HomeMy WebLinkAboutRS04-Redevelopment Agency
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....VELOPMENT AQENCY-REGUBST FOR COMMISSION/COUNCIL ACTION
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Glenda Saul, Executive Director
Subject:
REGIONAL FACILITIES AGREEMENT -
TRI CITY AREA
Dept: Redevelopment Agency
Date: .July l6, 1986
Synopsis of Previous Commission/Council action:
NONE
Recommended motion:
(COMMllNITY DEVELOPMENT DIVISION)
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RESOLUTION OF THE COMMllNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO
AUTHORIZING AND DIRECTING THE EXECUTION OF A REGIONAL FACILITIES AGREEMENT AMONG THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO AND
RANCON REALTY FUND IV AND REALTY FUND V (TRI-CITY PROJECT AREA).
(MAYOB. AND COMMON COUNCIL)
'6- . RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF A
REGIONAL FACILITIES AGREEMENT AMONG THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, THE CITY OF SAN BERNARDINO AND RANCON REALTY FUND IV AND REALTY FUND V
(TRI-CITY PROJECT AREA).
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Signature
Contact person:
t:1An".a !=:.Jiln1
Phone: 383-5081
Supporting dete ettached:
YF.!'l
Ward: 1
FUNDING REQUIREMENTS:
Amount: $
1,275,000
Project: TR T CTTY
", adverse Impact on City:
Y cil Notes:
Date:
111'Y '1, 1QA"
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. CIR OF SAN BERNARD-'b - REQU.9r FOR COUNCIL AC.Q,N
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75--0264
STAFF REPORT
The attached agreement is for the construction of regional improvements in the
Southeast Industrial Park and Tri City areas. The agreement provides for new on
and off-ramps for Waterman at Interstate 10, and for landscaping of the median in
Waterman between the older Hospitality Lane area and the new Tri-City Corporate
Center. The agreement provides for the payment of prevailing wages in the
construction of the proposed improvements.
While not a party to the agreement, it is our understanding that Caltrans will
fund construction of the on-ramp (we will be funding the off-ramp). The developer
is providing all the right-or-way for the ramps with the exception of a small
parcel on Pinky Brier's property. Approximate costs and values are:
$2,000,000
300,000
150,000
100,000
750,000
l,200,000
$4,400,000
R/w from Rencon
R/w from Pinky Brier
Design Engineering
Contract Administration
Off-Ramp Construction
On-Ramp Construction
Total
Caltrans staff said that they would pick up the cost of contract administration if
the agency/developer would provide the design engineering. The acquisition from
Pinky Brier is a part of the on-ramp to be provided by Caltrans.
In order to make the improvements feasable, RANCON, the developer of Tri-City
Corporate Center is agreeing to a construction schedule whose tax increment will
provide financing for the improvements. They will also landscape the median
strip, dedicate land for the on/off ramps, and accept a non-interest bearing note
for the fire station site.
Developer Obligations
a)
Construct $50 million in new development during the next two years (see
attacbed schedule). This is only the first third of the RANCON
development. If developer elects to delay construction, he agrees to
pay in lieu fees equal to the anticipated tax increment in order to
secure financing for the Agency's contributions to the project. We
expect this portion of the project to:
-Usable tax increment is estimated at $350,000 per year (70% of 1%).
-Provide 1220 jobs.
-Provide estimated sales tax revenue of $llO,200 per year (l%).
-Generate utility taxes of $l,079,000 per year.
-Pay city fees of $3,500,000 (one-time).
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7/l6/86
, CI..ct OF SAN BERNARD-'b - REQU~ FOR COUNCIL AC~N
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STAFF REPORT
b)
Landscape the median strip on Waterman Avenue from the freeway to the
Santa Ana River (we expect this may cost about $50,000).
c)
Dedicate the necessary land from the project for a new on/off-ramp from
Interstate lO. A map is attached. A apecific appraisal is not
available, but at $I5 per square foot, the value would be in eJ[cess of
$2,300,000. At $lO per square foot, it would be in excess of $l,500,OOO.
Agency Obligations
Commit to funding of the design engineering of the new on/off-ramp from
Interstate lO. Also cOlDlllit to the funds to construct the off-ramp
portion. Caltrans staff bas atated they will pay for the contract
administration on both the on and off-ramp as well as fund the on-ramp
construction. Estimated Agency costs are:
$750,000
150,000
$900,000
Off Ramp Construction
Design Engineering
Total
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City Obligations
a) Maintain or form district to maintain landscaped median.
b) Cooperate in refinancing the current assessment district.
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7/l6/86
75.0264
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF
A REGIONAL FACILITIES AGREEMENT AMONG THE REDEVELOPMENT AGENCY OF
THE CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO AND RANCON
REALTY FUND IV AND REALTY FUND V (TRI-CITY PROJECT .AREA).
BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF
5 THE CITY OF SAN BERNARDINO AS FOLLOWS:
6 SECTION 1. The Chairman and Secretary of the Community
7 Development Commission of the City of San Bernardino are hereby
8 authorized and directed to execute for and on behalf of the
9 Redevelopment Agency of the City of San Bernardino a Regional
10 Facilities Agreement among the Redevelopment Agency of the City
11 of San Bernardino, the City of San Bernardino and Rancon Realty
12 Fund IV and Realty Fund V, with such non-substantive changes to
13 said agreement as may be approved by the Chairman and Agency
14 Counsel. A copy of said agreement is attached hereto as Exhibit
15 "I" and incorporated herein by this reference as though fully set
16 forth at length.
17 Dated:
18 Approved as to form:
19 AGENCY COUNSEL
20 By!l~7f~#~~'
21 Allen R. riggs/
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The foregoing resolution was duly adopted by the following
23 vote, to wit:
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Members
NAYS:
ABSENT 0 r
ABSTAIN:
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RESOLUTION NO.
RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND
DIRECTING THE EXECUTION OF A REGIONAL FACILITIES AGREEMENT AMONG
THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY
OF SAN BERNARDINO AND RANCON REALTY FUND IV AND REALTY FUND V
(TRI-CITY PROJECT AREA).
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City of San Bernardino is
hereby authorized and directed to execute for and on behalf of
said City a Regional Facilities Agreement among the Redevelopment
Agency of the City of San Bernardino, the City of San Bernardino
and Rancon Realty Fund IV and Realty Fund V, a copy of which
agreement is attached hereto as Exhibit "I" and incorporated
herein by this reference.
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
, 1986, by the following vote, to
day of
wit:
AYES:
Council Members
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NAYS:
ABSENT:
of
City Clerk
The foregoing resolution is hereby approved this
, 1986.
day
Mayor of the City of San Bernardino
Approved as to form:
tC/.1Jt/!J r
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City Attorney
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REGIONAL FACILITIES AGREEMENT
RANCON REALTY FUND IV
AND REALTY FUND V
TRI-CITY PROJECT AREA
SAN BERNARDINO, CALIFORNIA
THIS AGREEMENT, made and entered into this
day of , 19____ by and among the REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO, a public body corporate
and politic (hereinafter "Agency"), and RANCON REALTY FUND IV,
and RANCON REALTY FUND V, each a California limited
partnership, (hereinafter collectively "RANCON"), and the CITY
OF SAN BERNARDINO, a municipal body corporate (hereinafter
called "City"), sets forth the terms and conditions under
which various public improvements of regional significance
will be made by the parties hereto.
RECITALS
i. RANCON is in the process of development of a project
known as the Tri-City Corporate Center on property located
generally north of the 1-10 freeway, east of Waterman Avenue,
and south of the Santa Ana River, in an area designated by
City and Agency as within the Tri-City Redevelopment Project
Area. The property in possession of RANCON to which this
agreement relates is described in Exhibit "A" annexed hereto
and incorporated herein by reference.
ii. City and Agency recognize that a significant traffic
congestion problem has arisen, and will be aggravated further,
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by the development of the RANCON project, unless major
regional improvements are made in the area, which will impact
upon Agency's Tri-City, Southeast Industrial Park and South
Valle Project areas.
iii. Of major concern to the parties is the traffic
situation involving access to and from Waterman Avenue and to
and from the 1-10 freeway from Waterman Avenue, wherein
traffic is already at a very heavy rate and numerous delays
are encountered already by travelers using Waterman Avenue,
Hospitality Lane, and Redlands Boulevard in that vicinity.
iv. The parties are desirous of improving not only
traffic flow, but also are desirous of making the area a more
attractive site, as a major entryway into the City of San
Bernardino, and into RANCON's development.
v. The parties recognize that the improvements which are
needed to overcome recognized problems affect far more
property than merely that of RANCON, constitute major regional
improvements, and justify a significant departure from past
procedures in developing solutions to the providing of public
improvements.
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IMPLEMENTATION
The Agency, City and RANCON, for the considerations and
under the conditions set forth hereinafter, do agree as
follows:
1. In order to accomplish the construction of the major
regional improvements contemplated herein, RANCON desires to
make certain commitments and provide assurances which will
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make it feasible for Agency and City to undertake the desired
improvements at the earliest possible time. In consideration
of such commitments and assurances, Agency agrees to provide
certain public improvements on an expedited basis which
obligations and undertakings of the Agency are set forth
hereinafter as Exhibit "B" to this agreement, "Undertakings
and Obligations of Agency".
2. RANCON covenants for itself, its heirs, executors,
administrators, successors and assigns, that it will
undertake, or cause to be undertaken, the development of the
property described in Exhibit "A" by developing the property
and improving the property in accordance with those
"Undertakings and Obligations of RANCON" set forth hereinafter
on Exhibit "CO, which is annexed hereto and incorporated
herein by reference. The undertakings set forth in Exhibit
"C" are made by RANCON with the expectation that they will be
relied upon by Agency and City, and are undertaken with the
knowledge that Agency and City are acting in reliance thereon,
and that each of the dates specified therein is of the very
essence of this agreement, and that the nature, purpose and
scope of the development, construction dates and completion
dates, are also of the very essence of this agreement.
3. In further consideration for such commitments and
assurances by RANCON, City agrees to provide additional public
improvements and to maintain various facilities, as set forth
in Exhibit "D", "Undertakings and Obligations of City", which
Exhibit is incorporated herein by reference.
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4. For all construction of the public facilities
contemplated hereunder, all laborers and mechanics employed by
any party hereto and by any of its contractors,
subcontractors, or other entities working directly upon the
project covered by this agreement shall be paid
unconditionally and not less often than once each week, and
without subsequent deduction or rebate on any account the full
amount due (except such payroll deductions as are made
mandatory by law and such other payroll deductions as are
permitted by the applicable regulations issued by the Director
of Industrial Relations of the State of California). The full
amount due at the time of payment shall be computed at wage
rates not less than those contained in the published wage
determination decision of the Director of Industrial
Relations, regardless of any contractual relationship which
may be alleged to exist between any party hereto, any
contractor or subcontractor, and any such laborers and
mechanics. Each party furthe~ agrees that this section shall
inure to the benefit of the City and Agency and for the
benefit of all laborers and mechanics employed upon the work
covered by this agreement as third party beneficiaries. City
and Agency and any aggrieved employee are each authorized to
file an action in any court of competent jurisdiction against
the RANCON or any other party and any of its contractors or
subcontractors for the recovery of the difference between the
wage rates actually paid and the wage rates legally required
to be paid under the provisions of this section and any
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applicable regulations, statutes and laws, together with any
other amounts authorized to be collected as a result of such
action. Each party hereto agrees for itself, its contractors
and subcontractors, to pay reasonable attorney fees and court
costs if the City, Agency or employee prevails in any such
action. Each party hereto agrees that this provision shall be
inserted in any contract between any party hereto and any
contractor for public improvements, and that all such
contracts shall also contain a provision that any contractor
must make the same provisions applicable in any of its
subcontracts with subcontractors on this project. The
provisions of this paragraph shall apply only to public
improvements made by any party hereto for which state law
requires prevailing wages to be paid.
5. No member, official or employee of the City or Agency
shall have any financial interest, direct or indirect, in this
agreement or in the Property described in Exhibit "A", nor
shall any member, official or employee participate in any
decision relating to this agreement or to the Property which
affects his or her financial interests or the financial
interests of any corporation, partnership or association in
which he or she is, directly or indirectly, interested.
6. RANCON agrees that no officer, employee or agent of
the City or Agency shall be personally liable to RANCON for
any obligations under the terms of this agreement. Any
obligations undertaken are those of the City or Agency, and
not of the individual officers, employees or agents thereof.
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7. The development promised by RANCON to induce City and
Agency to expedite construction of various regional
improvements covered by this agreement, is a private
undertaking of RANCON, and RANCON shall have full and
exclusive control of the property described in Exhibit "A",
subject only to the limitations and obligations of RANCON
undertaken herein, subject to applicable law and regulations.
8. RANCON, for itself, its executors, Administrators,
heirs, successors and assigns, and all persons or entities
claiming under or through them, or any of them, in this
paragraph collectively referred to as "RANCON", covenants and
agrees that:
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A. RANCON will and shall carry out the work of
the development of the property as specifically provided for
according to the specified time schedule in this agreement and
shall devote such property only to the uses specified herein,
and only to uses authorized by applicable law.
B. RANCON shall ~ot discriminate against or
permit any of its contractors or subcontractors to
discriminate against, or permit any of its tenants, lessees,
renters, or subsequent owners of the property, to discriminate
against any person or groups of persons on account of race,
sex, marital status, color, creed, religion, physical
handicap, national origin, or ancestry, in the construction,
improvement, sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the property covered by this agreement,
nor shall any persons claiming under or through RANCON
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establish or permit any such practice or practices of
discrimination or segregation to exist with reference to the
selection, location, number, use or occupancy of tenants,
lessees or vendees in the property covered by this agreement.
8. RANCON acknowledges that the City and Agency are
incurring substantial financial obligations in order to carry
out their obligations hereunder, and that ability of the
Agency, in particular, to meet those financial obligations
depends almost entirely upon tax increment realized by Agency
from the development contemplated hereunder. All parties
contemplate that Agency shall borrow funds based upon expected
tax increment from this development as the major, if not sole,
source of repayment. If, for any reason whatever, including
but not limited to economic downturn, financial infeasibility
of the project, or any other reason whatever, RANCON fails to
develop the project at least as quickly and in at least the
minimum amounts of development provided for in Exhibit "E"
(both as to square footage of improvements and dollar values
thereof) RANCON promises and agrees to pay those in lieu of
development fees specified in Exhibit "C". The parties
recognize that this is not a "penalty" or "default" position,
but only an alternative undertaking by RANCON to induce Agency
to undertake the expenditures and to incur the indebtedness
therefor contemplated by this Agreement. Payment of the in
lieu of development fee promptly when due shall temporarily
excuse any failure to develop in accordance with the
development schedule, and in such event no default shall be
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declared based solely upon failure to develop. In the event
of any breach of this agreement, RANCON agrees to fully
reimburse the Agency forthwith for that amount of money paid
or loaned by the Agency to RANCON up to the time of the
default, as a loan, advance, or reimbursement for the
installation and construction of any improvements paid for by
Agency, and for any and all expenditures undertaken by Agency
for public improvements contemplated in the Agreement, or for
any other purpose, and shall reimburse to Agency all funds
expended by Agency as administrative costs, fees, expenses,
attorney fees, or any other item of expense legitimately
encountered by the Agency during the term of this agreement.
All sums due shall bear interest at the rate applicable to
judgments from the date the expense was incurred or the money
paid out by the Agency, whichever is earlier. Agency shall
have such other rights and remedies as may be permitted by
law, with no remedy being deemed exclusive. Agency may pursue
any remedy or combination of remedies authorized by law,
without limitation.
9. This agreement shall be in full force and effect as
of the date that this agreement is signed by and on behalf of
both parties, and shall inure to the benefit of and be binding
upon the parties hereto, their respective heirs, executors,
administrators, successors or assigns from the date of its
execution.
10. Any notices required or authorized to be given by
one party to the other shall be deemed effective if mailed by
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certified or registered mail, return receipt requested, to the
following address or such subsequent address as to which
notice of change of address has been served:
AGENCY:
RANCON:
Redevelopment Agency of
the City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
CITY:
City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
RANCON Realty Fund
RANCON Realty Fund
Tri-City Corporate
485 Carnegie Drive
San Bernardino, CA
92408
IV
V
Centre
113. The parties recognize that RANCON is comprised of
two legally separate entities, but for purposes of this
agreement, each of the separate entities agrees that this
undertaking is the joint and several obligation of each of
them. Agency and City shall have no obligation to separate
out what part or portion of the obligation each such separate
entity may be responsible for, such separate entities agreeing
that City and Agency shall look to both of them for complete
responsibility, and any apportionment of responsibility
between them shall be the responsibility of those entities
only.
IN WITNESS WHEREOF, the Agency, City and RANCON have
executed this agreement effective as of the date first above
written.
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REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
By
Chairman
By
secretary
Approved as to legal form
and adequacy:
AGENCY COUNSEL
By tfl/J.: -tf' &.~
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CITY OF SAN BERNARDINO
By
Mayor
Attest:
City Clerk
Approved as to form:
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City Attorney
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RANCON
By: RANCON REALTY FUND IV,
a California Limited
Partnership
By
A General Partner
By
Its
And By: RANCON REALTY FUND V
A California Limited
Partnership
By
A General Partner
By
Its
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0 ATTACHMENTS:
Exhibit "An, Description of Property;
Exhibit "B", Undertakings and Obligations of Agency;
Exhibit "C., Undertakings and Obligations of RANCON;
Exhibit .D", Undertakings and Obligations of CitYl
Exhibit "E", Development Schedule,
Exhibit "F", Sketch of Parcel to be Dedicated;
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EXHIBIT .A.
DESCRIPTION OF PROPERTY
The property which is subject to this Agreement is that
certain parcells) of property situate in the City of San
Bernardino, County of San Bernardino, State of California,
described as follows:
153 acres of land in the City of San Bernardino,
California, situated in the area generally bounded by the
Santa Ana River on the north, 1-10 Freeway on the south,
Tippecanoe Avenue on the east and Waterman Avenue on the west,
the exact description of which is set froth in a deed of
record by which RANCON or some entity associated therewith
obtained the property from the Golding-Dutton interests, or
some entity affiliated therewith.
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c:> EXHIBIT .B.
UNDERTAKINGS AND OBLIGATIONS OF AGENCY
AGENCY AGREES TO:
1. Fund itself, or obtain funding for, at no cost to
RANCON, the proposed off ramp from the San Bernardino Freeway
(1-10) to Hospitality Lane east of Waterman, to be constructed
in conjunction with a new on ramp which is to be provided by
CalTrans. It is contemplated that Agency will borrow the
necessary funds based on the income stream secured by this
agreement.
2. Use its best efforts to negotiate Owner Participation
Agreements with adjoining Tri-City Project Area property
4:> owner(s) for development with tax increment participation to
reduce the debt incurred by Agency's obligation for off ramp
expenses.
3. Promptly undertake design of both on and off ramps in
a manner satisfactory to CalTrans, to expedite the
construction of such ramps at the earliest possible time,
subject to CalTrans agreement to pay for the on ramp costs,
with the understanding CalTrans will pay the expenses of
administering the contracts for such construction if Agency or
City bears the costs of design.
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EXHIBIT "e.
UNDERTAKINGS AND OBLIGATIONS OF RANCON
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RANCON AGREES TO:
1. Construct, not later than the times set forth within
the development schedule which is annexed hereto as Exhibit E,
not less than $50,000,000 in new development to be added to
the tax rolls of the County of San Bernardino, such
$50,000,000 to be on the tax rolls within five years from the
date of execution of this Agreement. The construction to be
completed within the $50,000,000 provided for herein shall be
in addition to the buildings already constructed, e.g., 1
Vanderbilt Way and TGI Friday's.
2. Landscape the median strip along Waterman Avenue
immediately west of RANCON's development, being that strip
along Waterman Avenue north of the 1-10 Freeway to the Santa
Ana River, to standards approved by the City's Director of
Parks, Recreation and Community Services. RANCON shall
maintain such landscaping for one year after approval of the
landscaping, as installed, by the City's Director of Parks,
Recreation and Community Services.
3. Dedicate or grant to the City that part of the land
owned by RANCON which is necessary for the new on ramp and off
ramp to and from the San Bernardino Freeway (1-10), exiting
and entering at Hospitality Lane, for access to Waterman
Avenue over property now owned in part by RANCON. The parcel
to be dedicated is depicted on the sketch annexed hereto as
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Exhibit "H", and the exact legal description thereof shall be
determined at the earliest practical date. RANCON is not
obligated to grant or dedicate any portion of such right-of-
way not owned by it, but covenants it owns all such land
easterly or northerly of the San Timoteo Creek. The
dedication or grant shall provide for reverter to RANCON in
the event the on ramp and off ramp are not completed within
five years.
4. In the event that RANCON fails to perform in
accordance with its development schedule, RANCON agrees to pay
to Agency semi-annually, within thirty days after the time
that Agency would have received its tax increment payment from
the County, an in lieu of development fee. Unless otherwise
agreed, Agency shall bill RANCON semi-annually at the time of
receipt of tax increment payments from the County of San
Bernardino for the amount of such in lieu of development fee
due and owing at that time.
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EXHIBIT .D.
OBLIGATIONS AND UNDERTAKINGS OF CITY
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CITY AGREES TO:
1. Maintain, or cause to be maintained through a
landscape maintenance district or otherwise, after the first
year, the landscaping of the median on Waterman Avenue
improved by RANCON in accordance with Exhibit C.
2. Permit and cooperate in the refinancing of Assessment
District 961 to reduce the amounts of annual assessments upon
property of RANCON through reduced interest rates, upon
request therefor by all or a substantial majority of affected
property owners.
3. Exercise its best efforts to complete expansion of
the regional waste water treatment facility, to assure that
sewer capacity rights sufficient to meet RANCON's
developmental needs for such rights when and as the need
arises. To the extent reasonable, assure availability to
RANCON of all sewer capacity rights required to complete the
development, with any rights in excess of those currently
available to RANCON to be available not earlier than two years
from the date of this Agreement. City is expanding its
wastewater treatment plant facility, and reasonably expects to
have additional sewer capacity rights available within the
next two years. City shall notify RANCON when such rights are
0 available. City shall be responsible solely to serve as a
provider of last resort, after exhaustion by RANCON of its own
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resources, commercially reasonable efforts to obtain sewer
capacity rights from the City, Agency or elsewhere, and after
exhaustion of RANCON's entitlements, to sewer capacity rights
funded by Assessment District 961.
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DEVELOPMENT SCHEDULE
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