HomeMy WebLinkAbout12-19-1988 Regular Meeting
SHAUNA CLARK, CITY CLERK (2 SETS)
21 Floor
A'
REGULJ
COMMUNITY DEVELOPMENT COMtw11~~.1UrHI\t.LlL"L.L."" ..-...
December 19, 1988 - 11 :00 a.m.
CALL TO ORDER
ROLL CALL
PRESENT:
ABSENT:
A. PUBLIC COMMENTS ON ITEMS NOT ON AGENDA:
CONSENT CALENDAR
Motion: That the motions, indicated by Consent Calendar Items 1 through
2, be adopted, except for ____'____'____1____.
1. Community Development Commission/Redevelopment Agency of the City of San
Bernardino Minutes. (See Attached)
MOTION: That the minutes of the meeting of the Community
Development Commission/Redevelopment Agency of the City of
San Bernardino held on December 5, 1988, be approved as
submitted in typewritten form.
v
CONTINUED FROM NOVEMBER 7, 1988
2. SEIP - Auto Plaza - Friedlander Default - Parcel 6 of Parcel Map 9713, to
be continued to Tuesday, January 17, 1989. (See Attached)
MOTION: That the request to continue to Tuesday, January 17, 1988,
be approved.
END OF CONSENT CALENDAR
/
STAFF REPORTS
3. Cost of Living adjustments for the Management and Confidential
Employees of the Redevelopment Agency of the City of San Bernardino.
(See Attached)
MOTION: To approve 5% cost of living adjustments for the
#1 Management and Confidential Employees of the
Redevelopment Agency of the City of San Bernardino
effective January 1, 1989.
MOTION: That the request to provide two additional days of
#2 administrative leave per year be approved.
MOTION To approve the request to increase the Redevelopment
#3 Agency's Budget Line Item of Salaries and Benefits
Account No. 50101 in the amount of $11,065.00 for the
Fiscal Year 1988-89.
v
4. Shandin Hills Golf Course request to renew Note between First
Interstate Bank and the Redevelopment Agency. (See Attached)
MOTION:
#1
v
MOTION:
#2
That the request to authorize the Executive Director of
the Redevelopment Agency to execute, on behalf of the
Community Development Commission of the City of San
Bernardino, the attached Note with First Interstate Bank
in the amount of $253,400.00 be approved.
v
That the request to authorize renewal of the attached
Promissory Note with Shandin Hills Golf Club in the
amount of $253,400.00 under the same terms and conditions
as the Note with First Interstate Bank be approved.
5. San Bernardino Valley Municipal Hater District - Proposed Settlement.
(See Attached)
MOTION:
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That the request to authorize execution of the attached
agreements for cooperation between the Redevelopment
Agency and the San Bernardino Valley Municipal Hater
District be approved.
2
STAFF REPORTS
6. Request for Closed Session to discuss litigation. (See Attached)
MOTION: That the Community Development Commission recess to
Closed Session Pursuant to Government Code Section
54956.9(c), to decide whether to initiate litigation.
HEARING
TO BE HEARD AT 11:00 A.M.
7. Rockwell International - Public Hearing to approve the Lease And Option
To Purchase and the execution of a Disposition and Development
Agreement between Rockwell International Corporation and the
Redevelopment Agency of the City of San Bernardino. (See Attached)
Chairman/Mayor to open the hearing.......
MOTION:
That the hearing be closed.
City Clerk reads resolution titles.
.. i/~ ;1
U
Mayor and Common Council
Resolution of the City of San Bernardino approving the Lease with
option to purchase of that certain property identified as
APN 281-031-51 and 281-041-41, located on Cooley Avenue
yJlJ.., I within the Southeast Industrial Park Project Area, by the
~J Community Development Commission of the City of San
Bernardino to Rockwell International Corporation (Health
and Safety Code Section 33433).
#2
Community Development Commission
Resolution of the Community Development Commission of the City of
San Bernardino Authorizing and directing the Execution of
a Disposition and Development Agreement by and among the
Redevelopment Agency of the City of San Bernardino and
Rockwell International Corporation.
That further reading of the resolutions be waived
MOTION:
MOTION:
That the resolutions be adopted.
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HEARING
TO BE HEARD AT 11 :00 A.M.. CONTINUED FROM DECEMBER 5. 1988
8. YWCA - Joint Public Hearing to approve the sale of certain property and
the execution of a Disposition Development Agreement by the Community
Development Commission of the City of San Bernardino to the Young
Women's Christian Association of Greater San Bernardino. (See Attached)
PUBLIC HEARING PREVIOUSLY OPENED
MOTION:
That the hearing be closed.
City Clerk reads resolution titles.
(j
Mayor and Common Council
Resolution of the City of San Bernardino approving the Sale of that
certain property identified as APN 135-061-10. located at
566 North Lugo Avenue within the Central City East
~/ Redevelopment Project Area. by the Community Development
J~v . Commission of the City of San Bernardino to the Young
~~ Women's Christian Association of Greater San Bernardino
(Health and Safety Code Section 33433).
#2
Community Development Commission
Resolution of the Community Development Commission of the City of
San Bernardino, acting on behalf of the Redevelopment
Agency of the City of San Bernardino, approving a certain
Disposition and Development Agreement by and between the
v Redevelopment Agency and Young Women's Christian
Association of Greater San Bernardino, Inc. (Central City
East Project Area).
MOTION: That further reading of the resolutions be waived.
MOTION: That the resolutions be adopted.
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02,/ /z/J> ,;f.-/
9. Adjournment
MOTION:
That the meeting be adjourned to 11:00 a.m., on Tuesday,
January 3, 1989, in the Council Chambers of City Hall,
300 North "D" Street, San Bernardino, California.
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COMMUNITY DEVELOPMENT COMMISSION/REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
M I NUT E S
REGULAR MEETING
December 5. 1988
11:30 a.m.
The Community Development Commission/Redevelopment Agency meeting was
called to order at 11:30 a.m.. on December 5, 1988, in the Council Chambers
of City Hall. 300 North "0" Street. San Bernardino, California. by Chairman
Evlyn Wilcox.
ROLL CALL
Roll Call was taken with the following being present: Chairman Wilcox,
Members Esther Estrada. Jack Reilly. Jess Flores. Tom Minor. Valerie
Pope-Ludlam, Norine Miller. Absent: Michael Maudsley.
STAFF PRESENT
Steven H. Dukett, Executive Director; J. Lorraine Velarde, Manager.
Administrative Service Division; John Hoeger, Development Division Manager;
Sue Gonzales. Development Analyst; Dennis Barlow. Senior Assistant City
Attorney; Bill Simon. Esq., Simon & Simon Law Firm; Doris Reese, Deputy City
Clerk; Margie Vance. Recording Secretary.
PUBLIC:
Brief comments by general public. There were none.
CONSENT CALENDAR
COMMISSIONER REILLY LEFT THE COUNCIL TABLE
(1) APPROVAL OF COMMISSION MINUTES
Community Development Commission
Commissioner Flores made a motion, seconded by Commissioner Minor to,
aapprove the Commission minutes of November 21, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor. Pope-Ludlam. Miller. Noes: None. Abstain: None.
Absent: Maudsley, Reilly.
December 5, 1988
1594R
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(2) REDEVELOPMENT CC ITTEE MINUTES
Community Development Commission
Commissioner Flores made a motion, seconded by Commissioner Minor to,
receive and file the Redevelopment Committee minutes of October 27, 1988 and
November 10, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley, Reilly.
(3) UPTOWN REDEVELOPMENT PROJECT AREA - CITIZEN ADVISORY COMMITTEE
MINUTES
Community Development Commission
Commissioner Flores made a motion, seconded by Commissioner Minor to,
receive and file the Uptown Redevelopment Project Area Citizen Advisory
Committee Minutes of October 20, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley, Reilly.
(4) SEIP - AUTO PLAZA - FRIEDLANDER DEFAULT - PARCEL 6 OF PARCEL MAP
9713 (continued from November 7, 1988)
Community Development Commission
Commissioner Flores made a motion, seconded by Commissioner Minor to,
continue this matter to December 19, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley, Reilly.
END OF CONSENT CALENDAR
COMMISSIONER POPE-LUDLAM LEFT THE COUNCIL TABLE
A discussion ensued.
Chairman Wilcox requested that Item 11 be taken up at this time.
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December 5, 1988
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(11) CLOSED SESSION
Mayor and Common Council
Proceed to conduct a Closed Session pursuant to Government Code Section
54956.8, to discuss with its negotiator the purchase, sale, exchange or
lease of real property, and to give instructions to its negotiator
concerning the price and terms of payment for the purchase, sale,
exchange or lease of real property. The real property which the
negotiations concern is generally located at 1535 W. Highland.
Councilmember Estrada made a motion, seconded by Councilmember Flores
to, recess to Closed Session.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor, Miller. Noes: None. Abstain: None. Absent: Reilly,
Mauds1ey, Pope-Ludlam.
Community Development Commission
Proceed to conduct a Closed Session pursuant to Government Code Section
54956.8, to discuss with its negotiator the purchase, sale, exchange or
lease of real property, and to give instructions to its negotiator
concerning the price and terms of payment for the purchase, sale,
exchange or lease of real property. The real property which the
negotiations concern is generally located at 1535 W. Highland.
Commissioner Estrada made a motion, seconded by Commissioner Flores to,
recess to Closed Session.
The motion carried by the following vote: Ayes: Members Estrada,
Flores, Minor, Miller. Noes: None. Abstain: None. Absent: Reilly,
Maudsley, Pope-Ludlam.
MEETING RECESSED
At 11:42 a.m. the Community Development Commission/Redevelopment Agency
recessed to Closed Session.
COMMISSIONER POPE-LUDLAM DID NOT PARTICIPATE IN THE CLOSED SESSION.
MEETING RECONVENED
At 11:47 a.m. the Community Development Commission/Redevelopment Agency
meeting was called to order by Chairman Evlyn Wilcox.
COMMISSIONERS POPE-LUDLAM AND REILLY RETURNED TO THE COUNCIL TABLE
ROLL CALL
Roll Call was taken with the following being present: Chairman Wilcox,
Members Esther Estrada, Jack Reilly, Jess Flores, Tom Minor, Valerie
Pope-Ludlam, Norine Miller. Absent: Michael Maudsley.
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December 5, 1988
l594R
STAFF PRESENT
Steven H. Dukett, Executive Director; J. Lorraine Velarde, Manager,
Administrative Service Division; John Hoeger, Development Division Manager;
Sue Gonzales, Development Analyst; Dennis Barlow, Senior Assistant City
Attorney; Doris Reese, Deputy City Clerk; Margie Vance, Recording Secretary.
(8) PUBLIC HEARING - YHCA (Continued from November 21, 1988)
At 11:48 a.m. Chairman Hi1cox opened the Public Hearing.
A discussion ensued.
Dennis Barlow, Senior Assistant City Attorney addressed the Commission
and stated that he was distributing for their review additional documents
with regards to the lease and also the following list of proposed changes on
the Lease Agreement:
IIYHCA PROPOSED CHANGES TO LEASE
1. Change to Memorandum of Lease
2. 50-year renewal
3. Allow use by other than just city residents (included)
4. Delete review of insurance every three years
5. Payment of insurnace proceeds to YHCA instead of City
6. Add that upon termination of lease, YHCA to be compensated for
value of improvements
7. Add condemnation awards to be paid to YHCA instead of City.
8. Clarify that short-term room rentals need not be approved by City.
YHCA PROPOSED CHANGES TO SALE
1. Substitute IIresidents of San Bernardino and surrounding ares: for
lIyouthll in restrictions on use (we added that language rather than
substitute it)
2. Substitute IInon-profitll for not-for-profitll
3. On buy-out provision, add fair market value for improvements.1I
Phil Savage, YHCA legal representative addressed the Commission and
stated that the proposed changes pertaining to the sale were essentially
what YHCA staff was in agreement, but that there were significant
differences with regards to the lease. Furthermore, he explained that they
have not had an opportunity to discuss with legal counsel some prime
issues. He asked the item be continued to December 19, 1988.
A lengthy discussion took place.
Commissioner Estrada made a motion, seconded by Commissioner Miller, to
continue the Public Hearing to December 19, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Mauds1ey.
4 December 5, 1988
1594R
(5) SEIP - RAIL REPAIR CONTRACTS
Community Development Commission
Commissioner Flores made a motion, seconded by Commissioner Reilly, to
approve the following motions:
A) Approve reimbursement of $3,750.00 to Scotfoam for repair of
spur to their facility.
B) Approve Jimco as contractor to repair lead line crossing
Victoria Avenue, which is estimated to cost $21,000.00.
C) Approve Agency cancellation of all contracts with Santa Fe
Railroad and all supplemental contracts with respective
businesses.
D) Approve increase in budget authority in order to make
additional repairs in Fiscal Year 1988-1989; such authority
not to exceed $50,000.00.
The motions carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
(6) ROCKWELL INTERNATIONAL
Mayor and Common Council
Councilmember Estrada made a motion, seconded by Counci1member Flores,
that the Mayor and Common Council set a joint public hearing for 11 :00 a.m.
on December 19, 1988 to approve and ratify the final documents for the Lease
and Option to Purchase with Rockwell International Corporation.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Mauds1ey.
Community Development Commission
Commissioner Estrada made a motion, seconded by Commissioner Flores,
that the Mayor and Common Council set a joint public hearing for 11 :00 a.m.
on December 19, 1988 to approve and ratify the final documents for the Lease
and Option to Purchase with Rockwell International Corporation.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
5 December 5, 1988
1594R
(7) HEALTH INSURANCE
The City Clerk read the title of the Resolution.
Community Development Commission
RESOLUTION NO. 5170
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO ELECTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO TO BE SUBJECT TO THE PUBLIC EMPLOYEES' MEDICAL AND
HOSPITAL CARE ACT AND FIXING THE EMPLOYER'S CONTRIBUTION AT AN AMOUNT
GREATER THAN THAT PRESCRIBED BY SECTION 22825 OF THE GOVERNMENT CODE.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Reilly
to waive further reading of the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Estrada
to, adopt the resolution and to amend to increase the Redevelopment Agency
of the City of San Bernardino Administrative Budget for FY 88/89 in the
amount of $25,000.00 to provide continued health coverage at present level.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
(9) TRANSITIONAL ADMINISTRATIVE ACTIONS
The City Clerk read the titles of the Resolutions.
Community Development Commission
RESOLUTION NO. 5171
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE APPOINTMENT OF STEVEN H. DUKETT AS SECRETARY
OF THE REDEVELOPMENT AGENCY.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Flores
to, waive further reading of the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
6 December 5, 1988
1594R
RESOLUTION NO. 5172
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO DESIGNATING CHECK SIGNERS AND COUNTERSIGNERS FOR
REDEVELOPMENT AGENCY CHECKS AND VOUCHERS; AND RESCINDING RESOLUTION NO.
5125.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Flores
to, waive further reading of the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
RESOLUTION NO. 5173
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO AUTHORIZING STEVEN H. DUKETT, EXECUTIVE DIRECTOR: GARY
CLERMONT, ADMINISTRATIVE ASSISTANT: AND J. LORRAINE VELARDE,
ADMINISTRATIVE SERVICES MANAGER, TO SIGN ON BEHALF OF THE REDEVELOPMENT
AGENCY FOR SAFETY DEPOSIT BOX, AND REPEALING RESOLUTION NO. 5135.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Flores
to, waive further reading of the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam, Miller. Noes: None. Abstain: None.
Absent: Maudsley.
COMMISSIONER MILLER LEFT THE COUNCIL TABLE
Community Development Commission
Commissioner Reilly made a motion, seconded by Commissioner Estrada to,
adopt the resolutions together with the following motions:
A) That the action taken on May 16, 1988 be rescinded and that the
Executive Director be allowed to supervise and implement the
Agency's investment transactions.
B) That the action taken on May 16, 1988 be rescinded and that the
Executive Director be restored the authority to supervise and
implement all hiring and firing of Agency staff.
C) That the action taken on May 16, 1988 be rescinded and that the
Executive Director be restored the authority to supervise and
implement all requests for legal advice and opinions from outside
counsel.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam. Noes: None. Abstain: None.
Absent: Maudsley, Miller.
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December 5, 1988
1594R
(10) SAN BERNARDINO VALLEY MUNICIPAL HATER DISTRICT
The City Clerk read the title of the Resolution
Community Development Commission
RESOLUTION NO. 5174
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF AN AGREEMENT FOR
COOPERATION BETHEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND THE SAN BERNARDINO VALLEY MUNICIPAL HATER DISTRICT.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Minor
to, waive further reading of the resolution and to adopt the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam. Noes: None. Abstain: None.
Absent: Maudsley, Miller.
A discussion ensued.
Dennis Barlow, Senior Assistant City Attorney addressed the Commission
and informed them that an additional Resolution of the same title needed to
be adopted and that he was requesting adoption of the Resolution by number.
RESOLUTION NO. 5175
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF AN AGREEMENT FOR
COOPERATION BETHEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND THE SAN BERNARDINO VALLEY MUNICIPAL HATER DISTRICT.
Commissioner Pope-Ludlam made a motion, seconded by Commissioner Minor
to, waive further reading of the resolution and to adopt the resolution.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor, Pope-Ludlam. Noes: None. Abstain: None.
Absent: Maudsley, Miller.
COMMISSIONER POPE-LUDLAM LEFT THE COUNCIL TABLE
Commissioner Minor made a motion, seconded by Commissioner Flores to,
adjourn the meeting to December 19, 1988.
The motion carried by the following vote: Ayes: Members Estrada,
Reilly, Flores, Minor. Noes: None. Abstain: None.
Absent: Maudsley, Pope-Ludlam, Miller
ADJOURNMENT
Community Development Commission
The Community Development Commission/Redevelopment Agency meeting
adjourned to December 19, 1988 at 11:00 in the Council Chambers, 300 North
"0" Street, San Bernardino, CA 92418.
8 December 5, 1988
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REDEVELOPMENT AU~liCY - REQUEST FOk ~OMMISSION/COUNCIL ACTION
DATE: DECEMBER 13, 1988
SUBJECT: SEIP - AUTO PLAZA - FRIEDLANDER DEFAULT - PARCEL 6 OF PARCEL MAP 9713
Synopsis of Previous Commission/Council/Committee Action:
12-02-86 Approval in concept of an Owner's Participation Agreement (OPA) for
development of an Auto Center.
12-23-89 Approval of Resolution 4831 authorizing an OPA with Orange Show
Plaza Associates.
07-07-86 Set Joint Public Hearing for July 21, 1986 at 11 :00 a.m. to consider
sale of certain real property.
07-21-86 Subsequent to a Public Hearing, the following items were approved:
a. Resolution 86-300 authorized execution of Grant Deed.
b. Resolution 86-301 approved sale of APN 141-251-39 to Orange
Show Plaza Associates.
c. Resolution 4900 authorized secretary to execute and accept
conveyance from City.
(Continued on page 2)
(COMMUNITY DEVELOPMENT COMMISSION)
Recommended Motion:
Move to continue this matter to January 17, 1989.
Director
Contact Person: Steven H. Dukett
Phone:
384-5081
3
Supporting data attached: Yes
Ward:
FUNDING REQUIREMENTS: None
Project: SEIP
Date:
DECEMBER 19, 1988
Council Notes:
SD:SG:rm:1631H
Agenda Item No.
:f-
J:/
Synopsis of Previous Commission/Council action: (continued)
e. Motion authorizing execution of Subordination Agreement
subordinating a Redevelopment Agency Note, Trust Deed, and OPA
to construction financing documents.
f. Resolution 4901 authorized First Amendment to OPA.
05-02-88 Resolution 5111 authorizing Second Amendment to OPA.
07-05-88 Motion directing Counsel to prepare Notice of Default to Herbert T.
Friedlander.
10-06-88 Redevelopment Committee Closed Session.
10-24-88 Community Development Commission continued matter to November 7,
1988.
11-07-88 Community Development Commission continued matter to December 5,
1988.
12-05-88 Community Development Commission continued matter to December 19,
1988.
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S T A F F R E P 0 R T
Agency Special Counsel is preparing an Agreement wherein Mr. Friedlander will
deposit $75,000 with the Agency as security for completion of the dealership.
Mr. Friedlander has agreed in principle to this arrangement. Special Counsel
has advised staff that the Agreement will be ready for review and approval by
Mr. Friedlander by December 16, 1988.
To allow all affected parties time to review the agreement, staff recommends
that the Commission continue this item to January 17, 1989.
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REDEVELOPMENT AGLI1~Y - REQUEST FOR \lJMMISSION/COUNCIL ACTION
DATE: DECEMBER 13, 1988
SUBJECT: COST OF LIVING ADJUSTMENTS FOR THE MANAGEMENT AND CONFIDENTIAL
EMPLOYEES OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
Synopsis of Previous Commission/Council/Committee Action:
11-2-87 The Community Development Commission adopted Resolution No. 5051
approving salary adjustments for Management, Confidential and
General Employees in accordance with the City's salary survey
effective July, 1987.
12-8-88 The Redevelopment Committee reviewed the matter contained herein and
recommended its approval.
Recommended Motion:
-
(Community Development Commission)
A) Move to approve 5% cost of living adjustments for the
Management and Confidential Employees of the Redevelopment
Agency of the City of San Bernardino effective January 1, 1989.
B) Move to provide two additional days of administrative leave per
year.
C) Move to increase the Redevelopment Agency's Budget Line Item of
Salaries and Benefits Account No. 50101 in the amount of
$11,065.00 for the Fiscal Year 1988-89.
Contact Person: STEVEN H. DUKETT Phone: 384-5081
Supporting data attached: Yes Ward: N/A
FUNDING REQUIREMENTS: Amount: $11,065.00 Project: N/A
No adverse impact on Ci ty: Date: DECEMBER 19, 1988
Council Note s :
Agenda Item No.
J
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S T A F F R E P 0 R I
The Redevelopment Agency has historically followed the City of San Bernardino
for cost of living adjustments for the employees of the Redevelopment Agency.
On September 19, 1988. the Community Development approved cost of living
adjustments for the General Employees of the Redevelopment Agency.
We have been advised that on December 19, 1988 the Common Council will
consider certain adjustments in salary and benefits for the City's Management
and Confidential Employees. Specifically, the following will be considered:
1. A 5% cost of living adjustment effective January 2, 1989; and
2. Two additional days (16 hours) of administrative leave per year.
In keeping with the City's pending action on December 19, 1988, the following
adjustments are recommended for the Management and Confidential Employees of
the Redevelopment Agency of the City of San Bernardino:
1. A 5% cost of living adjustment effective January 1, 1989 (the
beginning of the Agency's pay period); and
2. Two additional days (16 hours) of administrative leave per year.
The 5% cost of living adjustment effective January 1, 1989 for the Management
and Confidential Employees of the Redevelopment Agency will require a $11,065
increase to the salaries and benefits account in the Redevelopment Agency's
Fiscal Year 1988-89 Budget.
Staff, therefore, recommends an $11,065.00 increase to the Redevelopment
Agency's Budget Line Item of Salaries and Benefits (Account No. 50101) for the
Fiscal Year 1988-89. The funds for the increase will be transferred from the
project area revenue on interest earned on investment. There are sufficient
funds in the current budget to pay for the added personnel costs proposed
herein.
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12/19/88
REDEVELOPMENT AGENLI - REQUEST FOR CUM~ISSION/COUNCIL ACTION
DATE: DECEMBER 13, 1988
SUBJECT: SHANDIN HILLS GOLF COURSE
Synopsis of Previous Commission/Council/Committee Action:
11-29-84 Resolution 4691 accepted in principle proposal of Shandin Hills Golf
Club and specifying condition to be included in Lease and Operating
Agreement. Joint Public Hearing set for 11 :00 a.m., December 17,
1984 to consider lease. Councilman Quie1 appointed representative
to work with staff to negotiate lease terms.
12-17-84 Resolution 4695 authorized execution of lease. Appointed Golf
Course Problem Solving Committee.
08-05-85 Resolution 4779 authorized the execution of a loan agreement with
Shandin Hills Golf Club for $500,000.
(continued)
Recommended Motion:
(COMMUNITY DEVELOPMENT COMMISSION)
(A) Move to authorize the Executive Director of the Redevelopment Agency to
execute, on behalf of the Community Development Commission of the City of
San Bernardino, the attached Note with First Interstate Bank in the
amount of $253,400.00.
(B) Move to authorize renewal of the attached Promissory Note with Shandin
Hills Golf Club in the amount of $253,400.00 under the same terms and
c nditions as the Note with First Interstate Bank.
Contact Person: Steven H. Dukett Phone: 384-5081
Supporting data attached: Yes Ward: 5th
FUNDING REQUIREMENTS: None Project: SC
Date: DECEMBER 19, 1988
Council Notes:
I, t
Y
SHD:ND:sm:rm:4707G
Agenda Item No.
Synopsis of Previous Commission/Council action: (continued)
08-19-85 Resolution 4786 authorized First Amendment to lease changing
payments from calendar year to fiscal year ending June 30.
01-06-86 Resolution 4835 approved Second Amendment to lease adjusting monthly
payments, after the first year of the lease, on the one-time
$700,000 payment to the Agency. Payment in full will be made by
July 28, 1988.
02-03-86 Resolution 4845 authorizing Third Amendment increasing liability
insurance requirements as of February 15, 1987, from $1,000,000 to
$5,000,000.
11-03-86 Resolution 4948 authorized the execution of a supplemental loan
agreement with Shandin Hills Golf Club. Resolution 4949 authorized
the Redevelopment Agency to borrow $350,000 from First Interstate
Bank to provide funds to loan to Shandin Hills Golf Club.
01-19-87 Resolution 4976 authorizing Fourth Amendment reducing insurance
requirement (from $5,000,000 to $1,000,000) until January 1988.
02-16-87 Resolution 4984 authorizing Revised Fourth Amendment, requiring
personal guarantees from Hank Bickler and Dave Hawley only for the
Note and requiring annual personal financial statements and new Note.
01-05-88 Committee recommended denial of a request to restructure note.
Request for approval of Fifth Amendment to extend reduced insurance
requirements held over to January 19, 1988 meeting.
01-19-88 Committee recommended denial of request to extend reduced insurance
rates.
03-10-88 Committee recommended that a meeting be scheduled between Staff and
Mr. Bickler in which terms of an amendment to restructure the note
and settlement of undercrossing fees would be determined.
05-02-88 Motion approved to reimburse Shandin Hills Golf Club $7,015.24 for
expenses incurred in connection with the 1-215 undercrossing
extension. Resolution 5111 authorized execution of the Fifth
Amendment which provided for the execution of a Promissory Note in
the amount of $195,175.66. Shandin Hills Golf Club also agreed to
maintain a drainage easement located south of the condominiums on
Little Mountain Drive.
12-08-88 Committee recommended that Commission approve renewal of the Note
from First Interstate Bank to the Redevelopment Agency, and to renew
the Note between the Redevelopment Agency and Shandin Hills Golf
Club under identical terms.
- 2 -
S T A F F R E P 0 R T
In December, 1984, the Agency entered into a Lease Agreement with Shandin
Hills Golf Club for the operation of the Shandin Hills Golf Course in the
State College Project Area. Under the terms of the agreement, the operator
was obligated to construct a food and beverage facility within the first three
years of the lease.
On August 5, 1985, the Commission authorized and directed the execution of a
loan agreement with the Shandin Hills Golf Club in the amount of $500,000,
payable as a construction loan. Construction of the restaurant and beverage
facilities was scheduled to be completed by September 15, 1986. The facility
was completed ahead of schedule.
The actual cost expended to complete the club house, pro shop, snack bar and
storage building was $915,848. Mr. Bickler borrowed the additional funds over
and above the $500,000 loan from another source on a short-term basis. He was
unable to obtain a long-term note with favorable interest rates due to the
fact that the real property was owned by the Agency.
By Resolution Nos. 4948 and 4949 dated November 3, 1986, the Commission
authorized the Redevelopment Agency to secure a loan in the amount of $350,000
for completion of the Club House Facility. The terms of the unsecured note
were as follows: the interest rate would float with the prime rate, it would
be amortized over seven years, and it would be due and payable in two years
with provisions for renewal in two years. By Promissory Note effective
January 1, 1987, the Agency loaned the money to Shandin Hills Golf Club under
like terms.
The Note to Shandin Hills provided that in lithe event that Agency is able to
renew its Note... this Note shall likewise be renewed. ..11. The Note has now
expired, and First Interstate Bank has offered to renew the Note under similar
terms, with some minor changes. The changes are as follows:
*
The loan amount will be $253,400. This is less than the
original note because payments have reduced the principal
balance.
*
The terms of the Note provide for the full repayment of the
outstanding principal balance.
The interest rate will float daily at prime plus 1 percent.
The term of the Note will be five years, maturing December
5, 1993.
*
*
Payments will be $4,223.33 a month, plus interest, beginning
January 5, 1989.
Mr. Bickler, President of Shandin Hills Golf Club, has agreed to the terms of
the new Note. Staff and the RDA Committee recommend approval.
*
- 3 -
C7 '-irst
"-I,, l~telState
Bank
DRAFT
INSTALMENT NOTE . FLOATING RATE
(Interest Extra)
$ *253,400.00*
San Bernardino
, California
, 19 _
For value received. tre undersjgned ("Borrower") promises to pay to the Q.rd~r 01 FIRST I~T~~STATE BANK OF CALIFORNIA (:'Bank"Lat its
San Bernarchno Mam Office, at L9U North D Street, San Bernarchno, CA ,
the rincipal sum 01 *Two hundred fifty-three thousand. four hundred and no/lOO************** Dollars
($ ,r 253 , 400 . 00 * ** * ** * ** ), with interest on the unpaid principal balance payable on demand from the date of this Note until maturity. breach. acceleration
or demand. at a rate per annum equal to one percent over Bank's Prime Rate, and thereafter. payable on demand. at the rate.
calculated daily. which is the higher of (a) 2% per annum above the contractual rate set forth above or (b) 30/0 per annum above Bank's Prime Rate. until paid
in lull. Prime Rate is an index rate which Bank establishes from time to time in connection with pricing certain of its loans. Bank may make loans at. above or below
its stated index rate. Information on the current index rate can be obtained by contactil!9 Bank. In no el(.ent shall such floating rate(s) exceed the maximum rate
permitted, by applicable law Any change in such floating rate(s} shall be effective tne day PrJ.ITe chanqes . Prjncipal shall be payable in
Sixth instalments.Pf 46233 and 33/100 Dollars each Q(l the f1fth day Of each
rront . beginning on the t:1ft day 01 January . 19~, and continuing rronth.lY
until _ __ _ T)prpmhp-r 5 , 19~, on which last mentioned date all remaining principal and interest shall be due and payable.
Interest shall be calculated on the basis 01 a 360-day year for actual days elapsed. If interest is not paid when due, it shall thereafter bear like interest as principal.
Borrower may prepay this Note. without premium or penalty. in whole or in part, with accrued interest to the date of such prepayment on the amount prepaid.
Borrower shall pay any loss resulting from such prepayment incurred by Bank in liquidating or redeploying deposits from which such loan funds were obtained.
Any prepayment shall be applied to the instalment payments of principal in inverse order of maturity.
Any of the following shall constitute an event of default under this Note whether committed by or against Borrower. any endorser or any guarantor:
(a) The nonpayment when due of principal of or interest on this Note or any other obligation of any nature or description to Bank;
(b) The death, dissolution or termination of business of any 01 them;
(c) Any petition in bankruptcy being filed by or against any of them or any proceedings in bankruptcy, insolvency or under any other laws relating to the rehel
01 debtors. being commenced for the reliel or readjustment of any indebtedness of any of them, either through reorganization, composition, extension or otherwise;
IrI) The making by any of them of an assignment for the benefit of creditors;
The appointment of a receiver of any property of any of them;
Any seizure. vesting of rights of or intervention by or under any authority of any government;
(g) The entry of a judgment against any of them which, in Bank's opinion, materially impairs the ability of any of them to meet their obligations to Bank;
(h) The failure to furnish any financial information upon the reasonable request 01 Bank; or
(i) Any misrepresentation to Bank in obtaining credit by any of them.
At any time after the occurrence of any such event of default. this Note and any other obligations to Bank of Borrower may. at Bank's discretion, become immediately
due and payable.
Both principal and interest on this Note are payable in lawful currency of the United States of America without deduction for or on account of any present or
future taxes. duties or other charges levied or imposed on this Note.
II this Note is placed in the hands of an attorney for collection, Borrower, each endorser and each guarantor agree to pay all costs and expenses of Bank.
including reasonable attorneys' fees. whether or not a suit is brought. "Reasonable attorneys' fees" shaYI include reasonable attorneys' fees and allocated costs
01 in-house counsel incurred in any and all judicial, bankruptcy and other proceedings (including appellate level proceedings) whether such proceedings arise
before or after entry of a final judgment.
All extensions of time for payment, whether by operation of law, judicial proceedings, or otherwise. shall be included in the computation of interest
All obligations under this Note shall be the individual obligation of Borrower unless requisite corporate action has been taken to make this Note an enforceable
corporate obligation, and all such obligations shall be the joint and several obligations of each Borrower where there is more than one
Borrower, each endorser and each guarantor waive diligence, demand, presentment, protest and any type 01 notice
This Note shall be governed and construed in accordance with the laws of the State of California
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDIOO
Name of Borrower
Signature
Signature
TItle
300 North liD" Street, 4th Floor
Address
Signature
Tltfe
San Bernardino, CA 92418
Signature
Title
CL 2513 (360) (R~v. 6/B71
PROMISSORY fE
$253,400
San Bernardino, California
, 1989
FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ("Agency") at 300 North "0"
Street, San Bernardino, California 92418, the principal sum of Two Hundred
Fifty Three Thousand Four Hundred Dollars ($253,400) with interest on the
unpaid principal balance payable on demand from the date of this Note until
maturity, breach, acceleration, or demand, at a rate per annum of PRIME RATE
PLUS ONE PERCENT or such other rate as is established from time to time by
First Interstate Bank of California as its prime rate. This Note shall be
payable on demand, and shall bear interest at the rate, calculated daily,
which is the prime rate established by First Interstate Bank of California
plus one percent. First Interstate Bank's prime rate is an index rate which
that Bank establishes from time to time in connection with pricing certain of
its loans. That Bank may make loans at, above or below, its stated index
rate. Information on the current index rate can be obtained by contacting
First Interstate Bank of California at its San Bernardino Main Office, 290
North "0" Street, San Bernardino, California. Any change in the floating rate
shall be effective the day First Interstate Bank of California changes its
prime rate. Principal shall be payable in sixty (60) installments of FOUR
THOUSAND TWO HUNDRED TWENTY THREE DOLLARS AND THIRTY THREE CENTS ($4,223.33)
each, on the fifth day of each month beginning on the fifth day of January,
1989, and continuing each month until December 5, 1993, on which last
mentioned date all remaining principal and interest shall be due and payable.
Interest shall accrue beginning December 5, 1988, the date the previous Note
expired.
Interest shall be calculated on the basis of a 360-day year for actual
days elapsed. If interest is not paid when due, it shall thereafter bear like
interest as principal.
Borrower may prepay this Note, without premium or penalty, in whole or in
part, with accrued interest to the date of such prepayment on the amount
prepaid.
The undersigned promises to pay to the Agency, forthwith when billed,
interest on a monthly basis, together with the principal amount specified
hereinabove.
Both principal and interest on this Note are payable in lawful currency of
the United States of America without deduction for or on account of present or
future taxes, duties or other charges levied or imposed on this Note.
If this Note is placed in the hands of an attorney for collection, the
undersigned, each endorser and each guarantor agree to pay all costs and
expenses of Agency, including reasonable attorneys' fees, whether or not a
suit is brought. "Reasonable attorneys' fees" shall include reasonable
attorneys' fees and allocated costs of counsel for the Agency, including the
City Attorney's Office, if any, for all judicial bankruptcy and other
proceedings (including appellate level proceedings) whether such proceedings
arise before or after entry of a final judgment.
Any default in the pi ents due hereunl ,any default in the payments
a prior loan pursuant to a prior loan agreement between the Agency and the
undersigned, or any default in the terms of that certain lease between the
Agency and the undersigned, shall constitute an event of default, in which
event the entire principal balance outstanding, with interest, shall be
forthwith due and payable in full, at the option of the Agency.
IN WITNESS WHEREOF, the undersigned has executed this Note on the day and
year first set forth above.
SHANDIN HILLS GOLF CLUB
A California Corporation
By:
HENRY A. BICKLER,
President
For good and valuable consideration, the receipt of which is hereby
acknowledged, the undersigned hereby guarantees the foregoing Note, provided,
however, that the liability of the undersigned shall be limited to the amount
of $253,400.
HENRY A. BICKLER,
Individually
00841
REDEVELOPMENT t\utNCY - REQUEST F\JI\ C()\MISSION/COONCIL ACTION
(
~:
SUBJECT: SAN BERNARDINO VALLEY MUNICIPAL WATER DISTRICT - PROPOSED SETTLEMENT
DECEMBER 14, 1988
SynopsiS of Previous Commission/Council/committee Action:
6-20-83 Ordinance MC-283 adopted Tri-City Redevelopment Project Area.
8-19-83 San Bernardino Valley Municipal Hater District {SBVMHD)filed a
complaint to determine the validity of the Tri-City proceedings
(Superior Court No. 219711).
5-14-84 Resolution No. 4615 authorized sale of Certificates of Participation
in the amount of $2,740,000 for public improvements in the South
Valle area.
6-20-84 The SBVMHD filed a petition for a peremptory writ of mandate
regarding the South Valle proceedings (Superior Court No. 223718).
7-9-84 Ordinance MC-387 adopted South Valle Redevelopment Project Area.
9-7-84 The SBVMHD filed a complaint to determine the validity of the South
Valle proceedings (Superior Court No. 224322). .
12-16-85 Council tabled a proposed settlement that involved a reimbursement
for a high groundwater pumping program.
03-17-86 Motion approved Agency reimbursement to the City for $260,000 in
interest expense.
03-23-87 Resolution No. 4988 approved the sale of Refunding Certificates of
Participation in the amount of $3,280,0000 for the South Valle area.
12-05-88 Resolution No. 5174 and 5175 authorized execution of agreements of
cooperation with the SBVMWD for South Valle and Tri-City
Redevelopment Project areas.
Recommended Motion:
(community Development Commission)
Move to authorize execution of the attached agreements for cooperation between
the Redevelopment Agency and the San Bernardino Valley Municipal Hater
Di stri t.
{.
FUNDING REQUIREMENTS: $35,000 for
188-189; to be increased 2% ea. year
for the life of the projects.
Council Notes:
~: 384-5081
Hard: 1st and 3rd
Project: TC and SV
~: December 19, 1988
Contact Person: Steven H. Dukett
Supporting data attached: Yes
JH:rm:1630H
Agenda Item No.
5
STAFF REPORT
On Monday, December 5, 1988, the Commission approved two
Agreements For Cooperation with the San Bernardino Valley
Municipal Water District. One Agreement related to the Tri-City
Redevelopment Project Area and the other related to the South
Valle Redevelopment Project Area. At the time the Commission was
informed that, although the Agreements had been approved in
principle by the District's Board, there might be some clarifying
changes brought back at a subsequent meeting.
Attached are the revised Agreements signed by the District.
The only changes from those previously approved by the
Commission are as follows:
1. Wording was added to the last sentence of paragraph lA
to insure that if the project areas are merged, payments will
continue.
(.
2. The last sentence was added to paragraph lC to clarify,
for the purposes of the Agreements, when the two project areas
would expire for the purpose of reducing the remaining payments.
3. The statutory reference noted in paragraph 7 was made
more specific.
-2-
l
AGREEMENT FOR COOPERATION BETWEEN THE
SAN BERNARDINO VALLEY MUNICIPAL WATER
DISTRICT AND THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
ON BEHALF OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO, CALIFORNIA
This Agreement is entered into this ____ day of
1988 by and between the SAN BERNARDINO VALLEY MUNICIPAL WATER
DISTRICT, a public agency ("District"), and the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO ON BEHALF OF
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a public
body (" Agency" ) .
WITNESSETH:
WHEREAS, Agency, in the interest of the health, safety and
r-
general welfare of the people of the City of San Bernardino, is
undertaking a program under the California Community
Redevelopment Law (Health & Safety Code Section 33000 et seq.)
for the redevelopment within the City of the Tri-City
Redevelopment Project Area (herein "the Project Area") and the
South Valle Redevelopment Project Area; and
WHEREAS, District is in receipt of Ordinance No. MC-283,
adopted by the Mayor and Common Council of the City of San
Bernardino, California on June 20, 1983, establishing the Tri-
City Project (herein "the Project") and authorizing the
redevelopment of areas within the territorial limits of the city
of San Bernardino by the Redevelopment Agency of the City of San
Bernardino; and
DAB:cez
December 8, 1988
1
........- .;..-
WHEREAS, District is an affected taxing entity which has
general purpose property taxes levied on its behalf by the County
of San Bernardino on all of the property located in the Project
Area; and
WHEREAS, the California Community Redevelopment Law (Health
& Safety Code Sections 33000, et seq.) authorizes redevelopment
agencies to make certain payments to affected taxing agencies
pursuant to Section 33401 of the Health and Safety Code to
alleviate financial burden or detriment, if any, resulting from a
redevelopment plan; and
WHEREAS, District has submitted objections to project's
finanqia1 impact and has determined that project will cause
r'
financial burden or detriment; and
WHEREAS, Agency and District agree that the implementation
of this Agreement fully alleviates any financial burden or
detriment resulting from the project or the South Valle project;
and
WHEREAS, Agency has found and determined that it would be
appropriate to alleviate any financial burden or detriment caused
to the District by the Project; and
WHEREAS, Agency and District, in consideration of these
mutual undertakings, desire to settle their differences and
cooperatively provide for the redevelopment of certain areas of
the City;
NOW, THEREFORE, in consideration of the foregoing and the
mutual promises and covenants contained herein, the parties
DAB:cez
December 8, 1988
2
I
i
hereto agree as follows:
1. A. Subject to the dismissal with prejudice of actions
filed by the District, as set forth in paragraph 7 of this
Agreement, Agency agrees to pay, or cause ~o be paid, to
District, beginning with the 1988-89 tax year, the annual sum of
THIRTY-FIVE THOUSAND DOLLARS ($35,000).
Said amount shall be
increased each year beginning with the 1989-90 tax year by two
percent (2%) or such lesser amount as is used by the Assessor of
the County of San Bernardino to determine those increases in
assessed value applicable pursuant to Section 110.1(f) of the
Revenue and Taxation Code as are applied throughout the County
pursupnt to Article XIIIA, Section 2(b) of the California
("
Constitution.
Payments shall be payable with respect to each
year that the Agency receives tax allocation revenues from the
property currently in the project area.
B. The amount payable under subparagraph A above shall be
reduced by that amount payable pursuant to that certain Agreement
of even date between the parties relating to the South Valle
Project Area.
C. Should the South Valle Redevelopment Project expire
prior to the expiration of the Tri-City Redevelopment Project,
then the amount to be paid pursuant to paragraph 1.A of this
Agreement shall be reduced one-third (1/3). For the purposes of
this Agreement, the South Valle Redevelopment Project shall be
considered to be in effect until such time as the proceeds of
taxes upon the entire assessed value of the real property
DAB:cez 3
December 8, 1988
currently located therein are permanentlY available to the
applicable taxing agencies without any allocation to the special
fund of the Agency established pursuant to Health and Safety Code
Section 33670.
2. That portion of taxes which are allocated to Agency
pursuant to Section 33670(b) of the Health and Safety Code and
which are to be paid to District pursuant to Section 1 of this
Agreement shall be paid to District in equal two installments,
one on or before January 31 and the other on or before May 30 of
each year and after taxes from property tax payments in relation
to the secured roll are allocated and paid to Agency by the San
Bernardino County Auditor or officer responsible for the payment
of taxes. Agency agrees that all such taxes which are to be paid
to the District, or equivalent monies, shall be held by the
Agency in a special fund and specifically designated until paid
r
to District.
3. Funds allocated and paid to District pursuant to this
Agreement shall be used for the construction, operation and
maintenance of public facilities located within the boundaries of
the City of San Bernardino.
4. Should future legislative or initiative action reduce
the maximum amount permitted as a general purpose property tax
levy, pursuant to Article XIII A of the California Constitution,
the payments to be paid by Agency to District pursuant to
paragraph 1.A of this Agreement shall be reduced in the same
percentage as the maximum amount permitted as a general purpose
DAB:cez
December 8, 1988
4
(
property tax levy is reduced.
5. It is hereby agreed by District that it supports the
plans of redevelopment for the Tri-City Redevelopment Project
Area and supports the full implementation of said plan by all
means provided by law including without limitation the issuance
and incurring of bonds, notes and other forms of indebtedness the
payment of which is secured by tax allocation revenues, and the
District further agrees that it will not object to amendments to
such plan other than those amendments specified in Section
33353.5(c)(1) of the Health and Safety Code.
In the event that the plan is amended to extend the
r'"
perio? during which the Agency may receive tax allocation
revenues, the District will accept as full payment to alleviate
financial burden or detriment an amount annually determined
pursuant to Section 1.A of this Agreement by extending the
applicability thereof.
6. District agrees to dismiss, or cause to be dismissed,
with prejudice, the following actions filed in the Superior Court
for San Bernardino County:
a. San Bernardino Valley Municipal Water District v.
Redevelopment Agency, etc., et al.: SBSC Case No.
223718:
b. San Bernardino Valley Municipal Water District v. All
Persons, etc.; SBSC Case No. 219711: and
c. San Bernardino Valley Municipal Water District v. All
Persons, etc.: SBSC Case No. 224322.
DAB:cez
December 8, 1988
5
District shall refrain from initiating or participating in a
capacity adverse to the Agency in litigation seeking to
invalidate the plan or to enjoin or affect the .implementation of
the plan unless said plan is amended as specified in Section
33353.5(c)(1) of the Health and Safety Code.
7. Any amounts received by the District under Section
33676(a)(2) of the Health and Safety Code with respect to the
Project Area shall reduce the amounts payable by the Agency in
like amount.
8. The obligations to make payments pursuant to this
Agreement constitute an indebtedness of the project in the full
amoun~ set forth in Section lA.
f"-
IN WITNESS WHEREFORE, the parties hereto have executed this
Agreement as of the day and date first above shown.
SAN B;'~ARDINO
WATER ~
By It
VALLEY MUNICIPAL
Approved as to form
and legal content
~ nu?~~)
torney for
COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO ON
BEHALF OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
By
Approved as to form
and legal on e
DAB:cez
December 8, 1988
6
<J'C
AGREEMENT FOR COOPERATION BETWEE~
SAN BERNARDINO VALLEY MUNICIPAL ~
DISTRICT AND THE COMMUNITY DEVELOl
COMMISSION OF THE CITY OF SAN BERNi
ON BEHALF OF THE REDEVELOPMENT AG.
OF THE CITY OF SAN BERNARDINO, CALIFORNIA
This Agreement is entered into this ____ day of
1988 by and between the SAN BERNARDINO VALLEY MUNICIPAL WATER
DISTRICT, a public agency ("District"), and the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO ON BEHALF OF
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a public
body (" Agency" ) .
WITNESSETH:
~EREAS, Agency, in the interest of the health, safety and
( '.
general welfare of the people of the City of San Bernardino, is
undertaking a program under the California Community
Redevelopment Law (Health & Safety Code Section 33000 et seq.)
for the redevelopment within the City of the South Valle
Redevelopment Project Area (herein "the Project Area") and the
Tri-City Redevelopment Project Area; and
WHEREAS, District is in receipt of Ordinance No. MC-387,
adopted by the Mayor and Common Council of the City of San
Bernardino, California on July 11, 1984, establishing the South
Valle Project (herein "the Project") and authorizing the
redevelopment of areas within the territorial limits of the City
of San Bernardino by the Redevelopment Agency of the City of San
Bernardino; and
DAB:cez
December 8, 1988
1
WHEREAS, District is an affected taxing entity which has
general purpose property taxes levied on its behalf by the County
of San Bernardino on all of the property located in the Project
Area; and
WHEREAS, the California Community Redevelopment Law (Health
& Safety Code Sections 33000, et seq.) authorizes redevelopment
agencies to make certain payments to affected taxing agencies
pursuant to Section 33401 of the Health and Safety Code to
alleviate financial burden or detriment, if any, resulting from a
redevelopment plan; and
WHEREAS, District has submitted objections to Project's
finanqial impact and has determined that Project will cause
financial burden or detriment; and
('
WHEREAS, Agency and District agree that the implementation
of this Agreement fully alleviates any financial burden or
detriment resulting from the project or the Tri-City Project;
and
WHEREAS, Agency has found and determined that it would be
appropriate to alleviate any financial burden or detriment caused
to the District by the Project; and
WHEREAS, Agency and District, in consideration of these
mutual undertakings, desire to settle their differences and
cooperatively provide for the redevelopment of certain areas of
the City;
NOW, THEREFORE, in consideration of the foregoing and the
mutual promises and covenants contained herein, the parties
DAB:cez
December 8, 1988
2
hereto agree as follows:
1. A.
subject to the dismissal with prejudice of actions
filed by the District, as set forth in paragraph 7 of this
Agreement, Agency agrees to pay, or cause to be paid, to
District, beginning with the 1988-89 tax year, the annual sum of
THIRTY-FIVE THOUSAND DOLLARS ($35,000).
Said amount shall be
increased each year beginning with the 1989-90 tax year by two
percent (2%) or such lesser amount as is used by the Assessor of
the County of San Bernardino to determine those increases in
assessed value applicable pursuant to Section 1l0.1(f) of the
Revenue and Taxation Code as are applied throughout the County
pursu~nt to Article XIIIA, Section 2(b) of the California
r
Constitution.
PaYments shall be payable with respect to each
year that the Agency receives tax allocation revenues from the
property currently in the project area.
B. The amount payable under subparagraph A above shall be
reduced by that amount payable pursuant to that certain Agreement
of even date between the parties relating to the Tri-City Project
Area.
C. Should the Tri-City Redevelopment Project expire prior
to the expiration of the South Valle Redevelopment project, then
the amount to be paid pursuant to paragraph l.A. of this
Agreement shall be reduced two-thirds (2/3). For the purposes of
this Agreement, the Tri-City Redevelopment Project shall be
considered to be in effect until such time as the proceeds of
taxes upon the entire assessed value of the real property
DAB:cez 3
December 8, 1988
.,
currently located therein are permanently available to the
applicable taxing agencies without any allocation to the special
fund of the Agency establi:311ed pu::.-suant to Health and Safety Code
Section 33670.
2. That portion of taxes which are allocated to Agency
pursuant to Section 33670(b) of the Health and Safety Code and
which are to be paid to District pursuant to Section 1 of this
Agreement shall be paid to District in two equal installments,
one on or before January 31, and the other on or before May 30 of
each year and after taxes from property tax paYments in relation
to the secured roll, are allocated and paid to Agency by the San
Bernar~ino County Auditor or officer responsible for the paYment
{.
of taxes. Agency agrees that all such taxes which are to be paid
to the District, or equivalent monies, shall be held by the
Agency in a special fund and specifically designated until paid
to District.
3. Funds allocated and paid to District pursuant to this
Agreement shall be used for the construction, operation and
maintenance of public fa:::ilities located within tht:! boundaries of
the City of San Bernardino.
4. Should future legislative or initiative action reduce
the maximum amount permitted as a general purpose property tax
levy, pursuant to Arti.cle XIII A of the California Constitution,
the payments to be paid by Agency to District pursuant to
paragraph 1.A. of this Agreement shall be reduced in the same
percentage as the maximum amount permitted as a general purpose
DAB:cez
December 8, 1988
4
(
property tax levy is reduced.
5. It is hereby agreed by District that it supports the
plans of redevelopment for the South Valle Redevelopment Project
Area, and supports the full implementation of said plan by all
means provided by law including without limitation the issuance
and incurring of bonds, notes and other forms of indebtedness the
payment of which is secured by tax allocation revenues, and the
District further agrees that it will not object to amendments to
such plan other than those amendments specified in Section
33353.5(0)(1) of the Health and Safety Code.
In the event that the plan is amended to extend the
perioQ during which the Agency may receive tax allocation
r
revenues, the District will accept as full payment to alleviate
financial burden or detriment an amount annually determined
pursuant to Section 1 of this Agreement by extending the
applicability thereof.
6. District agrees to dismiss, or cause to be dismissed,
with prejudice, the following actions filed in the Superior Court
for San Bernardino County:
a. San Bernardino Valley Municipal Water District v.
Redevelopment Agency, etc., et al.; SBSC Case No.
223718;
b. San Bernardino Valley Municipal Water District v. All
Persons, etc.; SBSC Case No. 219711; and
c. San Bernardino Valley Municipal Water District v. All
Persons, etc.; SBSC Case No. 224322.
DAB:cez 5
December 8, 1988
/
District shall refrain from initiating or participating in a
capacity adverse to the Agency in litigation seeking to
invalidate the plan or to enjoin or affect the implementation of
the plan unless said plan is amended as specified in Section
33353.5(c)(1) of the Health and Safety Code.
7. Any amounts received by the district under Section
33676(a)(2) of the Health and Safety Code with respect to the
Project Area shall reduce the amounts payable by the Agency in
l.ike amount.
8. The obligations to make payments pursuant to this
Agreement constitute an indebtedness of the project in the full
amount. set forth in Section 1A.
(
IN WITNESS WHEREFORE, the parties hereto have executed this
Agreement as of the day and date first above shown.
~:~l:1 MUNICIPAL
By
Approved as to form
and legal content
By ))??U,,/J ta~
~ttorney for District
COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO ON
BEHALF OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
By
DAB:cez
December 8, 1988
6
REDEVELOPMENT AGENLI - REQUEST FOR ClJl'l,~ISSION/COUNCIL ACTION
DATE: DECEMBER 13, 19B8
SUBJECT: ROCKWELL INTERNATIONAL
Synopsis of Previous Commission/Council/Committee Action:
3/10/88 Committee received and filed report on Rockwell financing.
3/21/88 Commission approved hiring appraiser to evaluate Thomason land and
for staff to negotiate with Thomason estate representative Bob
Holcomb.
5/2/88 Commission considered proposed hazardous waste clause; continued
matter to May 9, 1988.
5/19/88 Committee received and filed information on proposed OPA, parking
solutions and hazardous waste clause.
6/23/88 Committee received and filed draft OPA.
(Continued on page 3)
(MAYOR AND COMMON COUNCIL)
Recommended Motion:
A) Move to adopt a RESOLUTION OF THE CITY OF SAN BERNARDINO APPROVING THE LEASE
WITH OPTION TO PURCHASE OF THAT CERTAIN PROPERTY IDENTIFIED AS APN
281-031-51 and 281-041-41, LOCATED ON COOLEY AVENUE WITHIN THE SOUTHEAST
INDUSTRIAL PARK PROJECT AREA, BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO TO ROCKWELL INTERNATIONAL CORPORATION (HEALTH AND
SAFETY CODE SECTION 33433).
(continued on page 2)
Contact Person: STEVEN H. DUKETT
Phone:
384-5081
Supporting data attached: Yes
Ward:
FUNDING REQUIREMENTS: All funding Project: SEIP
previously approved by CDC on 10/24/88
Date: DECEMBER 19, 1988
Council Notes:
,-;
SHD: JW: sm: 4689G
Agenda Item No.
(COMMUNITY DEVELOPMENT COMMISSION)
B) Move to adopt a RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE
EXECUTION OF A DISPOSITION AND DEVELOPMENT AGREEMENT BY AND AMONG
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND ROCKWELL
INTERNATIONAL CORPORATION.
C) Move to approve the Lease And Option To Purchase with RocKwell
International Corporation.
SHD:JW:sm:4689G
2
Synopsis of Previous Commission/Council/Committee Action: (Continued)
10/6/88 Committee recommended that the Commission:
A) Approve for execution an OPA, DDA, Lease And Option To Purchase,
Edison Agreement, Declaration of Reciprocal Easement and Drainage
Easement;
B) Adopt a form motion finding that the Rockwell project is consistent
with the Preferred Land Use Alternative;
C) Approve the payment of $10,137 to Wi11dan Associates, for consulting
engineering work on the parking lot.
10/24/88 Commission took the following actions:
A) Resolution 5154 approved Owner's Participation Agreement.
B) Resolution 5155 approved Disposition and Development Agreement.
C) Resolution 5156 approved Lease And Option To Purchase.
D) Resolution 5157 approved Edison Agreement.
E) Resolution 5158 approved Declaration of Reciprocal Easement.
F) Resolution 5159 approved Drainage Easement.
G) Motion finding that Rockwell project is consistent with the
Preferred Land Use Alternative.
H) Motion approving payment of $15,937 to Wi11dan Associates, for
consulting engineering work on the parking lot.
12/5/88 Commission and Council approved and set joint public hearing for
December 19, 1988 at 11:00 a.m.
SHD:JW:sm:4689G
3
S T A F F R E P 0 R T
Staff recommends that the Mayor and Common Council and the Community
Development Commission approve and ratify the final documents for the Lease
and Option to Purchase with Rockwell International Corporation.
On October 24. 1988. the Commission adopted the principal agreements for the
Rockwell transaction. Under Section 33433 of the California Health and Safety
Code. a joint pUblic hearing and the adoption of a final resolution is
required to complete the matter. Said joint public hearing has been set for
December 19. 1988 at 11:00 a.m. in the Council Chambers. Motion A) will adopt
the 33433 findings. Motions B) and C) will ratify the Commission's previous
actions.
BACKGROUND
Rockwell closed escrow July 22. 1988 on two buildings (totaling 133.000 SF)
and a vacant lot (2.06 acres) on Cooley Court. The impacts of this new
facility on the City of San Bernardino include:
Investments
- Main Rail Spur
- Branch Spurs
- Office Tenant Improvements
- Furniture & Office Equipment
- Rail Docks and Covers
- Parking Improvements
- Electronic Laboratory Equipment & Improvements
- Telecom and Computer Equipment
New Assessed Value
Yearly new tax increment from project
Other City benefits from project:
- One-Time City Fees
- Utility Tax
- Jobs
Value
-
$ 1 00 .000
450,000
3.000.000
4.000.000
300.000
200,000
1.600,000
2.600.000
$12.250.000
$ 122.500
$ 1 80 .000
$ 108.000 per year
700
We recently completed negotiating an Owner's Participation Agreement (OPA)
with Rockwell. The following is an itemization of proposed incentives to be
provided by the Redevelopment Agency:
Incentive
Value
1) Relocate Sewer Line
2) Traffic and Parking Study
3) Rail Spur
4) Employment Linkage
5) Traffic Signal
6) Sewer Capacity Rights
7) Excess Parking Area
8) Parking Lot Engineering
$ 45,000
10,000
250.000
50.000
120.000
45.000
200.000
35,000
Total Proposed Assistance: $ 755,000
SHD: JW: sm: 4689G
4
The above described incentives are proposed to be provided to Rockwell on a
reimbursable basis.
In return for the Agency's assitance, Rockwell has agreed to maintain a 90,000
square foot facility for research, development, offices and manufacturing, and
employ 250 persons for 5 years. The OPA also contains language obligating
Rockwell to maintain its landscaping, parking areas (including that
constructed on the RDA-owned land) and the exterior of its buildings in
accordance with industry standards, as determined by the Redevelopment
Agency. Rockwell has also agreed to join any maintenance and security
district created in the future, and is responsible for any additional parking
costs above the $200,000 to be provided by the Agency.
Attached, for reference. are copies of a site map and the necessary
resolutions cited in the recommended motion.
SHD:JW:sm:4689G
5
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9
RESOLUTION NO.
aBSOLUTION OF THE CITY OF SAN BERNARDINO APPROVING THE
LEASE WITH OPTION TO PURCHASE OF THAT CERTAIN PROPERTY IDENTIFIED
AS APN 281-031-51 AND 281-041-41, LOCATED ON COOLEY AVENUE
WITHIN THE SOUTHEAST INDUSTRIAL PARK PROJECT AREA, BY THE
COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO TO
ROCKWELL INTERNATIONAL CORPORATION (HEALTH AND SAFETY CODE
SECTION 33433).
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. Recitals.
A.
The Community Development Commission of the City of
10 San Bernardino (hereinafter "Commission") proposes to lease, with
11 option to purchase, to Rockwell International Corporation
12
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(hereinafter "Developer"), those certain parcels of property
identified as APN 281-031-51 and 281-041-41, located on Cooley
Avenue within the Southeast Industrial Park Redevelopment Project
Area, the legal description of which is set forth in Exhibit "A"
attached hereto and incorporated herein by reference as though
fully set forth in full for the sum of $1.00 per year during the
ten-year term of the lease, with the sale price at the exercise
of the option to be the fair market value as determined by
appraisal.
- --B.. Notice of the time and place of hearing has been given
as required by law.
C.
The Commission has made available for public
inspection and copying a summary of financial aspects of the
proposed sale.
D.
The summary of financial aspects represents that the
fair market value of the interest to be conveyed by the
DAB:cez
December 1, 1988
1
1
2
3
4
RESOLUTION APPROVING THE LEASE WITH OPTION TO PURCHASE OF
PROPB!TY ON COOLEY AVENUE TO ROCKWELL INTERNATIONAL CORPORATION
-......,.
"",OM
~.:
'l-,."" ,
)iJ
Commission, determined at the highest use permitted for such
5 property is $485,000.
6
E.
All hearings have been held as required by Health and
7 Safety Code Section 33433.
8
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SECTION 2. Determination.
Based upon the representations
made to the Commission, it is found and declared that the
.''f~~: ~~
consideration for the real property describ~:.boY., in
...~.
...~ ,.,
accordance with covenants and conditions governing tb. lea88 y1th
'5..' ,,'..,:'..~'
:::::::0 d:::::::~ :: :::s h:::stt:s:a;~::::t z:.1~~::
for the Southeast Industrial Park Project Redevelo~nt Area, and
that such lesser consideration is necessary to effectuate the
purposes of the plan as shown on the Summary of Financial
Aspects.
SECTION 3. Approval.
The Mayor and Common Council of the
City of San Bernardino hereby approve the lease with option to
purchase of said property upon the terms and conditions set forth
in th~ resolution and the summary of financial aspects.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
24 Bernardino at a meeting thereof, held on the day
25 of , 1988, by the following vote, to wit:
26 III
27 III
28 DAB:cez 2
December 1, 1988
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7
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RESOLUTION APPROVING THE LEASE OF PROPERTY ON COOLEY AVENUE TO
ROCKWELL INTERNATIONAL CORPORATION
AYES:
Council Members
NAYS:
ABSENT:
City Clerk
The foregoing resolution is hereby approved this
day
of
, 1988.
~
:t.
,;;
;
""
-.
EvlYn Wilcox, Mayor
City of San Bernardino
16 Approved as to form
and legal content:
1
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28 DAB: cez
December 1, 1988
3
BXHIBI'l' wAw
LEGAL DESCRIPTION
That certain parcel of land ~n ~he C1~y of San
Bernardino, County of San Bernardino, State of California,
de.cribed 8. follows:
DAB:cez
9/29/88
PARCEL MAP .781 THAT PTN PARCEL NO 6 LYING
WEST OF EAST LINE LOT 11 BLOCK 72 R S B
RECORDED MAP BOOK 7 PAGE 2 OFFICIAL RECORDS
AND
PARCEL MAP 4781 THAT PTN PARCEL NO 6 LYING
EAST OF THE EAST LINE LOT 11 BLIt 72 R S B
AS RECORDED IN MAP BOOK 7 PAGE 2 OFFICIAL
RECORDS
;
~
..
.~
SUBJECT TO:
Covenant., conditions, restrictions,
reservations, easements and rights of
way of record, if any.
27
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~>~~:";
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF
A DISPOSITION AND DEVELOPMENT AGREEMENT BY AND AMONG THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND ROCKWELL
INTERNATIONAL CORPORATION
BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1.
The Executive Director of the Redevelopment
Agency of the City of San Bernardino is hereby authorized and
directed to execute for and on behalf of the Redevelopment Agency
of the City of San Bernardino, a Disposition and Development
Agreement with Rockwell International Corporation (Southeast
Industrial Project Area).
A copy of this Agreement is attached
hereto as Exhibit "A" and incorporated herein by reference as
though fully set forth at length.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Community Development Commission of the City of
San Bernardino at a
meeting thereof, held on the
, 1988 by the following vote, to wit:
day of
AYES:
Commissioners
NAYS:
ABSENT or
ABSTAIN:
25
26
27
28
Secretary
DAB:cez
December 9, 1988
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RESOLUTION AUTHORIZING AND DIRECTING THE EXECUTION OF A
DISPOSITION AND DEVELOPMENT AGREEMENT WITH ROCKWELL
INTERNATIONAL CORPORATION
The foregoing resolution is hereby approved this
day
of
, 1988.
Chairman of the Community
Development Commission of
the City of San Bernardino
Approved as to form
and legal content:
By:
'~
25
26
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28
DAB:cez
December 9, 1988
2
.
..
Recording Requested by:
REDEVELOPMENT AGENCY
When Recorded Mail to:
REDEVELOPMENT AGENCY OF '1'HE
CITY OF SAN BERNARDINO
300 North "0" Street, 4th Floor
San Bernardino, CA 93418
DISPOSITION AND DEVELOPMENT AGREEMENT
BY AND AMONG
'1'HE COMMUNITY DEVELOPMENT COMMISSION OF
'1'HE CITY OF SAN BERNARDINO ON BEHALF OF
'1'HE REDEVELOPMENT AGENCY OF '1'HE CITY
OF SAN BERNARDINO, CALIFORNIA
AND
ROCKWELL INTERNATIONAL CORPORATION
(SO~HEAST INDUSTRIAL PROJECT AREA)
DAB:cez
9/29/88
1
to
I
REDEVELOPMENT AGENCY OF ~HE CITY OF SAN BERNARDINO
DISPOSITION AND DEVELOPMENT AGREEMENT
SOt1THEAST INDUSTRIAL PROJECT AREA
THIS AGREEMENT ~s made and entered ~nto tbds ~
day of
^J C \/ .
, 1988, by.and among the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO ON BEHALF OF
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,
CALIFORNIA, a public body corporate and pOlitic, hereinafter
called the "Agency", and ~ ROCKWELL INTERNATIONAL CORPORATION,
a Delaware corporation, hereinafter ~ndividually and cOllectively
called the "Redeveloper".
RECITALS
This Agreement ~s made with reference to the fOllowing
facts:
(a) In furtherance of the objectives of the Community
Redevelopment Law of the State of California (Health and Safety
Code of the State of California, Sections 33000 et seq.), the
Agency has undertaken a program for development of blighted areas
in this City of .San Bernardino, California, and, in this
connection, pursuant to Ordinance No. 3583 of the City of San
Bernardino, California, adopted 6-21-76, the City and the Agency
have approved and adopted the "Redevelopment Plan". Pursuant to
the provisions of the Redevelopment Plan, the Agency and the City
have undertaken and are now carrying out the responsibility for a
redevelopment project, designated as the Southeast Industrial
Park Redevelopment Project (hereinafter called the "Project")
DAB:cez
9/29/88
2
... .
and ~he area wi~hin ~he Projec~ (being hereinaf~er called the
.Project Area").
~he boundaries of ~he Projec~ Area are
described in ~he Redevelopment Plan which, by this reference, is
incorporated herein and made 8 part hereof.
(b) That certain parcel ~f real property more
particularly described in Ezh1bit wA", attached hereto and by
this reference made a part hereof (hereinafter called the
"Property"), is located within the boundaries of sa~d
Redevelopment Project, and under said Redevelopment Plan may be
developed for private use.
(c) The Redeveloper has made an offer for a ten (10)
year lease of such property with an option to purchase and to
redevelop such property in accordance with the uses specified in
the Redevelopment Plan.
It is recognized that it may be
necessary to modify the actual improvements, and such
modifications will be subject to the approval of the Agency.
Cd) The agency has considered all pertinent data and
analysis, including the reports of its consultants and the
reports and recommendations of its staff, and the Agency
believes that the redevelopment of the Property pursuant to the
provisions of this agreement is in the best interests of the City
and employment growth, and is in accord with the
public purposes and provisions of applicable laws and
regulations under which the Project is governed.
(e) Pursuant to the proviSions of California Health
and Safety Code Section 33433, the Agency gave notice and held a
DAB:cez
9/29/88
3
public hearing on
, at which time the form
of this agreement was available for public examination. By
Resolution No.
, adopted on
., 'the Agency
approved the execution of this agreement, and determined that the
method of disposition provided for in this agreement is the most
effective method for accomplishing the objectives of this Agency.
(f) On the basis of the foregoing, and the
undertakings of the Agency and the Redeveloper under this
agreement, the Agency desires to lease with an option to
purchase and the Redeveloper desires to lease with an option to
purchase 8aid Property in accordance with the provisions of the
Redevelopment Plan and this Agreement.
NOW, ~HEREFORE, X~ XS AGREED between the parties hereto
as follows:
1. Lease and Sale of Property, Conveyance Terms.
A. Subject to all terms, covenants, and conditions of
this agreement, the Agency agrees to lease the property to the
Redeveloper for a term of ten (10) years at a lease rate of One
Dollar ($1.00) per year with an option to purchase said property
on or before the termination of the lease. Said option shall be
exercised in writing.
Upon the exercise of said option the
Agency and the Redeveloper shall each select an appraiser. These
two appraisers shall select a third appraiser which appraiser
shall appraise the property for fair market value without the
improvements constructed by Redeveloper.
Such value shall
reflect any encumbrances imposed on the property by Lessor or its
DAB:cez
9/29/88
4
predecessors-~n-~nterest. Such fair market value shall be the
~otal acquisition pr~ce of ~e property and ahall be paid ~n cash
at close of escrow.
B. Upon delivery of the grant deed, ~~tle to the
Property ahall be conveyed to the Redeveloper. ~itle shall be
conveyed by grant deed(s) aubstant~ally ~n ~e form attached
hereto as Exhibit -B", and by ~s reference made a part hereof.
The Agency shall prepare such deed(s).
C. ~he Redeveloper ahall have ~he r~ght ~o enter ~nto
possession of ~he Property upon execution of ~he lease from
Agency.
D. The ~itle ~o ~he Property conveyed by the Agency
~o ~he Redeveloper ahall be .v~denced by a CLTA title pOlicy
provided by Agency which shows a marketable title free and clear
of all encumbrances and exceptions, except as follows:
(i) The title shall be subject to ~he conditions
and restrict~ons set forth ~n the Declaration of Restrictions,
recorded ~n Book 9033, Page 813, ~n the official records ~n the
County of San Bernardino, which Declaration ~s ~ncorporated
herein by reference.
(ii)
All of the agreements, covenants and
conditions undertaken by the Redeveloper under this agreement.
2.
Obligations of Agency.
The Agency shall be
responsible for and complete the actions set forth ~n Exhibit
"C" and agrees to complete them prior to, or concurrently with,
DAB:cez
9/29/88
5
~he completion of ~he required actions ~o be ~aken by the
Redeveloper.
3. Obligations of Redeveloper.
A. ~he Redeveloper agrees ~o be responsible for and
complete ~he actions set forth in Exhibit WD" wi~hin ~he time
schedule set fo~h ~herein.
B. Prior ~o ~he commencement of the above
improvements, ~e Redeveloper agrees ~o submit ~o the Agency a
design sketch and elevations ~erefor. If .aid design .ketch and
elevations conform ~o said Redevelopment Plan and ~o ~he
provisions of ~h1s agreement, ~e Agency shall approve ~hem in
writing. Redeveloper shall also comply fully with City policies
and procedures, and obtain all requisite City permits.
C. All improvements shall be constructed in
accordance with all applicable State and local laws and
regulations and shall conform to ~he provisions of this
agreement.
D. Prior to ~he execution of the lease, and as a
condition precedent to the obligation of ~he Agency to complete
the actions set forth in Exhibit .C", the Redeveloper shall
submit to the Agency satisfactory evidence that the Redeveloper
has the capital and financing commitments necessary for the
construction of the improvements. ~hroughout ~he entire term of
the construction of the project contemplated herein, Redeveloper
shall maintain, at its own expense, signs provided by the Agency
or containing language approved by the Executive Director of
DAB:cez
9/29/88
6
Agency advising ~he public of Agency's coopera~ion in ~he
redevelopmen~ of ~e Property.
E. During ~e periOd of cons~ruc~ion, "the work of ~he
Redeveloper shall be subjec~ ~o inspec~ion by repre.en~a~ives of
~he Agency.
F. Prior ~o delivery of ~he Proper~y ~o ~he
Redeveloper, ~he Agency shall permi~ ~he Redeveloper access
~here~o, whenever and ~o ~he exten~ necessary ~o carry out the
provisions of ~h1s agreement.
In no case ahall ~here be any
compensation payable or charge made in any form by or ~o either
par~ for any such access.
4. Certificate of Completion.
A. Promptly after completion of ~he improvements in
accordance wi~h the provisions of ~his agreemen~, ~he Agency
will furnish ~he Redeveloper wi~h an appropriate Cer~ifica~e of
Completion, substantially in ~he form a~~ached hereto and marked
Exhibi~ "E". Such ce~ifica~e by the Agency ahall be conclusive
de~ermina~ion of sa~isfac~ory ~ermina~ion of all agreements and
covenan~s of ~his agreemen~ and ~he gran~ deed, .xcep~ for ~he
covenan~s provided for in Paragraphs 5 and 6, with respect ~o ~he
obligation of ~he Redeveloper, and i~s successors and assigns,
provided that such cer~ification and such determination shall not
cons~i~ute evidence of compliance wi~h, or sa~isfaction of, any
obliga~ion of ~he Redeveloper ~o any holder of any mor~gage,
securing money loaned ~o finance ~he improvemen~, or any part
~hereof.
DAB:cez
9/29/88
7
B. ~he certification provided for ~n ~~s Section
shall be ~n such form as will enable ~t ~ be recorded with the
County Recorder of San Bernardino County, and ahall be
substantially like ~at ~n Exhibit "E".
If ~he Agency shall
refuse or fail to provide the certification ~n accordance with
the provisions of the Section, ~e Agency shall, within thirty
(30) days after written request by ~e Redeveloper, provide the
Redeveloper with a written statement indicating in detail in what
respects the Redeveloper has failed to complete ~e improvements
~n accordance with the provisions of this agreement or is
otherwise in default and what measures or acts will be necessary
in the opinion of the Agency, for the Redeveloper to take or
perform in order to obtain such certification.
S. Maintenance.
A. The Redeveloper agrees for itself, its successors
and assigns, and every successor in interest to ~e Property, or
any part thereof, that ~e Redeveloper and such successors and
assigns, shall, to the Agency's satisfaction, properly maintain
the parking areas and landscaped areas and parkways on the
Property as shown on the specifications for the Property approved
by the Agency, and required by the conditions and restrictions
referred to in Paragraph lD(i).
B. In the event Redeveloper, its successors or
assigns fails to perform the maintenance as provided herein, the
Agency or City shall give Redeveloper written notice of any such
failure, and, if not remedied by Redeveloper within twenty (20)
DAB:cez
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8
days after receipt of 8uch notice, the only remedy ~s that the
City and/or Agency shall have the right to enter the Property and
undertake, or cause to be undertaken, such .aintenance
activities. In such event, Redeveloper shall reimburse the City
and/or the Agency for all reasonable sums ~ncurred by it for such
maintenance activities.
6. Restrictions on Use. ~he Redeveloper agrees for
itself, and its successors and assigns, and every successor in
interest to the Property, or any part thereof, that the
Redeveloper and such successors and assigns ahall:
A. Devote the Property to and in accordance with the
uses specified in the Redevelopment Plan. ~he terms "uses
specified in the Redevelopment Plan" and "land use" referring to
provisions of the Redevelopment Plan, or similar language in this
agreement, shall include the Property and all buildings, and
shall include all requirements or restrictions of the
Redevelopment Plan pertaining to such Property.
B. Not discriminate upon the basis of race, sex,
marital status, color, creed, religion, physical handicap,.
national origin or ancestry in the sale, lease, sublease,
rental, or transfer or in the use, occupancy, tenure, or
enjoyment of the Property or any improvements erected or ~o be
erected thereon, or any part thereof, nor shall the Redeveloper
itself or any person claiming under or through it, establish or
permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number,
DAB:cez
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9
use or occupancy of ~enant, 1888ees, subtenants, .ublessees, or
vendees of the Property, or any part thereof.
7.
Agency Rights to Enforce.
In amplification, and
not in restriction of the provisions of the preceding Section, it
is intended and agreed ~hat the Agency and its successors and
assigns shall be deemed beneficiaries of the agreements and
covenants provided in Section 6 hereof, both for and in their or
its own right, and a180 for ~he purposes of protecting the
interests of ~he community and other parties, public or private,
in whose favor or for whose benefit such agreements and covenants
,
have been provided.
Such agreements and covenants shall run in
favor of the Agency, for ~he entire period during which such
agreements and covenants ahall be in force and effect, without
regard to whether the Agency has at any time been, remains, or
becomes an owner of any land or interest ~herein to, or in favor
of which, such agreements and covenants relate.
The Agency
shall have the right, in the event of any breach of any such
agreement or covenant, to exercise all of the rights and
remedies, and to maintain any actions or suits at law or in
equity or other proper proceedings to enforce the curing of such
breach of agreement or covenant, to which it or any other
beneficiaries of such agreement or covenant may be entitled. Any
leases made by the Redeveloper covering the subject Property
shall include notice of the applicable restrictions, covenants
and conditions set forth in Section 6 of this agreement. The
Redeveloper and the Agency agree to cooperate in enforcing such
DAB:cez
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10
-L--__._ _
_____._ ~_J _ __ ___.__.
restrictions, covenants and conditions.
8. Equal Employment Opportunity. !'he Redeveloper,
for ~tself and its auccessors and assigns, agre.s .~hat during
the construction of the improvements provided for in the
agreement that:
A. The Redeveloper shall not 'discriminate against any
employee or applicant for employment because of race, sex,
marital status, color, creed, religion, physical handicap,
national origin or ancestry. !'he Redeveloper agrees ~o post .in
conspicuous places, available to employees and applicants for
emploYment, notices to be provided by the Agency setting forth
the provisions of the nondiscrimination clause.
B. The Redeveloper shall, in all solicitations or
advertisements for employees placed by or on behalf of the
Redeveloper, state that all Qualified applicants will receive
consideration for employment without regard to race, sex,
marital status, color, creed, religion, physical handicap,
national origin or ancestry.
c. The Redeveloper shall comply with all applicable
local, State and Federal laws and regulations relating to equal
employment opportunity.
D. In the event of the Redeveloper's noncompliance
with the nondiscrimination clause of this Section, or with any of
said laws, rules or regulations, the Agency shall have the right
to compel full compliance through an action for specific
performance of this Agreement.
DAB:cez
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11
E. ~he Redeveloper ahall ~nclude no~ice of ~he
provisions of subdivisions (A) through (C) of ~his Sec~ion ~n
every construction contract, and shall require the ~clusion of
notice of these provisions ~n every construc~ion .ubcontract
entered in~o by any of its contractors, unless exempted by ~he
applicable laws, rules or regulations and such provisions shall
be binding upon each such contractor, 8ubcontrac~or, or vendor,
as ~he case may be. ~he Redeveloper shall ~ake such action with
respec~ ~o any construc~ion contrac~ or subcon~ract, as ~he
Agency may direct, as a .eans of enforcing such provisions,
inCluding sanctions for noncompliance, provided, however, ~hat in
~he event the Redeveloper becomes involved in, or ~s ~hreatened
with, litigation wi~h a 8ubcontractor or vendor as a result of
such direction by ~he Agency, ~he Redeveloper may require the
Agency ~o enter ~nto such litigation to protect its interest.
9. Prohibition Against ASSignment and Transfer.
A.
Representations as ~o ~he Redevelopment:
The
Redeveloper represen~s and agrees ~hat ~he Property acquired
hereunder, and Redeveloper's other unde~akings pursuant ~o this
agreement, are and will be used for the purpose of redevelopment
of ~he Proper~y and not for speculation in landhOlding. The
Redeveloper further recognizes:
(1) ~he importance of the redevelopment of the
property to the general welfare of the community;
(2) ~hat ~he qualifications and identity of the
Redeveloper are of particular concern to the community and the
DAB:cez
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12
Agency.
B. Prohibition Against ~ransfer of Property and
Assignment of Agreement:
(1) ~he Redeveloper represents and agrees for
itself, and its auccessors and assigns that except only by way of
.
security for, or except if necessary to jOint venture, for (i)
the purpose of obtaining financing necessary ~o enable the
Redeveloper or any 8uccessor in interest to the Property, or any
part thereof, to perform its obligations with respect to making
~he improvements under this agreement, and (ii) any other
purposes authorized by this Agreement, ~e Redeveloper (except as
80 authorized) has not made or created, and that it will not,
prior to the proper completion of the improvements as certified
by the Agency, make or create, or suffer to be made or created,
any total or partial sale, assignment, conveyance, or grant any
trust or power, or transfer in any other mode or form with
respect to, this agreement or the property, or any part thereof
or any interest therein, or enter into any contract or agreement
to do any of the same, without the prior written approval of the.
Agency, provided that, prior to the issuance by the Agency of
the certificate provided for in Section 4A hereof as to the
completion of construction of the improvements on the Property,
the Redeveloper may enter into any lease of office space,
facilities, or suites in the ordinary course of business.
(2) The Agency shall be entitled to require,
except as otherwise provided in this agreement, as conditions to
DAB:cez
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13
any 8uch approval, that:
ea) Any proposed transferee ahall have the
qualifications and financial responsibility, as determined by
the Agency, necessary and adequate to fulfill ~. obligations
undertaken in the agreement by the Redeveloper (or, ~n the event
the transfer is of, or relates to, part of the Property, such
obligations to the extent that they relate to such part).
eb) Any proposed transferee, by instrument
in writing satisfactory to the Agency and in recordable form,
shall, for itself and its successors and assigns, and expressly
for the benefit of the Agency, have expressly assumed all of the
obligations of the Redeveloper under this agreement and agreed to
be subject to all the conditions and restrictions to which the
Redeveloper is subject (or, in the event the transfer is of, or
relates to part of, the Property, such obligations, conditions,
and restrictions to the extent that they relate to such part);
provided that, if any transferee of, or any other successor in
interest whatsoever to, the Property, or any part thereof shall
not have assumed such obligations or so agreed, the fact shall
not (unless and only to the extent otherwise specifically
provided in this agreement or agreed to in writing by the
Agency) relieve or excuse such transferee or successor of or
from such obligations, conditions, or restrictions, or deprive or
limit the Agency of, or with respect to, any rights or remedies
or controls with respect to the Property or the construction of
the improvements.
Redeveloper shall also remain fully liable
DAB:cez
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14
hereunder unless specifically excused by agreement of the Agency
~n writing. It is the intent of this subsection, ~ether with
other provisions of this agreement, that (to the ~ullest extent
permitted by law and equity and excepting only in the aanner and
to the extent specifically provided oth~rwise in this agreement)
no transfer of or change with respect to ownership in the
Property or any part thereof, or any interest therein, however
consummated or occurring, and whether VOluntarily or
involuntarily, .hall operate legally or ,practically, to deprive
or limit the Agency of, or with respect to, any rights or
remedies or controls provided in, or resulting from, this
agreement with respect to the Property and the construction of
the improvements that the Agency would have had, had there been
no such transfer or change.
(c) There shall be submitted to the Agency
for review all instruments and other legal documents involved in
effecting any such proposed transfer; and if approved by the
Agency, its approval shall be indicated to the Redeveloper in
writing.
(d) The consideration payable for the
transfer by the transferee, or on its behalf, shall not exceed an
amount representing the actual cost (including carrying charges)
to the Redeveloper of the Property (or allocable to the part
thereof or interest therein transferred) and the improvements, if
any, theretofore made thereon by it, it being the intent of this
provision to preclude assignment of this agreement or transfer of
DAB:cez
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15
~he Property (or any parts ~ereof other ~an ~ose referred to
~n ~his Section 9 (relating to security ~or ~inancing), for
profit prior ~o the completion of the ~mprov..ents and to
provide that, ~n ~e event any such assignment or ~ransfer is
made (and is not canCelled), the AgeDcy shall be entitled to
~ncrease the purchase price to the Redeveloper by the amount
that the consideration payable ~or the assignment or transfer is
~n excess of the amount that may be authorized pursuant to this
subdivision. Such consideration received by Redeveloper in any
~orm whatever ahall, to the extent it ~s ~n excess of the amount
ao authorized, belong to, and forthwith be paid to, the Agency.
(e) The Redeveloper and its transferee shall
90mply with such other conditions as the Agency may find
desirable in order to achieve and comply with the purposes of
the Community Redevelopment Law; provided that, in the absence of
apecific written agreement by the Agency to the contrary, no such
transfer or approval by the Agency thereof shall be deemed to
relieve the Redeveloper, or any other party bound ~n any way by
this agreement or otherwise with respect to this construction of
the improvements, from any of its obligations with respect
thereto.
10. Default by Redeveloper Subsequent to Execution of
Lease.
A. Any of the fOllowing circumstances shall
constitute an event of default:
(1) The Redeveloper (or successor in interest)
DAB:cez 16
9/29/88
ahall default ~n, or violate, its obligations with respect to
~e construction of the ~provements (including the nature and
the dates for the beginning and completion ~ereof), or shall
abandon or substantially suspend construction work, or
(2) The Redeveloper (or successor ~n ~nterest)
shall fail to pay real estate taxes or assessments on the
Property or any part thereof when due, or shall place thereon
any encumbrance or lien not authorized by this agreement, or
ahall suffer any levy or attachment to be made, or any
materialmen's or mechanic's lien or any other unauthorized
encumbrance or lien to attach, and such taxes or assessments
ahall not have been paid, or the encumbrance or lien removed or
discharged, or provision satisfactory to the Agency made for such
paYment, removal or discharge, within thirty (30) days after
written demand by the Agency so to do; provided, however, the
Redeveloper ahall have the right to contest, in good faith, by
.
appropriate proceedings, any such lien or encumbrance, and to
substitute an appropriate bond in lieu of the paYment, removal,
or discharge of such lien or encumbrance; or
(3) There is, in violation of this agreement, any
transfer of the Property, or any part thereof.
B. In any such event, the Agency shall have the right
to reenter and take possession of the Property and to terminate
(and revest in the Agency) the estate conveyed by the lease or
deed(s) to the Redeveloper. It is the intent of this subsection,
DAB:cez 17
9/29/88
~oge~her wi~h ~e o~her provisions of ~is agreement, ~at ~he
lease and/or conveyance of ~e Prope~ ~o ~e Redeveloper shall
be .ade upon, and ~hat ~e ~ransfer documents ahal1 contain a
condition sUbsequent to the effect ~hat, in ~he event of any
default, failure, violation, or other action or inaction by the
Redeveloper specified in clauses (1); (2) and (3) of this
subsection A above, ~e Agency at its option may, after notice,
opportuni~y ~o cure, and after a fair hearing, declare a
~ermination in favor of the Agency of ~e ~it1e, and of all ~e
rights and interest in ~he Property conveyed by the transfer
documents ~o the Redeveloper.
The procedure for notice,
opportunity ~o cure, and hearing ahall be as follows:
If Agency staff believes Redeveloper has failed to
comply with the terms of this agreement and ~hat a default has
occurred under the provisions of Paragraph lOA, the Executive
Director shall give Redeveloper written notice of such claim, and
shall specify the means by which Redeveloper may cure the
default. If Redeveloper fails ~o remedy such alleged default
wi thin thirty (30) days after receipt of such notice, Agency
shall notify Redeveloper of ~e date and time, not sooner than
sixty (60) days from the date of such notice, at which the
Community Development Commission shall afford to Redeveloper an
opportunity to show cause why a default should not be declared,
which opportunity shall include the right to present documentary
evidence, and the right to make reasonable argument. If, after
such hearing, the Commission determines by majority vote that a
DAB:cez
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18
defaul~ has occurred and no good reason .xis~s ~o delay
declara~ion of defaul~, the Commission may declare a forfei~ure
and direc~ ~he recording of the no~ice of forfeiture provided
for.
If ~he Agency records in ~he office of ~he County
Recorder of San Bernardino Coun~y a vri~ten Declaration of
Forfeiture referring ~o ~he ~ransfer documents by which ~he
Property is conveyed ~o the Redeveloper, ~hen said transfer
documents are null and void, and all interest thereby leased-or
conveyed shall for~hwith and without fur~her notice to the
Redeveloper become forfeited and shall revert to the Agency;
provided, tha~ such condition subsequent and any reves~ing of
ti~le as a result thereof in the Agency shall always be subject
to and limited by, and shall not defeat, render invalid, or limi~
in any way (i) the lien of any mor~gage authorized by ~his
agreemen~ and .xecu~ed for the purpose of ob~aining funds ~o
acquire and/or develop ~he Proper~y, and (ii) any righ~s or
interes~s provided in this agreemen~ for the pro~ection of ~he
holders of such mortgages.
C. The Agency shall have ~he right to ins~i~u~e each
ac~ion or proceeding as i~ may deem desirable for effectuating
~he purpose of this Section, including also the right to execute
and record or file wi~h the County Recorder of San Bernardino
County a written Declaration of Termination of all rights and
title of ~he Redeveloper, and (subject to such mortgages, liens
and leasehold interest as provided in subsection B of ~h1s
DAB:cez
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19
Section) ~ts auccessors ~n ~nterest and assigns, ~n the Property
and the revesting of ~itle thereto ~n the Agency, provided that
any delay by the Agency ~n ~nstituting or prosecutLng any such
actions or proceedings or otherwise asserting ~ts r~ghts under
this Section 10 ahall not operate as a waiver of such rights or
to deprive it of, or l~it, auch rights ~n any way (it being the
~ntent of this provision ~hat the Agency should not be
constrained, 80 as to avoid the risk of being deprived of, or
limited in, the exercise of the remedy provided ~n this Section
because of concepts of waiver, laches, or otherwise, to axercise
such remedy at a time when ~t may still hope otherwise to resolve
the problems created by the default ~nvolved), nor shall any
waiver in fact made by the Agency with respect to any specific
default by the Redeveloper under this Section be considered or
treated as a waiver of the rights of the Agency with respect to
any other defaults by the Redeveloper under this Section or with
respect to the particular default, except to the extent
8pecifically waived.
D. In the event that title to the Property shall
revest in the Agency in accordance with the provisions of this
Section 10, after the conveyance to Redeveloper, the Agency
shall, pursuant to its responsibilities under the Community
Redevelopment Law, use it best efforts to resell the Property
(subject to such mortgage liens as provided in subsection B of
this Section) as soon and in such manner as the Agency shall find
feasible and consistent with the objectives of 8uch law, and of
DAB:cez
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20
~e Redevelopment Plan as hereafter amended from t~e to time, to
a qualified and responsible party or parties (as determined by
the Agency) who will assume the obligation of _aking or
completing the ~provements or such other ~provements in their
stead as shall be satisfactory to the Agency and in accordance
with the uses specified in ~e Redevelopment Plan, as hereafter
amended from time to time. Upon such resale of the Property,
the proceeds thereof shall be applied:
First: ~o re~bur.e the Agency, on its own behalf or
on behalf of the City, for all costs and expen.e. incurred by
the Agency, including, but not liDdted to, real estate broker
commissions, if any, paid by the Agency, attorneys fees and
salaries of personnel, in connection with the sale and
recapture, management and resale of the Property (but less any
income derived by the Agency from the Property in connection with
such management), all taxes and assessments with respect to the
Property (or, in the event the Property is exempt from taxation
or assessment during the period of ownership thereof by the
Agency, an amount equal to such taxes and assessments, or charges
(as determined by proper assessing officials) as would have been
payable if the Property were not so exempt), and paYments made or
necessary to be made to discharge any encumbrance or -liens
existing on the Property at the time of revesting of title
thereto in the Agency or to discharge or prevent from attaching
or being made any subsequent encumbrances or liens due to
obligations, defaults, or acts of the Redeveloper, its successors
DAB:cez
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21
. .
or ~ransferees, and expenditures made or obligations incurred
with respect ~o the making or completion of the ~provements or
any part ~hereof on ~he Prope~: and any amounts o'therwise owing
the Agency by ~he Redeveloper and i~s successors or transferees.
Second:
~o reimburse the Redeveloper, ~ts 8uccessors
or transferees up ~o the amount equal'~o (i) the sum of the
purchase price paid by it for the Property and the cash actually
invested by it in making any of the improvements on the Property
less (ii) any gains or income withdrawn or made by it from this
agreement or the Property.
~h1rd: Any excess remaining ahall be retained by ~he
Agency.
In the event that title to ~he property shall revest in
the Agency in accordance with the provisions of this Section 10,
after execution of the lease to Redeveloper, but before the
conveyance by deed, Redeveloper shall have no right to any
compensation.
11. Default by Agency Subsequent to Lease or
Conveyance. In the event ~hat the Agency is unable ~o comply
with each and every condition hereinabove set forth, with the
exception of those conditions which are to be performed by the
Redeveloper, the Redeveloper and its successors and assigns may
initiate an action to compel the Agency to take back or
repurchase the Property at the price specified in Section 1 with
interest, and, in addition, to compel the Agency to reimburse the
: ~
Redeveloper for any and all sums expended by the Redeveloper for
DAB:cez
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22
'the undeveloped portions of 'the Property, :If any.
12. Cumulative Remedies: Waivers.
'l'he rights and
remedies of 'the parties ~o 'this agreement .hall be cumulative,
and the ezercise by either party of anyone or ~re of such
remedies ahall not preclude 'the ezercise by :It, at 'the .ame or
different times, of any other such remedies for any other default
or breach by the other party. No waiver by either party with
respect to the performance, or manner, or ~:lme thereof, or any
obligation of the other party or any condition to :lts own
obligation under this agreement, .hall be considered . waiver of
any rights of the party making the waiver with respect to the
particular obligation of the other party or condition to its own
obligation beyond those expressly waived and ~o ~he extent
thereof. No such waiver shall :In any respect affect any other
rights of the party making the waiver or any other obligations of
the party.
13. Agency Employees, Members. No member, official,
or employee of the Agency ahall have any financial :lnterest,
direct or indirect, in this agreement or in the Property, nor
shall any such member, official, or employee participate in any
decision relating to this agreement or to the Property, which
affects his financial interests or the interests of any
corporation, partnership, or association in which he is,
directly or indirectly, interested.
No member, official, or
employee of the Agency shall be personally liable to the
Redeveloper or any successor in interest in the event of any
DAB:cez
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23
default or breach by the Agency or ~or any amount which may
become due to the Redeveloper or successor or on any obligations
under the terms of this agreement.
14. Attorneys Fees. The parties agre. that if any
action is brought for breach of any of the covenants or
conditions of this agreement, the pr~vailing party shall be
entitled to recover attorney ~ees and costs ~n accordance with
Civil Code Section 1717.
15. Notice. Any notice to be given by either party to
the other ahall be given by certified mail, return receipt
requested, postage prepaid, addressed as follows:
~
Redeveloper
Rockwell International Corp.
Real Estate Department
2230 E. Imperial Highway
El Segundo, CA 90245
Redevelopment Agency of
the City of San Bernardino
300 North D Street, 4th Fl.
San Bernardino, CA 92418
Nothing in this paragraph shall be construed to prevent
the giving of such notice by personal service.
16. Merger. None of the provisions of this agreement
are intended to or shall be merged by reason of any lease or
deed(s) transferring title to the Property from the Agency to
the Redeveloper or any successor ~n ~nterest, and any such lease
or deed(s) shall not be deemed to affect or impair the
provisions and covenants of this agreement.
17. Lease.
The parties acknowledge that a lease of
even date, covering the same property as this Agreement, is
being executed by the parties and if this Agreement and the
DAB:cez
9/29/88
24
lease are ~n conflict, .aid lease ahall control with respect to
~he creation of a leasehold ~nterest and as ~o all other
particulars this Agreement shall control.
18. Right to Modify, Terminate, Amend. ~s agreement
may be terminated, extended, modified or amended as to all of
the Property or any part thereof, for which a Certificate of
COmpliance has not been ~ssued, with the consent of the Agency
and/or the City and all parties then having an interest in the
Property.
No such termination, extension, modification or
amendment ahall be effective until a written instrument setting
forth the terms of the same has been executed, acknowledged and
recorded in the Office of the Recorder of San Bernardino,
California.
19. Time is of the Very Essence. Agency shall have
every right to exercise its options upon any breach of time
constraints, whatever. All parties recognize that time is of
the very essence of this agreement.
20. Validity Contingency. This agreement shall not
become effective for any purpose unless the original, duly
executed by the Redeveloper, is returned and received by the
Agency within ten (10) days from the receipt thereof by the
Redeveloper.
21. Execution.
This agreement is executed in
counterparts, each of which shall be deemed to be an original
and such counterparts shall constitute one and the same
DAB:cez
9/29/88
25
-
J__
l.nstrument.
IN WITNESS WHEREOF, ~he par~ies hereto have entered
l.nto ~is Agreement as of ~e day and date first above .hown.
AGENCY:
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
By ~ Pdbl~
-~a1rm n
By /jh::~~
Approved as ~o form
and legal content:
AGENCY COUNSEL
By~t&4)
./ De is A. Barlow
DAB:cez
9/29/88
REDEVELOPER:
ROCKWELL INTERNATIONAL CORP.
By
.
~d~
-
By
fiO~~.__~~
26
l.nstrument.
IN WITNESS WHEREOF, ~he parties hereto have entered
into this Agreement as of the day and date
~irst above shown.
.
.
AGENCY:
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
By 4,~aI7
BY~~
~vad.....-..- c.#
STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
)
)
)
ss
REDEVELOPER:
ROCKWELL INTERNATIONAL CORP.
By
.~~~
By
/fJ~~_~
--~~
,On jJ0l1<i..kA3?~ ID . 19H... before me. Katharine Peake. a Notary Public,
personally appeared EVLYN HILOOX and JESS FLORES. personally known to me to be the
perso~ who executed this instrument as Chairman and Acting Secretary,
respectively. of the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, and
!~~~~~~d?!d to me that the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
&AT. NO. NNOO737
10 2'Mfi CA (1-83)
(Corporation)
. STATE OF CA.....FORNIA
COUNTYOF~AJJ 13'~~)f\ebl ND
On <c Gct:.(L t) n
said State, personally appeared
personally known to me or proved to me on the basis
of satisfactory evidence to be the penon who executed
the ~ithin instrffient as the f-'ffC-L.r~1 u'~ U~C[
President, and \ l"+lAe-D ~ -A
personally known to me or
proved to me on the basis of satisfactory evidence to be
~~n who executed the within instrUment as the
<;'\ <:)'\A,.yj Secretary of the Corporation
rhat executed the within instrument and acknowledged
.0 me that such corporation executed the within instrU-
ment pursuant to its by-laws or a resolution of its
board of directors.
WJTNESS~~
SIgnature
aiJ TICOR TITLE INSURANCE
}a
1
t
before me, the undersigned, a Notary Public ill and for
cz:
..
IE
..
z
t
=
~
.' OFFICIAL SEAL \
.";.; :, KATHARINE PEAKE
. NOTARY PU8UC. CALIFORNIA
# ",' SAN BERNARDINO COUNTY
, My Comm, Expires Sept, 27, 1991
''I'
. '''r''-''-:":'~:--' -,..- ,-
(Tbil area for ofl"lCiII noariaI Inl)
EXHIBIT wA"
LEGAL DESCRIPTION
That certain parcel of land in ~he City of San
Bernardino, County of San Bernardino, State of California,
described as follows:
PARCEL MAP 4781 'l'HAT PTN PARCEL NO 6 LYING
WEST OF EAST LINE LOT 11 BLOCK 72 R S B
RECORDED MAP BOOK 7 PAGE 2 OFFICIAL RECORDS
AND
PARCEL MAP 4781 'l'HAT PTN PARCEL NO 6 LYING
EAST OF THE EAST LINE LOT 11 BLK 72 R S B
AS RECORDED IN MAP BOOK 7 PAGE 2 OFFICIAL
RECORDS
SUBJECT TO:
Covenants, conditions, restrictions,
reservations, easements and rights of
way of record, if any.
DAB:cez
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27
EXHIBIT wB"
GRANT DEED
(Subject ~o COnditions Subsequent)
~he REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,
CALIFORNIA, a public corporation, hereinafter called the
Grantor, in consideration of the sum of
,
($
) to be paid by ROCKWELL INTERNATIONAL
CORPORATION, a California corporation, hereinafter called
Grantee, and in further consideration of the covenants and
conditions herein contained and to be kept and performed by the
Grantee, does hereby grant to the Grantee all that real property
in the City of San Bernardino, County of San Bernardino, State of
California, hereinafter called the wProperty", described as
follows:
SEE EXHIBIT "A" ATTACHED HERETO
~he Grantee does hereby acknowledge receipt of a copy
of the Redevelopment Plan for the Southeast Industrial Project
Area, approved by Ordinance No. 3583 of the City of San
Bernardino, which Ordinance was adopted 6-21-76, which is
hereinafter referred to as ~he "Redevelopment Plan", said
Redevelopment Plan containing as a part thereof that certain
Declaration of Restrictions which became effective under said
Ordinance and which is hereinafter referred to as the
"Restrictions".
The Grantee, for itself, its successors and assigns,
does hereby covenant and agree with, and for the benefit of, the
DAB:cez
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28
. .
Grantor, ~ts Buccessors and assigns, as follows:
1. Grantee, ~ts Buccessors and ass~gns, will hold,
occupy and use ~he aforesaid real property Bubject ~o and in
accordance with all the terms, conditions, l~mitations,
restrictions, requirements and covenants set forth in the
Redevelopment Plan and the Restric't~ons.
Said terms,
conditions, limitations, restrictions and covenants -running
with the land" and shall be binding for the benefit and in favor
of, and be enforceable by, the Grantor, ~ts BucceSBors and
assigns, the City of San Bernardino, and any successor in
~nterest to the Grantee of the Property or any part thereof, and
the owner of any other land ~n the Project Area.
2.
(a)
~he Grantee herein covenants by and for
himself, his heirs, executors, administrators, and his
successors and assigns, and every successor in interest to the
Property, or any part thereof, and all persons claiming under or
through them, that the Grantee, and such successors and assigns,
shall
(1) Devote the Property to uses consistent
with the purposes of the Redevelopment Plan.
(2) Not discriminate upon the basis of race,
sex, marital status, color, creed, religion, physical handicap,
national origin, ancestry, age or handicapped status in the sale,
lease, sublease, rental or transfer or in the use, occupancy,
tenure or enjoyment of the Property or any improvement erected or
to be erected thereon, or any part thereof, nor shall the Grantee
DAB:cez
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29
himself or any person claiming under or through him, establish or
permit any 8uch practice or practices of discrimination or
segregation with reference to the selection, location, number,
use or occupancy of tenants, lessees, subtenants, aublessees, or
vendees of the property, or any part thereof.
(3) To properly maintain the parking areas,
landscaped areas and parkways on the Property, and that, if
Grantee fails to remedy any failure after twenty (20) days'
notice from Agency, Agency shall have the right to enter the
Property, and undertake or cause to be undertaken such
maintenance activities.
In such event, Grantee, its Successors
or assigns, shall reimburse Agency for all reasonable sums
incurred for such maintenance activities.
(b) The foregoing agreements and covenants, as
set forth in subdivision (a) of Section 2 of this Deed, shall be
covenants running with the land, and they shall in any event,
without regard to technical classification or designation, legal
or otherwise, and except only as otherwise specifically provided
in this Deed, be binding to the fullest extent permitted by law
and equity, for the benefit and in favor of, and be enforceable
by the Grantor, its successors and assigns, the City of San
Bernardino, California, and any successor in interest to the
Property or any part thereof, and the owner of any other land (or
of an interest in such land) in the subject Project Area, which
is subject to the land use requirements and restrictions of the
assigns, and every successor in interest to the Property, or any
DAB:cez
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30
part ~hereof or any ~nterest therein, and any party ~n possession
or occupancy of the Property or any part thereof. It ~s further
~ntended and agreed that the agreement and covenant provided in
subsection (1) of subdivision (a) of Section 2 of this Deed shall
remain ~n effect for a period of forty-five (45) years from the
date upon which said Ordinance became effective, at which time
such agreement and covenant shall terminate, and that the
agreement and covenant provided ~n subsection (2) of subdivision
(a) of Section 2 hereof ahall remain ~n effect without limitation
as to t~me; provided that auch agreements and covenants ahall be
binding on the Redeveloper ~tself, each auccessor in interest to
the Property, and every part thereof, and each party in
possession or occupancy, respectively, only for such period as
such successor or party shall have title to, or an ~nterest in or
possession or occupancy of, -the Property or part thereof. The
term "uses specified in the Redevelopment Plan" and "land use"
referring to provisions of the Redevelopment Plan, or similar
language, in the agreement shall ~nclude the land and all
buildings, housing, and other requirements or restrictions of the
Redevelopment Plan pertai~ng to such land.
3. In amplification and not in restriction of, the
provisions of Section 2 hereof, ~t is intended and agreed that
the Grantor and its successors and assigns shall be deemed
beneficiaries of the agreements and covenants provided in said
Section 2 hereof, both for and in their or its own right and also
for the purpose of protecting the interests of the City and other
DAB:cez
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31
parties, public or private, ~n whose favor or for whose benefit
such agreements and covenants have been prov~ded.
Such
agreements and covenants shall run ~n favor of the Crantor, for
~he entire period during which such agreements and covenants
shall be ~n force and effect, without regard ~o whether the
Grantor has at any time been, remains, Dr ~s an owner of any land
Dr ~nterest therein, or ~n favor of which, such agreements and
covenants relate. The Grantor ahall have the right, ~n the event
of any breach of any such agreement Dr covenant, to exercise all
the rights and remedies, and to maintain any actions or suits at
law Dr ~n equity Dr other property proceedings to enforce the
curing of such breach of agreement Dr covenant, ~o which it or
any other beneficiaries of such agreement or covenant may be
entitled.
THIS DEED IS GIVEN SUBJECT TO A CONDITION SUBSEQUENT,
AS FOLLOWS:
4. In the event Grantee shall default in the
performance of Grantee's undertakings for the construction of
certain improvements on the aforesaid real property within the
t~me and ~n the manner set forth in that certain Disposition and
Development Agreement between the Grantor and the Grantee, dated
A1btl"lVV\b-lr, 1 () ,1988, and hereinafter referred t.o as
the "Agreement": Dr if the Grantee shall fail to pay real estate
taxes or assessments when due: or shall place thereon any
encumbrance or lien unauthorized by the agreement, or shall
suffer any levy, lien, Dr attachment to be made, Dr there is in
DAB:cez
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32
violation of ~he agreement, any ~ransfer of the Property or any
part thereof, and if, prior ~o execution and delivery by Agency
of a Certificate of Compliance, Grantor shallr.cord in the
office of the County Recorder of the County of San Bernardino,
State of California, a written Declaration of Forfeiture
referring ~o ~h1s deed, then this deed and conveyance shall be
null and void and all interest hereby granted and conveyed shall
forthwith and without further notice to Grantee, become
forfeited and shall revert to the Grantor: provided, however,
that ~he breach of any auch covenant and the forfeiture of the
Grantee's interest in said real property by reason of such breach
shall not in any manner impair, defeat or render invalid the
interest of any mortgagee, ~rustee or beneficiary of any Deed of
Trust executed by Grantee to secure a loan for ~he purpose of
obtaining funds ~o acquire and/or develop all or part of the real
property.
THIS CONDITION SUBSEQUENT IS CANCELLED UPON RECORDING
OF THE CERTIFICATE OF COMPLIANCE DULY EXECUTED BY AGENCY AS
HEREINAFTER SPECIFIED.
5. (a) Promptly after completion of ~he improvements
in accordance with the provisions of said agreement, the Grantor
will furnish ~he Grantee with an appropriate instrument so
certifying. Such certification by the Grantor shall be (and it
shall be so provided in the certification itself), a conclusive
determination of satisfaction and termination of the agreements
and covenants in said agreement and paragraph 4 of this deed
DAB:cez
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33
except ~he covenan~s contained ~n paragraph 2(a)1, 2(a)2, and
2(a)3 of ~his deed.
(b) ~he certification provided 10r in ~his
Section shall be in such form as will enable i~ ~ be recorded
with ~he County Recorder of San Bernardino Coun~y.
If the
Grantor shall refuse or fail ~o provide ~he cer~ification in
accordance wi~h ~he provisions of ~h1s Section, ~e Grantor shall
within 90 days after written request by ~e Grantee, provide the
Grantee with a written statement, ~ndicating ~n adequate detail
in what respects ~he Grantee has failed ~o complete the
~provements in accordance with ~e provisions of said agreement
or is otherwise in default and what measures or acts will be
necessary in ~he opinion of ~he Grantor, for ~he Grantee ~o take
or perform in order ~o obtain such certification.
6. None of ~he provisions of said agreement described
in Section 4 hereof, are intended ~o or ahall be merged by
reason of ~his deed ~ransferring ~itle ~o ~he Property from the
Grantor to ~he Grantee in interest, and such deed shall not be
deemed to affect or impair ~he provisions and covenants of said
agreements.
III
III
III
III
III
III
DAB:cez
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34
IN WITNESS WHEREOF, ~he Gran~or and Gran~ee have
.xecu~ed ~h~s deed by ~eir respec~ive off~cers ~her.un~o duly
qualif~ed ~Ms 10 day of
/VI) V.
, 1988.
GRANTOR: GRANTEE:
REDEVELOPMENT AGENCY OF '!'HE ROCKWELL INTERNATIONAL CORP.
CITY F SAN BERNARDINO
By
By ~2/~
~
Approved as ~o form
and legal content:
AGENCY COUNSEL
BY~~)
/ Dennis A. arlow
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35
EXHIBIT wAw ~O GRANT DEED
LEGAL DESCRIPTION
That certain parcel of land in ~he City of San
Bernardino, County of San Bernardino, State of California,
described as follows:
PARCEL MAP 4781 THAT PTN PARCEL NO 6
LYING WEST OF EAST LINE LOT 11 BLK 72
R S B RECORDED MAP BOOK 7 PAGE 2 OFFICIAL
RECORDS
AND
PARCEL MAP 4781 THAT PTN PARCEL NO 6
LYING EAST OF THE EAST LINE LOT 11
BLK 72 R S B AS RECORDED IN MAP BOOK
7 PAGE 2 OFFICIAL RECORDS
SUBJECT TO:
Covenants, conditions, restrictions,
reservations, easements and rights
of way of record, if any.
DAB:cez
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36
EXHIBIT .e"
UNDERTAKINGS AND OBLIGATIONS OF 'I'HE AGENCY
AGENCY AGREES TO:
1. Lease ~he proper~y lis~ed in Ezhibi~ "A" ~o
Redeveloper for ~en (10) years a~ a ra~~ of One Dollar ($1.00)
per year, wi~h a lease ~o be delivered coinciden~ wi~h ~he
execu~ion of ~his .greemen~, or wi~hin ~en (10) days after
Redeveloper shall present ~o Agency evidence of i~s abili~y ~o
finance ~his project, as required by Paragraph 3D of this
agreemen~, whichever ahall las~ occur. Such lease shall also
con~ain an op~ion ~o purchase ~e property at a price deterulined
in accordance with Paragraph lA of ~e Agreement.
1. Provide Redeveloper wi ~h ~he sum of $200,,000
coincident with ~he delivery of ~he lease for ~e development of
at least 200 parking spaces on ~he property.
DAB:cez
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37
EXHIBIT -D"
UNDERTAKINGS AND OBLIGATIONS OF DEVELOPER
REDEVELOPER AGREES TO:
1. Lease ~he property listed ~n Exhibit -A" from
Agency as outlined in Exhibit -C".
2. Develop upon said prope~, a parking lot c)f at
least 200 spaces with attractive landscaping ~o be approvEld in
advance by Agency.
3. (a) Site Plan shall be submitted ~o Design RlBview
Committee of ~he City of San Bernardino within ninety (90) days
of execution of ~his Agreement.
(b) Working drawings shall be submitted to
Building and Safety Department of ~he City of San BernaI~dino
within 240 days of execution of ~his Agreement.
(c) Development shall be completed by
/I
DAB:cez
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38
EXHIBIT -E"
CERTIFICATE OF COMPLETION
FOR REDEVELOPER'S DISPOSITION AND DEVELOPMENT AGREEMENT
WHEREAS, ROCKWELL INTERNATIONAL CORPORATION,
here~nafter called ~he -Redeveloper-, has entered ~nto an
Agreement with ~he REDEVELOPMENT AGENCY OF ~HE CITY OF SAN
BERNARDINO, CALIFORNIA, hereinafter called ~e -Agency"; and
WHEREAS, said Agreement, dated
, l.9~,
was recorded on
, 19__, Document No.
, in ~he Official Records of ~he County Recorder of ~he
County of San BernarMno, State of Califo~a; and
WHEREAS, ~he Agency agreed ~n Section ., of lsaid
Agreement to furnish the Redeveloper with an instrument
certifying completion of said improvements in accordance 'with
~he provisions of said Agreement upon Redeveloper's completion
~hereof; and
WHEREAS, ~he Agency, having considered the report and
recommendations of its staff, has determined that the
Redeveloper has fully satisfied its obligations for the
construction of ~mprovements on that certain parcel of real
property more particularly described in Exhibit "1", attached
hereto and by this reference made a part hereof.
NOW, THEREFORE, the Agency ~n accordance with the
Agreement does hereby conclusively certify and give notice that
~he Redeveloper has fully satisf~ed, terminated, and completed,
DAB:cez
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39
I
~or j,~..lf" j,~. .ucc...or. an4 ...ign., all cov.nant. and
.gr....nt. provid.4 ~or j,n .aid Agr....nt upon the .bove
d..cribe4 r.al prop.rty, which j,. 100at.4 wi~ the Soutbest
%n4u.trial Park proj.ct ar.a, exc.pt the oovanant. ~n S.ctions
2(a)1, 2(a)2, an4 2(a)3 of the De.d.
%N WI~NESS WHEREOF, ~h. Ag.ncy ha. cau..4 this
.
Certificate ~ be duly ex.cut.4 on j,'t. behalf an4 j,t8 ..al 'tc> be
h.r.un'to affia.4 an4 a1:1:..t.eS on 'this
day of
, 19__
aEDEVELOPMEN'l' AGENCY OF !'HE
CITY or SAN BERNARDINO., ~IFORNIA
By
Chairman
(--
By
S.cr.tary
Approv.eS a. 'to form
and l.gal content:
~~
ncy Counael
DAB: cez
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40
____~_"._ __ ~__ __I
EXHIBIT "1"
LEGAL DESCRIPTION
That certain parcel of ~and :in the Ci t:y of San Be:rnardino,
County of San Bernardino, State of California, described as
follows:
PARCEL MAP 4781 THAT PTN PARCEL NO 6
LYING WEST OF EAST LINE LOT 11 BLK 72
R S B RECORDED MAP BOOK 7 PAGE 2 OFFICIAL
RECORDS
AND
PARCEL MAP 4781 THAT PTN PARCEL NO 6
LYING EAST OF THE EAST LINE LOT 11
BLK 72 R S B AS RECORDED IN MAP BOOK
7 PAGE 2 OFFICIAL RECORDS
SUBJECT TO:
Covenants, conditions, restrictions,
reservation, easements and rights of
way of record, if any.
DAB:cez
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41
...JMMARY OF FINANC1.... ASPECTS
OF PROPOSED AGREEMENTS WITH THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
.-
PROPOSED,~EMENTS: Lease And Option To Purchase and DhposUion and
reement coverin land located north of Coole Avenue and west of
1 (APN 281-031-51 and 281-041-41) between the Redevelo ment
Ctt of San Bernardino (Lessor) and Rockwell International
essee>.
PROJECT AREA: Southeast Industrial Park
It is proposed that the Redevelopment Agency of the City of San Bernardino
lease with an option to purchase to Rockwell Int~rnational Corporation the
property described on the attached Exhibit A.
1) The cost of the agreement to the Agency. including land acquisition cost
and the costs of any improvements to be provided by the Agency, plus the
expected interest on any loans or bonds to finance the lease is J275.000.
2) The estimated value of the interest to be conveyed or leased. determined
at the highest uses permitted under the plan. is not less than J485.000.
3) The sum of the lease payments for the original term of the Lease And
Option To Purchase, exclusive of any extensions. is J10.0(). The reason
this is less than the fair market value is: I
Rockwell closed escrow July 22, 1988 on two buildings (totanng 133.000 ff>
and a vacant lot (2.06 acres) on Cooley Court. The following 1s1. sUllNry of
the impact of this new facility on the City of San Bernardino:
Investments:
- Main Rail Spur
- Branch Spurs
- Office Tenant Improvements
- Furniture & Office Equipment
- Rail Docks and Covers
- Parking Improvements
- Electronic Laboratory Equipment & Improvements
- Telecom and Computer Equipment
TOTAL New Assessed Value
Yearly new tax increment from project
Other City benefits from project:
- One-Time City Fees
- Utility Tax
- Jobs
$100.000
$450.000
$3,000.000
$4 .0()0 .000
$300.000
$200.000
$1.600.000
$2.600.000
$12.250.000
$122.500
$180,000
$108.000 per year
700
Because of the significant benefits to the City and Redevelopment Agency. it
is felt that the lease rate of $l.OO/year to Rockwell is justified. Should
the option to purchase be exercised. the price would be the fair market value
at the time of exercise, as determined by appraisal.
1608H
REDEVELOPMENT AGENCY - REQUEST FOR COMMISSION/COUNCIL ACTION
(
DATE:
DECEMBER 14, 1988
SUBJECT: YWCA JOINT PUBLIC HEARING
Synopsis of Previous Commission/Council/Committee Action:
07/10/75 Adopted Resolution #3070 authorizing execution of all documents
regarding relocation of 1) County Facilities, 2) YWCA Facilities and
3) SAFECO Title Insurance.
10/23/75 Adopted Resolution #3123 authorizing rehabilitation of the County
Agriculture Building for temporary occupancy of YWCA.
09/19/83 Adopted Resolution #4512 to install new roofing
02/06/84 Adopted Resolution #4576 to sell building to YWCA
04/09/84 Adopted Resolution #4593 to convey adjacent land to State of
California. (Continued on page 3)
Recommended Motion:
('.
(MAYOR AND COMMON COUNCIL)
A) Move to adopt a RESOLUTION OF THE CITY OF SAN BERNARDINO APPROVING THE
SALE OF THAT CERTAIN PROPERTY IDENTIFIED AS APN 135-061-10, LOCATED AT
566 NORTH LUGO AVENUE WITHIN THE CENTRAL CITY EAST REDEVELOPMENT PROJECT
AREA, BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO TO THE YOUNG W<>MEN'S CHRISTIAN ASSOCIATION OF GREATER SAN
BERNARDINO (HEALTH AND SAFETY CODE SECTION SECTION 33433).
(Continued on Page 2)
Contact Person: Steven H. Dukett Phone: 384-5081
-
Supporting data attached: Yes Ward: 1st
FUNDING REQUIREMENTS: None Project: CCE
Date: DECEMBER 19, 1988
Council Notes:
SHD:SG:sm:rm:4709G
Agenda Item No,
<t
(COMMUNITY DEVELOPMENT COMMISSION)
B) Move to adopt a RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO, ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF
THE CITY OF SAN BERNARDINO, APPROVING A CERTAIN DISPOSITION AND
DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY AND YOUNG
HOMEN'S CHRISTIAN ASSOCIATION OF GREATER SAN BERNARDINO, INC. (CENTRAL
CITY EAST PROJECT AREA).
('
SHD:SG:sm:rm:4709G
2
Synopsis of Previous Commission/Council action: (continued from page 1)
05/09/84 Adopted Resolution #84-176 authorizing vacation of Lugo Street
adjacent to YHCA Building.
03/07/85 Adopted Resolution #4735 to grant easement to Southern California
Ed 150n .
09/22/86 Motion to set Public Hearing for October 20, 1986.
10/20/86 Adopted Resolution #86-442 approving sale of property to YHCA.
10/20/86 Adopted Resolution #4942 authorizing and directing execution of DDA.
02/02/87 Commission directed that City consider waiving fees for YHCA
rehabilitation -- with YHCA obtaining permit as tenant. Commission
further approved reimbursement to YHCA for Workman's Compensation
Insurance up to $2500.
02/09/87 Mayor and Common Council authorized (by motion) Agency to obtain
building permits as owner/builder for rehabilitation of YHCA
Building and waived fees required.
02/16/87 Community Development Commission authorized the Executive Director
to sign on behalf of the RDA as owner/builder for the YHCA
remodeling with all City fees being waived.
10/08/87 Set Joint Public Hearing of Mayor and Common Council and Community
Development Commission for October 19, 1987.
10/19/87 Mayor and Common Council/Community Development Commission continued
Public Hearing to November 16, 1987, and referred to Redevelopment
Committee for review.
10/19/87 Mayor and Common Council instructed Parks and Recreation Department
to contact State of California for preparation of Lease Agreement
for use of park land for Teddy Bear Tymes.
11/16/87 Public Hearing continued to 12/21/87. Staff and Counsel directed to
research lease.
01/04/88 Community Development Commission directed staff to begin procedures
needed to convey property to the City of San Bernardino for $1.00.
02/01/88 Motion to Set Joint Public Hearing for March 10, 1988, at 11:00
a.m., Authorized RDA staff to retain $5,000 deposit by YWCA pending
negotiations.
03/07/88 Resolutions No. 88-80 and No. 5098 authorized Lease between the
Redevelopment Agency, City and YWCA. Return of the $5,000 deposit
was authorized by motion.
04/27/88 Redevelopment Committee reviewed letter from YWCA regarding lease
terms. Referred to YWCA Ad Hoc Committee.
SHD:SG:sm:rm:4709G
3 -
Synopsis of Previous ConInis, In/Council actiol, (continued)
l
08/29/88 YHCA Ad Hoc ConInittee recommended sale and referred to Hays and
Means ConInittee to determine sales price.
09/06/88 Set Joint Public Hearing to consider sale for September 19, 1988.
09/19/88 Joint Public Hearing continued to Monday, October 3,1988.
09/26/88 Hays and Means Committee continued to October 10, 1988.
10/03/88 Redevelopment Agency and City staff directed to research and to
prepare an in-house analysis of 1976-property values to assist in
the determination of a sales price.
Joint Public Hearing continued to November 21, 1988.
10/10/88 Hays & Means Committee recommended lease with YWCA with reduced
insurance requirements.
10/24/88 Set Joint Public Hearing to consider lease for November 21, 1988.
Staff instructed to retain $5,000 until further notice by Community
Development Commission.
11/21/88 Continued Joint Public Hearing to December 5, 1988, staff instructed
to notify YWCA representatives of new date and time.
12/05/88 Continued Joint Public Hearing to December 19, 1988.
("
SHD:SG:sm:rm:4709G
4
(-
S T A F F R E P 0 R T
In early 1975, the Redevelopment Agency purchased the previous YHCA site at
5th and Arrowhead Avenue and relocated the YHCA offices to the former County
Agriculture building on Lugo Street. From October 1975 to February 1979, the
Agency leased the Agricultural Building site from the County in order to
sub-lease it to the YHCA. The lease provided for the eventual transfer of the
property to the Agency and in May of 1981, the Redevelopment Agency acquired
ownership of the parcel.
In the summer of 1983, the YHCA approached the Agency about purchasing the
property for $5.000. On October 20. 1986. the Commission approved the sale of
the facility for $5,000 plus reimbursements and repayment of advances made by
the Redevelopment Agency to pay for utilities. roof repairs and the boiler or
a total of $34,203. The YHCA did not execute the sale agreement because they
were undergoing a reorganization and then were unable to make the $350 per
month payments required in the agreement.
On March 3, 1988, the Commission approved a 50-year lease beginning January 1,
1976 and ending December 31, 2025 for $1 per year. The YHCA could not sign
the lease because they could not accept the insurance provisions. Resolution
of the issue to lease or sell was referred to various committees including the
YHCA Ad Hoc Committee. the Redevelopment Committee. and the Hays and Means
Committee.
The current situation is that the Commission has adopted conflicting
resolutions, one for sale and one for lease and the YHCA has now agreed to
either buy or lease the property, subject to the conditions of their
attorney's letter of October 27. 1988 (attached). However. it is important to
note that the Agency's proposed conditions for a sale are close to those the
YHCA can accept and the Agency's proposed conditions for a lease do not
conform with those the YHCA can accept. Further. the YHCA has now indicated
that they are willing to buy the property in question under the terms embodied
in the attached agreement.
For your information, the specific problem areas in the lease approach are a
50-year extension provision, increased insurance limits due to the child care
operation and adding earthquake insurance requirements. There is also an
underlying difference of opinion that affects the structure of a lease. The
YWCA believes the lease was intended to be a ground lease because the
deteriorated buildings were of little or no value. The City has approached
the matter from the view that it is dealing with buildings that have
considerable value. These differences affect proceeds of insurance. Acts of
God, condemnation awards and compensation upon termination of lease. To see
the many differences that result you can compare the attached Draft Lease
(prepared by Agency Counsel) and proposed Memorandum of Lease (prepared by
YWCA legal counsel).
SHD:SG:sm:rm:4709G
5
STAFF RECOMMENDATION
In view of the difficulties posed by a lease. especially the long-term
liability exposure that it would create for both the Agency and City. it
appears that the sale approach is the more rational business decision and is
therefore recommended by staff. Under the original concept (as approved by
the Commission/COuncil on October 20, 1986) the proceeds of the sale will now
be $26,701. This is because the YHCA has already made full payment of
outstanding utility bills. The provisions in the attached Disposition and
Development Agreement are:
A) The selling Price is $26,071. The YHCA has paid a deposit of $5,000 and
will execute a secured promissory note for the remaining $21.071 at 71
interest, amortized over 7 years.
B) City/Agency has a first right of refusal in perpetuity to repurchase the
property in the event of a sale to other than a not-for-profit charitable
organization serving youth and residents of the City of San Bernardino
and surrounding areas.
C) The repurchase price will be $26.071, plus the fair market value of
improvements made by the YHCA, less any outstanding CDBG monies received
from the City of San Bernardino and not repaid.
D) An escrow agent will handle the transaction as a neutral third party.
The attached Summary of Financial Aspects contains the information required by
Section 33433 of the Health and Safety Code.
r"
SHD:SG:sm:rm:4709G
6
(
SUMMARY OF FINANCIAL ASPECTS
OF A PROPOSED AGREEMENT HITH THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
PROPOSED AGREEMENT: D1spos1t1on & Jo1nt Development Agreement
PROJECT AREA:
CENTRAL CITY
It 1s proposed that the Redevelopment Agency of the C1ty of San Bernardino
sell to the Young Homen's Christian Assoc1at10n (YHCA) the property descr1bed
on the attached Exh1b1t A.
to.
1) The cost of the agreement to the Agency, 1ncluding land acquisition cost.
clearance costs, relocation costs, the costs of any improvements to be
provided by the Agency, plus the expected 1nterest on any loans or bonds
to finance the lease is $225,251 .
2) The estimated value of the 1nterest to be conveyed or leased, determined
at the highest uses permitted under the plan is not less than $1,175,000.
The estimated value 1s due 1n large part from remode11ng and renovat10n
work done by the YHCA for Teddy Bear Tymes and other YHCA programs.
3) The purchase pr1ce or sum of the lease payments 1s $26,071. The reason
this 1s less than the fa1r market value 1s: It w111 ass1st 1n causing the
e11mination of blight, create employment opportun1t1es, st1mulate
aesthetic improvement and an 1ncrease in real property value of the
property and nearby property and will cause the generation of revenues to
the City and the Agency.
4628G
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October 27,1'88
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PMI"'--.o
City of San Bernardino
CITY AT'.l'ORNEY'S OFFICE
300 Borth -D- Street, 80am 668
San Bernardino, California '2410
Attn: Dennis A. BarloW,
Senior ~sistant City Attorney
Be: YWCA Memorandum of Lease
ROUTING
/
~e-..r <..,
. Dear Mr. Barlow:
Set ,forth below are my comments aa to both a sale or lease JH ~
of the property to the YWCA.. It is my opinion that the aale of ME ,
p". the property ia in the beat interest interest of all concerned, BL I-
t and I will, therefore, aet forth my CODDllents and auggestions LV ..:;
concerning the aaid documents firat, and my comments and GC"
auggestions as to 'the leaaehold arrangement second. .~ro
1. Sale of Property to YWCA. I believe the purchaae price
should be based on the $34,204.00 arrived at with the .
Redevelopment Agency in 1986. Enclosed is a copy of a February ORIQ.~~
4, 1987, letter from the Redevelopment Agency, page 2 of which ~~E~
shows how that figure was arrived at. -
~he YWCA has DOW paid off the past due utilities reducing
the figure to $26,070.60. After being given credit for the
$5,000.00 prior payment, that leaves $21,070.60 remaining to be
paid. These figures should be inserted, where indicated, in the
Disposition and Development Agreement, the Secured Promissory
Note, Exhibit -E" (Obligations of Agency), and Exhibit "F"
(Obligations of Redeveloper). I suggest that the Loan
Amortization Schedule be done on a aimilar basis as the one
attached to the 1987 documents, which provided for payoff over
about 13 years with increasing monthly payments on into the
future.
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el!'Y AftORNEY' S OFFICE
-cOctober 27, 1'88
.age 2
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.age 11 of 't.he Disposition and Development Agreement
contains 1anguage as ~o permissible use of the premises by the
DCA (wthe RedeveloperW). Since the YWCA serves other than just
youths, it is suggested that the word WyouthW at the end of the
~irst sentence of paragraph A. of Section 16 be deleted and
replaced by 'the words wresidents of San Bernardino and
surrounding areasw.
As ~o Section 23 of ~he Disposi tion and Development
Agreement, the California Corporation Code uses the designation
wnon-profitW rather than WDot-for-profitw. Additionally, I
suggest that further changes be made in ~his section in setting
forth the buyout value in the event of such a conveyance. Set
forth below is my suggestion as to the ~ext of Section 23:
Should 'the Redeveloper convey ~he the property,
which is the subject of this Agreement, or enter into
escrow to convey said property at any time in
perpetui ty ~o any Grantee other 'than a Don-profit
charitable organization which is committed and legally
required ~o use the property as required by paragraph
16.A. of this Agreement, the Agency, its assigns and
successors-in-interest shall have the option ~o
repurchase said property at an amount equal to the fair
market value' of said property on January 1, 1976, plus
the fair market value at the ~ime of purchase of all
improvements on the premises.
In paragraph numbered 1 on ~he second page of the Grant
Deed as well as subpart 1 of Section 2(a) on said page, the word
Wyouth- at the end of the first sentence of each provision should
be deleted and replaced by the words wresidents of San Bernardino
and surrounding areas.. Paragraph" of the Deed should be
modified in the same manner as I suggested for Section 23 of the
o Disposition and Development Agreement.
2. Leasehold Arranqement. Enclosed herewith please find a
Memorandum of Lease I have prepared to document the lease between
the YWCA and the City of San Bernardino. Changes from the
proposal provided by your office (.City Proposal- Lease) are
noted on an enclosed copy of it as well as on the enclosed copy
of my Memorandum of Lease. .
~ -. . .
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CIn ATTORREY' S Ol"FICE
October 27, 1988
.age 3
Many provisions vere reorganized and duplica~ive provisions
were .i~er .ltmina~.d or combined in the Memorandum. I viII
describe below 80me of the ..jor revisions in the Memorandum:
~he chanqe of forma~ ~o a Memorandum of Lea."e and the
addi~ion of the "ci~als are ..de in order ~o reflec~ ~he fac~
tha~ this is a Memorandum of a Lease exis~ing since 1975 or 1976.
Similarly, .ome other language change. have been ..de a~ various
places to be consi.~en~ vi~h this.
,('"
4J'he language conc.rning.the renewal terms of the Lease, as
.e~ forth in ~he Lease Aqreemen~ signed in 1975 by Mayor Holcomb,
has been re-in.er~ed a~ the end of paragraph 2 of the Memorandum,
8liqh~ly revised.
Provisions concerning building and tmprovemen~s have been
reloca~ed ~o paragraph 5 of the Memorandum. ~he in~r04uc~ory
aen~ence of paragraph 5 has been expanded ~o make i~ clear tha~
the premises ..y be used by o~her than legal residen~s of the
Ci ~y of San Bernardino or YWCA members. New language in
subparaqraph (a) of paraqraph 5 of the Memorandum clarifies tha~
al though the building and tmprovemen~s are par~ of ~he real
proper~y, they (and the liabili~y for ~hem) remain the
re.ponsibili~y of Le.see.
'lhe insurance language has been somewha~ clarified and
appears in paragraph 6 of ~he Memorandum. ~he language as ~o war
damage, ahock, and ear~hquake insurance dele~ed. Alao, the
four~h paragraph of paragraph 6 of the Ci~y Proposal providing
for review of the insurance amoun~s every ~hree years has been
dele~ed.
In view of ~he oriqinal concept of ~his Lease, and the fact
that a fund creating the value of all present buildings was
derived from the YWCA and other resources i~ obtained, in
paragraph 7 of the Memorandum (revised from paragraph 9 of the
City Proposal), the insurance proceeds are stated as. passing to
Lessee rather than Lessor in ~he event of a destruction of these
improvements. Similarly, as set forth in paragraph 8 of the
Memorandum, the City is to compensate the YWCA for any
termination of the Lease for the value of its buildings and
improvements, and in paragraph 9 any condemnation awards for the
building and improvements should be paid to the YWCA.
I
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.
.. r 'lUll, .....t SAUGE. WOU! ntDg
lAW anxas .
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CITY ATTORNEY' S OFFICE
October 27, 1988
.age 4
Paragraph 12 of the Memorandum is the aame a8 paragraphs 15
and 24 of the City Proposal, except that a aentence is added to
the effect that short term room rentals are deemed approved and
Deed DO individual approval by the City.
I look forward to bearing from you concerning these
documents at your earliest convenience.
-
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PHS/mlv
Enclosures
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MEMORANDUM OF
LEASE
(YWCA)
("
THIS MEMORANDUM OF LEASE is made and entered into this
day of , 1988, by and between the CITY OF SAN
BERNARDINO, a municipal corporation and a Charter City of the
State of California, and the COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, on behalf of the REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO, a public agency, both as their
interests shall appear, hereinafter both called -Lessor", and the
YOUNG WOMEN'S CHRISTIAN ASSOCIATION of San Bernardino,
California, a corporation, hereinafter called "Lessee".
Recitals
A. In 1975, the YWCA relocated its facilities from 5th and
Arrowhead to the present location at Seccombe Park (originally on
Lugo Street), with all parties assuming there to be a One Dollar
($1.00) per year, fifty (50) year Lease between the appropriate
Lessor (whether that be the County of San Bernardino, CITY OF SAN
BERNARDINO, or the REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO) and the YWCA. While in possession and in reliance on
said Lease, over one million dollars ($1,000,000.00) of
improvements have been made to the premises.
B. No one has been able to locate a signed copy of the
Lease between the parties.
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C. The parties agree it is in the best interests of
everyone to set forth in writing the terms of the Lease between
them and to hereby confirm the details of said leasehold
arrangement and set forth the full terms and details of their
N--&c-
leasehold arrangement in accordance with this Memorandum.
AGREEMENT
1. Lessor for and in consideration of the rental payments
to be made, and the covenants and agreements to be kept and
performed, by and on the part of Lessee as hereinafter set forth
and contained, ~se.vto Lessee for the term and uses and A~ CeJ
purposes hereinafter stated, those parcels of land described on
Exhibit "A" attached hereto and incorporated herein.
(
2. This Lease is for the term and period of fifty (50)
years from and including the first day of January, 1976, to and
including the 31st day of December, 2025. This Lease may be
--
renewed and extend upon the written consent of Lessor for the
further term of fifty (50) years or lesser term as agreed upon by
the parties hereto from the expiration of the term granted hereby
Ner.-
upon such terms, conditions, covenants, restrictions and rent as
may be approved by Lessor in its reasonable discretion in order
to carry out and accomplish the purposes giving rise to this
-
Lease.
3. As rental for the parcel of land hereby leased, and the
occupancy, use and enjoyment thereof, Lessee shall pay to Lessor
the yearly rental of One Dollar ($1.00) per year for each and
2
(
every year of the term of this Lease, which rental shall be paid
annually in advance.
4.
Lessee covenants and agrees with Lessor as follows:
'9- Lj is
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11 '>
(a) That Lessee will not use said premises for any
unlawful purposes1
(b) That Lessee will pay rent as abovespecified1
(c) That Lessee will use said premises in a careful
and proper manner1
(d) That Lessee will comply with such lawful
requirements of state, municipal and public authorities as relate
to its use and occupancy of said premises1
(e) That Lessee will maintain said premises and
r",
improvements and make all replacements and repairs necessary to
said premises and improvements during the term hereof, ordinary
wear and tear excepted1
(f) That Lessee will permit Lessor to examine said
premises during usual business hours1
(g) That Lessee will pay for all gas, electricity,
light, heat, power, water and other service or utility used on or
supplied to said premises1
(h) That Lessee will not commit or suffer, or permit
any waste of the leased premises, or any building or buildings
placed on the leased premises by Lessee1
(i) That Lessee will, at all times, maintain the
leased premises and any such building or buildings in a neat and
orderly condition1
3
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(j) ~~' Lessee will, at its own expense, landscape,
beautify, plant and maintain the entire available area of the
leased premises, subject to the approval of the Planning
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and Parks, Recreation and Community Services Director of
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of San Bernardino.
(k) That Lessee will pay all real and personal
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property taxes of any character or description including both
those on the possessory and reversionary interests, assessed by
any taxing authority on the leased premises at any time during
the term of the Lease; and
R- -
5
(1) That Lessee will be responsible for and pay any
and all costs of the management, maintenance, and repair of the
leased premises including any improvements placed thereon and for
(" all utilities used in the operation, use or occupancy of said
premises.
-J
5. The YWCA building and improvements currently upon the
said premises, or to be erected in the future, shall be used for
recreational, cultural and educational activities for the benefit
f--."
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of YWCA members and the residents of the City of San Bernardino
and surrounding areas.
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-
(a) All buildings and improvements which now exist ~~
have been, or may during the term of the Lease, be erected on the
leased premises by Lessee, shall immediately become part of the
leased property and may not be removed therefrom. All such
improvements shall be owned by Lessee until expiration of the
term or sooner termination of this Lease. Lessee shall not,
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4
however, remove any improvements from the premises nor waste,
--- .
destroy, or modify any improvements on the premises, except as ;~
permitted by this Lease.
(b) Lessee shall, at Lessee's expense, obtain all
1- ~
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necessary permits and licenses for the construction of any $
improvements, give all necessary notices and pay all fees and
taxes required by law. Plans and specificat~ons or improvement
~
to the real property shall be prepared by the Lessee at its
expense, and all plans, specifications and improvements shall be
subject to the approval of the Planning Director and the Director
of Parks, Recreation and Community Services Department of the
City of San Bernardino.
Each set of the said plans and
("'
specifications will be identified by the signature of the
Director of Public Works of the City of San Bernardino and thel
;
signature of a representative of Lessee. One of which sets of!
plans and specifications will be delivered promptly to Lessor.~
--...
(c) Lessee shall furnish or cause to be furnished all \
material, equipment, labor and supervision to complete the \
construction of all improvements to the leased premises according I
!
to said plans and specifications, and all construction and work \
therein specified shall be in accordance with the provisions of
the ordinances and laws of the City of San Bernardino and any
other governmental authority applicable thereto. In the event of
conflict between any of such specifications and any of such
ordinances or laws, Lessee shall be governed by and comply with
such ordinances or laws insofar as they conflict with such
5
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specifications but shall not otherwise deviate from Said)' ').. ~ 4}-
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specifications.
(d) Lessee covenants and agrees that it will keep th~ ;~J~
leased premises free from laborers' and materialmens' liens and \~~~
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that it will fully pay and discharge all labor and materialmens' I
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bills arising from construction, repair or alteration work done I
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by it, and will hold Lessor and the above described property !
harmless from any and all demands and claims which mayor could \
!
ripen into liens. Lessor shall, at all times, have the right to
enter upon the leased premises and to post and maintain notices
thereon of non-responsibility for the cost of any construction,
/
,
alteration or repair by Lessee of any structures or improvements/
/
at any time upon said premises. /
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Lessee shall provide the insurance described below \
through insurance companies approved by Lessor and licensed to do 1
6.
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business in the State of California. ~Renewal policies shall be
procured not less than ten (10) days prior to the expiration of
any such policy. The policies of insurance*or certificates of
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the insurers evidencing insurance carried on or respecting the
premises hereby leased shall be~deposited with Lessor, and Lessor
and Lessee shall be named as joint assureds by said policies
during the full term of this Lease.
Such policies or
certificates shall provide that such insurance may not be
cancelled or reduced in coverage without thirty (30) days'
written notice to Lessor. All insurance shall be at the sole
cost of Lessee. The policies shall cover for accident or damage
6
f'.
on or in the premises, sidewalks in front thereof, entrance-ways
and other areas in the control or use of the Lessee.
(a) Lessee shall, at all times on and after the date
on which the term of this Lease commences, and at its own
expense, keep all of the improvements on the leased premises
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insured against loss or damage by fire and other risks covered by: IJ
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standard extended coverage endorsement and for vandalism and
malicious mischieffin an amount equal to not less than the /
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replacement cost of such improvements.
(b) +Lessee will procure and maintain in force during
the term of this Lease an insurance policy or policies insuring
Lessee and Lessor and their officers, employees and agents
,-'
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against public liability and property damage in the amount of one!
Million Dollars ($1,000,000) Combined Single Limit.
e c) Any sublessee for day care services which sublease \ ,-t..; ~
is approved and entered into, pursuant to paragraph 12 hereof, or \ (^;~
otherwise, shall provide an additional insurance policy or i 'i-J-- ..;..;.
I
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policies insuring Lessor and its officers, employees and agents I
against public liability and property damage in the amount of one)
Million Dollars ($1,000,000) Combined Single Limit.
7. Notwithstanding any law now in force or hereafter '\
enacted, this Lease shall not terminate or be affected in any ~
manner, except as herein otherwise provided, by reason of the
damage to, or total or substantial or partial destruction of, any
building currently or hereafter erected upon the leased premises,
7
.-.... -- v
-, '
'-" . \" -\
or by reason of the untenantability of the leased premises or any
part thereof. Should the whole or any part of said building at
any time be partially or totally destroyed by any cause during
the term of this Lease, such building may at Lessee's option be
exercised by written notice to Lessor within thirty (30) days
after such partial or total destruction, and at its own expense,
be restored or repaired by Lessee, or replaced by it, with a
modern building~suitable to the same needs of Lessee.
.i 4.:./"I'c,
(a) In the event such option is so exercised, Lessee
shall so proceed and the proceeds of any fire or property damage
insurance shall be available to Lessee for use by Lessee in such
amount as may be necessary for the purpose of clearing, repairing
('
or removing damage or restoring or rebuilding the building, and
Lessee shall have the right and authority to adjust losses and
execute proofs of such losses in the name of Lessor, Lessee, or
both.
(b) In the event Lessee shall fail to exercise its
option to restore or repair, or rebuild as herein provided, or to
communicate notice of such election in writing to Lessor, all
such insurance proceeds received on account of such destruction
or damage shall belong to and be delivered to~'and this ;'i...,.
""~ i
Lease will terminate upon notice by either party to the other. ( ",.' ,
'___ _n_ .~
At the expiration of this Lease, Lessee agrees that \ I.~' : .
Lessor shall have the right to enter into and upon the land and l .'c'
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8.
premises, and repossess itself thereof, and that all buildings, {
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.'
8
/
i
structures and improvements of whatever kind and nature erected
upon said land during the life of this Lease shall revert to the
Lessor and become its property in fee simple without process of
law1 however, as a condition thereof, Lessor shall pay Lessee for
.'" ::""'f...
'--
the then fair market value of all improvements determined with
reference to the expected use of them by Lessor. -Notwithstanding
anything to the contrary provided herein, Lessee shall have the
right to remove from said premises all personal property and
equipment used by it during the term of this Lease. At the end
of the Lease term hereof, or any extension hereof, or upon any
termination hereof, Lessee agrees to vacate the premises and to
leave same in good condition, reasonable wear and tear excepted.
9. In the event of the commencement, prosecution or
1
1- 1-: _
("
consummation during the term of this Lease of any condemnation
\..j I j
proceedings or proceedings in eminent domain covering, touching,
or affecting all or any part of the leased property, the award
payable on account of such taking or condemnation shall be payable
to Lessor and Lessee in such proportions as the parties may agree
upon or as may be determined in any such condemnation or eminent
domain proceedings 1 provided, however, in the event such
condemnation is by the CITY OF SAN BERNARDINO or the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, or the
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, or any
subservient or other government organization related thereto, all
proceeds of such condemnation shall be awarded to Lessee to the
extent of the full value of all improvements to the premises. In
9
(
the event a part of the premises is taken, this Lease shall
continue in force and effect as to that part of the premises not
taken.
I),:-i -c' .'~ '-
---
10. Lessor reserves the right to grant such easements or \ r::L. .
establish such rights-of-way over, under, along and across said i. - ~l
I WI?
leased premises for utili ties, thoroughfares or access as it may \. '-<- l' ~
deem advisable for the public good and do not unreasonably
,i'i-~ \" _'<
interfere with Lessee's use of the premises in accordance with
--
this lease.
11. Except for reasonable janitorial, utility and \ ,- i- 0_
maintenance costs, Lessee agrees to provide free use of available\ p {~
rooms and other facilities on the premises to Lessor at such
i
/
I
times and under such conditions as Lessee and Lessor shall
(~-
jointly determine to be reasonable.
\
12. Lessee covenants not to sublet the demised premises or
\
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any part thereof, nor to grant any concession to be operated on
the demised premises, nor to assign, hypothecate, mortgage, make
't-i ,~
over or encumber this Lease, or the term of the leasehold hereby
created or any portion of the Lease of the herein demised
premises, without having first obtained the written consent of
the Lessor.
No person, persons, firm or corporation shall acquire, in
any manner, any right to this Lease, or the term hereby created,
or to the premises herein demised by the Lease, through any act,
or acts of the Lessee~ without having first obtained the written
consent of the Lessor.
10
Lessee may rent or sublet space or rooms in the bUildings\
erected on the leased premises for recreational, cultural and i~j..,,,,,"'::.
i 'H- ,.;,
educational purposes to civic groups and organizations, providing ! .
i &;y~' ~
the schedules of rental rates for said room are approved by the }~"'/eo~
Administrative Officer of Lessor. S~bject to the following ~:'\
sentence, approval is hereby given for such rentals of rooms on .A.
,/ J
"
I I
,. -, .:. .
agreements terminable on not more than thirty (30) days written
------- .--- ---------..--..------------ - .
notice without cause. Lessor reserves the right to review all
---
rates or charges of whatever nature and for whatever purposes un
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use of the building or equipment therein, imposed by Lessee. If
Lessor rejects such rates or charges as being excessive, Lessee
agrees to submit new rates or charges that meet with Lessor's
approval.
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13. Lessee agrees for itself, and its successors and
assigns, and every successor-in-interest to the demised premises,
or any part hereof, that the Lessee and such successors and
assigns shall not discriminate upon the basis of race, sex,
marital status, color, creed, religion, physical handicap,
national origin, or ancestry in the sublease, renewal or
transfer, or in the use, occupancy, tenure, or enjoyment of the
demised premises or any improvements erected or to be erected
thereon, or any part thereof, nor shall the Lessee itself of any
person claiming under or through it, establish or permit any such
practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of
11
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tenants, subtenants, or sublessees of the demised premises, or
any part thereof.
14. Lessee,
for itself and its successors and assigns,
agrees that:
(a) Lessee shall not discriminate against any employee
or applicant for emploYment because of race, sex, marital status,
color, creed, religion, physical handicap, national origin or
ancestry. Lessee shall take reasonable action to insure that
applicants are employed and that employees are treated, during
emploYment, without regard to their race, sex, marital status,
color, creed, religion, physical handicap, national origin or
ancestry. Such action shall include, but not be limited to the
('
following:
emploYment, upgrading, demotion or transfer,
recruitment or recruitment advertising, layoff or termination,
rates of payor other forms of compensation, and selection for
training, including apprenticeship, Lessee agrees to post in
conspicuous places, available to employees and applicants for
emploYment, notices setting forth the provisions of this
non-discrimination clause.
(b) Lessee shall, in all solicitations or
advertisements for employees placed by or on behalf of Lessee, I
state that all qualified applicants will receive consideration
for emploYment without regard to race, sex, marital status,
color, creed, religion, physical handicap, national origin or
ancestry.
12
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(c) Lessee shall comply with all applicable local,
state and federal laws and regulations relating to equal
employment opportunity.
(d) Lessee shall include the provisions of
subdivisions (a) through (c) of this paragraph 14 in every
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contract, and shall require the inclusion of these provisions in
every subcontract entered into by any of its contractors, unless
exempted by applicable laws, rules or regulations, and such
provisions shall be binding upon each such
subcontractor, or vendor, as the case may be.
contractor, /
15. In the event (a) that Lessee shall default in the
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performance or fulfillment of any covenant or condition herein
contained on its part to be performed or fulfilled, and shall
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fail to cure such default within thirty (30) days following the
service on it of a written notice from Lessor specifying the
default or defaults complained of and the date on which its
rights hereunder will be terminated as hereinafter provided of
such default or defaults is or are not cured, or (b) that Lessee
shall file a voluntary petition in bankruptcy, or (c) that Lessee
shall be adjudicated a bankrupt, or (d) that Lessee shall make a
general assignment for the benefit of creditors then, and in
either or any of said events, Lessor may at its option, without
further notice or demand upon Lessee or upon any person or
persons claiming by, through or under Lessee, immediately cancel
and terminate this Lease and terminate each, every and all rights
of Lessee and of any and all persons claiming by, through or
13
(-
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under Lessee, in or to the leased premises and in or to the
further possession thereof, in which event the leased premises
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shall immediately revert to the Lessor, together with any and all
improvements placed thereon and Lessor may thereupon enter into
and upon the leased premises and repossess the same and expel
Lessee and any and all persons claiming by, through or under
Lessee. The rights and remedies of Lessor, as hereinabove set
~ l:i
forth, are cumulative only and shall in no way be deemed to limit
any of the other provisions of this Lease or otherwise to deny to
Lessor any right or remedy at law or in equity which Lessor may
have or assert against Lessee under any law in effect at the date
hereof, or which may hereafter be enacted or become effective, it
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being the intent hereof that the rights and remedies of Lessor,
as hereinabove set forth, shall supplement or be in addition to
or in aid of the other provisions of the Lease and of any right
or remedy at law or in equity which Lessor may have against said
Lessee.
16. Lessor reserves, and shall always have the right to~
enter said premises for the purposes of viewing and ascertaining
the condition of the same and for the purpose of operating and
,........ ..;, '-
maintaining pipelines on said premises and for the purpose of
making repairs to or developing the water system of Lessor, or to
protect its interests in the premises or to inspect the
operations conducted on said premises.
The Lessor hereby
reserves all rights, title and interest in any and all gas, oil,
mineral and water upon or beneath said leased premises. Lessor
,
,
14
(
shall have the right to enter upon said leased premises for the
purpose of drilling, operating and maintaining such installations
as are necessary or desirable for the development of said gas,
oil, mineral and water rights. In the even that such entry or
inspection by Lessor discloses that said premises are not in a
safe or healthy condition, Lessor shall have the right, after ten
(10) days I written notice to Lessee, to have any necessary
maintenance work done for and at the expense of Lessee, and
Lessee hereby agrees to pay promptly any and all costs incurred
by Lessor in having such necessary maintenance work done in order
to keep said premises in a safe or health condition. In the
event said costs are not paid by Lessee to Lessor within twenty
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(20) days after the request therefor by Lessor, then said sums
{' shall bear interest at the rate of (seven percent (7%) ~'per annum. '- Lz .L7_'~
The rights reserved in this section shall not create any
obligations on Lessor or increase obligations elsewhere in this
/
Lease imposed on Lessor.
17. The voluntary or other surrender of this Lease by \,
Lessee, or a mutual cancellation thereof, shall not work a
merger, and shall, at the option of Lessor, terminate all or any
existing subleases or subtenancies, or may at the option of
Lessor, operate as an assignment to it of any or all such
a waiver or such terms, covenant or condition or any subsequent
15
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breach of the same or any other term, covenant or condition
herein contained. The subsequent acceptance of rent hereunder by
Lessor shall not be deemed to be a waiver of any preceding breach
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by Lessee of any term, covenant or condition of this Lease, other
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than the failure of Lessee to pay the particular rental so
accepted, regardless of Lessor's knowledge of such preceding
breach at the time of acceptance of such rent, nor shall any
failure on the part of Lessor to require or exact full and
complete compliance with any of the covenants, conditions or
agreements of this Lease be construed as in any manner changing
the terms hereof, or estop Lessor from enforcing the full
provisions hereof, nor shall the terms of this Lease be changed
or altered in any manner whatsoever other than by written
('
agreement of the Lessor and Lessee.
19. Any holding-over after the expiration of said term fO~\ ~
\ -,
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any cause shall be construed to be a tenancy from month-to-month, .
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at any rental selected by Lessor which has been in effect during \ ~ L
the term, and shall otherwise be on the terms and conditions
herein specified so far as applicable.
Such holding-over shall
include any time employed by Lessee in removing fixtures.
20. Lessor reserves the right to review the rules and~\ _ c- "
regulations promulgated by Lessee for the use of space or rooms) -~
erected on the leased premises. If Lessor rejects such rules and; 1~1)
I
regulations, Lessee agrees to submit new rules and regulations I
that meet with Lessor's approval.
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16
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21. All notices herein required shall be in writing and
delivered in person or sent by certified mail, postage prepaid,
as follows:
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City Administrator
City Hall
300 North -D- Street
San Bernardino, CA 92418
Young Womens' Christian
Association
567 Sierra Way
San Bernardino, CA 92418
22. If any section, subsection, paragraph,
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sentence, \ _ ,
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or shall be \' "
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clause, phrase, or portion of this Lease is invalid,
held to be invalid, such invalidity shall not affect the validity \ '." .:,
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of the balance or remainder.
23. The provisions of this Lease shall bind the assigns and
successors-in-interest of the parties hereto.
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24. Time is of the essence with respect to the performance /
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;
of the terms, provisions, covenants and conditions of this Lease. I
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IN WITNESS WHEREOF, Lessor and Lessee have executed this
Lease on the date first hereinabove written.
CITY OF SAN BERNARDINO
By
Mayor
ATTEST:
City Clerk
COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, ON
BEHALF OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN
BERNARDINO
By
Chairman
17
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Approved as to form
and legal content:
AGENCY COUNSEL
YOUNG WOMEN I S
ASSOCIATION
"Lessee"
By
CHRISTIAN
Title
Approved as to form
and legal content:
City Attorney
PMS12
18
~FI
LEA S E
(YWCA)
THIS LEASE is made and entered into this ___ day of
, 1988, by and between the CITY OF SAN BERNARDINO, a
municipal corporation and a Charter City of the State of
California, and the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
OF SAN BERNARDINO, on behalf of the REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO, a public agency, both as their interests
shall appear, hereinafter both called "Lessor", and the YOUNG
WOMEN'S CHRISTIAN ASSOCIATION of San Bernardino, California, a
corporation, hereinafter called "Lessee".
WITNESSETH:
('
1.
Lessor for and in consideration of the rental payments
to be made, and the covenants and agreements to be kept and
performed, by and on the part of Lessee as hereinafter set forth
and contained, does hereby lease to Lessee for the term and uses
and purposes hereinafter stated, those parcels of land described
on Exhibit "An attached hereto and incorporated herein.
2. This Lease is, and shall be, for the term and period of
fifty (50) years from and including the first day of January,
1976, to and including the 31st day of December, 2025.
3. As rental for the parcel of land hereby leased, and the
occupancy, use and enjoyment thereof, Lessee shall pay to Lessor
the yearly rental of One Dollar ($1.00) per year for each and
every year of the term of this Lease, which rental shall be paid
annually in advance.
DAB:cez
December 9, 1988
1
4. Plans and specifications for all improvements to the
real property shall be prepared by the Lessee at its expense;
said plans, specifications and all improvements shall be subject
to the approval of the Planning Director and the Director of
Parks, Recreation and Community Services Department of the City
of San Bernardino. Each set of the said plans and specifications
will be identified by the signature of the Director of Public
Works of the City of San Bernardino and the signature of a
representative of Lessee; one of which sets of plans and
specifications will be delivered promptly to Lessor.
Furthermore, the Lessee shall, at its own expense,
landscape, beautify, plant and maintain the entire available area
(
of the leased premises, subject to the approval of the Planning
Director and Parks, Recreation and Community Services Director of
the City of San Bernardino.
Lessee shall furnish or cause to be furnished all material,
equipment, labor and supervision to complete the construction of
all improvements to the leased premises according to said plans
and specifications, and all construction and work therein
specified shall be in accordance with the provisions of the
ordinances and laws of the City of San Bernardino and any other
governmental authority applicable thereto.
In the event of
conflict between any of such specifications and any of such
ordinances or laws, Lessee shall be governed by and comply with
such ordinances or laws insofar as they conflict with such
specifications but shall not otherwise deviate from said
DAB:cez
December 9, 1988
2
I
specifications.
During the construction of any improvements, an engineer or
architect designated by the Lessor, or his -duly appointed
representative, shall have complete access to the site,
structures, improvements and equipment.
Lessee shall designate
some responsible person to be in charge of said construction who
will be available to confer with such engineer or architect.
Any amendments to the approved plans and specifications or
change orders, relating to the building and landscaping projects
for the leased premises, and the construction and maintenance
thereof by the Lessee, shall be subject to the prior written
approval of the Planning Director and Parks, Recreation and
r
Community Services Director of the City of San Bernardino.
5.
Lessee covenants and agrees with Lessor as follows:
(a) That Lessee will not use said premises for any
unlawful purposes;
(b) That Lessee will pay rent as above specified;
(c) That Lessee will use said premises in a careful
and proper manner;
(d) That Lessee will comply with such lawful
requirements of state, municipal and public authorities as they
relate to its use and occupancy of said premises;
(e) That Lessee will maintain said premises and
improvements and make all replacements and repairs necessary to
said premises and improvements during the term hereof, ordinary
wear and tear excepted;
DAB:cez
December 9, 1988
3
(f) That Lessee will permit Lessor to examine said
premises during usual business hours:
(g) That Lessee will pay for all gas, electricity,
light, heat, power, water and other service or utility used on or
supplied to said premises:
(h) That Lessee will not commit or suffer, or permit
any waste of the leased premises, or any building or buildings
placed on the leased premises by Lessee:
(i) That Lessee will, at all times, maintain the
leased premises and any such building or buildings in a neat and
orderly condition:
(j) That Lessee will, at all times, keep the leased
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premises free and clear of mechanic's liens that might arise out
of making any repairs or improvements on said premises by Lessee:
(k) That lessee will pay all real and personal
property taxes of any character or description including both
those on the possessory and reversionary interests assessed by
any taxing authority on the leased premises at any time during
the term of the Lease: and
(1) That Lessee will be responsible for and pay any
and all costs of the management, maintenance, and repair of the
leased premises including any improvements placed thereon and for
all utilities used in the operation, use or occupancy of said
premises.
6. Said YWCA building and improvements currently upon the
said premises, or to be erected in the future, shall be used for
DAB:cez
December 9, 1988
4
(
recreational, cultural and educational activities for the benefit
of YWCA members and the residents of the City of San Bernardino
and surrounding areas. All buildings and improvements which now
exist or may during the term of the Lease be erected on the
leased premises by Lessee shall immediately become part of the
leased property and may not be removed therefrom.
Lessee
covenants and agrees that it will keep the leased premises free
from laborers' and materialmens' liens and that it will fully pay
and discharge all labor and materialmens' bills arising from
construction, repair or alteration work done by it, and will hold
Lessor and the above described property harmless from any and all
demands and claims which mayor could ripen into liens. The
("
Lessor shall, at all times, have the right to enter upon the
leased premises and to post and maintain notices thereon of non-
responsibility for the cost of any construction, alteration or
repair by Lessee of any structures or improvements at any time
upon said premises.
7. Lessee shall, at all times on and after the date on
which the term of this Lease commences, and at its own expense,
keep all of the improvements on the leased premises insured
against loss or damage by fire and other risks covered by
standard extended coverage endorsement, and by vandalism and
malicious mischief, and insured against loss or destruction due
to shock or earthquake, and war damage (when procurable) in an
amount equal to not less than the replacement cost of such
improvements. That Lessee will procure and maintain in force
DAB:cez 5
December 9, 1988
,
during the term of this Lease an insurance policy or policies
insuring Lessor and its officers, employees and agents against
public liability and property damage in the amount of One Million
Dollars ($1,000,000) Combined Single Limit.
All insurance shall be carried with insurance companies
approved by Lessor and licensed to do business in the State of
California. A renewal pOlicy shall be procured not less than ten
(10) days prior to the expiration of any such policy. The
policies of insurance as above provided or certificates of the
insurers evidencing insurance carried on or respecting the
premises hereby leased shall be forthwith deposited with Lessor,
and Lessor and Lessee shall be named as joint assureds by said
r
policies during the full term of this Lease.
Such policies or
certificates shall provide that such insurance may not be
cancelled or reduced in coverage without thirty (30) days'
written notice to Lessor.
All insurance shall be at the sole
cost of Lessee. The pOlicies shall cover for accident or damage
on or in the premises, sidewalks in front thereof, entrance-ways
and other areas in the control or use of the Lessee.
It is further agreed that, following three (3) years after
the date of this lease, and every three (3) years thereafter, the
parties may negotiate a change in the insurance limits outlined
in this paragraph.
Written notice from one party to the other
shall initiate such negotiations. Unless the parties agree to an
extension, the failure of the parties to reach an agreement on
such a change within forty-five (45) days of such written notice
DAB:cez
December 9, 1988
6
I
I
shall act to automatically terminate this lease.
Any sublessee for day care services which sublease is
approved and entered into, pursuant to paragraph 15 hereof, or
otherwise, shall provide an additional insurance policy or
policies insuring Lessor and its officers, employees and agents
against public liability and property damage in the amount of One
Million Dollars ($1,000,000) Combined Single Limit.
8. Lessee shall, at Lessee's expense obtain all necessary
permits and licenses for the construction of such improvements,
give all necessary notices and pay all fees and taxes required by
law.
9. Notwithstanding any law now in force or hereafter
("
enacted, this Lease shall not terminate or be affected in any
manner, except as herein otherwise provided, by reason of the
damage to, or total or substantial or partial destruction of any
building currently or hereafter erected upon the leased premises,
or by reason of the untenantability of the leased premises or any
part thereof.
Should the whole or any part of said building at any time be
partially or totally destroyed by any cause during the term of
this Lease, such building may at Lessee's option be exercised by
written notice to Lessor within thirty (30) days after such
partial or total destruction, and at its own expense, be restored
or repaired by Lessee, or replaced by it, with a modern building
of equal or greater value and suitable to the same needs of
Lessee.
In the event such option is so exercised, Lessee shall
DAB:cez
December 9, 1988
7
so proceed and the proceeds of any fire or property damage
insurance shall be available to Lessee for use by Lessee in such
amount as may be necessary for the purpose of clearing, repairing
or removing damage or restoring or rebuilding the building, and
Lessee shall have the right and authority to adjust losses and
execute proofs of such losses in the name of Lessor, Lessee, or
both.
In the event Lessee shall fail to exercise its option to
restore or repair, or rebuild as herein provided, or to
communicate notice of such election in writing to Lessor, all
such insurance proceeds received on account of such destruction
or damage shall belong to and be delivered to Lessor.
In such
event, Lessor may terminate this Lease without further notice to
Lessee.
(-~
10. At the expiration of this Lease, the Lessee agrees that
the Lessor shall have the right to enter into and upon the land
and premises, and repossess itself thereof, and that all
buildings, structures and improvements of whatever kind and
nature erected upon said land during the life of this Lease shall
revert to the Lessor and become its property in fee simple
without process of law. Notwithstanding anything to the contrary
provided herein, Lessee shall have the right to remove from said
premises all personal property and equipment used by it during
the term of this Lease. At the end of the Lease term hereof, or
any extension hereof, or upon any termination hereof, Lessee
agrees to vacate the premises and to leave same in good
condition, reasonable wear and tear excepted.
DAB:cez
December 9, 1988
8
11. In the event of the commencement, prosecution or
consummation during the term of this Lease of any condemnation
proceedings or proceedings in eminent domain covering, touching,
or affecting all or any part of the leased property, the award
payable on account of such taking or condemnation shall be
payable to Lessor and Lessee in such proportions as the parties
may agree upon or as may be determined in any such condemnation
or eminent domain proceedings.
In the event a part of the
premises is taken, this Lease shall continue in force and effect
as to that part of the premises not taken.
12. Building, improvement and landscaping plans and
specifications, the location and size of buildings, structures
('.
and improvements and the type of construction, style of
architecture, and materials to be used in such buildings,
structures or improvements, shall be subject to the approval of
the Lessor as hereinabove set forth.
13. Lessor reserves the right to grant such easements or
establish such rights-of-way over, under, along and across said
leased premises for utilities, thoroughfares or access as it may
deem advisable for the public good.
14. Except for reasonable janitorial and maintenance costs,
Lessee agrees to provide free use of available rooms and other
facilities on the premises to Lessor at such times and under such
conditions as Lessee and Lessor shall jointly determine to be
reasonable.
DAB:cez
December 9, 1988
9
(
15. The Lessee covenants not to sublet the demised premises
or any part thereof, nor to grant any concession to be operated
on the demised premises, nor to assign, hypothecate, mortgage,
make over or encumber this Lease, or the term of the leasehold
hereby created or any portion of the Lease of the herein demised
premises, without having first obtained the written consent of
the Lessor.
No person, persons, firm or corporation shall acquire, in
any manner, any right to this Lease, or the term hereby created,
or to the premises herein demised by the Lease, through any act,
or acts of the Lessee, without having first obtained the written
consent of the Lessor.
(
Lessee may rent or sublet space or rooms in the buildings
erected on the leased premises for recreational, cultural and
educational purposes to civic groups and organizations, providing
the schedules of rental rates for said room are approved by the
Administrative Officer of Lessor.
16. Lessee agrees for itself, and its successors and
assigns, and every successor-in-interest to the demised premises,
or any part hereof, that the Lessee and such successors and
assigns shall not discriminate upon the basis of race, sex,
marital status, color, creed, religion, physical handicap,
national origin, or ancestry in the sublease, renewal or
transfer, or in the use, occupancy, tenure, or enjoYment of the
demised premises or any improvements erected or to be erected
thereon, or any part thereof, nor shall the Lessee itself or any
DAB:cez
December 9, 1988
10
person claiming under or through it, establish or permit any such
practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of
tenants, subtenants, or sublessees of the demised premises, or
any part thereof.
17. The Lessee, for itself and its successors and assigns,
agrees that:
A. The Lessee shall not discriminate against any
employee or applicant for employment because of race, sex,
marital status, color, creed, religion, physical handicap,
national origin or ancestry.
The Lessee shall take reasonable
action to insure that applicants are employed and that employees
(
are treated, during emploYment, without regard to their race,
sex, marital status, color, creed, religion, physical handicap,
national origin or ancestry. Such action shall include, but not
be limited to the following: emploYment, upgrading, demotion or
transfer, recruitment or recruitment advertising, layoff or
termination, rates of payor other forms of compensation, and
selection for training, including apprenticeship, Lessee agrees
to post in conspicuous places, available to employees and
applicants for emploYment, notices setting forth the provisions
of this non-discrimination clause.
B. Lessee shall, in all solicitations or
advertisements for employees placed by or on behalf of the
Lessee, state that all qualified applicants will receive
consideration for emploYment without regard to race, sex, marital
DAB:cez
December 9, 1988
11
(
status, color, creed, religion, physical handicap, national
origin or ancestry.
c. Lessee shall comply with all applicable local,
state and federal laws and regulations relating to equal
emploYment opportunity.
D. Lessee shall include the provisions of
subdivisions A through C of this paragraph 17 in every contract,
and shall require the inclusion of these provisions in every
subcontract entered into by any of its contractors, unless
exempted by applicable laws, rules or regulations, and such
provisions shall be binding upon each such contractor,
subcontractor, or vendor, as the case may be.
r
18. In the event (a) that Lessee shall default in the
performance or fulfillment of any covenant or condition herein
contained on its part to be performed or fulfilled, and shall
fail to cure such default within thirty (30) days following the
service on it of a written notice from Lessor specifying the
default or defaults complained of and the date on which its
rights hereunder will be terminated as hereinafter provided of
such default or defaults is or are not cured, or (b) that Lessee
shall file a voluntary petition in bankruptcy, or (c) that Lessee
shall be adjudicated a bankrupt, or (d) that Lessee shall make a
general assignment for the benefit of creditors then, and in
either or any of said events, Lessor may at its option, without
further notice or demand upon Lessee or upon any person or
persons claiming by, through or under Lessee, immediately cancel
DAB:cez
December 9, 1988
12
(
and terminate this Lease and terminate each, every and all rights
of Lessee and of any and all persons claiming by, through or
under Lessee, in or to the leased premises and in or to the
further possession thereof, in which event the leased premises
shall immediately revert to the Lessor, together with any and all
improvements placed thereon and lessor may thereupon enter into
and upon the leased premises and repossess the same and expel
Lessee and any and all persons claiming by, through or under
Lessee.
The rights and remedies of Lessor, as hereinabove set
forth, are cumulative only and shall in no'way be deemed to limit
any of the other provisions of this Lease or otherwise to deny to
Lessor any right or remedy at law or in equity which Lessor may
r
have or assert against Lessee under any law in effect at the date
hereof, or which may hereafter be enacted or become effective, it
being the intent hereof that the rights and remedies of lessor,
as hereinabove set forth, shall supplement or be in addition to
or in aid of the other provisions of the Lease and of any right
or remedy at law or in equity which lessor may have against said
Lessee.
19. Lessor reserves, and shall always have the right to
enter said premises for the purposes of viewing and ascertaining
the condition of the same and for the purpose of operating and
maintaining pipelines on said premises and for the purpose of
making repairs to or developing the water system of Lessor, or to
protect its interests in the premises or to inspect the
operations conducted on said premises.
The Lessor hereby
DAB:cez
December 9, 1988
13
/
reserves all rights, title and interest in any and all gas, oil,
mineral and water upon or beneath said leased premises.
Lessor
shall have the right to enter upon said leased premises for the
purpose of drilling, operating and maintaining such installations
as are necessary or desirable for the development of said gas,
oil, mineral and water rights.
In the event that such entry or
inspection by Lessor discloses that said premises are not in a
safe or healthy condition, Lessor shall have the right, after ten
(10) days' written notice to Lessee, to have any necessary
maintenance work done for and at the expense of Lessee, and
Lessee hereby agrees to pay promptly any and all costs incurred
by Lessor in having such necessary maintenance work done in
r
order to keep said premises in a safe or health condition.
In
the event said costs are not paid by Lessee to Lessor within
twenty (20) days after the request therefor by Lessor, then said
sums shall bear interest at the rate of ten percent (10%) per
annum. The rights reserved in this section shall not create any
obligations on Lessor or increase obligations elsewhere in this
Lease imposed on Lessor.
20. The voluntary or other surrender of this Lease by
Lessee, or a mutual cancellation thereof, shall not work a
merger, and shall, at the option of Lessor, terminate all or any
existing subleases or subtenancies, or may at the option of
Lessor, operate as an assignment to it of any or all such
subleases or subtenancies.
DAB:cez
December 9, 1988
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;
21. The waiver by Lessor of any breach of any term,
covenant or condition herein contained shall not be deemed to be
a waiver or such terms, covenant or condition or any subsequent
breach of the same or any other term, covenant or condition
herein contained. The subsequent acceptance of rent hereunder by
Lessor shall not be deemed to be a waiver of any preceding breach
by Lessee of any term, covenant or condition of this Lease, other
than the failure of Lessee to pay the particular rental so
accepted, regardless of Lessor's knowledge of such preceding
breach at the time of acceptance of such rent, nor shall any
failure on the part of Lessor to require or exact full and
complete compliance with any of the covenants, conditions or
("
agreements of this Lease be construed as in any manner changing
the terms hereof, or estop Lessor from enforcing the full
provisions hereof, nor shall the terms of this Lease be changed
or altered in any manner whatsoever other than by written
agreement of the Lessor and Lessee.
22. Any hOlding-over after the expiration of said term for
any cause shall be construed to be a tenancy from month-to-month,
at any rental selected by Lessor which has been in effect during
the term, and shall otherwise be on the terms and conditions
herein specified so far as applicable.
Such hOlding-over shall
include any time employed by Lessee in removing fixtures.
23. Lessor reserves the right to review the rules and
regulations promulgated by Lessee for the use of space or rooms
erected on the leased premises. If Lessor rejects such rules and
DAB:cez 15
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regulations, Lessee agrees to submit new rules and regulations
that meet with Lessor's approval.
24. Lessor reserves the right to review all rates or
charges of whatever nature and for whatever purposes for use of
the building or equipment therein, imposed by Lessee. If Lessor
rejects such rates or charges as being excessive, Lessee agrees
to submit new rates or charges that meet with Lessor's approval.
25. The parties understand that this lease may create a
possessory interest in the subject property subject to property
taxation.
If such interest is created, Lessee, hereby agrees to
pay, obtain exemptions or otherwise be responsible for such tax
as may be imposed.
('
26. All notices herein required shall be in writing and
delivered in person or sent by certified mail, postage prepaid,
as follows:
City Administrator
City Hall
300 North "D" Street
San Bernardino, CA 92418
Young Womens' Christian
Association
567 Sierra Way
San Bernardino, CA 92418
27. If any section, subsection, paragraph, sentence,
clause, phrase, or portion of this Lease is invalid, or shall be
held to be invalid, such invalidity shall not affect the validity
of the balance or remainder.
28. The provisions of this Lease shall bind the assigns and
successors-in-interest of the parties hereto.
DAB:cez
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29. Time is of the essence with respect to the performance
of the terms, provisions, covenants and conditions of this Lease.
IN WITNESS WHEREOF, Lessor and Lessee have executed this
Lease on the date first hereinabove written.
CITY OF SAN BERNARDINO
By
Mayor
ATTEST:
City Clerk
COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, ON
BEHALF OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
('"
By
Chairman
Approved as to form
and legal content:
Agency Counsel
YOUNG WOMEN'S CHRISTIAN ASSOCIATION
"Lessee"
By
Title
Approved as to form
and legal content:
City Attorney
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December 9, 1988
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RESOLUTION NO.
RESOLUTION OF THE CITY OF SAN BERNARDINO APPROVING THE
SALE OF THAT CERTAIN PROPERTY IDENTIFIED AS APN 135-061-10,
LOCATED AT 566 NORTH LUGO AVENUE WITHIN THE CENTRAL CITY EAST
REDEVELOPMENT PROJECT AREA, BY THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO TO THE YOUNG WOMEN'S
CHRISTIAN ASSOCIATION OF GREATER SAN BERNARDINO (HEALTH AND
SAFETY CODE SECTION 33433).
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. Recitals.
A. The Community Development Commission of the City of
San Bernardino (hereinafter "Commission") proposes to sell to the
Young Women's Christian Association of Greater San Bernardino
(hereinafter "Developer"), that certain parcel of property
identified as APN 135-061-10, located at 566 North Lugo Avenue
within the Central City East Redevelopment Project Area, the
legal description of which is set forth in Exhibit" A" attached
hereto and incorporated herein by reference as though fully set
forth in full and to enter into a Disposition and Development
Agreement therefor, for the sum of $26,071.
B. Notice of the time and place of hearing has been given
as required by law.
C. The Commission has made available for public
inspection and copying a summary of financial aspects of the
proposed sale.
D. At the time of approving the Redevelopment Plan, the
Mayor and Common Council approved and certified an Environmental
Impact Report (the "EIR") by Resolution No. 12393 adopted on
April 14, 1976, and the Mayor and Common Council are relying
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RESOLUTION APPROVING THE SALE OF PROPERTY LOCATED AT 566 NORTH
LUGO AVENUE TO THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER
SAN BERNARDINO
upon the EIR for purposes of considering the approval of the
proposed Agreement and sale.
E. The summary of financial aspects represents that the
fair market value of the interest to be conveyed by the
Commission, determined at the highest use permitted for such
property is $1,175,000.
F. All hearings have been held as required by Health and
Safety Code Section 33433.
SECTION 2. Determination.
Based upon the representations
made to the Commission, it is found and declared that the
consideration for the real property described above, in
accordance with covenants and conditions governing the sale, is
less than the fair market value of the property determined at the
highest use permitted under the plan for the Central City East
Project Redevelopment Area, and that such lesser consideration is
necessary to effectuate the purposes of the plan as shown on the
Summary of Financial Aspects.
SECTION 3. Approval.
The Mayor and Common Council of the
City of San Bernardino hereby approve the sale of said property
upon the terms and conditions set forth in this resolution and
the summary of financial aspects.
III
III
III
DAB:cez
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RESOLUTION APPROVING THE SALE OF PROPERTY LOCATED AT 566 NORTH
LUGO AVENUE TO THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER
SAN BERNARDINO
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
Bernardino at a
meeting thereof, held on the
day
of
, 1988, by the following vote, to wit:
AYES:
Council Members
NAYS:
ABSENT:
City Clerk
The foregoing resolution is hereby approved this
day
of
, .
Evlyn Wilcox, Mayor
City of San Bernardino
Approved as to form
and legal content:
n
DAB:cez
December 14, 1988
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO, ACTING ON BEHALF OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO, APPROVING A CERTAIN
DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE
REDEVELOPMENT AGENCY AND THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION
OF GREATER SAN BERNARDINO, INC. (CENTRAL CITY EAST PROJECT AREA)
BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO AS FOLLOWS:
WHEREAS, the Redevelopment Agency of the City of San
Bernardino, California (the "Agency") and the Young Women's
Christian Association of Greater San Bernardino, Inc. (the
"Redeveloper") have proposed to enter into a certain Disposition
and Development Agreement (the "Agreement") by and between the
Agency and the Redeveloper concerning certain real property (the
"Property") located within the area (the "Project Area") subject
to the Central City East Redevelopment Plan (the "Redevelopment
Plan"); and
WHEREAS, the Community Development Commission of the City
of San Bernardino (the "Commission"), on behalf of the Agency,
has duly conducted a public hearing concerning the proposed
Agreement in accordance with Health and Safety Code Section
33431, and has considered all evidence and testimony submitted
to the Commission pertinent thereto; and
WHEREAS, the Mayor and Common Council of the City of San
Bernardino have duly conducted a public hearing concerning the
proposed Agreement in accordance with Health and Safety Code
Section 33433, and have approved the Agreement in accordance
therewith; and
DAB:cez
December 14, 1988
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RESOLUTION APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT WITH
THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER SAN BERNARDINO
(CENTRAL CITY EAST PROJECT AREA)
WHEREAS, at the time of approving the Redevelopment Plan,
the Agency approved and certified an Environmental Impact Report
(the "EIR") by Resolution No. 3193 adopted on April 19, 1976,
and the Commission is relying upon the EIR for purposes of
considering the approval of the proposed Agreement; and
WHEREAS, the Commission has determined that it is
reasonable and appropriate for the Agency to enter into the
proposed Agreement.
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION ACTING
ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
Section 1.
The Commission hereby determine that the
project described in the proposed Agreement is adequately
described in and covered by the EIR, that the project described
in the proposed Agreement does not constitute a change in the
Redevelopment Plan for which the EIR was prepared, that there are
no new significant environmental impacts concerning the proposed
project not considered in the EIR, and that there are no
substantial changes with respect to the circumstances under which
the project will be undertaken which occurred following the
certification of the EIR.
The Commission hereby relies upon the
EIR for purposes of considering the approval of the proposed
Agreement.
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RESOLUTION APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT
WITH THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER SAN
BERNARDINO
Section 2.
The Commission hereby finds and determine
that the purchase price for the Property is the fair market value
thereof. To the extent that the purchase price for the Property
may be deemed to be less than the fair market value thereof, the
Commission hereby finds that the lesser consideration is needed
to effectuate the purposes of the Redevelopment Plan in that the
Redeveloper would otherwise not acquire the Property for
redevelopment and use in accordance with the Redevelopment Plan.
The sale of the Property for less than the fair market value
thereof will assist in causing the elimination of blight, create
emploYment opportunities, stimulate aesthetic improvement and an
increase in real property value of the Property and nearby
property, and will cause the generation of revenues to the City
and the Agency.
Section 3.
The Commission hereby approves the proposed
Agreement as attached hereto as Exhibit "A" and incorporated
herein by reference.
The Chairman and Secretary of the
Commission are hereby authorized and directed to execute the
Agreement for and on behalf of the Agency, with such
nonsubstantive changes thereto as may be approved by the Chairman
and Agency Counsel.
Section 4.
This Resolution shall take effect upon
adoption.
DAB:cez
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RESOLUTION APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT WITH
THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER SAN
BERNARDINO, INC.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Community Development Commission of the City of
San Bernardino at a
meeting thereof, held on the ___ day
of
, 1988, by the following vote, to wit:
AYES:
Commissioners
NAYS:
ABSENT:
Secretary
The foregoing resolution is hereby approved this ___ day
of
, 1988.
Chairman of the Community
Development Commission of the City
of San Bernardino
Approved as to form
and legal content:
BY:~)
/ Agenc ounse
DAB:cez
December 14, 1988
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Recording Requested by,
and when Recorded Mail to:
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
300 North "0" Street, 4th Floor
San Bernardino, CA 93418
(ABOVE SPACE FOR RECORDER'S USE ONLY)
DISPOSITION AND DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY
(
OF SAN BERNARDINO, CALIFORNIA
AND
YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF
GREATER SAN BERNARDINO, INC.
(CENTRAL CITY EAST PROJECT AREA)
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
DISPOSITION AND DEVELOPMENT AGREEMENT
CENTRAL CITY EAST PROJECT AREA
THIS AGREEMENT is made and entered into this ___ day of
1988, by and between the COMMUNITY DEVELOPMENT
,
COMMISSION OF THE CITY OF SAN BERNARDINO, on behalf of the
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, CALIFORNIA, a
public body corporate and politic, hereinafter called the
"Agency", and the YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF GREATER
SAN BERNARDINO, INC., a California non-profit corporation,
hereinafter called the "Redeveloper".
RECITALS
This Agreement is made with reference to the following
('
facts:
(a) In furtherance of the objectives of the Community
Redevelopment Law of the State of California (Health and Safety
Code Section 33000, et seq.), the Agency has undertaken a program
for redevelopment of blighted areas in the City of San
Bernardino, California (the "City"), and, in this connection,
pursuant to Ordinance No. 3571 of the City, adopted May 3, 1976,
the City and the Agency have approved and adopted the
Redevelopment Plan (hereinafter called the "Redevelopment Plan")
for the Central City East Redevelopment Project (the "Project").
Pursuant to the provisions of the Redevelopment Plan, the Agency
and the City have undertaken and are now carrying out the
responsibility for the Project in the area subject to the
Redevelopment Plan (hereinafter called the "Project Area"). The
DAB:cez
December 14, 1988
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boundaries of the Project Area are described in the Redevelopment
Plan which, by this reference, is incorporated herein and made a
part hereof.
(b) That certain parcel of real property more
particularly described in Exhibit" A", attached hereto and by
this reference made a part hereof (hereinafter called the
"Property"), is located within the Project Area, and under the
Redevelopment Plan may be developed for private use.
(c) The Redeveloper has made an offer to purchase and
to redevelop the Property in accordance with the uses specified
in the Redevelopment Plan.
It is recognized that it may be
necessary to modify the actual improvements currently located on
r--
the Property, and such modifications will be subject to the
approval of the Agency.
(d) The agency has considered all pertinent data and
analysis, including the reports of its consultants and the
reports and recommendations of its staff, and the Agency
believes that the redevelopment of the Property, pursuant to the
provisions of this agreement, is in the best interests of the
City, will cause employment growth, and the elimination of
blight, will enhance real property values and the public health,
safety and welfare, and is in accord with the public purposes and
provisions of applicable laws and regulations under which the
Project is governed.
(e) Pursuant to the provisions of California Health
and Safety Code Sections 33431 and 33433, the Agency and the
DAB:cez
December 14, 1988
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(
Mayor and the Common Council of the City gave notice and held
public hearings concerning the approval of this Agreement, and
the Agency and the Mayor and Common Council 'of the City have
approved the execution of this Agreement and have determined that
the method of disposition of the Property as provided in this
Agreement is the most effective method for accomplishing the
objectives of the Agency.
(f) On the basis of the foregoing, and the
undertakings of the Agency and the Redeveloper under this
agreement, the Agency desires to sell and Redeveloper desires to
purchase the Property in accordance with the provisions of the
Redevelopment Plan and this Agreement.
(
NOW, ~FORE, IT IS AGREED between the parties hereto as
follows:
1. Purchase and Sale of Property
A. Subject to all terms, covenants, and conditions of
this Agreement, the Agency agrees to sell the Property to the
Redeveloper and the Redeveloper agrees to purchase the Property
from the Agency for a total acquisition price of Twenty-Six
Thousand Seventy-One Dollars ($26,071) (hereinafter called the
"Purchase Price"). The sum of Five Thousand Dollars ($5,000) of
the Purchase Price has heretofore been paid by the Redeveloper
to the Agency; the Redeveloper's covenant and obligation to pay
to the Agency the remaining Twenty-One Thousand Seventy-One
Dollars ($21,071) of the Purchase Price shall be evidenced by a
certain promissory note (hereinafter called the "Note") secured
DAB:cez
December 14, 1988
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by deed of trust (hereinafter called the "Deed of Trust"), which
shall be executed by the Redeveloper substantially in form and
substance as set forth in Exhibits "B" and "C" which are by this
reference made a part hereof.
Within ten (10) calendar days
following the date of this Agreement, the Redeveloper shall
execute and deposit the Note and Deed of Trust into the escrow
hereinafter described.
2. Opening of Escrow. In order to consummate the sale of
the Property pursuant to this Agreement, the parties shall cause
an escrow (the "Escrow") to be opened with First American Title
Insurance Company (the "Escrow Agent") within five (5) business
(~.
days from the date of this Agreement. The close of Escrow shall
occur and all obligations of the parties required to be
performed, prior to the close of Escrow hereunder, shall be
completed not later than sixty (60) days thereafter.
3.
Condition for Close of Escrow.
The close of Escrow,
the Redeveloper's obligation to purchase the Property and the
Agency's obligation to sell the Property, pursuant to this
Agreement, are conditioned upon:
(a) The conveyance to the Redeveloper of good and
marketable title to the Property by means of a grant deed
substantially in the form and substance as set forth in Exhibit
"D" attached hereto and incorporated herein by reference, subject
to any and all encumbrances of record as may exist as of the date
of this Agreement and subject to all documents to be recorded
pursuant to this Agreement including, but not limited to, (1)
DAB:cez
December 14, 1988
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(
that certain Declaration of Restrictions (the "Declaration")
recorded as Document No. 82-163589 in August, 1982 in the Office
of the Recorder for San Bernardino County; (2) this Agreement;
(3) the Redevelopment Plan; and (4) the Deed of Trust.
(b) Delivery of possession of the Property to the
Redeveloper "as-is", in its condition as of the date of this
Agreement, immediately on the close of Escrow.
(c) The Redeveloper's deposit into Escrow of the Note
and Deed of Trust fully executed by the Redeveloper.
Should any of the conditions,
4.
Failure of Conditions.
specified in Section 3 of this Agreement, fail to occur on or
before the date set for close of Escrow as provided in Section 2
(~
of this Agreement, the party who is the beneficiary of the
condition shall have the authority to be exercised by giving
written notice to the Escrow Agent and to the other party, to
cancel the Escrow, to terminate this Agreement, and to recover
any amounts paid to, or documents deposited with, the Escrow
Agent on account of the purchase and sale of the Property
hereunder.
The exercise of such authority shall not, however,
constitute a waiver of any other rights which that party may have
for any breach of this Agreement. The Escrow Agent shall be, and
is hereby, irrevocably instructed by the parties to return
immediately to each party, on any such failure of conditions and
receipt of such notice from any party, all documents deposited
with the Escrow Agent pursuant to this Agreement.
DAB:cez
December 14, 1988
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5.
Jo~nt Escrow Instruct~ons.
Th~s Agreement shall
const~tute jo~nt escrow ~nstruct~ons of the Agency and the
redeveloper for the sale of the Property hereunder. The Agency
and the Redeveloper agree to execute any and all reasonable and
appropriate additional escrow instructions and to perform any and
all reasonable and appropriate acts as may be necessary in order
to expedite and facilitate the close of the Escrow hereunder.
6.
Proration of ~axes.
There shall be prorated between
the Agency and the Redeveloper on the basis of thirty (30)-
day/months as of twelve o'clock midnight Pacific Time on the date
of the close of Escrow, any and all real property taxes levied or
assessed against the Property, including any water tax or water
("
rate levied against the Property, as shown on the latest
available tax bills.
7.
Comm~ss~ons.
The Agency and the Redeveloper,
respectively, represent and warrant that the Agency and the
Redeveloper, respectively, have not retained or used the
services of a real estate broker or other agent for purposes of
undertaking the purchase or sale of the Property hereunder. Any
and all commissions due to real estate brokers or other brokers
as a result of the sale of the Property to the Redeveloper
hereunder shall be paid by any party which as retained or used
the services of any such real estate or other broker.
8. Escrow Costs. The expenses of Escrow shall be paid in
the following manner:
(a) The full cost of securing any title insurance
DAB:cez
December 14, 1988
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policy shall be paid by the Redeveloper.
(b) The cost of preparing, executing and
acknowledging any deeds or other instruments required to convey
title to the Property to the Redeveloper in the manner described
in this Agreement shall be paid by the Agency.
(c) The cost of recording a grant deed or other
instruments required to convey title to the Property to the
Redeveloper in the manner described in the Agreement shall be
paid by the Agency.
(d) Any tax imposed upon the conveyance to the
Redeveloper of title to the Property under the Documentary
Transfer Tax Act shall be paid by the Redeveloper.
(~
(e) Any Escrow fees charged by the Escrow Agent in
addition to the foregoing shall be paid by the Agency and by the
Redeveloper in equal proportions.
9.
Escrow Account.
All funds in the Escrow shall be
deposited with other Escrow funds in a general Escrow Trust
Account earning interest at the highest rate which may
reasonably be obtained for such Account, and may be transferred
into any other such general Escrow Trust Account; provided,
however, that any and all such Accounts shall be in any state or
national bank doing business in the state of California.
Interest on any funds deposited with the Escrow Agent shall be
credited and paid to the party making such deposit into Escrow.
All disbursements pursuant to this Agreement shall be made by
check from such Accounts.
DAB:cez
December 14, 1988
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10. Close of Escrow: Author~zed Acts.
The term "Close of
Escrow" herein shall mean the date on which necessary
instruments of conveyance are recorded in the office of the
County Recorder of San Bernardino County, California. The
Escrow Agent is authorized and directed to record (a) this
Agreement; (b) a grant deed conveying title to the Property from
the Agency to the Redeveloper; and (c) the Deed of Trust. Upon
the close of Escrow, the Escrow Agent shall deliver to the Agency
the original fully executed Note.
11. Extensions of T1.me:
All time limits within which any
matter herein specified, related to the Escrow hereunder is to be
performed, may be extended by mutual agreement of the Agency and
(-.
the Redeveloper. Any amendment of, or supplement to, the Escrow
instructions hereunder shall be in writing.
12. Add~ tional Authority of Escrow Agent.
Agent is authorized to and shall:
The Escrow
(a) Pay and charge the Agency for any and all current
and/or delinquent taxes, and any penalties and interest thereon,
and for any delinquent or non-delinquent assessments or bonds
pertaining to the Property.
(b) Pay and charge the Agency and the Redeveloper for
any Escrow fees, costs and charges which might arise in this
Escrow, as set forth herein.
(c) Disburse and record documents described herein
when conditions of the close of Escrow have been fulfilled.
DAB:cez
December 14, 1988
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13. Ob1~gat~ons of Agency. The Agency shall be responsible
for and complete the actions set forth in Exhibit "E" attached
hereto and incorporated herein by reference.
14. Obl~gat~ons of Redeveloper.
The Redeveloper shall be
responsible for and complete the actions set forth in Exhibit
"F" attached hereto and ~ncorporated herein by reference.
15. Maintenance.
A. The Redeveloper agrees for itself, its successors
and assigns, and every successor-in-interest to the Property, or
any part thereof, that the Redeveloper and such successors and
assigns shall, to the Agency's satisfaction, properly maintain
the parking areas, landscaped areas and parkways on the Property,
as required by the Declaration.
In addition, the Redeveloper
to
shall maintain the Property in such a manner so as to avoid the
reasonable determination of a duly authorized official of the
City that a public nuisance has been created by the absence of
adequate maintenance, and that the resulting condition is
detrimental to public health, safety or general welfare, or that
such a condition of deterioration or disrepair causes appreciable
harm or is materially detrimental to property or improvements
within one thousand (1,000) feet of the boundary of the Property.
B. In the event that the Redeveloper, its successors
or assigns fail to perform the maintenance as provided herein
within twenty (20) calendar days after receipt of notice from the
Agency or City to do so, the City and/or the Agency, as their
sole remedy under this Section 15, shall have the right to enter
DAB:cez
December 14, 1988
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the Property and undertake, or cause to be undertaken, such
maintenance activities.
In such event, the Redeveloper shall
reimburse the City and/or the Agency for all reasonable sums
incurred by the City and/or the Agency for such maintenance
activities in accordance with the procedure set forth in Section
20 hereof.
16. Restrictions on Use.
The Redeveloper agrees for
itself, and its successors and assigns, and every successor-in-
interest to the Property, or any part thereof, that the
Redeveloper and such successors and assigns shall in perpetuity:
A. Devote the Property to, and only to and in
accordance with, the uses specified in the Redevelopment Plan,
r
and specifically for use by the Redeveloper for the instruction,
enjoYment and betterment of youth and other residents of San
Bernardino and surrounding areas.
The terms "uses specified in
the Redevelopment Plan" and "land use" referring to provisions of
the Redevelopment Plan, or similar language in this Agreement,
shall include the Property and all buildings, and shall include
all requirements or restrictions of the Redevelopment Plan
pertaining to such Property.
B. Not discriminate upon the basis of race, sex,
marital status, color, creed, religion, physical handicap,
national origin or ancestry in the sale, lease, sublease,
rental, or transfer or in the use, occupancy, tenure, or
enjoyment of the Property or any improvements erected or to be
erected thereon, or any part thereof, nor shall the Redeveloper
DAB:cez
December 14, 1988
11
{
~tself or any person cla~m~ng under or through ~t, establ~sh or
perm~t any such pract~ce or pract~ces of discr~mination or
segregation with reference to the selection, location, number,
use or occupancy of tenants, lessees, subtenants, sublessees, or
vendees of the Property, or any part thereof.
17. Agency R~ghts to Enforce. In ampl~fication, and not in
restriction of the provisions of the preceding Sections 15 and
16, ~t ~s intended and agreed that the Agency and ~s successors
and ass~gns shall be deemed to be benefic~ar~es of the
agreements and covenants provided in Sections 15 and 16 hereof,
both for and ~n their or ~ts own right, and also for the purposes
of protect~ng the interests of the community and other parties,
(,.\
publ~C or pr~vate, ~n whose favor or for whose benefit such
agreements and covenants have been provided. Such agreements and
covenants shall run ~n favor of the Agency, for the entire period
during which such agreements and covenants shall be in force and
effect, without regard to whether the Agency has at any time
been, remains, or becomes an owner of any land or interest
therein to, or ~n favor of which, such agreements and covenants
relate.
The Agency shall have the right, in the event of any
breach of any such agreement or covenant, to exercise all of the
rights and remedies, and to maintain any actions or suits at law
or ~n equity or other proper proceedings to enforce the curing of
such breach of agreement or covenant, to which ~t or any other
beneficiaries of such agreement or covenant may be entitled. Any
leases made by the Redeveloper concerning all or any portion of
DAB:cez
December 14, 1988
12
(
the Property shall include all applicable restrictions, covenants
and conditions set forth in Sections 15 and 16 of this Agreement.
The Redeveloper and the Agency agree to cooperate in enforcing
such restrictions, covenants and conditions.
18. Equal Emp10yment Opportunity.
The Redeveloper, for
itself and its successors and assigns, agrees that:
A. The Redeveloper shall not discriminate against any
employee or applicant for employment because of race, sex,
marital status, color, creed, religion, physical handicap,
national origin or ancestry.
The Redeveloper shall take
reasonable action to ensure that applicants are employed and that
employees are treated, during emplOYment, without regard to their
r"
race, sex, marital status, color, creed, religion, physical
handicap, national origin or ancestry.
Such action shall
include, but not be limited to the following: employment,
upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of payor other forms
of compensation, and selection for training, inCluding
apprenticeship. The Redeveloper agrees to post in a conspicuous
places, available to employees and applicants for employment,
notices to be provided by the Agency setting forth the provisions
of the nondiscrimination clause.
B. The Redeveloper shall, in all solicitations or
advertisements for employees placed by or on behalf of the
Redeveloper, state that all qualified applicants will receive
consideration for employment without regard to race, sex,
DAB:cez
December 14, 1988
13
marital status, color, creed, religion, physical handicap,
national origin or ancestry.
c. The Redeveloper shall comply with all applicable
local, state and federal laws and regulations relating to equal
emploYment opportunity.
D. In the event of the Redeveloper's noncompliance
with the nondiscrimination clause of this Section 18, or with any
of the aforementioned laws, rules or regulations, the Agency
shall have the right to compel full compliance of this Agreement
through an action for specific performance.
E. The Redeveloper shall include the provisions of
subdivisions (a) through (c) of this Section 18 in every
ro,
contract, and shall require the inclusion of these provisions in
every subcontract entered into by any of its contractors, unless
exempted by applicable laws, rules or regulations, and such
provisions shall be binding upon each such contractor,
subcontractor, or vendor, as the case may be.
19. Default Prior to Conveyance. In the event that, prior
to conveyance of the Property to the Redeveloper and in
violation of this Agreement, (i) the Redeveloper (or any
successor-in-interest) assigns or attempts to assign this
Agreement or any rights therein or in the Property, or (ii) the
Redeveloper fails to deposit into the Escrow a properly executed
Note and Deed of Trust, in satisfactory form and in the manner
and by the date respectively provided in this Agreement therefor,
or (iii) the Redeveloper fails to take title to the Property upon
DAB:cez
December 14, 1988
14
tender of conveyance by the Agency pursuant to this Agreement,
then this Agreement and any and all rights of the Redeveloper or
of any assignee or transferee thereof in this Agreement with
respect to the Property shall, at the option of the Agency and
upon written notice given by the Agency to the Redeveloper, be
terminated. Upon such termination, neither the Redeveloper (nor
any of its assignees or transferees), nor the Agency shall have
any further rights against or liability to the other party under
this Agreement.
20. Lien on Property. In the event that the Agency enters
the Property for the purpose set forth in Section 15(B), the
(
Agency shall have the right to recover from the Redeveloper, in
addition to all costs and other sums expended in connection
therewith, interest on such costs and sums calculated at the rate
of ten percent (10%) per annum. All costs and expenses incurred
by the Agency in curing the default by the Developer and any
interest thereon shall be assessed against the Redeveloper and
shall constitute a lien against the Property until paid effective
upon the recording of a notice thereof in the Office of the
County Recorder for the County of San Bernardino; provided,
however, that any such lien shall be subordinate to any bona fide
mortgage or deed of trust encumbering any portion of the
Property, and any purchaser at any foreclosure or trustee's sale
(as well as any grantee by deed in lieu of foreclosure or
trustee's sale) under any such mortgage or deed of trust shall
take title free from any such lien, but otherwise subject to all
DAB:cez
December 14, 1988
15
of the provisions of this Agreement, which shall run with the
land.
21. Agency Employees, Members.
No member, official, or
employee of the Agency shall have any financial interest, direct
or indirect, in this Agreement or in the Property, nor shall any
such member, official, or employee participate in any decision
relating to this Agreement or to the Property, which affects his
financial interests or the interests of any corporation,
partnership, or association in which he is, directly or
indirectly interested. No member, official, or employee of the
Agency shall be personally liable to the Redeveloper or any
successor-in-interest in the event of any default or breach by
(
the Agency or for any amount which may become due to the
Redeveloper or successor or on any obligations under the terms of
this Agreement.
22. Attorneys' Fees.
The Redeveloper agrees that if any
action is brought by the Agency against the Redeveloper for
breach of any of the covenants or conditions of this Agreement,
the Redeveloper shall pay to the Agency reasonable attorneys'
fees and court costs incurred by the Agency as a result thereof.
23. Option to Purchase.
Should the Redeveloper convey the
property, which is the subject of this Agreement, or enter into
escrow to convey said property at any time in perpetuity to any
Grantee other than a non-for-profit charitable organization,
which is committed and legally required to use the property as
required by paragraph l6.A. of this Agreement, the Agency, its
DAB:cez
December 14, 1988
16
assigns and successors-in-interest shall have the option to
repurchase said property for Twenty-Six Thousand Seventy-One
Dollars ($26,071) plus the fair market value at the time of the
repurchase of all improvements built on the premises by
Redeveloper in compliance with the codes and regulations of the
City of San Bernardino less any Community Development Block Grant
funds received from the City of San Bernardino and not repaid.
24. At any time in perpetuity, Redeveloper, its successors
or assigns may encumber said property by means of a mortgage or
deed of trust only with the prior written approval of Agency,
which approval may be given, withheld, or given conditionally in
the sole, unfettered discretion of Agency.
(0
25. Notice. Any notice to be given by either party to the
other shall be given by certified mail, return receipt
requested, postage prepaid, addressed as follows:
To Agency:
Executive Director
Redevelopment Agency of the City
of San Bernardino
300 North wDw Street
San Bernardino, California 92418
To Redeveloper:
Executive Director
Young Women's Christian Association
566 North Lugo Avenue
San Bernardino, California 92410
26. Merger.
None of the provisions of this Agreement is
intended to or shall be merged by reason of any deed(s)
transferring title to the Property from the Agency to the
Redeveloper or any successor-in-interest, and any such deed(s)
DAB:cez
December 14, 1988
17
shall not be deemed to affect or impair the provisions and
covenants of this Agreement.
Any lease heretofore executed,
27. Termination of Lease.
or claimed to exist, between the parties relating to use and
occupancy of the Property conveyed herein is terminated
effective upon the recordation of the Deed conveying the Property
to the Redeveloper hereunder.
28. Time 1.s of the Very Essence.
The Agency shall have
every right to exercise its options upon any breach of time
constraints whatever. All parties recognize that time is of the
very essence of this Agreement.
29. Assigns and Successors-1.n-Xnterest.
All provisions,
("
rights and privileges of this Agreement shall apply to Agency,
its assigns and successors-in-interest and Redeveloper and its
assigns and successors-in-interest.
30. Redeveloper shall not assign, transfer or null this
Agreement without the written permission of Agency, its assigns
or successors-in-interest.
Said permission shall be granted or
denied at the full discretion of Agency, its assigns and
successors-in-interest.
III
III
III
III
III
III
DAB:cez
December 14, 1988
18
(
31. Execu1:1.on.
This Agreement may be executed in
counterparts, each of which shall be deemed to be an original,
and such counterparts shall constitute one and the same
instrument.
EXECUTED at , California this
day of , 1988.
AGENCY: REDEVELOPER:
REDEVELOPMENT AGENCY OF YOUNG WOMEN'S CHRISTIAN
THE CITY OF SAN BERNARDINO ASSOCIATION OF GREATER
SAN BERNARDINO, INC.
By
Chairman
(0.
By
Secretary
By
By
Approved as 1:0 form
and 1ega1 content:
BY~~
~Agency sel
DAB:cez
December 14, 1988
19
EXHIBIT -A-
LEGAL DESCRIPTION
LOTS 19, 20, 21, 22, 23 AND 24, TRACT NO.
2030, FIFTH STREET PLACE SUBDIVISION, AS PER
PLAT THEREOF RECORDED IN BOOK 29 OF MAPS
/'"
PAGE 49, RECORDS OF SAN BERNARDINO COUNTY,
STATE OF CALIFORNIA.
DAB:cez
December 14, 1988
20
(
SECURED PROMISSORY NOTE
$
, 1988
San Bernardino, California
A. For value received, the undersigned, Young Women's
Christian Association of Greater San Bernardino, Inc., (the
"Maker"), unconditionally promises to pay to the order of the
Redevelopment Agency of the City of San Bernardino, a public
body, corporate and politic (the "Payee" or "Agency"), the
principal sum of
together with interest thereon calculated at the rate of seven
percent (7%) per annum.
(.
B. This Note has been issued, executed and delivered in
connection with the financing of a redevelopment project
including, but not limited to, the acquisition of certain real
property, as provided in that certain Disposition and
Development Agreement by and between the Maker and the Payee
dated , (the "Agreement"). Such project is
located on the real property described in Exhibit "A" attached to
that certain Deed of Trust and Assignment of Rents (the
"Mortgage" ), dated as of the date hereof, and made from the
owners of said property to First American Title Insurance
Company, as Trustee, for the Agency's benefit, and the Agency is
entitled to the benefit and security of the Mortgage. Reference
is made to the Mortgage for provisions relating to conditions of
default under this Note and the acceleration of the indebtedness
evidenced by the occurrence of certain events stated therein and
for all other relevant purposes.
C. The Agency has provided such financing in accordance
with the Agreement. All capitalized terms used herein and not
otherwise defined herein shall have the meanings set forth in the
Agreement. Pursuant to the Agreement, the Agency has agreed to
assist the undersigned in the acquisition and development of the
project (as more fully described in the Agreement) subject to the
conditions precedent thereof, and the undersigned have agreed to
repay the principal amount of this Note, together with interest
thereon, in accordance with and under the terms provided in the
Agreement and as hereinafter set forth.
D. Other than as a result of any default by the Maker
under this Note or the Agreement, this Note shall be due and
payable in installments in the amounts and on the dates set
forth in the Loan Amortization Schedule set forth in Exhibit "A"
DAB:cez
December 14, 1988
21
attached hereto and ~ncorporated here~n by reference.
Notwithstanding any provision herein to the contrary or in
Exhibit "A", the first ~nstallment payment shall be due and
payable by the Maker to the Payee on or upon the
close of Escrow, as set forth in the Agreement, whichever date
occurs later. This Note may be paid in whole or ~n part at any
time prior to the maturity date hereof at the option of the
undersigned and without any penalty or premium whatsoever;
provided, however, that any such payment or paYments in part
shall not postpone or delay the remaining payments due and
payable.
E. All payments pursuant to this Note shall be made in
lawful money of the United States of America, payable at the
office of the Redevelopment Agency of the City of San
Bernardino, 300 North "D" Street, San Bernardino, California
92418, or such other place as the holder of this Note may from
time to time designate to the Maker hereof ~n writing. If the
prescribed date of paYment is a Saturday, Sunday or legal holiday
at the location of the office of the Payee, such paYment shall
then be due and payable on the next succeeding business day.
("
F. If (~) there is a default by the Maker under the terms
of this Note, or under the Deed of Trust securing this Note and
(ii) the holder of this Note refers it to an attorney for
collection or seeks legal advice for default under this Note or
under the Deed of Trust securing this Note or any judicial or
non-judicial action is instituted by the Holder hereof, and an
attorney is employed by the holder hereof to appear in any such
action or proceeding or to reclaim, sequester, protect, preserve
or enforce the hOlder's security for this Note, including but not
limited to, proceedings to foreclose the loan evidenced hereby,
proceedings under the Federal Bankruptcy Code, or for the
appointment of a receiver, the undersigned promises to pay
reasonable attorneys' fees for services performed by the
holder's attorneys and all costs and expenses incurred incident
to such emploYment.
G. Upon any event of default hereunder or under the
Agreement, or in the event the principal and/or interest is not
timely paid to the holder, the principal and interest then due
and payable but which are delinquent and have not so been paid by
the undersigned shall bear interest from the date such paYment
was due on the total paYment amount then due and owing until paid
at the rate of fifteen percent (15%) compounded per annum;
provided, however, that such interest rate shall never exceed
that amount which Maker is permitted by law to be charged. The
failure to exercise, in case of one or more events of default,
any right or remedy given in this paragraph shall not preclude
the hOlder of this Note from exercising any right or remedy given
in this paragraph in case of one or more subsequent events of
default.
DAB:cez
December 14, 1988
22
f
H. The Maker and the Payee believe that any amounts
payable hereunder will not exceed the maximum amount permissible
under applicable law, as a result of the Wtime-price"
differential doctrine in California. The parties agree that the
agreements between the Maker and the Payee are &xpressly limited
so that in no contingency or event whatsoever (whether by reason
of acceleration or otherwise), shall the amount paid, or agreed
to be paid to the Payee, exceed the maximum amount permissible
under applicable usury laws. If, from any circumstance
whatsoever, fulfillment of any provision hereof shall involve
transcending the limit of validity prescribed by law which a
court of competent jurisdiction may deem applicable hereto, then
ipso facto, the obligation to be fulfilled shall be reduced to
the limit of such validity. If, from any circumstances, the
Payee shall ever receive as interest hereunder an account which
would exceed the highest lawful rate, such amount which would be
excessive interest shall be applied to reduction of the unpaid
principal balance due hereunder and not paYment of interest.
("
I. The obligation of the undersigned to make or provide
for the payment required hereunder shall be absolute and
unconditional and the undersigned shall make or provide for such
paYment without abatement, diminution, or deduction regardless of
any cause or circumstances whatsoever including, without
limitation, any defense, set-off, recoupment or counterclaim
which the undersigned may have or assert against the Agency or
any other person.
J. The Maker, to the extent permitted by law, waives
demand, presentment for paYment, notice of dishonor, protest and
notice of protest, with respect to any and all lack of diligence
or delays in the collection of enforcement hereof, and consents
that the time of payment may be extended or this Note may be
renewed without notice, and without releasing the undersigned or
any subsequent surety, guarantor or endorser.
K. All covenants and agreements herein shall be deemed
material, and shall bind the Maker's successors and assigns,
whether so expressed or not, and all such covenants and
agreements shall inure to the benefit of the Payee hereof and
its nominees, successors and assigns, whether so expressed or
not.
L. This Note has been issued, executed and delivered in
the State of California and shall be governed by and construed in
accordance with the laws of the State of California.
III
III
III
DAB:cez
December 14, 1988
23
(
(00:
IN WITNESS WHEREOF, the undersigned have caused this Note to
be executed as of this day of , 1988.
MAKER:
Young Women's Christian
Association of Greater
San Bernardino, Inc.
By
DAB:cez
December 14, 1988
24
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EXHIBIT wBw
GRANT DEED
The COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO, on behal f of the REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO, CALIFORNIA, a public body, corporate, and
politic (hereinafter called the "Grantor"), and in further
consideration of the of the covenants and conditions herein
contained and to be kept and performed by the Grantee, does
hereby grant to the YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF
GREATER SAN BERNARDINO, INC. (hereinafter called the "Grantee"),
all that real property in the City of San Bernardino, County of
(0'
San Bernardino, State of California, (hereinafter called the
"Property", described as follows:
SEE EXHIBIT W A. ATTACHED HERETO
The Grantee does hereby acknowledge receipt of a copy of the
Redevelopment Plan (hereinafter called the "Redevelopment Plan")
for the Central City East Redevelopment Project, approved by
Ordinance No. 3571 of the City of San Bernardino, which
Ordinance was adopted May 3, 1976, said Redevelopment Plan
containing as a part thereof that certain Declaration of
Restrictions which became effective under said Ordinance and
which is hereinafter referred to as the "Restrictions".
The Grantee, for itself, its successors and assigns, does
hereby covenant and agree with, and for the benefit of, the
Grantor, its successors and assigns, as follows:
DAB:cez
December 14, 1988
26
1. The grantee, its successors and assigns, will hOld,
occupy and use the Property subject to and in accordance with all
the terms, conditions, limitations, restrictions, requirements
and covenants set forth in the Redevelopment Plan and the
Restrictions, and specifically for uses primarily for the
instruction, enjoyment and betterment of youth and other
residents of San Bernardino and surrounding areas.
Said terms,
conditions, limitations, restrictions and covenants run with the
land and shall be binding for the benefit and in favor of, and be
enforceable by, the Grantor, its successors and assigns, the City
of San Bernardino, and any successor-in-interest to the Grantee
of the Property or any part thereof, and the owner of any other
("
\
land in the Project Area.
2.
( a )
The Grantee herein covenants by and for
himself, his heirs, executors, administrators, and his
successors and assigns, and every successor-in-interest to the
Property, or any part thereof, and all persons claiming under or
through them, that the Grantee, and such successors and assigns,
shall
(1) Devote the Property to uses consistent with
the purposes of the Redevelopment Plan, and specifically for the
instruction, enjoyment and betterment of youth and other
residents of San Bernardino and surrounding areas.
(2) Not discriminate upon the basis of race,
sex, marital status, color, creed, religion, physical handicap,
national origin, ancestry, age or handicapped status in the sale,
DAB:cez
December 14, 1988
27
I
lease, sublease, rental or transfer or ~n the use, occupancy,
tenure or enjoyment of the Property or any improvement erected or
to be erected thereon, or any part thereof, nor shall the Grantee
himself or any person cla~ming under or through him, establish or
permit any such practice or practices of d~scr~mination or
segregation w~th reference to the selection, location, number,
use or occupancy of tenants, lessees, subtenants, sublessees, or
vendees of the property, or any part thereof.
(3) Properly mainta~n the parking areas,
landscaped areas and parkways on the Property, and that, if the
Grantee fails to remedy any failure after twenty (20) days'
notice from the Grantor or City of San Bernardino (the "City"),
r"
\
then the Grantor or City shall have the r~ght to enter the
Property, and undertake or cause to be undertaken such
maintenance activities.
In such event, Grantee, ~ts successors
or assigns, shall reimburse Grantor or City for all reasonable
sums incurred for such maintenance activities, together with
~nterest thereon calculated at the rate of ten percent (10%) per
annum.
(b) The foregoing agreements and covenants, as set
forth ~n subdivision (a) of Section 2 of this Deed, shall be
covenants running with the land, and they shall in any event,
without regard to technical classification or designation, legal
or otherwise, and except only as otherwise specif~cally provided
~n this Deed, be binding to the fullest extent permitted by law
and equity, for the benefit and in favor of, and be enforceable
DAB:cez
December 14, 1988
28
by the Grantor, its successors and assigns, the City and any
owner of any other land (or of an interest in such land) in the
redevelopment project area subject to the Redevelopment Plan. It
is further intended and agreed that, except as otherwise provided
herein, the agreement and covenant provided in subsection (1) of
subsection (a) of Section 2 of this Deed shall remain in effect
in perpetuity and that the agreement and covenant provided in
subsection (2) of subsection (a) of Section 2 hereof shall remain
in effect without limitation as to time: provided that such
agreements and covenants shall be binding on the Redeveloper
itself, each successor-in-interest to the Property, and every
part thereof, and each party in possession or occupancy,
("
respectively, only for such period as such successor or party
shall have title to, or an interest in or possession or occupancy
of, the Property or part thereof.
3. In amplification and not in restriction of, the
provisions of Section 2 hereof, it is intended and agreed that
the Grantor and its successors and assigns shall be deemed
beneficiaries of the agreements and covenants provided in said
Section 2 hereof, both for and in their or its own right and also
for the purpose of protecting the interests of the Grantor and
the City of San Bernardino and other parties, public or private,
in whose favor or for whose benefit such agreements and covenants
have been provided.
Such agreements and covenants shall run in
favor of the Grantor, its successors and assigns for the entire
period during which such agreements and covenants shall be in
DAB:cez
December 14, 1988
29
(
force and effect, without regard to whether the Grantor, its
successors and assigns have at any time been, remain, or are
owners of any land or interest therein, or in favor of which,
such agreements and covenants relate. The Grantor shall have the
right, in the event of any breach of any such agreement or
covenant, to exercise all the rights and remedies, and to
maintain any actions or suits at law or in equity or other
proceedings to enforce the curing of such breach of agreement or
covenant, to which it or any other beneficiaries of such
agreement or covenant may be entitled.
4. Should Grantee convey the Property or enter into
escrow to convey said property at any time in perpetuity to any
r
Grantee other than a not-for-profit charitable organization which
is committed and legally required to use the property as required
by paragraph 2(a)(1) of this Deed, Grantor shall have the option
to repurchase said property for Twenty-Six Thousand Seventy-One
Dollars ($26,071) plus the fair market value at the time of the
purchase of all improvements built on the premises by Grantee in
compliance with the codes and regulations of the City of San
Bernardino less any Community Development Block Grant funds
received from the City of San Bernardino and not repaid.
5. At any time in perpetuity, Grantee may encumber said
property by means of a mortgage or deed of trust only with the
prior written approval of Agency, which approval may be given,
withheld, or given conditionally in the sole, unfettered
discretion of Agency.
DAB:cez
December 14, 1988
30
(
6.
THE PROVISIONS OF PARAGRAPHS 1 2 AND 5 OF THIS DEED
SHALL BE CONDITIONS SUBSEQUENT, UPON THE OCCURRENCE OF WHICH THE
GRANTOR, ITS SUCCESSORS OR ASSIGNS SHALL HAVE THE RIGHT TO
REENTER AND TAKE POSSESSION OF THE LAND AND TO TERMINATE (AND
REVEST IN THE AGENCY) TITLE TO THE LAND, IN THE EVENT THAT A
DEFAULT HAS BEEN DECLARED BY THE GRANTOR, ITS SUCCESSORS OR
ASSIGNS. THE PROVISIONS OF THIS PARAGRAPH 6 SHALL APPLY ONLY IF
SUCH DEFAULT SHALL NOT BE CURED WITHIN THREE (3) MONTHS AFTER
WRITTEN DEMAND BY GRANTOR, ITS SUCCESSORS OR ASSIGNS SO TO DO.
THE THREE-MONTH TIME PERIOD SPECIFIED ABOVE SHALL COMMENCE UPON
SERVICE OF THE WRITTEN NOTICE ALLEGING THE POSSIBLE EXISTENCE OF
A DEFAULT AND RECORDATION OF A NOTICE OF DEFAULT WITH THE
r
RECORDER OF SAN BERNARDINO COUNTY.
IT IS THE INTENT OF THIS PROVISION THAT THE CONVEYANCE
OF THE LAND HEREIN MADE BY THE GRANTOR WILL BE SET ASIDE AND
TITLE TO THE LAND SHALL REVERT TO GRANTOR, IT SUCCESSORS OR
ASSIGNS UPON FAILURE OF GRANTEE, ITS SUCCESSORS OR ASSIGNS, TO
REMEDY AND/OR ABROGATE ANY SUCH DEFAULT WITHIN THE PERIOD SET
FORTH ABOVE.
UPON SUCH CIRCUMSTANCES, THE GRANTOR, ITS
SUCCESSORS OR ASSIGNS, MAY DECLARE A TERMINATION IN FAVOR OF THE
GRANTOR, ITS SUCCESSORS OR ASSIGNS OF THE TITLE, AND A
TERMINATION OF ALL OF THE RIGHTS AND INTEREST IN THE LAND
CONVEYED HEREIN.
IF THE GRANTOR, ITS SUCCESSORS OR ASSIGNS RECORDS, AFTER
SUCH THREE-MONTH PERIOD EXPIRES, IN THE OFFICE OF THE COUNTY
RECORDER OF SAN BERNARDINO, A WRITTEN DECLARATION OF FORFEITURE
DAB:cez
December 14, 1988
31
REFERRING TO THIS DEED, THEN SUCH DEED AND CONVEYANCE SHALL BE
NULL AND VOID, AND ALL INTEREST HEREBY CONVEYED SHALL FORTHWITH
AND WITHOUT FURTHER NOTICE TO THE GRANTEE, ITS SUCCESSORS OR
ASSIGNS BECOME FORFEITED AND SHALL REVERT TO THE GRANTOR, ITS
SUCCESSORS, OR ASSIGNS; PROVIDED THAT ANY REVESTING OR TITLE AS A
RESULT OF THESE CONDITIONS SUBSEQUENT SHALL ALWAYS BE SUBJECT TO
AND LIMITED BY, AND SHALL NOT DEFEAT, RENDER INVALID, OR LIMIT IN
ANY WAY (I) THE LIEN OF ANY MORTGAGE AUTHORIZED BY PARAGRAPH 5 OF
THIS DEED, AND (II) ANY RIGHTS OR INTEREST PROVIDED IN THIS DEED
FOR THE PROTECTION OF THE HOLDERS OF SUCH MORTGAGES.
IN WI~NESS WHEREOF, the Grantor and Grantee have executed
this deed by their respective officers thereunto duly qualified
this
r--
day of
, 1988.
GRANTOR:
GRANTEE:
COMMUNITY DEVELOPMENT
COMMISSION OF ~HE
CITY OF SAN BERNARDINO
YOUNG WOMEN'S CHRIS~IAN
ASSOCIATION OF GREATER
SAN BERNARDINO, INC.
By
Chairman
By
Its
By
Secretary
Approved as to form
and legal content:
By
Agency Counsel
DAB:cez
December 14, 1988
32
EXHIBIT · A. TO GRANT DEED
LEGAL DESCRIPTION
LOTS 19, 20, 21, 22, 23 AND 24, TRACT NO.
2030, FIFTH STREET PLACE SUBDIVISION, AS PER
PLAT THEREOF RECORDED IN BOOK 29 OF MAPS,
PAGE 49, RECORDS OF SAN BERNARDINO COUNTY,
STATE OF CALIFORNIA.
.....'
.'
DAB:cez
December 14, 1988
33
(
r<
EXHIBIT -E-
OBLIGATIONS OF AGENCY
THE AGENCY SHALL:
1. Convey to Redeveloper the Property described in
Exhibit "A" for the sum of $26,071, $5,000 of which has been
paid.
2. Accept a promissory note secured by deed of trust
executed by the Redeveloper providing for paYment of the $21,071
balance of the Purchase Price in accordance with the
amortization schedule attached as Exhibit "G", which shall bear
interest at the rate of seven (7%) percent per annum.
DAB:cez
December 14, 1988
34
EXHIBIT WF"
OBLIGATIONS OF REDEVELOPER
'!'HE REDEVELOPER AGREES TO:
1. Devote the Property to activities conducted by the
Young Women's Christian Association, and other uses primarily
for the instruction, enjoyment and betterment of youth,
exclusively, until December 31, 2025.
2. Not later than ten (10) calendar days after the date of
this Agreement, execute and deposit into Escrow a promissory Note
in the sum of Twenty-One Thousand Seventy-One Dollars $21,071
setting forth the Agency as the payee, secured by a first deed of
trust on the Property, payable with interest at the rate of seven
(00.
(7%) percent per annum in monthly installments, commencing on the
first day of the month at least thirty-one (31) days following
execution of this Agreement in accordance with the amortization
schedule attached as Exhibit "G".
DAB:cez 35
December 14, 1988
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