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HomeMy WebLinkAboutR37- Economic Development Agency ,.,;, ,. " , ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FROM: Maggie Pacheco SUBJECT: Deputy Director ORlGlNAl CLARIFICATION AND AMENDMENT TO THE JUNE 2, 2003 DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO. DATE: December 19, 2003 SvnoDsis of Previous Commission/Council/Committee Aetion(s): On December 18, 2003, Redevelopment Committee Members Anderson, Suarez and Estrada unanimously voted to recommend that the Community Development Commission and the Mayor and Common Council consider this action for approval. Recommended Motion(s): (Commnnitv DeveloDment Commission) MOTION A: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE THE CLARIFICATION AND AMENDMENT TO THE 2003 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO., DATED JUNE 2, 2003 (Mavor and Common Council) MOTIONB: A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THAT CERTAIN PURCHASE AND SALE AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO RELATING TO PROPERTY LOCATED AT THE NORTHWEST CORNER OF UNIVERSITY PARKWAY AND NORTHPARK BOULEVARD IN THE CITY OF SAN BERNARDINO Contact Person(s): Maggie Pacheco Pbone: (909) 663-1044 Fifth Proj ect Area( s) None Ward(s): Supporting Data Attached: 0 Staff Report 0 Resolution(s) 0 Agreement(s)/Contract(s) 0 Map(s) 0 Letters FUNDING REQUIREMENTS $ -0- Source: N/A Budget Authority: SIGNATURE: ~ ____________________________________________:_~_:_____s__:~'_~::c_~~~:_~~_e_~:____________________________~__:_~:~_~::::~~~u_~_~_lf~_c_~_r__________ Commission/Council otes: -JJ..-I.;,,7::Q-~--~l&lzm-:~-3.---------------------------------------------------------------------------------------------------------------- P:\Agcndas\ConunDcv Conunission\CDC 2004\04-01-05 Watson DDA CIar Amend,doc COMMISSION MEETING AGENDA Meeting Date: 01~/2004 l.c Agenda Item Number: R...3 7 ECONOMIC DEVELOPMENT AGENCY STAFF REPORT Clarification and Amendment to the June 2. 2003 DiSDosition and DeveloDment Al!reement (DDA) bv and between the RedeveloDment Al!encv of the Citv of San Bernardino and J. R. Watson & Associates DeveloDment Co. BACKGROUND/CURRENT ISSUE: Tentative MaD and Parcel MaD On May 6, 2003 the Planning Commission approved Tentative Tract Map No. 16509 ("Tentative Map") to subdivide approximately 133.04 acres for development. Attached as Exhibit "A" to this Committee Agenda Item ("Staff Report"), is parcel map 16307 (which was recorded October 17, 2003, as Document No. 2003-0786277, official records) (the "Parcel Map") depicting the property to be transferred to the Agency and ultimately to the Developer for development in accordance with the approved Tentative Map. The City will transfer parcels 1,2,3 and 4 to the Agency, which constitutes the development area contemplated in the approved Tentative Map (the "Site"). Portions of the Site are being retained (for example for water storage and wells) by the Water Department and/or ultimately dedicated to the City for streets, recharge facilities, natural and sculptured open space, public parks, trails, etc., located at University Parkway and Northpark Boulevard Clarification MaD Attachment I ("Clarification Map") to this Staff Report is a "Clarification Map." The Parcel Map and Clarification Map have the same exterior Site boundary, but the Clarification Map has been further subdivided into 16 separate areas in order to better explain the basis for the sale price of the Site and intent of the City, Agency and Developer for each of the 16 areas. DisDosition of the 16 Lots Shown on the Clarification MaD The City of San Bernardino Municipal Water Department (the "Department") considers the Site to be surplus land. The Department intends to retain portions of the Site (identified on the Clarification Map as Areas 4, 14 and 15, containing a total of approximately 4.19 acres) and then sell the surplus land, the remaining Areas (128.85 acres as shown on the Clarification Map) through the Agency to the Developer pursuant to the June 2, 2003 DDA, between the Agency and J. R. Watson & Associates Development Co. ("Developer"). After certain improvements are made by the Developer to Lots 2, 6,9, 10, 11 and 16 of the Clarification Map, these lots (totaling 35.54 acres) are to be conveyed to the City. Thus, Developer will be purchasing for development purposes approximately 93.31 acres of land. P:\Agendas\Comm Dev Commission\CDC 2004\04-01-05 Watson DVA CIar Amend.doc COMMISSION MEETING AGENDA Meeting Date: 011./2004 JQu;., Agenda Item Number: Iv.:) 1 " '.> " Economic Development Agency Staff Report Watson Clarification and Amendment to DDA Page 2 Clarification Al!:reement to Have No Effect on Approved Tentative Map and CUP The DDA and subsequent actions of the Agency and City (i.e., Notices of Determinations) reference the approved Tentative Map and CUP and the conditions placed thereon. Subsequently, and after the Planning Commission's approval, Staff and the Developer met to review the Tentative Map and determine a strategy for conveyance and improvements to the lots (including timing of conveyance). The conclusion was that it was beneficial to all parties to adopt an amendment to the existing DDA ("Proposed Clarification/Amendment to the 2003 DDA"). The Proposed Clarification/Amendment to the 2003 DDA, would accurately establish the property to be retained by the Water Department, rather than wait until the recordation of a Final Map. As stated previously, the DDA as well as other official documents reference the approved Tentative Map as setting forth the conditions the Developer must fulfill for the benefit of the City, including park improvements, infrastructure improvements and mandatory open-space areas. The Proposed Clarification/Amendment to the DDA are consistent with the original intent, and merely establish the legal parcels to be transferred to the Developer, further illustrate the development contemplated by the parties, clarifY the property to be retained by the Water Department and reassert the conditions placed on the Developer upon the approval of the Tentative Map, identifY the entities that will acquire the Site, and refines the development schedule for the Project (to coincide with the timing set forth in the CUP for the Tentative Map). The Proposed Clarification/Amendment to the DDA will not negate the Planning Commission's approved Tentative Tract Map and Conditions of Approval, all of which are and shall remain in full force and effect. Acreal!:e of Site per the Proposed Clarification/Amendment to 2003 DDA (submitted bv Developer and reviewed bv the City Enl!:ineer) The DDA contemplated the transfer of the entire Site except the water land and the open space (i.e., 105.41 acres) to the Developer. The Staff Report to the Community Development Commission (CDe) which accompanied the DDA contemplated approximately 99 acres to be transferred to the Developer at $0.70 a square foot. It further stated that any additional acreage may be purchased at $0.70 a square foot. This provision for the purchase of additional acreage was included in the event the Water Department determined that a portion of the water well sites or the water tank property were not needed for Water Department purposes ifupon final design the Water Department required less acreage if an alternative alignment of water lines could be found. The approximate acreage of 99 acres at $0.70 per square foot calculates to be slightly in excess of $3,000,000 (i.e., $3,018,708.00) which the appraiser rounded to an even $3,000,000. The Staff Report accompanying the DDA further contemplated 99 acres to be transferred to Developer for $3,000,000 purchase price, but it was known at such time that within the gross amount of 99 acres, there were considerable areas that could not be developed for private development purposes. The Proposed Clarification/Amendment will help clarifY this as well and provide that regardless of the final acreage calculation, the purchase price shall remain $3,000,000. P:\Agendas\Comm Dev Commission\CDC 2004\04-01-05 Watson DDA CIar Amend.doc COMMISSION MEETING AGENDA Meeting Date: Olltl!l/2004 1I0 Agenda Item Number: j(J 7 , ',' " " Economic Development Agency Staff Report Watson Clarification and Amendment to DDA Page 3 Existinl! ADDraisal The City's and Agency's Environmental Notice of Determination declared the Site as surplus and available for disposition by the Agency and contemplated approximately 117 acres to be transferred to the Developer for $3,000,000. The 1 17-acre figure was based on the original appraisal report conducted in April 2002, without the appraisal having the benefit of engineering and survey work and relying solely upon Assessor Parcel Map pages depicting the properties. Also, the appraisal assumed that the Water Department would dedicate the right-of-way for Campus Parkway (then known as Pepper Linden Extension) to the City at no charge prior to the sale of the surplus property to a Developer. Such original appraisal report also assumed certain zoning and land use changes, which are not presently a part of the sales transaction to the Developer. Also, not shown in the Assessor Parcel Map pages was a prior transfer of a portion of the Site to an adjacent developer of a commercial shopping center on University Boulevard nor did the original appraisal report have access to other areas that are now included which became available through the realignment of Northpark Drive and Campus Parkway. However, of the 128.85 acres to be transferred to the Developer (per the Proposed Clarification/Amendment to the 2003 DDA), the Developer will retain for development purposes only Lots 1, 3, 5, 7, 8, 12 and 13 of the Clarification Map, which total approximately 93.31 gross acres (and includes additional street right-of-way to be ultimately dedicated to the City), and by applying the $0.70 per square foot to the 93.31 acres, this would equate to a total purchase price of $2,845,208.50 for which the Developer will actually pay $3,000,000. Areas 2, 4, 6, 9, 10, 11, 14, 15, and 16 of the Clarification Map will be retained by the City for other public purposes. The appraisal was updated and clarified in April and May 2003 to reflect the current transaction structure and market conditions. Moreover, in June 2003, the Council, by Resolution, declared the Water Department property surplus and authorized the transfer of the surplus portions to the Agency by quitclaim deed. The Resolution provided for a 60-day period of time for this transaction to be completed. As a result of the delays that have occurred with finalizing the Parcel Map and negotiating the terms of the reconveyance of the County Flood Control District easements on the property, the initial authorization 60-day period has expired. It is now necessary to reauthorize the transfer of the surplus property in accordance with the attached Council Resolution. Therefore, included as a part of this Staff Report is a corresponding Mayor and Common Council action contained in the attached Resolution to reauthorize the transfer of the surplus portions of the Water Department property to the Agency for eventual disposition pursuant to the DDA. The Council Resolution authorizes the disposition of the City declared surplus Water Department property in accordance with the disposition strategy as further discussed in this Staff Report. ENVIRONMENTAL IMPACT: An Amendment to the DDA does not require further Environmental Review analysis.. P:\Agendas\Comm Dev Commission\CDC 2004\04-0I-OS Watson DDA Clar Amend.doc - -------- COMMISSION MEETING AGENDA Meeting Date: 01!t5/2004 z.o Agenda Item Nnmber: eJ 7 . " .' Economic Development Agency Staff Report Watson Clarification and Amendment to DDA Page 4 FISCAL IMPACT: None. RECOMMENDATION: That the Community Development Commission and Mayor and Common Council adopt the attached Resolutions. P:\Agendas\Comm Dev Commission\CDC 2004\04-01-05 Willson DDA elM Amend.doc COMMISSION MEETING AGENDA Meeting Date: 01/15/2004 z.o Agenda Item Number: /..3 7 !~~i ~i!~ Uli I~!~ ~~~i 'I.! "'n~ 1m! ... vl~~ ~ t ~i~ ! i&I~~ ~~ ~ ;s~~s ~g-c . ~ " ~,=IE ...~ frJ~~ a;'i ~ ~ ! ~ I'-... b ~ ~ ~~'i~~ I ~< ~ d~- ,...... -'=- ~ . ~ ~~ ~ ""~- '-' ::E-;; 15 t~ ~~ ~ . ~ll ~. N") :sll~ III eQ~i~ ~ d ~ ~~ ~ ~~ ~ <.0 <>-"~ 101 e~'w ~I ~ t ,v ~~ e __ ~~~ III ~8:;i ~'X~ · ~ a~ ~ <> ~ <> Ii l;l~~ l~ ~ ~ d f 3 0' ~ .1 ~~~ dl!l~ !!) ~~~" g SE'~" ~~ i~ ~ ~ lli ~u j~j!~ !~ H~i i ~u ~ql ~s ~i ~ i ~~i - h1h ~~ ~U~ ~~ i~ h ~~ H i Cl... \'s 9~,-, ~ I~~t- u" ~ ~rij: ~I ~3 eft eS ~~ · ~ ~ ~!~ i ;I:~~~ ~ ~!Ii !~ ti i; ~~ h Ii ; ~ ~"~ ~ ~ I~d~i d ~ i~~i ~~ d e!~!~; II E ~ q;~~ ~ ~ ~iI5~:1"); ~ ,,~~g H ~ · ~ <] ~ r, ....o~... '" &8 8.t ~ VI Ii!! ~ 1~.~, 3i ,;; ; i~ '...J ~ ~ 3: f5 s i~ ~e!! 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KR PI.A T /If;aJ//Of/} IN BOOK 1 OF ..'""5, PACC 2J, RrCORI>S OF SM BE'.RI"'RDINO COut;T'f. MD .""C "''''''' !ieClIONS " 8 AND /1. ro"t"",P , NO'lT" RANCE: . Jlt'ST. SAN /if;RNARDlNO ..atlDwl (uNSvRlif.m] TRANSn;Of fNGINU;RS, INC, SfPID<llfR 2DDJ ~ PROC[DURE OF SURVfY AND SHEH INDEx ":_0:. 'i ~'" 1."_~. . IQ~'''.IIV 11(,...... rOlll~~1B(t / - ..~- ~ "..""""" " ''to ~ ,,~" f_w(._&.T_""'~";~ ~ oQ..~.- -~" ..~lIIlIo_lDo;; ~_ID"" '/I( GJ1IA----..~- I /1 __"/II"~: cs_. I . '1"- ....':..)03. --~... IIll - ----- 9!!/t';.J' , ~ >>,1"'~.&.JJ.. "'~"'''SoI,.r;..,c..", J ,- , ...i""'~ I'fIf H-tT.ma O.A. """'."T !. . . "_.14 ,J/ ' ..' -"':folD I "'/ .A ...,. - II "-11m2 r_...._uwc-r _.....l1li'-$'..., _U~_..,... ......q.Dn-c'lOll -/,"~~.Mo.$l_"-.c: A ~_.._ It'!!:.~='~ , <-" !~ ?" -~ ~ .i":r:';~,1J / "", '".' . "'i.A,;o~/:l~ ~=~- "t.!"/ ../ ./ -~..... *'\\\-./''/ / \ 'v / ../ / "0<" <,,'(":;:"~7 "> \t" / _;.:c~ I'I4RCE&. MAP 6"" ...,,~_-~"<, /" &/ /' .. p,. 'AS< '" "~.0y~~ ~-: ./ ~~".. /.../ ""_ 'X' /-/ ...~ J40"q':DId">' / /' ""'...__....u. ~' ~~~r~~ ~::.""..f/lr ""p~Cf/: J' . ',*, ,":,., 2 " ..' '.__-.r- ":-;::/:f~:~~~~"~ .~::~~ ~l~ ~..~'ut-,j[.o-'IA"'-. ~ - r. _WJ..,.~IU_' _&.I.,..-~.-"., -~ . j---'- " ."K:_~ " _w..- II, .....~'. ,.-SK'U _ I ilCAU'QRMA alATE lM~f I jl... f..\tf R/fIIAR/JWD " . 0: _ '&" '" ?': -~ ~ @ ""1' .. '" , :' ~~ ~- ; fj' i~i U 00$ ,v.. ~ .1 fi "" tr .'oAlp'l..c;$w~ Qn'~lQo:m fm-IIlIIa" oJo...-_ -.. '. ~ .. . TRACT lP6-f' 148,._ _Hl4J -...s-IO art" _~~"_olII ..... .-....- ,,,-- :Q-o,,,,,,"&U _.~-"".-~ r , ... SURvfrOR'S N07t:S: '~ f;RAPnIC !XJq.f .... :1'" . HlC.4ItJ 1QMIJ ~1 ~ ItOlP (I ......ID~p.o.,....,to;o. hIo Q[QS", 'NX.. ~CS.IJIIICl. .. ~ ...a.c..rnfll'~p...r..#f:R~k47. P..a:. "uoa IJ IiIOGo.mMaJlllO(loot...rtIll;li...~J BASIS OF BEARINGS: , U1J ...oo.JP~LI'DrI/; I1L __os....,___ 5fJJ ,..0.. D /fLl WtdS(I'~AAlt.s""G..c_~'..c oF f.ca .., MAllIOr I~. '" ,..~.JJ"l , , f . '.. " ~ ~I ~I <! I ~~~- ~.$'I;~-- .... rR-.,~ . . ATTACHMENT 1 I " i -~ Q) " I , I to ~ , I I , I / . tt') I , I ~~ Q~ ...,y,/,.. "'~'C ~'i~'" .., .. ~. "".c-:i-, ~...':. .~ ~ ::E.. z ::E' , ~ ~ ~ ~~~ / ~~~fu~~~~~~~~~fufu~ lJ.crJ'.J~O~ ~~"""~""""~~ClCl(/) , 3u3~3,,"33eJ9eJ33~~u /' ~~~~~~~~~:i~~~~~ ~~~~~b~~~~~~~~~~ , , ./ I I / (/)(/)(/)(/)(/)(/)r/.JrJ'Jr/.JrJ'J(/)(/)(/)(/)(/)r/.JtI) ~~~~~~~~~~~~~~~~~~ ~~uuuuuuuuuuuuuuuuu <<<<<<-<<<<<<<<<<< ~OOOO~~OOOOM~~~MOO___~ ~~~_~MOO~~O~NM~~NO M~NM~NOO~MO~N~OOOM N ...... -- --- ~ ...l -< ... O_NMVl(')\DO _NMVl(')~~OO~_______~ e25 RESOLUTltD [p Y A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE THE CLARIFICATION AND AMENDMENT TO THE 2003 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO., DATED JUNE 2, 2003 WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") and J. R. Watson & Associates Development Co. (the "Developer") entered into that certain 2003 Disposition and Development Agreement by and between the Redevelopment Agency of the City of San Bernardino and J. R. Watson & Associates Development Co., dated June 2, 2003 (the "DDA") providing for the sale to and development by the Developer of certain lands, a map of which is set forth in Exhibit "A", attached hereto (the "Property"); and, WHEREAS, the City of San Bernardino (the "City") is the current owner of the Property and has divided the Property, in accordance with the Development Code for the City of San Bernardino and the Government Code of California, into the parcels indicated on Exhibit "A;" 16 and, 17 WHEREAS, the purpose of the DDA is for the Agency to facilitate the acquisition of the 18 Property by the Developer so that the Developer can construct the Project (as defined in the 19 DDA) in accordance with the requirements of the City; and, WHEREAS, subsequent to the execution of the DDA, the parties hereto have received additional information relative to the acquisition of the Property and the development of the 20 21 22 Project by Developer, including, without limitation, the re-parceling of the Property by the City, which further clarify the obligations and rights of the parties under the DDA; and, WHEREAS, the parties, and each of them, desire to clarify and amend the DDA to reflect the additional information received by the parties and further delineate the obligations 23 24 and duties of the parties, and each of them, relative to the development of the Project. -1- P:\Agendas\Ruolullons\RuoI1l1Ions\2004'.04-01.0S W3hl;lQ Clar Arnd DDA CDe Reso.doc e NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMlSSION OF THE 2 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS 3 FOLLOWS: 4 Section I. The Commission hereby approves the Clarification and Amendment to 5 the D D A attached hereto and incorporated herein by reference. 6 Section 2. The Executive Director of the Agency is hereby authorized to execute the 7 Clarification and Amendment to the DDA on behalf of the Agency in substantially the form 8 attached hereto, together with such technical and conforming changes therein as may be approved by the Executive Director and Agency Counsel. The Resolution shall become effective immediately upon its adoption. 9 Section 3. 10 /11 \1 /11 12 11/ e 13 11/ 14 /11 15 11/ 16 11/ 17 11/ 18 11/ 19 11/ 20 /11 21 11/ 22 11/ 23 11/ 24 11/ e 25 11/ -2- P;\Ag~ndas\.Rnlllution'i\Resolulion~\2004',04.01.0S Watson Clar Amd DOA CDC Re~o.doc _ _ 13 14 _25 r 2 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE THE CLARIFICATION AND AMENDMENT TO THE 2003 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO., DATED JUNE 2, 2003 3 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 6 Community Development Commission of the City of San Bernardino at a meeting 7 thereof, held on the day of , 2004, by the following vote to wit: 8 Commission Members: Aves Navs Abstain Absent 9 ESTRADA LONGVILLE MCGINNIS DERRY SUAREZ ANDERSON MC CAMMACK 10 11 12 15 16 17 Secretary 18 The foregoing resolution is hereby approved this 19 day of ,2004. 20 21 Judith Valles, Chairperson Community Development Commission of the City of San Bernardino 22 23 form and Legal Content: 24 By: -3- P:\Agendas\Re~olutions\Resolutlon,Il004\04-OI-05 Watson Clar Amd ODA CDC Reso.do( e e e' ------T -- --- - CLARIFICATION AND AMENDMENT TO THE 2003 DISPOSITION A;'I/D DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO., DATED JUNE 2, 2003 This Clarification and Amendment to the 2003 Disposition and Development Agreement by and between the Redevelopment Agency of the City of San Bernardino and 1-K Watson & Associates Development Co., dated June 2, 2003 (the "Clarification") is made this 5th day of January, 2004, by and between the Redevelopment Agency of the City of San Bernardino, a public body corporate and politic (the "Agency") and JK Watson & Associates Development Co" a California corporation (the "Developer"). RECITALS WHEREAS, the Agency and Developer entered into that certain 2003 Disposition and Development Agreement by and between the Redevelopment Agency of the City of San Bernardino and J,K Watson & Associates Development Co" dated June 2, 2003 (the "DDN') providing for the sale to and development by the Developer of certain lands, a map of which is set forth in Exhibit "A", attached hereto (the "Property"); and, WHEREAS, the City of San Bernardino (the "City") is the current owner of the Property and has divided the Property, in accordance with the Development Code for the City of San Bernardino and the Government Code of California, into the parcels indicated on Exhibit A; and, WHEREAS, the purpose of the DDA is for the Agency to facilitate the acquisition of the Property by the Developer so that the Developer can construct the Project (as defined in the DDA) in accordance with the requirements of the City; and, WHEREAS, subsequent to the execution of the DDA, the parties hereto have received additional information relative to the acquisition of the Property and the development of the Project by Developer, including, without limitation, the re-parceling of the Property by the City, which further clarify the obligations and rights of the parties under the DDA; and, WHEREAS, the parties, and each of them, desire to clarify and amend the DDA to reflect the additional information received by the parties and further delineate the obligations and duties of the parties, and each of them, relative to the development of the Project NOW, THEREFORE, FOR good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: P:'.(Icncal S~r;-i,c; Dep!',Margarel"Agrecmenls-Amendmcnls'Agrmls-Amend 200~,04-01-05 Watson Clar Agmt,DOC e e e CLARIFICATION & AMENDMENT AGREEMENT 1. Propertv to be ACQuired bv Developer. Subsequent to the approval and execution of the DDA, the City has legally subdivided the Property into four (4) separate legal parcels as set forth in Exhibit "A" attached hereto (individually "Parcel" and collectively "Parcels"). The Agency intends to take title and the City intends to transfer all of the Parcels to the Agency. The DDA is hereby amended in the following manner: (a) Exhibit "A" of the DDA is hereby replaced with Exhibit "A" of this Clarification. (b) Section 1.0 I of the DDA is hereby replaced with the following: "In accordance with Section 33396 of the California Health and Safety Code, the purpose of this Agreement is to provide for the sale by the Agency to the Developer of certain unimproved lands located at the northwest comer of University Parkway and Northpark Boulevard in the City of San Bernardino and more specifically described as parcels I, 2, 3, and 4 of Parcel Map 16307 (collectively and severally, the "Property") on the map attached hereto as Exhibit "A" (the "Map"). 2. Parties to the Al!reement. Section 1.03(b) of the DDA is hereby amended by adding the following to the end of the Section: "The parties acknowledge and agree that Developer shall be taking title to the Property under various entities, all which Developer owns, either directly or indirectly, at least twenty-five percent (25%), in conformance with Section 1.04 of this Agreement. Therefore, for purposes of this Agreement the following entities shall also be deemed the Developer and shall be obligated to perform the obligations, covenants and conditions as well as be bound by the restrictions of Developer set forth in this Agreement and any amendments hereto only as to the specific Parcel that such entity receives fee title. However, l.R. Watson & Associates Development Co. shall remain jointly and severally liable with each and every entity regardless of how fee title is held. Furthermore, so long as Developer holds at least 25% of control of such entities any amendments or further clarifications to this Agreement shall be deemed executed by all parties set forth in this Section 1.03(b) upon the execution of such amendment or clarification by l.R. Watson & Associates Development Co.: (a) (b) (c) (d) University Park Holdings, LLC, a California limited liability company Campus Parkway, LLC, a California limited liability company University Park, LLC, a California limited liability company Park-University, LLC, a California limited liability company" 2 P Clerical Services Depl'y\fargarct'Agrcemcnls_Amcndmcnts\Agrmls_Amend 2004',(J,f.Ol-05 Watson CLar Agmt.DOC e 3. Transfer and Disposition of the Property. Section 2.20 of the DDA shall be amended as follows: "Section 2.20. Disposition of the Propertv and Vesting of Title The Property shall be transferred to the Developer and title to each Parcel shall vest in the following manner: Parcel Land Use Developer Fee Holder Parcell Developer Improvement University Park Holdings, LLC Parcel 2 Future Public Roadway Campus Parkway, LLC Parcel 3 Developer Improvement University Park, LLC Parcel 4 Community Park Park-University, LLC 4. Review and Approval of Condition of Title bv the Developer The following is added as Section 2.I3(c) to the DDA: e "The Developer acknowledges and agrees that as of the date of this Clarification, the City, who is not a party to this Agreement but is the owner of the Property, has divided the Property as set forth in Exhibit A, in accordance with Section 66428(a)(2) of the Government Code. Developer further acknowledges that the Agency is under no obligation to verify that the manner in which the Parcels were separated created legally subdivided parcels to which Developer can take fee title. It is the obligation of Developer to verify whether the creation of the Parcels in such a manner is acceptable and insurable by the title company issuing title insurance to the Developer. 5. Close of Escrow. The parties acknowledge and agree that at the time of approval and execution of the DDA it was not, nor could it have been, anticipated that the removal of certain exceptions of title which would affect the ability of the Developer to develop the Property, specifically all County of San Bernardino Flood Control District easements, could not be performed within the time constraints set forth in the DDA due to the fact the removal of such exceptions were beyond the control of the parties to the DDA. Therefore the parties desire to amend the DDA to provide adequate time for the removal of such title exceptions. Section 2.03(c) of the DDA shall be amended as follows: e "Provided that the Developer has delivered the Due Diligence Certificate within the period of time authorized in Section 2.10, then the Closing Date of the Escrow shall occur within 3 r.Clemal Services D~i'l,~1argarcr,Agreemcnls.Amcndmenl"Agrmt$.Amcnd 2004',04-01-05 Walson Clar ^llmI.DOC . . . twenty (20) days after receipt by Escrow Holder of a document in recordable form releasing the Property, or any portion thereof, at the discretion of the Developer, from any and/or all easements in favor of the County of San Bernardino Flood Control District objected to by the Developer in its Due Diligence Certificate, unless the Close of Escrow is extended (a) unilaterally by Developer pursuant to Section 2.16 or (b) to a date that is more than twenty (20) days thereafter by mutual agreement of the Agency and the Developer. The words "Close of Escrow", "Closing Date" and "Closing" shall mean and refer to the date when the Escrow Holder is in receipt of the Escrow documents of the parties and is in a position to comply with the final written escrow closing instructions of the parties and cause the Agency Grant Deed for the Property to be recorded and the Title Policy (as defined below) to be delivered to the Developer. " 6. Description of Proiect and Scope of Development. The Description of Project and Scope of Development attached as Exhibit "B" to the DDA is hereby amended by replacing the following: "minimum number of 155 detached single family homes" with the following: "minimum number of 153 detached single family homes". 7. Completion of Proiect. The Schedule of Performance attached as Exhibit "G" to the DDA is hereby replaced by Exhibit "B" attached to this Clarification. 8. General Provisions. (a) The Reci tals set forth above are true and correct and are incorporated into this Clarification by this reference, as though fully set forth in this Clarification. (b) All terms, phrases or words indicated to be defined terms by initial capitalization that are not specifically defined in this Clarification shall have the meaning ascribed to the same term, phrase or word in the DDA. Terms, phrases and words defined in the Preamble or ReCItals of this Clarification are also incorporated into the DDA and this Clarification, by this reference. (c) Except as expressly amended by this Clarification, the DDA is in all respects ratified and confirmed and all the terms, provisions and conditions of the DDA, as amended by this Clarification, shall be and remain in full force and effect. (d) This Clarification may be executed by the Agency and Developer in duplicate originals, each of which shall be considered an original, but all of which together shall constitute one and the same instrument. (e) The agreements contained in this Clarification shall not be construed in favor of or against either the Agency or the Developer, but shall be construed as if both the Agency and the Developer prepared this Clarification. 4 P: Clerical SCrI'lCeS Depl'~largilTel"AgreemenlS-Arncndmcnts,^grmb.'\mend :00.1'0-1-01.05 Watson Clar Agml DOC e e e (f) The DDA, as amended by this Clarification, constitutes the entire agreement between the Agency and the Developer and the Agency and the Developer intend the DDA, as amended by this Clarification, to be the final expression of their agreement with respect to the subjects covered therein and a complete and exclusive statement of such terms. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the dates set forth below. AGENCY Redevelopment Agency of the City of San Bernardino Date: By: Judith Valles Chair of the Community Development Commission Date: By: Gary Van Osdel Executive Director AP S MUST BE NOTARIZED] 5 Pc-'Clerical ServIces Depl\Margarct',^gretmenls~Amcndmenls\AgnnIS-Amend 2004-,04-01-05 WJISon elar AgmLDOC . . . Date: Date: Date: Date: Date: [ALL SIGNATURES MUST BE NOTARIZED] DEVELOPER l.R. Watson & Associates Development Co. a California corporation By: Its: University Park Holdings, LLC, a California limited liability company By: Its: Campus Parkway, LLC, a California limited liability company By: Its: University Park, LLC, a California limited liability company By: Its: Park-University, LLC, a California limited liability company By: Its: P:\Clerical Services Dept\Marpret\Aafeements-Amendments\Agrmts-Amend 2004\04-01-05 Watson CIar AgmI.DOC 6 e e e EXHIBIT "A" Amended Property Map to Replace Exhibit "A" to the DDA p',Clerlcal Services Dcp1",Margarclv\greemenl>-Amel1dmcnl~\Agrml>-Atnend 2004\04.0 1-05 Watson Clar AgmtDOC I . EXHIBIT "A-I" I:! ::l iJi ~ ~:,~ mB~ rrrl~ ':i~~!'- 'I~~~ ~ ~~ . tif ~ i;~il ~~n ~ I!I;: VI ~:t- ~ l'J t~eJi~ ~ lli i!m~ ~ ~ i~;113 ~ Ci ~m~~ I c SH~~. g o _~.l!r~ ~ e \'l ~ ." .. " e ~~~W '~l'!. h~i ~m hij~ '" ~h: ~ 'i~~ ~ ~h" ~ ~Iil ~ I~~! I ~m~ ~ c ~~n ~ ~ ~;~L ~ , ~i J~I a ~ i~ u ~~ d ~s ~ . -.. ,...-.~ . '~'..~~ ..' , " ~ , ~ l! ~~~h- · ~!i..~ ~ . ~'~ HI! i:Jrl ~ ,1\1 '. ~~ ~ '-1 I'!.! l'i~l~ ~ . }ilidi I .- ~~~i~i Ji l e '" lidl~ .~ is '~Ig ~. ~ I~"'I l! ~ J" .! i => I~M 'I Vl '~e' a .~ ~ r~rl · I i ;~n '; _ "I j ~ . . " ", .~ w l . R 'b " ~ II I d~ ~ ~ ~~ :;. ~ !~ ~ . '. ~ ~~~. . ~i ~ ~.: ; ~~ ~ a~ ~ ~ t; il r i - ~~ ~I ~~ ~ i~ ~g ~ ~~ ~ ~q~ ~~ Ii ~ !f~! ~~ ~~ ~ !pl ~~ F i ~5 ~~ gS i~ ~ !~.~ ~~~. ~ ~i ~~ ~~ i~ i ~ ~,~i ~~ ii l~ ~ !~ g- I~ ~~ ~~ ~ ~~ ~i Q! ~~ ,- ~ ;! 91~ II ~~ s~ ~ r e<'" .... ~ ~ -~~ -~ ,~ -~ ~ ~~ ~~~ ~I ~! ~~ - ?!'~,,~ -~', ,~,' . . .~~~l ~! I~.~I~~ !~~! i ~~II_I · h -. :ii~! Hd - ~19~ _ eta. '" .. ~tl: ~. i!~ ~ ~~:. . ~:'9i 4 <.:> !~ Jiln ~ ~ ! ~ i.S~2~ ~ ... ~ ~ ~I,~~ ~ g ~ " '~l~~S ~ ~ ~ ~,," ..~ ~ ~ 1 ~ ~ s: a ! .h~~. ~ . . - .. ,. ,. EXHIBIT "A-2" e IN /lIf CrY OF SAN 8U/WlRtltNO /kINC A S<J8I""SlON OF A PORllON OF RANa<O wSQJPlA/lf. PU/ PLAT /lCcot/OC!J /H BOO<< 7 OF "";>S. PArZ 2J. RtcOROS OF SAN 8CJ/NARDINO COUHTY. AND . MC ."'fIN srCllONS 7. 8 AND 17, TO~5N,P , NOR rH, RA~ <4 ..cST. SAN 8!RNAkOlHO w(RlDIA.N (UNStJRVf'IfD) rRANSTECH fNGiNUJIS /He SfPID<lIfR 200J PROC[OURE OF SURVEY AND $HEH INDEx -:J.~"'," ta". ..~.a.. r_:'~cc:..fD# / _ ..JooN_ ~ ..."""" '/" c.JG~--.~ ' II - ..- Q /- '..-:'-1~.~. ~,,:: w - --..Jlloo:Q..... j - ' _ . ,r"s~.l" .....u.c.;. "l-.:;._...,lftLlI..' ~/t!!T/- -" r(M "..7~ OA , 1"11.'1' -.l'.'/~ pi . . .....~,.~ '11,/ . .A -,:T. ..,.. / /I r_...."'u we- caIIP.....""'~'... _u."._..s .....Ulm__ "- ',- " "-~- ,-"",-~~~..(,", ~ ~....,v..,.--.. "\~" I~\ ..........~ "\\ P--"'- ~ <-~. . ~ "-V,,.' .. ..., ~ - "~ ..?y.. ...'J' ,_ 'lo '/~ /0- . '" ~ . ,/"f ' - './..Qo/'~I ;;::;:=~-::;. "f.r / "/ ....vo. ~\\--,/ "',/ /' \,v / ../ / -'0< //'("~j= <. ,t"/ / - y::";t:g' , ~ '''i:C:~ ~!~' ..~~~'V~~.:::;: \ ~,"",'\'" /-/ ~ ",~' / -/ " "., Lo(I:lCD04Z>>03~'\ .-" ~ ---_.,~. ~~./ . . , '-...j , ;..~a:r..,..~ ~,,~....,pr , ~~:::.. --~- ARCfL 2 II i......._..-: /J...,.........-...- I~~~=~~ ! '. . Pt:.RCfL J ... , . ''\'1\'-.. J,.f"_...c."-.(l~~' _r.on.,.~IU"_' _.."",.c.I.-."., ".(" :.i!~,:~ .',. . -'~ -~ . j.......- " ~,_","_o.- .' .....(lf~ 1'1 ftIIIWI(kSPCIO,,,- , ..~o"C".o.t . :,~~ .uTi lAf'lER/ll1t j'l 'M~IU:l..-O , - .c; ,I:l Cl_ '~' oJ';r,':::'I' ~O ....- . .. ~~ '" '/' .. '" , :' ~~ : ,:~ ~:S ~I:~? dl _ " 9 tr ROS ~lId r- , TRACT WD41 M8 16""11 \ ~. _ "" ..os <sD' ...---.-----.; ....~,. ""'........fl'.-....\ .......,-.... ->./.S:1...._ .. jo- ~tzIIl_~ \. ,~:-...." , ~. , ' P...R~~J. ItAAP nO. ~(J31 ' \\. PIffB ""d61 .- '\ ~ ,,\: '11\ ",\-. ""'.vT""-~ QTl ...._ IU 'In 1m IIlIa ... ... .... ~.. -.. _""'~rOg,,"~ _~'IY_"" ...... , . i: ~ '\ " ~ _ ,,-,, Q-.,rQ ,........ _..-110-"""_'" -, '.. . .~ \:~..."" -~~ . '- r , --' TRACT 19o'3P Iit8 lflo/GtJ SURVfrOR'S NOlES: If L · t;RAP,.,c ~ALE 'f' IIIIDoCo<.Itl'rN<#:I~.7.s""1Ill r J ..&'C""ltt ~ """" PCA ~ .,.~ DEDf, ,,.a. ..., cs. ,HIll. ,. ..oc...JnIlE"~p..J..~ ,!Il:Iac_1,..a. ,UOI I) lloIllIC.o.ln oI((Utg ~,.. II'{. C.l.. ,-..1 BASiS OF BEARINGS: , f_l NIo:A.lO~........,;; G:l.... ..c.e..rn H:r7 ..... 51jJ ,..0. .. .mil fU1 w &l1l:'Ir:I....-..cfCll kS-'4 ...e_oc.1k,.IC ~"4Cn""" tCMII& ,)U) ., ......u"'l 1 . . . EXHIBIT "B" AMENDED AND RESTATED SCHEDULE OF PERFORMANCE TO REPLACE EXHIBIT "G" OF THE DDA EXHIBIT "G" SCHEDULE OF PERFORMANCE (Days shall be calendar days, and all dates herein are subject to change due to force majeure in accordance with Section 7 .05 of the Agreement) Agency Approval ofDDA June 2, 2003 Developer shall perform the following after receipt of the relevant governmental approvals and permits: 1. Commence mass grading the entire Property area (as appropriate) within sixty (60) days after Close of Escrow and approval of a mass grading plan. 2. Complete construction of the Project on or before the 5th anniversary of the Close of Escrow. P'Cierical Services Dep(.Margarel'AgreemenI5-Amendmenls'Agrmls.Amclld 2004\04-01-05 Walson Clar Agmt.DOC e 2 3 4 5 6 7 8 9 10 11 12 e13 14 15 16 17 18 19 20 e25 I' RESOLUAC~ rv RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THAT CERTAIN PURCHASE AND SALE AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO RELATING TO PROPERTY LOCATED AT THE NORTHWEST CORNER OF UNIVERSITY PARKWAY AND NORTHPARK BOULEVARD IN THE CITY OF SAN BERNARDINO WHEREAS, the City of San Bernardino, California (the "City") is a municipal corporation and charter city, duly organized and existing pursuant to the provisions of the constitution of the State of California; and WHEREAS, the City is the current owner of certain real property located at the northwest comer of University Parkway and Northpark Boulevard in the City of San Bernardino (the "Site") and shown on the map attached hereto as Exhibit "A;" and WHEREAS, the City previously approved the sale of the real property to the Redevelopment Agency of the City of San Bernardino (the "Agency") in Resolution No. 2003- 120 adopted on June 2, 2003; and WHEREAS, Resolution No. 2003-120 gave the Mayor the authority to execute the purchase and sale agreement by and between the City and the Agency within 60 days from the date of adoption of the Resolution which time period has now expired; and WHEREAS, subsequent to the adoption of Resolution No. 2003-120, the City 21 Development Services Department, Planning and Engineering Divisions have certified and 22 recorded a Parcel Map creating four parcels out of the Site (the "Parcel Map"); and 23 WHEREAS, except for the creation of the Parcel Map creating additional parcels for purposes of the transfer of title and deleting the further parcelization into single family residential lots, no other changes to the size, scope of impacts of the originally contemplated 24 -1- P;\Altndas\Ruolutions\Rtiolullons\2004'.O....OI.05 Watson Clar Amd DDA :\ICC Reso.dnc e2 , development have occurred which would affect any of the CEQA findings and or determinations set forth in Resolution No. 2003-120; and 3 WHEREAS, the City still desires to sell to the Agency those portions of the said Site shown on the Parcel Map as parcels I, 2, 3, and 4 (the "Property") pursuant to the provisions of the Charter of the City and the provisions of the Municipal Code, including without limitation Section 2.65.050; and 4 5 6 7 WHEREAS, an MAl appraisal of the Property was conducted in April, 2002 by Smothers Appraisal (the "Appraiser"), and according to the report dated April 11, 2002 (the "Appraisal Report") prepared by the Appraiser, the fair market value of the Property is Three 8 9 10 Million Dollars ($3,000,000); and 11 WHEREAS, in May, 2003, the Appraiser updated the Appraisal Report, confirming and bringing forward to May, 2003, a fair market value for the Property of Three Million Dollars ($3,000,000) in the size and configuration as contemplated to be transferred as hereinafter 12 e13 provided; and 14 e25 15 WHEREAS, the Agency on June 2, 2003, entered into a Disposition and Development Agreement (the "DDA") pursuant to which the Agency will, simultaneously with its purchase of 16 the Property from the City, sell the Property to 1. R. Watson & Associates Development Co. 17 (the "Developer") for a purchase price of Three Million Dollars ($3,000,000); and 18 WHEREAS, the Agreement provides that all amounts received by the Agency from the Developer for payment of all or any portion of the purchase price of the Property under the 19 20 DDA be paid, in turn, by the Agency to the City for deposit in the Water Department fund; and WHEREAS, the price the Developer is paying to acquire the Property is not less than the fair market value of the Property; and 21 22 23 WHEREAS, the DDA provides for the development of the Property by the Developer as 24 a residential neighborhood consisting of single family detached homes (the "Project"); and -2- P:\Agendas\Rnolulionl\Rnolullon$\20lJ.4\04-01_0S W~hon Clar Amd DDA 'Ice Relo.doc e e13 14 e25 . WHEREAS, there are existing waterlines located within the Property and such locations 2 have been reserved in favor of the City on the Parcel Map; and 3 WHEREAS, the Agency has agreed and shall execute and record an easement in favor 4 of the San Bernardino Municipal Water Department covering these locations prior to 5 transferring any of the Property to the Developer; and 6 WHEREAS, it is appropriate for the Mayor and Common Council to take action with respect to the sale of the Property to the Agency. 7 8 NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED B THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, AS FOLLOWS: 9 Section I. The above recitals are true and correct and incorporated herein by 10 reference. 11 Section 2. The Mayor and Common Council hereby re-approve the sale of the Property to 12 the Agency pursuant to the information contained in the Staff Report accompanying this Resolution. Section 3. The Mayor and Common Council hereby direct that the proceeds of the sale of the Property received by the City from the Agency in accordance with the terms of the 15 Agreement be deposited in the Water Department Fund. 16 Section 4. The Mayor and Common Council hereby approve, authorize and direct 17 the Mayor to execute a revised Purchase and Sale Agreement ("Agreement") attached hereto 18 and incorporated herein by reference, consistent with the information contained in the Staff 19 Report accompanying this Resolution and any other documents required to facilitate the transfer 20 of the Property to the Agency on behalf of the City together with such technical and conforming 21 changes as may be recommended by the General Manager of the Municipal Water Department 22 and approved by the City Attorney. 23 The General Manager of the Municipal Water Department is hereby Section 5. 24 authorized and directed to take all actions set forth in the Agreement on behalf of the City to close the escrow transaction described therein. -3- P:\Agend,u\Rt$oluUoR5\Rciolutlons',l004\04-01-0S Watsoll Clar Amd DDA MCC ihso.duc -2 Section 6. The Mayor and Common Council hereby approve the sale of the Property to the Agency in accordance with Section 2.65.050 of the Municipal Code and on the terms set 3 forth herein. 4 Section 7. This Resolution shall take effect upon its adoption and execution in the 5 manner as required by the City Charter. 6 III 7 III 8 III III 9 III 10 III It III 12 III _13 III 14 III 15 /II 16 /II 17 III 18 /II 19 /II 20 III 21 /II 22 III 23 III 24 1/1 _5 .4. P:\AgcnduIResl,llull0n5\Re'loluli0n5\lOO4\04-01-0S Watson Clar Amd DOA :\Ice Ruo.doc e 2 3 4 5 6 7 8 9 10 II 12 e13 14 15 16 e25 ... RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THAT CERTAIN PURCHASE AND SALE AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO RELATING TO PROPERTY LOCATED AT THE NORTHWEST CORNER OF UNIVERSITY PARKWAY AND NORTH PARK BOULEVARD IN THE CITY OF SAN BERNARDINO I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a meeting thereof, held on the day of , 2004, by the following vote to wit: Council Members: Aves Nays Abstain Absent ESTRADA LONGVILLE MCGINNIS DERRY SUAREZ ANDERSON MC CAMMACK 17 Rachel G. Clark, City Clerk 18 The foregoing resolution is hereby approved this day of ,2004. 19 20 Judith Valles, Mayor City of San Bernardino 21 Approved as to form and Legal Content: .~ 22 By: 23 24 -5- P:\Ag!ndal\Rflolulions\Rnolulions\2004\04.01.0S Wauon Clar Amd DDA :\-ICC Rno.dOf ~ ~ ~ " . \'I ~ " ~ " . .;......... . '! ~!~f ~I!l Uti ~ll~ ~b.3 ~t:t~ 'IO! <.: , ~~ ~ :~~i ... h ~ :;qll _ ~ ~ ~i~ ~ i h~ ~ ,;~t~ ~ f'~!~ ? '" ~g- ~t::~ \>~.. ~ 5J~!i a;!i ij t-.... ~h~ 8 ~H~ ~ ~~ ~ t'o< ~"'o.. ~ t a "'~~ e; i~~"~ b ~ N) ~<;)'i", ~ '3 g ! ~ ~56 G d;~~ ~j ,,I ___ ~Q:J ~ ggt=. 0' ~ g Bit ;~~m j: ) ~ ~ g; ~gug . ~ ... 0-" ~ I-~~r~ ~~ Q. ~ ~ ~::; ... ..~~.. :. -<:( _ ~ ~ I;: <.J .~" ~,,~il:'" G:-q -.J i ~~~ ~ ~ i~d~i J Lu ;; :s~Q! v' '" lt~t"]? U ~ ~ ~ i ~ im;~ ~ ~ ~;~:: ~ ~ ~'iH~11 ~ "tj ~ ~ . ~! ~ is.... ~ "b ~~" ~ ~ ..~~!~ ",' ,. ~~~.... . 0 j~..,. . <;) ,.,.....1ei;, "..,-._ to.. ~ ,0" . ;~c~-'"~~.u_~~~ - -:'.~ c.'~;l, ~ -;,:,~"~.;(: .~ ~ . - ~ ~ ~~~~~~ ' ~9~'" ~ -~~'~ ~ ~~Ja.1 ~ ..!~~ < lij. -1 ~ 'i~~:; ~ j2 bRa ! b!i~.~1 ! t"1 .' 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S b c' . ~ ~ l '-' HB" . ~ Ii I d~ ~ ... ~~ I ~ ~~ ~ ~ i ~ . ~ d ~ ~ ~a ~ ~, ~ ; ~~ ~ ~~ i ~ 1~ 'I; r i - ~; ~.i ~~ " $~ ~g ~; -~ ~ F!~ ~,!H ei ~&1 ~~ ~~ ~ I~ a ~~ F ! .~ ~~ gS;~ 1 h'~ ~;.~ ~n ~i ~~ ~: ~~ ~ ~ ~; ~i g~ ai ~~ ~ h g- ~~ ~~ 3~ ~ ~~ ~i ~~ ~~ b' ~ ~! g9~ li ~~ s~ ~ ~ e-'" ",". ~ ~. -~~ -~ .~ .: ~ ~~ !~i ~~ ~! ~: ~ tl "b ~.'; ~'. .' - f jl~~~~ ~ -~oti ~~ i~!ii . - !;~ ei~' ~ ~ ~tl~ ~. i!ii ~ _:. . 5;'~! ~ I i~ ~:'~~i : ~ l ~i.~i@ t ~ "g' d~~~ · ~; a 5 :nan .... ,. .' !'!l! " I .'11. tl:.! tll i i s I a ; EXHIBIT "A-2" . IN M arY CF SAN B~RriAROJNO fklNC A suaDt..",Si~ OF A POR71CIN Of RANCtrO ",u$O.;PfABf. Pal Pu.T /lCCOROCD IN 8001t. , OF w4PS. PACE. 2J R(CDROS Of SAJI/ 8l.RNARDINO C~J)" MD l Me lttTHrN SfCTlONS 7 li AND 17, ro'fttoiSn,P', ~ORrrr RANGf .. ,,(51. 5.AN 8ERHAiui"'JO ~fRjOl~ (uHSVRVf1fO) . rRANSTrCH fNQHCf.RS lffC SCPTEw8fR 200J PROC[OURE OF '5uR'lfr AND SHEET INDEx ,,'.. c.o""" "'..," r...~~~~ J &UI_...........~_ rv ..'~ '\ r" .... ,\__ '_",,-_u~~',... ~ ""'-..;...-. ""~ '\ ~ ,-~_..CPo;. P--..... r_......_u.... I __.,IOUIIW / _~,",.~_..r /---...:::,:, (J~~ --;;;:;.: J'''II~n ~-----~:,,:<:~~~~.=.T" "i;/;;~I /,~;,=.-=~ Nf_l~M.' I":"/~ ...,~=':..- ~. . ....!..::-.~:m 1'/1,/,' ,l6\cn"...-..,./lJ- .-\1 l A 1.1 &1'0 II ,611 t'-.. ARm I ~2 ! p~""'" (f1J~ ,,,,,,,pv5 -J," . _,a , /.......,~ " ...,.oc_.... ,~ . ~ -'" ~",. ~ ..,.y... ",'~ ""', y -,.10 :/'$-.., /' . , /0/ :.;'~ '. ~~:..m;;. 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M8 3n '......: ' ' ~ . _...c: _...., J..\ O'f'__...r"'I~/' -.....-...c____an ...- \ \ ~ :--;.~~~.... -. - - " I J9I ~ ' =':.~~O:'..tm:'" ~~....~_:_~.::::::..n,..:..: '__g-:;:'_~.,_ '... ~~,;~.__. ~'l-.' ~~~-. I~ _____--~~oYl ) "P"~.'" -- ,.-I ,'..o4>__,..~D" _- ......'"'"...:s"""~ ,.r;.,_...l'\~r...'_ .c.~ ~_u.....,~ _ - L&art-___...U.. "" 11_' __'_A" =--_.... _..._r&lllooo.... ~.C'''~ _..,.....~l'Our>" _~Jt,..._., -. I TRACT 190~h~ 1I4B 'AJ%~ SUlNfrORS NOTES: I>.{'",o;u" ."'-"'O:fr:1t Ik$"" Q -< _D.c..'.I( C;l1'..-cn .., ICoIWt'Il' ,~~ .(. .......~n ..cc..IfS'~~"'...s..o1[ll II ~"'"Itl"~"",...~Ax>o. ,.~. oa1IS ,..a:. "'"" cs: ,,,.1:< ~l'l'lI'IC'~~'.~/iICOI""" "'.a .4JO. 1.JO:J':::~' .. (;RAP"IC ~CA,J.f l' I J ..o.c..mMIX>>Do.'al'fIlc:.. '4101 8A SlS OF BEARINGS: [II} ..o..:..1fS~...La.n.o,; ~..o.c.1I1P<<Il"""""ll rLAJ ,...0.. DllUf OJ;: ~ . . . PURCHASE AND SALE AGREEMENT (Parcels Located at Northwest Corner of University Parkway and Northpark Boulevard) THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into as of the _ day of , 2004, by and between the Redevelopment Agency of the City of San Bernardino ("Buyer"), and the City of San Bernardino ("Seller"). RECITALS (A) The Buyer is a public body corporate and politic organized and validly existing under the laws of the State of California (the "State"), and the Seller is a municipal corporation organized and validly existing under the Constitution of the State. (B) Seller owns certain property located in the City of San Bernardino, County of San Bernardino more particularly described in Exhibit "A" hereto (the "Property"). (C) Buyer has entered into a certain 2003 Disposition and Development Agreement. whereby Buyer will convey the Property to 1. R. Watson and Associates Development Co., a California corporation (the "Developer"). Buyer intends to enter into a Clarification and Amendment to said Agreement. The Developer intends to develop the Property in phases as provided in the Disposition and Development Agreement. The Developer will pay a purchase price for the Property of Three Million Dollars ($3,000,000.00). The Buyer and Seller wish to provide for a conveyance of the Property from the Seller to the Buyer in order that the Buyer may convey the Property to the Developer pursuant to the Disposition and Development Agreement. (D) The Seller and Buyer have duly approved the transactions contcmplated by this Agrcement by approval of their respective governing bodies and in order to set forth thc terms and conditions of such purchase and sale, the Buyer and Seller desire to enter into this Agreement. NOW, THEREFORE. for and in consideration of the foregoing Recitals and the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follO\\is: ARTICLE I PURCHASE AND SALE Section !.O!. Purchase and Sale. Subject to the terms and conditions of this Agreement, Seller hereby agrees to sell. transfer and convey to the Buyer, and the Buyer hereby agrees to purchase from Seller, all of Seller's right. title and interest in and to the Property, excluding water rights. -L~..:Il)-11()9.52962 582003134361 e e e . Section 1.02. Purchase Price. The purchase price for the Property shall be Three Million Dollars ($3,000,000.00) (the "Purchase Price"). An MAl appraisal of the Property has been conducted by Smothers Appraisal (the "Appraiser"). According to the report prepared by the Appraiser. the fair market value of the Property is Three Million Dollars ($3,000,000.00) The Disposition and Development Agreement provides that the Developer shall pay 80% of the Purchase Price at the close of escrow thereunder and that the remainder 20% of the Purchase Price shall be financed by the Buyer hereunder, such financing to be evidenced by a promissory note (thc "Promissory Note") and secured by a deed of trust creating a lien against all or some portion of the Property (the "Trust Deed"). All amounts received by the Buyer from the Developer under the Disposition and Development Agreement for payment of all or any portion of the purchase price thereunder shall, in turn, be paid by the Buyer to the Seller hereunder. The Seller hereunder shall be considered a third party beneficiary of the Buyer's rights under the Disposition and Development Agreement and under the Promissory Note and the Trust Deed. Section 1.03. Cash at Closing. Eighty percent (80%) of the Purchase Price shall be paid to Seller in cash at Closing (as defined in Section 3.01 hereof). The remainder of the Purchase Price shall be paid by the Buyer to the Seller upon receipt by the Buyer of periodic payments pursuant to the Promissory Note. Upon receipt of payments pursuant to the Promissory Note. the lluyer shall remit such amounts to the Seller in accordance with instructions received fi'om time to time from the Seller. ARTICLE II TITLE INSURANCE Section 2.01. Seller's Obligation to Provide Title Insurance. Seller shall deliver to the Buyer, within ten (10) days after the execution and delivery of this Agreement by both parties (the "Effective Date"), a preliminary title report for an owner's title policy issued by Chicago Title Company, together with legible copies of all restrictive covenants. easements and other items listed as title exceptions therein (each a "Title Defect''). The title policy to be issued to the Buyer pursuant to this section shall ensure fee simple title to the Buyer in the amount of the Purchase Price. as adjusted pursuant hereto. subject only to the exceptions shown therein to which the Buyer has agreed in writing. The Buyer shall have five (5) days after its receipt of the preliminary title report within which to disapprove any Title Defects shown therein. such approval or disapproval to be within the Buyer's reasonable discretion. If the Buyer fails to disapprove any particular Title Defect by written notice delivered to and received by Seller within such time period, then the Buyer shall be deemed to have approved such title Defect. If the Buyer disapproves any such Title Defect by wTittcnnotice delivered to and received by Seller within such time period. then the Buyer may terminate this Agreement unless Seller'(without any obligation to do so) cures the Buyer's objection to such Titk Defect. Title Defects which the Buyer approves or has been deemed to have approved pursuant to this Section shall have the option to either (a) extend the Closing by that period of time which is reasonably required by Seller to satisfy the title requirement or to cure the Title Defecl. or (b) 4849-1109-52962 S82003 13436 1 e e e ---T- ~_n terminate this Agreement by written notice to the Buyer in accordance with the notice provisions or this Agreement. ARTICLE III CLOSING Section 3.01. Closing Through Escrow. Subject to the provIsIons of this Agreement, the Buyer and Seller shall consummate and close the purchase and sale of the Property contemplated by this Agreement when all of the conditions of closing for the benefit of the parties hereto have been satisfied or waived, and when and if all conditions precedent to the close of escrow under the Disposition and Development Agreement have been satisfied, but in no event later than twcnty (20) days after Buyer has received a Due Diligence Certificate (as that term is defined in the Disposition and Development Agreement) from the Developer (the "Closing"). Subject to the pro\'isions of this Agreement relating to the extension of the Closing, if the Closing does not occur as a result of the failure of a condition, then the party hereto for whose benefit the condition exists may terminate this Agreement, in which event the parties hereto shall have no further rights or obligations pursuant to this Agreement. The transfer and sale of the Property shall take place through an escrow (the "Escrow") to be administered by Chicago Title Company or such other eserow or title insurance company mutually agreed upon by the Buyer and the Seller (the "Escrow Agent"). The Escrow shall be deemed open upon the receipt by the Escrow Agent of a fully executed copy of this Agreement. The Escrow Agent shall promptly confinn to the parties the escrow number and the title insurance order number assigned to the Escrow. The Buyer and the Seller each agree to execute the customary supplemental instructions in the form prov"ided by the Escrow Agent to its clients in real property escrow transactions administered by it. Section 3.02. Seller's Obligations at Closing. At Closing, Seller shall deli\er to the Escrow Agent the following documents (all duly executed and acknowledged bv Seller, where required): a~ Deed. A quitclaim deed in substantially the form attached to this Agreement as Exhibit "B", executed by Seller and conveying the Propel1y to the Buyer, subject to no exceptions other than those agreed to by the Buyer. b. Title Policv. A commitment by the Title Company to issue an owner's title policy in CL TA standard fonn, naming the Buyer as the insured in the amount of the Purchase Price, insuring that the Buyer owns fee simple title to the Property, subject only to such exceptions as are a"reed to bv the Buver :::- "' '" ~~Fj-IIU')-~2%2 552003 ;3436 1 e e e . Section 3.03. Buver's Obligation at Closing. At Closing, the Buyer shall deliver to the Seller at least eighty percent (80%) of the Purchase Price in cash or by wire transfer ofreadily available U.S. funds, together with documentary proof that the Note and the Trust Deed have been executed and delivered by the Developer. Section 3.04. Closing Costs. Seller shall pay all closing costs. 1\1 WITNESS WHEREOF, the parties hereto have executed this Purchase and Sale Agreement as of the date first above written. "BUYER" Redevelopment Agency of the City of San Bernardino By: Judith Valles Chair of the Community Development Commission "SELLER" City of San Bernardino By: Judith Valles. Mayor '-1.':\-19-1109.52962 SB2003.134361 e e e .. EXHIBIT "A" Legal Description Parcels], 2, 3, and 4 of Parcel Map No. 16307 recorded as document number 2003-0786277 on October 17. 2003 in Book 200 of Parcel Maps at Page 70-76 in the Records of San Bernardino County. ~R4l)-11 09-5206.2 SB208313436i I . . e . EXHIBIT ""B" Quitclaim Deed .1.'\-19-11 ()()-~2l)6 2 562003134,16 ~ I e e e . RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO 201 NORTH "E" STREET SUITE 301 SAl\ BERNARDINO, CALIFORNIA 92401 (Space Above for Recorder's Use) OUlTCLAIM DEED 4S49-1109-5296.2 582003134361 e e e . Recording Requested by and When Recorded Mail to: Redevelopment Agency Of the City of San Bernardino 20 I N. E Street. Suite 30 I San Bernardino, CA 9240 I For Recorder's Ust: Oil]) QUITCLAIM DEED Documentary Transfer Tax -0- FOR A VALUABLE CONSIDERA nON, receipt of which is hereby acknowledged, the City of San Bernardino, a municipal corporation, hereby REMISES, RELEASES and QUITCLAIMS to Redevelopment Agency of the City of San Bernardino all that real property situated in the City of San Bernardino, County of San Bernardino, State of California, described as: SEE EXHIBIT "A" hereto Dated: ,2004 City of San Bernardino Judith Valles, Mayor (STATE OF CALIFORNIA) COUNTY OF SAN BERNARDINO) On befote me, (here insert nalTIe and title of the officer), personally appeared personally known to me (or proved to me 011 the basis of satisfactory evidence) to be the person(s) \\'hose name(s) is/are subscribed to the \\ irhin instrument and ackllO\vledged to me that heo'she,they executed the same in his/her/their authorized capaciry(ies), and that by his/her/their signature(s) on the instrument the pcrson(s), or the entity upon behalf of which the person(s) acted, executed the instrument. (Seal) WITNESS my hand and ofticial seal. Signature ..S49-1109-52962 se2003134361 e e e Exhibit "A" Legal Description Parcels 1,2,3, and 4 of Parcel Map No. 16307 recorded as document number 2003-0786277 on October 17, 2003 in Book 200 of Parcel Maps at Page 70-76 in the Records of San Bernardino County. -1:\-19.11 09-5~96 2 382003134361 - . e e e L . ACCEPTANCE By Resolution No. the Redevelopment Agency of the City of San Bernardino hereby accepts title to the property described in Exhibit A to this Quitclaim Deed. Dated: .2004 Redevelopment Agency of the City of San Bernardino Gary Van Osdel Executive Director 'S'9-II09-;2962 882003.134361 , CITY OF SAN BERNARDINO Interoffice Memorandum CITY CLERK'S OFFICE Records and Information Management (RIM) Program DATE: January 27,2004 TO: Margaret Parker, Secretary FROM: Michelle Taylor, Senior Secretary RE: Transmitting Documents for Signature - Resolution CDC/2004-3 At the Mayor and Common Council meeting of January 20, 2004, the City of San Bernardino adopted Resolution CDC/2004-3 - Resolution authorizing the Executive Director to execute the Clarification and Amendment to the 2003 Disposition and Development Agreement by and between the Redevelopment Agency and J.R. Watson & Associates Development Co., dated June 2, 2003. Attached is one (I) original agreement. Please obtain signatures in the appropriate location and return the original agreement to the City Clerk's Office as soon as possible, to my attention. If you have any questions, please do not hesitate to contact me at ext. 3206. Thank you. Michelle Taylor Senior Secretary I hereby acknowledge receipt of the above mentioned documents. Signed: ~rd4~121 Date: Please sign and return -..--- - ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDIN~CE1VrJ__ClT,( CLERK INTER-OFFICE MEMORANDUM '04 FEB 23 P 4 :14 TO: Michelle Taylor, Senior Secretary, City Clerk's Office ..-it\ (lMargaret Parker, Secretary FROM: SUBJECT: Executed Document DATE: February 23, 2004 Enclosed is the fully executed Amendment pertaining to the following resolution: CDC/2004-3 CLARIFICATION AND AMENDMENT TO THE 2003 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND J. R. WATSON & ASSOCIATES DEVELOPMENT CO., DATED JUNE 2, 2003 Please let me know if you have any questions. Thank you, Margaret Enclosure cc: Barbara Lindseth (with Original Executed Amendment) Barbara Sharp (with Copy of Amendment) Maggie Pacheco (with Copy of Amendment) Musibau Arogundade (with Copy of Amendment)