HomeMy WebLinkAboutCDC/2001-31
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RESOLUTION NO. CDC/2001-31
RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
AUTHORIZING THE CHAIR OF THE COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO TO EXECUTE A REDEVELOPMENT
PLANNING AND PARTICIPATION AGREEMENT FOR
THE SANTA FE DEPOT REDEVELOPMENT
IMPLEMENT A TION AREA (ARTHUR PEARLMAN
CORPORATION)
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WHEREAS, the Community Development Commission of the City of San Bernardino
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(the "Commission") is the governing body of the Redevelopment Agency of the City of San
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Bernardino (the "Agency"), a public body corporate and politic, organized and existing pursuant
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to the Community Redevelopment Law (California Health and Safety Code Section 33000, et
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seq.); and
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WHEREAS, on April 5, 2001, the Agency received a request from the Arthur Pearlman
Corporation (the "Participant") to study the feasibility of preparing a redevelopment master plan
for the area around the Santa Fe Depot (the "Agency Implementation Area"); and
WHEREAS, on May 23,2001, the Agency mailed, via first class mail, a "Notice to
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Property Owners Requesting Submission of Statements of Interest in Participating in
Redevelopment" (the "Statement ofInterest") to all property owners as listed in the County of
San Bernardino Assessor's Tax Rolls within the Agency Implementation Area, for the purpose 0
inviting such property owners to participate in the redevelopment of their property in accordance
with the previously adopted redevelopment plans; and
WHEREAS, each such property owner was given 30 days to respond to the Agency by
providing a Statement of Interest, and at the end of such 30 day period the Agency had received
35 Statements ofInterest as summarized in the Agency staff report which accompanied the
adoption of this Resolution; and
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WHEREAS, no response or proposal contained in any of the Statements of Intent
2 submitted by property owners in the Agency Implementation Area is comparable to the
3 preliminary redevelopment proposal of the Participant.
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BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Statements ofInterest as received from owners of property within the
Agency Implementation Area are hereby received and filed. The Commission hereby finds and
determines that the proposal submitted by the Participant for the study of the feasibility of
redeveloping the Agency Implementation Area appears to offer the community a reasonable and
comprehensive means of addressing and eliminating the problems of blight which adversely
affect the Agency Implementation Area. The Commission further finds and determines that the
proposal of the Participant is preferred at this time to any such Statement of Interest and
accordingly no further action or consideration by the Commission is necessary or required in
connection with any such Statement of Interest.
SECTION 2. The Chair of the Community Development Commission of the City of San
Bernardino is hereby authorized and directed to execute a Redevelopment Planning and
Participation Agreement for the Santa Fe Depot Redevelopment Implementation Area with
Arthur Pearlman Corporation, a copy of which is attached hereto and marked as Exhibit "A" and
incorporated herein by reference.
SECTION 3. The authorization to execute the above referenced agreement is rescinded
if the parties to the agreement fail to execute it and return it to the Office of the City Clerk within
sixty (60) days following the effective date.
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RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING
THE CHAIR OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO TO EXECUTE A
REDEVELOPMENT PLANNING AND P ARTlCIP ATlON AGREEMENT
FOR THE SANTA FE DEPOT REDEVELOPMENT IMPLEMENTATION
AREA (ARTHUR PEARLMAN CORPORATION)
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6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
7 Community Development Commission of the City of San Bernardino at a joint regular
8 meeting thereof, held on the 6th day of August
,2001, by the following vote, to wit:
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Commission Members: Ayes
ESTRADA X
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LIEN ~
MCGINNIS X
SCHNETZ X
SUAREZ X
ANDERSON X
MCCAMMACK -1L
Abstain
Absent
Nays
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The foregoing resolution is hereby approved this Cf'rJ.t
day of
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August
, 2001.
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Bet y Dean-Anderson, Vice Chair
Community Development Commission
City of San Bernardino
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Approved as to form and Legal Content:
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By:
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CDC/2001-31
2001
REDEVELOPMENT PLANNING
AND PARTICIPATION AGREEMENT
(Santa Fe Depot Redevelopment Implementation Area)
THIS REDEVELOPMENT PLANNING AND PARTICIPATION AGREEMENT
("Agreement") is entered into as of August 6, 2001 by and between
the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a body
corporate and politic ("Agency") and Arthur Pearlman Corporation, a
California corporation, jointly and severally (collectively
referred to herein as the "Participant" with respect to the
following facts:
RECITALS --
WHEREAS, an area of the City of San Bernardino (the
"City") generally bounded by Mt. Vernon Avenue on the west, King
Street and Rialto Avenue on the south, Interstate 215 on the east
and the Santa Fe Intermodal Facility on the north as depicted in
the vicinity map attached as Exhibit "A" (the "Agency
Implementation Area") is included within the Uptown and Mt. Vernon
Corridor redevelopment project areas; and
WHEREAS, the Agency Implementation Area contains
transportation, infrastructure, retail, residentially and
commercially developed properties, and the Agency will initiate
certain studies and proposals to address a number of issues of
community concern in the Agency Implementation Area relating to
blight and conditions associated with obsolete commercial design,
deferred maintenance, traffic circulation and commercial-
residential neighborhood property use conflicts and community
design in an effort to prevent the spread of blight; and
WHEREAS, the consideration of one or more specific
proposals or plans for a coordinated and economically sustainable
redevelopment proj ect in the Agency Implementation Area will
require specific study, evaluation, and planning of appropriate and
feasible community redevelopment program alternatives and at this
time the resources available to the community to pay for such
studies, evaluations and planning is limited; and
WHEREAS, the Participant has agreed to submit a
conceptual proposal to the Agency for the redevelopment of a
substantial portion of the Agency Implementation Area which
includes certain development assumptions and forecasts, including
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an assumption that the Participant shall acquire certain lands in
the Agency Implementation Area which are presently owned by third
parties on terms which are economically feasible for the
Participant, and which are also acceptable to all interested
persons; and
WHEREAS, the Participant proposes to pay certain costs,
subject to Participant's prior approval, to the Agency to reimburse
the Agency for costs in connection with the mutual consideration of
the Project Study and the Project, as defined below, and other
reasonable and feasible alternative redevelopment programs for the
Agency Implementation Area by the Participant and the Agency
(herein "Project Study Costs"), subject to the terms and conditions
as set forth below.
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND SUCH
OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT OF WHICH IS
HEREBY ACKNOWLEDGED BY THE PARTIES, THE AGENCY AND THE PARTICIPANT
AGREE AS FOLLOWS:
Section 1:
Term of Agreement.
(a) The rights and duties of the parties established by
this Agreement shall commence on the date of acceptance of
this Agreement by the governing board of the Agency as
evidenced by the signatures of its authorized officers as
appear on page 13, below, and thereafter this Agreement shall
terminate and be of no further force or effect August 6, 2002
unless prior to that time:
(i) the Participant ,delivers notice to Agency as
set forth in Section 10(a) suspending the obligation of
the Participant to pay the Agency further installments of
Project Study Costs and terminating this Agreement; or
(ii) the Agency delivers notice to the Participant
suspending the Project Study and terminating the
Agreement as set forth in Section 10(b); or
(iii) the parties agree to extend the term of this
Agreement in the sole discretion of each of them.
(b) The rights and duties of the parties established by
this Agreement shall be subject to mutual release and
discharge prior to August 6, 2002 by the governing board of
the Agency, at such time as the parties execute a separate
participation agreement (herein the "Project OPA/DDA") ,for a
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specific plan of reuse and redevelopment of a Project,on
terms, conditions and community redevelopment covenants as
mutually acceptable to the Participant and the Agency (the
"Project") in the sole and absolute discretion of each of
them."
Section 2.
[Reserved - - No Text]
Section 3.
[Reserved - - No Text]
Section 4.
Project Study.
(a) Within thirty (3D) days following the date of
approval of this Agreement by the governing board of the
Agency, the Agency shall in consideration with the Participant
initiate the preparation of a feasibility study for the
redevelopment of the Agency Implementation Area under one or
more specific Project scenarios as mutually proposed by the
Participant and the Agency (the "Project Study"). The Agency
may retain the services of a firm of community redevelopment
planning and environmental consultants to assist the Agency
staff in the preparation of the various investigations,
surveys and. reports appropriate in connection with the Project
Study and the evaluation of the Project. The parties shall,
as part of the preparation of the Project Study, agree upon a
specific allocation of responsibility as mutually acceptable
to pay for third party costs, if any which may be incurred.
(b) On a best efforts basis, the Agency shall cause the
initial phase of the Project Study as evidenced by the
completion of an "Initial Study" for the Project as this term
is defined under CEQA, to be prepared and completed at such
time as the Agency and Participant deem appropriate.
Thereafter, the Agency shall on a best efforts basis, and
subject to the cooperation of the Participant, cause a draft
environmental impact report for the Project to be circulated
for public comment and review by such time as the Agency and
Participant deem appropriate. Subject to the privilege of
either party to suspend the Project Study prior to its
completion as set forth in Section l(a) or (b), as applicable,
each of the parties presently believes that the Project Study
can be completed, including without limitation, the conduct of
a public hearing on a final environmental improvement report
for the Project, within one (1) year following the date of
approval of this Agreement by the governing board of the
Agency.
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Section 5:
the Project Study, the
good faith to:
Obligations of the Participant. During
Participant shall proceed diligently and in
(1) prepare a specific plan of development in sufficient
detail to be satisfactory for the purposes of considering the
terms of a proposed Project OPA/DDA for a well-planned and
high quality intermodal transportation/retail/commercial/
industrial/office reuse and redevelopment improvement of the
Agency Implementation Area which is also acceptable to the
Agency.
(2) prepare and complete reuse and redevelopment
marketing plans and feasibility studies as may be appropriate
for the types of intermodal transportation/ retail/commercial/
industrial/office users/tenants and improvements proposed to
be included within the scope of the Project OPA/DDA.
(3) obtain one or more commitment letters from qualified
commercial/industrial/office tenants for the reuse of the
Agency Implementation Area as part of this Project.
(4) cooperate with the Agency to the extent reasonably
feasible and without economic subsidy by the Participant to
accommodate the redevelopment interests, if any, of the owners
and intermodal transportation/ retail/commercial/ industrial/
office tenants of lands in the Agency Implementation Area as
part of the Project.
(5) keep the Agency advised as to the progress of the
matters noted above on a reg1l1ar basis, and submit to the
Agency within a reasonable time after the acceptance of the
Agreement a preliminary development proforma, together with
other pertinent information with respect to the redevelopment
of the Project.
Section 6: Agency to Limit Offers of Redevelopment
Assistance to Others. The Agency acknowledges that it deems the
reuse and redevelopment of the Agency Implementation Area to be
necessary as part of a sustainable plan for the prevention and
elimination of blight in the Agency Implementation Area and/or
nearby lands, and that the Participant appears to be well qualified
to undertake the task of further refining and finalizing a specific
and feasible plan for the redevelopment of the Project in a manner
which is compatible with the community redevelopment needs
objectives' within the Agency Implementation Area.
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During the time that this Agreement is in effect, the
Agency shall not offer or negotiate with any third party for the
purpose of considering the provision of redevelopment assistance in
connection with the acquisition or reuse and redevelopment of
property within the Agency Implementation Area. Further, the
Agency shall not offer or provide redevelopment financial
assistance or provide financing to third persons for the
installation of public improvements or otherwise exercise
redevelopment powers to assist with the assembly of lands or the
relocation of persons, households, or businesses within the Agency
Implementation Area except as may be set forth in the Project
OPA/DDA and on terms mutually acceptable to the Participant and the
Agency in the sole and absolute discretion of each of them.
During the time that this Agreement is in effect, the
Agency shall not be precluded, however, from acquiring lands in the
Agency Implementation Area from third parties on such terms as the
Agency and such third parties may agree, although the Agency shall
have no duty to. acquire any such lands, nor shall the Agency be
deemed to be precluded from furnishing to other persons or entities
unrelated to the Participant information in the possession of the
Agency relating to the Agency Implementation Area, and the Project
Study. The designation of community redevelopment activities and
projects which may be undertaken using Agency assistance in the
Agency Implementation Area, shall remain within the sole and
exclusive purview of the Agency to administer and approve. The
Agency may also provide any other information in its possession
which would customarily be furnished to persons requesting
information from the Agency concerning its activities, goals, and
matters of a similar nature.
Section 7: Agency Cooperation. During the term of
this Agreement the Agency shall use its best efforts to:
(1) Assemble and evaluate information in cooperation
with the Participant and to assist in the preparation of one
or more conceptual development plans for the proj ect of
sufficient detail to provide a basis for estimating the cost
of certain components of the reuse and redevelopment of the
Agency Implementation Area, including but not limited to
vacation, realignment or abandonment of public streets, alleys
and rights-of-way, and the installation and improvement of
public improvements within or of benefit to the Agency
Implementation Area and the completion of all required
environmental evaluation of the Project.
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(2) Select and retain the services of such consultants
as necessary or convenient to assist the Agency to prepare the
Project Study.
(3) Pursue public financing alternatives for the reuse
and redevelopment of the Agency Implementation Area and the
Project as may be necessary or appropriate.
(4) Consult, as appropriate, with third party owners of
lands concerning the coordination of the acquisition, reuse or
redevelopment of their property within the Project.
(5) The Agency shall, on a regul ar bas i s keep the
Participant advised as to the progress of the matters noted
above.
(6) The Agency shall use its best efforts to work with
federal agencies, Cal-Trans and other non-City agencies to
determine how sources for financial and other assistance from
such third party agencies, may be required and integrated into
a specific plan of redevelopment to implement the Project.
Section 8: Negotiation of a Project OPA/DDA. During
the course of the Project Study, the Agency and the Participant
shall exercise best efforts to negotiate the terms and conditions
of a Project OPA/DDA, which includes provisions and covenants
mutually acceptable to the parties in the sole and absolute
discretion of each of them for the reuse and redevelopment of the
Agency Implementation Area.
Section 9:
[RESERVED -- NO TEXT]
Section 10:
Optional Termination By Participant or By
Agency.
(a) Provided the Participant is not "in default, the
Participant may in its sole and absolute discretion exercise an
election to suspend the Project Study, and this Agreement shall
terminate and the parties shall be mutually released from any
further obligations hereunder; provided that the Participant gives
thirty (30) days written notice to the Agency and has paid all
Project Study costs allocated to the Participant, if any, under
Section 4(a)
(b) Provided the Agency is not in default, the Agency
may in its sole and absolute discretion exercise an election to
suspend the Project Study, and this Agreement shall terminate and
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the parties shall
hereunder thirty
Participant.
be mutually released from any further obligation
(30) days following written notice to the
(c) In the event that this Agreement may be terminated
by the Agency as set forth in Section l(a) (ii), the Agency shall
pay the Participant a sum of money equal to one-half (1/2) of the
Project Study Costs as allocated to the Participant under Section
4(a), if any, which have been previously invoiced and paid to the
Agency by the Participant. The Agency shall pay such sum to the
Participant within Sixty (60) days following the date of the notice
of the Agency terminating this Agreement.
Section 11: Participant Financial Disclosures. The
Participant acknowledges that it may be requested to make certain
financial disclosures to the Agency, its staff or legal counsel.
The Participant further acknowledges that it may be requested to
disclose to the Agency the relevant terms of its proposed methods
of financing to be used by the Participant for the reuse and
redevelopment of the Site. The Agency agrees that it shall
maintain all such information and records as a confidential
business matter of the Agency to the extent permitted by law.
Section 12: Participant Acquires
Property from the Agency and the Agency Assumes
Relocation Assistance.
No Interest in
No Liability for
(a) The Participant hereby acknowledges that it has not
acquired pursuant to this Agreement, any legal or equitable
interest in real property in the Agency Implementation Area from
the Agency.
(b) No tenant or other person in possession of any
interest in lands or improvements located in the Agency
Implementation Area is required or compelled to relocate as part of
this Agreement. The Agency shall not be responsible for the
payment of any claim for relocation assistance, as generally
described in Government Code Section 7260, et seq., to any such
person or business as of the date of the Agreement except as may
hereafter be specifically set forth in the Project OPA/DDA.
Section 13: Nondiscrimination. The Participant shall
not discriminate against nor segregate any person, or group of
persons on account of race, color, creed, religion, sex, marital
status, handicap, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the
Project nor shall the Participant establish or permit any such
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practice of discrimination or segregation with selection, location,
number, use, or occupancy of tenants, lessees, subleases,
subtenants, or vendees of the land.
Section 14: Defaults and Breach - General. Failure or
delay by either party to perform any material term or provision of
this Agreement shall constitute a default under this Agreement;
provided however, that if the party who is otherwise claimed to be
in default by the other party commences to cure, correct or remedy
the alleged default within thirty (30) calendar days after receipt
of written notice specifying such default and shall diligently
complete such cure, correction or remedy, such party shall not be
deemed to be in default hereunder.
The party that may claim that a default has occurred
shall give written notice of default to the party in default,
specifying the alleged default. Delay in giving such notice shall
not constitute a waiver of any default nor shall it change the time
of default; provided, however, the injured party shall have no
right to exercise any remedy for a default as set forth herein
without delivering the written default notice as specified herein.
Any failure to delay by a party in asserting any of its
rights and remedies as to any default shall not operate as a waiver
of any default or of any rights or remedies associated with such a
default.
In the event that a default of either party may remain
uncured for more than thirty (30) calendar days following written
notice, as provided above, a "breach" shall be deemed to have
occurred. Except for the exercise af a remedy for which the sole
remedy set forth herein is termination of this Agreement, in the
event of a breach, the party who is not in default shall be
entitled to seek any other appropriate remedy by initiating legal
proceedings. The costs, salary and expenses of the City Attorney
and members of his office in enforcing this Agreement shall be
considered as "attorney's fees".
Section 15: Termination of Agreement. In the event
t~at a breach has occurred under Section 14, the party who is not
then in default may terminate this Agreement by serving the other
party with a written notice of termination, and thereafter the
Agreement shall terminate thirty (30) days following the date of
service of the notice of termination on the other party.
Section 16: No Assignment of Agreement. This
Agreement shall not be assigned by the Participant (except to a new
or successor entity in which the principals of the Participant
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shall have either an ownership interest and or management control)
without prior written approval of the Agency, which the Agency may
grant or refuse at its sole discretion.
Section 17: Press Releases. The Participant agrees to
discuss any press releases it may propose relating to the Project
with a designated Agency representative prior to publication in
order to assure accuracy and consistency of the information.
Section 18: Notice. All notices required hereunder
shall be presented in person or by FAX, and confirmed by First
Class United States mail with return receipt requested. Notice
shall be deemed confirmed by United States mail effective the
second business day after deposit with the United States postal
service. Notice by personal service shall be deemed effective upon
receipt. Either party may change their address for receipt of
notice by notifying the other party.
TO PARTICIPANT:
Arthur Pearlman Corporation
1137 Second St., Suite 100
Santa Monica, CA 90403
Attn: Arthur Pearlman
Phone: (310) 260-2425
Fax: (310) 260-6334
COpy TO:
Mr. Edward Dygert, Esq.
COX, CASTLE & NICHOLSON
19800 MacArthur Blvd. Suite 600
Irvine, CA 92612-2435
Phone: (949)260-2642
Fax: (949)476-0256
TO AGENCY:
Redevelopment Agency of the
City of San Bernardino
201 North "E" Street, Suite 301
San Bernardino, CA 92401
Attn: Margaret Park, AICP
Phone: (909) 663-1044
Fax: (909) 888-9413
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Section 19: Authority. This Agreement may be executed
in counterparts and when fully executed by the parties each such
counterpart shall be deemed to be one original document. Each
signatory to this Agreement represents and warrants that he or she
has the authority to execute this Agreement on behalf of the party
which he or she represents.
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."
IN WITNESS WHEREOF, the undersigned have executed this
Agreement on the dates indicated next to each of their signatures
as appear below.
PARTICIPANT
Arthur Pearlman Corporation,
a California corporation
Date:
~(l"~(fY(
By:
CMh <U~
for Arthur Pearlman Corporation
AGENCY
Redevelopment Agency of the City
of San Bernardino
of the Community
elopment Commission of
City of San Bernardino
By:
Date:
/')
APPROVED~FORM'
By: 4 ~ -)r.. -~Y\-
gency Speclal Counsel
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