HomeMy WebLinkAboutR31-Economic Development
ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM:
Gary Van Osdel
Executive Director
SUBJECT:
IMPERIAL IMPORTS INC. ,DBA
TOYOTA OF SAN BERNARDINO,
SCION OF SAN BERNARDINO AND
SAN BERNARDINO HYUNDAI
DATE:
August 12, 2003
o~
__+________________________________________________ __________________________n+______________________________ ___________________________________________~+.____________--------------------------------
SvnoDsis of Previous Commission/Council/Committee Action(s):
On August 7, 2003, Redevelopment Committee Members Anderson, Suarez and Estrada unanimously voted to
recommend that the Community Development Commission and Mayor and Common Council consider this action for
approval.
----------------------------------------------------------------------------------------------------------------------+-------------------------------------------------------------------------------
Recommended Motion(s):
(Communitv Development Commission)
MOTION A: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO APPROVING A CERTAIN REDEVELOPMENT COOPERATION AND
FINANCING AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO AND THE CITY OF SAN BERNARDINO (REDEVELOPMENT
COOPERATION AND FINANCING AGREEMENT - IMPERIAL IMPORTS INC., DBA TOYOTA
OF SAN BERNARDINO, SCION OF SAN BERNARDINO AND SAN BERNARDINO HYUNDAI)
MOTION B: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO APPROVING A 2003 REDEVELOPMENT PARTICIPATION AGREEMENT
BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND
IMPERIAL IMPORTS, INC., DBA TOYOTA OF SAN BERNARDINO, SCION OF SAN
BERNARDINO AND SAN BERNARDINO HYUNDAI
(Mavor and Common Council)
MOTION C: RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO APPROVING A CERTAIN REDEVELOPMENT COOPERATION AND
FINANCING AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO AND THE CITY OF SAN BERNARDINO (REDEVELOPMENT
COOPERATION AND FINANCING AGREEMENT - IMPERIAL IMPORTS, INC., DBA TOYOTA
OF SAN BERNARDINO, SCION OF SAN BERNARDINO AND SAN BERNARDINO HYUNDAI)
Contact Person(s):
Project Area(s)
Gary Van Osdel
Phone:
(909) 663-1044
3
Southeast Industrial Park
Ward(s):
Supporting Data Attached: 0 Staff Report 0 Resolution(s) 0 Agreement(s)/Contract(s) 0 Map(s) 0 Letters/Misc.
FUNDING REQUIREMENTS Amount: $
N/A
Source:
See Fiscal Impact Section
Budget Authority:
N/A
SIGNATURE: ~)
____mm..._mmmm...m___mm_mm....an__._s~:~:.~::c_~tl::_~lf_e:t_o~m.~L__.__.__._m_.._.._m_.._.._.._.___.__.__.___.m_.__._.m..m.......m
Commission/Council Notes:
._.~~.~!!..._~J_~.~.-::.?:__']mm__mmmm__mm
P:\Agcndas\Conun Dev Commission\~DC 2003103.08.18 Hyundai CDe Item. doc
COC-I -Z-CP3.- 2~
'2u::X, - 2- Y "
COMMISSION MEETING AGENDA
Meeting Date: 08/18/2003
Agenda Item Number: rc J (
I ,
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
____.____________________~_____________________________________________~_____________________________________________________________________u_._________________________________________.
Imperial Imports Inc.. DBA San Bernardino Hvundai
BACKGROUND:
Toyota of San Bernardino has been in existence for 37 years and operated by Mr. Cliff Cummings
since 1990 who has also added Scion of San Bernardino to his company, Imperial Imports Inc. These
two businesses generate approximately $115 million in sales per year with a sales tax impact for the
City of $1.15 million annually.
The company recently acquired a license to establish a Hyundai dealership in San Bernardino. As this
dealership was previously located in the City of Fontana, it is the opinion of both Toyota of San
Bernardino and Staff that the addition of this new facility will open up a new market for the City of
Bernardino within its own demographic as well as the previously Fontana based customer, rather than
bleed customers and sales tax revenues from existing automobile dealerships within the City.
To accommodate this new dealership, Mr. Cummings has acquired a 16,000 square foot facility on
three and one-half acres located at 735 Showcase Drive North in the San Bernardino Auto Plaza.
CURRENT ISSUE:
The new dealership will employ an additional 30 people at a minimum wage of at least $10.00 per
hour for a minimum of 1,750 hours per year rising to 40 people by year three.
Mr. Cummings is seeking an employment assistance grant to help sustain the additional payroll
burden to be reimbursed out of the additional sales tax revenues generated by the new dealership.
The dealership agrees to sustain the employment levels as stated for the next ten years in return for a
reimbursement package as addressed in the section on fiscal impact below.
ENVIRONMENTAL IMPACT:
The proposed activity is exempt pursuant to Section 1530 I of the California Environmental Quality
Act (CEQA).
FISCAL IMPACT:
Based upon sales projections, Imperial Imports Inc., DBA San Bernardino Hyundai, who also
operates Toyota of San Bernardino and Scion of San Bernardino and has been in the automobile
retail, parts sales and service business in this community for 37 years, has estimated Hyundai sales
would generate an additional $20.5 million sales in year one rising to $55.0 million in year ten. This
equates to 100 cars per month at an average price of $17,000 per vehicle rising to approximately 250
vehicles per month at an average price of $18,000 in year ten. Although it is anticipated that growth
will be more accelerated in years one through seven tapering off in years eight, nine and ten, the
______d"_______________________.~*_____________________~._._______________________u___________________________.uo.__________________________________*_______________-----------------------.
P:lAgcndas\Comm Dev Commission\CDC 2003\03-08.] 8 Hyundai CDC Item. doc
COMMISSION MEETING AGENDA
Meeting Date: 08/18/2003
Agenda Item Nnmber:
Economic Development Agency Staff Report
Imperial Imports Inc. DBA San Bernardino Hyundai
Page 2
increase equates to an average annual growth of 11.5% per year. For the sake of simplicity this
percentage increase has been used to tabulate the fiscal impact to the City.
In order to support the cost of the additional 30 employees this project will bring to the community,
the City, acting through the Agency, will offset some of these costs out of sales tax generated as per
the following calculation.
Out of any sales tax generated in one year, $75,000 will be retained by the City and the balance split
equally between the two parties being Imperial Imports Inc. and the City.
Seven and one-half percent of the City's fifty percent split will be payable to the Agency for
administration, audit and legal costs incurred on behalf of the City. Over the life of the Agreement
(commencing February 1, 2005 and ending February I, 2014), the total fiscal impact on the various
parties will be as follows (see Exhibit "A" attached):
Agencv
Dealer
ffi*
$103,539
$1,380,524
$2,026,985
* Note: This projection is based upon pre State Fiscal Year 2003-2004 Budget Legislation.
If the State changes the method of allocation of the portion of sales and use taxes paid to the City
under Revenue Taxation Code Section 7200, then pursuant to Section 9(c) of the Agreement, the total
amount of sales tax available for paying the "Employment Subsidy" in any "Accounting Year" will
be adjusted accordingly, either up or down.
RECOMMENDATION:
That the Community Development Commission and Mayor and Common Council adopt the attached
Resolutions.
Gary a Osdel, Executive Director
__________________d.~___________________..__________________....._________________________.__.___________________________________u__._________________________________-----------------.
P:\AgcndasIComm Dev Comrnission\CDC 2003\03_08_18 Hyundai CDC Item,doc
COMMISSION MEETING AGENDA
Meeting Date: 08/18/2003
Agenda Item Nnmber:
,
~
en
>-
....I
<C
z
<C
I-
Z
w
::i!i
w
en
0::
::l
m
~
c
c
~ z
<C
!::: w
m ::i!i
J: 0
()
X Z
w
<C
c
Z
::l
>-
J:
0
z
i5
0::
<C
z
0::
w
m
z
<C
en
lO (J) (0 ..- (0 co (J) 0 C') CO lO
N N CO '<t lO 0 (J) lO C') lO CO
+ ..- 0 ..- r-- CO r-- '<to '<to lO CO. (J)
G) 0 lO (0 CO ..- (0 C') N C') (0 N (0
0 ~
0 0 C') '<t lO r-- CO 0 N '<t (0 (J) N
C iii ..- ..- ..- ..- ..- N N N N N 0
Cll N ()
"iij r--
m ~
lO (J) (0 ..- (0 CO (J) 0 C') CO
N N CO '<t lO 0 (J) lO C') lO
G) ..- 0 ..- r-- CO r-- '<to '<to lO CO
0 0 ..- C') (0 ..- CO r-- CO ..- r--
c (0 r-- CO (J) ..- N '<t (0 (J) ..-
Cll ..- ..- ..- ..- ..- N
"iij
m
:!:: lO (J) lO '<t (J) (0 (J) CO 0 '<t (J)
r-- lO '<t '<t (0 C') lO lO C') (0 C')
C- CO r-- r-- ~ O. '<to (J). (0 lO (0 lO
en '<t lO (0 r-- (J) 0 ..- C') lO r-- C') <C
.... ..- ..- ..- ..- ..- 0
0 ..- c
<F. w
It)
r.:
0 CO ..- lO lO '<t CO CO C') N '<t
:!:: 0 CO C') CO N '<t lO 0 (0 N N
ii. 0 r-- (J) ~ (J). ..- '<to ..- 0 lO lO 0::
lO (0 (J) '<t 0 (J) (J) N r-- lO 0 W
en (0 r-- CO 0 N C') lO CO 0 C') CO ....I
0 ..- ..- ..- ..- ..- N N C') <C
It) ..- W
-
0 C
It)
0 0 lO ..- 0 0 r-- lO (0 (0 '<t U)
0 0 r-- (0 r-- lO CO ..- ..- N '<t ...J
0 q lO CO ..- CO N (J) N ..- 0 ~
iii 0 C') (J) (J) ..- CO CO '<t '<t ..-
r-- C') lO r-- 0 '<t r-- ..- (0 ..- r-- 0
~ ..- ..- ..- N N N C') C') '<t '<t I-
1/1
1/1
G)
....I
0 lO ..- 0 0 r-- lO (0 (0 '<t
0 r-- (0 r-- lO CO ..- ..- N '<t
>< 0 lO CO ..- CO ~ (J). ~ r-- 0
Cll lO CO '<t '<t (0 C') C') (J) (J) (0
I- 0 N lO CO ..- lO (J) C') CO '<t
1/1 N N N N C') C') C') '<t '<t lO
G)
"iij
en
1/1 0 0 C') lO N '<t (J) (J) (J) '<t
~ 0 0 ..- ..- r-- '<t '<t lO lO 0
0 lO ..- 0 (J). r-- lO r-- lO '<to
Cll 0 r-- (0 r-- '<t CO ..- ..- N '<t
en 0 lO CO ..- CO N (J) N r-- 0
"iij lO CO '<to '<to (0. C') C') (J) (J) (0
- 0 N lO CO ..- lO (J) C') CO '<t
0 N N N N c<'l c<'l c<'l '<t '<t lO
l-
I.. ..- N c<'l '<t lO (0 r-- CO (J) 0
Cll ..-
G)
>-
c
o
:;:;
CO
en
.OJ
Q)
...J
-
Q)
Cl
-0
:J
(Q
'<t
o
o
N
,
c<'l
o
o
N
...
CO
Q)
>-
(1l
()
en
u:::
Q)
-
(1l
-
U)
Q)
...
0..
C
o
0..
:J
-0
Q)
en
(1l
..Cl
.!!1
c
o
:;:;
()
Q)
"[
0..
.!!1
J:::
I-
G)
-
o
z
.13
]4
.25
(C(Q)[PY
RESOLlJTIOl'< ~O.
A RESOLUTIO:"\ OF THE COMl\IV~ITY DEVELOPME~T
COMl\lISSIO~ OF THE CITY OF SA~ BER~ARDI~O APPROVI~G A
CERTAI:"\ REDEVELOPME~T COOPERATION A~D FJ:'iA~CIl\G
AGREEMENT BETWEEN THE REDEVELOPl\IE:\'T AGE:\'CY OF THE
CITY OF SA:\' BER:\'ARDI:'iO A~D THE CITY OF SA:"\ BER"IARDINO
(REDEVELOPME'IT COOPERATION AND FI'IA:'iCI:\'G AGREEMENT
- IMPERIAL IMPORTS ['ie., DBA TOYOTA OF SA'I BER'IARDINO,
SCIO'l OF SA:\ BER;\ARDINO A:\D SA'I BER'\ARDI:'<O HYU:\DAI)
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency"')
enlered into that certain 2003 Redevelopment Participation Agreement with Imperial
]0
Imports Inc., DBA Toyota of San Bernardino, Scion of San Bernardino and San Bernardino
}]
Hyundai ("Imperial Imports Inc.") as approved and authorized for execution by this
12
Commission pursuant to separate action of this Commission on behalf of the Agency; and
WHEREAS. the implementation of said 2003 Redevelopment Participation Agreement
contemplates that certain funds will be made available to the Agency from the City of San
15
17
Park Panicipation Agreement: and
IS
WHEREAS. the Agency is required pursuant to the 2003 Redevelopment Participation
19
Agreement to remit certain payments to Imperial Imports Inc. related to the number of
20
employment opp0l1unities generated by the new sales location within the Southeast Industrial
21
Park Project Area based upon an index of financial performance of Imperial Imports. Inc. which
~2
has a direct positi\c financial benefit upon the City General Fund; and
231
24 I the
WHERL\S. the Commission deems it desirable to approve and authorize for execution
foml of thc Reoc\e1opmcnt Cooperation and Financing Agreement by and between the
-1-
r:v\~flld~~\Rf!;olulions'RnoluliGn~\2003",03.08-18 H,undai CF Agr cnc Rnu.doc
-2
.13
14
.25
Agency and City substantially in the form as attached hcrcto for the purpose of prl"iding the
source of funds requircd of thc Agcncy to fulfill its obligations to Imperial Imports Inc. pursuant
3
to thc Redevelopment Participation Agrecmcnt.
4
NOW. THEREFORE. THE COMMUl\lTY DEVELOPMENT COrvllvlISSIO;\ OF THE I
CITY OF SA\: BERi'\JARDINO DOES HEREBY RESOLVE. DETERi'vlI:\TE AND ORDER. AS
5
6
FOLLOWS:
7
Section I.
The Commission hereby finds and detemlines that the recitals as
x
contained herein are accurate and correct in all respects.
Y
Section 1.
The Commission hereby approves the Redevelopmcnt Cooperation and
10
Financing Agreement attached hercto and incorporated herein by reference. The Agency
II
Executive Director, or his or her designee, is hereby authorized to execute the Redevelopment
12
Cooperation and Financing Agreement on behalf of the Agcncy in substantially the form
attached hereto, together with such nonsubstantive modifications as deemed necessary and as
approved by the Executive Director, or his or her designee. with the concurrence of the City
15
Attorney.
16
Section 3.
The approval. execution and implementation of the Redevelopment
17
Cooperation and Financing Agreement does not constitute a "Project" within the provisions or
18
meaning of the California Environmental Quality Act of 1970. as amended ("CEQA"), and no
1Y
environmental revIew is required in cormection with the approval. execution and
20
implementation of the Redevelopment Cooperation and Financing Agreement.
21
Section 4.
This Resolution shall take effect from and aftcr thc datc of adoption and
22
shall not be repealed or amended to adversely affect the rights of the parties thereto so long as
23
the Redevelopment Cooperation and Financing Agreement remains in effect and requires
24
performance obligations of the parties.
Section 5.
The Resolution shall become effective immediately upon Its adoption.
-2-
P,\".\gtndas\Rt\oJuli{lm\Re~oluljon,\2003\03.(II1.]III1)undai CF A~T CDC Rno.dof
-'
A RESOLUTIO:-.i OF THE COMMUNITY DEVELOPME:-.iT
CO,\I'\IISSIO:-.i OF THE CITY OF SA:-.i BERNARDINO APPROVI:\G A
CERTAI:-.i REDEVELOPMENT COOPERATION A:'IID FI:'IIANCI:-.iG
AGREEI\IENT BETWEEN THE REDEVELOPMENT AGENCY OF THE
CITY OF SA:-.i BER'IARDlNO AND THE CITY OF SA:-.i BER'IARDINO
(REDEVELOPME:-.iT COOPER<\TION AND FINANCING AGREEME:"iT
- IMPERIAL IMPORTS I"''C., DBA TOYOTA OF SA:-.i BER"iARDI:-.i0,
SCIO:-.i OF SA:-.i BERNARDI:"iO AND SA;-.l BER'\'ARDI:"iO HYU;-.lDAI)
.1
,
4
5
(,
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
7 Community Development Commission of the City of San Bernardino at a
meeting
s thereof, held on the day of
Y Commission Memhers: Aves
10 ESTRADA
11 LOi\GVILLE
MCGI1\0;IS
12
DERRY
_13 SUAREZ
14
A1\DERSOl\'
15 ]\IC CAMMACK
, 2003, by the following vote to wit:
'\avs
Abstain
Absent
16
17
Secretary
18
IY
The foregoing resolution is hereby approved this
day of
,2003.
20
"
Judith Valles, Chairperson
Community Development Commission
of the City of San Bernardino
21
23
,
Approved If 0 fonn l:d Le
By .)!-
Agency Co un I
I Content:
24
_25
-3-
P:\Agendll~\Resolullons\ResuJuliolls".200J\03-08-11l H~ullda' CF Altr CDC Ruo.doc
. ,
-
3
4
5
6
"
X
.13 I
14
.25
. I
RESOLUTt~O ~y
A RESOLUTIO~ OF THE COMMU~ITY DEVELOPME;\T
CO\1l\IISSIO:'i OF THE CITY OF SA'" BER'IARDI~O APPROVI"iG A
2003 REDEVELOPME"iT PARTICIPATION AGREEMENT BETWEE:\'
THE REDEVELOPME'IT AGENCY OF THE CITY OF SA:\'
BERNARDI"IO A:'iD I\IPERIAL IMPORTS, I:\'C., DBA TOYOTA OF
SA"I BER'IARDI"IO, SCION OF SAN BERNARDINO A~D SA~
BERNARDI;\O HYUNDAI
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency")
has been presented \\ith a proposal to enter into a certain 2003 Redevelopment Participation
9
Agreement with Imperial Imports Inc., DBA Toyota of San Bernardino. Scion of San
10
Bernardino and San Bernardino Hyundai Clmperial Imports Inc."), for the purpose of
11
increasing employment opportunities, encouraging redevelopment activities and economIc
] :2
development within the South Valle Redevelopment Project Area of the Agency; and
WHEREAS. the implementation of said 2003 Redevelopment Participation Agreement
will encourage the goals and objectives of the Agency by providing employment opportunities
15
for the residents of the City of San Bernardino, California (the "City''). and the Southeast
16
Industrial Park Project Area for which the Agency shall remit certain annual employment
17
subsidy payments to Imperial Imports Inc. based upon the index of financial benefits accruing
1 X
to the City calculated upon the financial performance of the project identified in the 2003
19
Redevelopment Participation Agreement; and
20
WHEREAS. the Agency is required pursuant to the 2003 Redevelopment Participation
21
Agreement to remit certain payments to Imperial Imports Inc. related to the number of
22
employment opportunities generated by the new sales location within the Southeast Industrial
23
Park Project Area based upon an index of financial perfom1ance of Imperial Imports Inc. which
24
has a direct positi\'e financial benefit upon the City General Fund: and
-1-
P:\Agenda~\Re~Glulions\Resolulion,\2(}ONlJ-08-l8 H~.u"dai PA CDC Re.o.doc
.0
.]3
14
.25
WHEREAS. the Commission deems it desirablc to appro\e and aUlhorize for execution
the form of the 2003 Redevelopment Participalion Agreemcnt by and between the Agency and
3
Imperial Imports Inc. substantially in the form as attached hereto for the purpose of cncouraging
4
redewlopment activities and economic development and providing increased employment
5
opportunities all as further set forth in the 2003 Rcdevelopment Participation Agreement.
(,
1\OW. THEREFORE. THE COMMUl\i1TY DEVELOPMENT COMNllSSION OF THE
CITY OF SA1\' BERNARDINO DOES HEREBY RESOLVE. DETERMINE AND ORDER. AS
8
FOLLO\VS:
9
Section I.
The Commission hereby finds and determines that the recitals as
10
contained herein are accuratc and correct in all respects.
II
Section 2.
The Commission hereby approves the 2003 Redevelopment Participation
12
Agreement attached hereto and incorporated herein by reference. The Agency Executive
Director. or his or her designee, is hereby authorized to execute the 2003 Redevelopment
Participation Agreement on behalf of the Agency in substantially the form attached hereto,
15
together with such nonsubstantive modifications as deemed necessary and as approved by the
16
Executive Director. or his or her designee, \\'ith the concurrence of the City Attorney.
17
Section 3.
The approvaL execution and implementation of the 2003 Redevelopment
18
Participation Agreement does not constitute a "Projcct" within the pr(wisions or meaning of the
19
California Environmental Quality Act of 1970, as amended ("CEQA"), and no environmental
20
review is required in connection with the approval, execution and implementation of the 2003
21
Redevelopment Participation Agreement in the manner and with the limitations as set forth
"0
therein limiting the liability of the Agency with respect to CEQA and the approval of the 2003
23
Redevelopment Participation Agreement.
24
1//
2
P:',....l:enda~'Ue!QlutiIl1l~.Re"'h"i"n..,200~'OJ-OIl.11l H~ulldai PA CDC Rew,doc
. I
.
c
Section 4.
This Resolution shall take effect from and after the date of adoption and
shall not be repealed or amended to ad\usely affect the rights of the parties thereto so long as
,
the 2003 Redewlopment Participation Agreement remains in effect and requires performance
4
obligations of the parties.
5
Section 5.
The Resolution shall become effective immediately upon its adoption.
6
'. .
. .
8
~
! ;'
10
11
12
. 13
! ! !
14
/ /
15
/
16
17
; / /
18 ! ;' /
19 /1/
cO
c I
11 ! ! !
23 ! ! !
c4 . ! /
! !
25 . !
. . !
-3-
P:'l.\.~~nda',R~",luli"'''',Re,,,lllli,,n,'.200~\OJ-()1l.18 H~ undai P A ('DC Re\o.doc
. :'
3
~
,
()
e:'S
A RESOLUTlO:--l OF THE CO i\J:\IUNITY DEVELOP!\1E"iT
CO!\1'\IISSION OF THE CITY OF SAN BERNARDI:\O APPROVI:--IG A
2003 REDEVELOP'\IENT PARTICIPA TIO:'o< AGREE'\lEl\T BETWEE"i
THE REDEVELOPME:--IT AGE:'o<CY OF THE CITY OF SA:\'
BERNARDINO AND IMPERIAL I'\IPORTS, INC., DBA TOYOTA OF
SA:\' BERNARDINO, SCIO:\' OF SAN BER:'o<ARDI"iO A:'o<D SA:--I
BERNARDI"iO HYU:\'DAI
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Community Development Commission of the City of San Bernardino at a
rneeting
, 2003, by the following vote to wit:
l\avs
Abstain
Absent
16
17
Secretary
18 The foregoing resolution is hereby approved this
day of
,2003.
19
:'0
2\
Judith Valles, Chairperson
Community Development Commission
of the City of San Bernardino
"
:'3
ApprO\ed
Bv:
24
-~-
P"Al:fndn",Hnululi"n,',Re",lulionl'.2nOJOJ.OIl.lll H~lIndal PA ('DC Rnll.doc
. ,
-
3
4
5
6
,
8
9
10
11
12
.13
14
15
16
17
.25
t(Q)[Pl(
RESOLUTION :'\10.
I
I has
RESOLUTIO:'\l OF THE !\lA YOR A:'\D CO!\'1:\IO:\ COU:\CIL OF THE
CITY OF SA:\! BER:\!ARDI:\'O APPROVING A CERTAI:'\I
REDEVELOPMENT COOPERATIO:\! A:\!D FI:\A:'\ICI"'G AGREEME1'H
BETWEEN THE REDEVELOPMENT AGE:'\ICY OF THE CITY OF SAN
BER:\!ARDINO A:\D THE CITY OF SAN BE~"'ARDI"'O
(REDEVELOPME:\!T COOPERA TIO:'\ AND FINA:\CI:\!G AGREEME:\!T
- IMPERIAL IMPORTS, I:\C., DBA TOYOTA OF SA:\! BER"IARDI:'Ii0,
SCIO"I OF SA"I BERNARDI:\'O AND SA:\ BERNARDI:'IiO HYUNDAI)
WHEREAS. the Redevelopment Agency of the City of San Bernardino (the "Agency")
entered into that certain 2003 Redevelopment Participation Agreement with Imperial
Imports Inc., DBA Toyota of San Bernardino. Scion of San Bernardino and San Bernardino
Hyundai ("Imperial Imports Inc.") as approved and authorized for execution by the Community
Development Commission of the City of San Bernardino (the "Commission") pursuant to
separate action of the Commission on behalf of the Agency; and
WHEREAS, the implementation of said 2003 Redevelopment Participation Agreement
contemplates that certain funds will be made available to the Agency from the City of San
Bernardino, California (the "City'} based upon the index of financial benefits accruing to the
City calculated upon the financial perfonllance of the project identified in the Redevelopment
18
Participation Agreement; and
19
WHEREAS, the Agency IS required pursuant to the 2003 Redevelopment Participation
20
Agreement to remit certain payments to Imperial Imports Inc. related to the number of
21
employment opportunities generated by the new sales location within the Southeast Industrial
22
Park Project Area based upon an index of financial performance of Imperial Imports Inc. which
"
_0
has a direct positive financial benefit upon the City General Fund; and
24
WHEREAS. the Mayor and Common Council deem it desirable to approve and
authorize for execution the form of the Redevelopment Cooperation and Financing Agreement
-1-
P:~\gonda,",R~,<>luliom'Re,ululi,,",',1()01',O_'-Ull-1S lh uIldai CF ,\gr .\IC(' Re~".duc
e c
"
~
0
6
7
R
9
10
11
12
e13
14
15
16
by and between the Agency and City substantially in the form as attached hereto for the purpose
of providing the source of funds required of the Agency to fulfill its obligations to Imperial
ImpOl1s Inc. pursuant to the Redevelopment Pal1icipation Agreement.
l\:O\V, THEREFORE. IT IS HEREBY RESOLVED. DETERMj)\;ED AND ORDERED B't
TfIE MAYOR AJ\D COMM01\ COU1\CIL OF THE CITY OF SA]\; BERl\:ARDIJ\O, AS FOLLOWS:
Section I.
The l\layor and Common Council hereby find and detern1ine that the
recitals as contained herein are accurate and correct in all respects.
Section 2.
The Mayor and Common Council hereby approve the Redevelopment
Cooperation and Financing Agreement attached hereto and incorporated herein by reference.
The Mayor, or his or her designee. and the City Clerk are hereby authorized to execute the
Redevelopment Cooperation and Financing Agreement on behalf of the City in substantially the
form attached hereto. together with such nonsubstantive modifications as deemed necessary and
as approved by the Mayor, or his or her designee, with the concurrence of the City Attorney.
Section 3.
The approval, execution and implementation of the Redevelopment
Cooperation and Financing Agreement does not constitute a "Project" within the provisions or
meaning of the California Environmental Quality Act of I 970. as amended CCEQA"). and no
17 environmental review is required in connection with the approval, execution and
18 implementation of the Redevelopment Cooperation and Financing Agreement.
19
Section 4.
This Resolution shall take effect from and after the date as set fol1h in the
20
City Chal1er and shall not be repealed or amended to adversely affect the rights of the pal1ies
21
thereto so long as the Redevelopment Cooperation and Financing Agreement remains in effect
. 22
and requires performance obligations of the pal1ies.
I,
I;' I
23
I I /
24
/ /
eco
o
."-
r:\,\gentla,\Rroolullons',Re,oluli"n,",1003\03.01l-11l1l~undsl CF A~r Mee Re~o.d(>c
. 2
3
4
5
6
7
RESOLUTlO:-.l OF THE 1\1 A YOR A:'\'D COMMO:\' COU:\'CIL OF THE
CITY OF SA:-.I BER:'\'ARDI:"\O APPROYI:'\'G A CERTAIN
REDEYELOPl\IENT COOPERATlO:'\' A:'\'D FI:'\'A:-.ICI:'\'G AGREEI\1EYf
BETWEE:\l THE REDEYELOPl\IE:-.IT AGE:\lCY OF THE CITY OF SA:'\'
BER:\lARDI:-.IO AND THE CITY OF SAN BER:\lARDINO
(REDEYELOPME:'\'T COOPEIL\ T10:-.l AND FINANCI:\lG AGREEMENT
- IMPERIAL ll\lPORTS, I:\lC., DBA TOYOTA OF SA:'\' BERNARDI:'\'O,
SCIO:\l OF SA:'\' BER:\lARDI:'\'O A:'\'D SA:"\ BER:'\'ARDINO HYUNDAI)
I HEREBY CERTIFY that the forcgoing Resolution was duly adopted by the Mayor and
Common Council ofthc City of San Bernardino at a
meeting thereof. held on the
8 day of
Y Council Mcmbers:
10 ESTRADA
II L01\:GVILLE
MCGI!'\~IS
11
DERRY
.13 SUAREZ
14
A;\DERSOl\
IS MC CAMMACK
16
17
, 2003, by the following vote to wit:
Aves
Navs
Abstain
Absent
Rachel G. Clark, City Clerk
18
The foregoing resolution is hereby approved this
day of
,2003.
IY
20
21
Judith Valles, Mayor
City of San Bernardino
Approved as to forn1 and Legal Content:
By:
22
23
24
.25
-3-
P:'c"'genda\\Re~oluljon!;',Rf~olution~\1003\OJ.08-18 "~undal CF Agr :\.1CC Relo.doc
.
.
.
CITY OF SAl\ BE~"ARDIl\O
A"iD
REDEVELOPMEl\T AGEl\CY OF THE CITY OF SA"i BERl\ARDI;'I;O
REDEVELOP:\IEl\T COOPERATIOl\ A;'I;D FI'l/Al\CI'iG AGREBIE"iT
(Imperial Imports Inc., DBA Toyota of San Bernardino,
Scion of San Bernardino and San Bernardino Hyundai)
THIS REDEVELOPMEI\'T COOPERA nON Al\D FIl\ANCING AGREEMEl\T (this
"Agreement") is dated as of August I g, 2003, by and between the Redevelopment Agency of the
City of San Bcrnardino. a public body. corporate and politic (the "Agency"), and the City of San
Bemardll1o. California, a municipal corporation (the "City"), and is entered into with reference to
the facts set forth 111 the following Recital paragraphs:
- RECITALS -
WHEREAS, the Agency is entering into that certain Redevelopment Participation
Agreement, dated as of August 18, 2003, by and between the Agency and Imperial Imports Inc.,
a Califomia corporation (the "Imperial Imports Agreement"), for the redevelopment and reuse of
certain lands within the City as a regional new automobile sales, parts sales and service facility
(the "Automobile Dealership"); and
WHEREAS, the implementation of the Imperial Imports Agreement will confer
substantial benefits on the City in tenns ofredevelopment and reuse of the site of the Automobile
Dealership and creation of new jobs within the City; and
WHEREAS, the Imperial Imports Agreement will also provide the City with a significant
source of new tax revenues from the establishment of the Automobile Dealership; and
WHEREAS, the Agency shall incur certain obligations, described below as the "Imperial
Imports Agreement Indebtedness," in connection with the Imperial Imports Agreement; and
WHEREAS, the Agency does not presently have a source of tax increment revenues from
the Automobile Dealership or from other funds to repay Imperial Imports Agreement
Indebtedness and it is necessary for the City and the Agency to enter into this Agreement for the
Agency to repay the Imperial Imports Agreement Indebtedness, as may hereafter be incurred by
the Agency under the Imperial Imports Agreement.
l\OW, THEREFORE, THE CITY AND THE AGEI\'CY HEREBY AGREE AS
FOLLOWS:
Section 1. The City hereby authorizes the Agency to incur indebtedness under
the Imperial Imports Agreement that is payable by the Agency in whole or in part from the
proceeds of the assistance to be provided by the City to the Agency, as set forth in Section 2 of
this Agreement. For the purposes of this Agreement, the words "Imperial Imports Agreement
p.Ot'rL,JI Seno,"\ DCrl "1Jr~arel Agrc~rr"nl,-AmcnJrnerrl\""grml<;.Amcnd :OUJ03.rj~.1 ~ Hyundai C&f- AgrccmcnlDOC
.
.
.
Indebtedness" mean and include any obligation that the Agency may undertake to payor
discharge under that certain Redevelopment ParticipatIon Agreement, dated as of September 15,
~003. by and between the Agency and Imperial Imports. Inc., a California corporation.
Section ~. Subject to the tcn11S and conditIons of this Agreement, the City
agrees to pro\ide redevelopment financing assistance to the Agency (the "City Assistance") each
year dUring the terill of this Agreement in the total amount payable by the Agency under the
Imperial Imports Agreement. The City shall disburse the proceeds of the City Assistance in
annual JIlstallments (each a "CIty Assistance Payment") on each of January 3 I, ~005, through
January 31. ~O 14. The Agency shall use and apply each City Assistance PaY1nent to pay
Imperial Imports Agreement Indebtedness.
Section 3. The City and the Agency each acknowledge, understand and intend
that the obligation of the City to pay each City Assistance Payment to the Agency each year
during term of this Agreement shall constitute a current expense of the City to support the
Imperial Imports Agreement. The obligation of the City to provide City Assistanee Payments to
the Agency in each fiscal year during the term of this Agreement is a general obligation of the
City, subject to annual appropriation by the City. Furthennore, the obligation of the City to the
Agency arising under this Agreement shall not in any way be construed to be a debt of the City
in contravention of any applicable constitutional restriction of the State of California concerning
the creation of indebtedness by the City.
Section 4.
(a) The date on which the Automobile Dealership first opens for new retail
sales business to the general public is referred to herein as the "Opening Date." The initial City
Assistance Payment shall be made on January 31. ~005 in an amount deternlined in accordance
with Section 4(b). Thereafter, on each anniversary of the Opening Date through and including
January 31, ~014, the City shall make the City Assistance Payments to the Agency, in
accordance with the fonnula set forth in Section 4(b).
(b) The City Assistance Payments to the Agency shall be calculated, as
follows:
(I) The total amount of local sales and use taxes paid to the City,
under Revenue and Taxation Code Sections 7200, et ~. (as such statutes hereafter be amended,
substituted or modified by any successor local sales and use tax law), in the aggregate in excess
of Seventy-five Thousand Dollars (S75,000), on the gross receipts of the Automobile Dealership
from the sale or lease of all tangible personal property in each Accounting Year, multiplied by
fifty percent (50%) for each respective Accounting Year.
(~) The City accounting personnel shall also include an administration
fee payable to the Agency in a sum amounting to seven and a half percent (7.5%) of the fifty
percent share of funds that IS payable to and retained by the City under subsection (I), above.
Such administrative fee will be payable to the Agency to cover the cost of audit, accounting and
legal fees associated with the Agency's efforts to create new sales tax revenues for the City.
~
P Clc"c"1 SCr\ICC' D~rt 'lar!;arCl"'~r~cm~nh-Anlcr.jmcr,l, A~rrr.I,-Ame~J 2003 U3-(l~-]" H,o.mdat C&F A!;rc(>mcm[)OC
(c) The precise amount of the City Assistance Payments shall be deterlnined
by the Agency for each Accounting Year by reference to Revenue and Taxation Code Sections
7200, et seq. and Revenue and Taxation Code Section 97.68, sales and use tax remittance advice
or inforlnation provided to the City by the State Board of Equalization related to the operation of
the Automobile Dealcrship and the foregoing percentages. If Revenue and Taxation Code
Sections 7200, et seq. or Revenue and Taxation Code Section 97.68, arc amended, substituted or
modified in a manner that reduces the total amount of local sales and use taxes or allocation from
the Sales and Use Tax Compensation Fund, as the case may be, paid to the City on the gross
receipts of the Automobile Dealership from the sale or lease of all tangible personal property
below the levels that would otherWise be allocated and paid to the City under Re\'enue and
Taxation Code Sections 7200, et seq. and 97.68, in effect on the date of this Agreement, then the
City Assistance Payments shall be computed in each such Accounting Y car in accordance with
such amendment, substitution or modification of Revenue and Taxation Code Sections 7200, et
~. and Revenue and Taxation Code Section 97.68.
(d) Provided the Automobile Dealership opens for business to the general
public, the Clly reasonably believes that funds shall be available each fiscal year for the payment
of each City Assistance Payment. The City hereby covenants that it shall do all things lawfully
within its power to obtain funds from which to pay City Assistance Payments to the Agency.
The City further covenants and agrees to include provisions in its budget for each fiscal year
during the terln of tl1lS Agreement for the payment of the City Assistance Payments to the
Agency and the City shall exercise best efforts to approve such portion of the budget, subject to
the funds then being anilable.
Section 5. The Agency shall use and apply each City Assistance Payment to
pay indebtedness of the Agency arising from the Imperial Imports Agreement. The Agency and
the City hereby agree that the Agency shall have no obligation to repay the City for any City
Assistance Payments.
Section 6. The City shall pay City Assistance Payments to the Agency upon
receipt of a written invoice from the Agency stating that the Agency shall use and apply the City
Assistance Payment to repay Imperial Imports Agreement Indebtedness. Each such written
invoice of the Agency shall set forth the current balance of the Imperial Imports Agreement
Indebtedness and provide an accounting of all payments made by the Agency towards the
Imperiallmporls Agreement Indebtedness during the terrn of this Agreement.
Section 7. This Agreement shall terlllinate on January 31, 2014, with the tenth
(I O'h) Clly Assistance PaY111ent under this Agreement.
Section 8. This Agreement shall take effect from and after the date of
adoption and approval by the Common Council of the City and the Community Development
Commission, as the governing board of the Agency, pursuant to official action of the governing
bodies thereof and shall be effective for the period of time provided in Section 7.
3
1'- C'1e".;,,: 0,,","'0; Dcrl ..'lJr~a"'L A~rc,'mc~',-AmcnJmcnl' -"grm:,_""'"",,,,] :()I!_l..()).n~.l~ H,unJdl Cf..:F ....grcem"nl.DOC
series of such sales, assignments and the hke that, in the aggregate, result in a disposition
of more than a 49(~;, ll1terest) in this Agreement, the Site or the Automobile Dealership; or
(2) Any total or partial sale, assignment, conveyance, or transfer in any other
mode or fornl, of or with respect to any interest 111 the Participant (or a series of such
sales, assignments and the like that, in the aggregate, result in a disposition of more than a
49%, interest); or
(3) Any merger, consohdation, sale or lease of all or substantially all of the
assets of the PartiCipant (or a senes of such sales, assignments and the like that, in the
aggregate, result in a disposition of more than a 49% interest).
SECTIO:\' 3.
Parties to the A!!reement.
(a) The parties to this Agreement are the Participant and the Agency. The City is not a
party to this Agreement.
(b) The address of the Participant for purposes of this Agreement is 735 Showcase
Drive North, San Bernardino, California 92408. As a condition precedent to the Agency's
obhgations under this Agreement, the Participant shall provide the Agency with satisfactory
cvidence of the legal fornlation and existence of the Participant and the good standing of the
Participant to transact business within the State of California and to occupy, possess and/or hold
title to the Site and the corporate action authorizing the execution of this Agreement by the
persons signing below on behalf of the Participant.
(c) The Agency is a public body, corporate and pohtic, exercising governmental
functions and powers, and organized and existing under the Community Redevelopment Law of
the State of Cahfornia, Health and Safety Code Section 33000, et seq. The Agency's address is
201 North "E" Street, Suite 301, San Bernardino, Cahfornia.
SECTIO:\' 4. Chan!!e in Mana!!ement or Control of the Participant--
.Assi!!nment and Transfer.
(a) The Participant hereby acknowledges that the quahfications and identity of the
Participant are of particular importance to the Agency and that the Agency is relying on the
specific qualifications and identity of the Participant in entering into this Agreement with the
Participant. As a consequence, Transfers are pennitted only as expressly provided in this
Agreement.
(b) Except as expressly pernlitted in this Agreement, the Participant shall not create
or suffer to be made or created, any Transfer, either voluntarily or by operation of law, without
the prior written approval of the Agency, prior to the fifth anniversary of the Opening Date, other
than a Permitted Transfer. The Participant is not required to give the Agency advance notice of a
Pennitted Transfer. Any Transfer made in contravention of this Section 4 shall be voidable at the
3
I' C1encoISCr\'lec, Del'l.!l.h'prcl A~rccmcnl,-AmcnJmcm,Agrm\,-.'vnenJ 2003 03.08.]8 H,undal Pan Agrmr.l DOC
.
.
.
contiguous public right-of-way but is not removed within 72 hours following the time of such
application, the Agency shall have the right to enter the Property and remove the graffiti without
notice to the participant. Any sum expended by the Agency for the removal of such graffiti from
the Property authorized by this Section J I (c) in an amount not to exceed $250.00 per entry by the
Agency, shall become a charge against the Participant's account. If the amount of the charge is
not paid within thirty (30) calendar days after written demand for payment by the Agency to the
Participant, the Agency shall have the right to deduct such charge from the next Employment
Subsidy due to the Participant under the terms of this Agreement.
SECTIO\l12. Covenant of Participant to Pavor Cause to Be Paid Property
Taxes on the Site. The Participant hereby covenants and agrees to payor cause to be paid, prior
to delinquency, all real property, personal property and possessory interest taxes, if any, assessed
against the Site, the Automobile Dealership or the business inventory or operations of the
Participant on the Site. The Participant shall provide the Agency with written evidence of the
paymcnt of all such taxes, upon request of the Agency's Executive Director.
SECTIO;\l13. Oblil!ation to Refrain from Discrimination. The Participant
covcnants and agrees for itself, its successors, assigns and every successor-in-interest to the Site
or the Automobile Dealership or any portion thereof, that there shall be no discrimination against
or segregation of any person, or group of persons, on account of sex, marital status, race, color,
religion, creed, national original or ancestry, in the sale, lease, sublease, transfer, use occupancy,
tenure or enjoyment of the Site or operation of the Automobile Dealership. Further, the
Participant, or any person claiming under or through it, shall not cstablish or pem1it any such
practice or practices of discrimination or segregation with reference to the selection, location,
number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees on the Site or
operation of the Automobile Dealership.
SECTIO:'\ 14. Form of l'Iondiscrimination and :'\onsel!rel!ation Clauses. The
Participant shall refrain from restricting the sale, lease. sublease, rental, transfer, use, occupancy,
tenure or enjoyment of the Site (or any portion thereof) on the basis of sex, marital status, race,
color, religion, creed, ancestry or national original of any person. All such deeds, leases or
contracts pertaining to the Site or the Automobile Dealership shall contain or be subject to
substantially the following nondiscrimination or nonsegregation clauses:
(l) [in deeds]:
"The grantee herein covenants by and for itself, its successors and assigns, and all
persons claiming under or through them, that there shall be no discrimination
against or segregation of, any person or group of persons on account of sex,
marital status, race, color, religion, creed, national origin or ancestry in the sale,
lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein
conveyed, nor shall the grantee 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, use of occupancy of tenants,
9
P .CleflC"1 Sc""c, DCr1 ~\arf"relAgrccmen1,.:\mcndmenl'Agrml,.Ar1lcnd 200} OJ.lIR.IR llyunda, Part Agrmnl DOC
.
.
.
lessees. subtenants, sublessees or \'endees in the land herein conveyed, The
f()regoing co\'enants shall run wi th the land,"
(2) [in leases]:
"The lessee herein covenants by and for itself, its successors and assigns, and all
persons claiming under or through them, and this lease is made and accepted upon
and subject to the following conditions: That there shall be no discrimination
against or segregation of any person or group of persons, on account of sex,
marital status, race, color, religion, creed, national origin or ancestry, in the
leasing. subleasing, renting, transferring. use, occupancy. tenure or enjoyment of
the land herein lease, nor shall lessee itself. or any person claiming under or
through n, establish or permit such practice or practices of discrimination or
segregation with reference to the selection, location, number or occupancy of
tenants. lessees. sub lessees, tenants or vendees in the land herein lease,"
(3) [in material contracts]:
'There shall be no discrimination against or segregation of, any person or group of
persons on account of sex, marital status, race, color, religion, creed, national
origin or ancestry in the sale, lease, sublease, rental, transfer, use, occupancy,
tenure or enjoyment of the land, nor shall the transferee 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,
use or occupancy of tenants, lessees, subtenants, sub lessees or vendees of the
land."
SECTIO"i IS,
[RESERVED - '\0 TEXT. I
SECTIO"i 16, Defaults--GeneraL Failure or delay by a pany to perform any
term or provision of this Agreement constitutes a default under this Agreement. The pany in
default must immediately commence to cure. correct, or remedy such default, and shall diligently
complete such cure, correction or remedy promptly upon receipt of written notice of such default.
The pany claiming that a default or breach exists shall give written notice of default, specifying
the claimed default. Except as required to protect against funher damage, the injured party may
not institute proceedings against the party in default. until thirty (30) days after giving such
notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor
shall it change the time of default.
SECTlO"i 17, Bankruptcy and Insolvency of Participant. If the Participant
files for bankruptcy protection or reorganization or becomes the subject of any proceedings under
the bankruptcy laws of the United States, or the Participant becomes insolyent, or a receiver is
appointed for the Participant under state or federal law, the Participant shall be in material default
of this Agreement
10
1': C1~rLc"1 ~en.,cc, OCpl .\l",gdrCl~"~rccmenl,.Amc~jfTl~nb.A~mlb- ....mend ~1I(J3 .{JJ.(J~.: ~ Hvundal Pan A~mmI.D()C
.
.
.
SECTIO;\l 25. l\'on-LiabiJity of A!!encv Officials or Employees. :\0 member.
official, employee, agent, consultant or attorney of the Agcncy shall be personally liable to the
Participant, or any successor-in-interest of either of them, upon any default or breach by the
Agency or for any amount becoming due to the Participant or to Its successor or on any
obligations arising under this Agreement.
SECTIO;\l 26. A!!encv Ri!!ht to Terminate Upon FiJin!! of Le!!al Challen!!e.
Participant hereby acknowledges that the Agency is a "public entity" and/or a "public agency" as
defined under applicable California law. Therefore, the Agency must satisfy the requirements of
certain California statutes relating to the actions of public entities, including, without limitation.
the California Environmental Quality Act ("CEQA"). Also, as a public body, the Agency's
action in approving this Agreement may be subject to proceedings to invalidate the Agreement.
The Participant hereby assumes the risk of delays and damages that may result to the Participant
from any such third-party legal actions related to the Agency's approval of this Agreement or the
pursuit of aCllvities contemplated by this Agreement, filcd within two hundred fifteen (215) days
of the Agency's formal approval of this Agreement, even in the event that an error, omission or
abuse of discretion by the Agency is detemlined to have occurred. If a third-party files such a
legal action regarding the Agency's approval of this Agreement or the pursuit of activities
contemplated by this Agreement, the Agency may terminate this Agreement on 30 days written
notice to the Participant of the Agency's intent to terminate this Agreement, referencing this
Section 26, without any further obligation to perform the terms of this Agreement or any liability
to the Participant resulting from such termination, unless the Participant unconditionally agrees
to indemnify and defend the Agency against such third-party legal action, as provided herein.
Within 30 days of receipt of the Agency's notice of intent to terminate this Agreement, as
provided in the preceding sentence. the Participant may offer to defend the Agency in the third-
party legal action and pay all of the court costs, attorney fees, monetary awards, sanctions,
attorney fee awards, expert witness and consultant fees, and the expenses of any and all financial
or performance obligations resulting from the disposition of the legal action. Any such offer
from the Participant must be in writing and in a fonn reasonably acceptable to the Agency. If the
Agency accepts such an offer by the Participant, as provided for herein, the Agency shall
reasonably cooperate with the Participant in the defense of the legal action.
SECTIO:\' 27. A!!enev Approvals. Approvals required from the Agency under
this Agreement shall not be unreasonably withheld, conditioned or delayed and approval or
disapproval shall be given within the time set forth in the Schedule of Performance, or as set
forth in this Agreement or, if no specific time is set forth for such approval, within thirty (30)
days. If no disapproval is given within the time stated therefore, the item in question shall
conclusively be deemed approved.
SECTION 28. Indemnification of A!!ency bv Participant. The Participant
hereby agrees to defend, indemnify and hold the Agency, its members, officials, employees,
agents, consultants and attorneys, harmless from and against all damages, judgments, costs,
expenses, and fees including attorney's fees, expert witness and consultant fees and expenses
12
P: ClcflCal Scr"cc~ lkpl~brg"rcIAgrcc",cnh."'menJmcnlsA~rrnb._'1.:ncnd :()()3 ,03-(J~-1 ~ Hyunda, Part Agrmnl.DOC
.
.
.
incurred by the Agency as a result of any alleged or actual act or omission of the Participant in
perfonning its obligations under this Agreement.
SECTION 29. No Partnership or Joint Venture. )\othing in this Agreement.
nor any acts of the parties hereto, shall be deemed or construed by the parties hereto, or by any
third person, to create the relationship of principal and agent. or of partnership, or of joint
venture, or of any association between any of the parties to this Agreement.
SECTION 30. Attornev's Fees. If any party hereto files any action or brings any
action or proceeding against the other arising out of this Agreement, the prevailing party in any
such action or proceeding shall be entitled to recover, as an element of its costs of suit and not as
damages, its reasonable attomey's fees, as determined by the Court in such action or proceeding
or in a separate action or proceeding brought to recover such attomey's fees. For the purposes of
this Agreement. the phrase "reasonable attomey's fees" includes the salary, wages, benefits and
overhead of the City Attomey of the City of San Bemardino and members of his staff.
SECTION 31. Severabilitv. If any clause, sentence or any other portion of this
Agreement becomes invalid, void or unenforceable for any reason, or is held by any court of
competent jurisdiction to be invalid, void or unenforceable, the remaining portions of this
Agreement shall remain in full force and effect, provided the resulting agreement preserves the
material effect of this Agreement.
SECTION 32. Attachments. This Agreement includes 18 pages and one (I)
attachment that constitute the entire understanding and agreement between the parties.
SECTION 33. Amendment of A!!reement. This Agreement may only be
amended, modified. revised or changed by written agreement executed by both of the parties.
SECTIO:\' 34. Date of Execution of A!!reement. The Agreement is dated as of
September 15, 2003, for purposes of reference and convenience. The terms "date of execution of
this Agreement" or "date of this Agreement," and the like, refer to the date on which this
Agreement is approved by the goveming board of the Agency. This Agreement shall be of no
force or effect as against the Agency, until it is formally approved by the Community
Development Commission of the City of San Bemardino.
SECTION 35. Execution. in Counterpart Ori!!inals. This Agreement may be
executed by the parties 111 counterparts and when each such counterpart is delivered by the
panies, this Agreement shall be deemed to be fully executed and in effect.
13
P:''clo,i,,1 Scrne'" [1trl'_~brg~rc[ Apccmcnt,-Arncndmcni,Agrmh-Aml.nd 20ll} OJ-i)~-I~ H.unclaL Pari Agmmlll0C
.
.
.
1:\ WITJ\:ESS WHEREOF, the Agency and the Participant, by and through their duly
authorized represcntati\'es' signatures below, hereby execute this Agreement, as of the dates set
forth below:
PARTICIPAI\T
Imperial Imports Inc.,
A Califomia Corporation
Dated:
By:
Dated:
By:
AGENCY
Rede\'elopment Agency of the
City of San Bemardino
Dated
By:
Executi\'e Director
APPROVED AS TO FORM:
Agency Counsel
14
r Cierlc;,1 Sc" ICe' Dcp: .\1J.rprct Jl.grccmCnll..-\rnendmt'n:,Agnnts-Amend 2003 lJ3.(I~.I~ H)'undaL Part AgrmnlDOC
.
.
.
Attachment "A"
[Description of the Site]
15
P UCrlCol SeT"'';C, [)~rl \ldr~.rct ....pccmcnt>-AmcndmcnIIAgrm(>-A.'1.cnd 200:1 ,1J}.[)~.1 ~ !-Il1md., Part Agrmnl !Joe
'..
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Meeting Date (Date Adopted): )$'-' Is' - C3 Item # e3\ p.- Resolution #
Vote: Ayes /- i.p Nays 0 Abstain .0
Change to motion to amend original documents:
~ pc_I zm3-' 2 f)
.
Absent f)
Reso. # On Attachments: ~ Contract term: -
Note on Resolution of Attachment stored separately: ~
Direct City Clerk to (circle I): PUBLISH, POST, RECORD W/COUNTY
Date Sent to Mayor: <;; -\ c( -u.3
Date of Mayor's Signature: 15' (c, -,y)
Date of Clerk/CDC Signature: S l <i.. Co,''Z
,
!:late Memo/Letter Sent for Signature:
-. --._~--
60 Day Reminder LetterSent on 30th daJ.
90 Day Reminder Letter Sent on 45th day:
See Attached:
See Attached:
See Attached:
Request for Council Action & Staff Report Attached:
Updated Prior Resolutions (Other Than Below):
Updated CITY Personnel Folders (6413, 6429, 6433, 10584, 10585, 12634):
Updated CDC Personnel Folders (5557):
Updated Traffic Folders (3985, 8234, 655, 92.389):
Copies Distributed to:
City Attorney
Parks & Rec.
Code Compliance
Dev. Services
Public Services
Water
Police
Notes:
NulVVoid After: -
By: -
Reso. Log Updated:
Seal Impressed:
,,/'
Date Returned: -
Yes .,/ No By
Yes No v By
Yes No-L By
Yes No .-L By
Yes No 7 By
EDA
/
MIS
Finance
Others:
BEFORE FILING. REVIEW FORM TO ENSURE ANY NOTATIONS MADE HERE ARE TRANSFERRED TO THE
YEARLY RESOLUTION CHRONOLOGICAL LOG FOR FUTURE REFERENCE (Contract Term. etc.)
Ready to File: ~
Date:
Revised 01/12/01
'.
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Meeting Date (Date Adopted): % - \ \( --<'"3 Item # \:'3 \ b Resolution #
Vote: A yes l- (" Nays _C;~ Abstain R
Change to motion to amend original documents:
COQ!ZOc>3'ZS
,
Absent f)
Reso. # On Attachments: /' Contract term: -
Note on Resolution of Attaclunent stored separately: ~
Direct City Clerk to (circle I): PUBLISH, POST, RECORD W/COUNTY
Date Sent to Mayor: '6 - \9 "''' 'S
Date of Mayor's Signature: y- \c1-o3
Date of ClerklCDC Signature: 'd)' -.\ "1-<::>:'
Date Memo/Letter Sent for Signature:
60 Day Reminder Letter Sent on 30th day:
90 Day Reminder Letter Sent on 45th day:
See Attached:
See Attached:
See Attached:
Request for Council Action & Staff Report Attached:
Updated Prior Resolutions (Other Than Below):
Updated CITY Personnel Folders (6413, 6429, 6433,10584,10585,12634):
Updated CDC Personnel Folders (5557):
Updated Traffic Folders (3985, 8234, 655, 92-389):
Copies Distributed to:
City Attorney
Parks & Rec.
NullNoid After: -
By: -
Reso. Log Updated:
Seal Impressed:
v"'--
~---
Date Returned: q - 1'1 ,<'::>?,
Yes/ No Byt
Yes No -L- By
Yes No ./ ;t=
Yes NO~ By
Yes No
Code Compliance Dev. Services EDA / Finance
Police Public Services Water Others:
Notes:
MIS
BEFORE FILING. REVIEW FORM TO ENSURE ANY NOTATIONS MADE HERE ARE TRANSFERRED TO THE
YEARLY RESOLUTION CHRONOLOGICAL LOG FOR FUTURE REFERENCE (Contract Term. etc.)
Ready to File: _
Date:
Revised 01/12/0 I
.
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Meeting Date (Date Adopted): ~-l ;';'().3 Item # g 2, i C Resolution #
Vote: Ayes t _. "" Nays ~ Abstain 0
Change to motion to amend original documents:
?m3. z'\(,
Absent f)
Reso. # On Attaclunents: ~ Contract term: -
Note on Resolution of Attachment stored separately: ~
NulUVoid After: -
Direct City Clerk to (circle 1): PUBLISH, POST, RECORD W/COUNTY
By: -
Date Sent to Mayor:
'". \~ .cc-.>
Reso. Log Updated: ,,/
Seal Impressed: ,./'
Date of Mayor's Signature: <;,.~ \ '\.<::-2,
Date ofClerkJCDC Signature: ,,"ZC:,'<::c":,
Date Memo/Letter Sent for Signature:
~
~
60 Day Reminder Letter Sent on 30th day:
90 Day Reminder Letter Sent on 45th day:
See Attached:
See Attached:
See Attached:
Date Returned:
Request for Council Action & Staff Report Attached: Yes v'
Updated Prior Resolutions (Other Than Below): Yes
Updated CITY Personnel Folders (6413, 6429, 6433, 10584, 10585, 12634): Yes
Updated CDC Personnel Folders (5557): Yes
Updated Traffic Folders (3985, 8234, 655, 92-389): Yes
No By ~
No..L..- By~
NO-L- By.1...-
No P ;Cy
No/ B
- -
Copies Distributed to:
City Attorney /
Parks & Rec.
Code Compliance Dev. Services
Police Public Services Water
EDA
,/'
Finance
MIS
Others:
Notes:
BEFORE FILING, REVIEW FORM TO ENSURE ANY NOTATIONS MADE HERE ARE TRANSFERRED TO THE
YEARLY RESOLUTION CHRONOLOGICAL LOG FOR FUTURE REFERENCE (Contract Term. etc.)
Ready to File: ~
Date:
Revised 01/12/01