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HomeMy WebLinkAboutR04-Economic Development Agency .--...., ,,) .,-, '-' Redevelopment Agency . City of San Bernardino '"- 300Nanh "D" Stree~ FourthF1oor " SanBemardino, Cllifcmia 92418 (714) 384.S081 FAX (714) 888-9413 \7 Steven H. Dukett Executive Director MARCH 15, 1989 JIM ROCK AGREEMENT TO NEGOTIATE EXCLUSIVELY Synopsis of Previous Commission/Council/Committee Action: 03-09-88 Redevelopment Committee recommended execution of an Agreement to Negotiate Exclusively with Mr. Jim Rock and recommended the Executive Director be authorized to prepare and process an appropriate parcel map. (COMMUNITY DEVELOPMENT COMMISSION) Recommended Motion: --- a) That the Commission approve the execution of an Agreement to Negotiate Exclusively with Mr" Jim Rock for a Disposition and Development Agreement for the relocation and rehabilitation of the Miles House; and b) That the Commission authorize the Executive Director to apply for and take all necessary steps to prepare and process an appropriate parcel map. tt d Supporting data attached: Yes Ward: 1st FUNDING REQUIREMENTS: None Project: CCN Date: MARCH 20, 1989 Commission Notes: - SHD:GW:sm:4905G Agenda Item No. ~ Redevelopment Agency '-' ","""i STAFF REPORT "'-' The attached Agreement to Negotiate Exclusively will allow the negotiation of a Disposition and Development Agreement (DDA) with Mr. Jim Rock (Developer), a local contractor, who plans to move and rehabilitate the historic Miles House onto a portion of the parking lot property being purchased by the Agency from the Economic Development Council (EDC). The Miles House is the last remaining two-story Victorian house in the City of San Bernardino. BACKGROUND The San Bernardino Community College District (District) acquired the Miles House property at 439 West 8th Street to provide parking for the District's offices which are adjacent on the west. In mid-1988, the District advertised for bids to demolish or remove the house. In response to their invitation, a local contractor agreed to buy the house from the District and planned to move and restore the house. That contractor later defaulted on his agreement with the District. The District readvertised for bids for the house, but received none. On February 9, 1989, the District reaffirmed its decision to sell the house as surplus property. The Developer subsequently contacted the District and has reached an agreement to purchase the house. On February 14, 1989, the Developer met with staff to discuss the possibility of moving the house to a portion of the adjacent ....... parking lot which is currently owned by the EDC, but is in escrow and will soon be owned by the Agency. In conformance with the Agency's recently adopted Developer Relations Guidelines, the Developer has submitted a proposal requesting an Agreement to Negotiate Exclusively with the Agency for the purpose of negotiating a DDA covering the purchase of a portion of the parking lot and the relocation and rehabilitation of the Miles house. PROPOSED AGREEMENT In response to his proposal, the attached Agreement was prepared by Special Counsel. The Agreement basically provides that: 1. The Developer will submit a Development Concept Package to the Agency no later than March 23, 1989; 2. Within 60 days of Agency approval, Agency and Developer will negotiate a DDA; 3. If a DDA has not been entered into on or before June 21, 1989, the Agreement will terminate; and 4. The Developer will make a $500 good faith deposit. '- SHD:GW:sm:4905G 2 Redevelopment Agency r-- '-" :) ,-. PARCEL MAP REQUIREMENTS It is important to note that the exact dimensions of the portion of the parking lot needed by the Developer will be determined during the DDA negotiations. These dimensions will depend upon the location of the house, parking requirements, etc. The remaining portion of the lot will be used to ensure future parking for the Heritage House. During negotiations, staff will work with both the Developer and the Historical Society to ensure adequate parking for both projects. Once the exact division of the lot is determined, it will be necessary to record a parcel map. Since timing is critical to the success of this project, staff is requesting authority to proceed with filing a parcel map as soon as the dimensions can be determined. RECOMMENDATION The attached Agreement has been approved as to form and legal content by Agency and Special Counsel and signed by the Developer. The Committee has reviewed this item and recommends approval. It is, therefore, recommended that the Commission approve the Agreement and authorize staff to process an appropriate parcel map. '- .~ SHD:GW:sm:4905G 3 . t . . /' ,. ; '- . ! , r c ( - . "" '"'" AGREEMENT '1'0 NEGOTIATE EXCLUSIVELY mIS AGREEMENT '1'0 NEGOTIATE EXCLUSIVELY (the "Agreement") i....ntered into thi. day of , 19_, by and between the REDEVELOPMENT AGENCY OF 7BE CITY OF SAN BERNARDINO, a public body, corporate and politic (the "Agency"), and JIM ROCK (the "Developer"), on the. term. and provisions set forth below. 7BE AGENCY AND 7BE DEVELOPER HEREBY AGREE AS FOLLOWS: I. A. (1101) Good Faith Negotiations The Agency and the Developer agree for the Negotiation Period set forth below to negotiate diligently and in good faith to prepare a Disposition and Development Agreement (the "DDA") to be considered for execution between the Agency and the Developer, in the manner .et forth herein, with respect to certain contemplated development of a particular portion of real property (the "Site") located within the boundaries of the Central City North Redevelopment Project (the "Project"). The Site is shown on the .Site Map," attached hereto as Exhibit A and incorporated herein by reference. The particular development which shall be considered is the acquisition of that certain bUilding commonly known as .the "Miles House", the relocation of the Miles House onto the Site, the complete rehabilitation, both exterior and interior, of the Miles House. The Agency agrees, during the Negotiation Period, as hereinafter defined, and provided that this Agreement remains in effect, not to enter into an agreement with respect to the move of the Miles House onto the Site and the rehabilitation of the Miles House that does not include the participation of the Developer without the consent of the Developer; provided, that the foregoing shall not be deemed to prevent the Agency from furnishing to anyone public records pertaining to the proposed development. Notwithstanding the foregoing, the Developer aCknowledges that its rights hereunder are eubject to the Agency'e Obligations under State law and the Redevelopment Plan for the Project (the "Plan"), including, but not limited to the conduct or disposition of any proceedings which require notice and a public hearing, the California Environmental Quality Control Act, and the requirements for the Developer and/or the Agency to obtain certain approvals from other public entities. The obligation to negotiate in good faith requires that Developer communicate with Agency with respect to those issues for which agreement has not been reached, and in such communication to follow reasonable negotiation procedures including meetings, telephone conversations and correspondence. It is understood by the parties that final accord on those issues may not be reached. ~. .. , ~ (... l. "'.....,... .' , ,..... i",..- ) B. [I 102J Reauired Actions. (1) Not later tilan March 23, 1989. til. Develop.r shall eubmit to tile Agency a "DeveloP1llent Conc.pt Packa9.". 7he D.velopment Conc.pt Package shall includ. til. followin9: (a) a detailed description of tile propo..d develoP1ll.nt. includin9 u.... approximate l.asable sQUare footage witilin tile Mil.. Bouse after it i. mov.d onto til. Site and i. rehabilitated. t.ntativ. designation of parking and landscaped ar.as. us.rs/tenant. (if known) for tile Site; (b) r.port(s) by an engineer and an architect substantiating tile feasibility of moving the Miles Bouse and rehabilitating it for u.. as comm.rcial offices; (c) .stimate of d.v.loP1ll.nt costs with supporting data with r.sp.ct to til. Site. tile move of tile Miles Bouse. and til. rehabilitation of til. Mile. Bou..; (d) key assumptions as to .conomic feasibility. such as development timing. and any commitments exp.cted from tile Agency; development; ( e ) tile propos.d schedulin9 of tile propos.d (f) tile proposed source and method of financing; (g) d.tailed biographical and background description of tile proposed Contractor/D.v.loper (and all principals in tile proposed d.velopment entity). including such matters as (i) prior record with resp.ct to til. compl.tion of proj.cts, particularly tilos. of a .cale comparable to tilat proposed h.rein; (ii) r.cord of timely performance r.flecting minimal litigation and/or disputes concerning the paym.nt of joint venturers. contractors. suppliers. or taxing authorities and (11i) record of satisfactory operation of any development or rehabi11tation projects pr.viously und.rtaken by tile Developer. It is understood that tile Agency may take appropriate steps to verify such matters. and the Developer agr.es to cooperate in furnishing such information to the Agency; (h) acc.ss to audited financial statements for tile Developer and any guarantors (the Developer acknowl.dges tilat personal guarante.s may be required with r.spect to obligations of the Developer in the event the Developer does business in a corporate or partnership form) .0 long as these are not to become a matter of public record; and 03-02-89 335ln/2602-00 -2- ... - l:. ,. i -. i~ ~ f , ~, ( ....- " '-' "1 .......1 (3) Promptly upon receipt of the Development Concept PackaCjJe. the ACjJency shall review the development concept proposed by the Developer. tOCjJether with the remainder of the Development Concept PackaCjJe. and may either reasonably approve it. request modifications or reject it. If any such items are rejected. the ACjJency ahall provide a list of deficiencies to the Developer, and if these deficiencies are not corrected to the satisfaction of the ACjJency within thirty (30) days of such rejection, this ACjJreement shall automatically terminate unless it is extended by the mutual written aCjJreement of the ACjJency and the Developer. , (4) If the Agency approves the Development Concept Package. then, within sixty (60) days from the date of such approval. the Agency and the Developer ahall continue to negotiate toward the execution within such period of a Disposition and Development Agreement (the "DDA") with respect to the development (the "Development"). During this 60-day period. the Developer ahall prepare and submit an architectural concept of the proposed Development. If a DDA has not been entered into on or before June 21, 1989. this Agreement ahall be automatically terminated unless it has been earlier terminated or is extended as provided herein by mutual written agreement of the Agency and the Developer. If a DDA is signed. it ahall supersede this Exclusive Negotiation Agreement. B. [1103] Neqotiation Period T.be duration of this Agreement (the "Negotiation Period") ahall be one hundred twenty (120) days from the date of execution of this Agreement by the Agency, unless sooner terminated pursuant to the provisions of this Agreement. The Negotiation Period shall not be extended by periods for cure of defaults. C. [1104] Deposit Prior to the execution of this Agreement by the Agency. the Developer shall submit to the Agency a good faith deposit (the "DepOsit") in the amount of FIVE HUNDRED DOLLARS ($500.00) in the form of either cash or a certified or cashier's check to ensure that the Developer will proceed diligently and in good faith to negotiate and perform all of the Developer's Obligations under this Agreement. The Agency ahall have no Obligation to earn interest on the Deposit. Any interest earned on the Deposit shall be the sole property of the Agency. In the event the Developer has not continued to negotiate diligently and in good faith, or has failed to timely discharge its responsibilities pursuant to Section 102'~f this 03-02-89 3351n/2602-00 -3- ......-- .- " ~ ~ . ('- ~ r1 -.....I Aqreement, the Aqency ahall qive written notice thereof to the Developer who ahall then have ten (10) calendar days ~o commence neqotiatinq diliqently and in qood faith or, with respect ~o a failure purauant ~o Section 102 of this Aqre_ent, thirty (30) days to cure irreSPective of the VOOd faith of the Developer. Followinq the receipt of such notice and the failure of the Developer ~o thereafter Commence neqot1atinq in vood faith within such ~en (10) calendar day. or ~o cure a failure pursuant to Section 102 within thirty (30) calendar days, this Aqre_ent may be terminated by the Aqency. In the event of such ~ermination by the Aqency, for a reason..'other than the failure of the Developer ~o neqotiate in vood faith, the Deposit ahall be returned to the Developer and neither party ahall have any further rivhts aqainst or liability to the other under this Aqreement. '1'BE PARTIES AGREE THAT IN '1'BE EVENT THE DEVELOPER FAILS TO NEGOTIATE DILIGENTLY AND IN GOOD FAITH AND THIS AGREEMENT IS TERMINATED ON THAT BASIS, THE AGENCY WOULD SUSTAIN LOSSES WHICH WOULD BE UNCERTAIN. SUCH LOSSES WOULD INCLUDE COSTS PAYABLE TO ADVISERS AND STAFF TIME ALLOCATED TO '1'BE PREPARATION OF THIS AGREEMENT AND ITS IMPLEMENTATION, '1'BE POTENTIAL LOSS OF AN HISTORIC RESOURCE, AND SUCH VARIABLE FACTORS AS '1'BE LOSS OF OTHER POTENTIAL DEVELOPMENT OPPORTUNITIES WITH RESPECT TO '1'BE SITE, FRUSTRATING AND DELAYING '1'BE IMPLEMENTATION OF THE REDEVELOPMENT PLAN AND FOREGOING MAXIMIZING EFFORTS TOWARD INCREASING TAX INCREMENT REVENUES, PROVIDING EMPLOYMENT, INCREASING PRIVATE INVESTMENT, AND THE ATTAINMENT OF OTHER OBJECTIVES OF THE REDEVELOPMENT PLAN. IT IS IMPRACTICABLE AND EXTREMELY DIFFICULT TO FIX THE AMOUNT OF SUCH DAMAGES TO THE AGENCY, BUT THE PARTIES ARE OF THE OPINION, UPON THE BASIS OF ALL INFORMATION AVAILABLE TO THEM, THAT SUCH DAMAGES WOULD APPROXIMATELY EQUAL THE AMOUNT OF THE DEPOSIT (WITH ANY INTEREST EARNED THEREON), AND SUCH AMOUNT SHALL BE RETAINED BY THE AGENCY IN THE EVENT THIS AGREEMENT IS TERMINATED BY THE AGENCY FOR THE CAUSE SET FORTH IN THIS PARAGRAPH. THE DEVELOPER AND THE AGENCY SPECIFICALLY ACKNOWLEDGE THIS LIQUID GES PROVISION BY THEIR SIGNATURE BELOW: Agency Initial Here In the event the Aqency fails to neqotiate diliqently and in qood faith, the Developer shall give written notice thereof to the Agency which shall then have ten (10) calendar days to commence neqotiating in good faith. Followinq the 03-02-89 33S1n/2602-00 -4- r- - ; ,~ , ~ 1\.."....... 1"'." ""\ V '- receipt of such notice and. the failure of the Agency to thereafter commence negotiating diligently and in good faith within auch ten. (10) calendar days, this Aqre_ent may be terminated by the Developer. In the event of such termination by the Developer, the Agency shall return the Deposit to the Developer, and neither party shall have any further rights against or liability to the other under this Agre_ent. Upon automatic termination of this Agreement at the expiration of the Negotiation Period or such extensio~ thereof as may be hereafter approved in writing by the parties, or upon execution by the Agency and. the Developer of a DDA, then concurrently therewith, the Deposit hereunder shall be returned to the Developer and neither party shall have any further rights against or liability to the other under this Agreement. If a DDA has been executed by the Agency and the Developer, the DDA ahall thereafter govern the rights and obligations of the parties with respect to the development of the Site. II. [1200] Development Concegt A. [1201] Scoge of Development The negotiations hereunder shall be based on a development concept which ahall include the acquisition and move of the Miles House onto the Site, and the complete interior and exterior rehabilitation of the Miles House in a manner which will preserve the historic character of the Miles House but result in space allocation and interior treatment which renders the building suitable for office use, Desiqn will be developed during the negotiation of the DDA. B. (1202) Developer's Findinqs, Determinations, Studies and Reports Upon reasonable notice, as from time-to-time requested by the Agency, the Developer agrees to make oral and written progress reports advising the Agency on all matters and all studies being made by the Developer. Further, at thirty (30) days intervals from the date of execution of this Agreement by the Agency, the Developer shall provide a written report to the Agency concerning its progress in preparing plans for the move of the Miles House, floor plans/interior space plans, and time schedules for development of the Site. III. [1300] Purchase Price and/or Other Considerations The purchase price and/or other considerations to be paid by the Developer under the DDA will be established by the Agency after negotiation with the Developer. Such purchase 03-02-89 335ln/2602-00 -5- .. i .~ . . ~ ~ ( '-, , ., 1'....., '- ...j price and/or other consideration will be based upon such ~actors as market conditions, density of development, costs of development, risks of the AljJency, risks of the Developer, .stimated or actual Developer profit, public purpose and/or fair value for the uses permitted to be developed and financial requirements of ~e AljJency, and will be subject to approval by the AljJency and the Common Council of the City of San Bernardino after a public hearinljJ as required by law. IV. 11400J The Developer A. (1401) Nature of the Developer The Developer is Jim Rock, an individual. B. 11402J Office of the Developer The principal office of the Developer is: Jim Rock 27213 East 5th Street BiljJhland, CA 92346 C. 11403J The Developer's Consultants and ProfeSSionals The Developer's architect will be Paul F. Madison. The Developer's engineer will be Ed Mason. The Developer's attorney will be Bruce Varner and/or Stanley Orrock. D. 11404J Assiqnment. This Agreement ahall not be assigned by the Developer without prior written approval of the Agency, which the Agency shall grant or refuse at its sole discretion: provided that assignments proposed with financial institutions for financing purposes shall be subject to reasonable review and approval of ~e Agency. E. 11405] Full Disclosure i: The Developer is required to make full disclosure to the Agency of its principals, officers, major stockholders, major partners, joint venturers, key managerial employees and other associates, and all other material information concerning the Developer and its associates. Any significant change in the principals, associates, partners, jOint venturers, neljJotiators, development manager, consultants, professionals and directly-involved managerial employees of the Developer is subject to the approval of the Agency. 03-02-89 3351n/2602-00 -6- t i t ~. " f- f,- t f f"" '- ( - ---. ---- - .----..-- ,... ...... V. (1500] The Developer's Financial Capacity A. (15011 Financial Abilitv Prior to execution of the DDA, the Developer ehall submit to the Agency satisfactory evidence of its ability to finance and complete the development. B. (1502] Construction Financing The Developer's proposed method of obtaining' construction financing for the development of the Site shall be submitted to the Agency concurrently with execution and delivery by the Developer of a DDA to the Agency for approval. C. (1503] Long-Term Development FinancinCJ The Developer's proposed method of Obtaining long-term development financing shall be submitted to the Agency concurrently with execution and delivery by the Developer of a DDA to the Agency for approval. D. (1504] Bank and Other Financial References The Developer's banks are First Federal Savings & Loan Association (San Bernardino main branch), and Redlands Federal SaVings & Loan Association (San Bernardino main branch). E. (1505] Full Disclosure The Developer will be required to make and maintain full disclosure to the Agency of its methods of financing to be used in the development of the Site. VI. 11600] Commission's ResponSibilities A. 11601] Redevelopment Plan This Agreement and the DDA are subject to the Provisions of the Redevelopment Plan for the Central City North Redevelopment Project which was approved and adopted by the Common Council of the City of San Bernardino by Ordinance No. 3366 on August 6. 1973 as amended by Ordinanceee) No. NC-56l on December 8. 1986. '., B. (1602] Public Hearing Any DDA resulting from the negotiations hereunder shall become effective only after and if the DDA has been considered and approved by the Agency and the Common Council of the City of San Bernardino at a public hearing called for such purpose. 03-02-89 3351n/2602-00 -7- ~-_.:.~--:- ---.-=-:l.~~~_:-~_.---_. , r. , '. , .' ~ , . . ~~. t ~ . , ! & ,fi- ( "- ._--~.._._--"__. ____.h . --.-.-. --.---- --~___~_______. .U_ "- , .j VII. (1700] Special Provi.~on. A. (1701] Real Estate Commissions Nei ther the Aqency nor the Developer shall be liable for any real estate commission or brokeraqe fees whiCh may arise herefrom. Each of the Agency and the Developer represents that it has enqaqed no broker, aqent or finder in connection with this transaction. The Developer aqr.es to hold the Aqency harmless from any claim by any broker, aqent or finder retained by the Developer. B. (1702] Press Releases. The Developer aqrees to discuss any press releases with · desiqnated Aqency representative prior to disclosure in order to assure accuracy and consistency of the information. C. (1703] Nondiscrimination. With respect to Developer's obliqations and performance hereunder, the Developer shall not discriminate in any matter on the basis of race, creed, color, reliqion, qender, marital atatus, national oriqin or ancest~. D. (1704] Notice. All notices qiven or required to be qiven hereunder shall be in writinq and addressed to the parties as set out below, or to such other address as may be noticed under and pursuant to this paraqraph. Any such notice shall be considered served when actually received by the party intended, whether personally served or aent postaqe prepaid by reqistered or certified mail, return receipt requested. Aqency: San Bernardino Redevelopment Aqency Ci ty Hall 300 North "D" Street San Bernardino, CA 92418 Attn: Steven H. Dukett, Executive Director Developer: Jim Rock 27213 East 5th Street Highland, CA 92346 E. (1705] Other Aqreements This Aqreement supersedes any previous aqreements entered into between the Developer and the Aqency or any discussions or understandinqs between the Developer and the Aqency with respect to the Site or the Miles House. 03-02-89 335ln/2602-00 _A_ ~... . " ,'.---..--- .... -- -.--- -------------:..- . , . ' I , !. . '. / /' ~t- . '-. f t I .,.,u,.... ~ (,- F. [1706] Warranty of Sianators. 7he signatories to this Agre_ent represent and warrant that they have the authority to execute this Agre_ent on behalf of the principals they purport to represent. VIII. [1800] Limitations of T.his Aqreement By its execution of this Agre_ent, the Agency is not committing itself to or agreeing to undertake: (a) disposition of land or buildings to the Developer; or (b) any other acts or activities requiring the subsequent independent exercise of discretion by the Agency, the City or any agency or department thereof. 7his Agreement does not constitute a disposition of property or exercise of control over property by the Agency or the City and does not require a public hearing. Execution of this Agreement by the Agency is merely an agreement to enter into a period of neqotiations according to the terms hereof, reservinq final discretion and approval by the Agency and the City as to any Disposition and Development Agreement and all proceedings and decisions in connection therewith. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth in this Aqreement. Dated: DEVELOPER ~-&-e9 AGENCY REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO Executive Director ATTEST: Agency Clerk Dated: 03-02-89 ~~P"- ._.__ -..- , t. fa . ,- . ; ('- ~ ('- , 1 __0__ ___ ------~---.~-~._-.......,... . '"-,,, 03-02-89 33Sln/2602-00 ---.- --_.---- APPROVED AS :ro PROGRAM: REDEVELOPMENT AGENCY OF nm Cn'l' OF SAN BERNARDINO By: ~3kk,,/ ------- g, occa, Carlson & Rau , Special Counsel to the Agency Genera ounsel to the Agency -10- r" i ' , --- , I. , : . 1 , t . , , ~ , I, - _.~-- --- .....---..-- _._- - - ---~~--- _._~-~----_.._- -- ----.-- "- , .tz7S =--:-:::---m., " , , " . . I I I I . - -- (i) -..-- . -- ~t..h- USE. -~~y~~~ . -- SI- ."1' -.: -- 411 ~ Iote- -- -- - .... ..; '\. ..... .. .. o. .: I" .0... ~ .. .:. .1 .. .. .oI' .." eo ..... .. ...._ .. "0 · .... .. . . . .":.;. ,... .. - . ~.: ..:~::. ~ .. :~.: .::." .;0: ..: . ~ ~: ~ .. .. ."0.. ~. eo "0" o. .... . \" 00 .. . .. - . I I "(fiT'" , . I I J , I 1 " I I I , " , . I@/ , I , , ' , . , . . . .. 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