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HomeMy WebLinkAbout13515 4 .... : -~:f"~- , q "';;';~l~?~':~~:~~"'f'i!I:"'~':-:" ':'~ '-'-~,::'~~~~~,;;r:~'-' .." ". 1 RESOLUTION NO. /..5..:2/':;- 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH H. FRANK DOM:l:NGUEZ, dba VANIR 3 RESEARCH COMPANY, DAVID D. MILLER AND DENYSE M. MILLER, AND THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO RELATING TO 4 PARKING FACILITIES. 5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 6 SECTION 1. The Mayor of the City of San Bernardino is 7 hereby authorized and directed to execute on behalf of said City 8 9 an Agreement with H. Frank Dominguez, dba Vanir Research Company, 10 David D. Miller and Denyse M. Miller, and the Redevelopment Agenc of the City of San Bernardino relating to parking facilities, a 11 copy of which is attached hereto, marked Exhibit "A" and incor- 12 porated herein by reference as fully as though set forth at 13 length. 14 15 I HEREBY CERTIFY that the for~goir'g resolution was duly adopted by the ~~yor and Common Council of the City of San Bernardino at a/1// /JA;"/A-/71d.L "'~//bA.J meeting thereof, held on the /n day ~ ~~ , 1978, by the 16 17 18 following vote, to wit: CO~ ~:~:fJZ;A. 71 IJ'tp / I~ / 19 AYES: 20 21 NAYS: 22 ABSENT: 23 --#ftf"J ~t herebY'~Ve /~;ntday 24 25 The foregoing resolution is ~~ 26 of 27 28 . ,. PURCHASE OF PENNEY BUILDING - 5TH & "E" STREETS by VANIR RESEARCH CQt1PANY and DAVID D. MILLER and DENYSE M. MILLER A JOINT VENTURE PARKING AGREmENT THIS AGREEMENT made and entered into this 8TH day of NOVEMBER, 1978, between H. FRANK DOMINGUEZ, dba VANIR RESEARCH C("1Pf.':Y and DAVID D. MILLER & DENYSE M. MILLER, husband and wife, herein collectively called "Developer" and REDEVELOPMENT AGENCY OF THE CITY OF SAN 5ERNt..RDINO, a body corporate and politic, hereinafter called "Agency" and the CITY OF SAN BERNARDINO, a municipality, hereinafter called "City". WHEREAS, Agency is the owner in fee of that property situated in the City of San Bernardino, County of San Bernardino, California, hereafter referred to as the "Parking Area", as shown on Exhibit "A" attached hereto and incorporated herein by this reference; and WHEREAS, City is the lessee of said Parking Area from the Agency under the Parking Facilities Lease ("Lease"), dated for convenience as of February 1,1977 and operates the same as a public parking lot as part of the Central City Parking District; and WHEREAS, the property described in Exhibit "A" is a part of the "Project" as such term is defined in the Lease and in Resolution No. 3349 entitled "Resolution of the Redevelopment Agency of the City of San Bernardino, California, Authorizing the Issuance of $1, 950,000 Parking Facilities Lease Revenue Bonds, Issue of 1977" (the "Resolution of Issuance"); and WHEREAS, Developer has entered into a Contract of Sale Agreement with the Agency for that property situated adjacent to the parking area, hereinafter called the "Penney Building", also shown on Exhibit "A"; and WHEREAS, it is not feasible to redevelop and renovate said ~. 1 Penney Building or to attract and locate high quality commercial tenants for ! ' 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 " , 19 I 20 21 22 23 24 2S 26 2.7 28 said Penney Building without arrangements for adequate numbers of permanent parking spaces for use by the Penney Building tenants and their customers; and WHEREAS, Developer agrees to redevelop and renovate said Penney Building, for retail/commercial use, provided arrangements are made for adequate parking facilities to accommodate such redevelopment; and WHEREAS, The City and the Agency find that such redevelopment is in the best interests of the public and wish to induce Developer to pursue such redevelopment. NOW, THEREFORE, in consideration of the mutual agreements herein contained, the parties covenant and agree for themselves, their heirs, successors and assigns as follows: Section 1. City and Agency agree to provide, during the term of this Agreement at least 122 public parking spaces within the area bounded by "E", 5th, "F", and 4th Streets, (sometimes hereinafter referred to as the "block"), as shown on the attached Exhibit "A", and, to the extent they are legally authorized to do so, impose a time-limitation on said 122 spaces, as determined by the City based upon the public parking needs within the Parking District, of two (2) hours or less, unless the City Council and Agency determine that public parking should be discontinued in such areas as provided in Section 9. Said 122 public parking spaces to be provided prior to the exercise of either option provided for in Section 2 are shown on the attached Exhibit "A". After the exercise of either of said options, the 122 parking spaces shall be within the block, but not necessarily as shown on Exhibit "A". Section 2. As part of the consideration for Developer's promises to purchase and to renovate the Penney Building in a manner consistent with -2- @Q ---- . 1 the Redevelopment Plan for Central City North, the Agency, with the per- 2 mission of the City, grants to the Developer exclusive options to purchase 3 two parcels of property within the Parking Area shown on Exhibit "A" 4 from the Agency which are presently leased to the City under the Lease, S on which are located 33 and 57 parking spaces, respectively, and which are 6 designated as Parcels A and B on Exhibit "A". Said exclusive options may 7 be exercised only during the first fifteen (15) years from the effective 8 date of this Agreement as defined below and may be exercised jointly or 9 sepa rate ly. 10 Section 3. The purchase price of Parcels A and B shall be 11 originally based upon the estimated cost of acquiring and developing the 12 same number of usable parking spaces, within the area bounded by "E", 5th, 13 "r" and 4th Streets (the "block"), herein sometimes referred to as "re- 14 placement parking spaces", improved to standards at least of the qual ity 15 of these comparable parking spaces located in the Central City Parking 16 District, all as determined by an Independent Civil Engineer employed by 17 the Agency. It is the intent hereof tha t Developer bea r the full cost of 18 replacing the public parking spaces which they purchase, and to that end, 19 a final accounting shall be made when the acquisition and improvement 20 has been completed and the Developer shall pay any excess cost or receive 21 credit for any savings in cost. 22 Section 4. Within ninety (90) days after receiving such funds 23 as may be received from Developer pursuant to Section 3, the Agency shall 24 commence proceedings to acquire the necessary property and develop the 25 replacement parking spaces referred to in Section 3 and shall continue to 26 use its best efforts and take all necessary proceedings to purchase, 27 and/or acquire by eminent domain, the necessary property for such re- 28 placement parking spaces and develop the same therefor, such acquisition t. -3- ~ 1 2 3 4 S 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 and development to be completed as soon as possible, but in any event, within two (2) years from the date of receipt of funds from Developer as aforesaid, or such longer period as may be necessary if the Agency is proceeding with due diligence to acquire and develop such parking spaces by use of the power of eminent domain. The replacement parking spaces so acquired and improved shall be maintained by the City as public parking spaces pursuant to the Lease. Section 5. In lieu of cash payment for Parcel "A" and/or "B", Developer shall have the option to convey title to the Agency, to another parking site or facil ity, within the area bounded by "E", 5th, "F" and 4th Streets (the "block") containing the same number of similiarly improved parking spaces of not less than the same quality, all as determined pursuant to Section 3. Section 6. In the event the options to purchase Parcel A and/or B by cash payment are exercised as above set forth, Developer agrees that the parking spaces located thereon shall continue.to be utilized, pursuant to the Lease and the Resolution of Issuance, for non-exclusive public parking until the replacement parking indicated in Section 4 is available for public use, such use to constitute an easement. Section 7. In the event the options to purchase Parcel A and/or B are exercised, Developer agrees that said purchase(s) shall be subject to the following conditions in addition to any conditions stated elsewhere in this Agreement: (a) After replacement parking has been provided as set forth in Sections 3, 4 and 5 hereof for the Parcel(s) purchased, the Parcel(s) purchased shall continue to be maintained and operated for parking, unless and until Developer shall replace any parking spaces to be used for any non-parking use, on a one-for-one basis, at such location -4- as (f1FD. - " 1 2 3 4 S 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 may be agreed upon by the City and Agency; and (b) In connection with the replacement parking to be sub- stituted hereunder for the Parcells) purchased, the existing driveway providing ingress and egress to the parking spaces on Parcels A and Band to the remainder of the District Parking Lot No.1 from 5th Street shall remain open for said purpose and may not be closed unless and until Developer provides a comparable ingress/egress driveway to 5th Street, at such location and improved to such standards as may be approved by the City and Agency. Section 8. In the interests of long-range planning and the development of the most effectively located parking, Developer agrees diligently to pursue the exercise of its options to purchase Parcels A and 8 and to effect such purchase(s) at the earliest date possible. Section 9. In the event the City and Agency, at any time after the first twenty-five (25) years of this agreement determine, for what- ever reason, that public parking should be discontinued within the area bounded by "[",5th, "F" and 4th Streets (the "block"), for example, the construction of other public buildings, Developer shall have the right of first refusal to purchase from th~ City or Agency at the then market value, as determined by a qualified appraiser, property (if the Agency has the same) on which are located 122 parking spaces which may be within or , without the area bounded by "[",5th, "F" and 4 th Streets (the "block"), subject, however, to the restrictions imposed upon the City and the Agency by the proceedings for the formation of the Central City Parking District, the Lease and the Resolution of Issuance. Such number of parking spaces as may have been purchased by Developer, in accordance with Sections 2 or 5. shall be deducted from the total 122. Said option must be exercised within a period of six (6) months from the date of written notification @N. -5- -." 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 2S 26 27 28 from the Agency that such property is available for purchase. The con- figuration of the property to be sold and the value thereof shall be determined by the City and Agency and said .information shall be included in the written notification referred to herein. Notwithstanding the foregoing, in the event the Developer, for whatever reason, is unable or unwilling to purchase the property, the City and Agency shall provide for an equal number of comparable parking spaces within the area bounded by "E", 5th, "F" and 4th Streets (the "block") or at a location within 400' radius of the block. Section 10. The term of this agreement, with the exception of the options to purchase Parcels A and B, and the provisions of Section 9 hereof, shall terminate,fifty (50) years from the date of this agreement. Section 11. This agreement shall be effective upon approval of the Agency and the Mayor and Common Council of the City of San Bernardino, . after holding public hearings pursuant to the City's Off-Street Parking Ordinance No. 3589 and pursuant to Section 33433 of the California Health and Safety Code. Section 12. The effective date of this agreement shall be the first date on which all conditions specified in Section 11 have been satisfied. Section 13. Developer herein covenants by and for himself, his heirs, executors, administrators, and assigns, and all persons claiming under or through him, and this agreement with all options and rights granted hereunder is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of person, on account of race, color, creed, religion, sex, marital status, national. origin, or ance5try, in the @D. -6- Ii I, ~ - . 1 leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment 2 of the premises herein encumbered nor shall Developer, himself, or any 3 person claiming under or through him, establish or permit any such practice 4 or practices of discrimination or segregation with reference to the se1- 5 ection, location, number, use, or occupancy, of tenants, lessees, sub- 6 lessees, subtenants, or vendees in the premises herein encumbered. The 7 foregoing provisions shall be binding upon and obligate the contracting 8 parties and any subcontracting party or parties, or other transferees 9 under this instrument. 10 Section 14. The following language shall appear in all deeds used 11 to transfer property pursuant to this agreement: 12 17 "The grantee(s) herein covenant (s) by and for himself, his heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein conveyed, nor shall the grantee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub1essees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." 13 14 15 16 18 19 20 21 22 Section 15. The Covenants in Sections 13 and 14 shall be perpetual and 27 shall run with the land. All deeds used to transfer property pursuant to this Agreement must conform to the provisions stated herein. Section 16. All developments hereunder shall comply with the Redevelopment Plan for Central City North and/or the applicable Redevelopment Plants). Section 17. This Agreement is made subject to the provisions -7- ~. 23 24 25 26 28 - . .. .-'. 1 of the proceedings for the formation of the Central City Parking 2 District, the Lease and the Resolution of Issuance. In case of any 3 conflict, such documentation shall control over this Agreement. Without 4 limiting the generality of the foregoing, nothing shall be done under , this Agreement which in any way: (1) would enable the City to claim 6 that it does not need to make rental payments in the full amounts 7 required by the Lease and the Resolution of Issuance, or (2) would 8 prevent the levy and collection of assessments (or any thereof) 9 pursuant to the proceedings for the formation of the Central City 10 Parking District, the Lease or the Resolution of Issuance, as the 11 case may be. (!0' 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 .... -8- .' . ~ ' .. ATTEST: A~nl./~/A'/ Cfty Clerk o FORM: , ( ATTESye: ~ ~ ~~aP . Secretary /' AS TO FORM: ~ F ory. gency Counsel '. . .' ., DEVELOP~ om; nguez r Research Co any (~Q.. QO,- David D. Miller ....... /r /~ Denyse M. (SEAL) REDEVELOPMENT AGENCY SAN BERNARDINO CAL (SEAL) -12- CO~NTY OFSA1( aERNARDItfO ; ss .. ,,, . . On . before me, a Notary Public 10 and for said 'County and State. personally appeared W. R. Holcomb ~nd R. E. Shadwell, Jr., known to me to be the Chairman and Secretary, respectively, of the Redevelopment Agency of the City of San Bernardino, California, ~hich executed the within instrument and .lso known to me to be the persons ~ho executed it on behalf of the Redevelopment Agency of the City of San Bernardino. California, end .cknowledged to ~e that the Redevelopment Agency of the City of San Bernardino, California, executed the same. 1I0tary Public STATE OF ~~A . COUNTY OF 1'~'Y!.t J ss On /JA"-'1.-. 13 1978 . before me, the undersigned, a Notary P\l~lic in and for said State, personally appeared~/.<9. 7?'.d&V.uzL. ,.(k.~ 177 77'..4&,. known to lIle to be the persons whose nam!!Ssubscribed to the within iohSirument and acknowledged to lIle that ~Jl executed the same. WITNESS ~ hand and official seal. ~J 1\. at~ Nota ry Pub 1 i c ,~~' '. BESS R. ALLMON '. . '! NOTARY PUBLIC ~&;; SAN BERNARDINO COUNTY .~ CALIFORNIA My ..O'.mlssio- ExpIres May 29: 1982 - .---- , I i I STATE OF CALIFORNIA COUNTY OF San Bernardino ) ) ss On November 14, 1978 . before me, the undersigned, a Notary Public in for said State, personally appeared H. Frank Dominquez known to me to be the person whose name subscribed to the within instrument and Ilcknowledged to DIe that he executed the same. and WITNESS 1Il~ hand ~icial seal. ~?-~~;J . ~o_ fio a ry Pub 1 i c . OFFICIAL. SEAL. i'.'1'. NOTP~~Np~~~ ~BC~~'~!.N" ]t:.\l. PR:NCIPAJ.. OfF_CE IN ~:~: SAN 8tkNAROi"O CChJ"'" lIy COlIVIIi:si,n [,pir'$ Au;1ISI 24. lt81 STATE OF CALIFORNIA COUNTY OF J ss. On . before ~, the undersigned, D Notary Public in and for said State, personally appeared known to me to be the person ~hose name sub~cribed to the ~ithin instrument nnd ecknCl'Jlledged to me that executed the s~me. UITMESS ~ hand and official seal. - r3- . ! ; , ; , I Hotary f'ublic ... --.------..- .' - . . , - . 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 . ' . STATE OF CALIFORNIA ) ss COUNTY OF SAN BERNARDINO ) ~. J;;"~~~ ~~. .DlMY PUIUC-CMJFaItIIU. . .; ... act."..... -..m M, Lommis!ion bpirn AprIl 4. ..1 On Ncur;..,..&M ;;~1?7e: before me, a Notary Public in and for said County and State, persona~ly appeared W. R. Holcomb and R. E. Shadwell, Jr., known to me to be the Chairman and Secretary, respectively, of the Re- development Agency of the City of San Bernardino, California, which executed the within instrument and also known to me to be the persons who executed it on behalf of the Redevelopment Agency of the City of San Bernardino, California, and acknowledged to me that the Redevelopment Agency of the City o San Bernard' ,California, executed the same. ~. tI',IlIICIAL SEAL) . "~':~ JAV SUCCOW ...;-~-.) .IT"" 't.lIUC.CAUIGIIIIIA .." au au...u"'o COUIft ~;~~~ 14.1981 Notar . , ~ OF CALIFORNIA COUNTY OF ) ss ) .' On , before me, the undersigned, a Notary Public in and for said State, personally appeared known to me to be the person whose name subscribed to the within instrument and acknowledged to me that executed the same. WITNESS my hand and official seal. Notary Public STATE OF CALIFORNIA ) ss COUNTY OF ) On , before me, the undersigned, a Notary Public in and for said State, personally appeared known to me to be the person whose name subscribed to the within instrument and acknowledged to me that . executed the same. WITNESS my hand and official seal. Notary Pub 1 i c -10- . , . J- w W 0:: J- V) u.. . . 5TH STREET PUBLIC ACCESS TO BE MAINTAINED IN PARCEL 'B' CD 4TH STREET EXH I 8 IT ''A" PARKING DISTRICT LOT NO.~ ..: Ii I- W W 0:: l- V) w (8?