HomeMy WebLinkAboutCDC/2005-37
RESOLUTION NO.
CDCj2005-37
2
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE AMENDMENT NO.2 TO THE JUNE 2, 2003
DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) BY AND
BETWEEN THE AGENCY AND J.R. WATSON & ASSOCIATES
DEVELOPMENT CO. AND OTHER AFFILIATED ENTITIES AS
IDENTIFIED IN THE AMENDED DDA ("DEVELOPER")
3
4
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8
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency")
9
is a public body and politic, exercising governmental functions and powers and organized and
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existing under Chapter 2 of the Community Redevelopment Law of the State of California
11
(Health and Safety Code Section 33020, et seq.); and
12
WHEREAS, on June 2, 2003, the Agency entered into a Disposition and Development
13
Agreement (DDA) with J.R. Watson & Associates Development Co. (the "Developer") for the
l.f
transfer of the Property and development of 159 single family residential lots on 93.47 acres of
15
land (the "Project"); and
16
WHEREAS, on January 20, 2004, the Community Development Commission approved
17
the Clarification and Amendment No.1 to the DDA dividing the Project into four (4) parcels
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and adding University Park Holding, LLC, Campus Parkway, LLC, University Park, LLC, and
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Park-University, LLC as co-developers; and
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WHEREAS, the Developer has commence the development of the Project and has
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realized the need for commercial uses to complement the Project and provide needed services
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to the surrounding area residents; and
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WHEREAS, on July 19, 2005, the Planning Commission considered and recommended
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approval to the Mayor and Common Council, the Developer's request for a zone change to
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change the land use for about 7.6 acres, a portion of Parcel 3, from residential to commercial
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P:\Agendas\Resolutions\Rcsolulions\2005\OS-IO-17 Amendment No. 2-JR Watson COC Reso.doc
CDC/2005-37
for the construction of approximately 28,000 square feet of multi-tenant commercial center at
2 the northwest comer of University Parkway and Northpark Boulevard; and
3 WHEREAS, a second amendment to the DDA ("Amendment No.2") is required to
4 accommodate the following: to clarify the description of the Project and Scope of Development
5 which includes the development of retail/commercial and or office/commercial uses on a
6 portion of Parcel 3 of the Project and to further allow the Developer to seek subsequent
7 necessary zone changes affecting the Project; and
8 WHEREAS, Amendment No. 2 to the DDA relies on the Mitigated Negative
9 Declaration approved by the Planning Commission and the Mayor and Common Council on
10 July 19, 2005 and September 6,2005, and the Developer will be required to comply with the
11 City's Mitigation Monitoring/Reporting Plan for purposes of satisfying the California
12 Environmental Quality Act (CEQA) requirements for the DDA; and
13 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
14 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
15 FOLLOWS:
16
Section 1.
The Community Development Commission ("Commission") hereby
17
approves Amendment No. 2 to the DDA. The Executive Director is hereby authorized and
directed to execute Amendment No. 2 to the DDA on behalf of the Agency together with
18
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nonsubstantive and conforming changes as may be recommended by the Executive Director and
20
Agency Counsel. The Executive Director is hereby authorized to take all appropriate actions set
forth in Amendment No.2 to the DDA to implement the Project.
21
22
Section 2.
The Commission hereby relies on the City's Mitigated Negative
23
Declaration and Mitigation Monitoring/Reporting Plan for purposes of complying with the
CEQA and directs Staff to file a Notice of Determination with the County Clerk.
24
Section 3.
The Resolution shall become effective immediately upon its adoption.
25
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CDC/2005-37
2
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE AMENDMENT NO.2 TO THE JUNE 2, 2003
DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) BY AND
BETWEEN THE AGENCY AND J.R. WATSON & ASSOCIATES
DEVELOPMENT CO. AND OTHER AFFILIATED ENTITIES AS
IDENTIFIED IN THE AMENDED DDA ("DEVELOPER")
3
4
5
6
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Communit
7
Development Commission of the City of San Bernardino at a joint regular
meeting
8
9
thereof, held on the 17th day of October
Commission Members: Ayes Nays
ESTRADA ~
LONGVILLE X
MCGINNIS X
DERRY X
KELLEY X
JOHNSON X
MC CAMMACK X
, 2005, by the following vote to wit:
Abstain
Absent
10
I]
12
13
14
15
16
,2005.
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18
19
The foregoing resolution is hereby approved this
October
20
21
{" ~.-r..--
1 di Valles, Chairperson
o munity Development Commission
e City of San Bernardino
22
23
24
Approved as to form." a, nd Legall.., ntent:
Il '/~1
./;," ( .. rln '1/)
By. " .. v'd
Agency Cou el
25
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P:\Agendas\Resolutions\Resolutions\2005\05-10-17 Amendment No. 2-JR Watson CDC Reso.doc
CDC/2005-37
.J
AMENDMENT NO.2
2003 DISPOSITION AND DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
AND
J.R. WATSON & ASSOCIATES DEVELOPMENT CO.
DA TED JUNE 2, 2003
This Amendment No.2 to the 2003 Disposition and Development Agreement by and
between the Redevelopment Agency of the City of San Bernardino and J.R. Watson &
Associates Development Co., dated June 2, 2003, as subsequently amended on January 20,2004
by a Clarification and Amendment Agreement (this "Amendment No.2") is made this 1 ih day
of October, 2005, by and between the Redevelopment Agency of the City of San Bernardino, a
public body corporate and politic (the "Agency") and J.R. Watson & Associates Development
Co., a California corporation ("Watson"), University Park, LLC, a California limited liability
company ("UP"), University Park Holdings, LLC, a California limited liability company
("UPH"), Campus Parkway, LLC, a California limited liability company ("Campus"), and Park-
University, LLC, a California limited liability company ("Park") (collectively, the "Developer").
RECITALS
A. The Agency and the Developer entered into that certain 2003 Disposition and
Development Agreement by and between the Redevelopment Agency of the City of San
Bernardino and J.R. Watson & Associates Development Co., dated June 2, 2003 (the "DDA"),
providing for the sale to and development by the Developer of certain property.
B. The purpose ofthe DDA is for the Agency to facilitate the acquisition of the property
and the Developer's construction of the Project (as that teon is defined in the DDA) in
accordance with the requirements of the City of San Bernardino (the "City").
C. That certain Clarification and Amendment to the 2003 Disposition and Development
Agreement by and between the Redevelopment Agency of the City of San Bernardino and J.R.
Watson & Associates Development Co., dated June 2, 2003, was made and entered into as of
January 20, 2004 ("Clarification I"). The City divided the property, in accordance with the
Development Code for the City of San Bernardino and the Government Code of California, into
Parcels 1, 2, 3 and 4 of Parcel Map 16307 (the "Property"), as indicated on Exhibit "A" attached
to "Clarification I". (Parcel Map 16307 was recorded October 17,2003, as Document No. 2003-
0786277, in Book 200, Pages 70 through 76, inclusive, of Parcel Maps). Clarification I
provided, among other things, that UPH, Campus, UP and Park should also be deemed the
Developer along with Watson, that UPH would take title to Parcell, Campus would take title to
Parcel 2, UP would take title to Parcel 3, and Park would take title to Parcel 4. Clarification I
further provided that although Watson would remain jointly and severally liable with each of
UPH, Campus, UP and Park, the Developer obligations, covenants, conditions and restrictions
under the DDA would apply to each of UPH, Campus, UP and Park only as to the particular
parcel acquired and owned by such entity.
P:\Agenrlas\Agenrla AttachmcntslAgnnts-Amend 2005\05-10-17 Amendment No 2 IR Watson DDA I_doc
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D. On or about May 13, 2004, the Agency conveyed fee title to Parcell to UPH, fee title
to Parcel 2 to Campus, fee title to Parcel 3 to UP and fee title to Parcel 4 to Park.
E. Subsequent to the execution of the DDA and Clarification I, the parties hereto have
received additional information relative to the development of the Project by the Developer, and
proposed a further amendment to the DDA partially on the basis of certain additional facts and
infonnation received from the Office of the President, California State University, San
Bernardino, endorsing certain zone changes and a General Plan Amendment to allow for
commercial development on portions of the Property to provide an attractive and welcoming
gateway to the Project and said University. Additionally, the Planning Commission of the City
of San Bernardino (the "Planning Commission") approved the zone changes on July 19, 2005,
and the Mayor and Common Council ratified the zone changes on September 6, 2005, on the
basis that the proposed land use changes will maintain an appropriate balance of land uses to
residents in the immediate area and enhance the surrounding residential areas with commercial
development opportunities that will provide necessary daily goods and services required by the
adjacent residents. The Planning Commission and Mayor and Common Council were presented
with evidence that the proposed land use changes and the projects to be built with respect thereto
will be compatible with the areas and will be a complementary land use to the surrounding retail
commercial activities and that there will be no land use conflict; furthennore, no environmental
adverse impacts would result from the construction and operations of the projects as will be
permitted pursuant to the action of the Planning Commission and the Mayor and Common
Council.
F. The parties, and each of them, desire to further amend the DDA to reflect the
additional inforn1ation received by the parties and further delineate the obligations and duties of
the parties, and each of them, relative to the development ofthe Project.
NOW, THEREFORE, for a good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties agree as follows:
I. Description of Proiect and Scope of Development.
The Description of Project and Scope of Development attached as Exhibit "B" to the
DDA, as amended by Clarification I, is amended to add the following language to the text and
Attachment Nos. 1 and 2 to this Amendment No.2:
"Without detriment to the provisions of Sections 1.02 and 4.01 of the DDA and to the
foregoing description of the development, the parties hereto understand, acknowledge and agree
that the Project shall also consist of the development of retail/commercial and/or
office/commercial premises on that portion of Parcel 3 of Parcel Map No. 16307, as shown on
Attachment "I" and as legally described on Attachment "2" to Exhibit "B" hereto (the
"Commercial/Retail Development Site").
2
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2. Development of the Proiect bv Developer.
Section 3.01(b) of the DDA is hereby amended to add the following:
"Notwithstanding the foregoing, the parties understand, acknowledge and agree that the
Developer may seek zoning changes affecting the Property, and specifically, but without
limitation, affecting certain portions of the Property to be determined by the Developer as
suitable for an appropriate zone change subject to approval by the Planning Commission and/or
the Mayor and Common Council, as appropriate. The parties further understand, acknowledge
and agree that (i) the Developer is authorized under this DDA to proceed with making such
application seeking such changes of designation (zoning) and that (ii) approval of any
application for such changes, shall be deemed to apply to the relevant portions of the Property as
so determined by the Developer subject to approval by the Planning Commission and/or the
Mayor and Common Council, and/or as appropriate. Any such subsequent zone changes as
approved by the Planning Commission and the Mayor and Common Council, as appropriate,
shall not necessitate any further amendments to the DDA. The Agency further acknowledges
and agrees that by complying with the provisions of any such approved application for changes,
the Developer is in compliance with the "City's zoning ordinance" as that term is used in this
Section 3.01(b), for all purposes, without any further requirement for modification or variance."
A new Section 3.01(y) is hereby added to the DDA to read as follows:
"The Developer shall comply with all obligations imposed under state law in connection
with the development of the Project in accordance with the requirements of any supervisory
agency having jurisdiction over the Project. The Developer acknowledges that it is not the
responsibility of the Agency to monitor or enforce any such requirements and the Developer
agrees to hold harmless from and indemnify the Agency against any liability, cost or claim
resulting from the Developer's breach of the requirements of any such supervisory agency, as
such requirements may be amended or interpreted from time to time as applicable to the Project.
Such obligations to be assumed by the Developer include, but are not limited to, compliance with
the mitigation monitoring plan approved by the City or the Agency as part of the environmental
review and approval in connection with the approvals for the Project construction and
implementation of which shall be undertaken by the Developer pursuant to the DDA."
3. General Provisions.
(a) The recitals set forth above are true and correct and are incorporated into this
Amendment NO.2 by this reference, as though fully set forth in this Amendment No.2.
(b) All terms, phrases or words indicated to be defined terms by initial capitalization
that are not specifically defined in this Amendment No.2 shall have the meaning ascribed to the
same term, phrase or word in the DDA, as amended by Clarification I. Terms, phrases and
words defined in the recitals of this Amendment No.2 are also incorporated into the DDA and
this Amendment No.2, by this reference.
3
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(c) Except as expressly amended by this Amendment No.2, the DDA, as amended by
Clarification I, is in all respects ratified and confirmed and all the terms, provisions and
conditions of the DDA (including the previously approved and executed Clarification I), as
amended by this Amendment No.2, shall be and remain in full force and effect.
(d) This Amendment No. 2 may be executed by the Agency and the Developer in
duplicate original counterparts, each of which shall be considered an original, but all of which
together shall constitute one and the same instrument.
(e) The agreements contained in this Amendment No.2 shall not be construed in
favor of or against either the Agency or the Developer, but shall be construed as if both the
Agency and the Developer prepared this Amendment No.2.
(t) The DDA, together with Clarification I and as amended by this Amendment No.
2, constitutes the entire agreement between the Agency and the Developer and the Agency and
the Developer intend that the DDA, together with Clarification I and as amended by this
Amendment No.2, to be the final expression of their agreement with respect to the subjects
covered therein and a complete and exclusive statement of such terms.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.2
as of the dates set forth below.
AGENCY
Date: /~~1h~
/ /
By:
APPROVED AS TO FORM:
[NOTARY ACKNOWLEDGMENTS ATTACHED]
4
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CDC/200S-37
DEVELOPER
l.R. Watson & Associates Development Co.
a California corporation
Date: J 0- "2.-~. t? S
By:
Its:
Uni ersity Park Holdings, LLC,
a California limited liability company
/"
Date: fj .~ Z/ rlJ 5
By:
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I\,~V~L-'( ~~_
Its:
Campus Parkway, LLC,
a California limited liability company
Date: / V - 20~b5
By:
~
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Its: Au rk~?(JJ ~)I',,",/6:;\
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University Park, LLC,
a California limited liability company
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Date: - Z? .-0.5
By:
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/J.v(k~}0J <:::V)~
Its:
Park-University, LLC,
a California limited liability company
Date: ~80t'(OS
By:
Its:
[NOTARY ACKNOWLEDGMENTS ATTACHED]
5
P:\Agendas\Agcnda Altachments\Agrmts-Amend 2005\05-10-17 Amendment No 2 - JR Watson DDA I.doc
CDC/2005-37
Attachment "I" to Exhibit "B" ofthe DDA
Parcel Map No. 16307
6
P:\Agendas\Agenda Attachments\Agrmts-Amend 2005\05.10-17 Amendment No 2 - JR Watson DDAl.doc
CDC/2005-37
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Attachment "2" to Exhibit "B" of the DDA
Legal Description of Parcel 3 of Parcel Map No. 16307
PARCEL 3
Those portions of Parcel 3 of Parcel Map No. 16307 on file with the County of San Bernardino
described as follows:
Lots 164 and 165 as shown on Amended Tentative Tract Map No. 16509, dated January 18,
2005, on file with the City of San Bernardino, County of San Bernardino, State of California.
7
P:\Agendas\Agcnda Attachments\Agrmts.Amcnd 2005\05.10-17 Amendment No 2. JR Watson DDAl.doc
CDC/2005-37
[.
CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT
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State of California
} ss.
County of SAN !3FXNFM2D//U6
Date
before me, U 5.Jq 4.. 6cME2
Name and Title of Office (e.g., "Jane Doe, Nota
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personally appeared
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1(1'.., LISA A. GOMEZ acknowledged to me thate'~Re,~A9I'- executed@
;( Commission # 1383245 z the same in @>,'A8F.'U'lgir authorized ~I
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~ Signer Is Representing: ~
~~~~~~'Q<;.~~^Q(.~"<X,~~~^Q(.~~~~~~~~~~'Q":I<:l.<,.~4
@1999 National Notary Association. 9350 De Seta Ave., P.O. Box 2402' Chalsworth, CA 91313-2402' www.NalionaINotary.org
Prod. No. 5907
Reorder: Call Toll-Free 1-800-876-6827
CDC/2005-37
CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT
S,"",I ceft- 4- .
County of V ~
/~ Z~ 2ftJ3
oM D," ~/ before~e
personally appeared ~
~nally known to me
LJ proved to me on the basis of satisfactory
evidence
-------~l
-- -- --
(!"- CAROl COLBERT
t_ CC)lMIIISlOn # 1470645 ~
i NotalY PublIC . CcdIomIO ~
! Los Angel8S eountY ~
i_ ~ _ ~~:..~~1~
to be the person(st whose name(sj is/al'&
subscribed to the within instrument and
acknowledged to me that he/sRefltley executed
the same in his/herlttTeir authorized
capacity(i9Gf-, and that by his/~
signatureW on the instrument the person(~, or
the entity upon behalf of which the person~
acted, exec the instrument.
,I
I
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Descrlpt;on of Attac~ . !j;j,1az );'6-~ 461yitc
Title or Type of Document (7/1 .6 6. ( ';i ''/tf' /) ~ 6j!; J].J
Document Date: (/J~ Z:E I ~ Number of Pages: 7 _
, ----;--
Capacity(ies) Claimed by Signer
Signer Is Representing:
Signer's Name:
D Individual
D Corporate Officer - Title(s):
U Partner - D Limited [1 General
U Attorney-in-Fact
D Trustee
D Guardian or Conservator
D Other:
@1999NationaINotaryAssociation.9350 De Solo Ave, P_O. Box 2402. Chatsworth, CA 91313-2402. www,nationalnotary.org
Prod. No. 5907
Reorder: Call Toll-Free 1-800-876-6827
..
CDC/200S-37
CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT
/it!-
TI /ll;::/~Mi")
Name(s) of Signer(s)
personally appeared
~nally known to me
D proved to me on the basis of satisfactory
evidence
I,
Ja~ -,"" - - :CHn=~~ - J
~ -. NotaIy PubIc - CaIfona i
j' Los AngeIea CounIv -
_ _ _ ~~:.~_~l~~t
to be the person~ whose namew is/__
subscribed to the within instrument and
acknowledged to me that he/sheiUley executed
the same in his/h~ authorized
capacity~, and that by his/~
signature(s) on the instrument the person(-t, or
the entity upon behalf of which the person(~
acted, executed the instrument.
OPTIONAL
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fraudulent removal and reattachment of this form to another document.
Signer's Name:
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
o Individual
o Corporate Officer - Title(s):
D Partner - D Limited D General
U Attorney-in-Fact
D Trustee
D Guardian or Conservator
II Other:
[
I Signer Is Representing:
@ 1999 National Notary Association' 9350 De Soto Ave., PO. Box 2402. Chalsworth, CA 91313-2402' www.nationalnotary.org
Prod. No. 5907
Reorder: Call TolI.Free 1-800-876-6827
CDC/200S-37
CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT
personally appeared
~nally known to me
D proved to me on the basis of satisfactory
evidence
J6j" u - :=:~ "I
I NoIary NIIIc . c:cena
j' IoI~CowlIv ~
_ _ _ ~~:..~_~1~
to be the person(sj-whose name(sr is/_
subscribed to the within instrument and
acknowledged to me that he/s~ executed
the same in his/h~ authorized
capacity(ies)., and that by his/hBfi#!eTr
signaturefal- on the instrument the person(.&l, or
the entity upon behalf of which the person(~
acted, executed the instrument.
(j:s my h,"'
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Though the information below is not required by law, it may prove valuable 10 persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
I,
Document Date:
I'
I
I
I
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name:
U Individual
n Corporate Officer - Title(s):
D Partner - II Limited D General
D Attorney-in-Fact
D Trustee
D Guardian or Conservator
D Other:
ssociation' 9350 De Solo Ave, P.O. Box 2402. Chatsworth, CA 91313-2402' www.nationalnotary,org
Prod. No. 5907
Reorder: Call Toll-Free 1-800-876-6827
CDC/2005-37
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
~~.ct'~~'-
State of California
()t (L\~L
~
On J)~}.,f--<t , .J-u D-&;
personally
appeared
me,
Ltc...
County of
Date
~ RAlANNA CHA''''Z
- Co yr;
i.: No::m/saion ill 1496731
C . y PubIc - COIItomIa f
Orange COUI1IV -
_ _ ~:~m:.Ex~,"-J~2~~
n I ~ _ Na,me!S) of Signerls) .
'-- V\lL( 'u <? <~ Vi C\.. VV'\. "'Y' ~
"
~perSOnallY known to me
] 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 capacity(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.
WITN
Place Notary Seal Above
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and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document,
Tille or Type of Document: Un i\,jJ.fS Ihi ~a. ck
I
Document Date:
~f'^& . dc'':1 r4+to.cJru..d. -~(' h~;bf 8'/
1-
Number of Pages:
Signer(s) Other Than Named Above:
"".
Capacity{le~imed by Signer(s)
Signer's Name:
o Individual
:J Corporate Officer - Tille(s):
:J Partner - LJ Limited [] General
U Attorney in Fact
[] Trustee
[[ Guardian or Conservator
n Other:
Signer Is Representin
RIGHT THUMBPRINT
OF SIGNER
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Signer Is Representing:
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@2004 National Notary Association. 9350 De Soto Ave., P.O. Box 2402 . Chatsworth, CA 91313-2402 Item No. 5907 Reorder: Call TolI.Free 1-800-876-6827