HomeMy WebLinkAboutCDC/2001-06
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RESOLUTION NO. --.CD..C/2001-6
A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
APPROVING AND AUTHORIZING THE EXECUTIVE
DIRECTOR OF THE REDEVELOPMENT AGENCY TO
EXECUTE AMENDMENT NO.3 TO THE DISPOSITION AND
DEVELOPMENT AGREEMENT BY AND BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND PREMIS PARTNERS AND
CONSENTING TO AN ASSIGNMENT OF SAID
DISPOSITION AND DEVELOPMENT AGREEMENT
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WHEREAS, the Community Development Commission of the City of San
Bernardino (the "Commission") is the governing body ofthe Redevelopment Agency of the City of
San Bernardino (the "Agency"), a public body corporate and politic, organized and existing pursuant
to the Community Redevelopment Law (California Health and Safety Code Section 33000, et seq.);
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and
WHEREAS, the Agency and Premis Partners, a California limited partnership (the
"Developer") previously entered into that certain Disposition and Development Agreement dated
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November 7, 1996, pertaining to the disposition and development of certain real property located
within the State College Redevelopment Proj ect Area known as the Hallmark Parkway Property and
more specifically described in Exhibit "A" hereto (the "Property"); and
WHEREAS, pursuant to the Disposition and Development Agreement, the Agency
agreed to sell the Property to the Developer to cause the construction thereon of all approximately
200,000 square foot warehousing and distribution facility, as more fully described in the Disposition
and Development Agreement; and
WHEREAS, on April 6, 1998, Section 2.02 ofthe above-referenced Disposition and
Development Agreement was amended by Amendment No. 1 to enable the Developer to incur the
costs associated with flood control improvements necessary to develop the PropeJiy as provided in
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1 the Disposition and Development Agreement, by providing that the Purchase Price be reduced by
2 an amount equal to the actual costs of such flood control improvements, but in no event by more
3 than Three Hundred Thirty-Three Thousand Five Hundred Dollars ($333,500); and
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5 WHEREAS, on May 17,1999, the Disposition and Development Agreement was amended
6 by Amendment No.2 (said Disposition and Development Agreement as amended by Amendment
7 No.1 and Amendment No.2 being hereinafter referred to as the "DDA") to provide that the Agency
8 is entitled to receive from the Developer upon the completion of the flood control and water runoff
9 improvements necessary in connection with the development of the Property ("flood control and
10 water runoff improvements"), but in no event later than May 15,2001, that sum which is equal to
11 the difference between the actual costs of the flood control and water runoff improvements and
12 Three Hundred Thirty-Three Thousand Five Hundred Dollars ($333,500.00), the obligation to pay
13 said sum being secured by a deed oftrust on the Property in favor ofthe Agency ("Deed of Trust");
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16 WHEREAS, the Developer at this time desires to sell the Property to Mark and Lelia
17 Jabin (the "Purchaser") and assign the DDA to the Purchaser; and
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19 WHEREAS, the Developer desires that the DDA be amended to provide for
20 construction of approximately 200,000 square feet of improvements which may include warehousing
21 and distribution facilities, office facilities, research and development facilities and general
22 commercial and retail facilities consistent with market demand; and
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24 WHEREAS, the Developer desires to amend the Schedule of Performance attached
25 to the DDA as Exhibit D to allow for additional time within which the Purchaser may develop the
26 Property; and
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1 WHEREAS, the Agency desires to facilitate development ofthe Property by the Purchaser;
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4 WHEREAS, in order to facilitate development ofthe Property by the Purchaser, the Agency
5 and the Developer desire to further amend the DDA and enter into that certain Amendment No.3
6 to the DDA attached hereto and incorporated herein by this reference as Exhibit "B" (the "Third
7 Amendment"); and
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WHEREAS, the Developer and the Purchaser intend to enter into an Assignment of
10 Disposition and Development Agreement in the form attached hereto as Exhibit "C" (the
11 "Assignment Agreement"); and
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13 WHEREAS, Section 1.04 of the DDA provides that the DDA may not be assigned
14 without the prior written approval of the Agency; and
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16 WHEREAS, the Purchaser has presented to the Agency evidence of its qualifications
17 to perform the duties and responsibilities and discharge the obligations imposed upon the Developer
18 under the DDA; and
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20 WHEREAS, Agency staff has prepared a Consent to Assignment of Disposition and
21 Development Agreement, a copy of which is attached hereto as Exhibit "D" (the "Consent to
22 Assignment").
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NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION
2 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
3 BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
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Section 1.
The Commission hereby approves the Third Amendment attached
6 hereto as Exhibit "B".
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Section 2.
The Executive Director ofthe Agency is hereby authorized to execute
9 the Third Amendment on behalf of the Agency in substantially the form attached hereto, together
10 with such changes therein as may be approved by the Executive Director and Agency Special
11 Counsel. The Executive Director or such other designated representative of the Agency is further
12 authorized to do any and all things and take any and all actions as may be deemed necessary or
13 advisable to effectuate the purposes of the Third Amendment.
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Section 3.
The Commission hereby approves the assignment by Premis of all of
16 its right, title and interest in and to the DDA to the Purchaser pursuant to the Assignment Agreement.
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Section 4.
The Executive Director of the Agency is hereby authorized and
19 directed to execute the Consent to Assignment.
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CDC/2001-6
1 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE
2 DIRECTOR OF THE REDEVELOPMENT AGENCY TO EXECUTE AMENDMENT NO.
3 TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE
3 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND PREMIS
PARTNERS AND CONSENTING TO AN ASSIGNMENT OF SAID DISPOSITION AND
4 DEVELOPMENT AGREEMENT
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Section 5.
This Resolution shall become effective immediately upon its adoption.
9 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
10 Development Commission of the City of San Bernardino at a Joint Regular meeting thereof,
11 held on the 22nd
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13 Commission
ESTRADA
14 LIEN
MCGINNIS
15 SCHNETZ
SUAREZ
16 ANDERSON
McCAMMACK
day of January
,2001, by the following vote, to wit:
ABSTAIN ABSENT
AYES
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NAYS
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The foregoing Resolution is hereby approved this 25 th day of January, 2001.
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Betty Dean-Anderson, Vice-Chair
Community Development Commission
of the City of San Bernardino
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1 STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO) ss
2 CITY OF SAN BERNARDINO )
3 I, Secretary of the Community Development
Commission ofthe City of San Bernardino, DO HEREBY CERTIFY that the foregoing and attached
4 copy of Community Development Commission of the City of San Bernardino Resolution
No. is a full, true and correct copy of that now on file in this office.
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IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal
6 of the Community Development Commission of the City of San Bernardino this day of
, 2001.
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Secretary of the
Community Development Commission
ofthe City of San Bernardino
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1 EXHIBIT "A"
2 LEGAL DESCRIPTION OF THE PROPERTY
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EXlDBIT "A"
PARCEL A:
THAT PORTION OF BLOCKS 45 AND 46, AND mAT UNNUMBERED LOT ADJOINING BLOCK 46
ON THE WEST OF THE LANDS OF IRVlNGTON LAND AND WATER COMPANY, AS PER PLAT
RECORDED IN BOOK I, RECORDS OF SURVEY, PAGE 32, RECORDS OF SAID COUNTY; IN BOOK
3 OF MAPS, PAGE 9, RECORDS OF SAID COUNTY; AND SECTIONS 12 AND 13, TOWNSHIP 1
NORTH, RANGE 5 WEST, SAN BERNARDINO BASE AND MERIDIAN; SECTION 18, TOWNSHIP 1
NORTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE
EXTEN.SION OF THE UNES OF THE OFFICIAL GOVERNMENT SURVEY EXTENDED INTO THE
MUSCUPIABE RANCHO, ALL IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN
BERNARDINO, STATE OF CAUFORNIA, LYING SOUTHWESTERLY OF THE SOUTHWESTERLY
UNE OF THAT CERTAIN PARCEL OF LAND, AS CONVEYED TO THE STATE OF CAUFORNIA
BY DEED RECORDED OCTOBER 25, 1955, IN BOOK 3772, PAGE 93, OFFICIAL RECORDS, AS
INSTRUMENT NO. 55, AS PARCEL "B"; AND NORTHERLY, NORTHEASTERLY AND EASTERLY
OF THAT CERTAIN PARCEL OF LAND, AS CONVEYED TO THE SAN BERNARD.INO COUNTY
FLOOD CONTROL DISTRICT BY DEED RECORDED JULY 27, 1948, IN BOOK 2268, PAGE 146,
OFFICIAL RECORDS; AND NORTHERLY AND NORTHWESTERLY OF THAT CERTAIN PARCEL
OF LAND, AS CONVEYED TO SAID SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT BY
DEED RECORDED JULY 27, 1948, IN BOOK 2268, PAGE 142, OFFICIAL RECORDS.
TOGETHER WITH THOSE PORTIONS OF OREGON A VENUE, PINE A VENUE, PINE A VENUE AND
ORANGE A VENUE ADJOINING PORTIONS OF THE PROPERTY HEREIN DESCRIBED, THAT WERE
VACATED Ai.\lD ABANDONED BY RESOLUTION OF THE BOARD OF SUPERVISORS OF THE
COUNTY OF SAN BERNARDINO, DATED MAY 27, 1929, ON FILE IN THE SAN BERNARDINO
COUNTY ROAD DEPARTMENT WHICH WOULD PASS BY OPERATION OF LAW WITH THE LEGAL
CONVEYANCE OF SAID PROPERTY.
EXCEPTING THEREFROM ALL THAT PORTION THEREOF SHOWN AS PARCELS 1,2,3 AND 4,
AS PER PLAT ATTACHED TO CERTIFICATE OF COMPLIAi.\lCE FOR LOT LINE ADJUSTMENT NO.
94-06, RECORDED DECEMBER 14, 1994, INSTRUMENT NO. 94-493165, OFFICIAL RECORDS;
REFERENCE BEING MADE HEREIN FOR THE COMPLETE DESCRIPTION AS DESCRIBED IN SAID
DOCUMENT.
PARCEL B:
PARCEL I, AS PER PLAT ATTACHED TO CERTIFICATE OF COMPUANCE FOR LOT UNE
ADJUSTMENT NO. 94-06, RECORDED DECEMBER 14, 1994, INSTRUMENT NO. 94-493165,
OFFICIAL RECORDS, BEING FURTHER DESCRIBED THEREIN AS FOLLOWS:
A PORTION OF SECTION 12, TOWNSHIP 1 NORTH, RANGE 5 WEST, SAN BERNARDINO BASE
AND MERIDIAN: AND SECTION 7, TOWNSHIP 1 NORTII, RANGE 4 WEST, SAN BERNARDINO
BASE AND MERIDIAN, ALL IN THE CITY OF SAi.\I BERNARDINO, COUNTY OF SAN
BERNARDINO, STATE OF CAUFORNIA, ACCORDING TO THE OFFICIAL GOVERNMENT PLAT
THEREOF BEING DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF TIlE SOUTIiWESTERLY UNE OF THAT CERTAIN
PARCEL OF lAND AS CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED IN
BOOK 3172. PAGE 93, OFFICIAL RECORDS (INTERSTATE 215) AND THE NORTHERLY UNE OF
THAT PARCEL OF LAND CONVEYED TO THE SAN BERNARDINO COUNTY FLOOD CONTROL
DISTRICT BY DEED RECORDED IN BOOK 2268, PAGE 142, OFFICIAL RECORDS (DEVIL CREEK
CHANNEL); THENCE NORTH 35 DEG. 03' 36" WEST, 882.47 FEET ALONG SAID
SOU1liWESTERLY UNE OF INTERSTATE 215 TO A POINT TANGENT TO A CURVE CONCAVE
TO THE WEST, HAVING A RADIUS OF 5909.00 FEET, THROUGH A CENTRALANGLEOFOl DEG.
IS' 14", AN ARC DISTANCE OF 129.30 FEET TO THE TRUE POINT OF BEGINNING FOR THIS
DESCRIPTION; THENCE FROM SAID TRUE POINT OF BEGINNING ALONG A CURVE CONCAVE
TO THE WEST, HAVING A RADIUS OF 5909.00 FEET, THROUGH A CENTRAL ANGLE OF 12 DEG.
54' 33", AN ARC DISTANCE OF 1331.35 FEET, MORE OR LESS, TO THE INTERSECTION OF SAID
SOUTHWESTERLY UNE OF INTERSTATE 215 AND THE CENTER UNE OF PINE AVENUE
(VACATED); THENCE ALONG SAID CENTER UNESOUTH 27 DEG. SO' WEST, 369.87 FEET, MORE.
OR LESS, TO A POINT IN THE EASTERLY UNE OF THAT PARCEL OF LAND CONVEYED TO THE
SAN BERNARDINO COUNTY FLOOD CONTROL orSTRICT BY DEED RECORDED IN BOOK 2268,
PAGE 146. OFFICIAL RECORDS (CABLE CANYON FLOOD CONTROL CHANNEL); THENCE
ALONG SAID EASTERLY UNE, SOUTH 32 DEG. 20' 25" EAST, 389.61 FEET, MORE OR LESS, TO
A POINT TANGENT TO A CURVE CONCAVE TO THE WEST. HAVING A RADIUS OF 2065.00 FEET,
THROUGH A CENTRAL ANGLE OF 21 DEG. 30' 33". AN ARC DISTANCE OF 770.67 FEET; THENCE
ALONG A CURVE CONCAVE TO THE SOUTH, HAVING A RADIUS OF 640.00 FEET, THROUGH
A CENTRAL ANGLE OF IS DEG. 41' 17", AN ARC orSTANCE OF 175.24 FEET: THENCE NORTH
23 DEG. 22' 55" EAST, 240.00 FEET: THENCE NORTH S4 DEG. 56' 24" EAST, 390.11 FEET TO
CLOSE ON THE TRUE POINT OF BEGINNING.
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1 EXEUBrr"B"
2 AMENDMENT NO.3 TO DISPOSmON AND DEVELOPMENT AGREEMENT
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SBEO/OOO l1OOC/4189
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.0~-26-01 16:23
From-LEWIS, D'AMATO, BRISBOIS & BISGARD LLP 9098853187
T-273 P 02/06 F-440
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"MENDMENT NO" 1 TO DlSPQSfflON
AND pEVJjLOp~NT AOREBMENl'
.
Tbilii Amendment No.3 is entered into tbi~ day
between ~development Agency oftbe City of San Bemarl:1!iiO ("Ag
il Cll1ifomill limited pannersbip ("'Developer").
RHetT ALS
A. The Age1l,CY ftlld me Developer previm;sly entered inlO llW certain
Pisposirion AM Development Aprecmll.'lnt dated Novcmbor 7, 1996 ("DPA''), P~8to me
c:Usposiuon ane! development of eettain real prnpeny locllted within the Suue College
Redevelopment .Project Area as more specificallY described in tbe OOA ("Propeny"); lUla
B. In COnnectiDD with ~ ~cution of me DDA. the Agency llgre~d to sell
me Pro~ to ))eveloper in order to cause me development morlOn of appmximmdy 200.000
sq. feet ofbmllUng impuwements, a5 more JuUy described in said ODA; lUUl wherCM the
AgezJCy and the Developer now desire to l:Onfum S8Ulifac:tioQ of c:enain conditions in the DOA
and to provide for additional ~ments thereto regarding the e!ewlopment and Wle of me
Proptmy .
.
A~ND~T AGREEMENT
NOW. THEREfORE. in COnllil!er@Pn of the nt\ltlW prc:mlisei apd covenants
contai,:lp.d herein. Md for other good and valuable consideration, the receipt and sufficiency in
which is hereby acknowledged by the pmies, Agency and DevelQper hereby agree as follows:
1. Excep~ iii h~by IlQU5Qded, IIDd as previously ameude4 by Amendment
No.1 and No.2, the Do... is mall tellpeelS flUified and coIUinM4 an4 &1llhe 1CnDli fU1d
provisiaml and conditions thereof shall be BUd remain in full force and effect.
2. B,,"pt QS otherwise provided herein, aU termS 110t o1berwige defined in
1!lis AtncMment No.3 sbaU have the SlUQC mewUnWl herein as those terms are given in me P1lA
or me prior &m1tDdmenu.
3. The fitst ~h of Section 4.01 of me OOA libAU be: ~e! to fC~
as follows:
"lbs. 'J1w DevelopCf cov~ts and agrees for
itself. it9 SIIcccssors. its assigns and every suc:ce~~f
in mterest fat \be Propmy. Of JUly plU't llIcrcaf. IQ1d
· upon completion of consuuction. Developer sbaU
CIlWiCS ta be ~ened on me Plopeny a proj= wilb
ap~y 200,000 ~. feet ofbuiJdin;
improvements whicll may include wmebouae and
l!istributinn fi1cilities, office facilities. r~ aQd
IUV 'lGlgll~:I OllllllOl 4;5H'N .1.
03--26-01 16: 23
From-LEWIS, D'AMATO, BRISBOIS & BISGARD LLP 9098853187
T-273 P 03/06 F-440
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development faciliries ancl general CQmmerci~ Im4
reuil fRCilities coWllliJent with marlcet demand.
Ocwlo~ &P:C::i that at the time of opening) the
PrQject will result in the creatiop of at leut lWO
hlln4re4liCvcnty.five (275) cUrectjobs lUld two
huncb'ed (200) secondary jobs."
4. The flfllt SCAtenee of the firfrt paragmph Df~bit "B":ihall b~ rc:pIAClUl
by the foUowinJ llenteJ1ees:
.
The propctJy shall be developed with apprml'imlU~ly
200,000 sq. feet of building impravements, which
may inelude warehouse lUld distribution facUities.
office facUities, research and development facilities
Md ge~ CQIlWc:m:w anQ rcWl f~ilicicli
COJlllistent wim ~ demaud. Said Project may
CQ~i~ of ope Qr InOfe SU'UClUfeS, aU II!! deicribed
hefein and wilh IS mUlWum acceise4 va11mliQll
upop comp1ctiop of Five MUllan Five Huudred
ThausMd Pollan; ($5,500.000.00).
5. Item (10) of Exhibit J) (Schedule ofPerfonnance) shall be ~df-d to
rewl:
(10) Developer pulls gradiug
pwmt
wilbin 30 dq,yli following
design review Rfproval of
plan
Imd Exhibit P (S~u.le of Pmonuanc:e) shall be funher amc:nded by
addmS the following irem:
(11) Completion of constnJction
(and issuance of It. Cenitlcate Df
Completion, if IppUc@lc:)
Janu.uy 31, 2004
ay:
R1V '101I1h] QmallI4:~ PM
-2-
03-26-01 16:24
From-LEWIS, D'AMATO, BRISBOIS & BISGARD LLP 9098853187
T-273 P 04/06 F-440
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Aneat:
~ticw.<4
AgcncySeclCtAry
APPROVED AS TO FORM AN!) LEGAL CONTENT:
a:~
AglnCY S DUWlCl
.
PR-EMIS PARTNERS. a CaUfomi~
limited partnership
By: Imprimis. U-C. a ColorRdu limited liabilitY
company. its pneTiU parmer
By:
Russ E. HaUe
MI$IlIlIP'
KJV nOl" y~ DlIlVlllI4:~ PM
-3-
. 03-26-01 16:24
From-LEWIS, D'AMATO, BRISBOIS & BISGARD LLP 9098853187
T-273 P 05/06 F-440
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Ai~nc:y S;QftlUy
4PPROV1!P AS TO FORM ANP 1..J;.OAL CONl'ENT:
~
^8=1l~ Sp cQunKl
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9098853187
T-273 P 06/06 F-440
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1 EXHIBIT "C"
2 ASSIGNMENT OF DISPOSmON AND DEVELOPMENT AGREEMENT
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9
ASSIGNMENT OF DISPOSITION AND DEVELOPMENT AGREEMENT
THIS ASSIGNMENT OF DISPOSITION AND DEVELOPMENT AGREEMENT
("Agreement") is entered into this _ day of ,2001, by and between Premis
Partners, a California limited partnership ("Assignor") and Mark and Lelia Jabin ("Assignee").
WHEREAS, the Assignor entered into that certain Disposition and Development
Agreement dated November 7, 1996, with the Redevelopment Agency of the City of San Bernardino
(the "Agency") pertaining to the disposition and development of certain real property located within
the State College Redevelopment Project Area ofthe City of San Bernardino, California, which real
property is legally described in Exhibit "A" attached hereto and by this reference incorporated herein
(the "Property"); and
WHEREAS, pursuant to the Disposition and Development Agreement, the Agency
agreed to sell the Property to the Assignor for a purchase price of Eight Hundred Seven Thousand
Dollars ($807,000.00) (the "Purchase Price"); and
WHEREAS, on April 6, 1998, the Disposition and Development Agreement was
amended by Amendment No.1 to enable the Assignor to incur the costs associated with flood
control improvements that needed to be made to develop the Property as provided in the Disposition
and Development Agreement by providing that the Purchase Price be reduced by an amount equal
to the actual costs of such flood control improvements, but in no event by more than Three Hundred
Thirty-Three Thousand Five Hundred Dollars ($333,500.00); and
WHEREAS, on May 17,1999, the Disposition and Development Agreement was
amended by Amendment No.2 to provide that the Agency is entitled to receive from the Assignor
upon the completion of the flood control and water runoff improvements necessary in connection
with the development of the Property ("flood control and water runoff improvements"), but in no
event later than May 15,2001, that sum which is equal to the difference between the actual costs of
the flood control and water runoff improvements and Three Hundred Thirty-Three Thousand Five
Hundred Dollars ($333,500.00), the obligation to pay said sum being secured by a deed of trust on
the Property in favor of the Agency ("Deed of Trust"); and
WHEREAS, on _,2001, the Disposition and Development
Agreement was amended by Amendment No. 3 to allow for the construction of approximately
200,000 square feet of improvements which may include warehousing and distribution facilities,
office facilities, research and development facilities and general commercial and retail facilities
consistent with market demand and to revise and supplement the Schedule of Performance attached
to the Disposition and Development Agreement (said Disposition and Development Agreement as
amended by Amendment No.1, Amendment No.2 and Amendment No.3 being hereinafter referred
to as the "DDA"); and
WHEREAS, Assignor at this time intends to sell, and Assignee intends to purchase,
the Property; and
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WHEREAS, Assignor desires to assign all of its right, title and interest in and to the
DDA to Assignee; and
WHEREAS, Assignee is willing to assume the duties, responsibilities and obligations
of Assignor under the DDA, including but not limited to completing the flood control and water
runoff improvements, developing the Property as set forth in Article III ofthe DDA and paying to
the Agency upon completion of the flood control and water runoff improvements, but in no event
later than May 15,2001, a sum equal to the difference between the actual costs of the flood control
and water runoff improvements and Three Hundred Thirty-Three Thousand Five Hundred Dollars
($333,500.00).
NOW, THEREFORE, in consideration of the premises and other good and valuable
consideration, receipt of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Assignor hereby assigns to Assignee all of Assignor's right, title and interest
in and to the DDA.
Section 2. Assignee hereby accepts the assignment of Assignor's right, title and interest
in and to the DDA. Assignee hereby assumes, and accepts and agrees to perform and discharge, the
duties, responsibilities and obligations imposed upon the developer under the DDA, including but
not limited to completing the flood control and water runoff improvements and thereafter developing
the Property with approximately two hundred thousand (200,000) square foot of building
improvements, which may include warehousing and distribution facilities, research and development
facilities and general commercial and retail facilities in accordance with and within the limitations
established in the Scope of Development set forth in Exhibit "B" to the DDA, as amended by
Amendment No.3.
Section 3. Assignee understands that the Agency is entitled to receive, upon completion
of the flood control and water runoff improvements, but in no event later than May 15, 2001, the
balance of the Purchase Price for the Property, being that sum which is equal to the difference
between the actual costs of the flood control and water runoff improvements and Three Hundred
Thirty- Three Thousand Five Hundred Dollars ($333,500.00). Assignee hereby assumes the
obligation to pay to the Agency the balance of the Purchase Price for the Property. Assignee
understands and agrees that the Deed of Trust securing the sum due to the Agency shall remain of
record and in full force and effect following the purchase of the Property by Assignee.
Section 4. This Agreement contains the entire understanding and agreement of the parties
with respect to its subject matter and supersedes all prior and contemporaneous agreements and
understandi ngs.
Section 5.
This Agreement shall be governed by the laws of the State of California.
Section 6. In the event that anyone or more of the sentences, clauses, paragraphs or
sections contained herein is declared invalid, void or illegal, the same shall be deemed severable
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from the remainder of this Agreement and shall not affect, impair or invalidate any of the remaining
phrases, sentences, clauses, paragraphs or sections contained herein.
Section 7. This Agreement may be executed by the parties in counterparts, and when
executed by each ofthe parties, each counterpart shall be deemed to be a part ofthe same instrument.
The parties hereto have caused this Agreement to be executed by their authorized
representatives as set forth below.
ASSIGNOR
Premis Partners, a California limited partnership
By: Imprimis LLC, a Colorado limited liability
company, its General Partner
By:
Its Manager
ASSIGNEE
Mark Jabin
Lelia Jabin
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STATE OF CALIFORNIA )
) ss
COUNTY OF SAN BERNARDINO )
On ,2000, before me, , a Notary Public in and
for said County and State, personally appeared , personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person (s) whose name (s) (is/are)
subscribed to the within instrument, and acknowledged to me that (he/she/they) executed the same
in (hislher/their) authorized capacit (-y/-ies), and that by (his/her/their) signature (s) on the
instrument the person (s), or the entity upon behalf of which the person (s) acted, executed the
instrument.
WITNESS my hand and official seal.
Notary Public
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STATE OF CALIFORNIA )
) ss
COUNTY OF SAN BERNARDINO )
On , 2000, before me, , a Notary Public in
and for said County and State, personally appeared , personally known to
me (or proved to me on the basis of satisfactory evidence) to be the person (s) whose name (s)
(is/are) subscribed to the within instrument, and acknowledged to me that (he/she/they) executed
the same in (his/her/their) authorized capacit (-y/-ies), and that by (his/her/their) signature (s) on
the instrument the person (s), or the entity upon behalf of which the person (s) acted, executed the
instrument.
WITNESS my hand and official seal.
Notary Public
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EXHIBIT "D"
CONSENT TO ASSIGNMENT OF
DISPOSmON AND DEVELOPMENT AGREEMENT
10
CONSENT TO ASSIGNMENT OF
DISPOSITION AND DEVELOPMENT AGREEMENT
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the
"Agency'') and Prernis Partners, a California limited partnership ("Assignor") entered into that
certain Disposition and Development Agreement dated November 7, 1996 pertaining to the
disposition and development of certain real property located within the State College Redevelopment
Project Area of the City of San Bernardino, California (the "Property"); and
WHEREAS, pursuant to the Disposition and Development Agreement, the Agency
agreed to sell the Property to the Assignor for a purchase price of Eight Hundred Seven Thousand
Dollars ($807,000.00) (the "Purchase Price"); and
WHEREAS, on April 6, 1998, the Disposition and Development Agreement was
amended by Amendment No. 1 to enable the Assignor to incur the costs associated with flood
control improvements that needed to be made to develop the Property as provided in the Disposition
and Development Agreement by providing that the Purchase Price be reduced by an amount equal
to the actual costs of such flood control improvements, but in no event by more than Three Hundred
Thirty-Three Thousand Five Hundred Dollars ($333,500.00); and
WHEREAS, on May 17, 1999, the Disposition and Development Agreement was
amended by Amendment No.2 (said Disposition and Development Agreement as amended by
Amendment No.1 and Amendment No.2 being hereinafter referred to as the "DDA") to provide
that the Agency is entitled to receive from the Assignor upon the completion of the flood control and
water runoff improvements necessary in connection with the development of the Property ("flood
control and water runoff improvements"), but in no event later than May 15, 200 I, that sum which
is equal to the difference between the actual costs of the flood control and water runoff
improvements and Three Hundred Thirty-Three Thousand Five Hundred Dollars ($333,500.00), the
obligation to pay said sum being secured by a deed of trust on the Property in favor of the Agency
("Deed of Trust"); and
WHEREAS, Assignor at this time intends to sell the Property to [NAME OF
PURCHASER] ("Assignee"); and
WHEREAS, in connection with the sale of the Property, Assignor desires to assign
all of its right, title and interest in and to the DDA to Assignee; and
WHEREAS, Assignee is willing to assume the duties, responsibilities and obligations
of the Assignor under the DDA, including but not limited to completing the flood control and water
runoff improvements, developing the Property as set forth in Article III of the DDA and paying to
the Agency upon completion of the flood control and water runoff improvements, but in no event
later than May 15,2001, the balance of the Purchase Price for the Property, being that sum which
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is equal to the difference between the actual costs of the flood control and water runoff
improvements and Three Hundred Thirty-Three Thousand Five Hundred Dollars ($333,500.00); and
WHEREAS, Section 1.04 of the DDA provides that the DDA may not be assigned
without the prior written approval of the Agency; and
WHEREAS, Assignee has presented to the Agency evidence of its qualifications to
perform the duties and responsibilities and discharge the obligations imposed upon the developer
under the DDA.
NOW, THEREFORE, in consideration of the premises, the Agency hereby consents
to the assignment by the Assignor of all its right, title and interest in and to the DDA to the Assignee.
REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO
By:
ATTEST:
APPROVED AS TO FORM AND
LEGAL CONTENT:
Agency Special Counsel
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