HomeMy WebLinkAboutCDC/2010-70
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RESOLUTION NO.
CDC/2010-70
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING
THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
EXECUTE A PROPERTY OWNER PARTICIPATION AGREEMENT BY
AND BETWEEN THE AGENCY AND UNIVERSITY PARK PROMENADE
AND SHOPS, LLC ("P ARTICIP ANT"), FOR THE INST ALLA TION OF
PUBLIC IMPROVEMENTS IN THE PUBLIC RIGHTS-OF-WAY OF
NORTHPARK BOULEVARD AND UNIVERSITY PARKWAY LOCATED
WITHIN THE ST ATE COLLEGE REDEVELOPMENT PROJECT AREA
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") is a
10 community redevelopment agency duly created, established and authorized to transact business and
11 exercise its powers, all under and pursuant to the California Community Redevelopment Law (the
12 "CRL"), codified under Division 24, Part I of the California Health and Safety Code commencing
13 at Section 33000 and is authorized to implement infrastructure projects for redevelopment purposes
14 located within the approved redevelopment project areas in the City of San Bernardino (the "City")
15 in accordance with the CRL; and
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WHEREAS, the Agency through the approvals of the Community Development
17 Commission of the City of San Bernardino (the "Commission") of this Resolution has found and
18 determined as of the date of this Resolution for the approval of the attached Property Owner
19 Participation Agreement (the "Agreement") as attached hereto as Exhibit "A", that the
20 infrastructure improvements to be undertaken by the property owner within the public rights-of-
21 way of Northpark Boulevard and University Parkway are consistent with the Redevelopment Plan
22 for the State College Redevelopment Project Area (the "Project Area") and are located entirely
23 within the Project Area; and
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WHEREAS, the developer identified in the Agreement has been duly established and is
25 known as University Park Promenade and Shops, LLC, a California limited liability company (the
26 "Participant"), and the Participant proposes to undertake certain public works improvements
27 subject to reimbursements by the Agency being remitted to the Participant, and the undertaking of
28 additional public works improvements to be undertaken by the Participant without Agency
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1 reimbursements all as further provided in the Agreement; and
2 WHEREAS, the approval of the Agreement and the implementation thereof by the
3 Participant will further the redevelopment goals and objectives of the Agency all in furtherance of
4 the Redevelopment Plan for the Project Area and the applicable Implementation Plan.
5 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
6 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
7 FOLLOWS:
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Section 1.
The information and facts set forth in the above recitals of this Resolution
9 are true and correct in all respects.
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Section 2.
The Commission hereby approves the Agreement between the Agency and
11 the Participant attached hereto, incorporated herein by reference as Exhibit "A". The Commission
12 hereby finds and determines as of the date of this Resolution and through the approval of the
13 Agreement that the infrastructure improvements to be undertaken by the Participant within the
14 public rights-of-way of Northpark Boulevard and University Parkway are consistent with the
15 Redevelopment Plan for the Project Area and are located entirely within the Project Area. The
16 Commission further concurs in the representations made by the Participant that the environmental
17 determinations and exemptions for the infrastructure improvements all as set forth in the recitals to
18 the Agreement are consistent with prior official actions as noted therein as previously granted by
19 the City and the Planning Commission.
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Section 3.
The Interim Executive Director of the Agency is hereby authorized to
21 execute the Agreement on behalf of the Agency in substantially the form attached hereto as Exhibit
22 "A", together with such changes therein as may be approved by the Interim Executive Director of
23 the Agency and Agency Counsel. The Interim Executive Director of the Agency or such other
24 designated representative of the Agency is further authorized to do any and all things and take any
25 and all actions as may be deemed necessary or advisable to effectuate the purposes of the
26 Agreement, including making non-substantive modifications to the Agreement.
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Section 4.
This Resolution shall take effect from and after its date of adoption by this
28 Commission.
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CDC/2010-70
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING
THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
EXECUTE A PROPERTY OWNER PARTICIPATION AGREEMENT BY
AND BETWEEN THE AGENCY AND UNIVERSITY PARK PROMENADE
AND SHOPS, LLC ("PARTICIPANT"), FOR THE INSTALLATION OF
PUBLIC IMPROVEMENTS IN THE PUBLIC RIGHTS-OF-WAY OF
NORTHPARK BOULEVARD AND UNIVERSITY PARKWAY LOCATED
WITHIN THE STATE COLLEGE REDEVELOPMENT PROJECT AREA
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a j oint regular meeting
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thereof, held on the 20th day of December , 2010, by the following vote to wit:
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Commission Members: Ayes Nays Abstain Absent
12 X
MARQUEZ
13 X
DESJARDINS
14 BRINKER X
-
15 SHORETT X
16 KELLEY ~
17 JOHNSON X
18 MC CAMMACK x
sccre~)
~-(
22 The foregoing Resolution is hereby approved this ~ V'" day of Decemher
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26 Approved as to Form:
:: By: c~dr-
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20
21
,2010.
orns, rperson
nity Development Commission
of the City of San Bernardino
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EXHIBIT "A"
PROPERTY OWNER P ARTICIP A TION AGREEMENT
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EXHIBIT "A"
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
2010
PROPERTY OWNER PARTICIPATION AGREEMENT
UNIVERSITY PARK PROMENADE AND SHOPS, LLC
THIS 2010 PROPERTY OWNER PARTICIPATION AGREEMENT (this
"Agreement") is dated as of December~, 2010, by and between University Park Promenade
and Shops, LLC, a California limited liability company (the "Participant"), and the
Redevelopment Agency of the City of San Bernardino, a public body, corporate and politic (the
"Agency"), and this Agreement is entered into with respect to the following facts:
"-
RECIT ALS
1. The Participant owns certain parcels fronting on Northpark Boulevard and University
Parkway near the northwest intersection of Northpark Boulevard and University Parkway,
legally described as parcels 0151-342-20-0000, 0151-361-36-0000, 0151-361-37-0000,
0151-372-22-0000, 0151-372-23-0000, and 0151-372-24-0000 related to Tract Map No.
16509-7, San Bernardino, California. The Participant's parcels (the "Participant Property"),
together with the lot owned by California State University located at the northwest comer of
Northpark Boulevard and University Parkway the ("CalState Property"), Spellacy Park
identified legally as parcel 0151-342-21-0000 related to Tract Map No. 16509-7 as owned by
the City of San Bernardino (the "City") ("Spellacy Park"), the lot which is the site of the San
Bernardino Municipal Water Department DC-1 (the "Water Department Property")(the
Participant Property, the CalState Property, Spellacy Park and the Water Department
Property are collectively sometimes referred to herein as the "Properties"), and the Properties
abut certain public street rights-of way of the City all as more particularly illustrated and
described as attached hereto as Exhibit "A" and incorporated herein by this reference. The
Properties are located adjacent to the redevelopment project area described in the
Redevelopment Plan (the "Redevelopment Plan") for the State College Redevelopment
Project Area ("Project Area") for which the public street rights-of-way as illustrated on
Exhibit "A" are located entirely within the Project Area. The Participant is the fee owner of
a certain parcel known as The Shops at University Park and California State University is the
fee owner of a certain lot known as the Plaza at University Park both of which are illustrated
in Exhibit "B" attached hereto and incorporated herein by this reference and as further
described and defined in recitals 4 and 5 hereof.
2. The City and Agency will benefit from the active participation in the coordination with the
Participant of the installation of public improvements in the public rights-of-way of
Northpark Boulevard and University Parkway as the same are located within the Project
Area.
3. The Agency does not have available personnel to prepare and administer the public bidding
procedures for public streets and other public infrastructure and to manage the construction
of the proposed public improvements, and the Participant proposes that the Agency will
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benefit from using the skilled and experienced employees of the Participant, at no charge to
the Agency, to coordinate and manage the installation of public improvements in the public
rights-of-way of the City.
4. The Agency intends to promote the stimulation of the economy, reduce economic blight, and
create jobs by causing the repair of deteriorating public infrastructure and the installation of
public infrastructure in the Project Area and potentially other public infrastructure for certain
areas abutting the Project Area on portions of the Properties, which will advance to an earlier
date the private sector development known as The Shops at University Park and the Plaza at
University Park located at the northwest comer of University Parkway and Northpark
Boulevard in the City all as more particularly identified and illustrated on Exhibit "B"
attached hereto and incorporated herein by this reference (The Shops at University Park and
the Plaza at University Park are sometimes commonly referred to herein as "The Shops and
Plaza Property").
5. The Agency and City may derive benefits by the Participant and California State University
advancing the time table for completion of the outdoor plaza and installation of art work at
the outdoor plaza (known as the "Plaza at University Park") to be installed on property
owned by California State University defined herein as the CalState Property and the
installation of other public improvements that will be either located within or may be of
benefit to the Project Area. The salient benefits to be derived by the Agency and the City are
identified in Exhibit "I" attached hereto and incorporated herein by this reference.
6. The Participant has determined that the City and Agency would benefit by the efforts of the
Participant to complete certain public street improvements in coordination with the San
Bernardino Municipal Water Department's installation of a 16" waterline in the Northpark
Boulevard public street right-of-way where, in the future, any necessary repairs to the
waterline would be more efficient and less costly to conduct and will have less of a negative
impact on the Plaza at University Park.
7. The Participant, together with the prior official actions of the City, has established a
Landscape Maintenance District (the "LMD") to maintain the Plaza at University Park and
other public street median and public street parkway landscape improvements within certain
public rights-of-way; and the Participant has proposed that the undertaking of all such public
street median and public street parkway landscape improvements with certain public rights-
of-way will be beneficial to the Agency and the community in the event the Participant is
encouraged to commence the subject public improvements at the present time and complete
the subject public improvements by a date not later than December 31, 2012; and that the
earlier completion of the subject public improvements will not create an undue financial
hardship on either the Agency or the City in their efforts and obligations to maintain the
public improvements during the current period of economic downturn because said public
improvements will be maintained by the City established LMD at no additional general fund
cost to the Agency or the City.
8. The Participant has previously provided certain grant funding for outdoor public art to
California State University, and the Participant has proposed to the Agency and California
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State University that both of said public entities will benefit by reducing the risks of future
disturbances and possible destruction of the public plaza and outdoor public art if the subject
public street improvements on Northpark Boulevard and University Parkway and the new
16" waterline on the Water Department Property were installed prior to the construction and
completion of the Plaza at University Park.
9. The Participant has proposed that the Agency and the City would receive benefits in the
event the Participant undertakes and completes the rough grading of approximately 17 acres
of the Participant Property, including portions of other publicly owned property, at the
Participant's sole expense at a cost to the Participant of approximately $422,560, and such
advance of funds by the Participant to complete said grading work will make possible
advancing the date for the commencement and completion of Spellacy Park and the Plaza at
University Park to be located and developed upon the CalState Property; and the Agency and
City would benefit in the event the Participant installs certain water infrastructure
improvements, including security walls around Water Department Property upon which
certain water facilities are located, with said construction costs being undertaken at the
Participant's sole expense at a cost to the Participant of approximately $284,740; and the
Participant has additionally proposed that the Agency and the City would receive benefits in
the event the Participant expended approximately $210,000 of improvements to the public
park known as Spellacy Park, and if the Participant installs additional public infrastructure
improvements valued at approximately $161,200 to the Plaza at University Park upon the
CalState Property.
10. The Participant proposes to the Agency that the cost of the public street improvements to be
constructed by the Participant pursuant to this Agreement is likely to be significantly lower
during the next two-year timeframe rather than in future years provided that the current
economic downtrend reverses and attains prior economic levels.
11. The Participant represents, and the Agency relies on the Participant's representations, and
Agency through the approval and execution of this Agreement concurs that the
improvements identified as the Project are categorically exempt from the California
Environmental Quality Act ("CEQA") pursuant to (i) Class 1 (b) and 1 (c) of "Existing
Facilities" and/or (ii) Class 4(a), (b) and (f) of "Minor Alterations to Land" and/or (iii) Class
3(d) and (e) of "New Construction or Conversion of Small Structures". All such
improvements constituting the Project are similarly those improvements addressed by the
City of San Bernardino Planning Commission adopted Mitigated Negative Declaration and
Mitigation Monitoring/Reporting Program for Tentative Tract Map No. 16509 and
Conditional Use Permit No. 03-06 on May 6, 2003, and the City of San Bernardino Planning
Commission adopted Mitigated Negative Declaration and Mitigation Monitoring/Reporting
Program for Tentative Tract Map No. 17703 and Conditional Use Permit No. 06-04 on April
4, 2006. Therefore, the cited categorical exemptions and previously adopted Mitigated
Negative Declarations and Mitigation Monitoring/Reporting Programs are
adequate documentation of CEQA compliance for the undertaking of the Project by the
Participant.
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The Participant for itself and its successors and assigns, and the Agency for itself and its
successors and assigns, have entered into this Agreement in order to implement the
Redevelopment Plan and for the benefit of the Project Area, the Properties and the herein
referenced public street rights-of-way as authorized under Health and Safety Code Section
33000, et seq. (the "Community Redevelopment Law" or "CRL").
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES
AND COVENANTS OF THE PARTIES, THE PARTICIPANT FOR ITSELF AND ITS
SUCCESSORS AND ASSIGNS AND THE AGENCY FOR ITSELF AND ITS SUCCESSORS
AND ASSIGNS, AGREE:
Section 1. Effective Date of A2:reement and Obli2:ation of the A2:encv to
Make Certain Payments to the Participant.
This Agreement shall take effect following its approval by governing body of the Agency and
execution by the parties and upon satisfaction of all conditions precedent to this Agreement
taking effect in accordance with its terms all having been duly satisfied. The obligation of the
Agency to make the payments to the Participant under Section 3 of this Agreement shall arise
when all of the following conditions have been satisfied by the Participant:
(a) the Participant has obtained from the City the permits for the construction of the
subject public improvements identified as the Project and each phase of the subject
improvements have been completed. The word "Project" as used in this Agreement,
means and refers to the public streets and other public infrastructure work identified in
Exhibit "C." The Project shall include the construction and installation of the Project on
the public street rights-of-way abutting the Properties. A detailed description of the
functional elements of the Project (the "Scope of Development") is attached as Exhibit
"C." The City is not a party to this Agreement and nothing herein shall be deemed to
create any obligation or liability on the part of the City in connection with the zoning
currently affecting the Properties or the Participant Property or as may otherwise be
required pursuant to Government Code Section 65860, et seq.;
(b) the Participant will have completed the Scope of Work comprising the Project
within the public street rights-of-way and on the Properties, as necessary, and the public
street rights-of-way abutting the Properties, including the installation of the off-site work
to be conducted by the Participant in various public street rights-of-way as identified in
Exhibit "c" by a date not later than December 31, 2012; (ii) the Participant will have
completed the rough grading of the Property as identified in Exhibit "H" by a date not
later than December 31,2012; (iii) the Participant will have completed the Spellacy Park
in ingress and egress connection from Northpark Boulevard as identified in Exhibit "H"
by a date not later than July 31,2013; (iv) the Participant will have completed the San
Bernardino Municipal Water Department DC-l Improvements as identified in Exhibit
"H" by a date not later than July 31,2013; and (v) the Participant will have completed
the University Park Plaza infrastructure contribution as identified in Exhibit "H" by a
date not later than July 31,2013. For the purposes of this Agreement, the Scope of Work
shall be deemed "completed" when the following have been satisfied:
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(i) the Participant files its notice of completion as defined in Civil Code Section
3093 for all of the various phases of the Project;
(ii) the City acting by and through its Development Services Department has
accepted as complete the public improvement items consisting of the public street
improvements on Northpark Boulevard and University Parkway;
(iii) the Agency has accepted and notified the Participant in writing that all work
identified in Exhibit "c" has been completed satisfactorily and accepted by the
Agency; and
(iv) the Agency has confirmed in writing that the improvements identified III
Exhibit "H" have been completed in accordance with this Agreement.
(c) any failure of the Participant to comply with the above set forth terms and
conditions on or before anyone or more of the dates specified in Section 1 (b) above shall
render this Agreement null and void without any further action by the Agency and
without any requirement for notice from the Agency to the Participant. Thereupon, the
Agency shall be released from any and all financial and performance obligations incurred
by the Agency for the payment or reimbursement of funds to the Participant in
furtherance of the Project.
Section 2.
Conformity of the Proiect with the Redevelopment Plan.
(a) The Participant and the Agency have reviewed and jointly acknowledge
that as of the date of this Agreement, the construction and installation of the Project described in
the Scope of Development, attached hereto as Exhibit "c" is consistent with the Redevelopment
Plan for the Project Area.
(b) The Agency agrees to present to the governing body of the Agency and to
the Mayor and Common Council of the City for their consideration the requisite findings and
determinations if and to the extent deemed necessary by the Agency if it is later determined that
any portion of the Project is ultimately located outside the boundaries of the Project Area in an
effort to provide reimbursements to the Participant on the terms as set forth in Section 3 of this
Agreement. Such findings and determinations are required pursuant to Health and Safety Code
Section 33445 for the consideration of the necessary findings as required by said section for the
expenditure of Agency tax increment revenues outside of the Project Area for public
improvement projects. No funds shall be disbursed by the Agency to the Participant for any
payments or reimbursements for the Project unless located within the Project Area subject to
said preceding sentence for compliance with Health and Safety Code Section 33445.
Section 3. Af!encv Contribution to Pay a Portion of the Public
Improvement Cost Reimbursements to the Participant.
(a) The undertaking of the construction and installation of the Project by the
Participant requires the Participant to pay various capital facility impact mitigation fees and
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public agency permit fees and utility connection capital charges (collectively, the "Public
Agency Charges") to the City and to other applicable public agencies.
(b) The undertaking of the construction and installation of the Project requires
the Participant to design, construct and install certain off-site public improvements to City owned
property and State of California owned property abutting the public street rights-of-way, and to
design, construct and install certain off-site public street improvements abutting the Properties,
and to design, construct and install certain on-site improvements to the Properties as required by
this Agreement. As of November 2010, the total estimated cost of the Improvement Cost
Reimbursements to the Participant is estimated to be an amount not to exceed Nine Hundred
Ninety-Nine Thousand Two Hundred Three Dollars and eighteen cents ($999,203.18) as
committed to be reimbursed in such not-to-exceed dollar amount by the Agency to the
Participant pursuant to this Agreement; provided, however, such Improvement Cost
Reimbursements to the Participant shall specifically exclude the Participant's direct financial
contribution obligation as incurred pursuant to this Agreement pertaining to all funding
obligations for (i) Spellacy Park completion and the ingress and egress travel lanes from
Northpark Boulevard, (ii) San Bernardino Municipal Water Department DC-1 Improvements on
the Water Department Property, (iii) grading of approximately 17 acres as set forth in this
Agreement, and (iv) the Plaza at University Park. Such excluded items as set forth in items (i)
through (iv) of the preceding sentence are estimated to be One Million Seventy-Eight Thousand
Five Hundred Dollars ($1,078,500) which shall at all times be the sole financial obligation of the
Participant without any reimbursements or payments or other contributions required to be
remitted by the Agency.
(c) Subject to the terms and conditions of this Agreement, the Agency hereby
agrees to reimburse the Participant from time-to-time a sum not to exceed Nine Hundred Ninety-
Nine Thousand Two Hundred Three Dollars and eighteen cents ($999,203.18), as an off-set to
the Improvement Cost Reimbursements subject to the following terms and provisions:
(i) the indebtedness of the Agency to the Participant under this
Section 3 shall be evidenced solely by this Agreement;
(ii) the principal amount of the indebtedness shall be verified by the
Executive Director of the Agency following completion of the Project and acceptance of the
items comprising the Improvement Cost Reimbursements incurred by the Participant in
connection with the Improvements identified in the Scope of Work as the Project, together with
the certified payroll records for the construction and installation of those improvements to the
off-site public streets comprising Northpark Boulevard and University Park adjacent to the
Properties; provided, however, that in the event that the total cost of the Improvement Cost
Reimbursements as actually paid by the Participant may in the aggregate are less than the sum of
$999,203.18, then in such event, the principal balance payable under the terms of this Agreement
shall be such lesser amount;
(iii) the Participant has submitted to the Executive Director of the
Agency a true and correct copy of the complete and certified payroll records related to the
construction for those components of the Improvement Cost Reimbursements for the public
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street improvements on Northpark Boulevard and University Parkway which document the fact
that prevailing wages have been paid to all workers employed by the Participant, or its general
contractor and each subcontractor thereof, to construct and install public street improvements
comprising the Improvement Cost Reimbursements. For the purposes of this subparagraph, the
words "certified payroll records" shall have the same meaning as set forth at California Labor
Code Section 1776;
(iv) the Participant has submitted satisfactory written evidence to the
Executive Director of the Agency demonstrating that all prices obtained for the construction and
installation of the Project have been obtained at the lowest possible cost for the labor and
materials as required based upon either evidence of a modified competitive solicitation process
or verification by the City Development Services Department that such prices as obtained by the
Participant for the work comprising the Project are equal to or lower than those that prices that
could otherwise have been obtained by the City or the Agency pursuant to a formal public works
procurement and bidding process if initiated by the City or the Agency;
(v) no interest shall accrue on any amounts due and payable by the
Agency to the Participant pursuant to the terms of this Agreement;
(vi) this Agreement and all payments due and payable hereunder shall
have a maturity date which is the first day of the fifth (5th) anniversary following the date of this
Agreement, and if any unpaid principal balance remains owing after such fifth (5th) anniversary
date as so determined, such sum shall be waived and forgiven by the holder of this Agreement
and shall no longer be due and payable by the Agency to the Participant or to any other entity or
person.
Section 4.
Covenant A2ainst Unlawful Discrimination.
The terms and provisions of Health and Safety Code Section 33436 which
prohibit various types of unlawful discrimination are hereby incorporated into this Agreement by
this reference. The Participant agrees to comply with such terms and provisions as contained in
the Community Redevelopment Law as set forth in the Health and Safety Code and in the
Redevelopment Plan with respect to covenants against unlawful discrimination for the periods of
time specified therein and in the Redevelopment Plan.
Section 5.
Special Representations and Covenants of the Participant.
The Participant hereby agrees that in connection with its construction and
installation of the Improvement Cost Reimbursements, that not less than "prevailing wages", as
this term is defined at California Labor Code Section 1770, et seq., shall be paid by the
Participant, its contractor and any subcontractor to all workmen employed in connection with the
construction and installation of the Northpark Boulevard and University Park street
improvements and for any other public improvement for which the Participant seeks
reimbursements of public funds from the Agency or any other public entity. The provisions of
California Labor Code Sections 1775 and 1776 shall be applicable to the performance of this
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obligation of the Participant as the same relate to the subject street improvement items and to the
remedies of the Agency in the event of a breach of this obligation by the Participant.
Section 6.
Defaults and Breach - General.
This Agreement shall have no further force or effect in the event that the
Participant may fail to complete the construction and installation of the Project by anyone or
more of the respective dates indicated in Section 1 (b). In the event that the Project, or any
portion thereof, may not be completed by such one or more dates for any reason, then in such
event, neither party shall be under any further obligation under this Agreement, and the rights of
the parties hereunder shall be released and discharged. Failure or delay by either party to
perform any material term or provision of Section 3, Section 4, Section 5 or Section 6 of this
Agreement shall constitute a default under this Agreement; provided, however, that if the party
who is otherwise claimed to be in default by the other party commences to cure, correct or
remedy the alleged default within thirty (30) calendar days after receipt of written notice
specifying such default and shall diligently complete such cure, correction or remedy, such party
shall not be deemed to be in default hereunder.
The party which may claim that a default has occurred shall give written notice of
default to the party in default, specifying the alleged default. Delay in giving such notice shall
not constitute a waiver of any default nor shall it change the time of default; provided, however,
the injured party shall have no right to exercise any remedy for a default hereunder without
delivering the written default notice as specified herein.
Any failure to delay by a party in asserting any of its rights and remedies as to any
default shall not operate as a waiver of any default or of any rights or remedies associated with a
default. Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative and the exercise by either party
of one or more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other default by the
other party.
In the event that a default of either party may remain uncured for more than thirty
(30) calendar days following written notice, as provided above, a "breach" shall be deemed to
have occurred. In the event of a breach, the party who is not in default shall be entitled to seek
any appropriate remedy or damages by initiating legal proceedings.
Section 7.
in the Scope of Work.
Reimbursement to Participant for Completed Work Identified
The Participant shall be reimbursed by the means of progress payments for the
cost of completing the improvements identified in the Scope of Work. The reimbursement
payments shall be consistent with the Description of Improvement Cost Reimbursements
contained in Exhibit "J" of this Agreement. The actual cost of each of the improvement items
may be greater than or less than the estimated costs identified in Exhibits D, E, F and G;
provided, however, in no event shall the total payments to the Participant exceed the sum of
$999,203.18. The Agency shall use reasonable efforts to reimburse the Participant within thirty
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(30) calendar days after the Participant's submittal of proper documentation satisfactory to the
Agency Executive Director.
Section 8.
Attornevs' Fees.
If either party hereto files any action or brings any action or proceeding against
the other arising out of this Agreement, then the prevailing party shall be entitled to recover as an
element of its costs of suit and not as damages, its reasonable attorney's fees as fixed by the
court in such action or proceeding or in a separate action or proceeding brought to recover such
attorney's fees.
Section 9.
Headin2:s and Attachments.
The headings of each section of this Agreement are provided for purposes of
reference and convenience only and do not have any meaning which is independent of the text of
the section of this Agreement to which they may generally correspond. The following is a list of
documents that are attached as part of this Agreement:
Exhibit "A"
Exhibit "B"
Exhibit "C"
Exhibit "D"
Exhibit "E"
Exhibit "F"
Exhibit "G"
Exhibit "H"
Exhibit "I"
Exhibit "J"
Parcel Map of the Property
Parcel Map of The Shops and Plaza Property
Scope of Development
University Park: University Park Improvements Public Street
and Landscape Improvements for North Park Blvd and
University Pkwy Based Upon Public Street Improvements Plan
Dated 3-12-07
Northpark Boulevard: Northpark Boulevard Improvements
Public Street and Landscape Improvements for Northpark Blvd
and University Park Based Upon Public Street Improvements
Plan Dated 3-12-07
Estimated Plaza Improvements Cost Breakdown
Estimated Kendall Shopping Center Connection from
University Park, LLC Improvements Cost Breakdown
Summary of Cost Estimates Approved and Requested
Assistance
Benefits of the Plaza and Photos
Description of Improvement Cost Reimbursements
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9
CDC12010-70
THIS 2010 PROPERTY OWNER PARTICIPATION AGREEMENT is dated as of
December _, 2010, and this Agreement shall have no force nor effect unless it has been
approved by the governing body of the Agency and executed by the authorized officer of the
Developer and by the Agency as evidenced by the signatures of each of them which appear
below. This Agreement may be executed in counterpart and when fully executed by the parties,
each counterpart shall be deemed to be part of one original Agreement.
AGENCY
/PY0
Redevelopment Agency
of the City of San Bernardino,
a public body, corporate and politic
~~ .(<:liY~ )
By: ~"'~
Emil Marzullo, InhrrinrExecutive Director
Date:
Approved as to Form and Legal Content:
BY:\~
Agency Coun 1
PROPERTY OWNER
University Park Promenade and Shops, LLC,
a California limited liability company
Date: J.;J(J'II
,
By:
James
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10
CDC/201O-70
EXHIBIT" A"
PARCEL MAP OF THE PROPERTY
Ptn. Tract No. 16509-2, M.B. 308/42-45
elt, 01 SOl'! hrllordl,,00151 - 34
Tr:t~ Rol. Ar.u
70\0
.
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auk 01S1 Pog. 37
Son Bernardino Count.,
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11
CDC/20 1 0-70
EXHIBIT "B"
PARCEL MAP OF THE SHOPS AND PLAZA PROPERTY
PIn. Tract No. 16509-2, M.B. 30B/42-45
Cll., of Se!l hrllordlno0151 - 34
Tall. liIal. Arlo
7010
.
l2
II
II
H
Olli
II
1I
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58 'l"IC~-._._---;-~~ -~,\~~,\'~
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01i6
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UN., R.n.
......sor'. Mop
Book 0151 Pat' 37
Su 9.rllcr4lno Count,
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2010\12-20-10 University Park Promenade and Shops OPA.doc
12
CDC!2010-70
EXHIBIT "C"
SCOPE OF DEVELOPMENT
The scope of development to be completed by the Participant is the following:
University Parkway:
Street improvements, including street resurfacing, driveway apron, sidewalks and curb
improvements, and improved street lighting, landscape improvements, dry utilities in street
rights-of-way; and consulting services, as more fully identified in Exhibit "D" and Public Street
Improvements Plan dated 3-12-07.
University Parkway - University Park, LLC to the Kendall Shopping Center:
Street improvements in public rights-of-way, sidewalk improvements to complete the missing
segment of sidewalk between Northpark Boulevard and Kendall Drive, landscape improvements,
and consultant services, as more fully identified in Exhibit "G" and Public Street Improvements
Plan dated 3-12-07.
Northpark Boulevard:
Street improvements, including street resurfacing, driveway aprons, sidewalks and curb
improvements, median removal and reconstruction for left lane turning pocket, improved street
lighting, connections to existing 10" public sewer line, waterline, landscape improvements in
street right-of-ways, dry utilities in street rights-of-way; and consulting services, as more fully
identified in Exhibit "E" and Public Street Improvements Plan dated 3-12-07.
CSUSB Property Plaza - Northwest Comer of University Pkwy/Northpark:
Improvements including hardscape and landscape, wet and dry utilities, public facilities
including shade structures, lighting, benches, trash enclosures, guard rails, handrails fountain
base and consulting services, as more fully identified in Exhibit "F".
Spellacy Park: Improvements to complete the connection from Northpark Boulevard to the
existing portion of the improved park as summarized in Exhibit "H" of this Agreement. .
San Bernardino Municipal Water Department DC-1: Improvements to infrastructure, including
security walls around the City of San Bernardino Municipal Water Department DC-1 water
facilities as summarized in Exhibit "H" of this Agreement. .
Grading of 17 Acres: Grading to make possible the accelerated completion of improvements to
Spellacy Park, improvements to SBMWDC-1, improvements to Plaza at University Park, and
completion oflandscape in public rights-of-way as summarized in Exhibit "H" of this
Agreement.
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CDC/2010-70
EXHIBIT "D"
UNIVERSITY PARK: UNIVERSITY PARK IMPROVEMENTS PUBLIC STREET AND
LANDSCAPE IMPROVEMENTS FOR UNIVERSITY PKWY BASED UPON PUBLIC
STREET IMPROVEMENTS PLAN DATED 3-12-07
Description Unit QTY Unit Cost Total
Universitv Parkwav
1. 6" Ac/7.2" AB Streets SF 2,000.00 4.25 8,500.00
2. Grind and Overlav Existina AC SF 2,000.00 3.50 7,000.00
3. 6" Wide Cross Gutter SF 522.00 7.25 3,784.50
4. Cammercial Driveway Apron SF 620.00 4.85 3,007.00
5. 6" Wide Sidewalk SF 1,900.00 3.75 7,125.00
6.6" Vertical Curb (onlv) LF 21.00 12.00 252.00
7. 8" Vertical Curb LF 180.00 12.00 2,160.00
8. Sidewalk Access Ramo EA 3.00 1,500.00 4,500.00
9. Remove Existina Median SF - - -
10. Remove Existino Curb & Gutter LF 180.00 4.50 810.00
11. Saw cut, Remove 1 Wide Strio of AC and Join Ex. Asohalt LF 86.00 25.00 2,150.00
12. Survev Monuments EA 4.00 125.00 500.00
13. Street Liohts EA - - -
14. Traffic Control LS 1.00 10,000.00 10,000.00
Sub Total Street Improvements 49,788.50
Continoency: 10% 4,978.85
Total Street Improvements 54,767.35
Landscape Improvements Unit QTY Unit Cost Total
1. Mobilization, Coordination, Safety 1 1.00 500.00 500.00
2. Irriqation Valve, Union & Boxes EA 7.00 300.00 2,100.00
3. Irrioation , Quick Couolina Valves EA 1.00 150.00 150.00
4. Irrigation, Controller, Pedestal @ North Park EA - - -
5. Irriqation - Electrical Service @ North Park EA - - -
6. IrriClation- Backflow iW North Park EA - - -
7. Irriqation- POC Acauisition Fee- 1" @ North Park EA - - -
8. Irrigation -POP uos EA 120.00 20.00 2,400.00
9. Irriqation - Control Wire LF 1,200.00 0.10 120.00
10. IrriClation- Lateral Pioe, Class PVC LF 1,000.00 2.25 2,250.00
11. Irriqation - Main line Pipe- 1" avq sch 40 PVC LF 200.00 6.00 1,200.00
12. PlantinCl- Amendina SF 4,900.00 0.25 1,225.00
13. Shrubs: 5 Gallon EA 30.00 25.00 750.00
14. Shrubs- 1 Gallon EA 200.00 15.00 3,000.00
15. Plantina: Hvdro-seed Grass SF 2,700.00 0.20 540.00
16. Plantino - Mulch SF 2,200.00 0.25 550.00
Sub Total 14,785.00
ContinClenCy: 10 % 1,478.50
Total for Landscape Improvements 16263.50
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CDC/2010-70
CONTINUED - EXHIBIT "D"
UNIVERSITY PARK: UNIVERSITY PARK IMPROVEMENTS PUBLIC STREET AND
LANDSCAPE IMPROVEMENTS FOR UNIVERSITY PKWY BASED UPON PUBLIC
STREET IMPROVEMENTS PLAN DATED 3-12-07
Consultants Unit QTY Unit Cost Total
Civil Enaineer Office EA 1.00 5,000.00 5,000.00
Civil Survev EA 1.00 3,500.00 3,500.00
Landscape Architect EA 1.00 2,000.00 2,000.00
Sub Total 10,500.00
Continaencv: 10 % 1,050.00
Total For Consultants 11,550.00
Summary for University Parkway
Street Imorovements 54,767.35
Landscaoe 16,263.50
Consultants 11,550.00
Total Universitv Parkwav 82,580.85
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CDC/20 1 0-70
EXHIBIT "E"
NORTHP ARK BOULEVARD: UNIVERSITY PARK IMPROVEMENTS PUBLIC
STREET AND LANDSCAPE IMPROVEMENTS FOR NORTH PARK BLVD BASED
UPON PUBLIC STREET IMPROVEMENTS PLAN DATED 3-12-07
Description Unit QTY Unit Cost Total
Northpark Blvd Public Street Improvements
1.6" Act 7.2" AB Streets SF 5,060.00 4.25 21,505.00
2. Grind and Overlay Existina AC SF 2,400.00 3.50 10,800.00
3. 6" Wide Cross Gutter SF 558.00 7.25 4,046.00
4. Commercial Drivewav Aoron SF 620.00 4.85 3,007.00
5. 6" Wide Sidewalk SF 9,100.00 3.75 34,125.00
6. 6" Vertical Curb (only) SF 64.00 12.00 768.00
7. 8" Vertical Curb SF 370.00 12.00 4,440.00
8. Sidewalk Access Ramo EA 6.00 1,500.00 9,000.00
9. Remove Existina Median & Reconstruct left lane turnina pocket SF 5,056.00 10.25 51,824.00
10. Remove Existing Curb & Gutter LF 420.00 4.50 1,890.00
11. Saw cut, Remove 1 Wide Strip of AC and Join Ex. Asphalt LF 253.00 25.00 6,325.00
12. Survey Monuments EA 11.00 125.00 1,375.00
13. Street Lights EA 6.00 3,500.00 21,000.00
14. Traffic Control LS 1.00 25,000.00 25,000.00
Sub Total Street Imorovements 195,105.00
Continaencv: 10% 19,510.50
Total Street Improvements 214,615.50
Connect to Existing 10" Public Sewer line. 10,500.00
Landscape Improvements Unit QTY Unit Cost Total
1. Mobilization, Coordination, Safety 1 1.00 7,500.00 7,500.00
2. Irriaation Valve, Union & Boxes EA 26.00 300.00 7,800.00
3. Irriaation , Quick Coupling Valves EA 2.00 150.00 300.00
4. Irriaation , Controller, Pedestal EA 1.00 3,000.00 3,000.00
5. Irriaation - Electrical Service EA 1.00 3,000.00 3,000.00
6. Irriaation- Backflow EA 1.00 2,500.00 2,500.00
7. Irriaation- POC Acauisition Fee- 1" EA 1.00 9,500.00 9,500.00
8. Irriaation -POP ups EA 650.00 20.00 13,000.00
9. Irriaation - Control Wire LF 30,000.00 0.10 3,000.00
10. Irriaation- Lateral Pioe, Class PVC LF 6,000.00 2.25 13,500.00
11. I rriaation - Main line Pipe- 1" ava sch 40 PVC LF 1,800.00 6.00 10,800.00
12. Plantina- Amendina SF 12,720.00 0.25 3,180.00
13. Shrubs: 5 Gallon EA 50.00 25.00 1,250.00
14. Shrubs - 1 Gallon EA 300.00 15.00 4,500.00
15. Plantina: Hydro-seed Grass SF 9,510.00 0.20 1,902.00
16. Plantina - Mulch SF 3,150.00 0.25 787.50
Sub Total 85,519.50
Continaencv: 10 % 8,551.95
Total for Landscape Improvements 94,071.45
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CDC/2010-70
CONTINUED - EXHIBIT "E"
NORTHP ARK BOULEVARD: UNIVERSITY PARK IMPROVEMENTS PUBLIC
STREET AND LANDSCAPE IMPROVEMENTS FOR NORTH PARK BLVD BASED
UPON PUBLIC STREET IMPROVEMENTS PLAN DATED 3-12-07
Drv Utilitv Unit QTY Unit Cost Total
1. MCI Cable LF 1,800.00 25.00 45,000.00
2. Existina Cathodic Protection Testina Station/Relocate Bollard EA 1.00 2,500.00 2,500.00
3. Existina Utilitv Vault! Adiust to Grade EA 1.00 3,500.00 3,500.00
4. Existina Elect. Box! Adjust To Grade EA 1.00 1,000.00 1,000.00
5. Existina CATV Box / Adiust to arade EA 1.00 1,000.00 1,000.00
Sub total 53,000.00
Continaencv: 10 % 5,300.00
Total For Drv Utilities 58,300.00
Consultants Unit QTY Unit Cost Total
Civil Enaineer Office EA 1.00 20,000.00 20,000.00
Civil Survey EA 1.00 15,000.00 15,000.00
Landscaoe Architect EA 1.00 7,500.00 7,500.00
Drv Utility EA 1.00 3,500.00 3,500.00
Sub Total 46,000.00
Continaencv: 10 % 4,600.00
Total For Consultants 50,600.00
Summary North Park Public Improvements
Street Improvements 214,615.50
Connect to Existina 10" Public Sewer line. 1 0,500.00
Landscaoe 94,071.45
Dry Utilities 58,300.00
Consultants 50,600.00
Total North Park Public Improvements 428,086.95
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CDC/2010-70
EXHIBIT "F"
ESTIMATE PLAZA IMPROVEMENTS COST BREAKDOWN
Descriotion Cost
Irrigation & Planting 40,500.00
Concrete PatiolHardscaoe 45.000.00
Shade Structures 18.000.00
Concrete StepS 3.437.50
Cicihtina 15 000.00
Water lines move from Plaza to Northoark 130,000.00
lOry Utilitv 32,000.00
Benches 8.400.00
Trash Enclosures 2.400.00
Fountain Base/Water & Electrical 30.000.00
Guard Rails 1.600.00
Handrails 6 300.00
Vinvl Bender Board 1.000.00
Permeable Surface (oavers) 20,000.00
Landscape Architect 5.000.00
CivlllSurvey 7.500.00
Soils 5.000.00
Contractor GA 5% 12,561.00
Continaencv 5% 10086.88
Total 393,785.38
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CDC12010-70
EXHIBIT "G"
ESTIMATED KENDALL SHOPPING CENTER
CONNECTION FROM UNIVERSITY PARK, LLC
IMPROVEMENTS COST BREAKDOWN
DescriPtion Cost
Sidewalk with curvature 16,250.00
Curb & Gutter R&R 17,850.00
Drought resistant, low maintenance Landscapina and decorative rocks 41.250.00
Civil Enaineer & Soils Enaineer 8,500.00
Contractor GlA Fee 8 % 6,708.00
Continaencv 5 % 4.192.00
Total 94,750.00
Note: The proposed improvements are in the street rights of way that extend from the Property to the
sidewalk that currently terminates in front of the existing shopping center at the corner of Kendall and
University Parkway. The proposed improvements would fill the "missing link" of sidewalk abutting the
Kendall Shopping Center and provide related improvements.
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CDC12010-70
EXHIBIT "H"
SUMMARY OF COST ESTIMATES APPROVED AND REQUESTED ASSISTANCE
Af!encv Contribution
University Parkway Improvements $ 82,580.85
Northpark Boulevard Improvements $428,086.95
Plaza Improvements $393,785.38
Kendal Shopping Center Connection $ 94.750.00
Totaling: $999,203.18
University Park Promenade and Shops. LLC. Contribution
University Park Promenade and Shops, LLC, will complete the following infrastructure as specified in
Section I (b) of this Agreement.
Spellacy Park connection from Northpark Blvd.
San Bernardino Municipal Water Dept. DC 1Improv.
Grade 17 Acres: Property and portions of abutting public property
University Park Plaza Infrastructure Contribution
Totaling:
$ 210,000.00
$ 284,740.00
$ 422,560.00
$ 161.200.00
$1,078,500.00
Estimated Value. Property Tax and Sales Tax for University Park
Proiect Value 1 % Property Tax Estimated Sales
1 % Sales Tax
Promenade & Shops $39,950,000 $399,500 $5,000,000
$50,000
Total Estimated Annual City Taxes $449,500
Job Creation
The eventual construction of this mixed-use residential and retail complex will create a
significant number of jobs. Economist have estimated that employment created by construction
expenditures generate 24 full-time jobs for 1 year per $1 million of expenditures. Approximately
960 jobs will be created from this project.
This activity will also create interest from Builders in other parts of the City.
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CDC/2010-70
EXHIBIT "I"
BENEFITS OF THE PLAZA AND PHOTOS
Benefits of the Plaza:
. The plaza will be a distinctive gateway in the University District at a predominate entry
to California State University. As expressed in the City's adopted 2006 University
District Specific Plan, Gateways are significant features that announce arrival into the
University District. "It is within the Gateways that signature landscaping, public art,
clear signage, and other distinctive features will be located."
. The plaza is at a salient crossroads of the City's "multi-purpose" system of walking
trails/pathways and bicycle trails network adopted as part of the City's 2006 General
Plan.
. Students of CSUSB and residents of the community will make use of the plaza for leisure
recreation.
. The plaza will promote, as expressed in the City's adopted University District Specific
Plan, accessibility and connectivity between the campus and the surrounding community.
. The plaza will help satisfy two "Guiding Vision" objectives expressed in the City's
adopted University Park Specific Plan, which is to "maintain the spacious and park-like
"campus feel" of the University" and "enhance the regional recreational link with the
University."
. The plaza is in a high volume designated "Travel Corridor" and is designed to be a
"landscape and streetscape feature" helping "...to integrate the diverse elements of the
built environment."
. "Within these corridors, a special emphasis shall be placed on the rich use of the
landscape and streetscape features, which include: landscaping, fencing, lighting,
sidewalks and trails, outdoor furniture, and signage."
. The plaza is across the street from a proposed major transit stop which extends from
Lorna Linda, through Hospitality Road and the downtown, to CSUSB and points north.
The plaza will serve as multi-purpose open space, connecting the University and retail
opportunities along University Parkway.
. As expressed in the City's adopted University District Specific Plan, "Pedestrian
crossings between the University and adjacent developments are a simple yet effective
method of encouraging interaction between the community and the University.
. The plaza will serve as a rest and recreation location; and, while not an official pocket
park of the City, is anticipated to serve as a quasi-public open space/park.
. The plaza will serve as one of the City's open space nodes in the City's open space net,
with a unique recreation quality, but will not have to be maintained at the expense of the
City.
CDC/2010-70
EXHIBIT" J"
DESCRIPTION OF IMPROVEMENT COST REIMBURSEMENTS
Progress reimbursement payments shall be made to the Participant as follows:
University Parkway: Reimbursement for completion of University Parkway improvements
identified on Exhibit "D" (excluding landscape improvements) in the estimated amount of
$54,767.35.
University Parkway: Reimbursement for completion of landscape improvements for University
Parkway identified on Exhibit "D" in the estimated amount of $16,263.50.
University Parkway: Reimbursement for completion of University Parkway improvements
identified on Exhibit "D" in the estimated amount of $11 ,550.00 for fees paid to consultants.
Northpark Boulevard: Reimbursement for completion of North park Boulevard improvements
identified on Exhibit "E" (excluding landscape improvements) in the estimated amount of
214,615.50.
N orthpark Boulevard: Reimbursement for completion of connection to existing 10" public sewer
line identified in Exhibit "E" in the estimated amount of $1 0,500.00.
Northpark Boulevard: Reimbursement for completion of landscape improvements for Northpark
Boulevard identified on Exhibit "E" in the estimated amount of $94,071.45.
Northpark Boulevard: Reimbursement for completion of dry utility for Northpark Boulevard
identified on Exhibit "E" in the estimated amount of$58,300.00.
Northpark Boulevard: Reimbursement for completion of University Parkway improvements
identified on Exhibit "E" in the estimated amount of $50,600.00 for fees paid to consultants.
Plaza at University Park (CSUSB Property Plaza - Northwest Comer of University
Pkwy/Northpark): Reimbursement for completion ofhardscape and landscape, wet and dry
utilities, public facilities including shade structures, lighting, benches, trash enclosures, guard
rails and handrails, fountain base and consulting services identified in Exhibit "F" in the
estimated amount of$393,785.38.
University Parkway - University Park, LLC to the Kendall Shopping Center: Reimbursement for
completion of street improvements in public rights-of-way, sidewalk improvements to complete
the missing segment of sidewalk between Northpark Boulevard and Kendall Drive, landscape
improvements, and consultant services, as more fully identified in Exhibit "G" in the estimated
amount of $94,750.00.
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