
IRVINGTON AVENUE
4.5 FIRST TIME HOME BUYER'S MORTGAGE ASSISTANCE PROGRAM
4.7 CITY OF SAN BERNARDINO DEVELOPMENT FEES TRACT NO.
15642
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IN WITNESS WHEREOF, the Parties hereto have executed this
Second Addendum Effective Date set forth in Section 5 above.
ATTEST:
CITY OF SAN BERNARDINO
~/~
Rac e Clark, City Clerk
~ ern.!11/~~
By: Tom Minor, Mayor
APPROVED AS TO FORM AND
LEGAL CONTENT:
~F~'
ames P man,
City Attorney
ATTEST:
REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO COMMUNITY
DEVELOPMENT COMMISSION:
~ /11!A~
By: 'Tom Minor, Chairman
Secretary
APPROVED AS TO FORM AND
LEGAL CONTENT:
SABO & GREEN
By:
Timothy J. Sabo,
Agency Counsel
CFB INVESTMENTS, LTD.
By: Sara C. Regan,
Sole General Partner
APPROVED AS TO FORM AND
LEGAL CONTENT:
DONALD J. REGAN, pic
By: Donald J. Regan, President
Counsel for CFB
Investments, Ltd.
SBEO/OllOS/DOC/SA
3/15/95 1100
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Res:' 95-72
Orcer No.
Escrow No.
Loan No.
WHEN RECORDED MAIL TO
SAN BERNARDINO VALLEY MUNICIPAL
WATER DISTRICT
P. O. Box 5906
San Bernardino, CA 92412-5906
MAIL TAX STATEMENTS TO
SPACE ABOVE THIS LINE FOR RECORDER S USE
DOCUMENTARY TRANSFER TAX S
Computed en the conSideratIOn or value of propeny conveyed: OR
Computed on the conSideration or value less liens or encumorances
remaIning at time at sale
Signature of Declarant or Agef'! oefermlnlnq fall .. . FIrm Name
GRANT DEED
FOR A VALUABLE CONSIDERATION. receipt of which IS hereby acknowledged,
TIlE CITY OF SAN BERNARDINO, a municipal cor'poration
hereby GRANT(S) to
the SAN BERNARDINO VALLEY ffiJNICIPAL WATER DISTRICT, a municipal water
district
the real property :0 the City of
County of San
San Bernardino
Bernardino
, State of California, descnbed as
That portion of
Book 7 of Maps,
fo !lows:
Lot 23,
Page 2,
Block 54, Rancho San Bernardino, as per plat
in the office of the County Recorder of said
thereof
County,
recorded
described
in
as
-lIt*OVER-lIt.
THE CITY OF SAN BERNARDINO
STA'!C OF CALIFORNIA
COUNTY OF
\ss
,
~-1/i~
__,_J1DZ~1.i.L!..f',;",=
TOM MINOR, Mayor
Dated
00
before rr-e.
(;:2 _~__~:. tl__~
~iliJlt:~hty Cl erk
perSOrrdl'y appeared
oersonal'y known !o "'e (or praved 10 me on the bas,s of satlsfactory
eVldencella De me oer~on(SI wnose name\Sl15 are subscrlDed Ie the wlt"'"n
Instrurrenl ana aCknowleoged to /TIe !hJt he she they executed the sar;e
,n hiS ner the~r autncr:zea caoaC1tyl!f:S), ana that by ~IS her 'heir s'qr:a
lurelSI on ll"\e Ir.stn...~er"'.t the oerson!sl or me enllty uDOr"! behalf of which
:ne oerson:Sl aceD e~eculea me rr.SlrulT'ent
WITNESS '11y hand dnl) ot!:(ral seal
Slgnalwr-o>
i Tf11S area lor off'CIJ,1 I1QI,Jr,,J1 S~d.n
MAIL TAX STATI:.Ml;tJIS,AS DIRECTED ABOVE
100211,94)
(LEGAL DESCRIPTION CONTINUED)
Beginning at the intersection of the North line of sairJ Lot 23 with thl' West line of "E"
Street, 82.50 feet wide, as conveyed by dl'ed from the City of Riverside to the County of
San Bernardino, as recorded Hay 23, 1924 in Book 845 of DeerJs, Pagl' 268, rl'corrJs of sai,l
County: thence Westerly along the North line of said Lot 23, a distance of 308.09 feet to
the East line of the property conveyed by deed from thl' City of Riv~rsirJl' to the State of
California, as recorded Septemhl'r 29, 1955, in Book 3820, Page 542, Official Recorrls:
thence Southerly along the East line of said highway property to a point of intersl'ction
with a line parallel with and 485 feet distant from the North line of said Lot 23: thl'nce
Easterly and parallel with the North line of said Lot 23, a distance of 311.16 feet to the
West line of said "E" Street: thl'nce Northerly along the West line of said "E" Street to
the Point of Beginning.
EXCEPTING THEREFROM the Easterly 8.7.1 feet thereof.
ALSO
plat
said
EXCEPTING THEREFROM that portion of Lot
thereof recorded in Rook 7 of MilpS, Page
County, described as follows:
23, Rloek 54, Rancho San Rernilrdino as
2, in the offil:l' of the County Recorder
pl'r
of
Commencing at the intersection of thl' North linp. of said Lot 23 with the West line of "E"
Street, 82.50 feet widl', as convl'yed by deed from thl' City of Riverside to the County of
San Bernardino as pl'r rleed record I'd May 23, 1924, in Book 845 of Del'ds, Pagl' 268, re.,ords
of sairJ County: thence Westerly illong thl' North I ine of silid Lot 23 to the intl'rsection of
a line that is parallel with and 50.00 fl'el West of, as measurerl at right angll's to th..
center line of said "E" Street; the",:e South along said parallel linl' a distanel' of 125.00
feet to the True Point of Beginning: thence West and parallel with the North linl' of said
Lot 23 a distance of 116.25 feet: thence South and parallel with the Cl'nter line of said
"E" Street, a distance of 125.00 feet; thence East and parallel with the North line of said
Lot 23, a distance of 116.25 feet to the intersection of said parallel line that is 50.00
feet West of, as measured at right angles to said center line of "E" Street; thence North
along said parallel line, a distance of 125.00 feet to the True Point of Bl'ginning.
RESERVING UNTO the City of San Bernardino all water lines, sewer lines, easeml'nts, or
encumbrances, whether or not of public record.
IN THE
station
Grantee
EVENT the Grantor herein abandons its use of the parcel encumbererJ hy a
which is excepted above (and being approximately 12.1 feet by 116.25
herein shall have the first right of refusal to purchase the property.
sp.wp.r
t....t) ,
lift
th..
TN THE EVENT that the Grantl''' h..reio dl'cidl'S to relocat.. its opl'riliion outsidl' the City of
San Bernardino prior to the year 2019 (25 years from thl' d..tl' of this document), thl' Gran-
tor' hl'reio shall hav.. th.. righl to pllrchilse ti,l' property at a purchasl' pr';ce (If
5190,000.00. If the Grantee hl'rein eleds to sell thl' prop..rty aftl'r this 25 y..ar" period
thl' Grant or herl'i 0 sha II havl' thl' first r'; ght of refosal to purchase I h.. IWOpl'rty.
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