HomeMy WebLinkAboutR31-Economic Development Agency
ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM:
Maggie Pacheco
Deputy Director
SUBJECT:
ORIGINAL
J. R. WATSON & ASSOCIATES
DEVELOPMENT CO., INC.
RESIDENTIAL PROPOSAL (147-ACRE
DEVELOPMENT NORTH OF
DATE: September 26,2003 FOOTHILL DRIVE, EAST OF
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Synopsis ofPreyious Commission/Council/Committee Action(s):
On August 21, 2003, Redevelopment Committee Members 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):
(Mayor and Common Council)
MOTION A: RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO ("AGENCY") TO ENTER INTO A 2003 REDEVELOPMENT PROJECT STUDY
AGREEMENT FOR PROPERTY ACQUISITION AND REDEVELOPMENT ASSISTANCE WITH
J. R. WATSON & ASSOCIATES DEVELOPMENT CO., INC. RELATED TO PROPERTY OWNED
BY THE CITY OF SAN BERNARDINO ("CITY") AND THE AGENCY NORTH OF FOOTHILL
DRIVE, EAST OF STERLING AVENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
(Community Deyelopment Commission)
MOTION B: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
EXECUTE THE 2003 REDEVELOPMENT PROJECT STUDY AGREEMENT FOR PROPERTY
ACQUISITION AND REDEVELOPMENT ASSISTANCE WITH J. R. WATSON & ASSOCIATES
DEVELOPMENT CO., INe. RELATED TO PROPERTY OWNED BY THE CITY OF SAN
BERNARDINO ("CITY") AND THE AGENCY NORTH OF FOOTHILL DRIVE, EAST OF
STERLING AVENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
Contact Person(s):
Maggie Pacheco
Phone:
(909) 663-1044
4th
Proj eet Area( s)
N/A
Ward(s):
Supporting Data Attached: Ii'! Staff Report Ii'! Resolution(s) Ii'! Agreement(s)/Contract(s) Ii'! Map(s) 0 Letters
FUNDING REQUIREMENTS Amount: $
-0-
Source:
N/A
SIGNATURE(
Budget Authority: N/ A
Yvl(j)~ fn?~
prv) Gary Van Osdel, Executive Director Maggie Pacheco, Deputy Director
Commission/Council Notes:
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P:\AgcndasIComm Dev CommissionlCDC 2003\0).10.06 Watson Proposal CDC Jlcm.doc COMMISSION MEETING AGENDA
Meeting Date: 10/06/2003
Agenda Item Number: ~.!JJ
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ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
_____________________..n..________________d_._________________....._________________________________________n_..________________________..._.___________________________________________________
J. R. Watson & Associates Development Co.. Inc. Residential Proposal
(147-Acre Development North of Foothill Drive. East of Sterlinl! Avenue - "West Ridl!e")
BACKGROUND/CURRENT ISSUE:
On January 6, 2003, the Mayor and Common Council and Community Development Commission
authorized Agency and Water Department Staff to solicit proposals for purchase and development of
Agency and City property located north of Foothill Drive and east of Sterling Avenue. The City's
property (APN 0155-361-25) consists of 136.40 acres and the Agency property (APN 0155-381-45)
consists of8.12 acres for a total of 144.52 acres (the "Site"). In February 2003, Agency Staff had the
properties surveyed, remapped and appraised. The appraised value of the City property is $955,000
and the appraised value of the Agency property is $203,000 (total value is $1,158,000).
On May 8, 2003, Requests for Proposals (RFP) were mailed to 30 residential developers and
interested parties, and on July 3, 2003, the Agency received two proposals. On July 14, 2003, the two
developers made presentations and were interviewed by a panel comprised of Agency, City Staff and
Council Member Derry. The panel agreed that J. R. Watson & Associates Development Co., Inc.
("Watson") had the most favorable proposal because they met or exceeded the RFP parameters as
noted herein. The Watson proposal includes development of 107 single-family detached homes
together with various on- and off-site improvements. Their proposal included $1,050,000 which is
proposed to be used to develop a superior amenity package, such as recreation, open and natural
space (approximately 30% of the Site), two (2) parks, walking and biking trails. Watson also
proposed to provide a $50,000 education grant specifically earmarked to upgrade local public school
test scores ("Project"). Their proposal included paying $1,200,000 for the land and was a firm
commitment without any contingencies. This is in excess of the appraised value and the minimum
bid of$I,158,000 noted in the RFP.
Watson has been in business for 25 years and has built over 40 major residential and commercial
projects. They were recently approved by the Community Development Commission to develop a
residential development of 117 acres of land owned by the City at the northwest corner of University
Parkway and Northpark Boulevard, in the Verdemont area.
On July 21, 2003, the Mayor and Common Council and Community Development Commission
authorized negotiations with Watson.
Consequently, it is recommended that the Mayor and Common Council and the Community
Development Commission authorize the Agency to enter into the attached 2003 Redevelopment
Project Study Agreement for Property Acquisition and Redevelopment Assistance ("Agreement").
The Agreement will allow Watson, for a period of not more than nine months from the date the
Agreement is approved ("Negotiation Period"), to study the development feasibility and commence
securing the necessary land use entitlements for the Project. During the Negotiation Period, Watson
will undertake all analysis at their sole cost and expense. In addition, during the Negotiation Period
___________u________________________.________________.__------------.-.-----------------------..-----------------------....-.-----------------------------------..-.----------------------------.
P:\Agelldas\Comrn Dev Commission\CDC 2003\03-10-06 Watson Proposal CDC Itemdoc
COMMISSION MEETING AGENDA
Meeting Date: 10/06/2003
Agenda Item Number:
R3/
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Economic Development Agency Staff Report
J. R. Watson & Associates Development Co., Inc. Proposal
Page 2
and thereafter, the Agency and Watson will finalize the details of the Disposition and Development
Agreement CDDA") so that at such point as CEQA compliance is obtained, the DDA may be
presented to the Mayor and Common Council and Community Development Commission for
consideration and approval.
ENVIRONMENT AL IMPACT:
The proposed Study Agreement is exempt from CEQA. However, the consideration of the final form
of any proposed DDA will be subject to full CEQA review.
FISCAL IMPACT:
Watson will advance all funds during the study and feasibility period associated with the proposed
Agreement.
RECOMMENDATION:
That the Community Development Commission and Mayor and Common Council adopt the attached
Resolutions.
/vl?~
Maggie Pacheco, Deputy Director
__~______d___________'''___________''___________________________________________.____________________________.__________________________________________________________________n___n______.
P:\Agendas\Conun Dev Commission\CDC 2003\03-10-06 Watson Proposal CDC Item.doc
COMMISSION MEETING AGENDA
Meeting Date: 10/06/2003
Agenda Item Number: 1<...,1 J
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RESOL~~.~Y
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO AUTHORIZING THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
ENTER INTO A 2003 REDEVELOPMENT PROJECT STUDY
AGREEMENT FOR PROPERTY ACQUISITION AND
REDEVELOPMENT ASSISTANCE WITH J. R. WATSON &
ASSOCIATES DEVELOPMENT CO., INC. RELATED TO PROPERTY
OWNED BY THE CITY OF SAN BERNARDINO ("CITY") AND THE
AGENCY NORTH OF FOOTHILL DRIVE, EAST OF STERLING
A VENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
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WHEREAS, the City of San Bernardino, California (the "City") is a municipal
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corporation and charter city, duly organized and existing pursuant to the provisions of the
constitution of the State of California; and
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WHEREAS, the City is the current owner of that certain real property consisting of
approximately 136 acres located north of Foothill Drive and east of Sterling Avenue, APN
0155-361-55, in the City of San Bernardino (the "Property"); and
WHEREAS, the City is currently conducting analysis as to whether the Property is
necessary for the City's use; and
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WHEREAS, subject to a final determination by the City as to the necessity of retaining
ownership of the Property for municipal purposes, the City desires to consider the disposition of
the Property to the Redevelopment Agency of the City of San Bernardino (the "Agency")
pursuant to the provisions of the Charter of the City and the provisions of the Municipal Code,
including without limitation Section 2.65.050; and
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WHEREAS, an MAl appraisal of the Property has been conducted by Smothers
Appraisal (the "Appraiser") and the fair market value of the Property is Nine Hundred Fifty-
Five Thousand Dollars ($955,000); and
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WHEREAS, the Agency owns the parcel of land adjacent to the Property, comprised of
approximately 8 acres (APN 0155-381-45) (the "Site") and the Site has been appraised by the
Appraiser at $203,000, and the Agency is prepared to initiate studies for the redevelopment of
the Property and the Site for residential development purposes; and
WHEREAS, the Agency through a "Request for Proposals" (RFP) process has
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determined that it is appropriate for the Agency to enter into a redevelopment project study
agreement for property acquisition and redevelopment assistance with 1. R. Watson &
Associates Development Co., Inc. ("Developer") to coordinate the mutual feasibility
assessment, development planning and consideration of the purchase and sale and
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redevelopment by the Developer of the Site and the Property subject to final action by the City
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with respect to the Property; and
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WHEREAS, it is anticipated that the Site and the Property may be developed with
approximately 107 residential dwelling units, together with related on- and off-site
improvements (the "Project"); and
WHEREAS, in accordance with the provisions of the California Environmental Quality
Act (CEQA), a redevelopment study agreement is exempt from the provisions ofCEQA; and
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WHEREAS, the Mayor and Common Council consent to the Agency entering into the
Agreement with the Developer for purposes of studying the development feasibility of the Site
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and the Property.
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NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED
BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, AS
FOLLOWS:
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Section 1.
The Mayor and Common Council hereby authorize and approve the
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Agency entering into an Agreement with the Developer in the form as presented at the meeting
at which this Resolution is adopted and concur that the Agency Executive Director should
execute the Agreement on behalf of the Agency in accordance with the direction and approval
of the Community Development Commission.
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Section 2.
Nothing in this Resolution shall be deemed to be a determination by the
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City that the Property, or any portion thereof, is surplus to the municipal needs and
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requirements of the City
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Secti on 3.
This Resolution shall take effect upon its adoption and execution in the
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A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO AUTHORIZING THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
ENTER INTO A 2003 REDEVELOPMENT PROJECT STUDY
AGREEMENT FOR PROPERTY ACQUISITION AND
REDEVELOPMENT ASSISTANCE WITH J. R. WATSON &
ASSOCIATES DEVELOPMENT CO., INC. RELATED TO PROPERTY
OWNED BY THE CITY OF SAN BERNARDINO ("CITY") AND THE
AGENCY NORTH OF FOOTHILL DRIVE, EAST OF STERLING
A VENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
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
, 2003, by the following vote to wit:
Council Members:
Abstain
Absent
Aves
Navs
ESTRADA
LONGVILLE
MCGINNIS
DERRY
SUAREZ
ANDERSON
MC CAMMACK
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Rachel G. Clark, City Clerk
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The foregoing resolution is hereby approved this
day of
,2003.
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Judith Valles, Mayor
City of San Bernardino
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Approved as to form and Legal Content:
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CCQ)\P1
RESOLUTION NO.
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A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING
AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE THE 2003 REDEVELOPMENT PROJECT
STUDY AGREEMENT FOR PROPERTY ACQUISITION AND
REDEVELOPMENT ASSISTANCE WITH J. R. WATSON &
ASSOCIATES DEVELOPMENT CO., INC. RELATED TO PROPERTY
OWNED BY THE CITY OF SAN BERNARDINO ("CITY") AND THE
AGENCY NORTH OF FOOTHILL DRIVE, EAST OF STERLING
A VENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
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WHEREAS, the City of San Bernardino (the "City") is the current owner of that certain
real property consisting of approximately 136 acres located north of Foothill Drive and east of
Sterling Avenue, APN 0155-361-55, in the City of San Bernardino (the "Property"); and
WHEREAS, the City is currently conducting analysis as to whether the Property is
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necessary for the City's use; and
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WHEREAS, subject to a final determination by the City as to the necessity of retaining
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ownership ofthe Property for municipal purposes, the City desires to consider the disposition of
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the Property to the Redevelopment Agency of the City of San Bernardino (the "Agency")
pursuant to the provisions of the Charter of the City and the provisions of the Municipal Code,
including without limitation Section 2.65.050; and
WHEREAS, an MAl appraisal of the Property has been conducted by Smothers
Appraisal (the "Appraiser") and the fair market value of the Property is Nine Hundred Fifty-
Five Thousand Dollars ($955,000); and
WHEREAS, the Redevelopment Agency of the City of San Bernardino ("Agency") is
prepared to acquire the Property from the City pursuant to Health & Safety Code Section
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33396; and
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WHEREAS, the Agency owns the parcel of land adjacent to the Property, comprised of
approximately 8 acres (APN 0155-381-45) (the "Site") and the Site has been appraised by the
Appraiser at $203,000, and the City and Agency desire to dispose of the Property and the Site
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for residential development purposes; and
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WHEREAS, the Agency through a "Request for Proposals" (RFP) process has
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determined that it is appropriate for the Agency to enter into a redevelopment project study
agreement for property acquisition and redevelopment assistance ("Agreement") with J. R.
Watson & Associates Development Co., Inc. ("Developer") to coordinate the mutual feasibility
assessment, development planning and consideration of the purchase and sale and
redevelopment by the Developer of the Site and the Property subject to final action by the City
with respect to the Property; and
WHEREAS, it is anticipated that the Site and the Property may be developed with
approximately 107 residential dwelling units, together with related on- and off-site
improvements (the "Project"); and
WHEREAS, in accordance with the provisions of the California Environmental Quality
Act (CEQA), a redevelopment study agreement is exempt from the provisions of CEQA.
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NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
FOLLOWS:
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Section I.
The Community Development Commission hereby authorizes and
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approves the Agreement by and between the Agency and Developer in the form as presented at
the meeting of the Commission at which this Resolution is adopted and hereby authorizes the
Executive Director to execute the Agreement on behalf of the Agency together with such
technical and conforming changes as recommended by the Executive Director and approved by
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the City Attorney.
Section 2.
The Resolution shall become effective immediately upon its adoption.
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A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING
AND AUTHORIZING THE EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE THE 2003 REDEVELOPMENT PROJECT
STUDY AGREEMENT FOR PROPERTY ACQUISITION AND
REDEVELOPMENT ASSISTANCE WITH J. R. WATSON &
ASSOCIATES DEVELOPMENT CO., INC. RELATED TO PROPERTY
OWNED BY THE CITY OF SAN BERNARDINO ("CITY") AND THE
AGENCY NORTH OF FOOTHILL DRIVE, EAST OF STERLING
A VENUE - WEST RIDGE RESIDENTIAL DEVELOPMENT
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
, 2003, by the following vote to wit:
Commission Members:
Abstain
Aves
Navs
Absent
ESTRADA
LONGVILLE
MCGINNIS
DERRY
SUAREZ
ANDERSON
MC CAMMACK
Secretary
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The foregoing resolution is hereby approved this
day of
,2003.
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Judith Valles, Chairperson
Community Development Commission
of the City of San Bernardino
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By:
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THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
2003
REDEVELOPMENT PROJECT STUDY AGRE~MENT FOR
PROPERTY ACQUISITION AND REDEVELOPMENT ASSISTANCE
(J. R. Watson & Associates Development Co., Inc. - West Ridge)
THIS 2003 REDEVELOPMENT PROJECT STUDY AGREEMENT FOR PROPERTY
ACQUISITION AND REDEVELOPMENT ASSISTANCE (this "Agreement") is dated as of
, 2003 and is entered into by and between J. R. Watson & Associates
Development Co., Inc., a California corporation (the "Developer"), and the Redevelopment
Agency of the City of San Bernardino, a body corporate and politic (the "Agency"), to coordinate
the mutual feasibility assessment, development planning and consideration of the purchase and
sale and redevelopment of certain real property. A portion of such property (136.4 acres) is
presently owned by the City of San Bernardino (the "City") and another portion of such property
(8.12 acres) is presently owned by the Agency. The subject property includes in the aggregate
approximately 144.52 acres of land and is generally situated north of Foothill Drive and east of
Sterling A venue in the City of San Bernardino. The subject property is more specifically
described in the legal description and vicinity map attached hereto as Exhibit "A" and
incorporated herein by this reference (the "Property"). It is anticipated that if the Developer
acquires the Property, the Property will be developed with approximately 107 residential
dwelling units, together with related on and off-site improvements (the "Project").
NOW THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND
PROMISES SET FORTH HEREIN, THE DEVELOPER AND THE AGENCY HEREBY
AGREE, AS FOLLOWS:
I. Developer Acknowledgments.
a. The Developer hereby acknowledges and agrees that no provision of this
Agreement shall be deemed to be an offer by the City or the Agency or an acceptance by the City
or the Agency of any offer or proposal from the Developer to convey any interest in the Property,
or a portion thereof, to the Developer. Any studies relating to the Property or the Project (as
defined herein) that may be undertaken by the Developer, in its discretion shall be the sole
responsibility of the Developer and shall not be deemed to be undertaken for the benefit of the
City or the Agency.
b. The City is not a party to this Agreement.
c. The qualifications and identity of the Developer and its principals are of
particular concern to the Agency. The Agency has relied on these qualifications and identity in
entering into this Agreement with the Developer. During the term of this Agreement, no
voluntary or involuntary successor-in-interest of the Developer shall acquire any rights or powers
under this Agreement. The Developer shall not assign all or any part of this Agreement or any
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rights hereunder, without the prior written approval of the Agency Executive Director, which the
Agency Executive Director may grant or refuse in his or her sole and absolute discretion. The
Developer shall promptly notify the Agency in writing of any and all changes whatsoever in the
identity of the business entities and individuals either comprising or in control of the Developer,
as well as any and all changes in the interest or the degree of control of the Developer by any
such party, of which information the Developer or any of its partners or officers have been
notified or may otherwise have knowledge or information. Upon the occurrence of any
significant or material change, whether voluntary or involuntary, in membership, ownership,
management or control of the Developer (other than such changes occasioned by the death or
incapacity of any individual) that has not been approved in writing by the Agency Executive
Director, prior to the time of such change, the Agency may terminate this Agreement by serving
written notice of such termination, referencing this section, on the Developer.
2. Term of Agreement.
a. The rights and duties of the parties established by this Agreement
following the approval of this Agreement by the governing body of the Agency and the
acceptance of this Agreement by the Developer, as provided in Section 17 (the "Effective Date").
Following its Effective Date, this Agreement will continue in effect for a maximum time period
set forth in Section 2.c.
b. Prior to the date of this Agreement, Developer has completed the
following study items and has determined that the Project is feasible and Developer and the
Agency are now prepared to proceed to negotiate the form of a document entitled "Disposition
and Development Agreement (WEST RIDGE)" with respect to the Property (the "Property
DDA") for submission to the governing board of the Agency for final approval:
(I) a financial feasibility study/analysis for the development of the
Project has been completed by the Developer. Such financial feasibility analysis includes the
assumption by the Developer (in response to the Agency's prior written request for qualifications
of persons interested in the purchase of the Property) that the purchase price payable for the
Property shall be an amount not less than $1,158,000;
(2) a proposed conceptual development plan for the Project on the
Property, attached hereto as Exhibit "B" and incorporated by this reference.
c. This Agreement shall automatically terminate, without further notice or
action, and be of no further force or effect on the last day of the ninth calendar (9th) month
following the calendar month in which Effective Date occurs, unless prior to that time:
(I) the Developer delivers its written notice to the Agency suspending
its obligation to complete any of its studies and investigations relating to the Property and the
Project whereupon this Agreement shall terminate and the parties shall be mutually released
from any further obligation arising under this Agreement; or
(2) the City delivers to the Executive Director of the Agency its
written notice withdrawing the City-owned portion of the Property from consideration for
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disposition as surplus lands of the City, whereupon this Agreement shall terminate and the
e parties shall be mutually released from any further obligation airing under this Agreement; or
(3) the parties execute the Property DDA for a specific program of
disposition and redevelopment of the Property to be undertaken by the Developer, including
other relevant community redevelopment covenants acceptable to the Agency and such other
terms and conditions mutually acceptable to the parties, in which case this Agreement will
terminate on the effective date of such Property DDA; or
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(4) the parties each agree to extend the term of this Agreement to a
specific date, subject to the Agency first making a finding that satisfactory progress is being
made to complete the activities to be performed by the Developer set forth in Section 2.d., as
determined in the sole and absolute discretion of the Agency Executive Director.
d. The initial term of this Agreement (and all extensions of time approved by
the Agency) is referred to in this Agreement as the "Negotiation Period."
e. During the Negotiation Period the Developer shall further identify the
scope of the development project to be undertaken by the Developer on the Property, including
the purchase of the Property from the Agency, subject to the completion of the appropriate
findings by the City in its sole discretion, that certain portion of the Property as presently owned
by the City are surplus to the municipal needs of the City. Promptly following the Effective Date
the Developer shall commence preparation of preliminary engineering drawings and site plans
for the development project it proposes for the Property, prepare subdivision maps, initiate the
indicated entitlement process with the City and the Planning Commission, including the
preparation of the necessary environmental documentation required under the California
Environmental Quality Act ("CEQA") for the approval of such project by the City and
commence the preparation of the Initial Study to be completed and approved for purposes of
such CEQA review, by the City. Such CEQA documents prepared by the City shall be relied
upon by the Agency (subject to final certification by the City) at the time of the consideration by
the Agency of the final form of the Property DDA. During the Negotiation Period the parties
shall proceed to prepare and negotiate the proposed form of the Property DDA.
Within one hundred twenty (120) days following the Effective Date, the
Developer shall prepare and deliver to the Agency a base map of the Property (prepared to scale
with suitable monumentation or land survey references).
Provided the Developer and the Executive Director of the Agency are satisfied
with the proposed form of the Project DDA, such document shall be presented to the Agency at a
noticed public hearing for final consideration and approval, together with the necessary CEQA
documentation, to allow the Agency to consider the approval of the final form of the Property
DDA.
3. The Proiect. A conceptual description of the "Project," as this term is used in this
Agreement, is set forth in Exhibit "8." The description of functional elements of the Project is
subject to further refinement and iteration by the Developer and the Agency as part of the studies
and evaluations of the Property which the Developer may hereafte~ undertake. The Developer
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shall take all reasonable action, at the Developer's sole cost and expense, as necessary or
convenient in the discretion for determining the feasibility of the redevelopment ofthe Project on
the Property.
4. Obligations of the Developer. During the Negotiation Period, the Developer shall
proceed diligently and in good faith to:
(I) review and provide comments on draft versions of the Property DDA and,
if acceptable to the Developer in its sole discretion, submit an executed copy of the final form of
the Property DDA to the Agency Executive Director prior to the end of the Negotiation Period;
(2) keep the Agency advised on the progress of the Developer in completing
its obligations under this Agreement, on a regular basis or as requested by Agency staff;
(3) pay all fees and expenses for engineers, architects, financial consultants,
attorneys, planning and other consultants and contractors as required for the Developer to
perform the Developer's obligations under this Agreement. The Agency shall not be obligated to
payor reimburse any costs or fees incurred by the Developer to perform the Developer's
obligations under this Agreement, whether or not any of the indicated work of the Developer's
studies may be suspended or this Agreement is terminated prior to the end of the Negotiation
Period.
5. Agency Not To Neg.otiate With Others.
a. Subject to the City taking final action with respect to a determination that
the portion of the Property currently owned by the City is surplus lands to the municipal needs of
the City, the Agency, currently, deems the disposition and redevelopment of the Property to be
necessary and the Developer appears to be well qualified to undertake the task of planning the
details of the sale of the Property by the Agency to the Developer and the redevelopment of the
Project on the Property in a manner compatible with the objectives of the Agency's and City's
goals.
b. During the Negotiation Period, the Agency shall not negotiate with any
other person or entity regarding either the disposition of the Property or the redevelopment of the
Project on the Property. The term "negotiate", as used herein, shall be deemed to preclude the
Agency from accepting any other offer or proposal from a third party to either acquire any
interest in the Property (in whole or in part) or redevelop the Property, and from discussing other
redevelopment proposals for the Property with third persons or entities; provided, however, any
person may submit and the Agency may consider any proposal for the disposition and/or
redevelopment of any lands adjacent to the Property.
c. Notwithstanding any other provision of this Agreement, during the
Negotiation Period, the Agency shall not be precluded from furnishing to persons or entities
unrelated to the Developer information in the possession of the Agency relating to the
redevelopment of any other land owned or controlled by the Agency in close proximity to the
Property. The Agency may also provide any other information in its possession that would
customarily be furnished to persons requesting information from the Agency concerning its
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activities, goals, and matters of a similar nature or as required by law to be disclosed, upon
request.
6. Agencv Cooperation. During the Negotiation Period, the Agency shall use its
best efforts to:
a. Assemble, at the request and sole expense of the Developer, written
materials and documents relating to the Property that are in the possession of the Agency. The
Agency shall also provide appropriate comment to the Developer with respect to one or more
conceptual development plans, as may be proposed by the Developer for the Project, and the
redevelopment of the Property, including, but not limited to, conceptual plans or studies of
vacation, relocation, realignment or abandonment of public property and facilities, the
installation and improvement of public improvements and environmental evaluation of the
Project.
b. Subject to the approval of the City with respect to such portion of the
Property owned by the City, provide the Developer with limited access to the Property, during
the Negotiation Period, for the purpose of conducting customary due diligence investigations
thereon, including environmental investigations of the subsurface or any structure thereon,
subject to the terms and conditions of a separate environmental investigation and inspection
license agreement to be agreed upon by the Agency and the Developer, at some later date, if
applicable.
.
7. Negotiation of Propertv DDA. During the Negotiation Period, the Agency and
the Developer shall negotiate diligently and in good faith to prepare and enter into the Property
DDA. Both of the parties shall exercise best efforts to complete discussions relating to the final
terms and conditions of the Property DDA and such other matters, as may be mutually
acceptable to the parties for the redevelopment of the Project on the Property, prior to the
expiration of the Negotiation Period.
8. Consideration for this Agreement and Reservation of Rights. In consideration for
the Agency's entering into this Agreement, the Developer will undertake its obligations under
this Agreement and provide the Agency with copies of all studies and reports and other
information generated by the Developer or its consultants regarding the Project or the Property.
The parties agree that, if this Agreement terminates for any reason, if the Agency fails to extend
the Negotiation Period, if the City fails to approve any related aspect of the Project on terms
acceptable to the developer or if the Property DDA is not finally approved by the Agency, for
any reason, neither party shall be under any further obligation to the other regarding the
disposition, acquisition, reuse, redevelopment or development of the Project or the Property and
upon the termination of this Agreement the Developer and the Agency shall be mutually released
and discharged from any further obligation arising hereunder.
.
9. Planning and Design - Related Acknowledgments of the Parties. Certain
development standards and design controls for the Project may be established between the
Developer and the Agency in negotiation of or in the final form of the Property DDA, but it is
understood by both parties that the Project and the redevelopment of the Property must also
conform to City of San Bernardino development, design and architectural standards. The
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.
.
Agency shall fully cooperate with the Developer's professional associates in providing
information and assistance in connection with the Developer's preparation of drawings, plans and
specifications. Nothing in this Agreement shall be considered to be the approval of any plans or
specifications for the Project by either the Agency or the City. The Developer hereby
acknowledges and agrees that nothing in this Agreement shall be deemed to abridge or waive the
discretionary power of the City, and its boards and commissions, under applicable law to
approve, conditionally approve or reject the approval of the Project, or the disposition of the
portion of the Property currently owned by the City to the Agency for disposition to the
Developer under any such Property DDA.
10. Developer Financial Disclosures. The Developer acknowledges that it may be
requested to make certain confidential financial disclosures to the Agency, its staff or legal
counsel, as part of the financial due diligence investigations of the Agency relating to the
potential disposition of the Property to the Developer. The parties recognize that such financial
disclosures may contain sensitive information relating to other business transactions of the
Developer, that the disclosure of such information to third parties could impose commercially
unreasonable and/or anti-competitive burdens on the Developer and, correspondingly, diminish
the value or fiscal benefit that may accrue to the Agency upon the disposition of the Property to
the Developer, if terms for such disposition are mutually agreed upon. Accordingly, the Agency
agrees to maintain the confidentiality of any business records described in Government Code
Section 6254.15, as may be provided by the Developer to the Agency or its consultants, to the
maximum extent permitted by law. The Agency shall not provide a copy of any business record
protected from disclosure under Government Code Section 6254.15 to a third party, unless the
Developer first consents to such disclosure in writing or, unless a court of competent jurisdiction
compels disclosure.
II. Developer Acquires No Interest in Real Propertv or in the Propertv from the
Agencv. The Developer hereby acknowledges that it has not acquired and will not acquire, by
virtue of the terms of this Agreement, any legal or equitable interest in the Property or in any
other real or personal property from the Agency.
12. Nondiscrimination. The Developer shall not discriminate against nor segregate
any person or group of persons on account of race, color, creed, religion, sex, marital status,
handicap, national origin or ancestry in undertaking its obligations under this Agreement.
13. Compliance with Law. The Developer acknowledges that if mutually agreeable
terms are established the provisions of the Property DDA will likely mandate the Developer
(among other things) to carry out the construction of certain improvements in conformity with all
applicable laws, including all applicable planning and zoning laws, environmental planning and
safety laws and federal and state labor and wage laws.
14. Required Approvals. No Property DDA between the parties shall have any force
or effect nor shall the Agency be deemed to be a party to any agreement for the disposition of
real or personal property to the Developer, until the terms and conditions of the Property DDA
are considered and approved by the governing body of the Agency, following the conclusion of a
public hearing, as required by law.
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15. Press Releases. The Developer agrees to discuss any press releases it may
propose relating to the Property with the Agency Executive Director or his/her designee, prior to
publication, to assure accuracy and consistency of the information.
16. Notices. All notices required hereunder shall be presented in person or delivered
by a nationally recognized overnight courier or shall be sent by FAX or by first class United
States mail, postage prepaid, return receipt requested. Each such notice shall be deemed
received and effective (i) if by personal delivery or delivery by overnight courier, upon such
delivery; (ii) if given by FAX, when such FAX is transmitted to the FAX number specified
below; and (iii) if given by mail, 72 hours after deposit thereof in the United States mail
addressed as set forth below. Either party may change its address for receipt of notice by
noti fying the other party in writing.
TO DEVELOPER:
J. R. Watson & Associates Development Co. Inc.
101 Main Street, Suite A
Seal Beach, California 90740
Attn: James R. Watson
Telephone: (562) 430-0503
FAX: (562) 493-5860
TO AGENCY:
Redevelopment Agency of the
City of San Bernardino
201 North "E" Street, Suite 301
San Bernardino, California 92401
Attn: Gary Van Osdel, Executive Director
Telephone: (909) 663-1044
FAX: (909) 888-9413
17. Acceptance of Agreement bv the Developer. The Developer shall acknowledge
its acceptance of this Agreement by delivering to the Executive Director of the Agency on or
before the fifth (5th) calendar day following the approval of this Agreement by the governing
body of the Agency, three (3) counterpart executed copies of this Agreement signed by the
authorized officers of the Developer.
18. Authoritv. Each signatory to this Agreement represents and warrants that he or
she has the authority to execute this Agreement on behalf of the principal whom he or she
purports to represent.
19. Disputes. If a dispute arises between the parties to this Agreement, the parties
hereto agree to use the following procedure to resolve such dispute, prior to pursuing other legal
remedies:
a. A meeting shall be held promptly between the parties that will be attended
by executive-level individuals representing each of the parties hereto, who will attempt in good
faith to negotiate a resolution of the dispute.
b.
above, they may:
If the parties are unsuccessful in resolving the dispute under subsection a,
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(I)
the Agency so agree); or
agree to submit the matter to mediation (if both the Developer and
(2) initiate litigation.
c. If any party should bring an action against the other to enforce the terms of
this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys' fees and
costs, as determined by a court of competent jurisdiction in said proceeding. The costs, salary
and expenses of the City Attorney and lawyers employed by the Office of City Attorney to
enforce this Agreement on behalf of the Agency shall be considered as "attorney's fees" for the
purpose of the paragraph.
20. Default. If a party fails to fulfill any material obligation of this Agreement, the
other party may give written notice to that party of such failure and, if that party fails to remedy
such failure within ten (10) calendar days of receipt of such notice, the notifying party may
terminate this Agreement by a second written notice and/or pursue whatever other legal or
equitable remedies are available.
21. Governing Law; Venue. The parties hereto acknowledge that this Agreement has
been negotiated and entered into in California. The parties hereto expressly agree that this
Agreement shall be governed by, interpreted under, and construed and enforced in accordance
with the laws of the State of California. Further, the parties to this Agreement hereby agree that
any legal actions arising from this Agreement shall be filed in California Superior Court, in the
Court of San Bernardino, Central District.
22. Partial Invalidity. If any term, provision or portion of this Agreement or the
application thereof to any person or circumstance shall, to any extent, be invalid or
unenforceable, the remainder of this Agreement, or the application of such term or provision or
portion thereof to persons or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby, and each such term and provision of this Agreement
shall be valid and enforced to the fullest extent permitted by law.
23. No Intent to Create Third Partv Beneficiaries. The parties intend that the rights
and obligations under this Agreement shall benefit and burden only the parties hereto, and do not
intend to create any rights in, or right of action to or for the use or benefit of any third party,
including any governmental agency, who is not one of the parties to this Agreement.
24. Waivers. No waiver of any breach of any covenant or provision herein contained
shall be deemed a waiver of any preceding or succeeding breach thereof, or of any other
covenant or provision herein contained. No extension of the time for performance of any
obligation or act to be performed herein shall not be deemed to be an extension of the time for
performance of any other obligation or act to be performed under this Agreement.
25. Separate Proiect Study Agreements With the City. The Developer may enter into
one or more separate study or cost sharing agreements with the City relating to the Project and
any such agreement by and between the Developer and the City may provide for the Developer
P:IClerical Services Dept\Margarcl\Agret:men1!i-Amendmcnts\Agrnus-Amend 2003\03-I0.()6 Watson RPS.doc
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to pay for certain costs or reimburse the City for certain expenses as may be set forth in such
agreement. In the event that the Developer or the City may incur any obligation or liability
under such an agreement with respect to the Property or the Project, the termination of this
Agreement shall not affect the rights and duties of the City and the Developer under any such
separate agreement.
26. Entire Agreement. This Agreement (including all Exhibits attached hereto) is the
final expression of, and contains the entire agreement between, the parties with respect to the
subject matter hereof and supersedes all prior understandings with respect thereto. This
Agreement may not be modified, changed, supplemented or terminated, nor may any obligations
hereunder be waived, except by written instrument signed by the party to be charged or by its
agent duly authorized in writing or as otherwise expressly permitted herein. This Agreement
may be executed in one or more counterparts, each of which shall be an original, and all of which
together shall constitute a single instrument.
27. Time of Essence. Time is strictly of the essence with respect to each and every
term, condition, obligation and provision hereof and that failure to timely perform any of the
terms, conditions, obligations or provisions hereof by either party shall constitute a material
breach of and a non-curable (but waivable) default under this Agreement by the party so failing
to perform.
28. Construction. Headings at the beginning of each section, paragraph and
subparagraph are solely for the convenience of the parties and are not a part of this Agreement.
Whenever required by the context ofthis Agreement, the singular shall include the plural and the
masculine shall include the feminine and vice versa. This Agreement shall not be construed as if
it had been prepared by one of the parties, but rather as if both parties had prepared the same.
Unless otherwise indicated, all references to sections are to this Agreement. All exhibits referred
to in this Agreement are attached hereto and incorporated herein by this reference.
(signature page to follow)
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IN WITNESS WHEREOF, J. R. Watson & Associates Development Co. Inc., and the
Redevelopment Agency of the City of San Bernardino execute this 2003 Redevelopment Project
Study Agreement for Property Acquisition and Redevelopment Assistance on the dates indicated
next to each of the signatures of their authorized representatives as appear below.
DEVELOPER
J. R. Watson & Associates Development Co. Inc.,
a California corporation
Dated:
By:
Its
AGENCY
Redevelopment Agency of the
City of San Bernardino
Date:
By:
Gary Van Osdel
Executive Director
AP
P:\CJerical SeJVices Dept\MargarcllAgreemcrlls-AmcndmentslAgnms-Amend 2003\03.]0-06 Walson RPS.doc
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EXHIBIT "A"
.
Legal Descriotion of the ProoerlY and Vicinity Mao
THE LAND REFERRED TO IN THIS REPORT IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY
OF SAN BERNARDINO, AND IS DESCRIBED AS FOLLOWS:
LOTS 5 AND 6 AND THE EAST 1/2 OF THE NORTHWEST 1/4 OF SECTION 19, TOWNSHIP I NORTH,
RANGE 3 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN BERNARDINO,
STATE OF CALIFORNIA, ACCORDING TO THE UNITED STATES GOVERNMENT SURVEY.
EXCEPTING THAT PORTION OF LAND DEEDED TO THE SAN BERNARDINO COUNTY FLOOD
CONTROL DISTRICT BY DEED RECORDED JANUARY 15, 1981, INSTRUMENT NO. 81-010575,
OFFICIAL RECORDS, DESCRIBED AS FOLLOWS,
BEGINNING AT A POINT IN THE SOUTH LINE OF SAID NORTHWEST 1/4 OF SAID SECTION 19,
DISTANT ALONG SAID SOUTH LINE, NORTH 890 45' 25" WEST, 615.00 FEET FROM THE SOUTHEAST
CORNER OF SAID NORTHWEST 1/4; THENCE ALONG SAID SOUTH LINE, NORTH 890 45' 25" WEST,
705.00 FEET; THENCE NORTH 00 34' 20" WEST, 590.00 FEET; THENCE NORTH 570 51' 40" EAST, 425.00
FEET; THENCE SOUTH 00 34' 20" EAST, 307.64 FEET; THENCE SOUTH 890 45' 25" EAST, 310.00 FEET;
THENCE NORTH 720 53' 26" EAST, 675.74 FEET TO A POINT IN THE EAST LINE OF SAID NORTHWEST
1/4 OF SAID SECTION 19, DISTANT ALONG SAID EAST LINE, NORTH 00 34' 20" WEST, 711.56 FEET
FROM THE SOUTHEAST CORNER OF SAID NORTHWEST 1/4; THENCE ALONG SAID EAST LINE,
SOUTH 00 34' 20" EAST, 271.56 FEET; THENCE SOUTH 540 23' 10" WEST, 751.08 FEET TO THE POINT OF
BEGINNING.
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CITY OF SAN BERNARDINO
Interoffice Memorandum
CITY CLERK'S OFFICE
Records and Information Management (RIM) Program
DATE:
October 9, 2003
TO:
Margaret Parker, Secretary
FROM:
Michelle Taylor, Senior Secretary
RE:
Transmitting Documents for Signature - Resolution CDC/2003-32
At the Mayor and Common Council meeting of October 6, 2003, the City of San Bernardino
adopted Resolution CDC/2003-32 - Resolution approving and authorizing the Executive
Director of the Redevelopment Agency to execute the 2003 Redevelopment Project Study
agreement for property acquisition and redevelopment assistance with J. R. Watson &
Associates Development Co., Inc., related to property owned by the City of San Bernardino and
the Agency north of Foothill Drive, east of Sterling Avenue - West Ridge Residential
Development.
Attached is one (I) original agreement. Please obtain signatures in the appropriate location and
return the original agreement to the City Clerk's Office as soon as possible, to my attention.
If you have any questions, please do not hesitate to contact me at ext. 3206. Thank you.
Michelle Taylor
Senior Secretary
I hereby acknowledge receipt of the above mentioned documents.
Signed:
7~JA,~
/d/;c;lo 3-
/ I
Please sign and return
Date:
ECONONUCDEVELOPMENTAGENCY
OF THE CITY OF SAN BERNARDINO
RECErVE~..em CLrliK
INTER-OFFICE MEMORANDUM
'03 OCT 24 All :24
SUBJECT:
Michelle Taylor, Senior Secretary, City Clerk's Office
~ ()Margaret Parker, Secretary
Executed Document
TO:
FROM:
DATE:
October 24, 2003
Enclosed is the fully executed Agreement pertaining to the following resolution:
2003-279
2003 Redevelopment Project Study Agreement For Property Acquisition
and Redevelopment Assistance (1. R. Watson & Associates Development
Co., Inc. - West Ridge)
Please let me know if you have any questions.
Thank you,
Margaret
Enclosure
cc: Barbara Lindseth (with Original Executed Agreement)
Barbara Sharp (with Copy of Agreement)
Maggie Pacheco (with Copy of Agreement)
~
"
..
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Item # _(Z..~U:>,
.u--- Abstain
Resolution #
CO::(ZO:J3 -37
, .
Absent &
Meeting Date (Date Adopted): 10- t,-03
Vote: Ayes l-, Nays
-G-
Change to motion to amend original documents:
Reso. # On Attachments: _ Contract term:
Note on Resolution of Attachment stored separately: ~
Direct City Clerk to (circle I): PUBLISH, POST, RECORD W/COUNTY By:
NulVVoid After: -
Date Sent to Mayor: IO~'I.-Q3
Date of Mayor's Signature: \0' '25-03
Date of ClerklCDC Signature: \ /:) -~-o3
Reso. Log Updated:
Seal Impressed:
........--
..--
Date Memo/Letter Sent for Signature:
60 Day Reminder Letter Sent on 30th day:
90 Day Reminder Letter Sent on 45th day:
10 --4-03
See Attached: _____Date Returned: (0' '1. '-/ -0,
See Attached:
See Attached:
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 ~ By
No -...L- By
No + By
No '/ By
Copies Distributed to:
City Attorney
Parks & Rec.
Code Compliance Dev. Services
Police Public Services Water
EDA 1/
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 (Contraet Term. etc.l
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):
Vote: Ayes )--')
10-"'''C>3
Item # e",- ( A
Nays F'r~
Abstain
Change to motion to amend original documents:
-
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: I ('\- '/ ~ '<,
Date of Mayor's Signature: \C-~"<:"">
Date ofClerklCDC Signature: iO-is"-C6
Date Memo
for Signature:
See Attached:
See Attached:
See Attac eil:
60 Day Reminder Letter Sent on 30th day:
90 Day Reminder Letter Sent on 45th day:
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
Police Public Services Water
Notes:
Resolntion #
'2 C:lC:l3 -,;)') c;
Absent ~
6
NullNoid After: -
By: -
Reso. Log Updated: ..----
Seal Impressed:
~
Date Returned:
YesL No By
Yes NoL By
Yes No~ By
Yes :: ~. By
Ves By_
EDA
/
Finance
MIS
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 01/1210 I