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Home My WebLink About1988-306 .. , 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 88-306 RESOLUTION OF THE CITY OF SAN BERNARDINO CONSENTING TO THE EXECUTION OF A THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTIONS RIGHTS BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AND CENTRAL CITY COMMERCE CENTER. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The Mayor of the City of San Bernardino is hereby authorized and directed to execute for and on behalf of said City a Consent Clause contained in the Third Amendment to Parking License and Ease With Option Rights between the Community Development Commission of the City of San Bernardino and Central City Commerce Center, a copy of which is attached hereto as Exhibi t n 1 n, and incorporated herein by reference as fully as though set forth at length. I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a meeting thereof, held on requ1ar the day of , 1988, by the following 15th Auqust vote, to wit: AYES: Council Members Estrada, Reilly, Flores, Maudslev. Minor, Pope-Ludlam, Miller NAYS: None ABSENT: None ~$//C4~~ ,/ City C1erl.; 7-8-88 DAB:cm 1 " .. 1 2 The foregoing resolution is hereby approved this /~/~ day 3 of August 4 5 Evlyn Wil ox, ayor City of San Bernardino 6 Approved as to form 7 an legal content: 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 7-8-88 2 DAB:cm 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ~, ~. )(-- -- --:".-"f.:" '/' -, 1 2 3 4 5 6 7 8 THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTION RIGHTS THIS THIRD AMENDMENT entered into effective the day of 1988, between the COMMUNITY -------------------------- , DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, CALIFORNIA, hereinafter "Agency", and CENTRAL CITY COMMERCE CENTER, a California general partnership, as licensee, hereinafter 9 "Center", and consented to by the CITY OF SAN BERNARDINO, 10 hereinafter "City", amends that certain Parking License and 11 Easement with Option Rights entered into between the parties on 12 the 21st day of April, 1983, as previously amended pursuant to 13 Resolution No. 4737 of the Community Development Commission and Resolution No. 85-84 of the City of San Bernardino, and as further amended effective June 2, 1986, pursuant to Resolution No. 4884 of the Community Development Commission and Resolution No. 86-192 of the City of San Bernardino. 1. Recitals. The parties hereto desire to amend that certain Parking License and Easement with Option Rights, hereinafter referred to as the "Agreement", heretofore entered into as specified above to delay the start of a portion of the $20.00 per space, per month, lease payment, to provide for exterior maintenance and appearance, to provide for joining a maintenance and security district if one is formed for the Main Street Revitalization Project, and to provide for approval by the Agency of exterior building and parking area facade improvements in keeping with the Main Street Revitalization Project. 7-8-88 DAB:cm 1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2. Implementation. The parties heretofore agree that: A. Paragraph 2.5 as added to the Agreement by the First Amendment dated April 4, 1985, is hereby amended to read as follows "2.5 Notwi thstanding the provisions of Section 2.3 above, payments by Center, as licensee, for the monthly parking space charges shall be postponed until January 1, 1995, at which time the monthly charges shall begin to be due and to be paid by Center to Agency. Except that upon execution of this Third Amendment, Center shall commence and continue to pay the operation and maintenance costs for said parking spaces to Agency as periodically established. All sums accrued and past due for monthly parking space charges are hereby excused, and shall not become due. On January 1, 1995, the licensee shall forthwith commence monthly payments at the rate of $20.00 per month, per space, for each of the parking spaces included in the 'J' building and for each of the parking spaces covered by this agreement in the parking structure. This amendment shall have no effect whatsoever upon payment of the $13,000 annually involving reimbursement for the cost of establishing parking spaces in the 'J' building, and the monthly per space charge shall be subject to adjustment periodically as provided for in Section 2.3." B. Paragraphs 2.6, 2.7 and 2.8 are hereby added to the agreement to read as follows: "2.6. Center shall provide and maintain exterior maintenance and appearance of the Woolworth building to the 7-8-88 DAB:cm 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 satisfaction of Agency and hereby agrees to join a maintenance and security district if one is formed for the Main Street Revitalization Project or any similar downtown rehabilitation program. " "2.7. Center agrees to make such improvements as are required by the Main Street Revitalization Project or any similar downtown rehabilitation program to the exterior building and parking area facade, provided that the cost of any such improvements shall not exceed the total sum of $50,000 including costs in the approximate amount of $33,588 for exterior improvements as presently planned. Upon execution of this agreement Center hereby agrees to deposit said amount with Agency. Should any portion of said $50,000 not be used for such improvements within three (3) years of said date, such excess shall be returned. The west wall of the building is to be resurfaced in such a manner as to be compatible with and architecturally conform to the existing north wall. All such proposed improvements shall be first submitted to the Agency for approval." "2.8 A wrought iron security fence to be approved by the Project Manager of San Bernardino Downtown Main Street, Inc. shall be installed around the transformer. In addition, the transformer pad shall be designed to drain to the street." 3. This Amendment shall only take effect if the County of San Bernardino or another tenant acceptable to Agency takes possession of the building on or before December 31, 1988. 7-8-88 DAB:cm 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Should such not occur then this Amendment shall be null and void and all amounts previously due and owing to Agency shall again become due and owing. 4. In all other respects the Parking License and Easement with Option Rights as entered into on the 21st day of April, 1983, and as previously amended, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the date and year first set forth above. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO CENTRAL CITY COMMERCE CENTER A Calif. General Partnership By By NICHOLAS J. COUSSOULIS, A General Partner Chairman By By Secretary DR. JEROME T. TAUREK, A General Partner Approved as to form and legal content: AGENCY COUNSEL BY~~ 7-8-88 DAB: em 4 1 2 The City of San Bernardino hereby consents to this 3 Agreement. 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ATTEST: CITY OF SAN BERNARDINO By Evlyn Wilcox, Mayor City Clerk Approved as to form an legal content: 7-8-88 DAB:cm 5 SUMMARY Lease between County Adoption and Central City Commerce Center (Woolworth Building) Leased Space Office Storage 19,873 SF 13,678 SF TOTAL 33,551 SF Terms: 7 years with three 2-year options to extend. Rate: Office Space - .95~/SF beginning with year one increasing annually by 2.5%; plus Storage Area -.40~/SF commencing year three NOTE: Office space includes parking fees, common area maintenance, tenant improvements and furnishings. ( Monthly Rent Schedule: Year Total 8ulldlnq Office Space 8asement I $18,985 ( 57~/SF> $18,985 (95~/SF) $ 0 (O~/SF) 2 $19,432 (58~/SF> $19,432 ( 98~/SF> $ 0 (O~/SF> 3 $25,361 (76~/SF) $19,890 ($l.OO/SF) $5,471 (40~/SF) 4 $25,831 (77~/SF> $20,360 ($1.02/SF) $5,471 (40~/SF> 5 $26,313 (78~/SF> $20,841 ($1.05/SF> $5,471 (40~/SF) 6 $26,806 (80~/SF> $21,335 ($1.07/SF) $5,471 ( 40~/SF> 7 $27,312 (8It/SF> $21,841 ($1.10/SF> $5,471 (40t/SF) NOTE: For extensions the rate Is to be renegotiated with "consideration" to be given to the County's position that the rent should be reduced $4,175 per month (21~ over the office space or 12t over the full building) to reflect the end an amotlzatlon period for tenant Improvements. This would bring rates back to about 69t overall or 89t for office plus 40t for the basement. This would reflect a value of $250,000 to $300,000 for the improvements depending upon the interest rate used. 7/21/88:4181G ? () .~... ( '~i I " '., /". I . I.' \ ^ -- . , :' - I No. 118 Jan. 1984 MEMORANDUM REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, CALIFORNIA DATE October 20, 1988 TO Shauna Clark, Clty Clerk FROM James E. Robblns, Acting Executive Dlrector SUBJECT CC - CENTRAL CITY COMMERCE CENTER (WOOLWORTH) The attached letter was received In response to our request for execution of Third Amendment to Parking License and Easement Agreement approved by Council and Commlsslon on August 15, 1988. Redevelopment Agency staff ls submlttlng Central City Commerce Center's suggested revlslons to Redevelopment Committee on November 7, 1988. Their recommendation wll1 then be submitted to Councll/Commlsslon on November 21, 1988. Icv,<~ ~ James E. Robbi ns Acting Executive Director JR:SG:sm:4513G cc: Street .~ ::II IT1 ~ B <: m 0 ~ I C") :::j '-0 -< C") w .. ~ g:J ox Attachment Gary Wagoner Sue Gonzales Margie Vance Chron ,. , GRESHAM. VARNER. SAVAGE. NOLAN &: TILDEN L.A.W OFl"lCES 800 ROBTB AltBOWBBAD .~.. BUITJ: 300 SAX IIZIDiABDDlO. CAJ.Il'OBNl6. D8401 (1JA) 884-2171 . (714) 824.96U .&LUDt' ..0000DX nua D. uun: PIDLIP II. aAVAGB. DI ".If C.lIOl.d Ji(. WJ:W4J( TIU)Df tDKBS .oOOOD IIOK 4.08'I'OJCB DOlUS 1f..JACOBSON ft&PJUJI o. bLUOJf _Eft Y. mnz..n. aoaur ~ COC'eltd" .JOB .. JlcCAULl:T PftB8 II. ~ .DaT I. mPPDBu.GB BdT Y. B21ZDZ FDDBJUa J. BJCJ:)UJ( IUC.....:D D. JUE.A. PADJa O. KITCHELL DOKAI.D W. JOIID6X .. COlIllSm. October 13, 1988 BY HAND DELIVERY Mr. John Hoeqar REDEVELOPMENT AGENCY 300 North "0" Street San Bernardino, CA 92401 RE: Central City Commerce Center - Woolworth Buildinq Dear John: This letter is in response to our discussions relative to your revised draft of the Third Amendment to Parkinq License and Easement With Option Riqhts. Our understandinq of the aqreement between the parties was that the developer aqreed to spend $50,000.00 primarily for improvinq the appearance of the exterior of the buildinq and parkinq area facade Jursuant to the Main Street Revitalization Project. This concept was contained in Section 2.7 of our oriqinal draft. - - - 0ftlQ. IlOIIlt COPY_ ,/ However, Section 2.7 of your revised draft requires the developer to deposit the sum of $50,000.00 with the Aqency, which was not the intention of the parties. To date, the developer has spent $33,588.00 replacinq and remodelinq the exterior and facade of the buildinq. Additionally, the developer has contracted and expended an additional $40,545.51 on the beautification and appearance proqram as follows: Electrical/Transformer Area Pad Wrouqht Iron Security Gates Decorative Hardscapes Buildinq Awninqs $13,447.00 900.00 500.00 10,185.86 GRESHAM, VARNER, SAVAGE, NOLAN" TILDEN LAW OJI'FICI!:S Mr. John Hoegar October 13, 1988 Page 2 OVerflow/Emergency Roof Drains Exterior Plaster (in addition to the original contract) Exterior Paint (in addition to the original contract) Wrought Iron Gate System (at the south/west entry inside the parking structure) 6,620.00 4,329.65 2,850.00 1,713.00 As you can see, the developer has spent at least the sum of $74,133.51 which we believe complies with the agreement intended by the parties. Accordingly, we respectfully request that Section 2.7 be modified in accordance with the earlier draft. I am enclosing a copy of Section 2.7 in the form submitted to the Agency along with the signature copies of the Agreement. If you are in agreement, please incorporate this change and return the copies for signature. If you have any questions concerning the foregoing, please do not hesitate to contact me. . Very BDV/cuh Enclosures cc: Mr. Nicholas J. Coussoulis Mr. James E. RObbins, Acting Executive Director ...' , --- '-' - '- ,." '-. REDEVELOPMENT AGENCY - REQUEST FOR COMMISSION/COUNCIL ACTION FROM: James E. Robbins, Acting Executive Director SUBJECT: HOOLHORTH BUILDING - THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTION RIGHTS DATE: AUGUST 8, 1988 yr-jG~ Synopsis of Previous Commission/Council Action: 3-02-21 Resolution No. 83-53 adopted a Parking License Easement Agreement, Central City Commerce Center, Woolworth Building. 84-02-18 Approval in concept of Amendment to Lease. Agency Counsel instructed to prepare. 85-03-07 Resolution No. 4737 adopted an Agreement amending Parking License and Easement Agreement. 88-05-31 Resolution No. 5115 authorized execution of a Grant of Easement to Southern California Edison Company for installation of a new transformer. 88-08-01 Resolution No. 5138 was adopted. (MAYOR AND COMMON COUNCIL) Recommended Motion: MOVE TO ADOPT A RESOLUTION OF THE CITY OF SAN BERNARDINO CONSENTING TO THE EXECUTION OF A THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTION RIGHTS BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AND CENTRAL CITY COMMERCE CENTER. (Continued on page 2) L~ CJ1 gna ture Q~ Contact Person: James E. Robbins SupportinQ data attached: Yes FUNDING REQUIREMENTS: None Phone: Ward: Project: CC (Ent. Zone) 384-5081 Date: August IS, 1988 Council Notes: 4237G:GBW:sm 8/15/88 Agenda Item No. /5 ~'- '- r- '-' c (COMMUNITY DEVELOPMENT COMMISSION) RESOLUTION OF THE C<>MMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF A THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTION RIGHTS BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AND CENTRAL CITY COMMERCE CENTER AND REPEALING RESOLUTION NO. 5138. 4237G:GBW: sm 8/15/88 2 - --- ...- '- ,,- '- S T A F F R E P 0 R T On February 4, 1988, the Committee approved, In concept, a ThIrd Amendment to the Parking License and Easement with Option Rights. Based, In part, upon that approval the developer proceeded with a lease to the County's Social Service Department. The attached amendment corresponds to the concept approved by the Committee except that the assistance Is reduced from $20 per space to $14.40 and reqUirements are added relating to Improvements In the area around the electrical transformer. BACKGROUND In 1983, the Agency entered into an Agreement with the owners of the Woolworth Building. leasing to them 80 total spaces In the 3-level parking structure 35 on the third level and 45 spaces on land leased by the Agency from Central City Company (IS-year lease). Under the terms of the lease. the owners of the Woolworth Building pay to the Agency $13.000 per year for five years, for a total of $65,000 to reImburse the Agency for the cost of construction of the 45 spaces on the ground level (referred to as the "J" site>. OWners are also obligated to pay $20/month plus CPI adjustments for each parking space. In the past, the owner has had difficulty leaSing the building. The Commission, recognizing the financial hardships of the owner, granted two amendments relieving payments until a tenant could be obtained. The County of San Bernardino Department of Social Service has agreed to a lease rate at $0.95/SF. This extremely low rate represents the developer'S competitive bid to entice the County to relocate to the downtown area. This has saved 126 Immediate jObs in San Bernardino. The developer has agreed to join Main Street security and maintenance districts If they are formed. In additIon the developer has agreed to spend up to $50.000 to make such Improvements as are required by the Main Street Revitalization Project to the exterior building and parking structure facade. The developer will expend approximately $33,588 on the building facade leaving $16,412 to be applied to the parking structure facade. The amount for the parking structure will be paid to the Agency upon occupancy of the building. The "J" site which provides 45 of the 80 spaces is owned by the Central City Company and is leased to the Community Development Commission with an option to purchase for $135,000 plus annual CPI adjustment startIng in 1998. The current lease payment Is $1,500 per month. The first five years were at $920 per month, the second five Is $1,500 and the final five will be at $2,500. There are options to extend for 40 years. Agency pays taxes, insurance and repairs. There is no payment to Central City Company for the 35 spaces although, at one time, there had been some reimbursement for a portion of the cost of a parking contro 1 sys tem. 4237G:GBW:sm 8/15/88 3 ..-- '-- - '- ,-~" ~ PROPOSED AMENDMENT The developer requested $285,410 of assistance In November of 1987. The proposed agreement will provide $96,768 spread over 7 years ($13,824 per year). The proposed Third Amendment would change the developer's obligations as follows: a. Delay the start of the $20 lease payment per parking space per month for seven (7) years; however developer to pay $5.60 plus Increases per space per month for operation and maintenance. b. Developer to provide exterior maintenance and appearance as well as agreement to join maintenance and security district If one Is formed for the Main Street Revitalization Project. c. Developer to pay up to $50,000 for facade improvement to the building and parking structure. d. The west wall of the building Is to be resurfaced by developer In such a manner to be compatible with and architecturally conform with the existing north wall. e. A wrought Iron security fence will be Installed by developer around the transformer. The security fence Is to be approved by the Project Manager of San Bernardino Downtown Main Street, Inc. f. The transformer pad will be designed by developer to drain to the street. Staff and the Committee recommend that the Commission authorize the execution of the Third Amendment. 4237G:GBW:sm 8/15/88 4 '-' 1 RESOLUTION NO. 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF 3 A THIRD AMENDMENT TO PARKING LICENSE AND EASEMENT WITH OPTION RIGHTS BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY 4 OF SAN BERNARDINO AND CENTRAL CITY COMMERCE CENTER AND REPEALING RESOLUTION NO. 5138. 5 ,-.,-.. BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF 6 THE CITY OF SAN BERNARDINO AS FOLLOWS: 7 SECTION 1. Resolution No. 5138 is hereby repealed. 8 SECTION 2. The chairman and Secretary of the Community 9 Development Commission of the City of San Bernardino are hereby 10 authorized and directed to execute for and on behalf of the 11 Redevelopment Agency of the City of San Bernardino a Third 12 Amendment to Parking License and Easement with Option Rights 13 between the Community Development Commission of the City of San 14 Bernardino and Central City Commerce Center, with such ~ 15 nonsubstantive changes to said Amendment as may be approved by 16 the Chairman and Agency Counsel. A copy of said Amendment is 17 attached hereto as Exhibit nln and incorporated herein by this as 18 though fully set forth at length. 19 Dated: 20 Approved as to form and legal content: 21 AGENCY COUNSEL ...-' 22 23 24 25 26 27 28 '-- 7-9-88 DAB:cm 1 1 The foregoing resolution was duly adopted by the following - 2 to vote, to wit: -- - '- - '"- 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 AYES: Members ------- NAYS: ABSENT or ABSTAIN: -9-88 AB:cm 2 SECRETARY'S CERTIFICATE OF ADOPTION AND AUTHENTICATION '- I, Secretary of the COllUDunity Development COllUDission, DO HEREBY CERTIFY that the attached ReSOlution is a true and correct copy of ReSOlution No. adopted , 19_, by the COllUDunity Development COllUDission of the City of San Bernardino, by the vote set forth below, and that said Resolution has not been amended or repealed. COMMISSION MEMBERS YEAS ESTHER R. ESTRADA 1=1 JACK REILLY 1=1 JESS FLORES 1=1 ,-.. ~ MICHAEL MAUDSLEY 1=1 TOM MINOR 1=1 VALERIE POPE-LUDLAM 1=1 NORINE MILLER 1=1 DATED: , 1988. Check Appropriate Box NAYS ABSENT ABSTAIN 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 1=1 Secretary of the COllUDunity Development COllUDission of the City of San Bernardino .~.,...... '- [SEAL] SBE00088/2356S ,~. ~ PRE-PARTICIPATION AGREEMENT BETWEEN THE COMMuNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND EMPIRE DOME CORPORATION FOR THE DEVELOPMENT OF A SPORTS AND ENTERTAINMENT FACILITY WITHIN THE CITY OF SAN BERNARDINO THIS AGREEMENT, entered into effective the of day , 1988, by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a public body corporate and politic, hereinafter "Agency", and EMPIRE DOME CORPORATION, a California corporation, hereinafter "Owner", constitutes the agreement -- '- of the parties as to the matters set forth hereinafter. WITNESSETH: WHEREAS, there is certain property located within the City of San Bernardino generally described as --------------- (the "site"), which Agency desires to have developed into a sports and entertainment facility with onsite parking facilities and attendant commercial, retail and residential development (the "Project"); and WHEREAS, Owner represents that it has the experience including onsite parking, to meet the Agency's goals for such and expertise to develop upon the Site such development, development. ~rt'- NOW, THEREFORE, the parties hereto agree as follows: '-' 1 ,,-- 1. For the periOd commencing with the signature of the parties hereto, and continuing for 270 days thereafter, """- unless sooner terminated in accordance with the provisions set forth hereinafter, Agency and Owner shall negotiate exclusively with each other and in good faith toward the preparation and execution of an Owner's Participation Agreement ("OPA") between the parties, for the development of a suitable sports, entertainment, commercial, retail and residential facility upon the site, or upon any other suitable site within the City. 2. This Agreement is intended to be preliminary in interest in the land described. nature, and does not create and is not intended to create any - that this Agreement is not specifically enforceable. The parties hereto agree ~ breach of this Agreement shall give rise only to an action Any for damages, and only then in the absence of good faith. 3. The parties set the fOllowing as a tentative action schedule, to be complied with substantially, unless otherwise mutually agreed: a. Wi thin ninety (90) days of the date of execution hereof, Owner shall provide Agency with soils reports (inCluding liquefaction, and toxic and hazardous contaminants) and a feasibility study. ,- the date of execution hereof, Owner shall provide Agency with a pro forma, proposed conceptual plans and specifications and b. Within one hundred and twenty (120) days of '- 2 -- such other materials as may be needed by the Agency to review the Project as proposed. The pro forma shall contain adequate information to enable Agency to obtain a full economic analysis from its economic consultant. b. Wi thin one hundred twenty (120) days of the date of execution hereof, Agency shall submit to owner a first draft of its proposed OPA. c. Within two hundred forty (240) days of the "- date of execution hereof, Agency Staff and Owner shall submit a final proposal to the Redevelopment Committee of the Agency. 4. In order to carry out the foregoing tentative action schedule, Agency and Owner covenant that they will respond forthwith to any and all reasonable requests for additional information by the other party, and agree that any failure to provide the information requested within ten (10) working days from the date of such request shall constitute grounds for immediate termination of this Agreement, unless '- additional time is granted by the requester. Termination under this paragraph shall be on written notice served on the opposite party. 5. The following items shall be discussed during negotiations in an attempt to arrive at a mutually agreeable OPA: a. The providing by Owner of a model prior to completion of an OPA. - I - 3 .~' b. Owner will have the right, subject to such "- requirements as may be imposed by third parties, such as the City of San Bernardino or the County of San Bernardino, to increase the project size during preliminary discussions or after execution of an OPA. c. Owner shall submit a complete marketing package, including how it intends to promote and market the site, which information shall include a description of the types of events anticipated for the sports and entertainment facility. d. Negotiation of performance bond to guarantee completion of construction, or some other mechanism to assure ,- "- that construction is proceeding as planned, and that adequate financing remains at all times available for completing the project, or other means are arrived at to satisfy Agency's concern that this project will be satisfactorily completed. e. Agency participation in profits based on Agency participation in expenses, if appropriate. f. Control of parking facility, and provisions for inCluding controls over charges for parking, and Agency participation in construction expenses for the parking facility. These matters shall include whether any obligation will exist for making public parking available. provisions. g. Maintenance standards and adequate security -' h. Owner shall identify early in negotiations any - 4 - , "- Agency assistance which OWner requests from Agency, including any assistance in obtaining tax-exempt financing, low-cost financing, zoning changes, liquor license approval (conditional use permits may be required in some circumstances) and any other matters which will require special considerations from Agency or from the Ci ty of San Bernardino. i. Assurance that Owner will be bringing new tenants into the City of San Bernardino, unless transfer of present occupants of buildings wi thin City are brought into this complex only after Agency review and consent. Some safeguards against "stealing tenants" from other businesses r '- or locations in the City of San Bernardino shall be devised. j. Owner shall provide a tenant-mix plan, and a leasing schedule, with letters of interest from proposed tenants and other evidence of leasability of the proposed development. Agency is not interested in a facility which will be vacant. k. Provisions in lieu of development, if any, for any reason, Owner fails to complete development within the time specified. 1. Provisions ensuring against hOlding for speculative purposes, including prohibitions against transfers of interest without Agency consent. Similar prohibitions against change of principals of developing entity and the development team. '- 5 - m. Participation by Owner in any ongoing or --. sUbsequently enacted program having general public benefit in the area, including, without limitation, Agency programs regarding streetscape, lighting, community "themes" in building design or maintenance. 6. The items listed for negotiation are not necessarily the only items which will be discussed in the negotiating process. Agency and Owner shall negotiate exclusively with each other and in good faith toward completion of an Owner's Participation Agreement in such form as to grant to the parties the greatest assurance possible that the development will be operated in a successful manner and contribute to the greatest possible betterment of the - City of San Bernardino. '- 7. The parties acknowledge and understand that financial incentives of the Agency come from the tax increment developed in the specific redevelopment area and any such incentives depend on sufficient tax increment being available. IN WITNESS WHEREOF, the parties have executed this Agreement effective the date and year first set forth above. ...- '-- 6 - REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO 300 North "D" Street San Bernardino, CA 92418 EMPIRE DOME CORPORATION a California corporation 301 Vanderbilt Way, #245 San Bernardino, CA 92408 '- By Chairman By By Secretary By Approved as to form and legal content: AGENCY COUNSEL: ~t..U Dennis A Barlow r '- ..- '- 7