HomeMy WebLinkAbout1982-184San Bernardino
60,005-46A-6
RESOLUTION NO. 82-184
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO RATIFYING A CERTAIN
AGREEMENT OF COMPROMISE EXECUTED BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, THE CITY OF SAN BERNARDINO, ALL
AMERICP CITY PUBLIC GOLF, INC. AND WARNER W.
HODGDON AND SHARON D. HODGDON; APPROVING THE
QUITCLAIM AND RE -GRANTING OF CERTAIN REAL
PROPERTY, APPROVING THE EXECUTION OF A CERTAIN
REVISED FORM OF BOND, AND APPROVING A CERTAIN
RESOLUTION OF THE REDEVELOPMENT AGENCY RELATING
TO SAID BOND
WHEREAS, the City, as an interested party to the
development of a public golf course on the real property
known as State College Project No. 4, has executed a certain
Agreement of Compromise (the "Agreement of Compromise")
together with the Redevelopment Agency of the City of San
Bernardino (the "Agency"), Warner W. Hodgdon and Sharon D.
Hodgdon ("Hodgdons") and All America: City Public Golf, Inc.
(the "Corporation") dated as of July 23, 1981; and
WHEREAS, an arrangement between the Agency, the
Hodgdons and the Corporation has been proposed which will
affect the revenue bonds issued by the Agency to finance a
portion of said public golf course, and which will affect
the City in that said Agreement of Compromise will not be
controlling as to conflicts in terms that may exist between
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various of certain documents which implement the development,
financing and leasing of said public golf course; and
WHEREAS, it is in the best interest of the City to
assist in the proposed arrangement by ratifying the Agreement
of Compromise, approving the quitclaim of said golf course
property by the Agency in return for a revised Grant Deed
executed and delivered by the Hodgdons, approving the
execution by the Agency of a revised form of Bond, and
approving a certain resolution of the Agency affecting the
terms of such Bond.
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND
ORDERED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AS FOLLOWS:
Section 1. The recitals set forth hereinabove
are true and correct in all respects.
Section 2. The Mayor and Common Council,
acting for and on behalf of the City, hereby approve and
ratify the Agreement of Compromise, an executed copy of
which (without exhibits) is attached hereto marked "Exhibit
A" and incorporated herein.
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Section 3. The Mayor and Common Council,
acting for an on behalf of the City, hereby approve the
execution and delivery by the Agency of a certain Quitclaim
Deed, substantially in the form attached hereto as Exhibit "B"
and incorporated herein.
Section 4. The Mayor and Common Council,
acting for an on behalf of the City, in compliance with
California Health and Safety Code Section 33640, hereby
approve the adoption and approval by the Agency of its
Resolution entitled "Resolution of the Redevelopment Agency
of the City of San Bernardino Further Amending Resolution
No. 4058, as amended, and Authorizing and Directing the
Execution and Delivery of a Revised Form of Bond" (the
"Supplemental Resolution"), and thereby also approve the
execution and delivery by the Agency of a revised form of
Bond, which revised Bond shall incorporate the amendments to
Resolution No. 4058 as set forth in the Supplemental Resolution.
ADOPTED AND APPROVED this e olt day of
1982.
ATTEST:
✓`,/ G%- . I .��.
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I HEREBY CERTIFY that the foregoing resolution was
duly adopted by the Mayor and Common Council of the City of
San Bernardino at a rgmg„lar meeting thereof,
held on the 19th day of April 1981, by the
following vote, to wit:
AYES: Council Members Castaneda, Reilly, Botts,
Ouiel, Hobbs, Strickler
NAYS:
ABSENT: Council Member Hernandez
ABSTAIN:
The foregoing resolution is hereby approved this
,go(j day of April
Approved as to form:
Gty Attorney
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AGREEMENT OF COMPROMISE
THIS AGREEMENT is made and entered into this ;� day of
-.)�, 1981, by and among REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO, CALIFORNIA, hereafter "Agency", the CITY OF SA14
BERNARDINO, hereafter "City", WARNER W. HODGDON and SHARON D.
HODGDON, hereafter "Hodgdons", and ALL AMERICA CITY PUBLIC GOLF,
INC., a California corporation, hereafter "Corporation".
RECITALS
1. On May 1, 1978, the Agency and Hodgdons entered into a
Property Owners Participation Agreement for the development of
their property in the Agency's State College Project No. 4 and
agreed therein to construct total improvements of a value of
$7,880,000. However, Hodgdons have caused to be developed on
their property construction of administrative facilities, residences,
condominiums and other improvements of a value of approximately
$32,660,000.1 which is an increase of $24,780,000. in excess of their
obligation under their Agreement. In addition, Hodgdons have
caused to be prepared an approved master plan of Shandin Hills for
a development which, when completed, will result in approximately
2,500 additional residential units at an additional value of
approximately $150,000,000. or more, excluding allied commercial
development.
2. Further, pursuant to their Agreement, Hodgdons have
implemented the following:
a) Contributed and conveyed to the Agency 60 plus or
minus acres of land for the construction of an 18
hole championship golf course at an MIA appraised
value of $1,500,000, Exhibit "A" attached;
b) Made the golf course possible by guaranteeing payment
of the $2,500,000 Golf Course Mortgage Revenue Bond issue„
hereafter "bond issue", which could not have otherwise
been sold by the Agency for the construction of the golf
course;
c) Contributed the sum of $100,000 to the Agency for the
development of Blair Park and paid out an additional
$14,000 for imported fill dirt which was needed after
construction had commenced and which was not originally
contemplated by the parties as needed in order to develop
the park;
d) Caused to have been paid to the City the sum of
approximately $735,285.00, which included increases in
overall building fees -for the Shandin Hills present
construction development through June 1981 of approximately
$417,877.00 over, and above the original overall building
fee amounts of approximately $317,408.00 in existence
at the time the -original agreements were formulated
in May 1978; (See Exhibit "B").
e) Modified existing pro shop facilities to accommodate
limited food and beverage service that was previously the
exclusive right given to the Elks Association by the City,
and Agency for their contemplated golf clubhouse facility_
3. On May 30, 1978, the Agency and the Corporation entered into
a Lease and Operating Agreement, hereafter the "Lease", which said
lease was re -executed on May 6, 1980, whereby the Agency agreed to
construct or cause to be constructed an 18 -hole championship golf
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course and, among other things, to construct and install the
_1 necessary off-site improvements, public parking area, restrooms,
pro shop and golf cart building and appurtenances.
k. The Lease provides that the term is for 55 years
commencing upon the completion of the golf course and improvements
listed in paragraph 3, supra, by the Agency and its acceptance
by the Corporation after receipt of Notice of Completion.
5. The golf course has been substantially constructed
but has not been completed due to the following unforeseen
circumstances which have prevented the final implementation of
all of the terms of the original agreement by the parties:
a) Contamination of the fairways from an outside
source causing the grass to die which, in turn,
causes excessive erosion on certain of the hillside
areas of the golf course;
b) Surface waters flowing off of adjoining property
causing erosion on various areas of the course;
c) Construction delays and duplication of already
completed portions of the project caused by geologic
defects not shown on the original geologic report;
d) Delays caused by the cancellation by the Elks
Association of its agreement to locate on adjoining
property for the construction of the Elks Lodge and
Golf Clubhouse and, as a result thereof, Hodgdons
were required to modify the pro shop facility to
incorporate limited food and beverage service.
6. At the request of the City of San Bernardino and Agency,
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Hodgdons have prepared a comprehensive report entitled"'
overall
Shandin Hills and Public Golf Course Development Progress, June 22,
1981", which includes construction walk-through memoranda (con-
struction punch list), a photolog which graphically shows the -
contamination problems and also outlines the items which they
contend must be completed before they and the Corporation will
accept the course as completed and operational. A copy of said
report is made a part hereof as Exhibit "C".
7. In addition, as a part of the "Overall Shandin Hills and
Public Golf Course Development Progress, June 22, 1981" (Exhibit
"C") mentioned above, there is shown generally proposed additional
development plans necessitated in part by the withdrawal and
City and Agency rescinding of the Elks Association participation
agreement as part of the overall golf course project. These
plans graphically set.forth a generally proposed alternate food
and beverage service.facility and recreational area. These
graphically presented plans appear in the reduced form of four
colored photographs located on the facing page to Page 9.of the
report entitled "Overall Shandin Hills and Public Golf Course
Development Progress, June 22, 1981" and consists of the following
information (Exhibit "D"):
a) Site Plan showing the existing pro shop facility
with the general proposed alternate food and beverage service
facility and a recreational area consisting of, but not limited
to, a swimming pool and tennis court together with the overall
�Y parking area therefore.
b) Floor. plan showing the general proposed layout
of the restaurant and lounge, meeting areas, kitchen and food
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.'`�tiG�.-�:,"aiY.tL.i.�i.�-5:4G1ot"a'?,"M+S1�..�.i?y:"'.J�..,+rL
Preparation facilities together with other rooms and areas as
-� set forth therein.
C) Two elevations of the generally proposed facility,
one from the parking lot area and one from the golf course.
d) Elevations of the generally proposed facilities by
means of cross-section drawings showing in Section A-A, the
storage area, meeting room and golf cart storage and in Section
B-B, the kitchen, restaurant and lounge and golf cart storage.
8. Although knowledge that a golf course was going to be
and has been constructed was instrumental in accelerating the
development of the area surrounding the golf course and the
overall State College area, and the community asset of the golf
course is absolutely essential to the continued development of
the surrounding area and the integrity of the existing development.
It is to the best financial and other interests of the City and
Agency that the course be completed with no deficiencies so that
it will compare favorably with other first-class golf courses in
this and the Palm Springs area, particularly since the course
extends approximately one and one-half miles on both sides of
Interstate Highway 15E representing the northwesterly entrance
to the City.
9. If the course is not completed and if this matter is
not amicably resolved, there is a good possibility that the golf
course will cease to exist and will revert to bare land, resulting
in tremendous financial losses to the Agency, the City, Corporation,
and Hodgdons and in irreparable damage to the reputation of the
City and Agency. Further, the purchasers of the residences and
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condominiums surrounding and in the vicinity of the golf course
- who bought them in reliance of having a golf course in their area
would be damaged.
10. Agency is desirous of transferring the responsibility
for the completion of the golf course and the correction of any
existing deficiencies to the Corporation and to have it accept
the course "as is" on August 1, 1981 with the exception of the
drainage, contamination and erosion problems caused by the run off
of surface waters from the adjoining Culligan property and the .
Corporation is willing to -agree to accept the golf course and the
responsibility for its completion and maintenance provided the City-
and
ityand Agency accepts the responsibility of correcting the drainage,
contamination and erosion problems.
11. It appears that the best solution for solving the contam-
ination, drainage and erosion problems may require the City or
Agency's use of its power of eminent domain.
12. It is contemplated that the golf course will not be
playable before May 1, 1982 because the greens and fairways would
be permanently damaged if -the grass turf is not firmly established
prior to that date and, as a result thereof, the Corporation will
not be receiving any income from the course until that date.
13. By the terms of the Lease, the Corporation is obligated to
pay the Agency rent sufficient to amortize the $2,500,000 mortgage
revenue bond issue and, as a part thereof, is obligated to make an
initial rental payment in the sum of $500,000 on or before May 1,
1982.
14. There is available from remaining proceeds of, said bond
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issue the sum of $ 166,518.00
Exhibit "E" attached.
shown by the calculations on
15. There is now due, owing and unpaid to the golf course
contractor, Jess Hubbs and Son, as shown on Exhibit"E-10'attached
hereto, the sum of $202,083.31 under its contract with the Agency
for the construction of the golf course and appurtenant facilities_
16. The drainage basin for the golf course contiguous to
Little Mountain Drive south of the cond6miniums heretofore constructed
is unsightly and has provoked neighborhood complaints and in addition
the condominium developer'has caused drainage water from the con-
dominiums to flow onto the golf course by means of the condominium
developer breaking out areas of the block curb contiguous to the
golf course and also running a drain pipe from the condominiums
into the golf course. This condominium drainage onto the golf
course by the condominium contractor was not permitted by the City
and Agency.
17. Hodgdons have agreed to re -execute deedscovering
contributed land for the golf course to the Agency, copies of
which are attached marked Exhibit "F" and "r-1".
18. -As a result of all of the foregoing a dispute has arisen.
between the parties regarding various issues and they are desirous
of resolving all issues existing at this time, of finding an
expeditious method of completing the course and correcting all
deficiencies. In addition, the parties have had innumerable
conferencesand to avoid the expense of litigation have now arrived:
at the following compromise;
AGENCY AGREES THAT IT WILL:
A. Accept full responsibility for the diversion of the
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Culligan run-off water which presently flows onto the golf course
from the culverts underneath the I -15E Freeway, and the correction
of the contamination problem therefrom by diverting the water
by one of Alternatives A through E selected by the Agency as shown
on the plans prepared by L. A. Wainscott & Associates attached
hereto as Exhibit "G". Construction to accomplish the diversion
shall be commenced and completed as soon as is reasonably
practical and Agency concurrently with the approval of this
Agreement will issue an addendum to the Hubbs contract to accomplish
the necessary construction.
Have the developer of the condominiums repair the sections
il
.of block curb they have broken out of said curb contiguous to the
golf course to prevent water from draining onto the golf course
and to also remove the drainage pipe the developer installed
into the golf course as condominium drainage onto the golf course
or installation of drainage pipes into the golf course was not
approved by the City, Agency or. operator.
C. Make available to the Corporation from the golf course
bond proceeds the sum of $166,518.00 for which the Corporation
will accept responsibility to correct all deficiencies and the
cost thereof referred to in "Paragraph B" under the section
"The Corporation Agrees that It Will" herein.
D. Pay to Hubbs the sum of $202,083.31 for all past work'
on said course and for maintenance up to and including August
1, 1481, and obtain from Hubbs a complete set of "as built"
plans for the project as required in the construction bid
documents, and make said plans available to Corporation.
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E. Use its best efforts to have the City complete the
improvements to Blair Park in accordance with the plan upon which
Hodgdons relied when they contributed the $100,000 to the Agency
for the improvement of the park (Exhibit
F. The City of San Bnardino and Agency approves the
construction of the generally proposed alternate food and beverage
facility and recreational area as generally shown in attached
Exhibit "C", subject to normal approval of the plans and
specifications for said construction, should Corporation, at
its sole option and discretion, elect to build said facilities
during the term of this Lease.
G. Deliver water to the course at $25.00 per acre foot
plus the cost of any increased electrical power after May 1, 1982.
The increased rate, if any, shall be based and calculated on the
most efficient operation of the electric power of the well
producing water into,the City water system in order to continue
serving the golf course by gravity flow and agrees, however, that
the Corporation'shall have the right to select the alternate
method set forth in Paragraph 3B.(2) of the Lease.. e-
THE CORPORATION AGREES THAT IT WILL:
A. Accept the golf course "as is" effective August 1, 1981
and will thereafter assume full and complete responsibility for
the completion of the course and the correction of any deficiencies
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now or hereafter existing except for the problems referred to
in Recital 5(a) and (b) of this Agreement and will thereafter
maintain it in the same manner that an efficient, successful operating
golf course is maintained including, but not limited to, fertilization,
watering, furnishing security and obtaining and keeping in effect
all necessary insurances as required by Section 16 of the Lease.
B. In consideration of the Agency making available to the
Corporation from the golf course bond proceeds the sum of
$166,518.00, accept responsibility for and assume the cost of
correcting all deficiencies outlined in Exhibit "C" other than
those agreed to be assumed by the Agency, supra.
C. Will simultaneously with the execution of this Agreement
execute the originals of Exhibits "F" and "F-1" attached hereto.
D. Landscape the drainage basin located on Little Mountain
Drive south of the newly constructed -condominiums and thereafter
maintain same during the term of the Lease.
THE PARTIES AGREE:
1. Rental payments shall commence on May 1, 1982, as provided.
in the Lease provided Agency and City are not in default under
any of the provisions herein or of the Lease.
2. In the event the Agency elects to pursue a claim for
damages against Culligan, Hodgdon and the Corporation agree
that they will cooperate in providing any documentary evidence
they have to the Agency to support said claim and Hodgdon will
testify, if necessary, in any litigation between the Agency
and Culligan.
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3. Paragraph 29F of the Lease is hereby modified to provide
for the construction and operation of the facilities described in
paragraph 7 above, and further that paragraph 5(f) - page 20 - of the
Lease shall not apply to the generally proposed alternate food
and beverage service and recreational facilities.
4. Agency will record with the San Bernardino County Recorder
a partial "Notice of Completion" covering said golf course con-
struction on or before September 1, 1981 (Exhibit "I").
5. The parties hereby mutually release each other from any
and all claims, demands, damages or causes of action of any kind
or nature arising out of or in any way connected with the items
in dispute set forth in this agreement upon the completion of per-
formance by the parties of the actions agreed to herein.
6. Except as herein modified, if at all, the Participating
Owners Agreement and the Lease shall remain unchanged and in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement on the date and year first above written.
CITY: AGENCY:
THE :CITY.;OF SAN BER INO REDEVELOPMENT AGENCY OF CITY
OF S�ANWVD A
ATTEST:
' City Clerk
Lo
PARTICIPATING OWNERS:
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CORPORATION:
ALL AMERICA CITY PUBLIC GOLF, INC.,
a California Corporation
APPROVED AS TO LEGAL FORM
STATE OF CALIFORNIA
coutJTy OF San Bernardino �»
E o„ July 23, 1981
•v o before M. tM undersigned. •Notary Public in and for
j4 _o said Stele, personally epW&md Warner W. HOd_gdon
:( known to one to be the President, end Sharon n Hodgdon
known to me to be theypelary of the corporat;m that executed the within inatrument,
< and known to n.e to be the penom who executed the within
instrument on behalf of the corporaFon therein named, and ac - - _
`o knwiedped to the that such corporation executed the within
% instrument pursuant to its by-laws m a resovtion of its board of (OFFICIAL aMy
directors. VALERIE E. SORISTO
• Y NOTARY PUBLIC -
CALIFORNIA .
g WITNESS hand and • t seal _ SRN BERNRRDTNO COUNiY
My Commission Expires Jufy 28, 1984
Signature
Valerie E. Soristo
Ni me (Typed w Primed) Ohta )rw IS, official swtarkt wry
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NOTARYS FOR PAGE 11
STATE OF CALIFORNIA )ss
COUNTY OF SAN BERNARDINO )ss
On this 23rd day of July. in the year 1981. before me H.R. Holcomb and
Glenda Saul personally appeared, known to me to be the Chairman and
Acting Secretary of the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
and known to me to be the person who executed the within instrument on
behalf of said public agency, and acknowledged to me that such agency
executed the same. P
___ 1u•- - IDIVIC1AL SEAL)
SANDRA A. BAXTER' /J _
��NOTi.RY PUBLIC . CALIFORNIA
SA:i BLRNARDIND COUNTY gnature
My Commission -E •pL•es Dec. 7, 1981
STATE OF CALIFORNIA )ss
COUNTY OF SAN BERNARDINO )ss
On this 23rd day of July, in the year 1981, before me H.R. Holcomb and
Shauna Clark personally appeared, known to me to be the Mayor and City
Clerk, the CITY OF SAN BERNARDINO, and known to me to be the person who
executed the within instrument on behalf of said public agency, and ack-
knowledged to me that such agency executed the same.
�'��.-
SANDRA A. BAXTER
VALERIE E. SORISTO
1_ ;`•
NOTI:RY PUBLIC •CALIFORNIA
°/
SA:J BERNAROINO COUNTY
AItt.COmmhainn.i..,:... n.. •. •e.n.
STATE OF CALIFORNIA
Oaignature
`1> COUNTYOF San Bernardino tab.
!c
July 23, 1981
o befo.r me, the undersigned, . Netery Public in and for
r Mid State, peoonelly eppewed Warner W. Hodgdon and Sharon D. Hod don
a
_ known to me to be the petsa 8 whose nem. s Bre
subsuibed to the within inhuman? end ecknowledped to m,
that they
xecuted the same.
g WITNESS mY nd a lfe9ei wet.
a Sipnetwe -rte
Valerie E. Soristo
W.... R.....A w O.:_._.n
IDFVtCIAL SEAU
VALERIE E. SORISTO
NOTARY PUS' IC • CALIFORNIA
SAN BIRNARDIND COUNTY
My Commission Expires July 28, 1984
San Bernardino
60,005-46A-1
Recording requested by:
When recorded mail to:
Mail tax statements to:
QUITCLAIM DEED
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, a public body, corporate and politic, hereby
quitclaims Warner W. Hodgdon and Sharon D. Hodgdon, all
its right, title, and interest in the real property si-
tuated in the City and County of San Bernardino, California,
described 6n "Exhibit A", attached hereto and incorporated
herein by this reference.
Redevelopment Agency of the
City of San Bernardino
Chairman
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EXHIBIT A
Lot 5, TRACT NO. 10518, in the City of San Bernardino,
County of San Bernardino, State'of California, as per plat
recorded in Book 145 of Maps, pages 51 to 57 inclusive,
records of said County.
The legal description of said Lot 5 may be amended upon the
completion of construction and final survey. The grantors
and grantee herein agree to amend said description based
upon said final survey of said land.
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STATE OF CALIFORNIA )
) ss
COUNTY OF SAN BERNARDINO )
On , 1982, before me a
Notary Public in and for said County and State, personally
appeared W. R. Holcomb and Glenda Saul, known to me to be
the Chairman and Assistant Secretary, respectively, of the
Redevelopment Agency of the City of San Bernardino,
California, which executed the within instruments and also
known to me to be the persons who executed them on behalf
of the Redevelopment Agency of the City of San Bernardino,
California, and acknowledged to me that the Redevelopment
Agency of the City of San Bernardino, California, executed
the same.
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