HomeMy WebLinkAboutR36-Economic Development Agency
ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM:
Maggie Pacheco
Deputy Director
SUBJECT: MEMORANDUM OF UNDERSTANDING
BETWEEN THE REDEVELOPMENT
AGENCY AND CENTURY CROWELL
COMMUNITIES, L.P. (RE: AGENCY/
DATE: June 15,2004 CITY OWNED PROPERTY IN THE
_______________________________________________________________________VERDE~O~_~REA) _________
SvnoDsis of Previous Commission/Council/Committee Action{s):
On May 18, 2004, Redevelopment Committee Members Estrada, Longville and McGinnis unanimously voted to
recommend that the Community Development Commission consider this action for approval.
OR\G\N~l
Recommended Motion{s):
(Communitv DeveloDment Commission)
MOTION:
A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ('AGENCY") TO
EXECUTE THE MEMORANDUM OF UNDERSTANDING ("MOU") WITH CENTURY
CROWELL COMMUNITIES, L.P. ("CENTURY") RELATIVE TO THE ACQUISITION AND
DEVELOPMENT OF THE SITE LOCATED IN THE NORTH VERDEMONT AREA (100 ACRE
BICE PROPERTY AND 5 ACRE CITY PROPERTY ON LITTLE LEAGUE DRIVE AND
FRONTAGE RD.)
Contact Person(s):
Maggie Pacheco
Phone:
(909) 663-1044
5th
Proj ect Area( s)
N/A
Ward(s):
Supporting Data Attached: 0 Staff Report 0 Resolution(s) 0 Agreement(s)/Contract(s) 0 Map(s) 0 Letters
None at
FUNDING REQUIREMENTS Amount: $ this time Source:
"GNAruRE ~~p~~ r2h~
~ Gary Van Osd I, Executive Director Magg e PAcheco, Deputy Director
-----------------------.-.----------------------
Commission/Council otes:
~tI~ ~J2.trf\-2D __.__________
P:\Agendas\Comm Dev Commission\CDC 2004\04-06-21 Century Biee MQV SR.doc
Agenda
~30
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COMMISSI
I
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
Memorandum of Understandinl! between the Redevelopment Al!encv and Century Crowell
Communities. L.P. (Re: Al!encv/Citv Owned Property in the Verdemont Area)
BACKGROUND/CURRENT ISSUE:
At the request of the Redevelopment Committee, both Century Crowell Communities, L.P. and
Empire Land, LLC, were invited to present their interest and proposal to purchase and develop the
100 acre Bice property owned by the Agency to the Redevelopment Committee meeting of May 4,
2004.
At this Redevelopment Committee meeting, Century presented their conceptual plan for development
of the Bice property and reiterated their purchase offer for the Bice property. Empire Land, LLC did
not participate in this presentation because they withdrew their proposal to purchase the Bice
property. (Also, by way of background, on January 6, 2004, Staff received a written letter from
Empire Land, LLC, expressing their desire to purchase the Bice Property from the Agency.
Subsequently, Staff met with representatives from Empire Land, LLC on several occasions to follow
up on their interest, and on March 9, 2004, Staff provided Empire with a draft Memorandum of
Understanding (MOU) setting forth the business terms in which Staff would consider recommending
disposition of the property to Empire. Empire responded to this draft MOU by requesting more time
in which to prepare a response and to allow Empire time to conclude their negotiations to acquire the
adjacent Gordon property to Bice property.)
After Century's presentation and discussion with the Committee members, Staff was directed to
prepare an outline of the business terms by and between the Agency and Century of the proposed sale
and development of the Bice property and present said outline to the Committee at the
Redevelopment Committee meeting of May 17, 2004 prior to a formal recommendation to the
Community Development Commission. Furthermore, on May 17, 2004, Staff received an interest
letter to purchase the Site from Young Homes. On May 21,2004, Staff corresponded with Young
Homes and requested that they transmit their proposal to Agency Staff prior to June 4, 2004. On June
11,2004, Staff received a phone message from Mr. Charles Rangel, of Young Homes expressing their
regrets for not being able to submit a competitive bid due to limited knowledge of the Site and time
constraints.
The attached Memorandum of Understanding (MOU) was prepared by Staff and Agency Counsel,
and presented to Century for their concurrence. On May 17, 2004, the Redevelopment Committee
reviewed the MOU by and between the Agency and Century in detail and voted to forward an
approval recommendation to the Community Development Commission. The basic business
parameters of the MOU are addressed below. Please refer to the attached MOU for the specific deal
points.
1. Century will purchase the Bice property and the 5 acre property presently owned by the City
(based on previous authorization of the Mayor and Common Council, Agency and City Staff
---------------------
P:\Agendas\CommDev Commission\CDC 2004\04-06-21 CenturyBice MOU SR.doc COMMISSION MEETING AGENDA
Meeting Date: 06/21/2004
Agenda Item Number:
Economic Development Agency Staff Report
Century Crowell L.P. MOU
Page 2
have been directed to transfer the 5 acre property from the City to the Agency at an appraised
value amount in an effort to assist the City with their budget constraints.) located on Frontage
Rd. and Little League Drive ( "Site").
2. The Site will be sold to Century AS IS, subject to all faults, condition, and Century will be
solely responsible for satisfying itself that the Site is suitable for development of residential
single family housing.
3. Century will purchase the Site from the Agency at the purchase price of $5,250,000 payable to
the Agency as noted in Section ill, 3 ofthe MOU.
4. Century will pay the Agency an additional Purchase Price equal to 20% of the profits from
the development of the Site, as per Section ill, 4 of the MOU.
5. Century will make a good faith effort to purchase additional land adjacent to the Site,
specifically, the Gordon Property (345 acres) and the Muscupiabe Ranch (160 acres), referred
to as the "Other Properties".
6. Century will have the right to terminate the DDA should the Biological Report reveal that
more than 75% of the Site is subject to development restraints due to the presence of the San
Bernardino Kangaroo Rat, or other endangered species;
7. Century will be responsible for preparing and completing, including but not limited to, a
Master Circulation Plan, Master Storm Drainage Study; a Master Financing Plan; Master
Land Use Plan, which shall include lots that are each a minimum of 10,800 square feet in size,
equating to approximately 275 single family housing units, subject to Section ill, II of the
MOU.
8. Century will pay to the Agency, in addition to the Purchase Price for the Site, a $10,000 per
housing unit fee ("In-Lieu School Fee") for development of 245 units on the Site; Century
will be required to pay directly to the School District, the necessary school fee for units in
excess of the 245.
9. Upon the Execution of the DDA by the Parties, Century will remit the sum of $50,000 as an
initial Deposit and upon approval of the tentative track map by the City for the Site, Century
will deposit an additional deposit of $100,000 to the Agency; both deposits shall be applied to
the Purchase Price for the Site upon the close of escrow.
Should the Commission, approve execution of this MOU, the parties will immediately commence the
negotiation and preparation of a Disposition and Development Agreement (DDA) which will be
subsequently presented to the Commission at a scheduled public hearing pursuant to Health and
Safety Code Section 33433. Moreover, Century has agreed and has delivered to the Agency, a check
in the amount of $25,000 nomefundable under all circumstances. This deposit is intended to
compensate the Agency for removing the Site from consideration by other prospective purchasers and
to compensate the Agency for any expenses incurred during the negotiation period of the MOU and
DDA.
ENVIRONMENTAL IMPACT:
An MOU is exempt from the California Environmental Quality Act (CEQA)
P:\Agendas\Comm Dev Commission\CDC 2004\04.()6.21 Century Bice MOU SR.do<:
COMMISSION MEETING AGENDA
Meeting Date: 06/2112004
Agenda Item Number:
Economic Development Agency Staff Report
Century Crowell L.P. MOU
Page 3
FISCAL IMPACT:
None at this time.
RECOMMENDATION:
That the Community Development Commission adopt the attached Resolution.
~
P:\Agendas\Comm Dcv Commission\CDC 2004\04-06-21 Century Bice MOU SR.doc
COMMISSION MEETING AGENDA
Meeting Date: 06121/2004
Agenda Item Number:
STRIKE-OUT VERSION OF REVISED M.O.U. DATED 7/6/04 (AGENDA ITEM #R36)
MEMORANDUM OF UNDERSTANDING
PARTIES: (1) REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, AND (2) CENTURY CROWELL COMMUNITIES, L.P.
DATE: JliLY 6~H, 2004
RE: REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
OUTLINE OF PROPOSED GENERAL TERMS OF SALE OF 105 ACRES
OF PUBLICLY OWNED LANDS IN THE CITY OF SAN BERNARDINO
(COMMONLY KNOWN AS THE BICE PROPERTY)
I. Introduction
The Redevelopment Agency of the City of San Bernardino, a public body corporate and politic
(the "Agency") is the owner of certain lands in the Verdemont area of the City of San Bernardino
(the "City"). These Agency-owned lands are commonly known and referred to as the "Bice
Property." The Bice Property is approximately one hundred (100) acres (more or less) in size
and is undeveloped plus the approximately five (5) acre undeveloped parcel on the frontage road
and Little League Drive (collectively, the "Bice Property" or the "Site"). The Bice Property is
situated near the foothills of the San Bernardino mountains adjacent to the 1-215 Freeway and
has rather flat terrain with a gradual slope to the south and in traversed by a power line easement
and a County Flood Control Channel. A vicinity map is attached to this document which
generally illustrates the location of the Bice Property in relation to certain nearby features
(Exhibit "A").
A formal presentation was made by Century Crowell Communities, L.P. ("Century" or the
"Buyer") to the Redevelopment Committee and Agency Staff to explore the Agency's interest in
selling the Bice Property to Century for development and resale with new single family homes to
be constructed thereon by Century (the "Project"). /\ccordl11bly, this MOD1ofandlll11 of
~lOOel'StaH4-l'lg-{.::M(.}~~:; flJlth tHe general term:; under ."..hicfl-~)' 8:all i:; PreJh'fM--le
€-oHSitJff recommeatl~wmval of the sa-Ie of the BKe Properly 10 Centllry-o- The
Redevelopment Committee on May 4, 2004, requested that a more detailed summary of the
relevant deal points be negotiated and drafted between the Agency Staff and Century and to then
be submitted to the Redevelopment Committee at the meeting on May 18, 2004. At that time,
the Redevelopment Committee recommended approval of this MOD and forwarded that
recommendation to be considered by the full membership of the Community Development
Commission of the City of San Bernardino (the "Commission") for their approval and direction
to proceed with the drafting of the Disposition and Development Agreement for the Bice
Property.
The terms set forth below in this Memorandum of Understanding ("MOD'] do not constitute an
offer of the Agency to sell the Bice Property nor the acceptance of any offer to purchase on
behalf of Century. The governing board of the Agency must approve the terms of any such offer
of the Agency by an affirmative vote of its members at a public meeting of the Commission. In
addition, the specific and mutually agreed upon terms of sale for the Bice Property shall be
C\DO~llmentS andSCllingslTimOThy SabolMy DoCllmt;nU\WPdOCl-2004ISB.EDAICentury HomCI MOU .7_1_04 DOC
subject to a separate approving vote of the members of the Commission at a public hearing held
for such purpose under the provisions of Health and Safety Code Section 33433.
Therefore, listed below are the general sale terms discussed as of the date of this MOU:
II. Defined Terms used in this Outline of Proposed Terms of Sale
Certain words and phrases shall have the following meanings when used in this MOU:
. "Buyer" means and refers to Century Crowell Communities, L.P., a California limited
partnership.
. "Deposit" means and refers to an account to be established by the Buyer and the Agency
under the DDA. The Deposit shall be comprised of the Initial Deposit and the Additional
Deposit Amount as further provided in this MOU. In accordance with the terms to be
contained in the DDA, the Deposit shall be the property of the Agency when certain
conditions have been met and shall be non-refundable under the circumstances and events
to be provided in the DDA.
. "Purchase Price" means and refers to the sum of money which the Buyer shall pay the
Agency for the delivery of marketable title in the Site upon the close of an escrow
established under the DDA with Fidelity National Title. In addition, the profit
participation shall also be deemed to be a portion of the Purchase Price and shall be a
continuing obligation of the Buyer to remit the required payments to the Agency,;
provided, however, that there shall be no guaranty by the Buyer that a profit participation
will result when the Project has been finally developed and sold by the Buyer, but if the
calculations warrant the payment of a profit participation, such shall be paid in the
manner to be set forth in the DDA.
. "CEQA" means and refers to the California Environmental Quality Act of 1970, as
amended.
. "Site" means and refers to the Bice Property and the additional 5-acre vacant land near
the intersection of Little League Drive and the freeway frontage road.
. "DDA" means and refers to a Disposition and Development Agreement by and between
Buyer and the Agency relating to the specific term of the sale of the Site by the Agency
to Buyer. The DDA will include the mutually agreed upon terms for the purchase and
sale of the Site and may also include a number of post land sale development covenants
of the Buyer in favor of the Agency. The Agency's approval ofthe DDA shall be subject
to appropriate procedural compliance with CEQA and an approving majority vote of the
Commission at the conclusion of a duly noticed public hearing.
. "City" means and refers to the City of San Bernardino, California. The Site is located in
the City and the development and improvement of the Site is subject to the land use and
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development regulations of the City. The City shall not be a party to the DDA relating to
the Site. Nonetheless the Buyer's development of the Site may require the Buyer to enter
into one or more separate agreements with the City, such as a subdivision improvement
security agreement.
III. Proposed General Terms of the DDA and Points of Sale of the Site
The following provisions of this MOO set forth the general terms of sale that are anticipated to
be included within the final DDA:
I. The term of the DDA shall be for a period of time to be established in an Exhibit to the
DDA for the completion and build-out of the Project after approval of the DDA by the
Commission. A maximum anticipated Project build-out length of time will be mutually
agreed upon in an exhibit to the DDA. The DDA will be subject to earlier termination at
the discretion of the Executive Director of the Agency if any of the hereinafter described
performance dates are not met by Buyer or if the Buyer is in material breach of any of its
other terms prior to the close of escrow for the sale of the Site. The DDA will include a
Schedule of Performance to assure the Agency that the development of the Site is
proceeding to completion in a timely manner. Additionally, prior to the close of escrow
for the sale of the Site to the Buyer, the Buyer will be required to meet certain
performance benchmarks and to complete various studies and reports within the
time frames established in this MOO and as shall be further provided in the DDA. __The
DDA will contain provisions to he mutuallv agreed upon to allow for time extensions as
to such perfonnance benchmarks under certain conditions as Illav be reasonable under the
circumstances to enable the Buyer to obtain required govemmental discretionary
approvals 1'01' the Proiect.
2. The Agency shall further reserve the right to terminate the MOO, if the Agency
determines at its sole discretion that it is not financially feasible for the Agency to
continue to negotiate and formulate the terms of a DDA with the Buyer due to either (i)
the cost of environmental or development mitigation measures which the Buyer proposes
to allocate to the Agency in the form of a subsidy or any reduction in the Purchase Price,
or (ii) the number of developable acres in the Site to be purchased by the Buyer is
reduced to such a level that does not warrant the Agency continuing with the steps
precedent to the consideration of a DDA at a public hearing. Thc Buyer also rcserves the
right to temlinate this MOO at anytime upon written notice delivered to the Agenev with
such temlination to be effective as of the date as may be set forth in such notice.
3. The Purchase Price shall not be based upon any calculation of the actual number of gross
acres of land included in the Site. The Purchase Price shall be equal to $5,250,000 with
$4,000,000 payable in certified funds or wire transfer at the close of escrow when the Site
transfers to the Buyer, and the additional $1,250,000 shall be in the form ofan unsecured
promissory note with stated interest at 7% per annum, simple interest, with interest
accruing through the final maturity date of four (4) years from the close of escrow. No
scheduled payments of principal or interest will be required to be made by the Buyer;
however, the Buyer will be responsible to remit to the Agency a proportionate amount of
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the promissory note from the sale of each house. A schedule will be agreed upon in the
DDA as to the per house release price during each of the four (4) years of the promissory
note to take into account the payment of interest first and then the repayment of the
principal balance of said promissory note. Upon the occurrence of the date that is four
(4) years from the close of escrow, all unpaid principal of the promissory note and
accrued and unpaid interest thereon shall be due and payable immediately, without
further notice, to the Agency.
4. Additional Purchase Price will be payable to the Agency on the basis of a profit sharing
percentage equal to twenty percent (20%) of the profits from the development of the Site
to be paid to the Agency at the time of each distribution of profits to the other parties
entitled to receive all or any portion of the remaining eighty percent (80%) of the profit
distributions of the Buyer. The Agency shall have no financial liability whatsoever nor
shall the Agency ever be required to contribute money to the development of the Site nor
shall the percentage profit share of the Agency be diminished for any reason whatsoever.
For purposes of all profit participation calculations, the General and Administrative Fees
of the Buyer shall not exceed 4% of the gross sales prices costs of the houses and the
Real Estate Sales Commission for such houses as paid by the Buyer shall not exceed 3%
of the gross sales prices ofthe houses.
5. The Site will be transferred to the Buyer in an "AS IS," "SUBJECT TO ALL FAULTS"
condition, and the Buyer shall be solely responsible for satisfying itself that the Site is
suitable for development and reuse for a residential single family housing development.
The Buyer recognizes that there are soil reports available through public document
repositories which were previously prepared for the Site and the adjacent area. Such
reports possibly demonstrate the existence of some degree of soil instability that could be
magnified during seismic events. The Agency has been informed that the Property may
require substantial excavation and import of suitable soil materials to allow for residential
development. It will be incumbent upon the Buyer to certify to the Agency upon
acquisition of title to the Site upon tl1c close 0 r cserovl that (i) the Buyer is aware of the
known defects of the Site, (ii) the alluvial deposits on the Property could significantly
increase the development costs in the event the City were to determine that substantial
excavation of native soils was required with the importation of suitable soils to achieve
desirable building pads for any residential development. on the Site, (iii) the continuation
of the construction of houses on the Site may not be possible even after the title to the
Site has transferred to the Buyer, resulting from later discovered soils conditions or
unforeseen seismic events, and (iv) construction defects may be visible in the houses
which could have a detrimental effect on further development of the Site.
6. Upon the mutual execution of the DDA by the authorized officers of the parties, the
Buyer shall remit the sum of $50,000 to the "^.gencyescrowholder for deposit in the
escrow into an interest bearing account as an initial installment payment of the Deposit
(the "Initial Deposit"). Provided that the Buyer approves the conditions for the close of
escrow within the one hundred twenty (120) day due diligence period, the initial
installment of the Deposit shall be non-refundable upon acceptance of the due diligence
for the Site by the Buyer_and applied towards pavment of the Purchase Price. Failure of
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the Buyer to approve the due diligence at its sole discretion as required under the DDA
shall be grounds for termination of the DDA by either the Agency or the Buvcr and the
return to the Buyer of the Initial Deposit. At the date of approval of a tentative tract map
by the City for the Site (DDA to contain suitable definition when such approval shall be
deemed to have occurred), the Buyer shall deposit an additional $100,000 with the
escrowholder for deposit in the escrow into the above referenced interest bearing aceOlm!
for thc benefit of the i\gCI1C)' which shall be deemed to be the "Additional Deposit
Amount" and shall also be non-refundable as of the date of such deposit. Both of such
Deposits shall be applied to the Purchase Price for the Site upon the close of escrow or
retained by the Agency in the event the escrow does not close provided that either or both
of such Deposits have become nonrefundable at such time.
7. The AR~nCy has been infonned Qy the Buyer that the Buyer Witfli.rl ten (10) busi-Re5S
days aileI' the date of the cOl1cbsioR of the due diligence period, the Buyer shall
demonstrate to the rc~:sonable satisfaction of the Executive Director of the ."genc)' that
the BH)'cr has initiated good faith negetiations to acquire or has entered into ~binding
and enforceable purchase agreements for the propertyi-es commonly referred to as~ the
160 acres compromising the John Gordon property as held in fee title by Eagle Land
Company (the "Gordon Property"), aRc! (ii) the 315 acres compri:;iR); the Muscupiabe
RaHclt--wltidl--t;;.-willHH-lhe-GBtlHt-y---tlI1i.flWfJ*lI'iHe4~~H-fl1e-..'-'MHsc~
(~tively, the--Gef(*,H~eHy-aOO--tfle-M~lscupiabe RaH€hwhich is sometimes-are
referred to herein_as the "Other Propertyi-es".
8. The Buyer shall have the right to terminate the DDA during the due diligence period and
recover the full balance of the Deposit within ten (10) business days after receipt of a
Biological Report, to be provided by the Agency, if such Biological Report demonstrates
that more than 75% of the land area of the Site is subject to development restraints due to
the presence of the San Bernardino Kangaroo Rat or other threatened or endangered
species of plant or animal. The Biological Report shal1 be delivered by the Agency to the
Buyer not later than ten (10) business days after the approval of the DDA.
The Site (and possibly the Other Property) may be habitat for the San Bernardino
Kangaroo Rat ("SBKR"), a threatened or endangered species. As mitigation for the
taking of the habitat of the SBKR, Century may be required to purchase replacement
habitat property. Upon the execution by Century of a binding agreement to acquire such
replacement habitat property, the Agency shal1 be irrevocably committed to sel1 the Site
to Century pursuant to the terms of the DDA, and the Agency shal1 bear no additional
costs or financial obligations relative to the acquisition or purchase of the replacement
habitat property by the Buyer.
9. Within ninety (90) calendar days after the date of the DDA, the Buyer shal1 cause to be
prepared and completed by a licensed civil engineer at the Buyer's sole cost and expense
a master storm drainage study for the Site for purposes of determining the amount of
property comprising the Site that must be set-aside for flood control ehannel
improvements and other building set-back restrictions for the proposed Cable Creek
Channel improvements. The Buyer shal1 also propose the method of construction and the
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ultimate size of the Cable Creek Channel as this time. The Agency in consultation with
the City may propose preliminary and alternate alignments of the Cable Creek Channel.
The Agency may also request the Buyer to prepare flood plain maps based upon such
preliminary alignments, set proposed building restriction lines for development set-back
purposes, propose construction techniques and materials for the channelization of the
Cable Creek Channel and prepare calculations of flood and water flow volumes. Such
master storm drainage study shall also adequately address similar issues associated with
the development of the Other Propertyies. The Agency shall either accept or reject this
report within ten (10) calendar days after receipt by the Agency. The Agency's rejection
of such report shall be grounds for termination of the DDA during the due diligence
period by the Agency. Failure of either the Executive Director of the Agency or the
Agency through official action of the governing body thereof to notify the Buyer of such
rejection within said ten-day period shall be deemed to be acceptance thereof.
10. Within ninety (90) calendar days after the date of the DDA, the Buyer shall cause to be
prepared and completed by a licensed civil or traffic engineer at the Buyer's sole cost and
expense a draft Master Circulation Plan for the area north of Little League Drive,
including specifically the Site and demonstrating adequate ingress and egress to the Other
Propertyies, in addition to any other lands reasonably required by the City, to implement
any such Master Circulation Plan. The Master Circulation Plan shall address such issues
as the current freeway frontage road and the option of extending same by entirely or
partially rerouting said freeway frontage road, obtaining of primary and alternate access
for the Site and the Other Propertyies, proposed plans for right-of-way acquisition and
alignments of all public streets as proposed in the Master Circulation Plan and all street
networks that will be internal circulation for each development project identified in the
Master Circulation Plan. The parties recognize that access to the freeway frontage road
may be limited or prohibited by Caltrans, and, in such event, the Buyer shall determine
such other alternative access routes as may be feasible and propose same to the Agency
in the Master Circulation Plan. The Agency shall either accept or reject such plan within
ten (10) calendar days after receipt by the Agency. The Agency's rejection of such plan
shall be grounds for termination of the DDA during the due diligence period by the
Agency. Failure of either the Executive Director of the Agency or the Agency through
official action of the governing body thereof to notify the Buyer of such rejection within
said ten-day period shall be deemed to be acceptance thereof.
11. Within one hundred twenty (120) calendar days after the date of the DDA, the Buyer
shall cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Land Use Plan
for the area north of Little League Drive for purposes of determining the public
infrastructure requirements in the Verdemont Area, the locations and size of all
neighborhood and regional parks and for determining the streets and access required
under the Master Circulation Plan. Detailed land use plans shall be prepared for the Site
and the Other Propertyies, if then under the control of the Buyer, as part of this draft plan
including the proposed layout and design of each parcel within such development for
those properties then owned or controlled by the Buyer plus the Site. The Site shall be
planned to inclHdefor lots that are each at least a minimum of 10,800 square feet in size.
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All lots designed for the Other Propertyies shall comply with the Building and
Development Codes of the City. The Agency shall either accept or reject this draft report
within ten (\ 0) calendar days after receipt by the Agency. The Agency's rejection of a
plan shall be grounds for termination of the DDA during the due diligence period by the
Agency. Failure of either the Executive Director of the Agency or the Agency through
official action of the governing body thereof to notify the Buyer of such rejection with
said ten-day period shall be deemed to be acceptance thereof
12. Within one hundred twenty (\20) calendar days after the date of the DDA, the Buyer
shall also cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Financing Plan
for purposes of financing all the items identified in the Master Circulation Plan, all flood
control and storm drain improvements including the Cable Creek improvements, water
distribution, storage and transmission facilities, sewer mains and transmission lines, dry
wells for water basis recharge purposes to be coordinated with landscaping and park sites,
all neighborhood park sites, regional parks and other public facilities required to be
located within the area north of Little League Drive including the Site and the Other
Propertyies that are intended to be financed by the Buyer. The draft Master Financing
Plan shall consider the use of development fees, construction in-lieu of fees and
reimbursement agreements for any oversizing of public improvements. Provisions shall
be made to include all landscaping and lighting costs, flood control improvement costs
and proportionate amount of a Verdemont Fire Station operating cost in an annual special
tax separate and apart from any special tax or assessment for the financing of capital
improvements. Such Plan shall be completed within one hundred (\20) calendar days
after the date of the DDA. The Agency shall either accept or reject said report within ten
(10) calendar days after receipt, and upon rejection, such shall be grounds for termination
of the DDA during the due diligence period by the Agency. Failure of either the
Executive Director of the Agency or the Agency through official action of the governing
body thereof to notify the Buyer of such rejection within said ten-day period shall be
deemed to be acceptance thereof The Buyer recognizes that the Agency will recommend
that municipal financing districts may be desirable to finance some or all of the required
public improvements. However, the City will retain the full and absolute discretion to
select and contract with all consultants, advisors, attorneys, underwriters and appraisers
acceptable to the City, and such municipal bonds will only be issued upon credit criteria,
lien to land value ratios bctwecn 3:1 and 4:1 and funded debt service reserves acceptable
to the City. The City shall retain the discretion to issue any such financings in one or
more series of bonds depending upon municipal bond market conditions and possible
considerations of adverse impacts to the ability of the City to undertake traditional City
municipal financings for other City projects.
13. Either concurrently with the preparation of the reports, studies or plan referenced in Point
Nos. 9, 10, II, and 12, or promptly following the Agency's approval of each of the
reports, studies or plan referenced in Point Nos. 9, 10, II and 12, above, the Buyer shall
cause to be prepared an Initial Study under CEQA for the disposition of the Site to the
Buyer under the proposed terms of the DDA. The Buyer may retain the services of a
third party firm of environmental consultants reasonably acceptable to the City to assist
7
C\DocLlmenlS and ScrtingslTimothy SabolMy Documents\WPdocs-2004\SB-EDAICcmul')' Homes MOU .7.1.04 DOC
the Buyer with the preparation of such Initial Study. The cost of preparation of such
Initial Study and the cost of consulting with responsible agencies and interested persons
relating to the completion of the CEQA documentation indicated by such Initial Study
shall be borne by the Buyer. The Buyer and the Agency contemplate that the City shall
serve as the "lead agency," as this term is defined in CEQA for the purpose of certifying
and approving the form of the appropriate CEQA documentation for the Buyer's
acquisition and development of the Site, and Other Propertyies, as may then be
applicable. The Buyer and the Agency shall agree in the DDA to cooperate with the City
in the preparation of such CEQA documentation.
14. It is anticipated that the final date for the close of escrow will be the latest to occur of: (i)
eighteen (18) months after the date of the DDA, (ii) the date when the City has granted all
land use entitlements for the Site, including the approval of all final tract maps, to
provide for the development of the Site, or (iii) the Buyer seeks an early close of escrow
and has remitted the purchase price to the Agency equal to $5,250,000 iHconsisting of
cash and the unsecured promissory note. The Buyer under all circumstances shall not be
permitted to [esellresale the Site without (i) the express written approval of the Agency
and (ii) the payment to the Agency of20% of the profits (as dcl1ncd in Point No.4 and as
shall be furthcr set f0l1h in the DDA) made on any such bulk sale to another home builder
and (iii) such other home builder assuming all obligations and duties of the Buyer
pursuant to the DDA including the assumption of the unsecured promissory note
identified in Point NO.3.
15. During the courseEither prior to or subsequent to the commencement of the preparation
and review of the studies indicated above to the extent any such studies or portions
thcrcof are rcqui[~to be included within thc CEOA analysis in connection with thc
approval of the DDA, the parties shall negotiate the specific terms of the DDA. The
parties shall cooperate in the consideration of such negotiations such that a final
document can be prepared and referred to the Commission at the earliest feasible time in
accordance with CEQA and the provisions of Health and Safety Code Section 33433.
16. The Agency shall retain and pay for at its sole cost the services of an MAl appraiser to
verify the Purchase Price for the Site as being not less than the fair market value for the
Site. The written appraisal report of such appraiser shall be on file with the Agency as a
public record at least fourteen (14) days prior to the publication of any notice of public
hearing for the consideration of approval of the DDA and the certification by the Agency
of the appropriate CEQA document for the disposition of the Site to the Buyer under the
DDA.
17. In addition to the Purchase Price for the Site, the Buyer shall pay to the Agency the sum
of not less than $10,000 per housing unit developed on the Site ("In-Lieu School Fee")
for the development of the first 245 units on the Site. In exchange for the In-Lieu School
Fee, the Agency will guarantee the Buyer that no other school capital impact fees for the
Site shall be payable and the Agency shall agree in the DDA to indemnify and hold the
Buyer harmless from any other obligations of the Buyer to pay the then applicable
District School Fee. Such In-Lieu School Fee shall not apply to the Other Propert):lies
8
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nor shall such indemnification and hold harmless apply to the Other Propertyies and for
units in excess of the first 245 on the Site. The Buyer shall be responsible for the
payment of the then applicable School impact fees for all housing units in excess of said
245 amount.
18. (a) In addition to the customary review and mutual acceptance by the parties of the
condition of title in the Site to be conveyed by the Agency at the conclusion of an escrow
transaction, as shall be specified in appropriate detail in the DDA, the Buyer recognizes
that the Site is currently subject to the terms of a Settlement Agreement and Release to
which the City is a party. The disposition of the Site to the Buyer by the Agency upon
satisfaction of the conditions set forth in the final form of the DDA shall be subject to the
Buyer's compliance with the terms of such litigation Settlement Agreement and Release.
Said Settlement Agreement and Release is attached hereto as Exhibit "B" and is
incorporated herein in its entirety as if set forth in full at length. The terms of such
Settlement Agreement and Release will not be modified.
(b) The Agency will assure that all special tax liens from the former CFD No. 995
have been removed as a property tax lien from the Site.
19. It is further the intent of the parties that the Buyer and the Agency will negotiate the final
terms and conditions of a proposed DDA prior to the time that the studies and plans
described above are being prepared and completed by the Buyer provided that neither
party has terminated this MOD or the subsequent DDA. Such negotiations and drafting
of the final DDA shall commence as soon as practicable after the date that this MOD has
been approved and accepted by the Commission. Notwithstanding such commitment of
thc Agcncy to negotiatc thc terms and conditions of the final DDA. nothing containcd
herein commits the Agency staff to recommend approval of any tinal form of a DDA
Ilresented for consideration by the Commission nor shall the Commission be committed
10 approve any final ((mn ofa DDA b~ason of the execution orthis MOD or bv reason
of any other actions of thc Agcncy. the Agency staff or the Commission prior to thc
conducting of a noticed public hearing on the consideration of the DDA in the manner as
required by law.
20. It is anticipated that the DDA will contain certain license agreement terms and provisions
to grant certain authorizations for the Buyer to enter onto the Site during the course of
preparation of the various studies and negotiations during the due diligence period of the
DDA for purposes of conducting certain studies. Accordingly, the general form of a
license agreement permitting limited entry onto the Site will be included within the DDA.
21. The members of the Commission reserve the discretion to approve, modify or reject any
of the points set forth herein. The approval of a DDA for the Site is subject to an
approving majority vote of the members of the Commission and approval bv the Buyer.
The Redevelopment Committee considered this draft MOD on May 18, 2004, and has
authorized it to be forwarded with its recommendation for approval for further
consideration by the Commission as soon as practicable thereafter. It is possible that a
9
C lDo<:umcnts and Senings\Timolhy SabolMy DocumcnlliIWPdots.2004ISB.EDAICcnlury Holl1Cs MOU .7.1.04 DOC
-ltnal DD,^. for the Sitc-<*>iild be appr<We<:-h-e-x-eeuletl-and eatereB-mto d~ring the month-e.f
/\UgHst '00'1.
22. This MOD is not binding upon the Agency, the Commission,--ef the City or the Buver
untillilofficial action has been taken by the appropriate governing body to approve and
authorize the execution of this MOD. and (ii) the Bqyer has also dulv authorizcd and
executed this MOl). This MOD is merely the understanding of the signatories to this
MOD to memorialize prior discussions that may lead to the negotiations of a DDA and
approval thereof by the Commission on behalf of the AgeneY~ld the BlIyer. at a later
date.
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23. Concurrently with the execution and delivery of this MOD by the undersigned parties, the
Buyer has delivered to the Agency a check in the amount of $25,000 nonrefundable
under all circumstances. Such nonrefundable deposit is deemed to be for the purpose of
compensating the Agency for removing the Property from consideration by the other
prospective purchasers and to compensate the Agency for the costs and expenses required
for the preparation of the MOD and the anticipated DDA. No portion of the $25,000
nonrefundable deposit shall be applied to the Purchase Price.
Redevelopment Agency of the City of
San Bernardino
Gary Van Osdel
Executive Director
Dated:
Century Crowell Communities, L.P.
!l Ci!lilQ!:Qia limitcr!..lli!l'1rlCrshi12
By:
Centllry Homes Communities,
a CaJilornia corporation,
its gencral partncr
By:
John Pawlak, Presiden!
Datcd:
By:
Title:
Dated:
II
C\Do~l1menl~ and Srnmgs\Till1Olhy Silbo\My Docume:nls\WPdocs-2004\SB-EDA\Cemury Homes MOV -7-]-04 DOC
.
CLEAN VERSION OF REVISED M.O.U. DATED JULY 6, 2004 (AGENDA ITEM #R36)
MEMORANDUM OF UNDERSTANDING
PARTIES: (1) REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, AND (2) CENTURY CROWELL COMMUNITIES, L.P.
DATE: JUL Y 6, 2004
RE: REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
OUTLINE OF PROPOSED GENERAL TERMS OF SALE OF 105 ACRES
OF PUBLICLY OWNED LANDS IN THE CITY OF SAN BERNARDINO
(COMMONLY KNOWN AS THE BICE PROPERTY)
I. Introduction
The Redevelopment Agency of the City of San Bernardino, a public body corporate and politic
(the "Agency") is the owner of certain lands in the Verdemont area of the City of San Bernardino
(the "City"). These Agency-owned lands are commonly known and referred to as the "Bice
Property." The Bice Property is approximately one hundred (100) acres (more or less) in size
and is undeveloped plus the approximately five (5) acre undeveloped parcel on the frontage road
and Little League Drive (collectively, the "Bice Property" or the "Site"). The Bice Property is
situated near the foothills of the San Bernardino mountains adjacent to the 1-215 Freeway and
has rather flat terrain with a gradual slope to the south and in traversed by a power line easement
and a County Flood Control Channel. A vicinity map is attached to this document which
generally illustrates the location of the Bice Property in relation to certain nearby features
(Exhibit "A").
A formal presentation was made by Century Crowell Communities, L.P. ("Century" or the
"Buyer") to the Redevelopment Committee and Agency Staff to explore the Agency's interest in
selling the Bice Property to Century for development and resale with new single family homes to
be constructed thereon by Century (the "Project"). The Redevelopment Committee on May 4,
2004, requested that a more detailed summary of the relevant deal points be negotiated and
drafted between the Agency Staff and Century and to then be submitted to the Redevelopment
Committee at the meeting on May 18, 2004. At that time, the Redevelopment Committee
recommended approval of this MOD and forwarded that recommendation to be considered by
the full membership of the Community Development Commission of the City of San Bernardino
(the "Commission") for their approval and direction to proceed with the drafting of the
Disposition and Development Agreement for the Bice Property.
The terms set forth below in this Memorandum of Understanding ("MOU") do not constitute an
offer of the Agency to sell the Bice Property nor the acceptance of any offer to purchase on
behalf of Century. The governing board of the Agency must approve the terms of any such offer
of the Agency by an affirmative vote of its members at a public meeting of the Commission. In
addition, the specific and mutually agreed upon terms of sale for the Bice Property shall be
subject to a separate approving vote of the members of the Commission at a public hearing held
for such purpose under the provisions of Health and Safety Code Section 33433.
4836-5648-9984.1
CIWrNDOWSITEMPICcnlury MOV doc
Therefore, listed below are the general sale terms discussed as of the date of this MOD:
II. Defined Terms used in this Outline of Proposed Terms of Sale
Certain words and phrases shall have the following meanings when used in this MOD:
. "Buyer" means and refers to Century Crowell Communities, L.P., a California limited
partnership.
· "Deposit" means and refers to an account to be established by the Buyer and the Agency
under the DDA. The Deposit shall be comprised of the Initial Deposit and the Additional
Deposit Amount as further provided in this MOD. In accordance with the terms to be
contained in the DDA, the Deposit shall be the property of the Agency when certain
conditions have been met and shall be non-refundable under the circumstances and events
to be provided in the DDA.
· "Purchase Price" means and refers to the sum of money which the Buyer shall pay the
Agency for the delivery of marketable title in the Site upon the close of an escrow
established under the DDA with Fidelity National Title. In addition, the profit
participation shall also be deemed to be a portion of the Purchase Price and shall be a
continuing obligation of the Buyer to remit the required payments to the Agency;
provided, however, that there shall be no guaranty by the Buyer that a profit participation
will result when the Project has been finally developed and sold by the Buyer, but if the
calculations warrant the payment of a profit participation, such shall be paid in the
manner to be set forth in the DDA.
· "CEQA" means and refers to the California Environmental Quality Act of 1970, as
amended.
· "Site" means and refers to the Bice Property and the additional 5-acre vacant land near
the intersection of Little League Drive and the freeway frontage road.
. "DDA" means and refers to a Disposition and Development Agreement by and between
Buyer and the Agency relating to the specific term of the sale of the Site by the Agency
to Buyer. The DDA will include the mutually agreed upon terms for the purchase and
sale of the Site and may also include a number of post land sale development covenants
of the Buyer in favor of the Agency. The Agency's approval of the DDA shall be subject
to appropriate procedural compliance with CEQA and an approving majority vote of the
Commission at the conclusion of a duly noticed public hearing.
· "City" means and refers to the City of San Bernardino, California. The Site is located in
the City and the development and improvement of the Site is subject to the land use and
development regulations of the City. The City shall not be a party to the DDA relating to
the Site. Nonetheless the Buyer's development of the Site may require the Buyer to enter
into one or more separate agreements with the City, such as a subdivision improvement
security agreement.
4836-5648-9984.1
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C \WrNDOW5\TEMPICentury MOUdoc
III. Proposed General Terms of the DDA and Points of Sale of the Site
The following provisions of this MOU set forth the general terms of sale that are anticipated to
be included within the final DDA:
1. The term of the DDA shall be for a period of time to be established in an Exhibit to the
DDA for the completion and build-out of the Project after approval of the DDA by the
Commission. A maximum anticipated Project build-out length of time will be mutually
agreed upon in an exhibit to the DDA. The DDA will be subject to earlier termination at
the discretion of the Executive Director of the Agency if any of the hereinafter described
performance dates are not met by Buyer or if the Buyer is in material breach of any of its
other terms prior to the close of escrow for the sale of the Site. The DDA will include a
Schedule of Performance to assure the Agency that the development of the Site is
proceeding to completion in a timely manner. Additionally, prior to the close of escrow
for the sale of the Site to the Buyer, the Buyer will be required to meet certain
performance benchmarks and to complete various studies and reports within the
timeframes established in this MOU and as shall be further provided in the DDA. The
DDA will contain provisions to be mutually agreed upon to allow for time extensions as
to such performance benchmarks under certain conditions as may be reasonable under the
circumstances to enable the Buyer to obtain required governmental discretionary
approvals for the Project.
2. The Agency shall further reserve the right to terminate the MOU, if the Agency
determines at its sole discretion that it is not financially feasible for the Agency to
continue to negotiate and formulate the terms of a DDA with the Buyer due to either (i)
the cost of environmental or development mitigation measures which the Buyer proposes
to allocate to the Agency in the form of a subsidy or any reduction in the Purchase Price,
or (ii) the number of developable acres in the Site to be purchased by the Buyer is
reduced to such a level that does not warrant the Agency continuing with the steps
precedent to the consideration of a DDA at a public hearing. The Buyer also reserves the
right to terminate this MOU at anytime upon written notice delivered to the Agency with
such termination to be effective as of the date as may be set forth in such notice.
3. The Purchase Price shall not be based upon any calculation of the actual number of gross
acres of land included in the Site. The Purchase Price shall be equal to $5,250,000 with
$4,000,000 payable in certified funds or wire transfer at the close of escrow when the Site
transfers to the Buyer, and the additional $1,250,000 shall be in the form of an unsecured
promissory note with stated interest at 7% per annum, simple interest, with interest
accruing through the final maturity date of four (4) years from the close of escrow. No
scheduled payments of principal or interest will be required to be made by the Buyer;
however, the Buyer will be responsible to remit to the Agency a proportionate amount of
the promissory note from the sale of each house. A schedule will be agreed upon in the
DDA as to the per house release price during each of the four (4) years of the promissory
note to take into account the payment of interest first and then the repayment of the
principal balance of said promissory note. Upon the occurrence of the date that is four
4836-5648-9984.1
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C\WTNDOWS\TEMP\Cenlury MOU.doc
(4) years from the close of escrow, all unpaid principal of the promissory note and
accrued and unpaid interest thereon shall be due and payable immediately, without
further notice, to the Agency.
4. Additional Purchase Price will be payable to the Agency on the basis of a profit sharing
percentage equal to twenty percent (20%) of the profits from the development of the Site
to be paid to the Agency at the time of each distribution of profits to the other parties
entitled to receive all or any portion of the remaining eighty percent (80%) of the profit
distributions of the Buyer. The Agency shall have no financial liability whatsoever nor
shall the Agency ever be required to contribute money to the development of the Site nor
shall the percentage profit share of the Agency be diminished for any reason whatsoever.
For purposes of all profit participation calculations, the General and Administrative Fees
of the Buyer shall not exceed 4% of the gross sales prices costs of the houses and the
Real Estate Sales Commission for such houses as paid by the Buyer shall not exceed 3%
of the gross sales prices of the houses.
5. The Site will be transferred to the Buyer in an "AS IS," "SUBJECT TO ALL F AUL TS"
condition, and the Buyer shall be solely responsible for satisfying itself that the Site is
suitable for development and reuse for a residential single family housing development.
The Buyer recognizes that there are soil reports available through public document
repositories which were previously prepared for the Site and the adjacent area. Such
reports possibly demonstrate the existence of some degree of soil instability that could be
magnified during seismic events. The Agency has been informed that the Property may
require substantial excavation and import of suitable soil materials to allow for residential
development. It will be incumbent upon the Buyer to certify to the Agency upon
acquisition of title to the Site that (i) the Buyer is aware of the known defects of the Site,
(ii) the alluvial deposits on the Property could significantly increase the development
costs in the event the City were to determine that substantial excavation of native soils
was required with the importation of suitable soils to achieve desirable building pads for
any residential development. on the Site, (iii) the continuation of the construction of
houses on the Site may not be possible even after the title to the Site has transferred to the
Buyer, resulting from later discovered soils conditions or unforeseen seismic events, and
(iv) construction defects may be visible in the houses which could have a detrimental
effect on further development of the Site.
6. Upon the mutual execution of the DDA by the authorized officers of the parties, the
Buyer shall remit the sum of $50,000 to the escrowholder for deposit in the escrow into
an interest bearing account as an initial installment payment of the Deposit (the "Initial
Deposit"). Provided that the Buyer approves the conditions for the close of escrow
within the one hundred twenty (120) day due diligence period, the initial installment of
the Deposit shall be non-refundable upon acceptance of the due diligence for the Site by
the Buyer and applied towards payment of the Purchase Price. Failure of the Buyer to
approve the due diligence at its sole discretion as required under the DDA shall be
grounds for termination of the DDA by either the Agency or the Buyer and the return to
the Buyer of the Initial Deposit. At the date of approval of a tentative tract map by the
City for the Site (DDA to contain suitable definition when such approval shall be deemed
4836-5648-9984.1
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ClWINDOWS\TEMP\Century MOU.doc
to have occurred), the Buyer shall deposit an additional $100,000 with the escrowholder
for deposit in the escrow into the above referenced interest bearing account which shall
be deemed to be the "Additional Deposit Amount" and shall also be non-refundable as of
the date of such deposit. Both of such Deposits shall be applied to the Purchase Price for
the Site upon the close of escrow or retained by the Agency in the event the escrow does
not close provided that either or both of such Deposits have become nonrefundable at
such time.
7. The Agency has been informed by the Buyer that the Buyer has entered into a binding
and enforceable purchase agreement for the property commonly referred to as the 160
acres compromising the John Gordon property as held in fee title by Eagle Land
Company (the "Gordon Property"), which is sometimes referred to herein as the "Other
Property".
8. The Buyer shall have the right to terminate the DDA during the due diligence period and
recover the full balance of the Deposit within ten (10) business days after receipt of a
Biological Report, to be provided by the Agency, if such Biological Report demonstrates
that more than 75% of the land area of the Site is subject to development restraints due to
the presence of the San Bernardino Kangaroo Rat or other threatened or endangered
species of plant or animal. The Biological Report shall be delivered by the Agency to the
Buyer not later than ten (10) business days after the approval of the DDA.
The Site (and possibly the Other Property) may be habitat for the San Bernardino
Kangaroo Rat ("SBKR"), a threatened or endangered species. As mitigation for the
taking of the habitat of the SBKR, Century may be required to purchase replacement
habitat property. Upon the execution by Century of a binding agreement to acquire such
replacement habitat property, the Agency shall be irrevocably committed to sell the Site
to Century pursuant to the terms of the DDA, and the Agency shall bear no additional
costs or financial obligations relative to the acquisition or purchase of the replacement
habitat property by the Buyer.
9. Within ninety (90) calendar days after the date of the DDA, the Buyer shall cause to be
prepared and completed by a licensed civil engineer at the Buyer's sole cost and expense
a master storm drainage study for the Site for purposes of determining the amount of
property comprising the Site that must be set-aside for flood control channel
improvements and other building set-back restrictions for the proposed Cable Creek
Channel improvements. The Buyer shall also propose the method of construction and the
ultimate size of the Cable Creek Channel as this time. The Agency in consultation with
the City may propose preliminary and alternate alignments of the Cable Creek Channel.
The Agency may also request the Buyer to prepare flood plain maps based upon such
preliminary alignments, set proposed building restriction lines for development set-back
purposes, propose construction techniques and materials for the channelization of the
Cable Creek Channel and prepare calculations of flood and water flow volumes. Such
master storm drainage study shall also adequately address similar issues associated with
the development of the Other Property. The Agency shall either accept or reject this
report within ten (10) calendar days after receipt by the Agency. The Agency's rejection
4836-5648-9984.1
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C.\WINDOWSITEMPICcntury MOU.drn:
of such report shall be grounds for termination of the DDA during the due diligence
period by the Agency. Failure of either the Executive Director of the Agency or the
Agency through official action of the governing body thereof to notify the Buyer of such
rejection within said ten-day period shall be deemed to be acceptance thereof.
10. Within ninety (90) calendar days after the date of the DDA, the Buyer shall cause to be
prepared and completed by a licensed civil or traffic engineer at the Buyer's sole cost and
expense a draft Master Circulation Plan for the area north of Little League Drive,
including specifically the Site and demonstrating adequate ingress and egress to the Other
Property, in addition to any other lands reasonably required by the City, to implement any
such Master Circulation Plan. The Master Circulation Plan shall address such issues as
the current freeway frontage road and the option of extending same by entirely or
partially rerouting said freeway frontage road, obtaining of primary and alternate access
for the Site and the Other Property, proposed plans for right-of-way acquisition and
alignments of all public streets as proposed in the Master Circulation Plan and all street
networks that will be internal circulation for each development project identified in the
Master Circulation Plan. The parties recognize that access to the freeway frontage road
may be limited or prohibited by Caltrans, and, in such event, the Buyer shall determine
such other alternative access routes as may be feasible and propose same to the Agency
in the Master Circulation Plan. The Agency shall either accept or reject such plan within
ten (10) calendar days after receipt by the Agency. The Agency's rejection of such plan
shall be grounds for termination of the DDA during the due diligence period by the
Agency. Failure of either the Executive Director of the Agency or the Agency through
official action of the governing body thereof to notify the Buyer of such rejection within
said ten-day period shall be deemed to be acceptance thereof.
11. Within one hundred twenty (120) calendar days after the date of the DDA, the Buyer
shall cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Land Use Plan
for the area north of Little League Drive for purposes of determining the public
infrastructure requirements in the Verdemont Area, the locations and size of all
neighborhood and regional parks and for determining the streets and access required
under the Master Circulation Plan. Detailed land use plans shall be prepared for the Site
and the Other Property, if then under the control of the Buyer, as part of this draft plan
including the proposed layout and design of each parcel within such development for
those properties then owned or controlled by the Buyer plus the Site. The Site shall be
planned for lots that are each at least a minimum of 10,800 square feet in size. All lots
designed for the Other Property shall comply with the Building and Development Codes
of the City. The Agency shall either accept or reject this draft report within ten (10)
calendar days after receipt by the Agency. The Agency's rejection of a plan shall be
grounds for termination of the DDA during the due diligence period by the Agency.
Failure of either the Executive Director of the Agency or the Agency through official
action of the governing body thereof to notify the Buyer of such rejection with said ten-
day period shall be deemed to be acceptance thereof.
6
C.\WfNDOWS\TEMPICentury Home~ MOU -7-1-04.DDC
12. Within one hundred twenty (120) calendar days after the date of the DDA, the Buyer
shall also cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Financing Plan
for purposes of financing all the items identified in the Master Circulation Plan, all flood
control and storm drain improvements including the Cable Creek improvements, water
distribution, storage and transmission facilities, sewer mains and transmission lines, dry
wells for water basis recharge purposes to be coordinated with landscaping and park sites,
all neighborhood park sites, regional parks and other public facilities required to be
located within the area north of Little League Drive including the Site and the Other
Property that are intended to be financed by the Buyer. The draft Master Financing Plan
shall consider the use of development fees, construction in-lieu of fees and
reimbursement agreements for any oversizing of public improvements. Provisions shall
be made to include all landscaping and lighting costs, flood control improvement costs
and proportionate amount of a Verdemont Fire Station operating cost in an annual special
tax separate and apart from any special tax or assessment for the financing of capital
improvements. Such Plan shall be completed within one hundred (120) calendar days
after the date of the DDA. The Agency shall either accept or reject said report within ten
(10) calendar days after receipt, and upon rejection, such shall be grounds for termination
of the DDA during the due diligence period by the Agency. Failure of either the
Executive Director of the Agency or the Agency through official action of the governing
body thereof to notify the Buyer of such rejection within said ten-day period shall be
deemed to be acceptance thereof. The Buyer recognizes that the Agency will recommend
that municipal financing districts may be desirable to finance some or all of the required
public improvements. However, the City will retain the full and absolute discretion to
select and contract with all consultants, advisors, attorneys, underwriters and appraisers
acceptable to the City, and such municipal bonds will only be issued upon credit criteria,
lien to land value ratios between 3:1 and 4:1 and funded debt service reserves acceptable
to the City. The City shall retain the discretion to issue any such financings in one or
more series of bonds depending upon municipal bond market conditions and possible
considerations of adverse impacts to the ability of the City to undertake traditional City
municipal financings for other City projects.
13. Either concurrently with the preparation of the reports, studies or plan referenced in Point
Nos. 9, 10, II, and 12, or promptly following the Agency's approval of each of the
reports, studies or plan referenced in Point Nos. 9, 10, II and 12, above, the Buyer shall
cause to be prepared an Initial Study under CEQA for the disposition of the Site to the
Buyer under the proposed terms of the DDA. The Buyer may retain the services of a
third party firm of environmental consultants reasonably acceptable to the City to assist
the Buyer with the preparation of such Initial Study. The cost of preparation of such
Initial Study and the cost of consulting with responsible agencies and interested persons
relating to the completion of the CEQA documentation indicated by such Initial Study
shall be borne by the Buyer. The Buyer and the Agency contemplate that the City shall
serve as the "lead agency," as this term is defined in CEQA for the purpose of certifying
and approving the form of the appropriate CEQA documentation for the Buyer's
acquisition and development of the Site, and Other Property, as may then be applicable.
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7
C'\WfNDOWSITEMP\Ccnlury MOV,dol;
The Buyer and the Agency shall agree in the DDA to cooperate with the City in the
preparation of such CEQA documentation.
14. It is anticipated that the final date for the close of escrow will be the latest to occur of: (i)
eighteen (18) months after the date of the DDA, (ii) the date when the City has granted all
land use entitlements for the Site, including the approval of all final tract maps, to
provide for the development of the Site, or (iii) the Buyer seeks an early close of escrow
and has remitted the purchase price to the Agency equal to $5,250,000 consisting of cash
and the unsecured promissory note. The Buyer under all circumstances shall not be
permitted to resell the Site without (i) the express written approval of the Agency and (ii)
the payment to the Agency of20% of the profits (as defined in Point No.4 and as shall be
further set forth in the DDA) made on any such bulk sale to another home builder and
(iii) such other home builder assuming all obligations and duties of the Buyer pursuant to
the DDA including the assumption of the unsecured promissory note identified in Point
No.3.
15. Either prior to or subsequent to the commencement of the preparation and review of the
studies indicated above to the extent any such studies or portions thereof are required to
be included within the CEQA analysis in connection with the approval of the DDA, the
parties shall negotiate the specific terms of the DDA. The parties shall cooperate in the
consideration of such negotiations such that a final document can be prepared and
referred to the Commission at the earliest feasible time in accordance with CEQA and the
provisions of Health and Safety Code Section 33433.
16. The Agency shall retain and pay for at its sole cost the services of an MAl appraiser to
verify the Purchase Price for the Site as being not less than the fair market value for the
Site. The written appraisal report of such appraiser shall be on file with the Agency as a
public record at least fourteen (14) days prior to the publication of any notice of public
hearing for the consideration of approval of the DDA and the certification by the Agency
of the appropriate CEQA document for the disposition of the Site to the Buyer under the
DDA.
17. In addition to the Purchase Price for the Site, the Buyer shall pay to the Agency the sum
of not less than $10,000 per housing unit developed on the Site ("In-Lieu School Fee")
for the development of the first 245 units on the Site. In exchange for the In-Lieu School
Fee, the Agency will guarantee the Buyer that no other school capital impact fees for the
Site shall be payable and the Agency shall agree in the DDA to indemnify and hold the
Buyer harmless from any other obligations of the Buyer to pay the then applicable
District School Fee. Such In-Lieu School Fee shall not apply to the Other Property nor
shall such indemnification and hold harmless apply to the Other Property and for units in
excess of the first 245 on the Site. The Buyer shall be responsible for the payment of the
then applicable School impact fees for all housing units in excess of said 245 amount.
18. (a) In addition to the customary review and mutual acceptance by the parties of the
condition of title in the Site to be conveyed by the Agency at the conclusion of an escrow
transaction, as shall be specified in appropriate detail in the DDA, the Buyer recognizes
4836-5648-99841
8
CIWINDOWS\TEMP\CenIUry MOU doc
that the Site is currently subject to the terms of a Settlement Agreement and Release to
which the City is a party. The disposition of the Site to the Buyer by the Agency upon
satisfaction of the conditions set forth in the final form of the DDA shall be subject to the
Buyer's compliance with the terms of such litigation Settlement Agreement and Release.
Said Settlement Agreement and Release is attached hereto as Exhibit "B" and is
incorporated herein in its entirety as if set forth in full at length. The terms of such
Settlement Agreement and Release will not be modified.
(b) The Agency will assure that all special tax liens from the former CFD No. 995
have been removed as a property tax lien from the Site.
19. It is further the intent of the parties that the Buyer and the Agency will negotiate the final
terms and conditions of a proposed DDA prior to the time that the studies and plans
described above are being prepared and completed by the Buyer provided that neither
party has terminated this MOD or the subsequent DDA. Such negotiations and drafting
of the final DDA shall commence as soon as practicable after the date that this MOD has
been approved and accepted by the Commission. Notwithstanding such commitment of
the Agency to negotiate the terms and conditions of the final DDA, nothing contained
herein commits the Agency staff to recommend approval of any final form of a DDA
presented for consideration by the Commission nor shall the Commission be committed
to approve any final form of a DDA by reason of the execution of this MOD or by reason
of any other actions of the Agency, the Agency staff or the Commission prior to the
conducting of a noticed public hearing on the consideration of the DDA in the manner as
required by law.
20. It is anticipated that the DDA will contain certain license agreement terms and provisions
to grant certain authorizations for the Buyer to enter onto the Site during the course of
preparation of the various studies and negotiations during the due diligence period of the
DDA for purposes of conducting certain studies. Accordingly, the general form of a
license agreement permitting limited entry onto the Site will be included within the DDA.
21. The members of the Commission reserve the discretion to approve, modify or reject any
of the points set forth herein. The approval of a DDA for the Site is subject to an
approving majority vote of the members of the Commission and approval by the Buyer.
The Redevelopment Committee considered this draft MOD on May 18, 2004, and has
authorized it to be forwarded with its recommendation for approval for further
consideration by the Commission as soon as practicable thereafter.
22. This MOD is not binding upon the Agency, the Commission, the City or the Buyer until
(i) official action has been taken by the appropriate governing body to approve and
authorize the execution of this MOD, and (ii) the Buyer has also duly authorized and
executed this MOD. This MOD is merely the understanding of the signatories to this
MOD to memorialize prior discussions that may lead to the negotiations of a DDA and
approval thereof by the Commission on behalf of the Agency, and the Buyer, at a later
date.
4836-5648-9984.1
9
C\WfNDOWS\TEMPICenlUry MOU.doc
23. Concurrently with the execution and delivery of this MOU by the undersigned parties, the
Buyer has delivered to the Agency a check in the amount of $25,000 nonrefundable
under all circumstances. Such nonrefundable deposit is deemed to be for the purpose of
compensating the Agency for removing the Property from consideration by the other
prospective purchasers and to compensate the Agency for the costs and expenses required
for the preparation of the MOU and the anticipated DDA. No portion of the $25,000
nonrefundable deposit shall be applied to the Purchase Price.
Redevelopment Agency of the City of
San Bernardino
Gary Van Osdel
Executive Director
Dated:
Century Crowell Communities, L.P.
a California limited partnership
By: Century Homes Communities,
a California corporation,
its general partner
By:
John Pavelak, President
Dated:
4836-5648-9984.1
10
C.\WrNDOWSlTEMPICenlury MOUdoc
EXHffilT "A"
REDEVELOPMENT AGENCY
OF THE CITY OF
SAN BERNARDINO
AFFORDABLE HOUSING
PRO.lECT (100 Acres)
EXHIBIT B
C(fOBd
SE:-;LL~'~E.\'T ;,,:;r\[c,,:::::;~ j'.r.'c RELE:.1,3~
This SETTLCr'l[~;T AGR[E:'<::~~T I\,~D r.=L~ASE ("I-.g:"eemer.t") is r.lada
by ilnd among the CITY OF SAN BERNARDINO ("CIty") 2-:1<1 AW
Associ3tCS
No.
as
of
I .~~.s;;'
j_fr
.::. fl::e:- est
1:0 CAULE
L'>'KE &
ASSOCIATES,
1939, ~,.:tl1
reference
\.:0 the
following fact!) and circUl:lstances:
RE':rTALS:
....'HERE!\S, en c-r about r'1CJrch :6. 1007, a 13'...'su~t W2S filed ty
JAY CHRIST0PH[~ SAc~ECY,S 3~d BAREARA SKY
~ntit~ed "Sky end ~a1dccy.e v. City of San
13ernarl"3ir:o", C.352 :::;J. 2J6536 to ch211er.ge
t~le ~deqcacy ~~ t~IC Clty'S Ge~e~21 Plan.
W"HERE,\S, C;1 c'r abo'..:l -:;'.1)"
1~187, C2:;le Lay.c tileJ J m0tion
far leave to i:-~t'2r\'-::r!~ 2:::1 v2Cc:0 a J'.J~SJ:n0:lt
tntE=r.~cj 2.() C:...:;~ )J.:;, =26L.::!f:',"'Ji.c~ '...'';;::; c~r,i-=d
l..:;j the C,"":,I":::-~.
W1jERr.r..~. C,;] cr C~:''.)l:t ~:r;-:""'-::'=~2~r 'J, lC'G~/, C;.,bJ~ L~x<? :'lled its
::0 t:. c -= 0 f .:: r' ~ t:'; :
: <::' Ll t :-j'::; de c i .s ~ ':>:l c' f '(:-1 e
Co u!'" t 1 n C 2 ~ f:o :< -::, :: ~ ~ 8 36, r.:::. t :. en to \1',~ cat e
Jud~Treil": .....'3$ r2m.::!'~de~1 tc ~..:ri21 CQ'.Jr": for
fur-tt-Ier hearir,g.
WlJEREA.S, 01"\ c,r u.Jout .s('I=t'=-I:~~!" 4, ~';27, c~t.:e !....=.!-<e fi:02G a
2. a '.-J .s u 1:: ,1 9 il :. rL oS ~ ~ r. e I_~.:. '.:. y '.] f S d Ii B ~ r n d 1- C ~ r, .:' ,
CaSE ;';0. :':::;8)14 ':'rltlt~2,j CElble L;:;kc v. Ci:y
DE3:ms
Septen::,e= 26, 1929
~
EXHIBIT B
of San Bo?rnarrllno
i,:-r lr....el.Sc ,::::.f)cer.:r.ation
and \'i81at~0n of C~~il riS~cs.
WlIERE^S, on or ;'=lbo1J+;: s~V'tel',be= ~ 7, 19B7, C;)~le ~aY..e filed a
1:,1 r 1 t 0 f r1 J r. d ate a 9 a ~ n 5 t the C i t Y 0 f San
ge:-11ardir.o, Ca!O(! ~~D. 239t~":'9 e!:titled Cab'.e
Lake v. City of San ncroardino. et al.
l-THERF:AS. City and AW "~sociat"s No. 1 desires to settle aCld
resol'.Uj all disp'J-:2S 3nd claims among tha
parties to this .Jgrecrnent:. '...;ithout the
n~cess1~)' of fu~~ber :itiga~icn.
FOR" CONSIlJEE^TION.
f1F:CCIPT Of WHICH IS HEREBY
^CYJIOWLC:DGED, IT IS Tli:::~,E,O;',C f,CI'EED ",5 FOLLOWS:
1. l\W .J\:::;soci.ltGS Po. 1 rJc~'':?L~v fc.'rm.J.lly abandcns the Cablo
Lake p~c'ject 8S 3~;rc';ed by ~~e City.
2. City of San Bernardino \.:il~ 211c~-; ^W Associate9 rlo. 1 to
build ::.t3 ~al':€.'ls j€'SC~.i':)l~j r:'-Es.:::r.':ly .)s Tejl-:at':'~'e 'J'~ac~s 12756
a:,o 1.3172 \':::cer ':J-.e fC)11c:'\,ilrj'~ '_>-:.ic:.:..tiv'ls:
~. ^W ^s~ociatcs ~c. 1 ~iill '~c:rply ~ith Condi~icns
1-30 <15 set :Qr~h i:, ~'~~3:=i,:rt:::;;t .t\, 2t:.ach'2d her-eta c;nd by
~his ref /2:-t; r.C €' 1 r',CQ;- ;;..:;r .:)':i~ d fI.'=:.roe i 11 and sna 11 appl J' to the
~ap provided t,)
t ~\-3
l-.. +-.,
.... \..:
P:2J'n~ng Depart~len~,
a c,~py
of "hich 15 att~e:'E'd :'1~r~to rr;)rJ:~d lIttachment S, anc by thlS
I"~fc=-ence inc'Jr;:-'vra':...~d ~1.~rei;'1.
b. Aft I\ssociatcs No.1 5'1311 build cut its p~oj"ct .'lit,:
10,80a squzre foot lets cO:'1sistent '.,.::th the City's General
?~an.
DEB:ms
SeptE'nbe:- 26, }:23
,
EXHIBIT
B
71 -:. ~':
'7(08;;
SE~TLL'~E~T ~CREr~E
;~J.c R=L~.L,':;:::
Th;.s SETrLCH[~.'T AGF.EE~~~J~7 ilJ'iD :::L=::;'.SE (",L,g::-eE:mcr:t") is r.lada
by and among the CITY OF SAN GERNARDINO ("CIty") B~~ AW
AS!Jociatcs
No.
ASSOCIATES,
as
of
1., SUCCE:S5C'::'-
_00:_ / /
;.rr
~.rl~~:-est
to CAInE
LAKE &
1939, ,., tl1
referellce
to H, e
follo~ing fae::!> and c1rcu!:lstdr.ces:
Hcl.:lTALS:
~.1-1EHEJ\S, :...in c-r abo'...Jt r.1Jr..:h ;6, lr:J37, a l.3.'...'su...t '...)2$ filed i:y
JAY CHRISTOPICC'1 S",-:;EC):::: ar.d BM'.BARA SKY
tntit18d "Sky .Jnd ~a1tJccke v. Cit.-y of San
Gern3rdirl0", C3Sl? ';':). 236::36 to cT;211en-,;;e
t~e ~deqcacy c~ ~~IC (lt~"S Ge~e~~l Plan.
h'HER~/\S, en C'T eb,:)I..:l :'~'l'i '7, ~~1~7
C2~le ~akc filed a mGtlon
fo~ leave tD i:~~er"~~:e 2~j V2C2~O a J~~g~o~t
-.::n't:::er'.2d In C.:..s'? ;J,~. 226[;'::6 ','~'llCh ....'.:;.::; r.2er,i-:d
'.:;"1 tr-,e ce'l"'::''".:.
.....,iEnEJ...~, C:l cr 2::".Jl:l ~:r=r-",t'?;-;::;"'=l" .j
1087, C~b]2 L~kc ~llej its
::ot.:.c-? cf .:qJ;:',=c:
: ':'!1 ~ >,.~ d € C l .3 l ':'1:\ C' f 't ~ e
Cou!""t
In (''='512
, ~
...;.
2:Sc6Je'>,
I-::.t: C:l to '.) 2c:a~e
Jud~rr:e:l.~ .......15
r -em.::!:d.;;t1
1 ~
"v
t r 1.. 21
CO '...! r t
tor
furt1-ler hEor:.r,g.
WJlEREAS. on L,r ,J~jout .scpt'=~':~~r 4, >]27, c~t:e :"2.ke f ..l:.02d a
~ a lW oS u i t ,"'I 9 (l:' rl.S" ':. t !-.I? r~____'::':: V:J t San B ~ r n d r C :. fJ ,) ,
CaSE :<0. :';'::;8714 ':.rltit~~c C2ble L.:;kc v Ci:y
DE3:rns
Septen::.er 26, i..92.9
"
EXHIBIT B
c. City .Jgr-ees that ths En\liro!irT.ental :I'!'pact Report
previously done for the City's General Plan ~n ~une of 1989
is sufficient for ',he AW "GsOciate9 No.1 Project "'ithout
the :lecesslty for further 811vironmentnl impact studies.
d. Nothing in this agreement shall be constr;ced
to affect the re~uirement that AW Associates No. 1 m~st
p:-ocess its projnct throL:gh the no::-mal Cjly app:-o'".'al
process.
3.
Release by ~W ^ssociates NO.1.
Upon exec1Jt,:o:1 cf this
~.greement by lh." rarties Ici>rt,to. ^W AssociatoD No. 1 herety
releases ar.d discharges City t3nd its predecesscrs, successors,
<3SS1gr.S, 2]~lltS, oft:c~rs, cJ:-iC:'ctors, employees, :-e;::roser.t.]t~ves,
ll:ld att0rne~'s. from .2l11'1 2nd all cla~:TIs, a'.::tions, demands,
car:1ages, costs, e>:penses anj ottorr:eys' fees, of ar.y nature,
.....,h.:...:h !:.Jve existed cr ......hich do exist. \"';-leth.e~ kn':J.....n or L;~-:krH:O\Jn.
i;jcludi:1g ....'ithout lin.:..tat':'0n t!;cse aris.:r'J out of, s,=t fCr"th in,
cr-ea~ed by, incidental to, c:' in any '..;a:i connected, either
directly 0:: :ncJirec"::ly, '..Jitr. AW Associato No.1 's C1a1:115 -fer
VRmai]BS.
4.
Dismissal of I\ct.lOllS.
Upon execut~on cf ~his a~reel"cnt
by the pa:!"ties hereto. AW ^.:>socia.tes No.1, as Succcsscr in
ir.terest t'J Cable Lake, he,"eby ~grees t'J =orth~':.:h clis;]-.lss .~ith
prejudice its actions as fcllc~s:
Case No. 236836 - Sky and Saldecke v. City of
San Bernardino, Motion to Vacate
Judgment
Case No. 230714 - Cable Lake vs. City of San
Bernardino
DSB:ms
September 27. 1989
3
F1H!5IT B
Case No. 239649 - C"ble Lake vs. City of San
BernanJino
ani forward co~iormed c~pics (If sa~a
to
-, 1
,,- -
pactH'S.
5.
Release of Unkno\-.'Tl Cliiims.
!~ is the i~tEntio0. of City
and Ali Associates No.1. as c'-".'ces:;or in Jntc:,cst to Cable Lake
t hat the r e 1 e a S e sse t f.~ c t h her e ~" s h all bee f fee t i \' e wit h
respect to each and e\'ary clalm. der.1al~d. and ceuse of action
above specified and, .:n fUl'~~!)c:'JnC8 cf th:!.s !ntentlcn, ea:;h party
hereby expressly '.'ai\'es ~he ;oro....isiorls of Civil Code Section
1542, ;;Mich Pl'ovides: ".~ C:tJi::'AL nELC.~SE DOES UOT EXTEND TO
CLAH1S WHICH TilE C,,:::OI?CR rOES :.07 rtJCW OR SUS?EC';' TO EXIST IN
;.,IS FAVOR AT THE TIf\l[ Of EX:::CL:T~J\:'- '":"'hE RE:LEJ-SE, h'j-.;ICt-i IF Fi;C:',,:~ BY
Hl'! I~US7 EAVE HATfRIALcY i..,rCCT:O HIS SL'fTLHIEJiT WITH THE:
[,EETOR. ..
6.
Disputed Clai,!,..:.
'[~ls :::;ettJe.Ter.':: ':5 of rlis;Juted C~alr;l5
~~d is not an admissIon cf li~tJ_:lty tj City.
"? .
NO Duress. etc.
l'~e ~ar~i~s hereto ha~e rand and
unde'rsta:ld trlls AS::'~':?r.lc:nt r3na r+,;:.'/(: L':;'2TI :-2~:--=S(:-:'~c:d .Jnd ad..,'is('d
bye 0 u n S e 1 i n cor; !, (; C ~ i ,:) n ~-I (: :- .:- I..' i 1.: II .2 n d rl'J:: '....' all y ',..J 8. r ~ ant <= n d
represent tha't l;-.is ,\grE:e.,-,,:::nt ~:; C-i'.~C'.;tE:d ./:'>lunter:'ly i.:;IU l,,'it;\out
du:::-ess or ur.due ir.fl;,.rcnce en t,\l-.3 f)J:-t Gr on bE-rlalf of c:flJ' party
hereto.
Each party fu~t~l~r ~3rraf)ts its 2uthcr:ty to enter into
said agreement.
8 .
Remedy.
If a~y pa=ty h2r8~o believes tha~ another party
hereto has breached ttlis Ag~eell:ent. the sole and exclusive remedy
shall be an action for breach 0: th.ls l,grccment.
JUdg"H.:~nt for
CEB:ms
September 26, 1939
~
EXHIBIT B
AW ~S9DCiatos ~Jo. 1 :.,.:'""1 ar.j' ~::~:r.)n G:.-cught d~air:5l: Uie Cit)r ~y Aw
-Associates No.1 to:" breach cf Lllis ;'.y;-e'2ment $h2l11 :-en~e:- AW
}"ssociates No. lis r,=1/2a.se un,je:- th15 Agl.'=C!7l~nt a nuJ11ly, and
AW Associates No. 1 r!o'} purSu9 its Claims for D2.rr.agcs u9ainst
City.
9 .
Successors.
7his Ag=eement ~s binding upon and shall
inure to the benefit to the partics ~ereto and each pa=ty's
respecti~'e successors
.3 ~ S i ';I :1 S ,
heirs une personal
representatives.
10.
Third P~rty Claims.
Th" flerties tQ t1"1is agr12cment
herein do not inte::d t.~ bCfltfit cr C.3~58 by t~lis 3gree:ne:)t any
rights or clai~s hc~e~r' ty 2~Y third pa=tlCs.
11 .
Entire A~r~ement.
~~~s A;~eemc;,~ conta~ns the sols and
entire agr~emerit 21:.:1 '","nder.sta:'iding of t~e ~'J.rties \,..,'ith rE!s~ect to
the subject rnat~er !'j~reof ~~d slLpe:scdas ~ll prior agree~ents a~d
u~de=stanjirl~S. ~!-JEt~er ~rltten 0= oral.
.';C) r-epr-esenta ti:Jns,
o::al cr- othe:-wise, expr-ess or :I~'plie.j. .:)ther ~han t~o3e cJ:lta-i.:ied
~ereirl, ha~e bEsn ~2d2 by a~y ~s~~y hcr-et8.
12.
W.1i\ler, ~_:.::difici1t:ion_,- Termint1tir::>n or ft.mendml3nt.
)-:0
pravisio:1S he:-ecf 1'1']~' t-: ....'ai,/cd L:nlcss in \.-.ori-:l:-.g, tind signed by
each party here~o.
h8i\:12r' of c:J:! one ;:.-r':,)\::.sion he:.-ein sha 11 not
be deem.ed to be a wai ver of 2Jr.y othC?r p=ovisions herein.
This
!-.greement may be 17l':]rll:1ed, tt-:min3tc:::i or al11~nded at coy ti:ne by
mutual consent', but only ty a 1,..,':-ittcn Jgr~em~nt e>:e.:uted by each
of the parties he=~to.
13.
Attorneys' Fee~.
If' any acticn to ir1terpret or enforce
OSB;ms
Sept<!mber 25, 1989
5
EXHIBIT B
any provision cf tr::...s J-..grE:err:er.::, the ;':-e\."a..:.ll:-~g pa::-::y shall be
entitled to its =casonable attcrnEYS' fees a!~d CCSts.
I~. Governinq Law.
;~is .A,'Jr~c.l1i(~:i":: s~1211 be CGi,st::-ued ilnd
enforced in accordonce ~1ttl the la~s of the state o! Cal!fcrnia,
applicable to agrce:nents ~xecu+'::(:d 2nd t":) Ol3 per:crmed .in the
State of California.
15.
Counterparts.
ThiS Agl'e2m~nt may be e~ecut~d :n one or
mo:-e counterpa::-t5, e2C~ 0: i-)td~!) shtJll t.] 0;1 ol"lgin;sl D'..;t all of
~hich shall be deemed to const~t~te a sl~gle docu~ent.
16.
Notices.
:~otices ~C~~i~2d to t~ give!) ty the to=ms of
this AgreGm~nt shall be gi'/en ~y person31 ~e=~ice, or by deposit
of tho same in tr.2 custody c:r t~e United S".:ates Postal SCl-vic8,
-jOostage pre;oaid, re9istC':-~cJ c:- cer:jf~8ll nall, :-"tern receipt
::equestcd, 2.ddrcssed ~o the pur:-y ~O bG st:r\.'(;d 2.5 ~c~lows:
If to City:
Ci~y of ~un 8~rnardino
300 No. "0" Street
San Bernardino, CA 92~18
Attention:
.Shauna Cl ark
City Clerk
If to AW Associates
No. I:
AW Associates r4o. 1
17911 Mitchell Ave.
!rvi~c, CA 92714
With copy to:
Reid & Hellyer
Attbrn~ys at Law
3880 Lemon Street
P. O. Box 1300
Riverside, CA 92502
By notice giv(:n in acccrcance '~ith tt.is pa:-c.g:-cph to all other
parties, any party hereto 11".ay ct.ange t~6 designated :-ecipient of
DEB:ms
September 26, 1989
6
EXHIBIT B
notice on it9 be~cJf.
."0':':(:;2:; ~~.::rClj\ shall Q8 c..leemed r;i\."€:n as of
-the date of persor.al SC:r'.'lCC, Gr i~\/-? (Sj ccnsecu":.:!'.!e caler.dar
da:,'s after CepGSlt of Lh~ S31"".~ l:~ tr.c 1:'-'.J5~CC~:' ct said ?ostal
S€lr-vice.
IN WITNESS WHEREOF. the ~~~ti,,5 hove cc'Jsed thlS ~.g"eemer.t
to be executed as of the date
ti~5t abD~e ~:ritten.
^TTEST:
k':'/.Z0@J{
d.ty Clerk
OAT::: o::::oi:= 11, 19SJ
/;J;1~~ ..~
~a ./-1- .--'~ /
l.i. P hal, omb, ~'..e'yor
~~ A~sociatc~ No.1, a California
G~~e~El Pertnershlp by the
re,cific Company. a California
,.-:2Y';:,o:-dti'Jn, its i.;anag.:ng GenErdl
?i3:-t:le:-, successor In interest
cO [.\ELF. L~Y.E & ASSOCIATES.
~ Ce~jeral P3~t~Er~hip
\
,
\
D.;TE:
=y~__~ .\'-j.,\i-.. \ '
.'\-
\ (\..t~-,.
^PPROVED AS TO rOP.!1
;..1',11 L EGM CONTENT:
la";:as f. ?E~nan _
r-4.tt,:,rncy
(~/~
Cer.-=--ce [. E:+lje
ASSIE~2nt City Atto~ne;
DATE:D: Ccl;:ci:er llJ 1989
/1/ -i- \
DATED: L '( '.L-l'll \.
.:--.
I
I
,
.' .... r
ill l' i
I I,
B!'
REID & HELLYER
r. .._
~Ii 1/' "')1 <.{ ,J-
" lli L _ (_ 1 - ( , '" .......,
Attorn~ys for AW--Associate~
Ho. 1, $u:::cessor in interest
to Cable Lake & Associates
DEB:ms
September 26. 1~89
7
r
EXHIBIT
u
CO:-i"DI,1OIIS Of APPROVAL ron ,<:NT,\:-1\'E ,i1A::T ;'2756 ';~D Tl:r;TA,I~ TRACT
13172
1. In compliance with Municipal Code Soction 18.G4.070(8) and
Flood Cont~cl District recommendaticns dated June 17, 1986,
levee wieh rock slope p~otection shall be provided and
shall extend from the southeast tract boundary northerly to
join the existing 10'Jee north of the site. The rock
slope/bark protection shall b~ Jpproved by the County Flood
Control District.
2. Per Flood Control District recommendations dated January
24, 1986, a 100 foot building setbock shall be provided
from the dry toe of the flood control levee. Depending on
the S1ze of rocks protecLlng the slope on tho levee and
whether grouting is provlded, the setback may be reduced to
75 feet or 50 feet, subject to the approval of the County
Flood Centrol Dis~rlct.
3. In compliance ~ith the Flood Control D!strict
recommendatiens dated July 31, 1984, and 1~unicipal Code
Section IB."l.070(8), adequate provisions shall be
provided to intercept and conduct the possible overflow
from Cable Creck, north of the tract, around or' through
the site in 0 Ir,anner ,,'hich does not adversely effect
adjacent O~ downstre~m properties. The developer shall
provide a stru=tural block ~all capable of withstanding
debris :=ads to 3-feet along the westerly, northerly ilnd
easterly bou,-,caries of the site. In additian, ade'luate
rolls shall be r-ro\'ld~d on t!ce ent:'onco roads to the site
at the Frontag~ Roed to ~inimi=e the poss:bility of street
flolo' er.teri,-,g the site. Runoff from the freeway must be
taken through Or around the site to a chiln,.,el or City
approved drainage iJ=111ty.
... The de':e 10;>er sJ~a 11 Sub!r.l t a f 100d ftCl~~rd ",i tigation pI an
to "t:~e Flooj Ccntrol Olstr~ct tor ~evi.e~' and approval. A
;::ermlt '"",ill je rQquir~d ::>r 2ny er..:roachment onto Flood
Control District right-of-"ay. and a minimum of six (6)
weeks prOCessing tl~e should be allowed.
',5...
"".!k
....~7
6
Flood hazard nitlgetlons shall
issuan<::e of buildi;lg per:r.i~s.
be constructed ..rior to
The Federal !mergency ManaSBDent
the site from the lCD-year flood
issuance of b~ilding permlts.
Agen=y must remove the
area d:signation prior to
7. In compliance with Munlci~al Code Section lB.40.160
requiring two means of 1ngrc~s and eg,ess in the high fire
hazard zone, Fron~age Road Sh0uld be extended northwesterly
to connect: w'ith Cable CBnycn Road. The construction of
~hich shall be done by the :or~8tion of an
assessmer.t district or 50"'e other financial mechanism
EAhlbit A - ?~ge 1 of 4
EXHIBIT 8
approved by tIle Publ!c WO~~S Dlrector.
Conditions shall be ar-i'roved by the
Public Works.
Standard Terms and
City's Director of
8. Per Verdemont Area Plan c',c~latIon standards on pp. 30-31,
frontage Road. a r9s1~er.t:al collector street, shall ha~e a
right-of-~ay ~idt~ cf 60 feet ~ith a pave~ road~ay 40 feet
in width. Ten feet of landscaped park\.lay is needed
adjacent to the freeway to provide a b~ffer in compliance
with the Verdernont Area Plan a,",d M~nicipal Code Section
18.44.080 (D), 5tr~et Ughts shall be :-eouire-:l on Frontage
Road per Section ;8._4.080 (D).
9. The CaliforniA Depa~:11ant of Tre:'~~crt~ticn shall review
and approve the final mop ~rlcr to r9cordat1on.
10,
If the project 1S to be built in phases, thf. Planning
Department and the Department of Public Works.~ all revi9~
and approve the phasing pr10r to reco:-dation# ': ~ have' Fr.~n'
. - -r.,
Consistent ~ith ~he ':erdelr8:-1t ."rea Pan. hauses shall ~ setback
an average of 25 feet ~ith the~~H ~m setback not less than
20 feet. 'J:I'I ., /'/1
- ~ :1"0, t
l~ compliance '....ith t1".-= Ve~~eri\b:1t A.rea Plan. p. 98,
dri'.-ellays On flag l~~s /toy ret ex.:eed 150 feet in length
~ithout FirG Depa~t~ent a~~rcva~. T~~ n2rrow, street acce~s
portion of flog lets shall not exee~J 120 feet 1n leng~h as
measu~~d on the shorter s~ue.
11.
12.
13. There sh~ll be no dc::c:t:le :r2r.t~;JG lots per l~unlc1pal Code
Sect10n 18.~O.310.
14. Whore side lot lin~s are ::on-t:2rallel, "the side lot lines
shall diverge from tne f,~nt cf the rarcel to the rear.
15. In complia:1ce .....1 th Verdf':'T1ont A:-ea Plan POlicies, p. 41,
and Object.!".'/? Nc. 1 ~nj F:>li.='] :J-J. 7 0:1 D. 79, and \Ji th
the General Plan, en~ry :reatloent sl1all be provIded tor
the intersections of the lC1cal streets with rront~;e Road.
16. The proposed final map 51'1I11 be subject to review 8:od
approval by the Southern California Edison Company. Any
encro2chments on the ~dison Comp~ny easement requires a
consent agreement w~th the EC1scn CO/tpany.
17. In accordance ~ith State standards and the VerdemO!lt Area
Plan, p. 149, "'hich :-cquires th~t noise levels at
residential property lines !lot to ~xceed 65 CIIEL
(Community Noise Equi'lalent Level), free~ay noise
mitigation shall be prc'Jld"d i:-1 the form of ~ seVl!n foot
berm and six foot CG"cr~te block ~all on or near the rear
of all parcels o;;ned by All "'"sociates No. 1 abutting
Frontage Road.
EXh1bit A - Fa;e 2 of 4
~ 18.
;.(l\~ ';;5
r-z.;,
20.
21.
"22.
EXHIBIT B
All pa~cels abutting frcntage Road $hal1 be of sufficient
size and shape to accommo~2te a 1,200 square foot house bet.sen
the/~ foot front setcack and the inside slcpe of ths seven
foot berm along the rear ~rop~rty lines.
19.
Perimeter ~all s0rfacss shall bG broken up at regular
intervals of 25 feet or less by off-sets. pilasters. Dr
other decorativo materials in accordance ~ith Verctemcnt
^re~ Plan design standards. p. 100 No.5.
A landscape assessment district shall be formed to maintain
landsc~ping abut~'ng frnnt~ge SDa~. T~e l3ndscaping shall
be installed a~d Ina1ntal~ed ~or the f!=st ~'ear at the
developer's exper.se.
Landscape and irri9&t~on plans shall be approved by the
Parks and Recreatlon Depr.sr-tment prlor to issuance of
building permlts in compliance ~lth Verdemont Area Pldn
eesign star.dares. p. 116 1;0. 1.
The m!nimu~ lot ~idt~ shall be 20 feet in comp11ancG with
~:unicipal Code Section I? .(Jar. 030 1.'.1. Corncr lots shilll
be 88 feet wide in c::11;::li2nce ~::t:') 1<1..Jr:i::lpal Codo Section
la.40.2tSCJ.
:23, No bui Idin~ per~.i ts shall bE iSS:led f=r struct:.;res ..;1 thin
the JO-:oot ~iGG ~ater ~ajn e"se~ent.
:4.
7hg
prcposed s~bd~v:slcn
?lan requ~~e~e:l~s ~o=
~r.all C;:'(71t:1y '04i:h all Ve.:-demCir,t
~Evel~prlle~t wlt~l~ fcathill Fire
l'.l"C a
Zone C.
:5. In compliance ~:~h City R0~olutic~ 82-3~5 2nd Intorim
?olicy ~~o. 28. a liqtl~f~ct~Dn ~eport shall be s~bmitt~d a~d
re\'ie~€d by the City Geclc'91st prier t~ rGccrdat1on.
26.
27 .
Revised
Planning
prier t:>
tract maps
De par tme r. t
recordati.on.
5nall
2nj
be
t~G
r",.,'ic~'2d and app:-oved by t:he
VEpar~ment 0: ?ubl1c Works
';'he developer
and standard
Works.
~hJll comply
yec;ui:-ements
\..,'~ th
of
all
the
con~itions of appr:>val
Department of Publ~c
28. The developer sha:l comply ~lth all conditions of appr:>val
and standard rec;uirements of the fire Department.
29.
The developer
and standard
Department.
shall co~ply ~ittl all
requirements of the
conditions of approval
Parks and Recreation
E:x'u:oi t A - Page 3 of 4
EXHIBfT 8
.30. The developer shall provia.. fer adequate Fire Flow a9
computed by the Fire Prevention Bureau. Fire Flew shall be
based on square footage. construction feacures and
exposure information as supplled by the developer and may
be taken from two hydrilnts.
!:x~lblt .', - Page ~ (;f ~
0 2
3
4
5
6
7
8
9
10
11
12
0 13
14
15
16
17
18
C 25
~OOYL
A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING
AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
(' AGENCY") TO EXECUTE THE MEMORANDUM OF
UNDERSTANDING ("MOU") WITH CENTURY CROWELL
COMMUNITIES, L.P. ("CENTURY") RELATIVE TO THE
ACQUISITION AND DEVELOPMENT OF THE SITE LOCATED IN THE
NORTH VERDEMONT AREA (100 ACRE BICE PROPERTY AND 5
ACRE CITY PROPERTY ON LITTLE LEAGUE DRIVE AND
FRONTAGE RD.)
WHEREAS, the Agency owns the approximate 100 acre vacant property located on
Frontage Rd., north of Little League Drive, commonly referred to as the Bice property and the
Agency will soon acquire from the City of San Bernardino ("City") the approximate 5 acre
vacant parcel of land located on Little League Drive, east of Frontage Rd., collectively referred
to herei-n as the Site; and
WHEREAS, the Agency is prepared to consider and study the development of the Site
and enter into a Memorandum of Understanding (MOU) with Century Crowell Communities,
L.P. ('Developer") to facilitate the disposition and development of the Site so as to foster the
19
community economic development goals and objectives of the Agency and the City as it relates
to the development of the north Verdemont Area;
20
Whereas, the Agency intends together with the Developer to initiate certain additional
studies and proposals to address a number of community issues relating to elimination and
21
22
prevention of the spread of blight on and from the Site and specifically to explore the feasibility
of developing the Site for residential purposes in accordance with the City's General Plan; and
WHEREAS, the Developer is qualified to assist the Agency to undertake the study of
23
24
specific proposals and plans for a coordinate and economically sustainable redevelopment
project on the Site, which will require specific study, evaluation and planning by the City and
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Agency, as applicable, and in accordance with the provisions of the MOU; and
WHEREAS, in accordance with the provisions of the California Environmental Qualit)
Act (CEQA), an MOU is exempt from the provisions ofCEQA.
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND
ORDER, AS FOLLOWS:
Section 1. The Community Development Commission hereby authorizes and
approves the Memorandum of Understanding by and between the Agency and Developer in the
form as presented at the meeting of the Commission at which this Resolution is adopted and
hereby authorizes the Executive Director to execute the Memorandum of Understanding on
behalf of the Agency together with such technical and conforming changes as recommended by
the Executive Director and approved by the Agency Counsel.
The Resolution shall become effective immediately upon its adoption.
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P:\Al!endal\Resolullonl\RttOlullonil2004\04-G6-21 CenturY Bice MOU RUG.doc
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C ]3
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025
A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING
AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
('AGENCY") TO EXECUTE THE MEMORANDUM OF
UNDERSTANDING ("MOU") WITH CENTURY CROWELL
COMMUNITIES, L.P. ("CENTURY") RELATIVE TO THE
ACQUISITION AND DEVELOPMENT OF THE SITE LOCATED IN THE
NORTH VERDE MONT AREA (100 ACRE BICE PROPERTY AND 5
ACRE CITY PROPERTY ON LITTLE LEAGUE DRIVE AND
FRONTAGE RD.)
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Community Development Commission of the City of San Bernardino at a
meeting
thereof, held on the
day of
, 2004, by the following vote to wit:
Commission Members:
Abstain
Absent
Nays
Ayes
ESTRADA
LONGVILLE
MCGINNIS
DERRY
KELLEY
JOHNSON
MC CAMMACK
18
19
Secretary
20 The foregoing resolution is hereby approved this
day of
,2004.
21
22
Judith Valles, Chairperson
Community Development Commission
of the City of San Bernardino
23
24
By:
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P:\Alelld.$\RQOJlldoll.\ResoI.''''III\1~\04-06-11 Century Bke MOU Reao..dee
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
C __m____________m__m_____________m____________mm___n____________mn_nm_m__________n____________n______________________________________n_________________________n____.
o
o
Memorandum of Understand in I! between the Redevelopment Al!encv and Century Crowell
Communities. L.P. (Re: Al!encv/Citv Owned Property in the Verdemont Area)
BACKGROUND/CURRENT ISSUE:
At the request of the Redevelopment Committee, both Century Crowell Communities, L.P. and
Empire Land, LLC, were invited to present their interest and proposal to purchase and develop the
100 acre Bice property owned by the Agency to the Redevelopment Committee meeting of May 4,
2004..
At this Redevelopment Committee meeting, Century presented their conceptual plan for development
of the Bice property and reiterated their purchase offer for the Bice property. Empire Land, LLC did
not participate in this presentation because they withdrew their proposal to purchase the Bice
property. (Also, by way of background, on January 6, 2004, Staff received a written letter from
Empire Land, LLC, expressing their desire to purchase the Bice Property from the Agency.
Subsequently, Staff met with representatives from Empire Land, LLC on several occasions to follow
up on their interest, and on March 9, 2004, Staff provided Empire with a draft Memorandum of
Understanding (MOU) setting forth the business terms in which Staff would consider recommending
disposition of the property to Empire. Empire responded to this draft MOU by requesting more time
in which to prepare a response and to allow Empire time to conclude their negotiations to acquire the
adjacent Gordon property to Bice property.)
After Century's presentation and discussion with the Committee members, Staff was directed to
prepare an outline of the business terms by and between the Agency and Century of the proposed sale
and development of the Bice property and present said outline to the Committee at the
Redevelopment Committee meeting of May 17, 2004 prior to a formal recommendation to the
Community Development Commission. Furthermore, on May 17, 2004, Staff received an interest
letter to purchase the Site from Young Homes. On May 21, 2004, Staff corresponded with Young
Homes and requested that they transmit their proposal to Agency Staff prior to June 4, 2004. On June
11,2004, Staffreceived a phone message from Mr. Charles Rangel, of Young Homes expressing their
regrets for not being able to submit a competitive bid due to limited knowledge of the Site and time
constraints.
The attached Memorandum of Understanding (MOU) was prepared by Staff and Agency Counsel,
and presented to Century for their concurrence. On May 17, 2004, the Redevelopment Committee
reviewed the MOU by and between the Agency and Century in detail and voted to forward an
approval recommendation to the Community Development Commission. The basic business
parameters of the MOU are addressed below. Please refer to the attached MOU for the specific deal
points.
I. Century will purchase the Bice property and the 5 acre property presently owned by the City
(based on previous authorization of the Mayor and Common Council, Agency and City Staff
P:lAgendl$lComm Dc\' Commissior>\CDC 2004\04-06-21 Century Bice MOU SR,doc
COMMISSION MEETING AGENDA
Meeting Date: 06/21/2004
Agenda Item Number:
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Economic Development Agency Staff Report
Century Crowell L.P. MOU
Page 2
2.
have been directed to transfer the 5 acre property from the City to the Agency at an appraised
value amount in an effort to assist the City with their budget constraints.) located on Frontage
Rd. and Little League Drive ( "Site").
The Site will be sold to Century AS IS, subject to all faults, condition, and Century will be
solely responsible for satisfying itself that the Site is suitable for development of residential
single family housing.
Century will purchase the Site from the Agency at the purchase price of $5,250,000 payable to
the Agency as noted in Section III, 3 of the MOU.
Century will pay the Agency an additional Purchase Price equal to 20% of the profits from
the development of the Site, as per Section III, 4 of the MOU.
Century will make a good faith effort to purchase additional land adjacent to the Site,
specifically, the Gordon Property (345 acres) and the Muscupiabe Ranch (160 acres), referred
to as the "Other Properties".
Century will have the right to terminate the DDA should the Biological Report reveal that
more than 75% of the Site is subject to development restraints due to the presence ofthe San
Bernardino Kangaroo Rat, or other endangered species;
Century will be responsible for preparing and completing, including but not limited to, a
Master Circulation Plan, Master Storm Drainage Study; a Master Financing Plan; Master
Land Use Plan, which shall include lots that are each a minimum of 10,800 square feet in size,
equating to approximately 275 single family housing units, subject to Section III, 11 of the
MOU.
Century will pay to the Agency, in addition to the Purchase Price for the Site, a $10,000 per
housing unit fee ("In-Lieu School Fee") for development of 245 units on the Site; Century
will be required to pay directly to the School District, the necessary school fee for units in
excess of the 245.
Upon the Execution of the DDA by the Parties, Century will remit the sum of $50,000 as an
initial Deposit and upon approval of the tentative track map by the City for the Site, Century
will deposit an additional deposit of$IOO,OOO to the Agency; both deposits shall be applied to
the Purchase Price for the Site upon the close of escrow.
3.
4.
5.
6.
7.
8.
9.
Should the Commission, approve execution of this MOU, the parties will immediately commence the
negotiation and preparation of a Disposition and Development Agreement (DDA) which will be
subsequently presented to the Commission at a scheduled public hearing pursuant to Health and
Safety Code Section 33433. Moreover, Century has agreed and has delivered to the Agency, a check
in t~e amount of $25,000 nonrefundable under all circumstances. This deposit is intended to
compensate the Agency for removing the Site from consideration by other prospective purchasers and
to compensate the Agency for any expenses incurred during the negotiation period of the MOU and
DDA.
ENVIRONMENTAL IMP ACT:
An MOU is exempt from the California Environmental Quality Act (CEQA)
P:\AgcndasIConun Dev ConVnlSSlOn\CDC 2004\04-06-21 Century Bice MOU SR,doc
COMMISSION MEETING AGENDA
Meeting Date: 06/21/2004
Agenda Item Number:
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Economic Development Agency Staff Report
Century Crowell L.P. MOU
Page 3
FISCAL IMPACT:
None at this time.
RECOMMENDATION:
That the Community Development Commission adopt the attached Resolution.
",
,
/)
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P:\Agendas\Comm Dev Commlsslon\CDC 2004,04-06-21 Century Bice MOU SR. doc
COMMISSION MEETING AGENDA
Meeting Date: 0612112004
Agenda Item Number:
o
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MEMORANDUM OF UNDERSTANDING
PARTIES:
(1) REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, AND (2) CENTURY CROWELL COMMUNITIES, L.P.
DATE:
. JUNE 21, 2004
RE:
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
OUTLINE OF PROPOSED GENERAL TERMS OF SALE OF 105 ACRES
OF PUBLICLY OWNED LANDS IN THE CITY OF SAN BERNARDINO
(COMMONLY KNOWN AS THE BICE PROPERTY)
I. Introduction
The Redevelopment Agency of the City of San Bernardino, a public body corporate and politic
(the "Agency") is the owner of certain lands in the Verdemont area of the City of San Bernardino
(the "City"). These Agency-owned lands are commonly known and referred to as the "Bice
Property." The Bice Property is approximately one hundred (100) acres (more or less) in size
and is undeveloped plus the approximately five (5) acre undeveloped parcel on the frontage road
and Little League Drive (collectively, the "Bice Property" or the "Site"). The Bice Property is
situated near the foothills of the San Bernardino mountains adjacent to the 1-215 Freeway and
has rather flat terrain with a gradual slope to the south and in traversed by a power line easement
and a County Flood Control Channel. A vicinity map is attached to this document which
generally illustrates the location of the Bice Property in relation to certain nearby features
(Exhibit "A").
A formal presentation was made by Century Crowell Communities, L.P. ("Century" or the
"Buyer") to the Redevelopment Committee and Agency Staff to explore the Agency's interest in
selling the Bice Property to Century for development and resale with new single family homes to
be constructed thereon by Century (the "Pr()ject"). Accordingly, this Memorandum of
Understanding ("MOU") sets forth the general terms under which Agency Staff is prepared to
consider recommending approval of the sale of the Bice Property to Century. The
Redevelopment Committee on May 4, 2004, requested that a more detailed summary of the
relevant deal points be negotiated and drafted between the Agency Staff and Century and to then
be submitted to the Redevelopment Committee at the meeting on May 18, 2004. At that time,
the Redevelopment Committee recommended approval of this MOU and forwarded that
recommendation to be considered by the full membership of the Community Development
Commission of the City of San Bernardino (the "Commission") for their approval and direction
to proceed with the drafting of the Disposition and Development Agreement for the Bice
Property.
The terms set forth below in this MOU do not constitute an offer of the Agency to sell the Bice
Property nor the acceptance of any offer to purchase on behalf of Century. The governing board
of the Agency must approve the terms of any such offer of the Agency by an affirmative vote of
its members at a public meeting of the Commission. In addition, the specific and mutually
agreed upon terms of sale for the Bice Froperty shall be subject to a separate approving vote of
I
P:\Agcndas\Agrcements.Arnendmenl~\Agnnts-Amc:nd 2004\04-06-21 Centllry Homes MOV_DOC
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the members of the Commission at a public hearing held for such purpose under the provisions
of Health and Safety Code Section 33433.
Therefore, listed below are the general sale terms discussed as of the date of this MOU:
II. Defined Terms used in this Outline of Proposed Terms of Sale
Certain words and phrases shall have the following meanings when used in this MOU:
. "Buyer" means and refers to Century Crowell Communities, L.P., a California limited
partnership.
. "Deposit" means and refers to an account to be established by the Buyer and the Agency
under the DDA. The Deposit shall be comprised ofthe Initial Deposit and the Additional
Deposit Amount as further provided in this MOU. In accordance with the terms to be
contained in the DDA, the Deposit shall be the property of the Agency when certain
conditions have been met and shall be non-refundable under the circumstances and events
to be provided in the DDA.
.
"Purchase Price" means and refers to the sum of money which the Buyer shall pay the
Agency for the delivery of marketable title in the Site upon the close of an escrow
established under the DDA with Fidelity National Title. In addition, the profit
participation shall also be deemed to be a portion of the Purchase Price and shall be a
continuing obligation of the Buyer to remit the required payments to the Agency.;
provided, however, that there shall be no guaranty by the Buyer that a profit participation
will result when the Project has been finally developed and sold by the Buyer, but if the
calculations warrant the payment of a profit participation, such shall be paid in the
manner to be set forth in the DDA.
. "CEQA" means and refers to the California Environmental Quality Act of 1970, as
amended.
. "Site" means and refers to the Bice Property and the additional 5-acre vacant land near
the intersection of Little League Drive and the freeway frontage road.
. "DDA" means and refers to a Disposition and Development Agreement by and between
Buyer and the Agency relating to the specific term of the sale of the Site by the Agency
to Buyer. The DDA will include the mutually agreed upon terms for the purchase and
sale of the Site and may also include a number of post land sale development covenants
of the Buyer in favor ofthe Agency. The Agency's approval of the DDA shall be subject
to appropriate procedural compliance with CEQA and an approving majority vote of the
Commission at the conclusion of a duly noticed public hearing.
.
"City" means and refers to the City of San Bernardino, California. The Site is located in
the City and the development and improvement of the Site is subject to the land use and
2
P:\Agcndu\Allrctmenls.AmendmentslAgrmts-Amend 2004104.06-21 CCnlllr)' Homes MOU.DOC
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development regulations of the City. The City shall not be a party to the DDA relating to
the Site. Nonetheless the Buyer's development of the Site may require the Buyer to enter
into one or more separate agreements with the City, such as a subdivision improvement
security agreement.
III.
Proposed General Terms of the DDA and Points of Sale of the Site
The following provisions of this MOU set forth the general terms of sale that are anticipated to
be included within the final DDA:
I. The term of the DDA shall be for a period of time to be established in an Exhibit to the
DDA for the completion and build-out of the Project after approval of the DDA by the
Commission. A maximum anticipated Project build-out length of time will be mutually
agreed upon in an exhibit to the DDA. The DDA will be subject to earlier termination at
the discretion of the Executive Director of the Agency if any of the hereinafter described
performance dates are not met by Buyer or if the Buyer is in material breach of any of its
other terms prior to the close of escrow for the sale of the Site. The DDA will include a
Schedule of Performance to assure the Agency that the development of the Site is
proceeding to completion in a timely manner. Additionally, prior to the close of escrow
for the sale of the Site to the Buyer, the Buyer will be required to meet certain
performance benchmarks and to complete various studies and reports within the
time frames established in this MOU and as shall be further provided in the DDA.
2.
The Agency shall further reserve the right to terminate the MOU, if the Agency
determines at its sole discretion that it is not financially feasible for the Agency to
continue to negotiate and formulate the terms of a DDA with the Buyer due to either (i)
the cost of environmental or development mitigation measures which the Buyer proposes
to allocate to the Agency in the form of a subsidy or any reduction in the Purchase Price,
or (ii) the number of developable acres in the Site to be purchased by the Buyer is
reduced to such a level that does not warrant the Agency continuing with the steps
precedent to the consideration of a DDA at a public hearing.
3.
The Purchase Price shall not be based upon any calculation of the actual number of gross
acres of land included in the Site. The Purchase Price shall be equal to $5,250,000 with
$4,000,000 payable in certified funds or wire transfer at the close of escrow when the Site
transfers to the Buyer, and the additional $1,250,000 shall be in the form of an unsecured
promissory note with stated interest at 7% per annum, simple interest, with interest
accruing through the final maturity date of four (4) years from the close of escrow. No'
scheduled payments of principal or interest will be required to be made by the Buyer;
however, the Buyer will be responsible to remit to the Agency a proportionate amount of
the promissory note from the sale of each house. A schedule will be agreed upon in the
DDA as to the per house release price during each of the four (4) years of the promissory
note to take into account the payment of interest first and then the repayment of the
principal balance of said promissory note. Upon the occurrence of the date that is four
(4) years from the close of escrow, all unpaid principal of the promissory note and
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accrued and unpaid interest thereon shall be due and payable immediately, without
further notice, to the Agency.
4.
Additional Purchase Price will be payable to the Agency on the basis of a profit sharing
percentage equal to twenty percent (20%) of the profits from the development of the Site
to be paid to the Agency at the time of each distribution of profits to the other parties
entitled to receive all or any portion of the remaining eighty percent (80%) of the profit
distributions of the Buyer. The Agency shall have no financial liability whatsoever nor
shall the Agency ever be required to contribute money to the development of the Site nor
shall the percentage profit share of the Agency be diminished for any reason whatsoever.
For purposes of all profit participation calculations, the General and Administrative Fees
of the Buyer shall not exceed 4% of the gross sales prices costs of the houses and the
Real Estate Sales Commission for such houses as paid by the Buyer shall not exceed 3%
of the gross sales prices of the houses.
5.
The Site will be transferred to the Buyer in an "AS IS," "SUBJECT TO ALL FAULTS"
condition, and the Buyer shall be solely responsible for satisfying itself that the Site is
suitable for development and reuse for a residential single family housing development.
The Buyer recognizes that there are soil reports available through public document
repositories which were previously prepared for the Site and the adjacent area. Such
reports possibly demonstrate the existence of some degree of soil instability that could be
magnified during seismic events. The Agency has been informed that the Property may
require substantial excavation and import of suitable soil materials to allow for residential
development. It will be incumbent upon the Buyer to certify to the Agency upon
acquisition of title to the Site upon the close of escrow that (i) the Buyer is aware of the
known defects of the Site, (ii) the alluvial deposits on the Property could significantly
increase the development costs in the event the City were to determine that substantial
excavation of native soils was required with the importation of suitable soils to achieve
desirable building pads for any residential development. on the Site, (iii) the continuation
of the construction of houses on the Site may not be possible even after the title to the
Site has transferred to the Buyer, resuHing from later discovered soils conditions or
unforeseen seismic events, and (iv) construction defects may be visible in the houses
which could have a detrimental effect on further development of the Site.
6.
Upon the mutual execution of the DDA by the authorized officers of the parties, the
Buyer shall remit the sum of $50,000 to the Agency for deposit in the escrow as an initial
installment payment of the Deposit (the "Initial Deposit"). Provided that the Buyer
approves the conditions for the close of escrow within the one hundred twenty (120) day
due diligence period, the initial installment of the Deposit shall be non-refundable upon
acceptance of the due diligence for the Site by the Buyer. Failure of the Buyer to approve
the due diligence as required under the DDA shall be grounds for termination of the DDA
by the Agency. At the date of approval of a tentative tract map by the City for the Site
(DDA to contain suitable definition when such approval shall be deemed to have
occurred), the Buyer shall deposit an additional $100,000 with the escrow for the benefit
of the Agency which shall be deemed to be the "Additional Deposit Amount" and shall
also be non-refundable as of the date of such deposit. Both of such Deposits shall be
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applied to the Purchase Price for the Site upon the close of escrow or retained by the
Agency in the event the escrow does not close provided that either or both of such
Deposits have become nonrefundable at such time.
7.
Within ten (10) business days after the date of the conclusion of the due diligence period,
the Buyer shall demonstrate to the reasonable satisfaction ofthe Executive Director ofthe
Agency that the Buyer has initiated good faith negotiations to acquire or has entered into
binding and enforceable purchase agreements for the properties commonly referred to as:
(i) the 160 acres compromising the John. Gordon property as held in fee title by Eagle
Land Company (the "Gordon Property"), and (ii) the 345 acres comprising the
Muscupiabe Ranch which is within the County unincorporated area (the "Muscupiabe
Ranch"). Collectively, the Gordon Property and the Muscupiabe Ranch are referred to as
the "Other Properties".
8.
The Buyer shall have the right to terminate the DDA during the due diligence period and
recover the full balance of the Deposit within ten (10) business days after receipt of a
Biological Report, to be provided by the Agency, if such Biological Report demonstrates
that more than 75% of the land area of the Site is subject to development restraints due to
the presence of the San Bernardino Kangaroo Rat or other endangered species of plant or
animal. The Biological Report shall be delivered by the Agency to the Buyer not later
than ten (10) business days after the approval of the DDA.
The Site (and possibly the Other Property) may be habitat for the San Bernardino
Kangaroo Rat ("SBKR"), a threatened or endangered species. As mitigation for the
taking of the habitat of the SBKR, Century may be required to purchase replacement
habitat property. Upon the execution by Century of a binding agreement to acquire such
replacement habitat property, the Agency shall be irrevocably committed to sell the Site
to Century pursuant to the terms of the DDA, and the Agency shall bear no additional
costs. or financial obligations relative to the acquisition or purchase of the replacement
habitat property by the Buyer.
9.
Within ninety (90) calendar days after the date of the DDA, the Buyer shall cause to be
prepared and completed by a licensed civil engineer at the Buyer's sole cost and expense
a master storm drainage study for the Site for purposes of determining the amount of
property comprising the Site that must be set-aside for flood control channel
improvements and other building set-back restrictions for the proposed Cable Creek
Channel improvements. The Buyer shall also propose the method of construction and the
ultimate size of the Cable Creek Channel as this time. The Agency in consultation with
the City may propose preliminary and alternate alignments of the Cable Creek Channel.
The Agency may also request the Buyer to prepare flood plain maps based upon such
preliminary alignments, set proposed building restriction lines for development set-back
purposes, propose construction techniques and materials for the channelization of the
Cable Creek Channel and prepare calculations of flood and water flow volumes. Such
master storm drainage study shall also adequately address similar issues associated with
the development of the Other Properties. The Agency shall either accept or reject this
report within ten (10) calendar d(\ys after receipt by the Agency. The Agency's rejection
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of such report shall be grounds for termination of the DDA during the due diligence
period by the Agency. Failure of either the Executive Director of the Agency or the
Agency through official action of the governing body thereof to notify the Buyer of such
rejection within said ten-day period shall be deemed to be acceptance thereof.
Within ninety (90) calendar days after the date of the DDA, the Buyer shall cause to be
prepared and completed by a licensed civil or traffic engineer at the Buyer's sole cost and
expense a draft Master Circulation Plan for the area north of Little League Drive,
including specifically the Site and demonstrating adequate ingress and egress to the Other
Properties, in addition to any other lands reasonably required by the City, to implement
any such Master Circulation Plan. The Master Circulation Plan shall address such issues
as the current freeway frontage road and the option of extending same by entirely or
partially rerouting said freeway frontage road, obtaining of primary and alternate access
for the Site and the Other Properties, proposed plans for right-of-way acquisition and
alignments of all public streets as proposed in the Master Circulation Plan and all street
networks that will be internal circulation for each development project identified in the
Master Circulation Plan. The parties recognize that access to the freeway frontage road
may be limited or prohibited by Caltrans, and, in such event, the Buyer shall determine
such other alternative access routes as may be feasible and propose same to the Agency
in the Master Circulation Plan. The Agency shall either accept or reject such plan within
ten (10) calendar days after receipt by the Agency. The Agency's rejection of such plan
shall be grounds for termination of the DDA during the due diligence period by the
Agency. Failure of either the Executive Director of the Agency or the Agency through
official action of the governing body thereof to notify the Buyer of such rejection within
said ten-day period shall be deemed to be acceptance thereof.
II. Within one hundred twenty (120) calendar days after the date of the DDA, the Buyer
shall cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Land Use Plan
for the area north of Little League Orive for purposes of determining the public
infrastructure requirements in the Verdemont Area, the locations and size of all
neighborhood and regional parks and for determining the streets and access required
under the Master Circulation Plan. Detailed land use plans shall be prepared for the Site
and the Other Properties, if then under the control of the Buyer, as part of this draft plan
including the proposed layout and design of each parcel within such development for
those properties then owned or controlled by the Buyer plus the Site. The Site shall be
planned to include lots that are each at least a minimum of 10,800 square feet in size. All
lots designed for the Other Properties shall comply with the Building and Development
Codes of the City. The Agency shall either accept or reject this draft report within ten
(10) calendar days after receipt by the Agency. The Agency's rejection of a plan shall be
grounds for termination of the DDA during the due diligence period by the Agency.
Failure of either the Executive Director of the Agency or the Agency through official
action of the governing body thereof to notify the Buyer of such rejection with said ten-
day period shall be deemed to be acceptance thereof.
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12. Within one hundred twenty (120) calendar days after the date of the DDA, the Buyer
shall also cause to be prepared and completed by a firm of urban planning consultants
acceptable to the City at the Buyer's sole cost and expense a draft Master Financing Plan
for purposes of financing all the items identified in the Master Circulation Plan, all flood
control and stonn drain improvements including the Cable Creek improvements, water
distribution, storage and transmission facilities, sewer mains and transmission lines, dry
wells for water basis recharge purposes to be coordinated with landscaping and park sites,
all neighborhood park sites, regional parks and other public facilities required to be
located within the area north of Little League Drive including the Site and the Other
Properties that are intended to be financed by the Buyer. The draft Master Financing
Plan shall consider the use of development fees, construction in-lieu of fees and
reimbursement agreements for any oversizing of public improvements. Provisions shall
be made to include all landscaping and lighting costs, flood control improvement costs
and proportionate amount of a Verdemont Fire Station operating cost in an annual special
tax separate and apart from any special tax or assessment for the financing of capital
improvements. Such Plan shall be completed within one hundred (120) calendar days
after the date of the DDA. The Agency shall either accept or reject said report within ten
(10) calendar days after receipt, and upon rejection, such shaII be grounds for termination
of the DDA during the due diligence period by the Agency. Failure of either the
Executive Director of the Agency or the Agency through official action of the governing
body thereof to notify the Buyer of such rejection within said ten-day period shall be
deemed to be acceptance thereof. The Buyer recognizes that the Agency will recommend
that municipal financing districts may be desirable to finance some or all of the required
public improvements. However, the City wiII retain the fuII and absolute discretion to
select and contract with aII consultants, advisors, attorneys, underwriters and appraisers
acceptable to the City, and such municipal bonds wiII only be issued upon credit criteria,
lien to land value ratios and funded debt service reserves acceptable to the City. The City
shaII retain the discretion to issue any such financings in one or more series of bonds
depending upon municipal bond market conditions and possible considerations of adverse
impacts to the ability of the City to undertake traditional City municipal financings for
other City projects.
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13. Either concurrently with the preparation of the reports, studies or plan referenced in Point
Nos. 9, 10, II, and 12, or promptly folIowing the Agency's approval of each of the
reports, studies or plan referenced in Point Nos. 9,10, 11 and 12, above, the Buyer shaII
cause to be prepared an Initial Study under CEQA for the disposition of the Site to the
Buyer under the proposed terms of the DDA. The Buyer may retain the services of a
third party frrm of environmental consultants reasonably acceptable to the City to assist
the Buyer with the preparation of such Initial Study. The cost of preparation of such
Initial Study and the cost of consulting with responsible agencies and interested persons
relating to the completion of the CEQA documentation indicated by such Initial Study
shaII be borne by the Buyer. The Buyer and the Agency contemplate that the City shaII
serve as the "lead agency," as this term is defined in CEQA for the purpose of certifying
and approving the form of the appropriate CEQA documentation for the Buyer's
acquisition and development of the Site, and Other Properties, as may then be applicable.
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14.
15.
16.
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The Buyer and the Agency shall agree in the DDA to cooperate with the City in the
preparation of such CEQA documentation.
It is anticipated that the final date for the close of escrow will be the latest to occur of: (i)
eighteen (18) months after the date ofthe DDA, (ii) the date when the City has granted all
land use entitlements for the Site, including the approval of all final tract maps, to
provide for the development of the Site, or (iii) the Buyer seeks an early close of escrow
and has remitted the purchase price to the Agency equal to $5,250,000 in cash and the
unsecured promissory note. The Buyer under all circumstances shall not be permitted to
resale the Site without (i) the express written approval ofthe Agency and (ii) the payment
to the Agency of 20% of the profits made on any such bulk sale to another home builder
and (iii) such other home builder assuming all obligations and duties of the Buyer
pursuant to the DDA including the assumption of the unsecured promissory note
identified in Point No.3.
During the course of preparation and review of the studies indicated above, the parties
shall negotiate the specific terms of the DDA. The parties shall cooperate in the
consideration of such negotiations such that a final document can be prepared and
referred to the Commission at the earliest feasible time in accordance with CEQA and the
provisions of Health and Safety Code Section 33433.
The Agency shall retain the services of an MAl appraiser to verify the Purchase Price for
the Site as being not less than the fair market value for the Site. The written appraisal
report of such appraiser shall be on file with the Agency as a public record at least
fourteen (14) days prior to the publication of any notice of public hearing for the
consideration of approval of the DDA and the certification by the Agency of the
appropriate CEQA document for the disposition of the Site to the Buyer under the DDA.
17. In addition to the Purchase Price for the Site, the Buyer shall pay to the Agency the sum
of not less than $10,000 per housing unit developed on the Site ("In-Lieu School Fee")
for the development of the first 245 units on the Site. In exchange for the In-Lieu School
Fee, the Agency will guarantee the Buyer that no other school capital impact fees for the
Site shall be payable and the Agency shall agree in the DDA to indemnify and hold the
Buyer harmless from any other obligations of the Buyer to pay the then applicable
District School Fee. Such In-Lieu School Fee shall not apply to the Other Properties nor
shall such indemnification and hold harmless apply to the Other Properties and for units
in excess of the first 245 on the Site. The Buyer shall be responsible for the payment of
the then applicable School impact fees for all housing units in excess of said 245 amount.
18.
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(a) In addition to the customary review and mutual acceptance by the parties of the
condition of title in the Site to be conveyed by the Agency at the conclusion of an escrow
transaction, as shall be specified in appropriate detail in the DDA, the Buyer recognizes
that the Site is currently subject to the terms of a Settlement Agreement and Release to
which the City is a party. The disposition of the Site to the Buyer by the Agency upon
satisfaction of the conditions set forth in the final form of the DDA shall be subject to the
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Buyer's compliance with the terms of such litigation Settlement Agreement and Release.
Said Settlement Agreement and Release is attached hereto as Exhibit "B" and is
incorporated herein in its entirety as if set forth in full at length. The terms of such
Settlement Agreement and Release will not be modified.
(b) The Agency will assure that all special tax liens from the former CFD No. 995
have been removed as a property tax lien from the Site.
19. It is further the intent of the parties that the Buyer and the Agency will negotiate the final
terms and conditions of a proposed DDA prior to the time that the studies and plans
described above are being prepared and completed by the Buyer provided that neither
party has terminated this MOU or the subsequent DDA. Such negotiations and drafting
of the final DDA shall commence as soon as practicable after the date that this MOU has
been approved and accepted by the Commission.
20. It is anticipated that the DDA will contain certain license agreement terms and provisions
to grant certain authorizations for the Buyer to enter onto the Site during the course of
preparation of the various studies and negotiations during the due diligence period of the
DDA for purposes of conducting certain studies. Accordingly, the general form of a
license agreement permitting limited entry onto the Site will be included within the DDA.
21.
The members of the Commission reserve the discretion to approve, modifY or reject any
of the points set forth herein. The approval of a DDA for the Site is subject to an
approving majority vote of the members of the Commission. The Redevelopment
Committee considered this draft MOU on May 18, 2004, and has authorized it to be
forwarded with its recommendation for approval for further consideration by the
Commission as soon as practicable thereafter. It is possible that a final DDA for the Site
could be approved, executed and entered into during the month of August 2004.
22. This MOU is not binding upon the Age!,!cy, the Commission or the City until official
action has been taken by the appropriate governing body to approve and authorize the
execution of this MOU. This MOU is merely the understanding ofthe signatories to this
MOU to memorialize prior discussions that may lead to the negotiations of a DDA and
approval thereof by the Commission on behalf of the Agency at a later date.
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23.
Concurrently with the execution and delivery of this MOD by the undersigned parties, the
Buyer has delivered to the Agency a check in the amount of $25,000 nonrefundable
under all circumstances. Such nonrefundable deposit is deemed to be for the purpose of
compensating the Agency for removing the Property from consideration by the other
prospective purchasers and to compensate the Agency for the costs and expenses required
for the preparation of the MOD and the anticipated DDA. No portion of the $25,000
nonrefundable deposit shall be applied to the Purchase Price.
Redevelopment Agency ofthe City of
San Bernardino
Gary Van Osdel
Executive Director
Dated:
Century Crowell Communities, L.P.
By:
Title:
Dated:
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23.
Concurrently with the execution and delivery of this MOU by the undersigned parties, the
Buyer has delivered to the Agency a check in the amount of $25,000 nonrefundable
under all circumstances. Such nonrefundable deposit is deemed to be for the purpose of
compensating the Agency for removing the Property from consideration by the other
prospective purchasers and to compensate the Agency for the costs and expenses required
for the preparation of the MOU and the anticipated DDA. No portion of the $25,000
nonrefundable deposit shall be applied to the Purchase Price.
Redevelopment Agency of the City of
San Bernardino
Gary Van Osdel
Executive Director
Dated:
Century Crowell Communities, L.P.
By:
Title:
Dated:
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23.
Concurrently with the execution and delivery of this MOU by the undersigned parties, the
Buyer has delivered to the Agency a check in the amount of $25,000 nonrefundable
under all circumstances. Such nonrefundable deposit is deemed to be for the pwpose of
compensating the Agency for removing the Property from consideration by the other
prospective purchasers and to compensate the Agency for the costs and expenses required
for the preparation of the MOU and the anticipated DDA. No portion of the $25,000
nonrefundable deposit shall be applied to the Purchase Price.
Redevelopment Agency of the City of
San Bernardino
Gary Van Osdel
Executive Director
Dated:
Century Crowell Communities, L.P.
By:
Title:
Dated:
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EXHIBIT "A"
REDEVELOPMENT AGENCY
OF THE CITY OF
SAN BERNARDINO
AFFORDABLE HOUSING
PROJECT (100 Acre.'
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EXHIBIT
B
.'
C((-C&
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SE':'TLE~'lE:-;T I'\GREE~S>;T ldJD RELE..t.SE
This SETTLEMENT AGREE~~NT AND RELEASE ("Agreement") is made
by and among the CITY OF SAN BERNARDINO ("City") a~rt AW
Associ3tCS
No.
1., successor
of _~ //
In irl(:crest
to CABLE> LAKE &
...SSOCI....TES,
as
1989, Iii th
refere[)ce to the
following facts and circumstances:
RECITALS:
h'HERE^S, on c.r about t"arch :6, 1937, a lawsult was filed by
JAY CHRISTOPHE~ SALJECKE and BAREARA SKY
entitled "Sky and Saldccke v. City of San
o
Bernardino" I Case ~:,:). 236836 to cr,al1enge
t~e adeq~acy ~: t~0 City's Ge~er21 Plan.
WHEREAS, en or abo,-,t J'.;ly 7, 1987, Cac,le Lake filed a motion
for leave to i~ltervene a~d vacace a judgmont
entered ~n C':sr:! IJ':1. 236836 ,,':lich Wa~ d~rli02d
by the court,
Wl-JERE}\~, 0:1 or about Septe;;-:tel" -1, 1937, CabJe Lake ~:iled its
notice of .:lppeol f :'on t:-,03 decis~on elf the
Court in C.=.se :'~o. 23b836, t~~oticn to Vacate
JudgJtent \-.'35 remanded to tri21 court for
fur-ther hearing,
WHEREAS, on or il~JOut Septe:\:bec 4, !9a7 I C~t.::e !..ake fi:ed a
lawsuit ~g~inst the C:~y 0f San 8ernarcino~
Case No, ::38714 "ntit~"d Cable L",kc v. City
o
DEE:ms
September 26, 192.9
1
EXHIBIT B
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of San BarJlardino. for inverse condemnation
and viDlat~on of C:vil r.ig~ts.
WllERE^S, on Dr ;;bout Septe",ber 17, 1987, Cable Lake filed a
\'lr1t of 11ar.date against the City of San
ge::-nardino, Ca50 NO. 239E-.t9 entitled Cab~.e
Lake v. City of San nernardino. et al.
WHERE...S. City and AW lISsDeiates No. 1 desires to settle and
resolv~ all disputes ~nd claims among the
parties to this agreement. ',Jithout the
necessity of further lit1ga~ion.
F'OR 1\ CONSIDERI\TION. RECEIPT OF WIIICH IS HEREBY
J\CKNOWLEDGED, IT IS THCREFOilE AGI1EED I\S FOLLOWS:
o
1. l\W 1\~5ociates: NO. 1 hereby
formally abandons the Cable
Lake project as 3~~roved by the City.
2. City of San Bernardino will allew J\W Associates NO. I to
build :..ts parcels .jescri~Jed pr-eser.~ly Z1S Ten"tati....t9 T::-3C",=S 12756
and 13172 ~:,der ~he fol1cwing co~ditiDns:
a,. 1\W l\$f';ociatc$ No,"" 1 \>,i11 so:r.ply \..'ith Conditions
1-30 as set forth i:1 A~.:tachn'.ent .t.., at:tach,:d hereto and by
this refer~nce incQ=pora~cd h~reirl and shall apply to the
~ap provided to t~e City r:anning Departnlent, a copy
of "hich is attached hereto rr,nrked Attachment B, and by this
refe~ence incor?ora~ed ]lcrein.
b. Mi l\ssociatcs No. 1 s~all build out its proj'let :~t':
10,800 square foot lets CO~5istent ~ith the City's General
F1an.
c
DEB:ms
Septer.\ber 26, 1';;89
~
..
EXHIBIT
a
-
~l :::......
q (- 000
c;
S E':'T L E:!'1E~T A(;RE[~S>;; Id~D REtE.:"S E
This SETTLEMENT AGREE~ENT AND EELEASE ("Agreement") is mada
by and among the CITY OF SAN BERNARDINO ("City") a~~ AW
Associ3tcs
No.
1 ~, successor
of _ac //
In
irlccrest
to CABLE LAKE &
ASSOCIATES,
as
1989, ,.,.ith
reference to the
fOllowing facts end circur~lstanCe$:
RE(;ITALS:
WHEREAS, <.In c.r about ~"arch 16, 1937, a la.....suit was filed by
JAY CHRISTOPHER SALJECKE and BARBARA SKY
entitled "Sky and Saldccke v. City of San
o
Bernardino", Case ;:~. 236836 to cr.allenge
the adeq~acy c~ t~e City's Ge~er21 Plan.
WHEREAS, en or abol...:t J'..:ly 7. lelS7, Ca~le Lake filed a motion
for leave to i:!tervene a~j vacate a judg~ont
enterod ~!1 C~S8 fJo. 236836 ~i:)ich wa~ denied
by the CCJu~'t.
WHEREJ\S, Oil cr about Sl?pt,~.'7:t:el- 41, 1987, CabJe L~kG :iled its
:1otice of LiP.?~c::' f:.c'!:1 t;-1.3 decis1.()n of the
Court in C3se ;.y-:;. 236836, r.:ot:C:1 to Vacate
Judgrr:ent \.0.'.15 remanded to trial court for
further hearing.
WllEREAS, on cLr l1~JDUt SGpt,~:\!be!' 4, ~987, C~'c:e !..ake fi:.ed a
lawsuit ~g~ins-t the City of San Sernar~ino.
Case :';0. 238'714 .~ntitlt:.d Cable L~kc v. Ci'ty
c:
DE9:ms
Septen~ber 26, 1929
1
o
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EXHIBIT B
c.
City ~grees that the Environmental lrepact Report
previously done for the City's General Plan 1n June of 1989
is" sufficient for ~hB ^W hGsociates No. 1 Project without
the necessity for further environmental impact studies.
d. Nothing in this agreement shall be construed
to affect the requirement that AW Associates No. 1 must
process its project through the normal City approval
process.
3.
Release by AW hssociates No.1.
Upon execution of this
Agreement by th~ rarties !'.ereto. ^W AssociateD No. 1 hereby
releases and discharges City and its predecessors, successors,
assigns, a~el\t~, officers, directors, employees, representatives,
a:1d atto=ne~'s, from any and all claims, actions, demands,
dar.1.ages,
and attorneys'
costs,
fees,
of any
. --
na..ure,
e:Kpense s
which have existed or which do exist, whether known or unknown,
including .....ithout liJ:litation these arising out of., set forth in,
c::eated by, incidental to, 0= in any '"ay connected, either
directly 0= indirectly, with "1>,W Associato No. l's Claims -for
D1\mages.
4.
Dismissal of ~ctions.
Upon execution of this agreement
b~.. the parties hereto, AW ^SsociC1tes No.1, as successor in
interest TO Cable Lake, hereby agrees to forthwith dismiss with
prejudice its actions as follows:
Case No. 236836 - Sky and Saldecke v. City of
San Bernardino, Motion to Vacate
Judgment
Case No. 238714 - Cable Lake vs. City of San
Bernardino
DEB:ms
September 27, 1989
3
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EXHIBIT B
Case No. 239649 - Cable Lake vs. City of San
Bernanlino
and forward conformed copies of sa~a to all parties.
5.
Release of Ur\known Claims.
It is the intention of City
and AW Associates No.1, as ~uccessor in inte=est to Cable Lake
that the releases set forth herein shall be effective with
=espect to each and every claim, demand, and cause of action
above specified and, ~n furtherance of this intention, each party
hereby expressly '.<alves the lOro\risions of Civil Code Section
1542, which provides: "." C;::NERAL RELE!,SE DOES NOT EXTEND TO
CLAIMS WHICH THE CRE~ITCR DOES NOT KNOW OR SUSPECT TO EXIST IN
HIS FAVOR AT THE TU1E Of EX=:ClITII\;G THE RELEI-.SE, WHICH IF Kt,O'.-iN BY
HHl t-lUST HAVE ~'ATERIAL~Y l\ffCCT!:D HIS SETTLE~lENT WITH THE
DEBTOR."
6. Disputed Clai,!,..:. This settJemer.t is of disputed claims
and is not an admission cf liwbi:ity by City.
7.
No Duress, c tc.
The part~es hereto have read and
understa~d this Ag~cement and have "been =2~r€se~~cd und advised
by counsel in con~ection ~er~with ~nd ~~tually ~arrant and
represent tha~ this ^gree~Gnt i~ executed voluntarily and without
du=ess or undue influence on the part or on b~half of any party
hereto.
Each party further warrants its author~ty to enter into
said agreement.
B. Remedy. If any perty hereto believes that another party
hereto has breached this Agree~ent. the sole and exclusive remedy
shall be an action for breach of this Agreement.
Judgment for
DE8:ms
September 26, 1989
4
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EXHIBIT B
AW l.ssociatos No. I ~" ar.y ;)et:.on brc'Jgr,t agair.st th" City by Aw
-Associates No. I for breach of this Agreement shall "ender AW
Associates No. 1'5 rcl'~ase under thi3 Agreement a nullity, and
AW Associates No. I ",ay pursue its Claims for Da.mages against
City.
9.
Successors.
This Ag~eement ~s binding upon and shall
inure to the benefit to the parties ~ereto and each pa~ty's
respective successors, a;;5i9ns, heirs and personal
representatives.
10.
Third Party Claims.
The parties to this agreement
herein do not intend to benefit c.r cause by this agreement any
rights or claims herein by any third parties.
11. Entire Aqr~ement. ':'his Agreeme;lt contains the sole and
entire agreement and understanding of the parties with raspect to
the subject matter hereof and supersedes all prior agreements and
understandings. ,,'hether '..:ri tten or oral.
>;0 representati':lns,
oral or otherwise, express or il~plied. other than those contained
herein. ha~e besn madB by any pa'r~y hc~et~.
12.
Waiver, Mc:dificution.!. Terminiltion or Jl.mendment.
~o
provisions he=ecf m~i' C~ waivEd cnlcss in writi~g. and signed by.
each party hereto.
Waiver of any one ~rouision herein shall not
be deemed to be a waiver of <lny other p::covisicns herein.
This
".greement may be m.odi:ied, t",::cminatcd or amended at any time by
mutual consent, but only by a w::citten agreement executed by each
of the parties he~eto.
13. Attorneys' Fees. In an:,' acticn to interpret or enforce
DEB:ms
September 26. 1989
5
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EXHIBIT B
any provision of this "greemer.t, the p=evailir:g party shaJ.l be
entitled to its reasonable attorneys' fees and costs.
14. Governinq Law.
This Agreement shall be construed and
enforced in accordance with the laws of the state of California,
applicable to agreements executed and to be per~crmed in the
State of California.
IS. Counterparts. This Agreement may be executed in one or
more counterparts. each of which shall b~ an original but all of
which shall be deemed to constitute a single document.
16. Noticos. Notices required to be given by the terms of
this Agreement shall be given by personal service, or by deposit
of tho same in the custody of the United States Postal Service,
-postage prepaid, registered or certified !:lail, return receipt
requested, addressed ~o the party to be s&rved as to~lows:
If to City:
City of ~an Bernardino
300 No. "D" Street
San Bernardino, CA 92418
Attention: Shauna Clark
City Clerk
If to AW Associates
No.1:
AW A5sociates No. 1
17911 Mitchell Ave.
Irvi~e, CA 92714
With copy to:
Reid (; Hellyer
Attorneys at Law
3880 Lemon Street
P. O. Box 1300
Riverside. CA 92502
By notice given in accordance with this paragraph to all other
parties, any party hereto rr.ay Change the designated recipient of
DEB:ms
September 26, 1989
6
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EXHIBIT B
notice on its behalf. Sot!ces herein shall be deemed giuen as of
-the date of personal service, or five {5) co~secuti,ve calendar
days after deposit of tr.e S3""~ i" the C'.Jstcdy ot said POstal
Service.
IN WITNESS WHEREOF, the [.iOrties have ca'.Jsad this ~.greement
to be executed as of the date first above written.
ATTEST:
~?!d/~~1;(
c1 ty Clerk .
DATE:
O::toi.:=' 11, 1989
AW AnSociatcn No.1, a California
G~r.er8l Partnership by the
Pacific Company, a California
ccr~oration, its Managing General
?artner, successor in interest
to CABLE LAKE & ASSOCIATES,
A General Partnership
DATE:
\
By 1-..
,
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APPROVED AS TO fORM
~~ LEGAL CONTENT:
.Ja~as F. ?e~~an _
DATED: Cctc1:er 11, 1989
C\to:;:ey _
~~~~/ ~ '
Denice E. B,'ue
Assistant City Atto~ne7
f() .i-- l
DATED' ,/ I. , I _ \ C\'
. L.. C \.l (\.
)
REID & HELLYER
r - ,._ .
~I' I' ..---( ~ i I
I .. \ . ) .... _, ,..---
, lil' l .( 1 I i.--.
. . ~ - -' . .', ., ,
Attorneys for AW-'Associa~
No.1, successor in interest
to Cable Lake & Associates
\ '[ S '-I
By
DEB:ms
September 26, 1989
7
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EXHIBIT
B
CONDITIONS OF APPROVAL FOR TENT;\:'IVE TRACT 12756 AND n:r,TATI\l.4: 'l'RAC1'
13172
1. In compliance with Municipal Code Section 18.44.070(8) and
Flood Cont~cl District recommendatic~s dated June 17, 1986,
levee with rock slopo protection shall be provided and
shall extend from the southeast tract boundary northerly to
join the existing levee north of the site. The rock
slope/ba~k protection shall b~ approved by the County Flood
Control District.
2.. Per Flood Control District recommendations dated January
24, 1986, a 100 foot building setback shall be prOVided
from the cry toe of the flood control levee. Depending on
the size of rocks protoc~lng the slope on tho levee and
whether grouting is provided, the setback may be reduced to
75 feet or 50 feet, subject to the approval of the County
Flood Control District.
3.
In compliance with the Flood Control District
recommendaticns dated July 31, 1984, and Municipal Code
Section IB.~4.070(B), adequate proviSions shall be
prOVided to intercept and conduct the POSSible overflow
from Cable Creek, north of the tract, around or' through
the site in a manner which does not adversely effect
adjacent or downstre.:;m properties. The developer shall
provide a structural block wall capable of withstanding
debris :cads to 3-feet along the westerly, northerly and
casterlj' boundaries of the site. In addition, ade~uate
rolls shall be pro\'ido}d on the ent::-anco roads to the site
at the Frontage Road to ffiinimi:e the possibility of street
flow entering the site. Runoff from the freeway must be
taken through or around the site to a channel or City
approved drainage faCility.
4. The dsveloO)er sl:all Sublr.it a flood h/!zcrd mitigation plan
to the Flood Control District for review and approval. A
permi t .'" ill ;"9 rcqui red ::>1' any er.croachment onto Flood
Control District right-ai-way. and a minimum of six (6)
weeks processing time should be allowed.
,;.::
",5,,,
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6
Flood hazard mitigations shall be constructed prior to
issuance of building permits.
The Federal Emergency Management Agency must remove the
the site from the lOO-year flood area designation prior to
issuance of b~ilding permits.
7.
In compliance with Municipal Code Section IB.40.160
.requiring two means of ingress and eg~ess in the high fire
hazard zone, Frontage Road should be extended northwesterly
to connect. Io,oi th Cable Canyon Road. The construction of
which shall be done by the formation of an
assessment district or Sorne other financial mechanism
Exhibit ~ - Page 1 of 4
EXHIBIT B
Ie
approved by the Public Horks Director.
Conditions shall be ap~roved by the
Public Works.
Standard Terms and
City's Director of
80 Per Verdemont Area Plan circulation standards on pp. 30-31,
frontage Road. a resi~ent:al collector street, shall have a
right-of-way widt~ ct 60 feet with a paved roadway 40 feet
in width. Ten feet of landscaped parkway is needed
adjacent to the freeway to provide a but fer in compliance
with the Verdernont Area Plan and Municipal Code Section
18.44.080 (D), str'llet lights shall be reouired on Frontage
Road per Section J8.~4.080 (D).
9. The California Departllant of Tre:1c:;>ortat:on shall review
and approve the final map Drier to recordation.
10.
If the project is to be built in phases, tht Planning
Department and the Department of Public Work~J'r.{~all review
and approve the phasing pr.l.or to recordatio~ . V have I'l Fr""'
Consistent with the Verdemont ."rea P .an, houses shall'~ setback
an averagQ of 25 feet with the~ m setback not less than
20 feet. I~ _
- ~ r .Ol t
In compliance .,ith tr.e Ve:-demo:1t Area Plan, p. 98,
driveways on tlag lots may net exceed 150 feet in length
without FirBDepa~tment ap?roval. Th~ harrow, street access
portion of flag lots shall not exceed 120 feet in length as
measured on the shorter slde.
11.
12.
o
13. There shall be no dcc:tJle :ror.ta"o lots per Municipal Code
Section 18.40.310.
14. Where side lot lines are ,,:1on-parallel, the side lot lines
shall diverge from the t:-Qnt of the parcel to the rear.
15. In compliance with Verde'llont Area Plan pOlicies, p. ~l.
and Objectl-.'e No. l~n:l PQli,::y :10. 7 0:1 p. 79, and "ith
the General Plan, entry treatrnent shall be provided for
the intersections of the local streets with Frontage Road.
16. The proposed final map shall be subject to review and
approval by the Southern California Edison Company. Any
encroachments on the Edison Company easement requires a
consent agreement with the Ediscn Company.
o
17. In accordance with state standards and the Verdemont "-rea
Plan, p. 149, which requires that noise levels at
residential property lines not to exceed 65 CUEL
(Community Noise Equivalent Level), freeway noise
mitigation shall be provided i:1 the form of a seven foot
berm and six foot concr~te block wall on or near the rear
of all parcels owned by "-W "'ssociates No. 1 abutting
Frontage Road.
EXhibit "- - Page 2 of 4
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JI 18.
p(t ~ ~ ,;l5
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19.
20.
21.
EXHIBIT B
Al~ parcels abutting frontage Road shall be of sufficient
size and shape to accommo~ate a 1,200 square foot house between
the/~ foot front setback and the inside slope of the seven
foot berm along the rear property lines.
Perimeter wall surfaces $hall be broken up at regular
intervals of 25 feet or less by off-sets, pilasters, or
other decorative materials in accordance with Verdemont
^rea Plan design standards, p. 100 No.5,
A landscape assessment district shall be formed to maintain
landsc~ping abutt~ng Frontage Road. The l~ndscaping Shall
be installed and maintained for the first year at the
developer's expense.
Landscape and irrigution plans shall be approved by the
Parks and Recreation Department prior to issuance of
building permits in compliance with Vercemont Area Plan
design standards. p. 116 No.1.
-22. The minimum lot width shall be 80 feet in compliance with
~~unicipal Code Section 19.080.030 (A). Corner lots shall
be 88 feet wide 1n compliance with ~unicipal Code Section
18.40.260.
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23, No buildin; per~its shall be issued fer structures within
the 3D-foot wide water ~ain easement.
24. The proposed subdivision shall comply wi:h all Ve=demont
Area Plan require~ents for development within Foothill Fire
Zone C.
25. !n compliance .....~._h City Rcsolutic'" 82-345 and Interim
POlicy ~o. 28. a liquefaction =eport shall be submitted and
reviewed by the City Geologist prior to recordation.
25. Revised tract maps shall be revicW'2d and approved by the
Planning Department and the Depar~ment of Public Works
prior to recordation.
27. The developer Shall comply with all conditions of approval
and standard requirements of the Department of Publi.c
Works.
28. The developer shall comply with all conditions of approval
and standard requirements of the Fire Department.
29. The developer shall comply with all conditions of approval
and standard requirements of the Parks and Recreation
Department.
o
Exhi~it A - Page 3 of 4
EXHIBIT B
c
30. The developer shall provide fer adequate Fire Flow as
computed by the Fire Prevention 8ureau. Fire Flow shall be
based Qn square footage. construction features and
exposure information as supplied by the developer and may
be taken from two hydrants.
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Exhibit
A - Page 4 of 4 I
.
.
CITY OF SAN BERNARDINO
Interoffice Memorandum
CITY CLERK'S OFFICE
Records and Information Management (RIM) Program
DATE:
July 9, 2004
TO:
Margaret Parker, Secretary
FROM:
Michelle Taylor, Senior Secretary
RE:
Transmitting Documents for Signature - Resolution CDC/2004-20
At the Mayor and Common Council meeting of June 21, 2004, the City of San Bernardino
adopted Resolution CDC/2004-20 - Resolution approving and authorizing the Executive
Director to execute the Memorandum of Understanding with Century Crowell Communities, L.P.
relative to the acquisition and development of the site located in the North Verdemont Area (100
acre Bice property and 5 acre City property on Little League Drive and Frontage Road).
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:
Please sign and return
Date:
ECONONUC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
INTER-OFFICE MEMORANDUM
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TO:
Michelle Taylor, Senior Secretary, City Clerk's Office
-- if1 ~argaret Parker, Secretary
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FROM:
-~
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.-....
SUBJECT:
Executed Document
-.-.....
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?;:
DATE:
July 13, 2004
Enclosed is the fully executed Agreement pertaining to the following resolution:
CDC/~1' A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
APPROVING AND AUTHORIZING THE EXECUTIVE
DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO ('AGENCY") TO EXECUTE THE
MEMORANDUM OF UNDERSTANDING ("MOU") WITH
CENTURY CROWELL COMMUNITIES, L.P. ("CENTURY")
RELATIVE TO THE ACQUISITION AND DEVELOPMENT OF
THE SITE LOCATED IN THE NORTH VERDEMONT AREA (100
ACRE BICE PROPERTY AND 5 ACRE CITY PROPERTY ON
LITTLE LEAGUE DRIVE AND FRONTAGE RD.)
Please let me know if you have any questions.
Thank you,
Margaret
Enclosure
cc: Barbara Lindseth (with Original Executed Agreement)
Barbara Sharp (with Copy of Agreement)
Maggie Pacheco (with Copy of Agreement)
~
,,"
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Abstain .121-
Companion Resolutions
C:~)'l1rA-ZO
Absent ,er
Meeting Date (Date Adopted): f)'{'--6L1 Item #
Vote: Ayes _I ,r') Nays k3-'
Change to motion to amend original documents 0
l2.3<O
Resolution #
NulVVoid After: ,e-- days / ..0-
Resolution # On Attachments: 0 Note on Resolution of attachment stored separately: 0
PUBLISH 0
POST 0
RECORD W/COUNTY 0
By:
Date Sent to Mayor:
IJ~)(-()Lj-
~-ot
1--'1--a4_
Date of Mayor's Signature:
Date of Clerk/CDC Signature:
Reso. Log Updated:
Seal Impressed:
..e-'
B-
Date Memo/Letter Sent for Signature:
I " Reminder Letter Sent:
'\ ~ --6 ~ Date Returned: I")-/\..{-o'-j Not Returned: 0
2nd Reminder Letter Sent:
Request for Council Action & Staff Report Attached:
Updated Prior Resolutions (Other Than Below):
Updated CITY Personnel Folders (6413, 6429, 6433, 10584, 10585, 12634):
Updated CDC Personnel Folders (5557):
Updated Traffic Folders (3985, 8234, 655, 92-389):
YesL
No By
No -L By
No L By
No~By
No / B
Yes
Yes
Yes
Yes
Copies Distributed to:
Animal Control 0 EDA ..ef' Ioformation Services 0
City Administrator 0 Facilities 0 Parks & Recreation 0
City Attorney 0 Finance 0 Police Department 0
Code Compliance 0 Fire Department 0 Public Services 0
Development Services 0 Human Resources 0 Water Department 0
Others: L
Notes:
Ready to File:_
Date:
Revised 12/18/03