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HomeMy WebLinkAboutR33-Economic Development Agency ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FROM: Gary Van Osdel Executive Director SUBJECT: HI-WAY AUTO RECYCLERS DATE: February 19,2002 Or''''' '" 'L n j \.01 i ~ Ii _.._----------~------------_.__..-----------------------------------------.-----------------------------------------------------------.------------- Svnopsis of Previous Commission/Council/Committee Action(s): On December 9, 2000, the Redevelopment Committee reviewed a letter of interest from Hi Way Auto Recyclers for the acquisition 00.61 acreS of Agency owned land. On February 24, 2000, the Redevelopment Committee recommended the Commission consider the disposition of real property to Hi Way Auto Recyclers. On August 7, 2000, the Mayor and Common Council and the Community Development Commission conducted a joint public hearing, and adopted Resolution No. 's 2000-248 and CDC 2000-26 authorizing the execution of a disposition and development agreement with Hi Way Auto Recyclers. On February 5, 2001, the Community Development Commission adopted Resolution No. CDC 2001-7 authorizing an extension of six months for due diligence investigations. On October 15,2001, the Community Development Commission adopted Resolution No. 2001-42 authorizing an extension of the Closing Date an additional six months to March 21, 2001. On February 7, 2002, the Redevelopment Committee recommended the Commission approve Amendment No.3 to the Disposition and Development Agreement with Hi Way Auto Recyclers. ----.-------------------------------------------------------------------------------------------------------------------------------------------. Recommended Motion(s): (Community Development Commission) MOTION: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTNE DIRECTOR TO EXECUTE AMENDMENT NO.3 TO DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF THE CITY OF SAN BERNARDINO AND HI-WAY AUTO RECYCLERS, LLC. -----------------------------------------------.-------------------------------------------------------------------------_..-.-.-._-~-_._----- Contact Person(s): Gary Van Osdel/Margaret Park, AICP Project Area(s) Northwest Project Area Phone: 663-1044 Six (6) Ward(s): Supporting Data Attached: 0 Staff Report 0 Resolution 0 Agreement 0 Map 0 Letter/Memo N/A N/A Source: SIGNATURE: ._-_.__._._------_.._._.--.---_._._---_.-.--.--.--~-_...._.--~--._--_._..__._~---------_._._._~------------_._._--~-----.----.-.--.-----------..-- Commission/Council Notes: \2.t-:&\ .<-1 cOC'I Zf'(',L -17_ 1 ~~~--~~~_..~~--~---~-_.~~--~~----------~~--~~------~~--~~--------~~---~~---~-_.~---~---~~------------~~--~--~----------~---~---~----_._._--- GVO:MEP:sjj:3-4-02 Hi-Way Amend No. 3SR COMMISSION MEETING AGENDA Meeting Date: 03/04/2002 Agenda Item Number: R 3 3 ECONOMIC DEVELOPMENT AGENCY STAFF REPORT --------------------------------------------------------------------------------------------------------------------- Hi-Wav Auto Recvclers BACKGROUND On August 7, 2000, the Community Development Commission approved a Disposition and Development Agreement (DDA) with Hi-Way Auto Recyclers for the sale of the 3.61-acre site owned by the Agency located between Industrial Parkway and Interstate 215 (see attached map). Subsequently, on February 5, 2001 the Commission approved Amendment No. I authorizing an additional six months for the developer to complete due diligence investigations. In accordance with said amendment, the developer delivered the Due Diligence Certificate on July 26, 200 I. On October 15,2001 the Commission approved Amendment No.2 authorizing an extension of the escrow closing date for an additional six months to allow the Developer to complete entitlement processing. On February 7, 2002, the Redevelopment Committee recommended the Commission approve Amendment No.3 to the Disposition and Development Agreement with Hi Way Auto Recyclers. CURRENT ISSUE At the time this item was presented to the Community Development Commission for the second amendment, the Developer had been recently approved under CUP 00-28 and the Developer was researching materials needed for construction and final cost estimates. The proper materials were difficult to find and to date, construction plans have not been submitted, leaving only 6 weeks until the escrow closing date of March 21, 2002 at which time building permits must be secured and financing in place. In response to a request by the Developer, City and Agency staff arranged a construction "kick-off' meeting with the Developer to resolve any outstanding issues and discuss timelines for submittal of plan and completion of construction. The Developer is working with the necessary construction professionals at this time to prepare all necessary plans. The Developer is requesting a four (4) month extension of the Agreement to July 26, 2002 so that all permits can be obtained. A cooperative effort was begun at the January 28, 200 I "kick- off' meeting by Agency and City staff to provide processing assistance and by the Developer who has also committed to preparing complete plans quickly to meet the agreed upon deadlines. As of the writing of this staff report, the Development Services Department has approved the Minor Modification Permit and detailed improvement plans are being prepared for submittal. If the Developer is unable to meet this extension, the DDA will be void and the Developer would have to enter into a new DDA with the Agency. This property sale and new development would result in the sale of Agency property producing $180,702 in land sales proceeds and estimated annual tax increment of$14,000. ---------------------------------------------------------------------------------------------------------------------------------------_.--- GYO:MEP:sjj:3-4-02 Hi-Way Amend No. 3SR COMMISSION MEETING AGENDA Meeting Date: 03/04/2002 Agenda Item Number: If 3.3 . Economic Development Agency Staff Report Hi-Way Auto February 19,2002 Page 2 ENVIRONMENTAL IMPACT This Disposition and Development Agreement meets California Environmental Quality Act requirements under the previously adopted Program EIR for the Northwest Redevelopment Project and the development project itself was approved under CUP 00-28 with a Mitigated Negative Declaration. FISCAL IMPACT Sale of the Site will produce $180,702 in land sales proceeds, and result in an estimated $14,000 in annual tax increment. RECOMMENDATION That the Community Development Commission adopt the attached resolution approving Amendment No.3 to the Disposition and Development Agreement by and between the Agency and H~ Auto Recyclers, LLC. < L/"~ Cary V;m Osdel Exec~ive Director -------------------------------------------------------------------------------------------------------------------------------------.------ GVO:MEP:sjj:3-4-02 Hi-Way Amend No. 3SR COMMISSION MEETING AGENDA Meeting Date: 03/04/2002 Agenda Item Nnmber: R.33 e 1 2 3 4 5 6 7 8 9 10 11 12 13 14 e 15 16 17 18 19 20 21 22 23 24 25 26 27 e 28 ~(Q)USW , RESOLUTION NO: A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AMENDMENT NO. 3 TO DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND HI-WAY AUTO RECYCLERS, LLC WHEREAS, the Community Development Commission of the City of San Bernardino (the "Commission") is the governing body of the Redevelopment Agency of the City of San Bernardino (the "Agency"), a public body corporate and politic, organized and existing pursuant to the Community Redevelopment Law (California Health and Safety Code Section 33000, et seq.); and WHEREAS, the Agency and Hi-Way Auto Recyclers, LLC, a California limited liability company (the "Developer") entered into that certain 2000 Disposition and Development Agreement dated as of August 14, 2000 (the "2000 Disposition and Development Agreement") for the purpose of implementing the Redevelopment Plan for the Northwest Redevelopment Project by providing for the purchase and redevelopment of certain unimproved lands by the Developer (the "Property"); and WHEREAS, the Developer encountered unexpected delays in completing its due diligence investigation regarding the Property and requested that certain provisions of the 2000 Disposition and Development Agreement be amended to extend the period of time in which the Developer's due diligence investigation of the Property was to be completed; and WHEREAS, the Agency approved an amendment ("Amendment No.1") to the 2000 Disposition and Development Agreement (the 2000 Disposition and Development 1 e 1 2 3 4 5 6 7 8 9 10 11 12 13 14 e 15 16 17 18 19 20 21 22 23 24 25 26 27 e 28 Agreement as amended by Amendment No. I being hereinafter referred to as the "Amended 2000 Disposition and Development Agreement"), extending the period of time in which the Developer's due diligence investigation of the Property was to be completed; and WHEREAS, on July 26, 2001, the Developer delivered to the Agency its Due Diligence Approval Certificate (as that term is defined in the Amended 2000 Disposition and Development Agreement) with respect to the Property; and WHEREAS, the Amended 2000 Disposition and Development Agreement provided that the Closing Date (as that term is defined in the Amended 2000 Disposition and Development Agreement) of the escrow established in connection with the sale of the Property by the Agency to the Developer (the "Escrow") was to be sixty (60) days after delivery of the Due Diligence Approval Certificate; and WHEREAS, the Amended 2000 Disposition and Development provided that on or before 12:00 noon on the business day preceding the Closing Date, the Developer was to deliver to the Escrow Holder (as that term is defined in the Amended 2000 Disposition and Development Agreement), among other things, evidence of construction financing in favor of the Developer already funded for the Project (as that term is defined in the Amended 2000 Disposition and Development Agreement); and WHEREAS, subsequent to the delivery by the Developer of the Due Diligence Approval Certificate, the Developer requested an extension of the period of time between delivery of the Due Diligence Approval Certificate and the Closing Date so that it could meet its obligation to deliver evidence of construction financing already funded for the Project; and; 2 e 1 2 3 4 5 6 7 8 9 10 11 12 13 14 e 15 16 17 18 19 20 21 22 23 24 25 26 27 e 28 WHEREAS, the Developer has now requested a further extension of the period of time between delivery of the Due Diligence Approval Certificate and the Closing Date so that it can meet its obligation to deliver evidence of construction financing already funded for the Project and, as additionally required by the Agreement, deliver evidence of the ability of the Developer to obtain building permits from the City of San Bernardino and any other required permits, licenses or approvals for the Project; and WHEREAS, the Agency is willing to extend further the period of time between delivery of the Due Diligence Approval Certificate and the Closing Date; and WHEREAS, Amendment No.3 to the DDA ("Amendment No.3") has been presented to this Commission for approval. NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The Commission hereby approves Amendment No.3 attached hereto as Exhibit "A". Section 2. The Executive Director of the Agency is hereby authorized to execute Amendment No.3 on behalf of the Agency in substantially the form attached hereto, together with such changes therein as may be approved by the Executive Director and Agency Special Counsel. The Executive Director or such other designated representative of the Agency is further authorized to do any and all things and take any and all actions as may be deemed necessary or advisable to effectuate the purposes of Amendment No.3. Section 3. This Resolution shall become effective immediately upon its adoption. 3 e 2 3 4 5 6 7 1 8 9 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AMENDMENT NO. 3 TO DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND HI-WAY AUTO RECYCLERS, LLC 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 , 2002, by the following vote, to wit: 10 II Commission AYES NAYS ABSTAIN ABSENT ESTRADA 12 LIEN MCGINNIS 13 DERRY e SUAREZ 14 ANDERSON McCAMMACK 15 ](j Secretary 17 18 19 20 21 22 23 24 25 26 e .27 28 The foregoing Resolution is hereby approved this _ day of ,2002. Judith Valles, Chairperson Community Development Commission of the City of San Bernardino .-.:...~--_. e e l' NORTH ... .. Scale "l1Iomas Guide San Bomarcfono County, 1997 Edidon e 1 2 EXHIBIT "A" 3 AMENDMENT NO.3 TO 4 2000 DISPOSITION AND DEVELOPMENT AGREEMENT (Hi-way Auto Recyclers) 5 6 7 8 9 10 11 12 13 e 14 15 wi I I 17 I 18 I 19 20 21 22 23 24 25 26 e 27 28 tn, 582002 6 I RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: 2 3 4 5 6 7 8 9 10 II 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO 201 North "E" Street, Suite 301 San Bernardino, California 92401 (Space Above Line for Use By Recorder) AMENDMENT NO.3 TO DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND HI-WAY AUTO RECYCLERS, LLC 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 AMENDMENT NO.3 TO 2000 DISPOSITION AND DEVELOPMENT AGREEMENT (Hi-Way Auto Recyclers) THIS AMENDMENT NO. 3 TO 2000 DISPOSITION AND DEVELOPMENT AGREEMENT (Hi-Way Auto Recyclers) dated as of March 4, 2002 ("Amendment No.3") is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a public body corporate and politic (the "Agency"), and HI-WAY AUTO RECYCLERS, LLC, a California limited liability company (the "Developer"). The Agency and the Developer enter into this Amendment No.3 with reference to the following facts: RECITALS WHEREAS, the Agency and the Developer entered into that certain 2000 Disposition and Development Agreement (Hi-Way Auto Recyclers), dated as of August 14,2000 (the "2000 Disposition and Development Agreement"), with respect to that certain unimproved property generally situated at Industrial Parkway (the "Property"); and WHEREAS, the Agency and the Developer subsequently entered into that certain Amendment No. I to 2000 Disposition and Development Agreement dated as of February I, 2001 ("Amendment No.!") pursuant to which the period of time in which the Developer's due diligence investigation of the Property was to be completed was extended (the 2000 Disposition and Development Agreement as amended by Amendment No. 1 being hereinafter referred to as the "Amended 2000 Disposition and Development Agreement"); and WHEREAS, the Agency and the Developer subsequently entered into that certain Amendment No.2 dated as of October 15, 2001 to Amended 2000 Disposition and Development Agreement (the Amended 2000 Disposition and Development Agreement as amended by Amendment No.2 being hereinafter referred to as the "Agreement") providing that the Closing Date (as that term is defined in the Agreement) of the escrow established in connection with the sale of the Property by the Agency to the Developer (the "escrow") I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 shall occur within two hundred forty five (245) days of the delivery by the Developer of the Due Diligence Approval Certificate (as that term is defined in the Agreement; and WHEREAS, on July 26, 200 I, the Developer delivered the Due Diligence Approval Certificate; and WHEREAS, the Agreement provides that on or before 12:00 noon on the business day preceding the Closing Date, the Developer must deliver to the Escrow Holder (as that term is defined in the Agreement) evidence of construction financing in favor of the Developer already funded for the Project (as that term is defined in the Agreement) and evidence of the ability of the Developer to obtain building permits from the City of San Bernardino and any other required permits, licenses or approvals for the Project; and WHEREAS, the Developer has requested an extension of the period oftime between delivery of the Due Diligence Approval Certificate and the Closing Date so that it can meet its obligation to deliver evidence of construction financing already funded for the Project and evidence of the ability of the Developer to obtain building permits from the City of San Bernardino and any other required permits, licenses or approvals for the Project; and WHEREAS, the Agency is willing to extend the period of time between delivery of the Due Diligence Approval Certificate and the Closing Date. NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND SUCH OTHER GOOD AND VALUABLE CONSIDERATION RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED BY THE PARTIES, THE AGENCY AND THE DEVELOPER AGREE AS FOLLOWS: TERMS Section 1. The Recitals set forth above are hereby incorporated into this Amendment No.3 by this reference, as though fully set forth herein. Section 2. Except as hereby amended, the Agreement is in all respects ratified and confirmed and all the terms and provisions and conditions thereof shall be and remain in full force and effect. 2 I 2 3 4 5 6 7 8 9 10 II 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Section 3. Section 2.03(c) of the Agreement is amended to read in its entirety as follows: "(c) Provided that the Developer has delivered its Due Diligence Approval Certificate within the period oftime authorized in Section 2.03(b), then the Closing Date of the Escrow shall occur on or before that date which is the first anniversary of the date the Due Diligence Approval Certificate is delivered by the Developer to the Agency, subject to the provisions of Section 2.16 and Section 2.17. The words "Close of Escrow," "Closing Date" and "Closing" shall mean and refer to the date when the Escrow Holder is in receipt of the Purchase Price and the related Escrow documents of the parties and the Escrow Holder is in a position to comply with the final written escrow closing instructions of the parties and cause the Agency Grant Deed for the Property to be recorded and the policy of title insurance for the Property to be delivered to the Developer." Section 4. follows: Section 2.17 of the Agreement is amended to read in its entirety as "Section 2.17. The Agencv's Conditions Precedent to Close of Escrow. The Agency's obligation to convey the Property to the Developer shall be conditioned upon the fulfillment ofthe following conditions precedent, all of which shall be satisfied (or waived in writing pursuant to Section 2.19) prior to the Close of Escrow: (I) the Developer has accepted the condition of the Property and submitted its Due Diligence Approval Certificate to the Escrow Holder on or before the date set forth in Section 2.10 of this Agreement; (2) the Developer has accepted the condition of title of the Property on or before the date set forth in Section 2.13; 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (3) the Developer shall not be in default of any material term of this Agreement to be performed by the Developer hereunder and each representation and warranty of the Developer made in this Agreement shall remain true and correct; and (4) the Developer shall be satisfied (or waive satisfaction) of each ofthe conditions precedent set forth in Section 2.16 and the Escrow shall be in a condition to close within seven hundred two (702) days following the Opening of Escrow (subject to Section 2.15, if applicable)." Section 5. Exhibit "D" (SCHEDULE OF PERFORMANCE) to the Agreement is amended to read in its entirety as set forth in Exhibit "A" to this Amendment No.3. Section 6. If any term or provision of this Amendment No. 3 or the application thereof to certain circumstances is declared invalid or unenforceable, the remainder of this Amendment No.3, or the application of the term or provision to circumstances other than those to which it is declared invalid or unenforceable, will not be affected thereby, and each term and provision of this Amendment No.3 will be valid and enforceable to the fullest extent permitted by law. Section 7. The persons executing this Amendment No.3 warrant that they are duly authorized to execute this Amendment No.3 on behalf of and bind the parties each purports to represent. Section 8. This Amendment No.3 may be executed by the parties hereto in duplicate originals, each of which shall be considered an original, but all of which together shall constitute one and the same instrument. IIII IIII IIII IIII IIII IIII 4 1 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment 2 No.3 as of the date first above written. 3 4 5 6 7 8 AGENCY Redevelopment Agency of the City of San Bernardino By: Gary Van Osdel Executive Director 9 APPROVED AS TO FORM: 10 Agency Special Counsel 11 12 13 14 15 16 17 18 19 [All Signatures Must Be Notarized] DEVELOPER Hi-Way Auto Rec clers, LLC ~. Member By: Member 20 21 22 23 24 25 26 27 28 5 CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT ~ I ~ ~ ~ ,~ ,@I 1 , ~ ~ ~ ~ *' ~ ~ ~ ~ ~ 8 j!, ~ !i<) .c. ~ ~ {~1 ;cj ~ g ~ ~ ~ ~ ~ I I I , I. State of California County of ~. '" I::cr ~c:r^;> }~. On F .,.p(\..Aq~ lK- ~efore me. ~; C J~CiA Data ~~h- (. ~ I NameandT111e Oll\cef(e.g.,"JaneDoe,NotaiyPublici personally appeared . '-V \--.no..11 ,J,. ~r_ /\ Name oIS1gnef(s) D personally known to me g&roved to me on the basis of satisfactory evidence ~l 1- - - - ~~IE JEFFERSON . c:omm1sS\On* 1254565 ~ 1 NOllIY P\j)11C . Ca1\fOmkl ~ :z San Berrdd1nO counIV i My eomm. fllphJS feb25.2lXl4 J .....~u- -........---- ~ - to be the person~ whose name'(sl.. i~ subscribed to the within instrument and acknowledged to me that heill~B!llley executed the same in his/11"Cni\I.erT' authorized capacity(~. and that by his/hefAAeir signature~ on the instrument the personl&). or the entity upon behalf of which the person~ acted. executed the instrument. OPTIONAL Though the information be/ow is not required by law, it may prove valuable to persons (slying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document litle or Type of Document: Document Date; Number of Pages; Signer(s) Other Than Named Above; Capacity(ies) Claimed by Signer Signer's Name; D Individual D Corporate Officer - litle(s); D Partner - D Limited D General D Attomey-in-Fact D Trustee D Guardian or Conservator D Other; . Top of thumb here Signer Is Representing; C 1999 Nallonal NoIary AssocIation. 9350 De SotoAve., P.O. Bo.2402. Chatsworltl, CA 91313-2402. www.nalionalnola!y.Ol\l Ptod. No. S907 ReoIder.CalTolI-Free1-800-a76-6827 ., I ; ~ ~ ~ ~ I ~'." " , J ., ., 1 2 3 4 5 6 7 8 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.3 as of the date first above written. AGENCY Redevelopment Agency of the City of San Bernardino By: Gary Van Osdel Executive Director 9 APPROVED AS TO FORM: 10 Agency Special Counsel 11 12 13 14 15 16 17 18 19 [All Signatures Must Be Notarized] DEVELOPER Hi-Way Auto Rec lers, LLC I By: By: Member 20 21 22 23 24 25 26 27 28 5 CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT 1:,1 ", ': 1 ~ ~ ~ ~ ~ ~ ,iI> ~ ~ ~ ~ ~ ~ ~ ~ g ~ ~ g ~~ I' ~ I ~ ~ ~ State of Califomia } ss. County of ::ar"' ---&-r~:", 0 onl::-c1,f()c,It,J I Y 'UP~ before me, ~,.ie '~/<,OVl personally appeare:"Jlrkl+- ~~;;.""""~:.:;;;;,,,.NoWyP""" 'Name(sjofSigr'lef(S) o personally known to me ~roved to me on the basis of satisfactory evidence ----- ~~ - - 1. STEPHANIE JEFFERSON Commission f 1254565 i NotarY P\A:)llC - California 1 San BernardIno Counly Wl(Comm. ecp\'es febZ5. 2llJA _____ ......~-r~_-.1n to be the person(s) whose nam~ istan!' subscribed to the within instrument and acknowledged to me that be/$I:leIlhey executed the same in hi3l~aFAReir authorized capacit~), and that by his/~ signature~n the instrument the person'(lll.. or the entity upon behalf of which the perso~ acted, executed the instrument. OPTIONAL Though the information below is not required by law, ;t may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document TItle or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: o Individual o Corporate Officer - Tille(s): o Partner - 0 Limited 0 General o Attomey-in-Fact o Trustee o Guardian or Conservator o Other: Top of thumb here Signer Is Representing: o 1999NaIlonaI NotaIyAs$Oc;ialion 09350 De SotoAve., P.O. Box 2Ml2- ChatsworIh, CA91313-2402 'www.nationalnolary.org Pn)d. No. 5907 Reorder.CaIlToI-Free1..flOO.876-6827 ., , .1 .1 '1 .1 i g @ ~, liS ~ ~ ~ ~ i I , ., , , , .1 ., 1 2 3 4 5 6 7 8 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.3 as of the date first above written. AGENCY Redevelopment Agency of the City of San Bernardino By: Gary Van Osdel Executive Director 9 APPROVED AS TO FORM: 10 Agency Special Counsel 11 12 13 14 15 16 17 18 19 [All Signatures Must Be Notarized] DEVELOPER Hi-Way Auto Recy ers, LLC By: By: Member 20 21 22 23 24 25 26 27 28 5 CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT ~ ~ ~ ~ Ii!; Gi ~ ~ ~ ~ ~ ~ ~ rJ '{_'J (qi 'C\ ~1 ~ .~ ~ ~ I~ G. ,r'i ~ ~ ~.; ~I ~ ~ $1 ~ ~ ~ ~ ~ I I, State of California } Counfyof ~(' ~/f"Grd:,,() ss. onF-cb((,<a~~ j Yi 'U>>1..t,efore me. S-k--k"';c J:~(':'f-~D^ on. ( NameenclTdleol r(e.g.,"JaneDoe,No\aIyPublk:j personally appeared I<vb'"' +- '"""J\;...\h/~.I""I Name(s)of Slgner(s) o I?8rsonally known to me ,o/proved to me on the basis of satisfactory ~ence 1- - - - ~ ~= ~~ · t -. ~..:..~ ~ NoIay NlIIC. c.Alb.~ 4 b~;~~ f . ~ '~_ "~:omm'~~~~ to be the perso~ whose nam~s) islare- subscribed to the within instrum~t and acknowledged to me that he/sho~h"~xecuted the same in his,tt'u:u/thAir authorized capaci~, and that by hisltwrAAeir signatur~) on the instrument the perso~ or the entity upon behalf of which the perso~ acted, executed the instrument. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Number of Pages: Document Date: Signer(s) Other Than Named Above: Capaclty(les) Claimed by Signer Signer's Name: o Individual o Corporate Officer - Title(s): o Partner - 0 Limited 0 General o Attorney-in-Fact o Trustee o Guardian or Conservator o Other: . Top of thumb here [ I I. Signer Is Representing: . C 1999 Na 'I NolaryAssoclaIlon "93S0De SotoAve., P.O. Box 2402 .Chatsworth, CAII131a.2402 ._.nationaInotary.org ReordlIr: CaIlToI-free 1-llOl).876.e827 Plod. No. 5907 I .J I 1 .J .1 .1 ~ i'S ~ ~ ~ ~ @ ~ 1'\. ~ I I .1 .1 I .1 J 1 J .J 1 J 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 EXHIBIT "A" AMENDED EXHIBIT "D" - SCHEDULE OF PERFORMANCE (Attached) 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 EXHIBIT "D" SCHEDULE OF PERFORMANCE Unless otherwise indicated herein, the meaning of words and phrases used in this Schedule of Performance shall be as set forth in the Agreement. Within five (5) days following execution of the Agreement by the Agency and the Developer Developer shall deliver to Escrow Holder the sum of Ten Thousand Dollars ($10,000.00) Escrow opened upon receipt by the Escrow Holder of a fully executed copy of the Agreement and the Deposit from the Developer. Agency shall deliver originals of Due Diligence Items (Section 2.08) Within fifteen (15) days of the Opening of Escrow Agency shall deliver to the Developer a preliminary title report or title commitment for a CL T A extended coverage policy of title msurance During Due Diligence Period Developer must submit development project site plan approval application for the Project to the City for City review and approval 7 1 Within three hundred thirty seven Developer shall deliver its Due 2 (337) days from the Opening of Diligence Approval Certificate to the Escrow Agency and the Escrow Holder 3 4 Developer shall submit Developer's 5 Title Objection Notice and 6 Developer's Survey Objection 7 Notice, if any, to the Agency 8 9 Within five (5) days of receipt of Agency to deliver Agency's Title 10 Developer's Title Objection Notice Notice and Agency's Survey Notice, 11 and Developer's Survey Objection if any, to Developer Notice, if any 12 13 Within five (5) days of receipt of Developer to deliver an acceptance 14 Agency's Title Notice or rejection of the items in the 15 Agency's Title Notice 16 17 Within ten (10) days of receipt of Developer to deliver an acceptance 18 Agency's Survey Notice or rejection of the items in the 19 Agency's Survey Notice 20 On or before that date which is the The Close of Escrow shall occur 21 first anniversary of the date the Due 22 Diligence Approval Certificate is 23 delivered by the Developer 24 25 No later than three (3) business days Escrow Holder shall prepare for 26 prior to the Closing Date approval by the Developer and the 27 8 28 I 2 3 4 5 6 7 8 9 10 II 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 On or before 12:00 noon on the business day preceding the Closing Date At Close of Escrow Within three (3) business days following the Closing Date. 9 Agency a Closing Statement (Section 2.21) The Agency shall deliver to the Escrow Holder a grant deed for the Property to the Developer The Agency shall deliver to the Escrow Holder copies of the documents set forth in Section 2.06 of the Agreement The Developer shall deliver to the Escrow Holder copies of the documents set forth in Section 2.07 of the Agreement Developer deposits the balance of the Purchase Price, less the Deposit amount, with the Escrow Holder Escrow Holder shall deliver to Developer a conformed copy of the Agency's Grant Deed, as recorded, and the policy of title insurance issued in favor of the Developer Escrow holder shall deliver to the Agency the Purchase price, less sums 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Promptly following City approval of site plan of improvement for the Project Within ninety (90) days following Close of Escrow Within two hundred seventy (270) days following commencement of work of improvement of the Project Promptly following completion of improvements to the Property Developer submits written request to the Agency for issuance of Certificate of Completion; but by a date not later than one (1) year following Close of Escrow 10 paid to discharge any liens, escrow costs and any prorations chargeable to the Agency Developer completes and submits construction design plans and specifications to City Building Department for issuance of necessary building permits Developer commences work of improvement of Project on the Property Developer substantially completes improvement of the Project Agency issues a Certificate of Completion to Developer . - ** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT ** RESOLUTION AGENDA ITEM TRACKING FORM Meeting Date (Date Adopted): "3' -'\ -0 d Item # Vote: Ayes \ - 'I Nays P- Change to motion to amend original documents: ~ :>., ?, Resolution # Abstain 0 eoc.hm2.-1 d I AbsentB- Reso. # On Attachments: ~ Contract term: Note on Resolution of Attachment stored separately:-==-- Direct City Clerk to (circle I): PUBLISH, POST, RECORD W/COUNTY By: NullNoid After: - Date Sent to Mayor: 3 . 5 . <::'.:l- Date of Mayor's Signature: 3'(,-0,) ? . Date of ClerklCDC Signature: y " -0 ;)- Reso. Log Updated: ..-/ Seal Impressed: Date Memo/Letter Sent for Signature: 3. \ \-<::, d- 60 Day Reminder Letter Sent on 30th day: 90 Day Reminder Letter Sent on 45th day: See Attached: See Attached: See Attached: Date Returned: 3- I \--C\~ 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 Trai'fic Folders (3285, 8234, 655, 92-389): Yes ./ No By Yes No~ By Yes No-L By Yes No / By Yes No/ By Copies Distributed to: City Attorney Parks & Rec. Code Compliance Dev. Services EDA ./ Finance MIS Water Others: Police Public Services 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: (l\ l' Date: ~ -Il-O.J Revised 01112/01