HomeMy WebLinkAboutR43-Economic Development AgencyCITY OF SAN BERNARDINO
ECONOMIC DEVELOPMENT AGENCY
~+/ FROM: Emil A. Marzullo SUBJECT: Termination Agreement to the Disposition and
Interim Executive Drector Development Agreement by and between the
Agency and Century Crowell Communities, LP
DATE: August 8, 2008
Svnoosis of Previous Commission/CounciVCommittee Action(sl:
On August 7, 2008, Redevelopment Committee Members Estrada and Johnson unanimously voted to recommend that the
Mayor and Common Council and/or the Community Development Commission consider this action for approval.
Recommended Motion(s):
(Community Development Commission)
Resolution of the Community Development Commission of the City of San Bemazdino approving and
authorizing the Interim Executive D'vector of the Redevelopment Agency of the City of San Bernardino
® ("Agency") to execute the Termination Agreement to the Disposition and Development Ageement by and
between the Ap~ency and Century Crowell Communities, LP
Contact Person(s): Colin Strange Phone: (909) 663-1044
Project Area(s): N/A Wazd(s): 5
Supporting Data Attached: ~ Staff Report HResolution(s) HAgreement(s)/Contract(s) ^ Map(s) ^ Letter(s)
FUNDING REQUIREMENTS: Amount: $ -0- Source:
Budget Authority:
a
N/A
N/A
Signature: Fiscal Review: / ~_ ~u-~c~ ~.c~/ st~
Emil A. Marzullo, Interim Executive Director Barbara Lindseth, Administrative Services Director
Commission/Council Notes:
pus,m.,~~nNCO~.~ao~cnczaoewe-is.oec~yc.o.~uoonr~a~u~n~A~a.sRaoo COMMISSION MEETING AGENDA
Meeting Date: 08/18/Z008
Agenda Item Number: ,~ 4 3
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
TERMINATION AGREEMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT
BY AND BETWEEN THE AGENCY AND CENTURY CROWELL COMMUNITIES, LP
BACKGROUND: (NG~~)
In February of 1999 the Community Development Commission of the City o San Bemazdino (the
"Commission") authorized the issuance of certain bonds to finance the purchase real property located
within Community Facilities District No. 995 from the City of San Bemazdino ' the amount of $4.7
million. These properties subsequently became known as the "Glacier Property" which was
approximately 30 acres in size and the "Bice Property" (the "Bice Property") at approximately 100 acres.
In December of 2002, the Commission approved a Disposition and Development Agreement for the
disposition of the Glacier Property to Century Crowell Communities, LP and Olive Crest, LLC, leaving
the remaining Bice Property with an approximate book value of $4.0 milli
azuxA'"p-h
On May 18, 2004, (the "Developer" presented a proposal to the
Redevelopment Committee (the "Committee") to purchase eve op a portion of the Bice Property.
This particular property is located north of Little League Drive and is adjacent to the east side of the I-215
Freeway.
On April 4, 2006, the Committee recommended to the Mayor and Common Council of the City of San
Bemazdino (the "Council") and the Commission approval of a Disposition and Development Agreement
(the "DDA") by and between the Agency and the Developer and the sale of approximately 79 acres of the
Agency owned property (the "Agency Property"). The remainder was to be retained for use as pazk land
and recreational space.
On July 24, 2006, the Council adopted Resolution No. 2006-273, approving the DDA and the sale of the
Agency Property.
On July 24, 2006, the Commission adopted Resolution No. CDC/2006-32, approving the DDA and a
Mitigated Negative Declaration related to the DDA.
On January 12, 2007, the Developer executed the DDA and on January 24, 2007, the Agency executed the
DDA. Subsequently, on January 26, 2007, escrow was opened with Fidelity National Title Company (the
"Escrow Holder").
Section 2.09(a) of the DDA provides that within 120 days from the opening of escrow, the Developer
must deliver to the Escrow Holder, the executed Due Diligence Approval Certificate (the "Certificate") as
required by the DDA. Further, Section 2.03(c) of the DDA provides that the close of escrow must occur
no later than 20 months from the delivery of the executed Certificate by the Developer, to the Escrow
Holder.
P:UgeMu\Comm Dw CammissionlCDC 2008~Ae-IB-0BCmury CrowNI DDA iamimtion AgrcemmtS0.6x COMMISSION MEETING AGENDA
Meeting Date: 08/18/2008
Agenda Item Number:
Economic Development Agency Staff Report
Century Crowell, LP -Termination Agreement
Page 2
Section 2.02(a) of the DDA provides that: (i) the initial deposit ("Initial Deposit") in the amount of
$50,000 must be delivered by the Developer to the Escrow Holder within five (5) calendaz days from the
mutual execution of the DDA; and (ii) the additional deposit ("Additional Deposit") in the amount of
$100,000 must be delivered within five (5) days of the Developer delivering the executed Certificate to
the Escrow Holder.
On February 6, 2007, the Developer delivered the Initial Deposit to the Escrow Holder. On May 24,
2007, the Developer delivered the Additional Deposit to the Escrow Holder. The escrow remains open.
The Developer has been working diligently on this project for over five (5) years. The Developer has met
numerous times with Agency and City staff in order to make this project a reality in addition to meetings
and ongoing studies with the County Flood Control District on hydrology and debris flow analysis.
However, with the current downturn in the economy and extreme problems and difficulties in both the
housing and financing mazkets, the original project approved in the DDA has become impossible to
accomplish.
CURRENT ISSUE:
On July 7, 2008, the Developer delivered a letter to the Agency wherein the Developer requested the
Agency to agree to the eazly termination of the DDA. This request was due to the fact that the housing
and financial mazkets aze currently severely depressed and there is no reasonable forecast that these
conditions will improve in the neaz future, let alone by January 26, 2009. In addition to requesting that
the DDA be terminated, the Developer also requested the Agency's consent to the return, by the Escrow
Holder to the Developer, the original deposit amount of $150,000.
Section 2.21 of the DDA provides that: "In the event each of the conditions set forth in Section 2.17 (in
the case of the Developer) or Section 2.18 (in the case of the Agency) is not fulfilled within 24 months
after the Opening of Escrow (subject to Sections 2.16 and 6.06, if applicable) or waived by the party for
whose benefit the condition exists, any party may, at its option, terminate this Agreement and cancel
Escrow opened hereunder, thereby releasing the parties from further obligation hereunder ...."
Section 2.21 further provides that upon the cancellation of the escrow and the termination of the
Agreement (or the DDA), without limitation, that the deposit shall be distributed by the escrow officer to
the Developer less an amount equal to one-half (1/2) of the customary and reasonable escrow cancellation
chazges of the Escrow Holder as provided for in Section 2.02(c) of the DDA.
In accordance with Section 2.21 of the DDA, either parry may cancel the escrow and temunate the DDA,
if within 24 months from the opening of escrow (or by January 26, 2009) either party's conditions
precedent to its performance have not been fully performed or waived by or after January 26, 2009.
Accordingly, until on or after January 26, 2009, the Developer cannot terminate the DDA at its discretion
and cancel escrow on the grounds that the conditions precedent to the Developer's performance, as
provided for in Section 2.17 of the DDA, have not been fully satisfied or waived. Further, until on or
after January 26, 2009, the Agency cannot terminate the DDA and cancel the escrow on the grounds that
the conditions precedent to the Agency's performance, as provided for in Section 2.18 of the DDA, have
P UgcMU~COmm Dev Commieabn\CT1C i008~0&IB-0B Cmwry CroweII DDA 7umiwion Apeemem SRdx COMMISSION MEETING AGENDA
Meeting Date: 08/18/2008
Agenda Item Number:
Economic Development Agency Staff Report
Century Crowell, LP -Termination Agreement
Page 3
not been fully satisfied or waived. Further, there is no provision in the DDA that provides for the mutual
termination of the DDA and cancellation of the escrow by either the Developer or by the Agency prior to
January 26, 2009 unless the DDA is either amended to allow for an eazly termination of the DDA and
cancellation of the escrow or the parties agree to a Termination Agreement.
Therefore, the Agency and the Developer must mutually agree that the DDA be terminated pursuant to a
simple form Termination Agreement to allow for the early termination of the DDA and cancellation of the
escrow. Further, the Agency and the Developer agree that as the Developer has requested an early
termination of the DDA, the escrow officer shall return to the Developer, the Developer deposit less an
amount equal to all customary and reasonable escrow cancellation chazges of the Escrow Holder.
ENVIRONMENTAL IMPACT:
None.
FISCAL IMPACT:
While there is no fiscal impact at this particulaz time, it must be noted that the bonds used to purchase the
property were financed using Low- and-Moderate Income Housing Funds which according to Senate Bills
497 and 109 must be repaid within five (5) yeazs unless an Agreement is in place. With the termination of
the DDA, this amount will have to be repaid in fiscal year 2009 unless the Agency is able to enter into
another agreement with another developer. There is currently $2.0 million outstanding on this loan.
RECOMMENDATION:
That the Cotnmunity Development Commission adopt the attached Resolution.
z
Emil A. Marzullo, Interim Executive Director
~/
P UgrMU\Comm OcvCommesmn\CDC 2008\08-IBABCmwry CmwelI DDA Terminerbn Agreemrnr SR.dnc COMMISSION MEETING AGENDA
Meeting Date: 08/18/2008
Agenda Item Number:
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE THE TERMINATION AGREEMENT TO
THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND
BETWEEN THE AGENCY AND CENTURY CROWELL COMMUNITIES,
LP
WHEREAS, the Redevelopment Agency of the City of San Bernazdino (the "Agency")
entered into that certain 2006 Disposition and Development Agreement (the "2006 DDA") with
Century Crowell Communities, LP (the "Developer"), as approved by the Community Development
Commission of the City of San Bemardino (the "Commission") on July 24, 2006, (Resolution
CDC/2006-32), for the purchase and development of Agency Property (the "Agency Pazcel"); and
WHEREAS, pursuant to the DDA the Developer has through and including Januazy 26,
2009, in which to perform or waive the conditions precedent in connection with the Developer's
purchase from the Agency of the Agency Parcel; and
WHEREAS, the Developer has advised the Agency, that without limitation, in the light
the current depressed economic and housing conditions in the City and County of San Bernardino
the Developer would like to terminate the DDA; and
WHEREAS, the Agency is willing to terminate the DDA.
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF
~ CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
FOLLOWS:
Section 1. The Community Development Commission hereby approves and
the Interim Executive Director of the Agency to execute the attached Termination Agreement to
2006 Disposition and Development Agreement between the Agency and Century Cro\
Communities, LP, of even date herein together with such technical and conforming changes as ~
be recommended by the Agency Interim Executive Director and Agency Counsel.
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Section 2.
Commission.
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This Resolution shall take effect from and after its date of adoption by this
P:~AgeNU\R VOb~bmVloolutbro1100BW8-18-08 Ceolury Cmwell DDA Tnmin4ion Agw. CDC RwoAoc
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE' CITY OF SAN BERNARDINO
('AGENCY") TO EXECUTE THE TERMINATION AGREEMENT TO
THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND
BETWEEN THE AGENCY AND CENTURY CROWELL COMMUNITIES,
LP
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the
Development Commission of the City of San Bernazdino at a
thereof, held on the day of , 2008, by the following vote to wit:
Commission Members: Ayes Nays Abstain Absent
ESTRADA -
BAXTER -
BRINKER -
DERRY -
KELLEY -
JOHNSON -
MC CAMMACK -
Secretary
The foregoing Resolution is hereby approved this
day of
2008.
Patrick J. Moms, Chairperson
Community Development Commission
of the City of San Bemazdino
Approved as to Form:
By:~_
Agenc o sel
4
P:UgeoduNenhaiomVlewlutc~u~1008V18-~8-08 CMUry Powell DDA Twtiutbn AgcL CDC Rdo.Aa
TERMINATION AGREEMENT
AND MUTUAL RELEASE
THIS TERMINATION AGREEMENT AND MUTUAL RELEASE (the "Agreement') is
entered into as of this 18`s day of August , 2008, by and between the Redevelopment Agency of the
City of San Bernardino, a public body, corporate and politic (the "Agency") and Century Crowell
Communities, LP, a California limited partnership (the "Developer"), in light of the facts set forth in
the following recitals. In this Agreement, the Agency and the Developer may each be referred to as
a "Party" and may collectively be referred to as the "Parties."
RECITALS
A. The Agency and the Developer executed and entered into that certain Disposition and
Development Agreement, dated as of July 24, 2006 (the "DDA").
B. Pursuant to the DDA, that certain Escrow, Escrow Number 171639-TC (the
"Escrow") was opened with Fidelity National Title Company (the "Escrow Company" or the
"Escrow Holder") on Januazy 26, 2007.
C. Pursuant to the DDA, the Developer deposited with the Escrow Holder the Initial
Deposit in the amount of Fifty Thousand Dollars ($50,000) and the Additional Deposit in the amount
of One Hundred Thousand Dollazs ($100,000), in the aggregate amount of One Hundred Fifty
Thousand Dollars ($150,000) (the "Deposit").
D. Pursuant to Section 2.17 and Section 2.21 of the DDA, the Developer has through and
including Januazy 26, 2009 in which to perform or waive the conditions precedent in connection
with the Developer's purchase, from the Agency, of the Agency Pazcel.
E. Pursuant to that certain letter dated July 7, 2008 from the Developer to the Agency,
the Developer has advised the Agency that, without limitation, in light of the current depressed
economic and housing conditions in the City of San Bernazdino, County of San Bernardino, the
Developer would like to terminate the DDA as of the Effective Date (as defined below) and would
like the Escrow Holder to deliver the Deposit to the Developer less one-half of the customary and
reasonable escrow cancellation and title-related costs and expenses incurred in connection with the
Escrow together with all other fees, costs, chazges, amounts and sums due and owing by the
Developer for title and escrow services.
F. The Agency is willing to terminate the DDA as of the Effective Date and requests the
Escrow Holder to deliver the Deposit to the Developer less one-half of the customary and reasonable
escrow cancellation and title-related costs and expenses incurred in connection with the Escrow
together with all other fees, costs, chazges, amounts and sums due and owing by the Developer for
title and escrow services.
G. The Agency and the Developer now desire to mutually terminate the DDA subject to
the terms, covenants and conditions of this Agreement.
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P Wgendaz\AgenM AUachmmtsWgrmb-AmnW 2008\08-I B-OB Cmwry Crowell DDA - Terminuion Agreement and Muwal Rdeue.EOc
NOW, THEREFORE, IN CONSIDERATION OF THE RECITALS SET FORTH ABOVE,
AND FOR SUCH OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND
SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE AGENCY AND THE
DEVELOPER AGREE AS FOLLOWS:
1. Recitals and Definitions. The Recitals set forth above aze true and correct and aze
incorporated herein by this reference. Initially capitalized terms not defined in this Agreement shall
have the meanings set forth in the DDA. This Agreement will become effective on the date (the
"Effective Date") that this Agreement has been approved and duly executed by the appropriate
representatives of the Agency and the Developer.
2. Termination. The Agency and the Developer agree that as of the Effective Date, the
DDA is hereby terminated and is of no further force and effect and that neither the Agency nor the
Developer shall have any further rights or obligations to one another thereunder whatsoever.
3. Deposit Return. The Agency shall instruct the Escrow Holder to return and deliver
the Deposit to the Developer less one-half of the customary and reasonable escrow cancellation and
title-related costs and expenses incurred in connection with the Escrow together with all other fees,
costs, chazges, amounts and sums due and owing by the Developer for title and escrow services.
4. Mutual Release. For good and valuable consideration, including, but not limited to
their mutual agreement to terminate the DDA, except for such rights and obligations in the DDA that
survive the early termination of the DDA, the Agency on the one hand, and the Developer on the
other hand, do hereby fully, completely, finally and forever release and dischazge each other and
their respective officers, partners, members, agents, employees, attorneys, successors, heirs, and
assigns from any and all claims, actions, causes of action, demands, rights, debts, promises,
liabilities, damages, accountings, costs and expenses, whether known or unknown, suspected or
unsuspected, of every nature whatsoever, whether now or hereafter existing, which any of them has
or may have against the other with respect to any and all matters arising out of the DDA, the Site,
and/or the Agency Pazcel, all of which released matters shall collectively be referred to as the
"Released Claims" and singulazly as the "Released Claim."
IT IS THE INTENTION OF THE PARTIES HERETO THAT THIS AGREEMENT SHALL
BE EFFECTIVE AS A FULL AND FINAL RELEASE OF EVERY RELEASED CLAIM. IN
FURTHERANCE OF THIS INTENTION, THE PARTIES HERETO, AND EACH OF THEM,
ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED BY THEIR LEGAL COUNSEL AND
ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542,
WHICH PROVIDES AS FOLLOWS:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS OR HER FAVOR AT THE TIME OF
EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM
mow, OR HER MUST HAVE MATERIALLY AFFECTED HIS OR
~j HER SETTLEMENT WITH THE DEBTOR"
2
PUgeMUTAgeMa AnacAmrnesVtgrmts-Amend 1008108-IB-08 Century Crowell DDA -Temdvtiw Agreement eM 8lulud Relessedoc
THE PARTIES HERETO, BEING AWARE OF THIS CODE SECTION, HEREBY
EXPRESSLY WAIVE ANY RIGHTS THEY MAY HAVE THEREUNDER, AS WELL AS
UNDER ANY OTHER STATUTES OR COMMON LAW DOCTRINES OF SIMILAR EFFECT.
Agency Initials
Developer Initials
The Parties hereto, and each of them, acknowledge that hereafter they may discover facts in
addition to, or different from, those that they now know or believe to be true with respect to the
subject matter of this Agreement and the Released Claims, but that, notwithstanding the foregoing, it
is their intention hereby to fully and forever settle and release each of the Released Claims, and that
in furtherance of this intention, the releases herein given shall be and remain in effect as full and
complete releases.
5. Ownership of Released Claims. The Parties hereby represent and warrant to each
other that, as to any Released Claim, each of them is the sole and absolute owner of each Released
Claim released by it or him, free and cleaz of all other rights and interest therein, and has the right,
ability and sole power to release said Released Claims. The Agency and the Developer have not,
and will, transfer, convey, assign, encumber, pledge or hypothecate their respective Released Claim,
or any interest therein.
6. Attorneys' Fees. In the event there is any dispute concerning or arising out of the
terms of this Agreement or the performance of any Party hereto with respect to the terms of the
Agreement, the prevailing Party in such dispute shall be entitled to recover, in addition to its costs,
all attorneys' fees, court costs and expenses reasonably incurred in connection with the dispute.
Further, if any action is taken, the Parties agree to submit to the jurisdiction of the courts of San
Bemazdino County, State of California.
7. Counterparts. The Agreement may be executed in one (1) or counterparts, each of
which shall be deemed an original, and all taken together, shall constitute one and the same original
Agreement.
8. Severability. If any provision of this Agreement is held, determined or adjudicated
to be illegal, invalid or unenforceable for any reason by any court of competent jurisdiction, such
provision shall be severed from the remaining provisions of the Agreement and shall not affect the
validity or enforcement of the remaining provisions.
9. Integration. The Parties hereby expressly agree that this Agreement constitutes the
entire agreement between the Parties relating to the termination of the DDA. It supersedes all prior
negotiations, promises, covenants, agreements and representations, if any, between the Parties
relating to the termination of this DDA.
10. Controlline Law. This Agreement shall be interpreted, construed and enforced in
accordance with the laws of the State of California.
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P:NgmdasUgenda Atlaclwem~U~m~sAmeM 3008W8-IBAB Cemury Crowell DDA- T<imiwirn Agreemem uM MuoW Relwe.doc
11. Section titles. The section titles in this Agreement aze used for convenience only by
the Parties and are not to be taken as part of the instrument or used to interpret this Agreement.
12. Interaretation. Whenever the context of this Agreement so requires, the masculine
shall include the feminine, or neuter, the feminine shall include the masculine or neuter, the neuter
shall include the masculine or feminine, the singulaz shall include the plural and the plural shall
include the singular.
13. Amendment. This Agreement may not be altered,.amended, modified, or otherwise
changed in any respect, except by a writing executed by an authorized representative of each Party.
14. Authorization. The Agency and the Developer represent and warrant to one another
that each Party has the authority to execute, deliver and perform this Agreement and that each Party
has taken all necessazy action to approve this Agreement. The undersigned, by their signatures,
represent and warrant that they aze authorized agents of their respective entities and aze authorized to
execute this Agreement.
15. Successors. This Agreement shall be binding upon and inure to the benefit of the
Parties and their respective successors, executors, administrators, trustees, heirs, personal
representatives and assigns.
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P Ugendas~AgcMa AituhmenuUgrmrx-AmeM?008W8-IB-08 Crnrvry Crowell DDA - Tsrmination Agrcemem and Muwd Rdane doc
IN. WITNESS WHEREOF, the Parties hereto execute this Agreement on the date set
forth opposite their respective signatures.
Dated:
Dated:
Approved as to Form and Legal Content:
Agency s
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
Century Homes Communities, a California corporation
Its: General Partner
By:
John W. Pavelak, President
AGENCY
Redevelopment Agency of the City of San Bernardino,
a public body, corporate and politic
By:
Emil A. Marzullo, Interim Executive Director
5
P:\AgendazUgeMa A4arAmenuV~gmms-AmnN 2008\OB-IS-0B Cenwry Crowell DDA -Terminarbn Agrmment and Muwal RNcau doe
IN WITNESS WHEREOF, the Parties hereto execute this Agreement on the date set
forth opposite their respective signatures.
Dated:
Dated:
Approved as to Form and Legal Content:
Agency Cnu se
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
Century Homes Communities, a California corporation
Its: General Partner
By:
John W. Pavelak, President
AGENCY
Redevelopment Agency of the City of San Bemazdino,
a public body, corporate and politic
Emil A. Marzullo, Interim Executive Director
5
P UgeMazUgenda Anachmems\Agrmu-Amend 1008\08-IB-0B Ccnwry Crowell DDA -Tmmination Agrcemmi and Mmual Releue dac
IN WITNESS WHEREOF, the Parties hereto execute this Agreement on the date set
forth opposite their respective signatures.
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
Century Homes Communities, a California corporation
Its: General Partner
Dated: By:
John W. Pavelak, President
AGENCY
Dated:
Redevelopment Agency of the City of San Bernazdino,
a public body, corporate and politic
By:
Emil A. Marzullo, Interim Executive Director
Approved as to Form and Legal Content:
ll ~ V(//l~
Agency Counsel
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P'.UgeMss~AgeMa Atuchm<nuUgrmu-Amend 200g~08-IB-08 Century Crowell DDA -Tmnination Agreement and Muwal Releuadoc
' Recording Requested By And
When Recorded Mail To:
Redevelopment Agency
of the City of San Bernazdino
201 North "E" Street, Suite 301
San Bernardino, California 92401
Attn.: Interim Executive Director
Space above this line for Recorder's use only
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
NOTICE OF TERMINATION OF THE
DISPOSITION AND DEVELOPMENT AGREEMENT
TO ALL INTERESTED PERSONS, PLEASE TAKE NOTICE that as of
2008, that certain Disposition and Development Agreement, dated as of July 24, 2006 (the
"DDA"), by and between the Redevelopment Agency of the City of San Bemazdino, a public
body, corporate and politic (the "Agency"), and Century Crowell Communities, LP., a California
~r' limited partnership (the "Developer"), is hereby terminated effective on the date (the "Effective
Date") that the Termination Agreement and Mutual Release, by and between the Agency and the
Developer, is approved and duly executed by the appropriate representatives of the Agency and
the Developer.
1. This Notice of Termination of the Disposition and Development Agreement (the
"Notice of Termination") affects the real properly (the "Property") described in Exhibit "A"
attached hereto and by this reference made a part hereof.
2. The Agency and the Developer hereby represent and warrant that neither of them
is awaze of any breach or default by either party of their respective obligations and duties under
the DDA as of the date of this Notice of Termination.
P:~Ag<MasNgeMa Amcleneme~AgmisAmeod 300808-1&08 Cenavy Dowell DDA-NaUV orTem~imrioadoc
/~""~ IN WITNESS HEREOF, this Notice of Termination of the Disposition and Development
`.,/ Agreement is dated on the date set forth opposite their respective signatures.
Dated:
John W. Pavelak, President
AGENCY
Redevelopment Agency
of the City of San Bemazdino,
a public body, corporate and politic
Dated: By:
Emil A. Mazzullo, Interim Executive Director
Approved as to Fo'r~m anad Legal Content:
Agency Counsel
ATTACH ACKNOWLEDGMENTS
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
By: Century Homes Communities,
a Califomia corporation
Its: General Partner
P.NgeMUUgenda ArochmemsUgrnm-Amend 2008108-IB-OB Cmwry Crowell DDA - NOI 2 fTerminatbndoc
IN WITNESS HEREOF, this Notice of Termination of the Disposition and Development
Agreement is dated on the date set forth opposite their respective signatures.
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
By: Century Homes Communities,
a California corporation
Its: General Partner
Dated:
By:
John W. Pavelak, President
AGENCY
Redevelopment Agency
of the City of San Bernazdino,
a public body, corporate and politic
Dated: By:
Emil A. Marzullo, Interim Executive Director
Approved as to Form and Legal Content:
Agency (, sel
ATTACH ACKNOWLEDGMENTS
P\Agmdas\AgeMa Anachm<nu\Aprmu-Amend 2008\OB-I8A8 Cemury Crowell DDA - Nosi 2 f Termim\ion doc
IN WITNESS HEREOF, this Notice of Termination of the Disposition and Development
Agreement is dated on the date set forth opposite their respective signatures.
DEVELOPER
Century Crowell Communities, LP,
a California limited partnership
By: Century Homes Communities,
a Califomia corporation
Its: General Partner
Dated: By:
John W. Pavelak, President
AGENCY
.Redevelopment Agency
of the City of San Bernazdino,
a public body, corporate and politic
Emil A. Marzullo, Interim Executive Director
Approved as to Fo m d Legal Content:
Agency Counse
ATTACH ACKNOWLEDGMENTS
P'UgavdssUgenE~ AvaclwemnlAgrmto-AUeM 1a08~A8-18-08 Caeury Crorell DDA- Nouce afiuminuian.doc
/^"~ EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
P \Agendss\Agend+AnrbmeHS~Agmis-Amend 21108`08-18-08 Cemury Crowell DDA -Ndio~ fTamiwion.da
PARCEL l:
That portion of the following described property lying North of [he Northedy line of the
property conveyed to [he State of California by deed recorded December 6, 1957 in Book
4384, Page 553 of OfFcial Records:
That portion of Lot 11 of Meyer's and Barclay Subdivision, in the City of San Bernardino,
as shown by Map on fife in Book 2, Page(s) 32 of Maps, in the Office of the County
Recorder of San Bemardino County, California, described as follows:
Beginning at a point on the Northedy line of [he Cajon State Highway which is South 40°
46' East, 283 feet from the point of intersection of the West line of said Lat 11, with the
said Southerly line; thence North 02° 56' East, 304 feet to the we point of beginning;
thence South 87° 14' East, 312.66 feet to the Easterly line of the property deeded to Clas
P. Erickson and wife, recorded June 6, 1949 in Book 2413. Page 387, of Official Records
of San Bernardino County; thence North 0° 38' East, 934 feet, more or less, to the
Southerly line of the property deeded to the San Bernardino County flood Convol, as
recorded in Book 1716, Page 7 56, of Official Records; thence along said line North 59° 41'
15' Wes[, 589.90 feet to the West line of said Lot 11; [hence along said West line South
02° 56' Wes[, 826 feet, more or less, to a point 500 feet from the Northerly line of said
Cajon State Highway; thence South 46° 46' East, 283 feet; thence Sau[h 02° 56' West,
196 feet to the point of beginning.
PARCEL 2:
That portion of Block 11 of Meyer Barclay Subdivision, in the City of San Bernardino, as
per Map recorded in Book 2, Page 32 of Maps, Records of said County, described as
follows:
Beginning at an iron pipe on the Northerly right of way line of California State Highway,
distant South 46° 46' East, 697.40 fee[ from the intersection of said right of way line with
the West line of said Block l1; and said point of intersection is located North 3° 4' East,
2130.90 feet from [he Southwest corner of said BIOCK l 1; thence South 46° 46' East
along said right of way line 100 feet to an iron pipe; thence North 3° 4' East, 1146 feet to
an iron pipe; thence North 46° 46' West, 100 feet to an iron pipe; thence parallel with the
West line of said Block 11, South 3° 4' West, 1146 feet to the point of beginning.
Excepting therefrom that portion lying Southerly of the Northerly line of the property, as
conveyed to the State of California, recorded June 6, 1957 in Book 4249, Page 130, of.
Official Records.
PARCEL 3:
All that portion of Lot 1 1, according to the Map of Meyers and Barclay Subdivision of a
portion of the Muscupiabe Rancho, in the City of San Bernardino, as per Map recorded in
Book 2, Page 32 of Maps, Records of said County, lying within the following described
ProP~Y~
That portion of lots "J", "K". "L" and "M" according to Map showing a portion of Meyer
and Barclay Subdivision, in the City of San Bernardino, as per Map recorded in Book 12,
Page 18 of Maps, in the Office of the County Recorder of said County and'a portion of Lot
l1, according to Map of Meyers and Barclay Subdivision of a portion of the Muscupiabe
Rancho in said County, as per Map recorded in Book 2, Page 32 of Maps, in the Office of
the County Recorder of said County, described as follows:
.r+k Commencing at the center line intersection of Irvington Avenue and Cypress Avenue, as
[V] shown on the Map of the Tawn of Irvington recorded In Book 3, Page 9 of Maps, in the
Office of the County Recorder of San Bernardino County; thence South 27° 36'' S0" West
100 feet along the centerline of Cypress Avenue; thence North 62° 23' 70" West, 344.47
feet [o the beginning of a tangent curve concave Northeasterly and having a radius of
2,000 fee[: thence Northwesterly along the arc of said curve 1200 feet to the true point of
beginning. Said point being on the Southwesterly line of Parcel No. 3 as described in deed
to San Bernardino County Flood Control District, recorded July 27, 1948 in Book 2268,
Page 146 of Official Records; thence from said true point of beginning continuing along
'said 2,000 foot radius curve 674.48 feet; thence North OB° 29' 20" West, 262.26 feet to
a point on the Northerly line of said Lot "M", said point being South 89° 44' 40" West.
297.96 feet from the Northeast comer of said Lot "M"; and South 89° 44' 40" West,
30.00 feet from the Southeast corner of said Lot "J": thence North 27° 43' 00" West,
420.00 feet; thence continuing North 27° 43' 00" West, 577.00 feet; thence North 37°
00' West, 170 feet to a point on the Easterly line of Lot "K" which is Southerly 660 feet
from the Northeast corner thereof; thence North 37° 00' West, 400 feet, more or less, to
an angle point in the Southwesterly line of Parcel No. 4 in deed to San Bernardino County
flood CanUOI District recorded July 27,.1948 in Book 2268, Page 146 of Official Records:
thence North 89° 15' West, 196 feet to a point on the East line of Lat "L" distant
Southerly 660 feet from the Northeast corner thereof; thence Southwesterly to a point on
the Westerly line of Lot "L" distant Southerly 980 feet from the Northwest comer thereof;
thence Southerly along the West line of said Lot "L" and along the East line of said Lot 11.
a distance of 825 feet, more or less, [o the Northeast corner of the land described in deed
to Jerry Berman and Sons, recorded August 26, 1953 in Book 3231, Page 465, of Official
Records: thence North 47° 13' 46" Wes[ along the Northerly line of said Berman Land and
the extension thereof 1330 feet to the Southwest corner of the land conveyed to San
Bernardino County Flood Control District by deed recorded May 4, 1945 in Book 1766,
Page 305 of Official Records; thence North 59° 41' 15" West, 277.89 fee[, more or less,
~+'1 to the Northeast corner of the land conveyed to Billy Lee Turner and other by deed
[ iecorded March 17, 1958 in Book 4462, Page 73 of Official Records; thence South 2° 38'
~r~ West along the East line thereof of 380 feet, more or less, to the Northwest corner of the
land conveyed to Flossie I. Matthews by deed recorded January 22, 1935 in Book 1032,
Page 258 of Official Records; thence South 46° 46' East, 100.00 feet to the Northeast
corner of said Matthews Land; thence South 3° 04' West along the East line thereof 260
feet, more or less, to the Northerly line of the land conveyed to the State of California for
freeway purposes; thence South 47° 11' 00" East along [he Northeasterly line of said
State Land, 450 feet, more or less, to a point on the West line of the land conveyed to
Lucile Whitman by deed recorded January 22, 1932 in Book 784, Page 65 of Official
Records: thence North 2° 40' O6".East. 155 feet, more or less, to the Northwest corner of
said Whitman Land; thence South 47° 71' 35" East, 840 feet to the East line df said Lot
11: thence Southerly along the Eas[ line of said LoC 11 to the Northeasterly line of said
State of Califomia Land; o nt on a/ne extendingf omathe most Northerly eortneryof Lot 155
feet, more or less, to a p
of Tract No. 3401. as pei° Map recrrded in.Book 46. Page 94 of Maps, to the point o
beginning, [hence Northeasterly along said line a distance of 5'95 feet. more Qr less, to the
point of beginning.
Excepting therefrom any portion lying within Tract No. 12756 as per Map recorded in Book
197, Pages 22 through 25, inclusive. Records of said County.
Also excepting therefrom from portions of said land 112 of all oil, gas and other
pioducib e~ hea fomttn[e9ether wth the free and unl mi[ed right totmenendr (land bored or
beneath the surface u~ sose lof developmentlrxrrlernovallof~ uch substances) as reserved in
of said land for the P P
the deeds recorded in Book 3038, Page 153; Book 3087, Page 98; Boak-3585. Page 8
and in Book 4806. Page 533, all of Official Records.
Also excepting therefrom from a portion of said land 112 of all oil, gas and other
herefrom~together with the freeeand unGmi[ed rght toeminea drill and borerbeneathuthe1e
surface of said land at any level or levels, 100 feet or more below the surface of said land
for the purpose of development or removal of such substances, as'reserved in the deed
from Wikna H. Weaver to Wilbur Ray James, a single man, recorded August 25, 1958 in
Book 458fi, Page 188 of OfFcial Records.
Also excepting therefrom from a portion of said land 1/2 of all oil, gas and other
hydrocarbons, now or at any dme hereafter situated therein and thereunder ar producible
therefrom, together with the free and unlimited right to mine, drill and bore beneath the
surface of said land at any level or levels, 100 feet or more below the surface of said land
for the purpose of development or removal of such substances, as reserved to William
Casady in deed recorded in Book 4072, Page 320 of Official Records.
PARCEL 4:
All that certain real property located in [he City of San Bernardino, described as follows:
A portion of Section 2, Township 1 North, Range 5 West, San Bernardino Meridian,
unsurveyed as said Section line may be extended across Rancho Muscupiabe, as per Map
recorded in Book 7, Page 23 of Maps, Records of said County, said parcel also being a
portion of Block 11 of the Meyer and Barclay Subdivision, as per Map recorded in Book 2,
Page 32 of Maps, Records of said County, mare particularly described as follows:
Beg-outing at a point on the Northerly line of the Cajon State Highway, said point being
North 46° 50' West, 420 feet from the intersection of said Northerly line and the Easterly
line of said block 1l; thence along said Norhedy line of said Cajon State Highway, North
46° 50' West, 420 feet to a point; thence along a line parallel to the Eastedy line of said
Block 11, North 2° 3B' East, 1037.14 feet to a point; thence along a line parallel to said
~°'. Northedy line of said Cajon State Highway, South 46° 50' East, 420 feet to a point; thence
~, along a fine parallel to the Easterly line of said Block 11, South 2° 38' West, 1037.14 feet,
more or less, to the point of beginning.
Excepting therefrom that portion lying Southerly of the Northeasterly line of that land
desuibed in the deed to the State of California, recorded August 2, 1957 in Book 4294,
Page 743 of Official Records of said County-
PARCEL 5:
All that certain real property located in [he City of San Bernardino, described as -follows:
That portion of Block 11, Meyer and Barclay Subdivision, as per Map recorded in Book 2,
Page 32 of Maps, Records of said County, desuibed as follows:
B@ginning at the intersection of the East line of said Block t 1 with the Northeasterly Jine of
the.paiceF conveyed to the State of California by deed recorded June 5, 9987, as
Instniment No. 174, in Book 4247. Page 563, of Official Records of said County; thence
North 2° 40' 6" East. 155.18 feet to the Northeasterly corner of the parcel of land
conveyed to Harold S. Ladas by deed recorded August 12, 1959 as Instrument No. 93, in
Book 4901, Page 17 of Official Records of said County; thence North 46° 50' 00" West,
420 feet, more or less, to the NorUtwesteAy corner of said Ladas Land; thence South 2°
40' O6' East, 155.08 feet along the West line of said Ladas Land to a poinC in the-
Northeastedy line of said parcel conveyed to the State of California; thence South 47° 11'
00" West, 420.06 feet to the point of beginning.
SUBJECT TO REVISIONS -- TO BE BASED ON BOUNDARIES AS DETERMINED BY ALTA
SURVEY