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Home My WebLink AboutR31-Economic Development Agency ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FROM: Gary Van Osdel Executive Director SUBJECT: JOINT PUBLIC HEARING DISPOSITION AND DEVELOPMENT AGREEMENT ~TH BRUCE GILEVICH AND JON CHRISTIANSEN FOR PURCHASE OF AGENCY PROPERTY LOCATED AT 5055 N. HALLMARK PARKWAY ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ DATE: November 22, 2004 ORIGiNAL SvnoDsis of Previous Commission/Council/Committee Action(s): On November 15, 2004, the Community Development Commission authorized Staff to prepare a disposition and development agreement for the sale of Agency-owned property located at 5055 N. Hallmark Parkway (APN 0266-362- 12) to Bruce Gilevich and Jon Christiansen. Recommended Motion(s): OPEN/CLOSE PUBLIC HEARING (Communitv DeveloDment Commission) MOTION A: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO BRUCE GlLEVICH AND JON CHRISTIANSEN, AND AUTHORIZING THE AGENCY EXECUTIVE DIRECTOR TO EXECUTE THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND BRUCE GlLEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK PARKWAY) (Mavor and Common Council) MOTION B: A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO BRUCE GlLEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK P ARKW A Y) Contact Person(s): Gary Van Osdel State College Redevelopment Phone: (909) 663-1044 Proj ect Area( s) Ward(s): Sixth Supporting Data Attached: 0 Staff Report 0 Resolution(s) 0 Agreement(s)/Contract(s) 0 Map(s) 0 Letters See Fiscal FUNDING REQUIREMENTS Amount: $ Impact Source: N/A N/A SIGNATURE: Commission/Council Notes: \&so -!oi LCP4- 38 'J <2lf-J Z1..t)~- SO P:\Agendas\Comm Dev Commi~sion\CDC 2004\04-12-06 Moto-SOSS N. Hallmark Pkwy SR,doc COMMISSION MEETING AGENDA Meeting Date: 12/06/2004 Agenda Item Number: nL ECONOMIC DEVELOPMENT AGENCY STAFF REPORT JOINT PUBLIC HEARING - DISPOSITION AND DEVELOPMENT AGREEMENT WITH BRUCE GILEVICH AND JON CHRISTIANSEN FOR PURCHASE OF AGENCY PROPERTY LOCATED AT 5055 N. HALLMARK PARKWAY BACKGROUND/CURRENT ISSUE: On June 23, 1989, the Redevelopment Agency (the "Agency") acquired the property located at 5055 N. Hallmark Parkway (APN 0266-362-12) (the "Property") at a trustee sale for a total of $266,497.76, which included an Agency Trust Deed for $82,169.99. Thus, the net cash cost to the Agency for the actual acquisition was $184,327.77. In addition, the Agency paid off $46,815.00 in delinquent property taxes at that time bringing the Agency's total cost of the transaction to approximately $232,000. The Property is zoned light industrial and consists of an 18,440 sq. ft. building situated on a 65,340 square-foot parcel of land. Subsequent to the acquisition of the Property, the Agency leased space in the building to Don's Electric (13,440 sq. ft.) and to the Riverside Community College (5,000 sq. ft.). In April of this year, Don's Electric vacated the Property. Riverside Community College continues to occupy the building on a month-to-month basis. On September 1, 2004, the Agency received an offer from Moto Canyon Holdings, LLC, to purchase the Property for $735,000. In a subsequent letter to the Agency dated September 14, 2004, Bruce Gilevich, Vice President of Moto Canyon Holdings, LLC, indicated that the Property would be purchased by Bruce Gilevich and Jon Christiansen, principals of Moto Canyon Holdings, LLC, collectively (the "Buyer"). Subsequent to purchasing the Property and completion of efforts to remedy years of deferred maintenance, the Buyer proposes to lease a portion of the building to its construction company, United Contractors, and the balance of the space to compatible users. United Contractors currently leases space within the City on south Stoddard Avenue. The sale of the Property to the Buyer will return an under-utilized property to its intended use as well as to the tax rolls, generating new tax revenues and creating new employment opportunities. In September 2004, Smothers Appraisal was requested by the Agency to conduct an appraisal of the Property. In an Appraisal Report prepared by Smothers Appraisal and dated October 18, 2004, the market value of the Property was determined to be $718,000. Consequently, the attached Disposition and Development Agreement ("DDA") by and between Agency and the Buyers has been prepared for Council and Commission consideration. Upon opening of escrow, the Buyer will deliver to escrow a non-refundable deposit of $20,000. Notice of the Joint Public Hearing was published in the San Bernardino County Sun newspaper on the 19th and 26th of November. Agency Staff has prepared the required 33433 Summary Report, which is on file with the Agency Secretary. The Summary Report concludes that the P:\Agendas\Comm Dev Commission\CDC 2004\04-12-06 Moto-5055 N. Halbnmk Pkwy SR.doc COMMISSION MEETING AGENDA Meeting Date: 12/06/2004 Agenda Item Number: R,) J , Economic Development Agency Staff Report Moto-5055 N. Hallmark Parkway DDA Page 2 Report, which is on file with the Agency Secretary. The Summary Report concludes that the disposition of the Agency Property will assist in the eliminatil1n of blight; encourage reinvestment and redevelopment in the State College Redevelopment Project Area; will return the Agency Property to the property tax rolls; eliminate ongoing maintenance costs to the Agency for the Property; and create additional employment opportunities for community residents. The Summary Report further outlines the costs of the proposed DDA, the value of the interest being conveyed determined at the highest and best uses permitted under the Redevelopment Plan, and the manner in which the transaction will assist in the elimination of blight within the Project Area. ENVIRONMENTAL IMPACT: Class I categorical exemption under CEQA Guidelines. FISCAL IMPACT: Based on the provisions of the DDA, the Agency will receive $735,000 at close of escrow. RECOMMENDATION: That the Community Development Commission and Mayor and Common Council adopt the attached Resolutions. P:\Agendas\Conun Dev Commission\COC 2004\04-12-06 Moto-505S N_ Hallmark Pkwy SR.doc COMMISSION MEETING AGENDA Meeting Date: 12/06/2004 Agenda Item Number: R3/ RESO~,~f)f 2 3 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO BRUCE GILEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK PARKWAY) 4 5 6 WHEREAS, the City of San Bernardino, California (the "City") is a municipal 7 corporation and charter city, duly organized and existing pursuant to the provisions of the 8 constitution of the State of California; and 9 WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") 10 desires to dispose of certain real property (the "Agency Property") owned by the Agency, as 11 set fonh in that certain agreement by and between Bruce Gilevich and Jon Christiansen, 12 collectively (the "Buyer") and the Agency entitled "Disposition and Development Agreement" 13 (the "DDA"); and 14 WHEREAS, the Agency Property is located at 5055 N. Hallmark Parkway within the 15 State College Redevelopment Project Area and is improved with an approximately 18,440 16 square-foot light industrial building; and 17 WHEREAS, an appraisal of the Agency Property was performed in October 2004 by 18 Smothers Appraisal (the "Appraiser"); and 19 WHEREAS, according to the appraisal report dated October 18, 2004 (the "Agency 20 Appraisal Repon"), prepared by the Appraiser, the fair market value of the Agency Property is 21 $718,000.00; and 22 WHEREAS, the Agency intends to enter into the DDA pursuant to which the Agency 23 proposes to sell the Agency Property to the Buyer for $735,000; and 24 WHEREAS, pursuant to Section 15301 of the CEQA Guidelines the sale of the Agency 25 Property, as identified in the DDA, is a Class I categorized exemption under the CEQA Guidelines as there will be no expansion of use of the Agency Property by the Buyer because 2 the light industrial building is already in existence and no further development is needed or 3 contemplated upon acquisition; and 4 WHEREAS, the disposition of the Agency Property under the DDA will not expand the 5 existing use of the Agency Property and no requirement of an additional environmental IS 6 necessary; and 7 WHEREAS, the acquisition of the Agency Property by the Buyer is consistent with the 8 State College Redevelopment Plan; and 9 WHEREAS, it is appropriate for the Mayor and Common Council to approve the 10 disposition of the Agency Property to the Buyer as set forth in the DDA and this Resolution. 11 NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND 12 ORDERED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN 13 BERl'JARDINO, AS FOLLOWS: 14 Section 1. This Resolution is adopted in furtherance of the provisions of Health and 15 Safety Code Section 33433 ("Summary Report"). Said Summary Report is on file with the 16 Agency Secretary. 17 Section 2. The Mayor and Common Council have conducted a full and fair public 18 hearing regarding the disposition of the Agency Property pursuant to the terms and conditions 19 of the DDA. The disposition of the Agency Property is consistent with the adopted 20 Implementation Plan of the Agency and the total value and consideration realized by the 21 Agency under the DDA for the disposition of the Agency Property is not less than the fair 22 market value of the Agency Property at its highest and best use in accordance with the 23 Redevelopment Plan. Subject to the approval of the DDA by the Community Development 24 Commission of the City of San Bernardino, the Mayor and Common Council, hereby approve 25 the disposition of the Agency Property on the terms set forth in the DDA. 2 Section 3. The Mayor and Common Council find that the disposition of the Agency 2 Property and the DDA will not expand the existing use of the Agency Property and no 3 requirement of an additional environmental review is necessary as provided for in CEQA 4 Guidelines Section 15301. 5 Section 4. This Resolution shall take effect upon its adoption and execution in the 6 manner as required by the City Charter. 7 1/ / 8 / ' , / I 9 1// 10 /1/ 11 /1/ 12 1// 13 /1/ 14 / / I 15 1// 16 1// 17 1// 18 1// 19 1// 20 1// 21 /1/ 22 /II l' 1/1 ~-' 24 1// 25 1'1 / I / 3 3 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BE~"IARDINO TO BRUCE GILEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK PARKWAY) 2 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 6 Common Council of the City of San Bernardino at a meeting thereof, held 7 on the day of 8 Council Members: Ayes 9 ESTRADA 10 LO?\;'GVILLE 11 MCGINNIS 12 DERRY 13 KELLEY JOHNSON 14 MC CAMMACK 15 16 17 , 2004, by the following vote to wit: Abstain Absent Navs Rachel G. Clark, City Clerk 18 The foregoing resolution is hereby approved this day of ,2004. 19 20 21 Judith Valles, Mayor of the City of San Bernardino 22 23 By: 24 25 James F. Pen City Attorney (! 4 ~~o~)f 2 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO BRUCE GILEVICH AND JON CHRISTIANSEN, AND AUTHORIZING THE AGENCY EXECUTIVE DIRECTOR TO EXECUTE THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND BRUCE GILEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK PARKWAY) 3 4 5 6 7 8 WHEREAS, the Community Development Commission of the City of San Bernardino 9 (the "Community Development Commission") is the governing board of the Redevelopment 10 Agency of the City of San Bernardino (the "Agency"); and II WHEREAS, the Agency Property is located at 5055 N. Hallmark Parkway within the 12 State College Redevelopment Project Area and is improved with an approximately 18,440 13 square-foot industrial building; and 14 WHEREAS, an appraisal of the Agency Property was perfonned in October 2004 by 15 Smothers Appraisal (the "Appraiser"); and 16 WHEREAS, according to the appraisal report dated October 18, 2004 (the "Agency 17 Appraisal Report"), prepared by the Appraiser. the fair market value of the Agency Property is 18 $718,000; and 19 WHEREAS, Bruce Gilevich and Jon Christiansen, collectively (the "Buyer") have 20 offered to acquire the Agency Property for $735,000; and 21 WHEREAS, the Agency intends to enter into the Disposition and Development 22 Agreement (the "DDA") pursuant to which the Agency proposes to sell the Agency Property to )' --' the Buyer for $735,000; and 24 WHEREAS, pursuant to Section 15301 of the CEQA Guidelines, the sale of the 25 Agency Property, as identified in the DDA, is a Class I categorical exemption under the CEQA Guidelines as there will be no expansion of use of the Agency Property by the Buyers because the industrial building is already in existence and no further development IS needed or 2 contemplated upon acquisition; and 3 WHEREAS, disposition of the Agency Property to the Buyer is consistent with the 4 State College Redevelopment Plan; and 5 WHEREAS, it is appropriate for the Community Development Commission to approve 6 the disposition of the Agency Property to Buyer as set forth in the DDA and this Resolution. 7 NOW, THEREFORE, THE COMMlTh,TITY DEVELOPMENT COMMISSION OF THE 8 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMlNE AND ORDER AS 9 FOLLOWS: 10 Section 1. This Resolution is adopted in furtherance of the provisions of Health & II Safety Code Section 33433 ("Summary Report"). Said Summary Report is on file with the 12 Agency Secretary. 13 Section 2. The Community Development Commission has conducted a full and fair 14 public hearing regarding the disposition of the Agency Property pursuant to the terms and 15 conditions of the DDA. The total value and consideration realized by the Agency under the 16 DDA for the disposition of the Agency Property is not less than the fair market value of the 17 Agency Property at its highest and best use in accordance with the Redevelopment Plan. The 18 Community Development Commission hereby approves the disposition of the Agency Property 19 on the terms set forth in the DDA. The Community Development Commission hereby approves 20 the DDA in the form as presented at the meeting at which this Resolution is adopted. The 21 Executive Director of the Agency is hereby authorized and directed to execute the DDA on 22 behalf of the Agency, together with such technical and non-material conforming changes as 23 may be recommended by Agency Counsel. The DDA as hereby approved shall have no force 24 or effect until it has been executed by the Executive Director of the Agency. 25 / / / 2 Section 3. The Community Development Commission finds that the disposition of 2 the real property as contemplated under the DDA \\111 not expand the existing use of the Agency 3 Property and no further environmental review of the disposition of Agency Property is 4 necessary as provided for in CEQA Guidelines Section 15301. The Executive Director of the 5 Agency is hereby authorized and directed to prepare and file with the County Clerk, the 6 appropriate form of a Notice of Exemption in connection with the adoption of this Resolution. 7 Section 4. 8 11/ 9 /1/ 10 I I / 11 11/ 12 1/1 13 III 14 III III 15 /II 16 1/1 17 11/ 18 III 19 1/1 20 1/1 21 II/ 22 II/ ?' -j 1/1 24 III 25 III The Resolution shall become effective immediately upon its adoption. 3 5 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO TO BRUCE GILEVICH AND JON CHRISTIANSEN, AND AUTHORIZING THE AGENCY EXECUTIVE DIRECTOR TO EXECUTE THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND BRUCE GILEVICH AND JON CHRISTIANSEN (5055 N. HALLMARK PARKWAY) 2 3 4 6 7 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 8 Community Development Commission of the City of San Bernardino at a meeting 9 thereof, held on the day of , 2004, by the following vote to wit: 10 Commission Members: Ayes Nays Abstain Absent 11 ESTRADA 12 ! LONGVILLE MCGINNIS 13 DERRY 14 KELLEY 15 JOHNSON 16 MC CAMMACK 17 18 Secretary 19 The foregoing resolution is hereby approved this day of ,2004. 20 21 23 Judith Valles, Chairperson Community Development Commission of the City of San Bernardino 22 24 25 By: I I 4 SUMMARY REPORT PURSUANT TO HEALTH AND SAFETY CODE SECTION 33433 IN CONNECTION WITH THE SALE OF CERTAIN REAL PROPERTY (5055 N. N. HALLMARK PARKWAY -APN 0266-362-12) 1. Introduction This Summary Report has been prepared by the Redevelopment Agency of the City of San Bernardino (the "Agency") pursuant to Section 33433 of the California Health and Safety Code. This Summary Report sets forth certain details of the proposed sale by the Agency of a certain parcel of real property totaling approximately 65,340 square feet or 1.5 acres of land and improved with an 18,440 square-foot office building, described as Assessor Parcel Number 0266-362-12 located at 5055 N. Hallmark Parkway, San Bernardino, California (the "Property"). The property is in a light industrial zone within the State College Redevelopment Project Area. An appraisal performed by Smothers Appraisal on or around October 18, 2004 reported the appraised value to be $718,000. The Agency intends to sell the Property to Bruce Gilevich and Jon Christiansen, collectively (the "Buyer"). The Agency purchased the Property in June 1989 at a trustee sale at a cost of $266,497.76. Over the term of its ownership of the Property the Agency collected approximately $556,820 in lease revenues which equates to an average monthly lease rate of $0.18 per square foot for that period of time. No capital improvements have been performed on the Property by the Agency since obtaining ownership and it is estimated that the Agency has spent approximately $82,000 maintaining the Property for the past 14 years (primarily landscaping and alarm maintenance) which averages approximately $5,800 annually. The Property was leased to third parties until April 15, 2004 at which time the major tenant, occupying 13,440 square feet, terminated their lease and vacated the Property. The remaining tenant is on a month-to-month lease arrangement. 2. Cost of the Transaction to the Agency Pursuant to the terms of the Disposition and Development Agreement to be entered into with the Agency and the Buyers, the Buyers will purchase the Property for $735,000 which is in excess of the appraised value of $718,000. The Agency is responsible for the standard owner sale costs for the Property. Specifically, at escrow closing the Agency shall pay: transfer tax, if applicable to the Agency; cost of the Owner's Policy of Title Insurance; and one-half of escrow fees for the Property. The Buyer shall be responsible for its share of escrow fees as well as any transfer tax, title insurance or other standard owner's fees for the property being transferred in addition to the purchase price of the Property. Based upon the foregoing it is estimated that closing costs to the Agency will be approximately $2,000. 3. Value of the Interest Being Conveyed by the Agency Highest and Best Use. Light Industrial uses represent the highest and best use of the Property. P \,Adm!nlstrallon Dcpl ,Gary .Moto- 5055- Summar)' Rcpon DOC 4. Reason Sale will Assist in the Elimination of Blight The sale of this Property will help eliminate blighting conditions in the State College Redevelopment Project Area by returning the Property to the property tax rolls, by eliminating an annual expense to the Agency, by increasing property values through the Buyer undertaking actions to remedy past problems of deferred maintenance on the Property and by creating additional employment opportunities. 5. Conformance with Implementation Plan The Five-Year Implementation Plan adopted by the Agency contains several broad goals and objectives. The proposed sale of the Property will assist the Agency in meeting some of the objectives and goals of its Implementation Plan in the following ways: a. The sale encourages a re-investment and re-vitalization in the geographical area. b. The provision of the building and its occupancy as light industrial will increase employment in the State College Redevelopment Project Area, providing a catalyst for additional re-investment by private enterprise in the surrounding area. 6. Attachments Approving Resolutions Disposition and Development Agreement P.Adminl$lralion Dept"GaryMoto- 5055- Summar)' Repon [X)C 2004 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND BRUCE GILEVICH, AN INDIVIDUAL AND JON CHRISTIANSEN, AN INDIVIDUAL 2004 DISPOSITION AND DEVELOPMENT AGREEMENT This 2004 DISPOSITION AND DEVELOPMENT AGREEMENT (this "Agreement") is entered into as of December 6, 2004, by and between the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a public body corporate and politic (the "Agency") and BRUCE GILEVICH, an individual and JON CHRISTIANSEN, an individual (collectively the "Buyer''). The Agency and Buyer hereby agree as follows: RECITAL A. The Agency is the Owner of that certain real property commonly known as 5055 N. Hallmark Parkway, San Bernardino, California, and more particularly described in the legal description attached as Exhibit "A" (the "Agency Property"). The Agency Property is located in the State College Project Area. B. The Agency desires to sell, transfer and convey all of its interests in the Agency Property and the Buyer desires to acquire the all of the interest in the Agency Property in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, for valuable consideration the receipt and sufficiency of which is hereby acknowledges the parties hereto agree as follows: AGREEMENT ARTICLE I Section 1.01. Purpose of Al!:reement. The purpose of this Agreement is to implement the Redevelopment Plan State College Project Area (the "Redevelopment Plan") by providing for the purchase, use and maintenance by Buyer of the Agency Property, improved by an industrial building. The purchase, use and maintenance of the Agency Property pursuant to this Agreement is in the vital and best interests of the City of San Bernardino (the "City") and the health, safety and welfare of its residents, and is in accord with the public purposes and provisions of applicable state and local laws. The Agency has determined that the purchase, use and maintenance of the Agency Property contemplated by this Agreement are consistent with the Redevelopment Plan for the State College Project Area. Section 1.02, The Al!:encv Property. The Agency Property consists of an approximately 18,440 square foot office building situated on one and one-half (1.5) acres of land, more or less. Buyer intends to occupy and maintain the building and possibly lease offices to various businesses within the community. Section 1.03, Benefit to Proiect Area. The Agency has determined that the purchase, use and maintenance of the Agency Property by Buyer in accordance with this Agreement, will 4813-2950-68161 Page 1 of 22 / --- Seller Buyer P 'Agendas'Agenda Allachmcnls'Agrmts-Amend 2004'04.12-06 MOIO 5055 Hallmark Parkway DDA dOl: materially assist in the elimination of blight and the implementation of the Redevelopment Plan for the State College Project Area. Section 1.04. Defined Terms. "Agency Quitclaim Deed" means and refers to the instruments used to transfer the Agency's interests in the Agency Property to the Buyer subject to the restrictions set forth therein. The form of the Agency Quitclaim Deed is attached hereto as Exhibit "B". "City" means the City of San Bernardino. "Close of Escrow" means and refers to the date on which the conditions set forth in this Agreement for the transfer of the Agency Property have been satisfied, but shall in no event exceed sixty (60) days from the Opening of Escrow (as defined below), unless by written agreement executed by all parties hereto and delivered to the Escrow Agent. "Escrow Agent" means and refers to Heritage Escrow, Holly King. "Person" means and refers to any individual, corporation, partnership, limited liability company, trust, governmental instrumentality or agency or other entity. "Title Company" means and refers to Priority Title Company, Tony Payne, title officer. Section 1.05. Parties to the Al!reement. (a) The parties to this Agreement are the Agency and Buyer. The City is not a party to this Agreement. (b) Buyer as said term is defined herein consists of two (2) individuals. The principal office of Buyer for purposes of this Agreement is 460 South Stoddard Avenue, Suite 1, San Bernardino, California 92401. (c) The Agency is a public body, corporate and politic, exercising governmental functions and power, and organized and existing under the Community Redevelopment Law of the State of California, Health and Safety Code Section 33000, et seq. The principal office of the Agency for purposes of this Agreement is 201 North E Street, Suite 301, San Bernardino, California. 92401, Attention: Executive Director. Section 1.06. Chanl!e in Ownership, Manal!ement and Control of Buver - Assil!nment and Transfer. Restrictions Al!ainst Chanl!e in Ownership, Manal!ement and Control of Buver and Assil!nment of Al!reement. The qualifications and identity of the Buyer are of particular concern to the Agency. It is because of those qualifications and identity that the Agency has entered into this Agreement with the Buyer. Prior to the recordation of the Agency Quitclaim Deed (as that term is defined below) no voluntary or involuntary successor in interest of the Buyer shall acquire any rights or powers under this Agreement nor shall the Buyer assign all or any part of this Agreement or any rights hereunder, without the prior written approval of 4813-2950-6816.1 Page 2 of 22 / --- Seller Buyer P Agendas'Agenda Anachments'Agmus-Amend 2004'04-]2-06 Mote SOS5 Hallmark Park......a) DDA due the Executive Director of the Agency. However, the Agency recognizes and agrees that the title to the Agency Property will initially be conveyed by the Agency to the Buyer pursuant to the Quitclaim Deed in their individual capacities and that the Buyer will as soon as practicable thereafter cause the title to be transferred to another entity or corporation that is wholly owned by the Buyer. This Agreement may be terminated by the Agency prior to the Close of the Escrow (as defined below), if there is any significant or material change, whether voluntary or involuntary, in membership, ownership, management or control of the Buyer (other than such changes occasioned by the death or incapacity of any individual) that has not been approved by the Agency prior to the time of such change and the parties shall have no further obligations under the terms of this Agreement except that in such event, Buyer shall pay the cost of any escrow cancellation fees charged by the Escrow Holder. Section 1.07. List of Attachments to Al?reement. Each of the following items or documents are hereby deemed to be approved by the parties as of the date of approval of this Agreement by the governing board of the Agency and each such item or document is incorporated into the text of this Agreement by this reference: Exhibit "A" Legal Description of the Agency Property Exhibit "B" Form of Agency Quitclaim Deed Section 1.08. No Recordation of Al?reement; Survival. This Agreement shall not be recorded as an encumbrance against title to any portion of the Agency Property. This Agreement shall survive the Close of Escrow, but these surviving covenants shall be only personal covenants of the Agency and Buyer that do not run with the any portion of the Agency Property, documents recorded at the Close of Escrow shall run with the Agency Property. ARTICLE II Section 2.01. Acquisition and Disposition of the Propertv. (a) Subject to all of the terms, conditions and provisions of this Agreement, and for the consideration set forth below, the Agency hereby agrees to sell, convey and transfer to Buyer and Buyer hereby agrees to acquire the following: -. all of the right, title and interest of the Agency in and to the Agency Property, including all right, title and interest of the Agency in all improvements thereon and in and to any land lying in the right-of-way of any existing or proposed highway, street, road, avenue or alley abutting or adjoining the Agency Property. Section 2.02. Conditions for Transfer of the Property. (a) The Agency Property shall be transferred to Buyer at the Close of Escrow provided that within the periods of time set forth in this Agreement (i) neither party has terminated this Agreement; (ii) Buyer has delivered to the Agency the Due Diligence Certificate regarding Section 2.11 and (iii) all other conditions of the Close of Escrow set forth in this 4813-2950-68161 Page 3 of 22 I --- Seller Buyer P 'Agendas Agenda AuachfTl(:nlsl.A,gmu-..o\mend 2004\04.11-06 Mota 5055 Hallmark Parkway DDA doc Agreement have been met and the escrow costs relating to the Close of Escrow have been paid by the appropriate party. (b) The parties shall deliver jointly approved written escrow instructions (consistent with the terms of this Agreement) to the Escrow Holder for the transfer of the Agency Property as soon as reasonably possible. Section 2.03 Purchase Price. (a) The purchase price of the Agency Property IS Seven Hundred Thirty Five Thousand Dollars ($735,000.00), (the "Purchase Price"). (b) Payment of the Purchase Price. Upon the Opening of Escrow (as defined below) Buyer shall deliver to Escrow a deposit in the amount of Twenty Thousand Dollars ($20,000.00) (the "Deposit") which amount shall be non-refimdable from and after the conclusion of the due diligence investigations by the Buyer pursuant to Section 2.10 hereof and after the date of delivery by the Buyer to the Agency of the Due Diligence Certificate in accordance with Section 2.11 hereof. The additional cash amount to be remitted by the Buyer into Escrow equal to the balance of the Purchase Price less the Deposit shall be remitted to Escrow not later than 12:00 p.m. on the day prior to the Close of Escrow in readily available U.S. funds. Section 2.04. Openinl!. of Escrow. (a) The transfer and sale of the Agency Property shall take place through escrow (the "Escrow") to be administered by Escrow Holder. The Escrow for the Agency Property shall be deemed open ("Opening of Escrow") upon the receipt by the Escrow Holder of a fully executed copy of this Agreement and the Deposit. The Escrow Holder shall promptly confirm to the parties the escrow number and the title insurance order number assigned to the Escrow. (b) In the event that Buyer has not delivered its Due Diligence Certificate (as hereinafter defined) for the Agency Property within forty-five (45) days after the Opening of Escrow, the provisions of Section 4.01 regarding termination of this Agreement shall apply. If this Agreement is terminated as provided in Section 4.01, notwithstanding Section 2.05, Buyer shall be solely responsible to the Escrow Holder for all customary and reasonable escrow cancellation charges payable to the Escrow Holder without further or separate instruction to the Escrow Holder, and the parties shall each be relieved and discharged from all further responsibility or liability under this Agreement. Section 2.05. Supplemental Escrow Instructions. In addition to the jointly approved escrow instructions referred to in Section 2.02(b), Buyer and the Agency each agree to execute the customary supplemental escrow instructions of the Escrow Holder in the form provided by the Escrow Holder to its clients in real property escrow transactions administered by it, subject LO the same being reasonably acceptable to Buyer and the Agency. In the event of a conflict between the additional terms of such customary supplemental escrow instructions of the Escrow Holder and the provisions of this Agreement, this Agreement shall supersede and be controlling. Upon any termination of this Agreement or cancellation of the Escrow except as results from the 4813-2950-6816.1 Page 4 of 22 / --- Seller Buyer P 'Agendas ,Agenda Af1achmems'Agrms-Al'T'It:nd ~004,04-12.06 Moto 5055 Hallmark Park....a) DDA doc default of the Agency, Buyer shall be solely responsible for the payment of the escrow cancellation costs of the Escrow Holder, except that the Agency shall be responsible if such termination is the result of the default of the Agency. Section 2.06. Conveyance of Title. On or before the day designated as the date for the Close of Escrow (the "Closing Date") provided that Escrow Holder has prorated rates as of the Closing Date and has delivered a preliminary title report to the parties through the Escrow. Escrow shall close when all other conditions of this Agreement has been met. The Escrow Holder shall be instructed to record the Agency Quitclaim Deed in the Official Records of San Bernardino County, California, if and when the Escrow Holder holds the various instruments and funds for the accounts of the parties as set forth herein and can obtain for Buyer if requested, a CL T A Buyer's extended coverage policy of title insurance ("Title Policy") issued by the Title Company or such other title insurance company mutually agreed upon by the parties with liability in an amount equal to the Purchase Price together with such endorsements to the policy as may be reasonably requested by Buyer, insuring that fee title to the Agency Property is vested in Buyer, free and clear of options, rights of first refusal or other purchase rights, leases or other possessory interests, lis pendens and monetary liens and/or encumbrances and subject only to: (I) non-delinquent real property taxes; (2) non-monetary title exceptions approved by the Buyer pursuant to Section 2.14 below; (3) the Redevelopment Plan; (4) such other title exceptions, if any, resulting from documents being recorded or delivered through Escrow. Section 2.07. Additional Closin2 Obli2ations of A2encv. Before the Close of Escrow, the Agency shall deliver to the Escrow Holder copies of the following documents and other items: (I) a certificate of non-foreign status (the "Non-Foreign Affidavit") executed by the Agency, in the customary form provided by the Escrow Holder, and a California Franchise Tax Board Form 590-RE executed by the Agency; (2) two duplicate original copies of the Escrow Closing Statement, duly approved by the Agency; (3) evidence of the existence, organization and authority of the Agency and of the authority of persons executing documents on behalf of the Agency reasonably satisfactory to the Escrow Holder, Buyer and the Title Company; 4813.2950-6810.1 Page 5 of 22 / --- Seller Buyer P Agendas Agenda. ^nachmentsv\gTlTls.Amcnd :004\04.12-06 Moto 5055 Hallmark. Parkway DDA doc (4) the Agency Quitclaim Deed duly executed and acknowledged; l5) any other documents, instruments and records required to be delivered to Buyer under the terms of this Agreement or as otherwise required by the Escrow Holder or the Title Company under the terms of this Agreement in order to Close Escrow which have not been previously delivered. Section 2.08. C1osin2 Obli2ations of Buver. Before the Close of Escrow, Buyer shall deliver to the Escrow Holder copies of the following documents and other items: (I) two duplicate original copies of the Escrow Closing Statement, duly approved by Buyer; (2) deposit of the additional cash amount as provided in Section 2.03(b); and (3) any other documents, instruments or funds required to be delivered by Buyer under the terms of this Agreement or as otherwise required by the Escrow Holder or the Title Company in order to close Escrow, which have not previously been delivered. Section 2.09. Environmental Law. For the purpose of this Agreement, the terms set forth below shall have the following meanmg: (i) "environmental laws" means all federal, state, local, or municipal laws, rules, orders, regulations, statutes, ordinances, codes, or decrees, regulating, relating to, or imposing liability of standards of conduct concerning any hazardous substance (as later defined), or pertaining to occupational health or industrial hygiene (and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regulations relate to hazardous substances on, under, or about the Agency Property), occupational or environmental conditions on, under, or about the Agency Property, as now or may at any later time be in effect, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA") [42 USC Section 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 ("RCRA") [42 USC Section 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act ("FWPCA") [33 USC Section 1251 et seq.]; the Toxic Substances Control Act ("TSCA") [15 USC Section 2601 et seq.]; the Hazardous Materials Transportation Act ("HMTA") [49 USC Section 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USC Section 6901 et seq.] the Clean Air Act [42 USC Section 7401 et seq.]; the Safe Drinking Water Act [42 USC Section 300f et seq.]; the Solid Waste Disposal Act [42 USC Section 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USC Section 101 et seq.] the Emergency Planning and Community Right to Know Act [42 USC Section 11001 et seq.]; the Occupational Safety and Health Act [29 USC Section 655 and 657]; the California Underground Storage of Hazardous Substances Act [H & S C Section 25288 et seq.]; the California Hazardous Substances Account Act [H & 4813-2950-6816\ Page 6 of 22 I --- Seller Buyer P \Agenda.s\Agenda Allach~nU\Agmus-A~nd 2004'.04-12-06 Mow 5055 Hallmark Parkway DDA doc S C Section 25300 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & S C Section 24249.5 et seq.] and the Porter-Cologne Water Quality Act [Water Code Section 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above and any c her federal, state, or local law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial hygiene, and only to the e~tent the occupational health or industrial hygiene laws. statutes, ordinances, or regulations relate to hazardous substances on, under, or about the Agency Property, or the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use. (ii) "hazardous substan( es" includes without limitation: those substances included within the definitions of "hazardous substance," "hazardous waste," "hu lfdous material," "toxic substance," "solid waste." or "pollutant or contami"r .l':" in CERCLA, RCRA, TSCA, HMT A, or under any other environmental1d' v; and those substar .es listed in the United States Department of Transportation (DOT)Table [49 C R 172.101], or by the EPA, or any successor agency, as hazardous substanr ;s [40 CFR Part 302]; and other ~ Ib lances, mate! .als, and wastes that are or become regulated or classified as a7.drdous or toxic under federal, state, or local laws or regulations; and any III lterial, waste, or substance that is: (1) a petroleum or refined petroleum product, (2) asbestos, (3) polychlorinated biphenyl, (4) designated as a hazardous substance pursuant to 33 USC Section 1321 or listed pursuant to 33 USC Section 1317, (5) a flammable explosive, or (6) a radioactive material. Section 2.10. Due Dilil!ence Investil!ation of the Al!ency Property. (a) Within forty-five (45) days from and after the Opening of Escrow, and subject to the extensions of time set forth below in Section 2.14, the Buyer shall have the right to examine, inspect and investigate the Agency Property (the "Due Diligence Period") to determine whether (i) the condition of the Agency Property is acceptable to the Buyer in accordance with Section 4813-2950-6816.1 Page 7 of 22 ! --- Seller Buyer P \Agenda.s\Agenda Auachmcnts\.Agrmts-Amcnd 2.104.04-12-06 ~oto 5055 Hallmark Parkway DDA doc 2.11 (a), or (ii) the condition of the Agency Property is not acceptable to the Buyer as stated in writing to the Agency together with the description of the matters or exceptions that the Buyer was not able to accept or resolve as provided in Section 2.11 (b) hereof. (b) During the Due Diligence Period, the Agency shall permit the Buyer, its engineers, analysts, contractors and agents to conduct such physical inspections and testing of the Agency Property as the Buyer deems prudent with respect to the physical condition of the Agency Property, including the inspection or investigation of soil and subsurface soil geotechnical condition, drainage, seismic and other geological and topographical matters, surveys the potential presence of any hazardous substances, if any. (c) Any such investigation work on the Agency Property may be conducted by the Buyer and/or its agents during any normal business hours upon seventy-two (72) hours prior notice to the Agency, which notice will include a description of any investigation work or tests to be conducted by the Buyer on the Agency Property. Upon request, the Buyer will provide the Agency with copies of any test results. (d) During the Due Diligence Period, the Buyer shall also have the right to investigate all matters relating to the zoning, use and compliance with other applicable laws, which relate to the use and development and improvement of the Agency Property. (e) The Agency shall cooperate fully to assist the Buyer in completing such inspections and investigations of the condition of the Agency Property. Both parties shall have the right, but not the obligation, to attend any such investigations and/or inspections. Buyer shall pay for all costs and expenses associated with the conduct of their Due Diligence Period investigation. Section 2.11. Due Dilh!:ence Certificate. Within forty-five (45) days following the Opening of Escrow, the Buyer shall complete their own investigation of the Agency Property (subject to the extensions of time set forth in Section 2.14) and deliver an executed due diligence certificate (the "Due Diligence Certificate") to the Escrow Holder which either: (a) indicates that the Buyer accepts the condition of the Agency Property or; (b) contains a description of the matters or exceptions relating to the condition of the respective portion of the Agency Property, which the Buyer was not able to accept or resolve to its satisfaction during the Due Diligence Period. In the event the Buyer exercises the option contained in subsection (b) above, the Agency shall have no obligation or duty to remedy or resolve any of the matters or exceptions, which the Buyer was not able to accept or resolve. The Escrow shall be immediately terminated upon delivery of notice by either the Buyer or the Agency to the Escrow Holder, and the Deposit as made by the Buyer pursuant to Section 2.03(b) hereof shall be forthwith returned to the Buyer by the Escrow Holder upon the termination of the Escrow after the execution of all necessary Escrow termination documents as may be required by the Escrow Holder to be executed by the Buyer. 4813-2950-68161 Page 8 of 22 / --- Seller Buyer PAgendaslAgenda Anachments-Agmulo-Ar:-.end ::!004'.~-12-06 Molo 5055 Hallmark. Par!.wa}' DDA doc Section 2.12. Books and Records. As part of the due diligence investigations during the Due Diligence Period, Buyer shall be afforded full opportunity by the Agency to examine all books and records which relate to the respective portion of the Agency Property in the possession of the Agency or the Agency's agents or employees, including the reasonable right to make copies of such books and records. During the Due Diligence Period, the Agency will make sufficient staff available to assist Buyer with obtaining access to information relating to the Agency Property. Section 2.13. Condition of the Property. The Buyer acknowledges and agrees that it shall be given a full opportunity under this Agreement to inspect and investigate every aspect of the Agency Property during the Due Diligence Period. The Buyer shall accept the delivery of possession of the Agency Property being purchased on the Close of Escrow in an "AS IS", "WHERE IS" and "SUBJECT TO ALL F AUL TS" condition. The Buyer further agrees and represents that by a date no later than the end of the Due Diligence Period, the Buyer shall have conducted and completed (or waived the completion) of all of its independent investigation of the condition of the Agency Property. The Buyer hereby acknowledges that it shall rely solely upon its own investigation of the Agency Property and its own review of such information and documentation as it deems appropriate for the purpose of accepting the condition and possession of the Agency Property. The Buyer is not relying on any statement or representation by the Agency, its employees, officers, governing body members or agents relating to the condition of the Agency Property unless such statement or representation is specifically contained in this Agreement. Without limiting the foregoing, neither party makes any representations or warranties as tL whether any portion of the Agency Property presently complies with environmental laws or whether any portion of the Agency Property contains any hazardous substance, as these terms are defined in Section 2.09 hereof. Furthermore, to the extent that a party has provided the other respective party with information relating to the condition of any portion of the Agency Property, including information and reports prepared by or on behalf of the City of San Bernardino, the Agency does not make any representation or warranty with respect to the accuracy, completeness or methodology or content of such reports or information. Without limiting the above, except to the extent covered by an express representation or warranty of either party set forth in this Agreement, the Buyer, on behalf of itself and its successors and assigns, waives and releases the Agency and its successors and assigns from any and all costs or expenses whatsoever (including, without limitation, attorneys' fees and costs), whether direct or indirect, known or unknown, foreseen or unforeseen, arising from or relating to the physical condition of the Agency Property being transferred by the Agency, the condition of the soils, the suitability of the soils for improvement, or any law or regulation applicable thereto, including the presence or alleged presence of harmful or hazardous substances in, under or about the Agency Property including, without limitation, any claims under any environmental laws. With respect to the Agency Property being transferred to the Buyer, the Buyer expressly waives any rights or benefits available to it with respect to the foregoing release under any provision of applicable law which generally provides that a generai release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time the 4813-2950-6816.1 Page 9 of 22 / --- Seller Buyer P \.^gendM\Agenda Allochments\Agmu-Amend 2(X)4\04-1 ~-06 Moto 5055 Hallmark Parkway DDA doc release is agreed to, which, if known to such creditor, would materialJy affect a settlement. By execution of this Agreement, the Buyer acknowledges that it fulJy understands the foregoing, and with this understanding, nonetheless elects to and does assume alJ risk for claims known or unknown, described in this Section 2.13 without limiting the generality of the foregoing: The Buyer acknowledges that it has been advised by legal counsel and is familiar with the provisions of California Civil Code Section 1542, which provides as follows: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT ICNOW OR SUSPECT TO EXIST IN HIS FA VOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM, MUST HAVE MA TERIALL Y AFFECTED HIS SETTLEMENT WITH THE DEBTOR." The undersigned, being aware of this Code section, hereby expressly waives any rights it may have thereunder, as well as under any other statutes or common law principles of similar effect. Initials of Buyer: The provisions of this Section 2.13 shall survive the Close of Escrow. Section 2.14. Review and Approval of Condition of Title. (a) Within fifteen (15) days folJowing the Opening of Escrow, the Agency shalJ cause to be delivered to the Buyer a preliminary title report or title commitment for a CL T A extended coverage policy of title insurance issued by the Title Company, describing the state of title of the Agency Property to be transferred by the Agency (the "Preliminary Title Report"). Buyer shalJ notify the Agency in writing of any objections it may have to the title exceptions contained in the Preliminary Title Report ('Title Objection Notice") prior to the expiration of the Due Diligence Period. The Agency shall have a period of five (5) days after receipt of such Title Objection Notice in which to deliver written notice to the Buyer ("Title Notice") of the Agency's election to either (i) agree to remove the objectionable items prior to the Close of Escrow, or (ii) decline to remove any such title exceptions; provided, however, that the Agency shall be required to remove all monetary liens and encumbrances created by or as a result of the Agency's activities. If the Agency, within five (5) days after receipt of the Title Objection Notice, notifies the Buyer of its election to terminate Escrow rather than remove the objectionable items, the Buyer shall have the right, by written notice delivered to the Agency within five (5) days after its receipt of the Title Notice, to agree to accept the Agency Property subject to the objectionable items, in which event the election to terminate the Escrow shall be of no effect, and the Buyer shall take title at the Close of Escrow subject to such objectionable title items. (b) The Agency covenants not to further encumber and not to place any further liens or encumbrances on any portion of the Agency Property, including, but not limited to, covenants, 4813-2950-{)816.! Page 10 of22 / --- Seller Buyer P 'Agendas\Agenda AnachmcnlsAgrmn-Amend 2004\04-12-06 Molo 5055 Hallmark PilTkwa)' DDA doc conditions, restrictions, easements, liens, options to purchase, options to lease, leases, tenancies, or other possessory interests without the prior written consent of the other party. Upon the issuance of any amendment or supplement to the Preliminary Title Report which adds additional exceptions, the foregoing right of review and approval shall also apply to said amendment or supplement (provided that the period for the respective party to review such amendment or supplement shall be the later of the expiration of the Due Diligence Period or ten (10) days from receipt of the amendment or supplement) and Escrow shall be deemed extended by the amount of time necessary to allow such review and approval in the time and manner set forth above. ARTICLE III Section 3.01. Uses. (a) Acknowledgements of Buver. Buyer acknowledges and agrees for itself, its successors and assigns that the Agency Property may be used for any lawful purpose so long as such use is in compliance with the General Plan, the Redevelopment Plan and the Zoning Plan, in existence and as each may be amended from time to time by the City, the Agency or other authorized governmental agency. The provisions of this Section 3.01(a) shall run with the land as set forth in the Agency Quitclaim Deed. (b) Buyer covenants for itself, its successors and assigns that, unless otherwise consented to in writing by the Agency, in the event the Agency Property, or any portion thereof is used by any buyer that is partially or wholly exempt from the payment of ad valorem property taxes pertinent to the Agency Property, or portion thereof, and such buyer does not make the tax payment for any year based on that exemption, then in such event such buyer of the Agency Property, shall pay the Agency a fee in lieu of payment of property taxes each year thereafter in an amount equal to the applicable percentage of the full cash value as determined in accordance with the State Construction Article XIIlA and other state law for the Agency Property, or portion thereof which is subject to the exemption, unless the Agency consents otherwise in writing. In the event that the in-lieu payment referenced above is due by the Buyer, its successors or assigns for any year, then such amount shall be paid to the Agency for the tax year within 90 calendar days following transmittal of notice of invoice by the Agency for payment of the in-lieu amount addressed to the Owner of the Agency Property as disclosed in the property tax records of the County of San Bernardino. (c) The provisions of Section 3.01(b) shall run with the land as set forth In the Agency Quitclaim Deed. Section 3.02. Modification of Covenants. The provisions of this Article III may be amended, modified or waived following the Close of Escrow as provided in the Agency Quitclaim Deed. 4813-2950-6816.1 Page 11 of22 I --- Seller Buyer P Ag(:ndasv\genda ^"achments'>Agmu-Amend 2004\04-12-06 Mow ~055 Hallmark Park......ay DnA doc Section 3.03. Obli2ation to Refrain from Discrimination. In accordance with California Health and Safety Code Sections 33435 and 33436, Buyer covenants and agrees for itself, its successors, its assigns and every successor in interest to the Agency Property or any part thereof, that there shall be no discrimination against or segregation of any person, or group of persons, on account of sex, marital status,. race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Agency Property; nor shall Buyer, himself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the Agency Property. Section 3.04. Form of Nondiscrimination and NOnSe2re2ation Clauses. acknowledges that the Agency Quit Claim Deed contains the following provision: Buyer 'The grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein conveyed, nor shall the grantee or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." Section 3.05. No Liability for Breach to a Predecessor in Interest. A breach or a violation by a Buyer of the Agency Property, or a portion thereof, of a covenant set forth in this Article III shall not subject such Buyer's predecessor in interest in the Agency Property to any liability for such breach or violation. A breach by a tenant on the Agency Property of Section 3.03 or Section 3.04 shall not subject such tenant's landlord to liability for the breach by such tenant. Section 3.06. A2enCY Ouit Claim Deed. All of the provisions in Sections 3.01 to 3.05, inclusive, shall be included in the Agency Quit Claim Deed. Accordingly, Sections 3.01 to 3.05, inclusive, shall not survive the Close of Escrow except as personal covenants of Buyer. Section 3.07. Maintenance Condition of the A2encv Property. The Buyer for itself, its successors and assigns hereby covenants and agrees that: (a) The areas of the Agency Property, which are subject to public view (including all existing improvements, paving, walkways, landscaping, exterior signage and ornamentation), shall be maintained in good repair and a neat, clean and orderly condition, ordinary wear and tear excepted. In the event that at any time within ten (10) years following the date of recordation of this Agreement there is an occurrence of an adverse condition on any area of the Agency Property which is subject to public view in contravention of the general maintenance standard described above, (a "Maintenance Deficiency") then the Agency shall notify the Buyer in writing of the Maintenance Deficiency and give the Buyer thirty (30) days from receipt of such notice to 4813-2950-6816.1 Page 12 of22 / --- Seller Buyer P \Agendas'Agenda AlIaI;:hmcntS\Agrmls.Amend lOO4\().I.] 2-06 Mow 5055 Hallmark Parkway DDA doc cure the Maintenance Deficiency as identified in the notice. In the event the Buyer fails to cure or commence to cure the Maintenance Deficiency within the time allowed, the Agency may conduct a public hearing following transmittal of written notice thereof to the Buyer ten (10) days prior to the scheduled date of such public hearing in order to verify whether a Maintenance Deficiency exists and whether the Buyer has failed to comply with the provisions of this Section 3.07(a). If upon the conclusion of a public hearing, the Agency makes a finding that a Maintenance Deficiency exists and that there appears to be non-compliance with the general maintenance standard, described above, thereafter the Agency shall have the right to enter the Agency Property and perform all acts necessary to cure the Maintenance Deficiency, or to take other action at law or in equity which the Agency may then have to accomplish the abatement of the Maintenance Deficiency. Any sum expended by the Agency for the abatement of a Maintenance Deficiency on the Agency Property authorized by this Section 3.07(a) shall become a lien on the Agency Property. If the amount of the lien is not paid within thirty (30) days after written demand for payment by the Agency to the Buyer, the Agency shall have the right to enforce the lien in the manner as provided in Section 3.07(b). (b) The parties hereto further mutually understand and agree that the rights conferred upon the Agency under this Section 3.07 expressly include the power to establish and enforce a lien or other encumbrance against the Agency Property, or any portion thereof, in the manner provided under Civil Code Sections 2924, 2924b and 2924c in an amount reasonably necessary to restore the Agency Property to the maintenance standard required under Section 3.07(a), including the reasonable attorneys' fees and costs of the Agency associated with the abatement of the Maintenance Deficiency. For the purposes of the preceding sentence the words "reasonable attorneys' fees and costs of the Agency" mean and include the salaries, benefits and costs of the City Attorney and the lawyers employed in the Office of the City Attorney. The provisions of this Section 3.07, shall be a covenant running with the land for a term of ten (10) years following the date of recordation of this Agreement, and shall be enforceable by the Agency. Nothing in the foregoing provisions of this Section 3.07 shall be deemed to preclude the Buyer from making any alteration, addition, or other change to any structure or improvement or landscaping on the Agency Property, provided that any such changes comply with applicable zoning and building regulations of the City of San Bernardino. ARTICLE IV Section 4.01. Defaults and Remedies. (a) In the event all of Buyer conditions precedent to the Close of Escrow are satisfied or waived by Buyer, and Buyer defaults in the performance of its obligations under this Agreement, and such default continues for ten (10) calendar days after the Agency gives Buyer written notice thereof, then the Agency may exercise all available remedies at law or in equity, including, without limitation, specific performance. (b) In the event all of the Agency's conditions precedent to the Close of Escrow have been satisfied or waived, and the Agency defaults in the performance of its obligations hereunder and has not cured such default within ten (10) calendar days after Buyer gives the Agency written notice thereof, or has not commenced to cure within ten (10) calendar days of such notice 4813-2950-{j8161 Page 13 of22 / --- Seller Buyer P IAgcnda.s\Agcnda Altach~nts\^gm1s-Amend 2004,04-1 ::-()(J Mow 5055 Hallmack Parkway DDA doc if such default cannot be cured within ten (10) calendar days and thereafter diligently pursued such cure, then Buyer may exercise all available remedies at law or in equity, including, without limitation, specific performance. (c) Notwithstanding the above, a breach of any obligation of either of the parties under this Agreement that by its terms survives the termination of this Agreement or the Close of Escrow, shall entitle the other party to exercise all available remedies, at law or in equity, with respect to such breach subject to the limitations set forth in this Agreement regarding limitations of the liability of the Agency. (d) The laws of the State of California shall govern the interpretation and enforcement of this Agreement. (e) In the event that any legal action is commenced by Buyer against the Agency, service of process on the Agency shall be made by personal service upon the Executive Director of the Agency, or in such other manner as may be provided by law. (f) In the event that any legal action is commenced by the Agency against Buyer, service of process on Buyer shall be made by personal service on Buyer (or such other Agent for service of process and at such address as may be specified in written notice to the Agency), or in such other manner as may be provided by law, and shall be valid whether made within or without the State of California. (g) In the event Buyer shall fail to perform as required by this Agreement, the Agency shall have the right to terminate the Agreement after the delivery of notice pursuant to Section 5.01. Section 4.02. Rie:hts and Remedies are Cumulative. Except as otherwise expressly provided in this Agreement, the rights and remedies of the parties as set forth in this Article IV are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. ARTICLE V Section 5.01. Notices, Demands and Communications Between the Parties. Any and all notices, demands or communications submitted by any party to another party pursuant to or as required by this Agreement shall be proper if in writing and dispatched by messenger for immediate personal delivery, or by registered or certified United States mail, postage prepaid, return receipt requested, or transmitted by fax and confirmed by the sender by First Class United States Mail postage prepaid or by personal delivery and in each case, addressed to the principal office of the Agency and Buyer, as applicable, as designated in Section 1.05(b) and Section 1.05(c) hereof. Courtesy copies of notices, demands or communications submitted by Buyer to the Agency shall be submitted to: 4813-2950-6816.1 Page 14 of22 / --- Seiler Buyer P \Agendas'Agenda Anachmcms>Agrms-Amend 2OG4\04-12-06 MolO 5055 Hallmark Park.....ay ODA doc James F. Penman City Attorney 300 North "D" Street San Bernardino, California 924 18 Timothy 1. Sabo Lewis Brisbois Bisgaard Smith LLP 650 E. Hospitality Lane, Suite 600 San Bernardino, California 92408 Such written notices, demands and communications may be sent in the same manner to such other addresses as either party may from time to time designate as provided in this Section. Any such notice, demand or communication shall be deemed to be received by the addressee, regardless of whether or when any return receipt is received by the sender on the date set forth on such return receipt, on the day that it is dispatched by messenger for immediate personal delivery, the date sent by FAX and confirmed by First Class United States Mail or two (2) calendar days after it is placed in the United States Mail or personal delivery as heretofore provided. Section 5.02. Conflict of Interest. No member, official or employee of the Agency having any conflict of interest, direct or indirect, related to this Agreement and the transfer of the Property shall participate in any decision relating to the Agreement. The parties represent and warrant that they do not have knowledge of any such conflict of interest. Section 5.03. Warranty A2ainst Payment of Consideration for A2reement. Buyer warrants that it has not paid or given, and will not payor give, any third party any money or other consideration for obtaining this Agreement. Third parties, for the purposes of this Section, shall not include persons to whom fees are paid for professional services if rendered by attorneys, financial consultants, accountants, engineers, architects and the like when such fees are considered necessary by Buyer. Section 5.04. Nonliabilitv of A2enCY Officials and Emplovees. No officer, official or employee of the Agency (or member unit of local government of the Agency or any officer, official or employee of any of them) shall be personally liable to Buyer, or any successor in interest of Buyer, in the event of any default or breach by the Agency or for any amount which may become due to Buyer or to its successor, or on any obligations under the terms of this Agreement, except for gross negligence or willful acts of such member, officer or employee Section 5.05. Enforced Delav: Extension of Time of Performance. (a) Performance by either party hereunder shall not be deemed to be in default, or considered to be a default, where delays or defaults are due to the force majeure events of war, insurrection, strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes or weather-caused delays (that are not attributable to the fault of the party claiming an extension of time) or acts or failure to act of any public or governmental agency or entity (provided that acts or failure to act of the Agency shall not extend the time for the Agency to act hereunder except as provided in Section 5.05(b)). An extension of time for any such force majeure cause shall be for the period of the enforced delay and shall commence to run from the date of occurrence of the delay; provided, however, that the party claiming the existence of the delay first provide the other party with written notice of the occurrence of the delay within ten (10) calendar days of the occurrence of 4813-2950-6816.1 Page 15 of22 I --- Seller Buyer P 'Agendas\Agenda Anachmems'Agrm:s-Amc=nd l004'J)4. ] 1-06 MOIO 5055 Hallmark Parkway DDA doc the event giving rise to delay. The parties hereto expressly acknowledge and agree that changes in either general economic conditions or changes in the economic assumptions of any of them which may have provided a basis for entering into this Agreement and which occur at any time after the execution of this Agreement, are not force majeure events and do not provide any party with grounds for asserting the existence of a delay in the performance of any covenant or undertaking which may arise under this Agreement. Each party expressly assumes the risk that changes in general economic conditions or changes in such economic assumptions relating to the terms and covenants of this Agreement could impose an inconvenience or hardship on the continued performance of such party under this Agreement, but that such inconvenience or hardship is not a force majeure event and does not excuse the performance by such party of its obligations under this Agreement. (b) Buyer acknowledges that the Agency is a "public entity" and/or a "public agency" as defined under applicable California law. Therefore, the Agency must satisfy the requirements of certain California statutes relating to the actions of public entities, including, without limitation, the California Environmental Quality Act C'CEQA"). Also, as a public body, the Agency's action in approving this Agreement may be subject to proceedings to invalidate the Agreement. Buyer hereby assumes the risk of delays and damages that may result to Buyer from any such third-party legal actions related to the Agency's approval of this Agreement or contemplated by this Agreement, even in the event that an error, omission or abuse of discretion by the Agency is determined to have occurred. If a third-party files a legal action regarding the Agency's approval of this Agreement or the transfer of the Property as contemplated by this Agreement, the Agency may terminate this Agreement on fifteen (15) calendar days' written notice to Buyer of the Agency's intent to terminate this Agreement, referencing this Section 5.05(b), without any further obligation to perform the terms of this Agreement or any liability to Buyer resulting from such termination unless Buyer agrees to defend the Agency against such third-party legal action as provided below. Within ten (10) calendar days after receipt of the Agency's notice of intent to terminate this Agreement as provided in the preceding sentence, Buyer may offer to defend the Agency in the third-party legal action and pay all of the court costs, attorney fees, monetary awards, sanctions, attorney fee awards and the expenses of any and all financial or performance obligations that may result from the disposition of the legal action. Any such offer from Buyer must be in writing and in a form reasonably acceptable to the Agency. (c) Buyer acknowledges that the Agency is a redevelopment agency under the -- California Community Redevelopment Law. Therefore, the Agency must satisfy the requirements of the California Community Redevelopment Law. The Agency's action in approving this Agreement may be subject to proceedings to invalidate the Agreement. Buyer hereby assumes the risk of delays and damages that may result to Buyer from any such third- party legal actions claiming noncompliance with the Community Redevelopment Law related to the Agency's approval of this Agreement, even in the event that an error, omission or abuse of discretion by the Agency is determined to have occurred. If a third-party files a legal action regarding the Agency's approval of this Agreement or the transfer of the Property as contemplated by this Agreement, the Agency may terminate this Agreement pursuant to the same notices, options and procedures set forth in Section 5.05(b) of this Agreement. 4813.2950-6816.1 Page 16 of22 / --- Seller Buyer P \Agendas'.Agenda ^nachments\Agnns~Amend 2004'.04-12.U6 MOlD 5055 Hallmark Parkway DDA doc Section 5.06. Reserved. Section 5.07. Approvals. (a) Approvals required of the Agency or Buyer, or any officers, agents or employees of either the Agency or Buyer, shall not be unreasonably withheld and approval or disapproval shall be given within the time set forth in this Agreement or, if no time is given, within a reasonable time. (b) All material amendments to this Agreement must be approved by the Agency pursuant to official action of its Board at a duly noticed and held public meeting. Section 5.08. Real Estate Commissions. The Agency shall not be liable for any real estate commissions, brokerage fees or finder fees, which may arise from or be related to this Agreement unless such liability arises from the act or contract of the Agency. Buyer shall not be liable for any real estate commissions, brokerage fees or finder fees, which may arise from or be related to this Agreement unless such liability arises from the act or contract of Buyer. Section 5.09. Judicial Proceedines and Attornevs' Fees. If either party hereto files any action or brings any action or proceeding against the other arising out of this Agreement, or is made a party to any action or proceeding brought by the Escrow Agent, then as between Buyer and the Agency, the prevailing party shall be entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' fees as fixed by the Court. in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement shall be considered as "attorneys' fees" for purposes of this Section. Any such action or proceeding must be commenced in the Superior Court for the County of San Bernardino, San Bernardino District, State of California. Section 5.10. Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns. Section 5.11. Miscellaneous. (a) This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and together shall constitute one and the same agreement, with one counterpart being delivered to each party hereto. (b) All periods of time referred to in this Agreement shall include all Saturdays, Sundays and state or national holidays, unless the period of time specifies business days, provided that if the date or last date to perform any act or give any notice with respect to this Agreement shall fall on a Saturday, Sunday or state or national holiday, such act or notice may be timely performed or given on the next succeeding day which is not a Saturday, Sunday or state or national holiday. 4813-2950-6816.1 Page 17 of 22 I -~- Seller Buyer P "Ag~ndas\Agend.a AnadmlCn15'Agrms.Amend 2004\04-1:.06 MolO 5055 Hallmark Parkway DDA doc (c) The unenforceability. invalidity, or illegality of any provision of this Agreement shall not render the other provisions hereof unenforceable, invalid or illegal. Section 5.12. Reserved. Section 5.13. Entire Ae:reement. This Agreement constitutes the entire understanding and agreement of the parties relative to the sale of the Agency Property. Section 5.14 Intee:ration. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto with respect to the Agency Property, and supersedes all negotiations or previous agreements between the parties with respect to all or any portion of the Agency Property. Section 5.15. Waiver/Amendment. All waivers of the provisions of this Agreement and all amendments hereto must be in writing and signed by the appropriate authority of the Agency and Buyer. Section 5.16 Headine:s. The headings to the paragraphs of this Agreement are for convenience of reference only, do not form a part of this Agreement and shall not in any way affect its interpretation. Section 5.17 Time of Essence. Time is expressly declared to be of the essence of this Agreement. Section 5.18. Assie:nment. Prior to the Close of Escrow, Buyer, and each of them, shall not assign his interest in this Agreement or otherwise transfer the interests in the Agency Property except as permitted in Section 1.06 of this Agreement. Section 5.19 Bindine: on Heirs and Successors. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successor, and assigns of the parties hereto, but nothing in this Section 5.19 shall be construed as a consent by the Agency to any assignment of this Agreement by Buyer prior to the Close of Escrow. (Signatures to Follow) 4813-2950-68161 Page 18 of22 / --- Seller Buyer P 'Agendas'Agenda Anachmenls,Airmls.Amcnd 2004,04-12-06 Moto 5055 Hallmark Parkwa) DDA doc IN WITNESS WHEREOF, the parties have signed this Agreement as of the date first set forth above. REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO By: Gary Van Osdel Executive Director BUYER By: Bruce Gilevich By: Jon Christiansen I APP"?r,'_"ED,.~, ~ TO F" ORM: J1~~f[~ ~ ' Agency Legal 0 nsel i , i / , / .I i ,I 4813-2950-6816. I Page 19 of 22 / --- Se1\er Buyer P \Agendas,Agenda A1tachl1"lC::n\s'Agrmts.Amcnd 2004.,04-]2-06 Mow 5055 Hallmark ParKway DDA doc IN WITNESS WHEREOF, the parties have signed this Agreement as of the date first set forth above. REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO By: Gary Van Osdel Executive Director BUYER By: Bruce Gilevich By: Jon Christiansen 4813-2950-6816.1 Page 19 of22 I --- Seller Buyer P \Agend.a.sAgenda Altachmcn!sAgrrms-Amend 2004.04.1 Z-OO MOlo 5055 Hallmark Parkwa) DUA dvc IN WITNESS WHEREOF, the parties have signed this Agreement as of the date first set forth above. REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO By: Gary Van Osdel Executive Director BUYER By: Bruce Gilevich By: Jon Christiansen 4813-2950-6816.1 Page 19 of22 / --- Seller Buyer P 'A~endas.Agenda Attach~nts'~.6,,~rrrns.Amend 2004,04-12-U6 MalO 5055 Hallmark Parkway DDA doc EXHIBIT "A" LEGAL DESCRIPTION OF PROPERTY PARCEL: APN: 0266-362-12 Parcel 2, Parcel Map No.1 0447, per map recorded in Book 138, Pages 43 and 44 of Maps, in the Office of the County Recorder, County of San Bernardino, California 4813-2950-681 b 1 "A" - I P \.!\g~nd.3s\Agenda Attachment~ Agrmts-Amend 2004,04-12-06 ,....1oto 5055 Hallmark Parkwa~ DDA doc EXHIBIT "B" FORM OF AGENCY QUITCLAIM DEED 4813-2950-6816.\ "B"-1 PAgc:ndasAgc:nda Attachrnents\Agmlls-Amcnd :::CX)4I()4.1 :::-06 Mow ~055 Ha:lmark Parkway DDA doc ** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT ** RESOLUTION AGENDA ITEM TRACKING FORM Meeting Date (Date Adopted): 12-("-o~ Item # Vote: Ayes \-1 Nays.fT- Change to motion to amend original documents D 123\8 Abstain\:::? Resolution # cccl 7J'(A~~ I Absent -6 Companion Resolutions Lex:., [~~ ~ 1; 'I NulVVoid After: days / Resolution # On Attachments: D PUBLISH D ' POST D Note on Resolution of attachment stored separately: D RECORD W/COUNTY D By: Date Sent to Mayor: Date of Mayor's Signature: Date of ClerklCDC Signature: iL--"6"~ ~ ~ 12--S -~ 't l2--S-oci Date Memo/Letter Sent for Signature: 1st Reminder Letter Sent: Date Returned: 2nd Reminder Letter Sent: Not Returned: 0 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): Reso. Log Updated: Seal Impressed: ld--' B-' Yes V No BY+: Yes No-L- By Yes NoL By--L- Yes No ,/' ByL / I Yes No ByL- / Copies Distributed to: Animal Control D EDA ~ Information Services D City Administrator D Facilities D Parks & Recreation D City Attorney D Finance D Police Department D Code Compliance D Fire Department D Public Services D Development Services D Human Resources 0 Water Department 0 Others: Notes: Ready to File: _ Revised 12/18/03 ECO;\fOMIC DEVELOPMENT AGEI'i'CY OF THE CITY OF SAl'I BER1"iARDINO FROM: Gary Van Osdel SUBJECT: Executive Director JOIl'iT PUBLIC HEARIl'iG DISPOSITION At'\D DEVELOPMEl'iT AGREEMENT WITH BRUCE GILEVICH MiD JON CHRISTIA.'\SEN FOR PURCHASE OF AGENCY PROPERTY LOCATED AT 5055 1\. HALL:\lARK PARKWAY DATE: ~oVember22.200C ~ ry .______n__n_..4.Huuu_n______n_.u..__________uu__n___________...u__u_n__________n....__________n__h___n__n__n___n__n______n___________._n___n______n______n___nn_n_nn__u______ Synopsis of Previous Commission/Council/Committee Action(s): On November 15. 2004. the Community Development Commission authorized Staff to prepare a disposition and development agreement for the sale of Agency-owned property located at 5055 K Hallmark Parkway (APN 0266-362- 12) to Bruce Gilevich and Jon Christiansen. _n______n__n____n_u_____hn________._____.______u_n____nn___n___n_H___n.__nnn_n_._________nnn_n_____________________n___uu_________n________________nn_____n_____n__h_h_______ Recommended Motion(s): OPEN/CLOSE PUBLIC HEARIl'iG (Community Development Commission) MOTIOl\' A: A RESOLCTIO~ OF TilE CO~1MUNITY DEVELOPMENT COMMISSION OF THE CITY OF SA~ BERNARDINO APPROV~G THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BER.,1\IARDI!\O TO BRUCE GILEVICH AND JO~ CHRISTlA;'\SEK AND AUTHORIZ[]\'G THE AGE~CY EXECUTIVE DIRECTOR TO EXECLTE THE DlSPOSITI01\' AND DEVELOPMENT AGREEMEl"T BETWEEN THE AGENCY A:-\D BRUCE GILEVICH A;'\D JO~ CHRISTIANSEN (5055 J\. HALLMARK PARKWAY) (Mayor and Common Council) 1\IOTIO:\' B: A RESOLLTlON OF THE MAYOR AND COMMON COUl"ClL OF THE CITY OF SAN BERc'-.'ARDINO APPROVING THE SALE OF CERTAIN REAL PROPERTY BY THE REDEVELOPME>:T AGENCY OF THE CITY OF SAN BER.,'\ARDI;'\O TO BRUCE GILEVICH AND JON CHRISTIANSEN (5055!\. HALLMARK PARKWAY) ________n___.__n__nn____nn______n_______n__________n________n__n___n____.____________n_______.__.___________________n____._________nn_._____n________n__.._.__.___________n_U_..____n__._ Contact Person( s): Garv Van Osdel Phone: (909) 663-1044 Project Area(s) State College Rede\'elopment Ward(s): Sixth Supporting Data Attached: o Letters Amount: Source: N/A NiA SIG1\'A TURE: u_____________________n~._dU_________________________________U_____________________________u________n____nn_n._U_______n_______~______________________n____________________.____________--------- Commission/Council :\'oles: _______nn__________n__nnn____n..._u.__n____n______n_n____n____n__uun_u__n_u______n__________uu________n______u___________________._._____________h___________4____________________. PAgenda<;.Comm De... C~mmlsslon coc ~(",I.f(l4.1~.0o '.1uIO-50S5:\ HilllmaJk Pk\O-) SR doc COI\1I\lISSIO~ MEETING AGENDA Meeting Date: 12/06/2004 Agenda Item Number: ~ CITY OF SAN BERNARDINO Interoffice Memorandum CITY CLERK'S OFFICE Records and Information Management (RIM) Program DATE: December 13, 2004 TO: Wasana Chantha, Acting Secretary FROM: Michelle Taylor, Senior Secretary RE: Transmitting Documents for Signature - Resolution CDC/2004-50 At the Mayor and Common Council meeting of December 6, 2004, the City of San Bernardino adopted Resolution CDC/2004-S0 - Resolution approving the sale of certain real property by the Redevelopment Agency of the City of San Bernardino to Bruce Gilevich and Jon Christiansen, and authorizing the Agency Executive Director to execute the Disposition and Development Agreement between the Agency and Bruce Gilevich and Jon Christiansen (5055 N Hallmark Parkway). Attached is one (1) original agreement with three (3) signature pages. Please obtain signatures in the appropriate location and return one 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 ledge receipt of the above mentioned documents. Signed. Date: ~r~ 14/ ~ Please sign and return ~ _, . City of San Bernardino ECONOMIC DEVEl.OPMENT AGENCY Redevelopment. Community Development. Housing' Business: Ret;luitmeRt, Retention, Revitalization' Main Street, Inc. December 22, 1"004 Bruce Gilevich Jon Christiansen 460 South Stoddard Avenue, Suite I San Bernardino, CA 9240 I RE: 2004 Disposition and Development Agreement (5055 Hallmark Parkway) Dear Mr. Gilevich and Mr.-Christiansen: Enclosed is the fully executed Agreement as referenced above for your records between the Redevelopment Agency, Bruce Gilevich and Jon Christiansen. Thank you for your assistance in this matter. If you should have any questions, you may contact me at (Q09) 663-1044. szt / / E/!;I (1 ;; 4 / Gary Yan Osdel /' ".. .' Exe.elitIve Director' Enclosure: 2004 Disposition and Development Agreement (5055 Hallmark Parkway) cc: Eileen Gomez (with Original Executed Agreement) Barbara Lindseth (with Copy Executed Agreement) Gary Van Osdel (with Copy of Agreement) P,\CI"ical So",i"" D~"fMJt'ffNtsmP~rll3bY'~5S':l}lI'Nirn'ifI'lflhlf;I'eMffornia 92401-1507' (909) 663-1044 . Fax (909) 888-9413 wwwsanbernardino-eda.org.