Loading...
HomeMy WebLinkAboutRDA Packet 2003/05/13 CI'IY OF CHULA VISTA TUESDAY, MAY 13, 2003 COUNCIL CHAMBERS 6:00 P.M. PUBLIC SERVICES BUILDING (immediately following the City Council meeting) JOINT MEETING OF THE REDEVELOPMENT AGENCY / CITY COUNCIL OF THE CITY OF CHULA VISTA CALL TO ORDER ROLL CALL Agency/Council Members Davis, McCann, Rindone, Salas; Chairman/Mayor Padilla ORAL COMMUNICATIONS This is an opportunity for the general public to address the Redevelopment Agency on any subject matter within the Agency's jurisdiction that is no~t an item on this agenda. (State law, however, generally prohibits the Redevelopment Agency from taking action on any issues not included on the posted agenda.) If you wish to address the Agency on such a subject, please complete the "Request to Speak Under Oral Communications Form" available in the lobby and submit it to the Secretary to the Redevelopment Agency or City Clerk prior to the meeting. Those who wish to speak, please give your name and address for record purposes and follow up action. ACTION ITEMS The items listed in this section of the agenda are expected to elicit substantial discussions and deliberations by the Agency, staff, or members of the general public. The items will be considered individually by the Agency and staff recommendation may in certain cases be presented in the alternative. Those who wish to speak, please fi~l out a Request to Speak form available in the lobby and submit it to the Secretary to the Redevelopment Agency or City Clerk prior to the meeting. 1. REPORT AND UPDATE ON THE PROGRESS OF THE CHULA VISTA URBAN DEVELOPMENT COMMITTEE (UDC) REGARDING THE POTENTIAL FORMATION OF A NEW CITY-SANCTIONED ENTITY TO FOCUS ON THE REDEVELOPMENT OF THE CITY'S URBAN CORE - The Urban Development Committee (UDC) is a group of Chula Vista business leaders with expressed interest in the redevelopment revitalization of the City's Urban Core. The UDC has hired Keyser Marston Associates to prepare a study to examine alternative redevelopment management structures and make recommendations to the City Council. [Community Development Director] STAFF RECOMMENDATION: Agency/Council accept the report and authorize staff to work with the UDC and their consultant to: 1) determine the complement of questions to be addressed in the UDC study; and 2) include the involvement of UDC members in the stakeholder committee[s) that will participate in the Strategic Plan for the Community Development Department and to incorporate UDC generated ideas for reorganization into the Department's Strategic Plan discussion. 2. JOINT RESOLUTION OF THE CITY COUNCIL AND REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING AN EXCLUSIVE NEGOTIATION AGREEMENT WITH PACIFIC SCENE HOMES FOR DEVELOPMENT OF THE CHULA VISTA @ LANDIS PROJECT PROPOSAL LOCATED ON LANDIS AVENUE BETWEEN E STREET AND F STREET - An initial concept plan has been drafted to develop a state-of-the-art infill project, with lofts, townhomes, flats, and live-work spaces that will complement and enhance the downtown village environment. The proposal will also create new public and shared parking for patrons of downtown businesses, as well as a potential mixed-use paseo linking the project with Third Avenue. The proposed Exclusive Negotiation Agreement will cover negotiations on City-owned property along Landis Avenue currently in use as surface parking lots. [Community Development Director[ STAFF RECOMMENDATION: Agency/Council adopt the resolution. 3. JOINT RESOLUTION OF THE CITY COUNCIL AND REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A JOINT PLANNING AGREEMENT WITH SWEETWATER UNION HIGH SCHOOL DISTRICT TO FACILITATE PLANNING AND REDEVELOPMENT OF MISCELLANEOUS DISTRICT PROPERTIES - The proposed Joint Planning Agreement establishes a framework for joint evaluation and participation by the Sweetwater Union High School District and City staff to facilitate the planning and possible redevelopment of a number of District-owned properties in Chula Vista. Outreach to community representatives and stakeholders will be an integral part of the planning process. [Community Development Director] STAFF RECOMMENDATION: Agency/Council adopt the resolution. OTHER BUSINESS 4. DIRECTOR'S REPORT(S) 5. CHAIR/MAYOR REPORT(S) 6. AGENCY/COUNCIL COMMENTS Redevelopment Agency, May 13, 2003 Page 2 ADJOURNMENT The meeting will adjourn to a closed session and thence to the regular meeting of the Redevelopment Agency on May 20, 2003, at 6:00 p.m., immediately following the City Council meeting in the City Council Chambers. CLOSED SESSION Unless Agency Counsel, the Executive Director, or the Redevelopment Agency states otherwise at this time, the Agency will discuss and deliberate on the following item(s) of business which are permitted by law to be the subject of a closed session discussion, and which the Agency is advised should be discussed in closed session to best protect the interests of the City. The Agency is required by law to return to open session, issue any reports of final action taken in closed session, and the votes taken. However, due to the typical length of time taken up by closed sessions, the videotaping will be terminated at this point in order to save costs so that the Agency's return from closed session, reports of final action taken, and adjournment will not be videotaped. Nevertheless, announcements of actions taken in Closed Session shall be made by Noon on Wednesday following the meeting at the City Clerk's office in accordance with the Ralph Brown Act (Govt. Code § 54957.7) 7, CONFERENCE WITH LEGAL COUNSEL REGARDING EXISTING LITIGATION -- Pursuant to Government Code Section 54956.9(a) City/Agency vs. IT Group, Inc., et. al. [Case No. 02-10118 (MFW)] COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT The City of Chula Vista, in complying with the Americans with Disabilities Act (ADA), request individuals who require special accommodates to access, attend, and/or participate in a City meeting, activity, or service request such accommodation at least 48 hours in advance for meetings and five days for scheduled services and activities. Please contact the Secretary to the Redevelopment Agency for specific information at (619) 691-5047 or Telecommunications Devices for the Deaf (TDD) at (619) 585-5647. California Relay Service is also available for the hearing impaired. Redevelopment Agency, May 13, 2003 Page 3 PAGE 1, ITEM NO.: / MEETING DATE: 05/13/03 JOINT REDEVELOPMENT AGENCY / CITY COUNCIL AGENDA STATEMENT ITEM TITLE: REPORT AND UPDATE ON THE PROGRESS OF THE CHULA VISTA URBAN DEVELOPMENT COMMITTEE (UDC) REGARDING THE POTENTIAL FORMATION OF A NEW CITY-SANCTIONED ENTITY TO FOCUS ON THE REDEVELOPMENT OF THE CITES URBAN CORE SUBMITTED BY: COMMUNITY DEVELOPMENT DIRECTOR~' REVIEWED BY: EXECUTIVE DIRECTOR~~ ~v 4/5THS VOTE: YES ~ NO ~ BACKGROUND Last year, a group of Chula Vista business leaders formed an organization known as the Chub Vista Urban Development Committee (UDC). The UDC's purpose is to investigate potential formation of a new, Citylsanctioned entity to focus on the redevelopment and revitalization of the City's Urban Core. The UDC has hired Keyser Marston Associates, Inc. (KMA) to prepare a study that will examine alternative redevelopment management structures and recommend to the City Council an approach to restructuring redevelopment management in Chula Vista. City staff has been working with the UDC to discuss alternative management structures, to determine the scope of the study, and to define the questions that need to be addressed in order to ensure an informed decision can be made relative to if and how redevelopment management should be restructured. UDC representatives will be present at the May 13 meeting to make a presentation to the City Council/Agency Board (Council/Agency) about their goals and the study. This report provides the Council/Agency with a brief update on the discussions be~veen City staff and the UDC to date, and a recommendation relative to proceeding with the UDC study. RECOMMENDATION It is recommended that the Council/Agency accept the report and authorize staff to continue to work with the UDC and their consultant, KMA, to: 1} determine the complement of questions to be addressed in the UDC study; and 2) include the involvement of UDC members in the stakeholder committee(s) that will participate in the Strategic Plan for the Community Development Department and, in particular, to incorporate UDC generated ideas for reorganization into the Department's Strategic Plan discussion. BOARDS/COMMISSIONS RECOMMENDATION Not applicable. PAGE 2, ITEM NO.: MEETING DATE: 05/13/03 DISCUSSION Last year, a group of Chula Vista business leaders formed an organization known as the Chub Vista Urban Development Committee (UDC). UDC committee members are residents and business owners of the City with expressed interest in the redevelopment and revitalization of the City's Urban Core. Focused on this issue, commi~ee members investigated the operation of the Centre City Development Corporation (CCDC) in San Diego. CCDC is a non-profit development corporation, created by the City of San Diego to focus on the redevelopment of San Diego's downtown. CCDC Board members are appointed by the City to advise the Council/Agency on redevelopment planning, financing and implementation matters. The non-profit entity operates in a "broker-client" relationship to the City and the Agency pursuant to an operating agreement that establishes the work program for the Corporation. UDC members were inspired by the successes of CCDC, and formed their organization with the goal of creating a new, City-sanctioned entity that could assist the Council/Agency in much the same way that CCDC assists San Diego with redevelopment activity. The UDC has hired Keyser Marston Associates, Inc. (KMA) to prepare a study to examine the potential to create a new redevelopment management structure for Chula Vista. Attached to this report is a memorandum prepared by KMA which outlines four (4) redevelopment management structures, including the CCDC-type non-profit development corporation. KMA is tasked by UDC to examine how each of these alternatives might operate in Chula Vista, and to recommend which would best "fit" our City and the UDC goals. Community Development staff believes that several questions must be addressed by the UDC study, relative to each of the alternative management structures. These include: 1. How would the new entity be financed? Would redevelopment tax increment from all or portions of existing RDA's be transferred to the new entity? Would other funding, additional to RDA tax increment funds, be necessary for operation? How would future State-mandated ERAF payments apply (if RDA tax increment is divided), and what impact would ERAF payments therefore have on the anticipated financing program for the new entity and/or for the RDA areas outside the scope of the new entity? 2. How would the new entity be staffed? Would staff be loaned by the City to the new entity, contracted to the new entity, or work directly as employees of the new entity (as is the case with CCDC)? 3. How would staffing arrangements affect the Community Development Department? In particular, how would non-redevelopment, City-wide activities currently undertaken by Community Development, such as economic development and affordable housing be affected by the changes? Would some/all staff work part-time for the entity and part-time for the City? 4. Could the new entity assume, on behalf of and in an advisory capacity to the City Council, control over planning, environmental review and/or permitting within designated Redevelopment Areas (RDA's) and/or in areas outside of designated RDA's? PAGE 3, ITEM NO.: MEETING DATE: 05/13/03 Staff would like to continue to work with UDC to define the questions that need to be addressed in order to ensure that an informed decision relative to if and how redevelopment management should be restructured. UDC has also expressed interest in participating in planning for an overall redevelopment implementation strategy. The Community Development Department is now entering into a Strategic Planning effort to better define our overall Department goals and to create implementation strategies which may potentially result in reorganization of the Department. Assistance for this effort is being provided by Roderick Reinhart, Director of Development and Strategic Planning. The process undertaken by Mr. Reinhart includes evaluation of Department missions, vision and organizational values both from within the Department, and through involvement from stakeholders outside the Department. Staff recommends that the Department Strategic Planning effort recognize the UDC efforts by including UDC members on our stakeholders committee(s) and through discussion of the UDC study during - and as an integral part of - the strategic planning effort. Urban Core Specific Plan Advisory Committee In working with the UDC, staff has kept its members informed of planning efforts related to the Ciys Urban Core, and indicated our intent to bring to the City Council a recommendation to initiate an Urban Core Specific Plan. During discussion about the Specific Plan, staff and UDC have examined the potential to "tap" the UDC, with its focus on revitalization and redevelopment of the Urban Core, as an advisory committee during the Specific Plan process. Conceptually, staff is in agreement that the UDC could play a beneficial role in spearheading the public process that will lead to plan alternatives and as an advisor to both staff and the Council on plan-related issues. An information item on initiation of the Urban Core Specific Plan is scheduled to come before the Council on May 27. With agreement from Council, staff recommends that we work with UDC to further define the role of such an advisory committee, and incorporate recommendations into the May 27 report to Council on the Urban Core Specific Plan initiation. FISCAL IMPACT Staff has agreed to share equally the costs of the KMA study with the UDC. The City's share is $15,000 and is being covered by existing budget resources. The Department's Strategic Plan process is utilizing existing City staff and resources and, therefore, can be absorbed by the existing budget. ATTACHMENTS Attachment 1 - Keyser Marston Associates, Inc. Memorandum - Organizational Structures for Implementing Redevelopment J:\COMMDEV~STAFF.REP\05-13-03\UDC.doc KEYSER MARSTON ASSOCIATES ][NC. $,~N DIEGO Gerald M. Trimble Paul C. Matra £05.4NGELE$ Calvin E. Eollis, II Kathleen H. Head James A. Rabe Paul C. Anderson Gregory D. Soo-Hoo MEMORANDUM sun FRAnc,see A. Jerry Keyscr Timothy C. Kelly To: Chris Lewis, Chair, Chula Vista Urban Development Kate Earle Funk Debble M. Kern Committee Robert J. Wetmore From: Gerald M. Trimble Managing Principal Date: April 25. 2003 Subject: Organizational Structures for Implementing Redevelopment The Mayor of the City of Chula Vista and appointed officials have requested an explanation and analysis of the various redevelopment management structures and a comparison to what is now in place in the City of Chula Vista before proceeding with the consideration of a non-profit development corporation. KMA has requested data on Agency financing and operations and until this material is reviewed and analyzed a financial comparison cannot be completed. In California there are only a few organizational approaches for redevelopment implementation since the Community Redevelopment Law requires that all decisions be made by the City Council, therefore any structure be it an independent Redevelopment Agency, a Community Development Commission, a Non-Profit Development Corporation or a City Department will be advising and making recommendations to the elected officials. The following narrative provides more detail on the subject. Management Structures for Implementing Redevelopment Activities Section 33000 of the Health and Safety Code, the California Community Redevelopment Law (CRL), controls the creation, actions and process of redevelopment in California. CRL mandates several important events that limit, to a great extent, the number of management structures in California. The following are some of the more important provisions of the CRL CEL~Br~r,,V~ 30 03397rnm To: Chris Lewis, Chair, Chula Vista Urban Development Committee April 25, 2003 Subject: Organizational Structures for Implementing Redevelopment Page 2 related to the implementation of redevelopment. Whatever structure a City decides to utilize, all significant actions require City Council approval. · Activation of a Redevelopment Agency requires an action (adoption of an ordinance and the documentation of need) of the local legislative body, City Council or Board of Supervisors. · The Redevelopment Agency (Agency) can either be the City Council operating as the Agency pursuant to the CRL vs. the City Charter or a separate Agency created by the City Council and with Agency Members appointed by the City Council. · Community Development Commission - A city or county may create a Community Development Commission (CDC) through the action of the local legislative body creating the entity and either appointing themselves as the members of the CDC or appointing the members to serve on the CDC. The value of a CDC would be that redevelopment, economic development and housing activities could be managed by one organization. The CDC would be the Redevelopment Agency and the Housing Authority. All major actions, however, must be approved by the City Council if the CDC were a separate entity. · A redevelopment project area can be created only by action of the City Council (adoption of an ordinance) after completion of a lengthy planning process and a noticed public headng on the proposed redevelopment plan. Actually, there will be a joint public hearing. The Agency, a separate legal entity from the City (even though the Agency Members might be the City Council Members) will notice and conduct their public hearing at the same time that the City Council conducts their public hearing. · The conveyance of any interest in real property requires approval of the City Council. · Agency borrowings from public or private entities, e.g., loans, sale of bonds or sale of notes, require approval of the City Council. · Acquisition of land, buildings, leasehold interests, etc. using the power of eminent domain requires approval of a Resolution of Necessity by the City Council. · Exclusive Negotiating Agreements, Disposition and Development Agreements, Owner Participation Agreements, Cooperation Agreements and other agreements with developers, land owners and public agencies require City Council approval. Alternative Management Structures 1. Independent Redevelopment Agency- The issue of a separate or independent Agency from the City relates to who will function as Agency Members. There are really only two alternatives in California. The City Council can either designate themselves as the Agency Members or alternatively they can create an independent Agency or a CDC and appoint the CELEBPMTING 30 YEAP. X OF SERYI('E TO OUR (~LIENTS To: Chris Lewis, Chair, Chula Vista Urban Development Committee April 25, 2003 Subject: Organizational Structures for Implementing Redevelopment Page 3 Members. Most of the cities in California use the model where the City Council Members are also the Agency Members. (1) Some examples of cites in which there is an independent Agency (Agency and Board Members) are Los Angeles, San Francisco and Sacramento. 2. City Department or Division of a City Department - This is the predominant model in California. In some cities there is a separate redevelopment staff, or a combination with the economic development, housing or community development divisions. In some cities where either the redevelopment effort is not extensive or the city is smaller, the redevelopment management is handled out of the City Manager's Office. In cities where the City Council is also the Agency, the City Manager typically is the Executive Director of the Agency. The Manager may, however delegate all of the day-to-day operations and management to other staff however. 3. Non-Profit Development Corporation - An alternative model for planning and implementing redevelopment activities is through a Non-Profit Development Corporation. This structure is created by action of the City Council in creating the Corporation (Ordinance or resolution authorizing the creation, approval of Articles of Incorporation and Bylaws and the designation of the initial incorporators) and finally, appointment of the Corporation Board Members. This type of entity operates in a broker-client type relationship to the City and the Agency pursuant to an operating agreement that establishes the work program for the Corporation. This Corporation and the Board Members are advisory to the City Council on redevelopment planning, financing and implementation matters. Some examples of Non- Profit Development Corporations follow: · Centre City Development Corporation, San Die,qo (CCDC) - CCDC was created by the San Diego City Council in 1976 and is responsible for planning, financing and implementing redevelopment activities in Centre City (downtown San Diego). There are seven appointed Board Members. The area of influence when created was approximately 1,600 acres of which only 250 acres was in redevelopment projects (Horton Plaza, Marina and Columbia Redevelopment Project areas). Subsequently the Gaslamp Quarter was adopted as a redevelopment project area and then in 1992 the entire 1,600 acres of Centre City was adopted as a redevelopment project area and all of the original projects areas were merged. (1) Note: There are 477 cities and 56 counties in California. Most redevelopment activity is within incorporated cities. There are 408 redevelopment agencies in California (implementing 775 redevelopment project areas), 26 are county created agencies and 17 are in the category of "other governing body". This category includes independent redevelopment agencies, CDCs, community improvement agencies and economic development authorities, etc. The net number is 365 redevelopment agencies in California where the City Council operates as the beard of the agency. 03397mm /~-.0 To: Chris Lewis, Chair, Chula Vista Urban Development Committee April 25, 2003 Subject: Organizational Structures for Implementing Redevelopment Page 4 · Southeastern Economic Development Corporation, San Diego (SEDC)- SEDC was created by action of the San Diego City Council in 1980. There are nine Board Members appointed by the City Council. SEDC is responsible for planning and implementing redevelopment in an area in southeastern San Diego that includes four redevelopment project areas (2) totaling 1,150 acres and an additional 800 acres of land not in redevelopment projects areas for an approximate total of 2000 acres. · Other Non-Profit Corporations in San Dieqo - Other examples of non-profit corporations created by the City and representing them in specific areas are the San Diego Housing Commission and the San Diego Data Processing Corporation. · City Centre Development Corporation, Las Veqas, Nevada - Created by the City Council in 1997 to plan and implement redevelopment in a very large downtown redevelopment project. Functions similar to the San Diego models. Note: Not entirely applicable because state law is different. · Baltimore Development Corporation, Baltimore, MD - Formerly this was the Baltimore Inner Harbor Management Corporation, formed in approximately 1965. The organization is extremely successful and implements development downtown, along the waterfront and other areas of the City of Baltimore now. The Mayor and City Council appoint Board Members. Note: Not entirely applicable because state law is different. · Second Century, Oklahoma City, Oklahoma - Organization has existed for approximately fourteen years. Board members are a combination of business people appointed by the City Council, appointed Redevelopment Agency Members and two City Council Members. Oklahoma City also has a separate redevelopment agency with board members appointed by the City Council. Note: Not entirely applicable because state law is different. · Union Station Redevelopment Corporation, Washinqton, D.C. - Created by an act of Congress to implement redevelopment of Union Station and the area surrounding Union Station. Appointed Board of Directors hires the president as full time professional. Note: Not entirely applicable because state law is different. In conclusion, in the independent Agency or CDC, the City Department or the Non-Profit Development Corporation form of organization, the redevelopment entity provides advice and recommendations to the City Council. CRL provides for somewhat more authority and powers to be delegated to the independent Agency by the City Council than other organizational structures. An independent Agency or CDC can own land and leasehold interests, can sell bonds and notes and borrow funds, all in the name of the Agency with the approval of the City Council. The independent Agency still advises the City Council which retains the final decision. A Non-Profit Development Corporation, by nature, is advisory only and operates pursuant to the ('EI.EBRATING $0 YEARS OF SERVICE TO OUR CLIEN}'S 03397rnrn /-- To: Chris Lewis, Chair, Chula Vista Urban Development Committee April 25, 2003 Subject: Organizational Structures for Implementing Redevelopment Page 5 contract with the City and the Agency. The Corporation does not own land or sell bonds, etc. The Corporation can enter into contracts for services and take other actions to the extent that these actions are covered in the operating agreement. The Corporation's actions are representing the City and the Agency, in effect, a broker-client type of relationship. (2) Gateway East - 59 acres, Southcrest - 301 acres, Mount Hope - 210 acres and Central Imperial - 580 acres. C~ELEBRA?ING 30 YEARS OF SERVIC£ I'O OUR CLIENT,;' 03397rnm PAGE 1, ITEM NO.: c~ MEETING DATE: 05/13/2003 JOINT REDEVELOPMENT AGENCY / CITY COUNCIL AGENDA STATEMENT ITEM TITLE: RESOLUTION APPROVING AN EXCLUSIVE NEGOTATION AGREEMENT WITH PACIFIC SCENE HOMES FOR DEVELOPMENT OF THE CHULA VISTA @ LANDIS PROJECT PROPOSAL LOCATED ON LANDIS AVENUE BETWEEN E STREET AND F STREET SUBMITTED BY: COMMUNITY DEVELOPMENT DIRECTOR ~_~-~-~ REVIEWED BY: EXECUTIVE DIRECTOR 4/5THS VOTE: YES ~ NO BACKGROUND Redevelopment Agency staff have been in discussions with Pacific Scene Homes for development of approximately 150 for-sale residential infill units along Landis Avenue in the Town Centre I Redevelopment Project Area (Exhibit A.) An initial concept plan has been drafted by the developer and architect Carrier Johnson to develop a state-of-the-art infill project, with lofts, townhomes, flats, and live-work spaces that complement and enhance the downtown village environment. The proposal will also create new public and shared parking for patrons of downtown businesses, as well as a potential mixed-use paseo linking the project with Third Avenue (Exhibit B.) The proposed Exclusive Negotiation Agreement (ENA) (a~tached as Exhibit C) will cover negotiations on City-owned properly along Landis Avenue, currently in use as surface parking lots. A separate or amended negotiation agreement will be considered between the owner of the proposed mixed- use paseo component and the Agency at a later date. Staff is recommending entering into the Exclusive Negotiation Agreement with Pacific Scene Homes based on the quality of the development proposal, the development reputation of the parties involved, and the rare opportunity to create an exciting urban infill project in the heart of the Third Avenue District. RECOMMENDATION Approve the Resolution approving an Exclusive Negotiation Agreement with Pacific Scene Homes for development of the Chula Vista @ Landis Project located on Landis Avenue between E and F Streets. PAGE 2, ITEM NO.: MEETING DATE: 05/13/2003 BOARDS/COMMISSIONS RECOMMENDATION The project concept has been presented both informally and formally to the Town Centre Project Area Committee (TCPAC), which voted unanimously on April 16th to recommend approval of the Exclusive Negotiation Agreement. The TCPAC c~lso appointed a committee member to represent the committee during the project's design phase. The Downtown Business Association's Economic Restructuring Committee has also endorsed the project at their February meeting, citing the project's potential to significantly enhance retail activity along the Third Avenue. DISCUSSION The idea of fostering urban infill residential projects within the City's urban core has been discussed at a staff level for some time. On-going concerns with the lack of vitality of retail activity along Third Avenue, and evidence from other cities that introducing new residential density within the urban core can significantly improve the retail experience, led staff to elicit development interest from the local development community. Pacific Scene Homes assessed this opportunity and has proposed a project that helps to address this issue. Project Site The development site(s) include approximately 1.79 developable acres currently in use as surface parking lots. The parking lots include 190 public parking spaces (there are currently over 1100 public off-street parking spaces within the Downtown Parking District). There are no private ownerships and, therefore, no owner participation process is required. The site consists of two physically separated, level developable parcels; one smaller parcel of approximately .67 acres at the northeast corner of Landis Avenue and Davidson Street, and one larger parcel of approximately 1.17 acres along Landis Avenue between Davidson Street and F Street. The project site(s) are bounded by multi-family residential on the north, office development on the west, retail and commercial development on the east and on the south. The adjoining properties were developed with a wide variety of architectural styles and forms, including several recent office buildings, as well as a number of older commercial properties. The site(s) are well suited for residential and mixed-use development and have ample nearby residential services, including commercial services, two parks, active recreation centers for families and seniors, and a number of civic institutions. Project Proposal The concept proposal is still at an early stage of development and will be further defined during the negotiation period leading up to consideration of a Disposition and Development Agreement (DDA) and related planning and environmental documents. The project is envisioned as o catalyst to further revitalization of the surrounding neighborhoods and commercial areas. As currently envisioned, the Project would include approximately 150 - 160 market rate for-sale residential units ranging in size from approximately 700 sq. ft. one bedroom units to 1500 sq. ft. PAGE 3, ITEM NO.: MEETING DATE: 05/13/2003 three bedroom units. The project will be subject to the City's inclusionary housing program, most likely utilizing the City's first-time homebuyer program to satisfy the program's requirements. The proiect would be built in three separate but linked buildings of approximately four stories in height. The precise nature of the architecture will be worked out during the negotiation period, and will include additional public input. Staff is proposing, in addition to review by the Town Centre Project Area Commi~ee, additional review and comment from the Downtown Business Association's Design Committee. Although not required within the Town Centre Redevelopment Area, the City's Design Review Committee (DP, C) will also review and comment on the project during the planning phase. Residential units will have dedicated parking subject to planning requirements as defined in the Project's Specific Plan, that will be prepared during the negotiation period. The Project will preserve available public parking by providing approximately 100 public parking spaces that could also be shared by guests after hours. The specific number of dedicated private, public and shared parking spaces will be further refined during the negotiation period. Potential Project Benefits This project has the potential to significantly re-shape perceptions of Chula Vista's Third Avenue downtown district. Although the City has encouraged infill residential development over the years, only one small project (the Adma Building at F Street and Landis Avenue) was built during the 1990s. The Parkwoods development in the 1980s, while significant, was developed with fewer physical and symbolic linkages to the commercial district, and with a more inward design orientation. Development of the Chula Vista @ Landis Project will provide opportunities for first- time homebuyers, empty-nesters, and urban professionals that simply has not been available up to this time in Chula Vista. The project will also provide a number of the open floor plan loft units that have become so sought-after by homebuyers. The project proposal, with an investment of approximately $36 million and the introduction of approximately 150-160 market rate for-sale units, should significantly boost property tax revenues, and sales tax revenues within the urban core area. The project will provide additional incentives for a~traction of needed retailers downtown, including specialty foods and restaurants, clothing, bookstores, coffeeshops, and similar urban-style amenities. Spin-off benefits could be tremendous, including renovated or new commercial along Third Avenue and "E' Street and renovated or new infill housing within the core area. Redevelopment of the area will also increase the desirability of the adjacent single family neighborhoods nearby to Third Avenue. Project Processing The project is located within the Town Centre I Redevelopment Project Area. As such, the project entitlements will be processed through the Community Development Department's Planning and Environmental Services Division. Although not determined yet, the primary project entitlement will be a Specific Plan or Precise Plan depending on the issues involved in the project and the timing of the Urban Core Specific Plan. The entitlements will set forth the project's design, landscape, circulation, and will also address any needed public facilities. The environmental PAGE 4, ITEM NO.: MEETING DATE: 05/13/2003 document will be determined after submittal, and will likely include a traffic study. The project is consistent with the Town Centre Land Use Policy, adopted by the Agency in 2002. As the first significant urban infill residential project proposed in the core area, issues of densih/and public facilities wilJ also be addressed by the Specific Plan. Development Timeframe The specific development timeframe will be further refined during the negotiation period set forth in the ENA. The negotiation phase is for a period of six months, during which project timing and phasing (if any) will be determined. It is the developer's hope to be able to move forward with the project at the earliest possible time, dependent upon the pace of project entitlement review. Staff feels confident that entitlement processing and negotiations can track together and be completed in approximately six months. Construction could begin soon after receipt of discretionary entitlements and building permits, perhaps as soon as Winter, 2004-. Completion of the first phase (if phased) could occur in Summer, 2004. Staff will return to Council with an interim report on progress and phasing during the negotiations as timing becomes clearer. Exclusive Neqotiation Aqreement The Exclusive Negotiation Agreement (ENA) sets forth the framework for project negotiations with Pacific Scene Homes, but does not commit the Agency to any project approvals or property sales. The ENA will run for a period of six months with an additional six month extension at the discretion of the Executive Director. An amendment of the Downtown Parking District composition will also likely be needed as the public parking facility being proposed becomes better defined. The ENA sets forth a number of negotiation milestones affecting the Agency and the Developer. Within ten days of approval of the ENA, an ENA deposit of $50,000 will be collected to conduct project analysis. Other significant milestones include: Within 45 Days * Progress Report with refined Project description and revised concept plan Within 60 Days · Preliminary Master Plan and Phasing Plan (if any) · Parking Utilization Analysis of the existing public parking lots Within 90 Days · Project Feasibility Analysis, including economic pro-forma, preliminary proposed acquisition financing, preliminary proposed sources of financing, and preliminary development proposal for the mixed-use Paseo Component The Agency will be responsible for coordination of the CEQA and planning process for the Project (with environmental review costs at the Developer's expense.) Agency will also coordinate discussions with the owner of the proposed mixed-use Paseo component concerning their portion of the development, as well as discussions concerning infrastructure and public improvements. Developer has indicated a desire to process entitlements concurrently with negotiations, with the Disposition and Development Agreement and entitlements approved at the same time. PAGE 5, ITEM NO.: MEETING DATE: 05/1:3/2003 It is envisioned in the ENA that the Agency will transfer it's properly in an "AS IS" condition. To assist Developer with its hazardous materials analysis, the Agency has caused to be prepared a "Phase I" initial environmental analysis of hazardous materials conditions on the site, which has shown clean results. Any further analysis required would be done at Developer's expense. Negotiation Approach Agency staff have held a number of pre-negotiation meetings with the developer concerning the direction of negotiations, once the ENA is approved. Staff and developer have agreed in concept to pursue a specific direction for negotiations that could include: 1) a sale of the property at fair market price; 2) potential Agency assistance for development of the public/shared parking component; and 3) potential Agency assistance for undergrounding of utilities and improvements to the alleyway separating Landis and Third Avenues. If the ENA is approved, staff will begin formal negotiations concerning these and other points and return to the Agency Board with a more specific proposal for Agency assistance, if any. CE(~A Compliance Since the ENA requires only negotiations, and creates no significant environmental impacts, Agency/City approval qualifies for an exemption under CEQA Guidelines Section 15061 (b)(3). FISCAL IMPACT ATTAC HME NTS Exhibit A - Properties Map Exhibit B - Concept Site Plan J :\COMMD EV~Estes\TCl\l-a n dis Project\landisENAstaffreport.doc RESOLUTION NO. JOINT RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA AND THE CITY' OF CHULA VISTA APPROVING AN EXCLUSIVE NEGOTIATING AGREEMENT WITH LOMA VERDE, INC. DBA PACIFIC SCENE HOMES, INC) FOR DEVELOPMENT OF THE CHULA VISTA ~ LANDIS PROJECT PROPOSAL LOCATED ON LANDIS AVENUE BETWEEN E STREET AND F STREET WHEREAS, representatives of Loma Verde, Inc. dba Pacific Scene Homes, Inc. ("Developer") are proposing to develop the Chula Vista @ Landis Project with a high quality residential infill project comprised of for-sale residential units; and WHEREAS, the proposed project area is comprised of approximately 1.79 developable acres with 12 parcels owned by the within the City of Chula Vista adjacent to the Third Avenue business district within the Town Centre I Redevelopment Project; and WHEREAS, the Developer has requested an Exclusive Negotiating Agreement (ENA) with the Agency for six months, with an option for a six-month extension, in order to develop plans, pursue entitlements, secure financing, and negotiate a Disposition and Development Agreement (DDA) on the terms set forth therein; and WHEREAS, the Agency is willing to enter into an ENA due to the high quality of the proposal and its potential to eliminate blighting conditions in the Town Centre I Redevelopment Project Area by serving as a catalyst for quality development and revitalization at a key urban core location; and WHEREAS, the Developer may also develop or assist the development of a related mixed- use retail Paseo component that could link the project directly with the retail core on Third Avenue; and WHEREAS, the approval of the ENA is exempt from CEQA under CEQA Guidelines Section 15061(b)(3). NOW, THEREFORE, BE IT RESOLVED the Redevelopment Agency of the City of Chula Vista does hereby (1) approve the Exclusive Negotiating Agreement with Loma Verde, Inc. dba Pacific Scene Homes, Inc. for development of the Chula Vista @ Landis Project located on Landis Avenue between E Street and F Street on the terms presented; and (2) authorize and direct the Chairman to execute the agreement on a final form approved by the City Attorney. PRESENTED BY APPROVED AS TO FORM BY J:\COMMDEV~Estes\TCl\Landis Project\E NAResoLa ndis.doc EXCLUSIVE NEGOTIATING AGREEMENT [Chula Vista @ Landis Project] ' This EXCLUSIVE NEGOTIATING AGREEMENT ("Agreement") is entered into effective as of May 13, 2003, ("Effective Date") by and between the CITY OF CHULA VISTA, a chartered municipal corporation ("City"), the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a political subdivision of the State of California ("Agency"), and LOMA VERDE, INC dba PACIFIC SCENE HOMES, INC., a California Corporation ('Developer"), with reference to the following facts: A. Developer is proposing the development of a residential real estate project, with the potential for a mixed use/commercial component as more particularly described in Section 2.2 hereof ("Project"), upon certain real property comprised of approximately 1.79 acres located within the City of Chula Vista, California, as more particularly described in Section 2.1 hereof {"Property"). B. In order to facilitate the development of the Project on the Property, Developer desires to enter int(~ an exclusive negotiating agreement. C. Due to the high quality nature of the Project, and its potential for eliminating blighting conditions on and around the Property, City and Agency are willing to enter into such an arrangement on the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the above recitals, the mutual covenants contained herein, and other good and valuable consideration, the parties hereby acknowledge as satisfactory, AGENCY, CITY AND DEVELOPER HEREBY AGREE AS FOLLOWS: 1. NATURE OF AGREEMENT. 1.1 In General. The general purposes of this Agreement are to facilitate the processing of land use entitlements and environmental impact analysis for the Project; and to establish an exclusive negotiation period during which the parties agree to attempt, in good faith: (a) to further define the Project; (b) to assess the environmental impacts of the Project; (c) to determine Project feasibility and, marketability; (d) to determine the extent to which implementation of the Project will result in public benefit; (e) to determine the extent to which the various parcels herein described are necessary for the Project; (f) to determine the amount, if any, of warranted Agency participation in the Project, and (g) in the event the parties are mutually satisfied with the outcomes of the matters described in (a) through (f) above, to negotiate the terms and conditions of a Disposition and Development Agreement ("DDA"), which, subject to the terms of this Agreement, at Agency's sole discretion, shall be presented to the Agency Board for their consideration. Notwithstanding the foregoing, City and Agency each reserves the right to approve or reject a DDA, the Project, or any disposition of the Property, as more particularly set forth in Section 4 of this Agreement, below. 1.2 Exclusivity. During the term of the Agreement, Agency agrees not to solicit altern~itive development proposals for the Property, or to negotiate with any other person or entity regarding the acquisition and development of the Property, For purposes of this Section, "negotiate" shall mean to conduct communications or conferences with a view to reaching a preliminary or final settlement or agreement with respect to the disposition or development of all or any portion of the Property. Notwithstanding the foregoing, Developer acknowledges that (a) Agendy may receive from time to time, unsolicited alternative proposals for the development of the Property, and (b} Agency reserves the right to evaluate and factor in alternative proposals when considering whether or not to approve, and/or the terms and conditions upon which to approve, final agreements with Developer for the actual disposition and development of the Property. Agency shall endeavor to notify Developer within ten days after receiving an unsolicited alternative development proposal for all or any portion of the Property. Notwithstanding the foregoing to the J:\C{3MMDEV~Estes\TCI\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 1 of 15 extent any non-Agency owned parcel(s) are included as part of the Project, Agency reserves the right to extend owner participation rights to the owner(s) of such parcel(s) and to consider owner participation development proposals in accordance with the adopted Redevelopment ;)lan for the Town Centre I Project Area. To the extent an alternative owner participation proposal is accepted by the Agenc,/, this Agreement shall terminate with respect to the affected parcels owned by the third party owner participant(s). 1.3 Term. The initial term of this Agreement shall commence on the Effective Date and terminate six months after the Effective Date on November , 2003, unless earlier terminated in accordance with the provisions hereof (the 'initial Negotiation Period"). At the end of the Initial Negotiation Period, the Executive Director, in his sole discretion, on behalf of the Agency, is authorized to extend the term of this Agreement for up to an additional 180 days (the "Extended Negotiation Period") provided that at the end of the Initial Negotiation Period, the Agency has not exercised its right to terminate as herein provided, the Developer is in full compliance with all terms and conditions hereof, the Developer concurs with such extension of the negotiation period, and the Executive Director has determined that there is a reasonable likelihood that the Developer will agree to terms and conditions for the disposition of the parcels of the Property required for the development of the Project that Agency staff will be able to recommend to the Agency prior to the expiration of the Extended Negotiation Period. 2. DESCRIPTION OF PROPERTY AND PROJECT. 2.1 Property Description. a. Unless additions or deletions are approved or required by Agency, for purposes of this Agreement, the parcels comprising the Property, and each parcel's approximate acreage shall be as follows: Northem Parcels 568-044-0900 (.12 acres) 568-044-1000 (.29 acres) 568-044-1100 (.27 acres) Southern Parcels 568-152-2300 (.14 acres 568-152-2400 (.14 acres 568-152-2500 (.14 acres 568-152-2600 (.08 acres 568-152-2700 (.07 acres 568-152-0100 (.12 acres 568-152-0200 (.14 acres 568-152-0300 (.14 acres 568-152-2900 (.14 acres Total Project Acreage: 1.79 acres b. As more particularly described in Section 3.1.1 below, the Developer is obligated to explore acquisition, or partnership with the owner, of an improved parcel adjacent to the Property located at 276 & 280 Third Avenue (APN #568-152-1700 and 568-152-1 300) (the 'Adjacent Parcel") for inclusion as part of the Project. Upon written approval by the J:\COMMDEV~Estes\TCl\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 2 of 1 § Executive Director and the waiver or exhaustion of the Adjacent Parcel owner's owner participation rights, such parcel may be added to the Property. 2.2 Project Description. Unless otherwise approved or required by Agency, the Project will include approximately 160 residential units, including lofts, apartments, townhomes, and live- work spaces, all for-sale, and a parking garage with space for approximately cars. In the event that the Adjacent Parcel is added to the property the Project shall also include a separate mixed-use commercial component, and public connectivity between the Landis Southern Parcel and Third Avenue. In addition, the Project shall, without limitations, provide the following: · Create a unique urban residential environment with a visually distinctive character. · Provide highest quality urban architecture and articulation of design elements. · Include quality contemporary finishes and design features in both the exterior and interior portions of the project. · Create inviting pedestrian spaces and places. · Provide public art under the "One Percent for the Arts" program. Provide private recreational space for Project residents A preliminary concept plan for the Project is attached hereto as Exhibit B. Agency and Developer acknowledge that this plan is schematic and may be subject to change as the Project definition is refined. Developer acknowledges and agrees that Agency may require or impose additional material obligations on the Project either in the negotiation of a DDA, or in the land use entitlements process. If Developer does not agree to any such condition, Developer reserves the right to terminate this Agreement and not to proceed with the Project. The Executive Director may require or approve minor modifications to the proposed Project during the term hereof; material modifications to the Project must be approved by the Agency Board. 3, DUTIES DURING NEGOTIATION PERIOD. 3.1 Developer's Obligations. 3.1.1 Immediately upon approval of this Agreement, Developer shall (a) meet and confer with Agency staff to develop a mutually agreeable negotiation and development schedule, and to agree upon the required forms of Project plans, pro forma, other required studies, and evidence of financing that are required by the Agency per the milestones set forth below; and (b) meet and confer with the owner of the Adjacent Parcel for purposes of developing terms and conditions upon which the Adjacent Parcel can be integrated into the Project as a mixed~use paseo connecting the residential component of the Project with the Third Avenue retail district. (the ~Mixed-Use Paseo Component"). 3.1.2 Within ten (10) days after the Effective Date, Developer shall deposit with City/Agency $50,000 in immediately available funds (the ~ENA Deposit") to be utilized by Agency to conduct the Project analysis described in Section 1.1(a)-(f) hereof and outside legal fees for DDA negotiations, if any.. Concurrently, Agency shall provide Developer with a preliminary budget for Agency's completion of such analysis. Agency shall have the right to draw down on the ENA deposit as necessary to pay third part,/consultants, City staff time (at applicable full cost recovery rates), and other reasonable costs incurred by the Agency in conducting such analysis. City/Agency shall provide Developer with quarterly reports that contain a description of the J:\COMMDEV~Estes\TCl\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 3 of 15 analysis accomplished and the amount of the draws that occurred during the quarter. Agency shall request additional deposits if the initial deposit is exhausted and further analysis is required. Expenditures exceeding, or outside the scope of, the Agency's initial budget shali be subject to Developer's reasonable approval. Any deposit balance remaining upon the termination of the Agreement shall be returned to Developer. Notwithstanding the foregoing, Agency shall be responsible for Community Development staff time, and City Attorney's office staff time. In connection with the processing of any Project land use entitlements, Developer shall be responsible for paying the City's standard processing fees. 3.1.3 Within (45) days after the Effective Date Developer shall provide Agency with a progress report and information including: (a) refinements to the Project description; (b) revised concept plan interim drafts; and (c) status updates on information required below in Sections 3.1.4 and 3.1.5. 3.1.4. Within 60 days after the Effective Date, Developer shall provide Agency with: a. a preliminary Master and Phasing Plan (if any) for the Project including a site plan, conceptual elevations, landscape plan, unit mix, project identification and graphics; b. a parking utilization analysis of the existing northern and southern parking lots providing adequate information on public parking lot usage in accordance with a scope of work approved by Agency. 3.1.5 Within 90 days after the Effective Date, Developer shall provide Agency with the following information, which, collectively, will be considered by the Agency in determining the feasibility of each of the Project components: (a) requested economic data including, but not limited to, project costs, revenues and cash flow analysis for each component of the Project and each Project phase; (b) preliminary proposed sources of acquisition financing for the Project; (c) preliminary proposed sources for the development of the Project's initial phase; and (d) a preliminary development proposal for the Mixed-use Paseo Component. With respect to information provided by Developer that is marked "confidential", the provisions of Section 6.6 hereof shall apply. 3.1.6 Throughout the Negotiation Period, the Developer shall make periodic oral and written progress reports to Agency on all matters requested thereby. As Agency deems reasonably necessary or appropriate, presentations may be requested at public forums to solicit input from citizens, businesses, stakeholders and relevant interest groups. J:\COMMDEV~Estes\TCI\Landis Project\ENAoLANDIS PROJECT FINAL.doc. Page 4 of 15 cP.-fO 3.1.7. Agency will not require the inclusion of the Mixed-Use Paseo Component within the Project if (a) Developer fulfills its obligations under Sections 3.1.1(b) and 3.1.5(d) hereof, and (b) Agency and Developer reasonably determine that, based upon an objective analysis of the costs and risks, such component is not feasible for development. 3.2 Agency Obligations. a. Agency shall coordinate the CEQA process and prepare, or cause the preparation of, all required CEQA documents at Developer's cost as more particularly provided in Section 3.3.2, below. b. Upon receipt from Developer of necessary Project financial and other information, Agency shall endeavor to determine the necessity for, as well as legal and financial feasibility of, the transfer of the parcels described in 2.1.1 to the Developer. c. Agency shall work with Developer to cause the preparation of preliminary title reports (PTRs) for the Property within 15 days after the Effective Date of the Agreement. The PTR's shall be issued by First American Title Company, or another title company mutually satisfactory to the parties. d. Agency shall work with the Developer to determine all on-site and off-site public improvements (both traffic and non-traffic) necessary for the development of the Project. e. Agency shall provide Developer an estimate of all governmental fees, charges and other exactions required to implement the Project f. Agency shall assess the need for a public facilities financing plan and provide an estimate of any such costs to be borne by Developer (if any) g. Agency staff shall meet with representatives of the Developer to provide information on required traffic improvements and site design issues and costs. 3.3 Entitlement Processin.q 3.3.1 Developer is authorized to submit an application for land use entitlements with respect to the development of the Property with the Project. Agency shall process Developer's application in accordance with existing Agency and City policies and land use standards, in addition to the monies for Project analysis required under Section 3.1.2, above, Developer shall be responsible for payment of all standard City entitlement processing fees as and when incurred in accordance with City requirements. 3.3.2 It shall be the responsibility of the Developer, after early consultation with the Agency as the lead agency, to fund the preparation and legal review, if necessary, of appropriate environmental document(s) that will analyze the environmental impacts of the Project in compliance with the California Environmental Quality Act (CEQA) and all of its provisions. The E)eveloper shall initiate early coordination with the Agency, and any other appropriate J:\COMMDEV~Estes\TCI\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 5 of 15 agencies, in order to determine the type of environmental document required, the scope of the document, the level of analysis, and related environmental requirements. Any contract for CEQA consultant services shall be substantially in the form of the City's standard three-party agreement. Developer shall provide all necessary information, funds and agreements necessary to complete the required CEQA process for the Project prior to or concurrent with any proposed adoption of a DDA or entitlements for the Project. 3.z~ Terms and Conditions for a DDA Upon Agency staff's preliminary approval of Project concept plans, feasibility and public benefit, Agency staff and Developer shall in good faith attempt to negotiate the terms and conditions of an agreement ("Disposition and Development Agreement", or alternatively "DDA"). If the terms of a DDA can be negotiated at a staff level, Agency staff shall present same to the Agency Board for its review and consideration. Any negotiated DDA shall, contain substantially the following termsr plus others to be negotiated by the parties. a. Disposition of Parcels. The City/Agency shall convey to Developer those parcels determined to be necessary for the Project, and the Developer shall acquire such property on such terms as ma,/ be agreed upon by the parties. The parcels shall be transferred in an "AS IS" condition with limited representations and warranties as to its ph,/sical condition or its suitability for Developer's intended use. Responsibility for environmental conditions arising before and after transfer shall be negotiated. Agency will agree to provide Developer with all information in its possession regarding the physical condition of the Property. The purchase price, rental and/or other consideration will be based upon such factors as market conditions, scope of development, cost of development, cost of environmental remediation (if any), risks incurred, estimated or actual profit, estimated or actual rates and charges for the facilities to be developed, public purpose, and other matters relevant to establishing the fair market value for the uses permitted to be developed thereon. b. Development of the Project. The Developer shall develop the Property with the Project, or a reasonably similar variant of the Project as approved by the Agency Board in accordance with an agreed upon schedule. c. Security for Developer's Performance. Developer shall provide security for its performance under the DDA. Security measures may include one or more of the following: (1) a conveyance of a conditionally defeasible fee title with right of reverter; (2) a performance trust deed; and/or (3) guarantees, bonds, letters of credit, cash deposits or other similar instruments. Any such measures shall take into consideration any Project lender's need to be secured and, prior to Agency's exercise of its enforcement rights, shall give such lender adequate notice and an opportunity to cure any Developer defaults. J:\COMMDEV~Estes\TCI\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 6 of 15 d. Economic Risk. Except as expressly agreed by the Agency, Developer shall absorb all economic risks and costs associated with the acquisition of the Property and the completion of the Project and Developer shall pay the full cost of all improvements to be constructed on the Property and any required public off- site improvements including the cost of all normal City fees and permits applicable to completion of' the proposed improvements. e. Approval Rights. Agency shall have reasonable approval rights over the construction and permanent lenders for the Project to ensure their quality and ability to fund the project, and over major users and major tenants of public and commercial Project components. Specific standards and the process for obtaining Agency approval shall be negotiated by the parties. Restrictions Against Discrimination. The DDA shall contain the constraints against discrimination in the form and manner required by state redevelopment law. g. Assignment. Under specified circumstances, Developer may assign its rights and obligations under the DDA provided, however, Developer shall first obtain Agency approval. Specific standards and the process for obtaining Agency approval shall be negotiated by the pa. rties. h. Indemnity. Developer shall indemnify, protect, defend, and hold harmless City/Agency, its elected officials, employees and agents against (a) any and all challengers to the DDA, the Project, or the related entitlements, and (b) any losses, damages, liabilities, costs {including attorneys fees or court costs) or claims therefore arising, directly or indirectly, from actions, errors or omissions of Developer, Developer's employee's or agents in connection with Developer's processing, development, financing, transfer or operation of the Project, except to the extent caused by City/Agency's sole negligence or sole willful misconduct. Developer's obligation under this Section shall survive the termination of the DDA. i. Restrictions on Speculation and Excess Profit Taking. In accordance with California Health and Safety Code Section 33437, the DDA shall include appropriate covenants and restrictions to be negotiated by the parties to prevent Developer speculation or excess profit taking. j. Covenants and Restrictions. The parties shall negotiate appropriate covenants and restrictions designed to assure the long-term existence and success of the Project. J:\COMMDEV~Estes\TCI\L~;ndis Project\EN,~ LANDIS PROJECT FINAL.doc Parle 7 of 15 k. Termination Rights and Remedies The parties shall negotiate appropriate termination rights and remedies that assure performance but allow Iow or no cost termination in the event of the occurrence of material adverse third-party actions or unforeseen events. 3.4.1 No Pre-Commitment. The inclusion of the basic DDA terms set forth above shall not be deemed to be acceptance of such items by either party until such time as both parties approve, and then execute a DDA. 3.4.2 Right to Negotiate for Cost Subsidy. Developer reserves the right to request Agency consideration of a Project subsidy or other form of participation to the extent necessary for the redevelopment of the Property with the Project. Agency reserves the right to approve or disapprove such a request in its sole discretion in accordance with applicable redevelopment laws. 4. RETENTION OF DISCRETION TO APPROVE THE PROJECT AND DDA This Agreement contemplates that the Project and a DDA providing for its implementation may be presented to the Agency Board for approval. The Parties understand that Agency is reserving the right to exercise its discretion as to all matters which it is, by law, entitled or required to exercise its discretion, including, but not limited to the following: 4.1 Approval by the Agency of the final Project as contained in the DDA. The parties understand that Agency has the complete and unfettered discretion to reject a DDA without explanation or cause. The risk of loss of all processing, design and developmental costs incurred by the Developer prior to DDA approval shall be absorbed entirely by Developer except unless expressly assumed, by the terms of this Agreement. 4.2 Review ancJ approval by Agency of all discretionary findings and conclusions. The duty of the Agency to dispose of the parcels shall be conditioned upon the successful review and approval of all necessary findings and conclusions which the Agency Board is required to make, including all necessary findings and determinations required under CEQA, state and local land use provisions and applicable redevelopment laws. ' As to any matter which Agency may be required to exercise its unfettered discretion in advancing the Project to completion, nothing herein, nor to be contained in the DDA shall obligate Agency to exercise its discretion in any particular manner; any exercise of discretion reserved hereunder or required by law, shall not be deemed to constitute a breach of Agency's duties under this Agreement. 5. TERMINATION RIGHTS Notwithstanding the Initial or Extended Negotiating Periods hereinabove set forth, either party may terminate this Agreement if the other party has materially defaulted in its obligations herein set forth, and the terminating party has provided defaulting party with written notification of such determination, and the defaulting party has refused to cure same. The written notification shall set forth the nature of the actions required to cure such default if curable. Defaulting party shall have 30 days from the date of the written notification to cure such default, If such default is not cured within the 30-day cure period, the termination shall be deemed effective. For purposes of J:\COMMDEV~Estes\TCl\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 8 of 15 this paragraph, the parties hereby acknowledge that time is of the essence. Each party shall also have the right to terminate this Agreement in the event that Agency or Developer determines that (a) the Project is infeasible, based on financial or environmental impact considerations, or not in the public interest; or (b) the parties reach an impasse in their negotiation of the DDA which cannot be resolved after good faith efforts. Upon termination, Agency shall return any unspent and uncommitted ENA Deposit monies. 6. ADDITIONAL TERMS AND OBLIGATIONS 6.1 No Competing Development. If the Property includes property not owned by City, Developer shall not commence the construction of any parcels comprising the Property owned or controlled by the Developer until this Agreement has been properly terminated according to its terms. 6.2 Agency Right to Acquire Developer Acquired Parcels. If Developer shall have acquired any parcels adjacent to or part of the Property not owned by the Developer as of the Effective Date hereof by voluntary acquisition, and this Agreement is properly terminated without an approved DDA, the Agency shall have the option, notice of exercise of which is to be given within 120 days after receipt of written notice of termination, to acquire such parcels for the actual cost incurred by Developer in its acquisition. Such costs shall include, but not be limited to,(a) third party fees incurred in the acquisition, and (b) a reasonable charge for ' time spent on the acquisition by Developer representatives prior to the sale to the Agency in an amount not-to-exceed $25,000. 6.3 Developer's Findings, Determinations, Studies, Reports, and Financing. As requested by Agency, from time to time, the Developer agrees to make periodic oral progress reports and periodic written reports advising Agency on all matters and all studies being made to the extent that they do not include confidential matters. All such matters shall be deemed to be the joint property of Agency and Developer, and may be used by either party without reimbursement to the.other. Notwithstanding the foregoing, in the event that Agency enters into an agreement for the redevelopment of the Property within one year after the termination of this Agreement for a reason other than Developer's default hereunder and such agreement is with a developer that presented an unsolicited Property development proposal during the term hereof, Developer shall be entitled to reimbursement of its out-of-pocket costs incurred with respect to those studies and reports that it provided to the Agency and are utilized by the subsequent developer for development of the Property. Developer shall not warrant or guaranty the accuracy or completeness of any study or report provided; Agency and any third party that uses such studies and reports does so at their own risk. 6.4 Real Estate Commissions. Neither Agency nor Developer shall be liable to the other for any real estate commission or brokerage fees which may arise herefrom with respect to City-owned Property Agency and Developer represent that they have engaged no broker, agent or finder separately in connection with this transaction and each party agrees to indemnify, hold harmless and defend the other against claims for commissions or fees made through such party. J:\COMMDEV~Este$\TCl~r-andis Project\ENA LANDIS PRQJECT FINAL.do~:~ -~ ~' ~- Page 9 of 15 6.5 Each Party to Bear its Own Cost. Each party shall bear its own costs incurred in connection with the negotiation of a DDA, and the implementation of this Agreement, except as otherwise expressly provided herein or expressly agreed in writing. 6.6 Confidentiality. Developer acknowledges and agrees that Agency is a public entity with a responsibility and, in many cases, legal obligation to conduct its business in a manner open and available to the public. Accordingly, any information provided by Developer to Agency with respect to the Property, the Project or Developer may be disclosed to the public either purposely, inadvertently, or as a result of a public demand or order. With respect to any information provided that Developer reasonably deems and identifies in writing as proprietary and confidentia~ in nature, Agency agrees to exercise its best efforts to keep such information confidential. Upon Developer's request, Agency agrees to negotiate the terms for a Confidentiality Agreement with respect to such information. 6.7 Preliminary Agreement. If the negotiations culminate in a preliminary agreement between the Staff and Developer as to the terms for a DDA ('Preliminary Agreement"), upon its execution by Developer, such an agreement shall be deemed to be an irrevocable offer to the Agency to contract on the terms of the Preliminary Agreement for a period therein provided for, but at least 30 days, but shall not become obligatory upon the Agency or become effective until after the agreement has been considered and approved by the Agency after such public hearings and such procedures as are prescribed by law. 7. NO PRE-COMMITMENT By its execution of this Agreement, Agency is not committing itself or agreeing to undertake any activity requiring the subsequent exercise of discretion by Agency, or any department thereof including, but not limited to, the approval and execution of a DDA; the proposal, amendment, or approval of any land use regulation governing the Property; the provision of financial assistance for the development of any public or private interest in real property; the authorization or obligation to use the Agency's eminent domain authority; or, any other such activity. This Agreement does not constitute a disposition of property or exercise of control over property by Agency and does not require a public hearing. Agency execution of this Agreement is merely an agreement to enter into a period of exclusive negotiations according to the terms hereof, reserving final discretion and approval by Agency as to any proposed DDA and all proceedings and decisions in connection therewith. 8. GENERAL PROVlSlOI~S 8.1 Address for Notice. Developer's Address for Notice: Loma Verde, Inc., dba Pacific Scene Homes, Inc. 2505 Congress Street, Suite 220 San Diego, CA 92110 Attn: Allen Eads, Vice President Telephone: (619) 299-5112 Fax: (619) 299-1876 J:~COMMDEV~Este$\TCI\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 10 of 15 Agency's Address for Notice: Redevelopment Agency of the City of Chula Vista Community Development Department 276 Fourth Avenue Chula Vista, CA 91910 Attn: Lyle Haynes, Assistant Community Development Director Byron Estes, Redevelopment Manager Telephone: (619) 691-5047 Fax: (619) 476-5310 Copy to: Glen Googins, Senior Assistant City Attorney 8.2 Authority. Each party represents that it has full right, power and authority to execute this Agreement and to perform its obligations hereunder, without the need for any further action under its governing instruments, and the parties executing this Agreement on the behalf of such party are duly authorized agents with authority to do so. 8.3 Counterparts. This Agreement may be executed in multiple copies, each of which shall be deemed an original, but all of which shall constitute one Agreement after each party has signed such a counterpart. 8.4 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the parties with respect to the subject matter contained herein. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. 8.5 Further Assurances. The parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the parties. 8.6 No Third Party Beneficiaries. There are no other parties to this Agreement, express or implied, direct or indirect. Agency and Developer acknowledge that it is not their intent to create any third party beneficiaries to this Agreement. 8.7 Exclusive Remedies. Termination of the Agreement pursuant to Section 5, above, and the limited monetary damages remedy set forth herein shall be the sole and exclusive remedies of a non-defaulting party with respect to any default hereunder, and neither party shall be liable to the other party for additional losses or damages suffered by the other party as a result thereof. Without limiting the foregoing, in no event shall either party or its respective officers, directors, partners, shareholders, agents or employees be liable to the other party hereunder for special, indirect, consequential, J:\C0MMDEV~Estes\TCl~Landis Project\ENA LANDIS PROJECT FINAL.doc Page 11 of 15 punitive or exemplary damages of any nature or kind whatsoever except as expressly provided herein, including loss of profits or revenue, lost business opportunity, lost contracts or loss of use, and each party hereby releases the other therefrom. The parties intend that the waivers and disclaimers of liability, releases from liability, limitations of liability, and exclusive remedy provisions expressed in this Section shall apply, whether in contract, tort or otherwise, even in the event of the fault, negligence (in whole or in part), strict liability or breach of contract of the party released or whose liability is waived, disclaimed, limited or fixed by such exclusive remedy provision, and shall extend to such party's affiliates and contractors, and to its and their partners, shareholders, directors, officers, employees and agents. 'The parties also intend and agree that such provisions shall continue in full force and effect notwithstanding the expiration or earlier termination of the Agreement. Notwithstanding the foregoing, in the event of a default hereunder, the non-defaulting party reserves the right to pursue the other for monetary damages in an amount limited to the out- of-pocket costs incurred by the non-defaulting party in connection with the Agreement, not to exceed a maximum damages recovery of $25,000. This limitation on damages shall not operate to limit Developer's right to the return of any unexpended ENA Deposit funds pursuant to Section 3.1.2, nor Developer's right to reimbursement for certain out-of-pocket costs pursuant to Section 6.3, which shall be Developer's rights in addition to any claim for monetary damages up to $25,000 under this Section. 8.8 Indemnity. Developer shall indemnify, protect, defend and hold harmless Agency, its etected officials, employees and agents from and against any and all challenges to this Agreement, or any and all losses, liabilities, damages, claims or costs (including attorneys' fees) arising from Developer's negligent acts, errors, or omissions with respect its obligations hereunder or the Property, excluding any such losses arising from the sole negligence or sole willful misconduct of Agency or the conduct of third parties outside the control of the Developer. This indemnity obligation shall survive the termination of this Agreement. Notwithstanding the foregoing, in the event of a third party challenge to the validity of this Agreement, Developer shall have the option to terminate this Agreement in lieu of its indemnity obligation. 8.9 Assignment. Agency would not have entered into this Agreement but for Developer's unique qualifications and experience. Therefore, Developer's rights and obligations under this Agreement may not be assigned without the prior written approval of Agency in its sole discretion. Notwithstanding the foregoing, subject to the reasonable prior written approval of the Executive Director, Developer may assign its rights hereunder to a new entity comprised of the Developer for purposes of developing the Project. Such new entity may include additional parties provided that the Developer retains responsibility for fulfilling its obligations hereunder and Developer retains management control and authority over the new entity and the Project. 8.10 Time is of the Essence. Time is of the essence for each of Developer's obligations under this Agreement [ NEXT PAGE IS SIGNATURE PAGE J:\COMMDEV~Estes\TCl\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 12 of ~5 SIGNATURE PAGE TO EXCLUSIVE NEGOTIATING AGREEMENT [Chula Vista O Landis Project] IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth above, thereby indicating the consent o?'their principals. CrTY OF CHULA VISTA AND LOMA VERDE, INC dba REDEVELOPMENT AGENCY OF THE CITY OF PACIFIC SCENE HOMES, INC. CHULA VISTA By: By: Stephen C. Paditla Jason Khoury, President Mayor/Chairman By: Allen Eads, Approved as to form: Vice President By: Ann Moore Agency Attorney/City Attorney Approved as to content: By: Laurie Madigan Executive Secretary / Community Development Director J:\COMMDEV~Estes\TCl\Landis Project\ENA LANDIS PROJECT FINAL.doc Page 1 3 of 15 EXHIBIT A - SITE LOCATION Site Location + Chula Vista @ Landis Project 200 0 200 Feet EXHIBIT B - SITE PLAN PAGE 1. ITEM NO.: ~ MEETING DATE: 05/13/2003 JOINT REDEVELOPMENT AGENCY / CITY COUNCIL AGENDA STATEMENT ITEM TITLE: RESOLUTION APPROVING A JOINT PLANNING AGREEMENT WITH SWEETWATER UNION HIGH SCHOOL DISTRICT TO FACILITATE PLANNING AND REDEVELOPMENT OF MISCELLANEOUS DISTRICT PROPERTIES SUBMITTED BY: COMMUNITY DEVELOPMENT,~ DIRECTOR ~.-~y-~ ~ REVIEWED BY: EXECUTIVE DIRECTOR~ i~ , 4/STHS VOTE: YES ~ NO ~ BACKGROUND The Swee~water Union High School District ("District") has been working with the City ("City") on a Joint Planning Agreement ("JPA") to facilitate the planning and possible redevelopment of a number of District-owned properties in Chula Vista. The JPA establishes a framework for joint evaluation and participation by District and City staff to move forward with specific planning efforts. An Executive Committee is proposed to be established and each entity will contribute sufficient staff resources to undertake the effort. Outreach to community representatives and stakeholders will be an integral part of the planning process. The planning effort could result in development proposals that may include a new District headquarters and corporation yard, as well as the potential for new mixed-use and residential development on a number of the District-owned properties. RECOMMENDATION Adopt the Resolution approving a Joint Planning Agreement with Swee~vater Union High School District to facilitate planning and redevelopment of miscellaneous District properties. BOARDS/COMMISSIONS RECOMMENDATION Not applicable. DISCUSSION SUHSD has long planned to replace its existing headquarters and corporation yard site on Fifth Avenue and Naples. The existing buildings are out of date and the facilities are inadequate for the District's purposes. Recent]y, the District retained infill development expert Sherm Harmer, PAGE 2, ITEM NO.: MEETING DATE: 05/13/2003 formerly with The Olson Company, to assess the potential for redevelopment of the District's Fifth Avenue site, as well as other Distrid sites. In order to assist with this effort, the District requested that the City work closely with them as they assess various redevelopment options. The sites that are the subject of the JPA include, but are not limited to, the following District- owned properties: 1) Third and Alvarado. This 2.65 acre site has long been planned as the location for the new District headquarters. The site, most of which is now vacant, is in a very desirable location within downtown's Town Centre I Redevelopment Project Area. It is anticipated that the development proposal for the site will include a 120,000 square foot office building for the District, as well as a mixed-use component that would include townhomes, live-work units, and neighborhood retail. A parking strudure or underground parking is anticipated. Shared parking on weekends may be available for nearby church services. 2) Fifth and Naples. This 6.6 acre site, currently the existing District headquarters and corporation yard site, is in an area of multi- and single-family development. It is likely that this site would be developed primarily as a residential community. 3) Moss Street between Fourth and Fifth. These two vacant sites totaling 4.4 acres are immediately adjacent to the Adult School. The neighborhood is a mix of single family and multi-family residential. These sites are likely to be developed with a single family detached residential community. The District is also looking for a suitable site of approximately 15 acres to construct their new corporation yard. The facility would include, in addition to other support functions, District bus maintenance and parking/storage. A potential privately held site on Main Street near the Otay Recreation Center has been discussed. The JPA will, if adopted, provide the City and the District with a clear set of guidelines to help facilitate the planning and redevelopment process, consistent with the City's General Plan and various Redevelopment Plans, as well as District mandates. Topics included in the JPA which may result in specific additional agreements between the two entities include: · Provisions to meet and confer in order to create procedures and timelines and to negotiate Owner Participation and Disposition and Development Agreements, subject to City and District approval; · Discussion of project feasibility and potential City/Agency financial assistance on a case-by- case basis; · Exploration of acquisition and assembly of properties adjacent to District-owned sites which may be necessary for the effective redevelopment of those sites; · Exploration of City/Agency acquisition of Agency properties not necessary for District operations; · Staff assistance for assessing potential donation, purchase or land swap opportunities; PAGE 3, ITEM NO.: MEETING DATE: 05/13/2003 · Exploration of possible ioinf use agreements for recreational adivifies, park use, and other uses joint uses that benefit the public; · Support by District of Agency's proposed expansion of Redevelopment Project Areas; · Provisions to meet and confer with respect to school development impact formulas as applied to infill development. All costs associated with preparation of development and finance proposals will be borne by the Distrid, although the City will utilize consultants to review Distrid proposals at it's own expense. Although there is not a specific timeframe, both parties agree to evaluate and move through these issues in a conscientious and expeditious manner. However, periodic progress reports to the Council and to the Distrid Board are planned. District will be assessing it's overall options for land development in the context of accelerating it's provision of planned school facilities. Both Distrid and City recognize and acknowledge that the Distrid's primary purpose in this effort will continue to be the provision of educational opportunities to community youth and residents. FISCAL IMPACT No fiscal impacts are identified at this time although it is expected that there will be needs for outside consultant services to be retained on an "as needed" basis. Funding is expected to come from the upcoming operating budget for FY 03-04, but depending on the complexity of the proied, staff may need to come back for an additional appropriation at that time. ATTACHMENTS Location Map of District Sites J:\COMMDEV~Estes\sweetwater high school district~AGENDA STATEMENT - JOINT.doc 3-.:3 AGENCY RESOLUTION NO. AND COUNCIL RESOLUTION NO. JOINT RESOLUTION OF THE CITY COUNCIL AND THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A JOINT PLANNING AGREEMENT WITH SWEETWATER UNION HIGH SCHOOL DISTRICT TO FACILITATE PLANNING AND REDEVELOPMENT OF MISCELLANEOUS DISTRICT PROPERTIES WHEREAS, the Sweetwater Union High School District ("District') has approached the City with a plan to assess the redevelopment potential of a number of District-owned properties to provide for enhanced District office, administrative and maintenance facilities to keep pace with District educational plans and priorities; and WHEREAS, the City and Redevelopment Agency are desirous of ensuring well-planned and quality redevelopment of the District properties, including a potential mixed-use District headquarters site, planned residential communities, and a District maintenance/corporation yard; and WHEREAS, City/Agency desires to implement the provisions of the 1995 Property Exchange Agreement which called for Agency assistance with development of the Third and Alvarado site as the location of a new District headquarters facility; and WHEREAS, it is in the joint and several interest of all parties to the Agreement that quality redevelopment proceed in order to provide District and City with revenues to better provide for the needs of local residents; NOW, THEREFORE, BE IT RESOLVED the City Of Chula Vista and the Redevelopment Agency of the City of Chula Vista do hereby (1) approve a Joint Planning Agreement with Sweetwater Union High School District on the terms presented, and (2) authorize and direct the Mayor/Chairman to execute the agreement in a final form approved by the City Attorney. Presented by Approved as to form by Laurie A Madigan Director of Community Development , J:\COMMDEV\Estes\sweetwater high school district\RESO - JOINT.doc ..3 -c.f JOINT PLANNING AGREEMENT [SUHSD AND CITY/AGENCY] DRAFT - APRIL 25, 2003 This JOINT PLANNiNG AGREEMENT ("Agreement") is entered into effective as of 2003 by and between the SWEETWATER UNION HIGH SCHOOL DISTRICT ("District", the CITY OF CHULA VISTA ("City") and THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA ("Agency") with reference to the following facts: A. WHEREAS, District owns certain real property it wishes to develop within the City Of Chula Vista ("City") and within the Town Centre I and Town Centre II Redevelopment Project Areas. These properties ("District Properties") are more particularly described on Exhibit A attached hereto. B. WHEREAS, District desires to work cooperatively to begin the development process with respect to the District Properties to help serve District facility needs and to generate revenues for District public purposes; and C. WHEREAS, City and its Agency have land use authority over non-school facility development projects and wish to use that authority to facilitate the analysis and consideration of District's development proposals; and D. WHEREAS, District, City and Agency all have the shared goal of accomplishing an expeditious and high-quality development of District Properties consistent with overall revitalization of the City and for providing improved and efficient facilities for the operation and management of the District; and E. WHEREAS, on September 23, 1995 District and City/Agency entered into that certain Property Exchange Agreement [Windmill Farms Site And Hospital Site ("Property Exchange Agreement") pursuant to which, among other things: (i) Agency agreed to incentivize the proposed District Headquarters project or District property located on Third Avenue and Alvarado with site generated tax increment revenue up to $500,000 over 2 years (Section 4.2.1); (ii) District agreed to enter into an owner participation agreement for the site and to exercise good faith efforts to develop the site within 5 years (Section 4.2.2); and (iii) City staff agreed to expedite City Council consideration of a District rezone request for the existing District headquarters property on Fifth Avenue with due consideration being given to the District's preferred zoning (Section 4.3). F. WHEREAS, the parties desire to enter into this Agreement to establish the framework for implementing existing obligations under the Property Exchange Agreement and to otherwise facilitate the accomplishment of agreed upon objectives; J:\Attorney\Glcn\Swcctwatcr Ioint [~lanning Agreement 4 25 03 NOW, THEREFORE, in consideration of the above recitals, the parties hereby agree as follows: 1. District Objectives The parties acknowledge and agree that District has the following objectives: a. Consolidate district administrative services and operations into one facility, thereby optimizing operations and reducing operating costs. Concurrently, relocate and expand the district's corporate yard operations to accommodate increased demands created by increased student and staff populations, and additional schools. Accomplish both components of the project by Fall 2005, using new capital resources generated by redeveloping district property, and not using district capital or operating resources dedicated to school operations. Enhance the character of the residential neighborhoods in which the district currently operates, by replacing district functions with high quality residential neighborhoods. Improve the overall residential, commercial and economic development of western Chula Vista. b. Develop a new corporate yard ("Yard") for the District's maintenance, purchasing, transportation, food, and other support services and operations. c. Develop a high quality mixed-use project on District-owned property located at the northeast comer of Third Avenue and Alvarado Street in the Town Centre I Redevelopment Project Area. The currently proposed project includes District administrative offices, and the potential for a residential component, a retail component, and training and instructional spaces. d. Sell, transfer or exchange for redevelopment existing District administrative office and maintenance yard facilities on Fifth Avenue. District currently contemplates proposing a residential planned community. e. Sell, transfer or exchange for redevelopment existing District property on Moss Street (north and south side) adjacent to the Adult School. District currently contemplates proposing a residential planned conununity. f. Obtain City and/or Agency assistance to facilitate the above described projects. Assistance could include one or more of the following: (i) priority processing of required plan amendments, rezonings, entitlements and permits for the development of the various properties; (ii) processing fee waivers, reductions or deferrals; (iii) assistance with acquisition of adjacent properties, as necessary; and (iv) tax increment financing for a portion of the development costs as determined in joint negotiations under this Agreement. g. Enter into joint use agreements with City/Agency, or other entities as appropriate, that maximize District property utilization. J:\Attorney\Glen\Swectwater Joint Plannh~g Agrccment 4 25 03 ~1 ~ ~ 2. City/Agency Objectives The parties acknowledge and agree that City/Agency has the following objectives: a. Encourage near term development, or redevelopment, as applicable, of key District properties with high quality projects, with optimum land uses and densities consistent with the proposed General Plan adopted and proposed Redevelopment Plans, and other then applicable land use policies and regulations b. Convert surplus undeveloped properties to desirable and marketable land uses which benefit City residents, visitors and the District and increase the desirability of existing commercial and residential projects and properties. c. Encourage development of school impact formulas and fee structures that appropriately address school impacts that are caused by infill development consistent with state law. 3. Agreements With respect to the above-described District and City/Agency objectives, the parties agree as follows: a. City/Agency staff shall meet and confer to develop District project development procedures and timelines, and to negotiate owner participation agreements, or disposition and development agreements, as appropriate, for each of the District development project proposed for District Properties in this Agreement. b. Upon receipt and analysis of project pro-formas for each District project, City/Agency staff shall meet and confer with District staff to explore the necessity and availability of City/Agency financial assistance on a project-by-project basis. c. As appropriate, District and City/Agency will explore acquisition and assembly of adjacent properties to optimize site development, marketability and fulfill key redevelopment objectives. d. District and City/Agency will meet and confer to develop agreements whereby the City/Agency would obtain assignable options to acquire District properties not necessary for District operations and/or not otherwise developed by District within agreed upon timeframes. e. City/Agency shall provide City/Agency staff resources to assist District in locating and acquiring, through donation, purchase or land swap, properties necessary to support District facilities and operations within western Chula Vista. f. District and City will explore joint use agreements for recreational facilities, parks, maintenance yards, administrative/training facilities, and parking lots and structures. J:\Attorney\Glen\Sweetwatcr Joim PlanIfing Agreement 4 25 03 ~ ~ ~7 g. District shall support Agency efforts to expand the existing Redevelopment Project Areas within the City consistent with the Preliminary Plan approved the Agency on November 26, 2002. h. District and City/Agency shall meet and confer to clarify and develop understandings as to how school impact formulas that determine District fees and dedications are applied to infill development projects, including the proposed projects on District Properties, in a manner consistent with state law. 4. Staffing and Cost Sharing a. Each entity will devote sufficient staff and consultant resources to accomplish the purposes of this Agreement in an expeditious manner. b. The parties shall form an Executive Committee to provide oversight and decision-making concerning the implementation of this Agreement. The Executive Committee shall consist of four members, two each from the District and City/Agency. Final decision- making authority shall remain with the District Board and City Council/Agency Board in accordance with applicable laws. c. The costs of outside consultants necessary for the preparation of development proposals and finance proposals shall be borne by District. The costs of outside consultants used to analyze District development and finance proposals shall be borne by City/Agency. Unless otherwise agreed on a project-by-project basis, the District shall be responsible for paying City/Agency processing fees, and any consultant costs required for environmental impact analysis. 5. General Provisions a. Conflict Resolution and Sovereignty. In the course of activities under this Agreement, disagreements will inevitably rise regarding what course of action should be taken. The parties agree to work in a collaborative fashion to facilitate consensus on these issues whenever possible. The parties agree that they will attempt to resolve any disagreements expeditiously and constructively to achieve mutually agreed upon objectives and to work towards a joint recommendation to the District Board and City Council/Agency Board. In the event of an impasse, subject to applicable laws, (a) City/Agency shall be the final decision maker as it relates to land use decisions on non-school facility District projects, and (b) District shall remain the final decision maker as it relates to land use decisions on District school facilities. Ho~vever, each party shall carefully weigh the consequences of any decision to take action where there is a lack of consensus. Notwithstanding the foregoing (a) each staff reserves the right to make its own recommendation to its respective board, and (b) the District Board and City Council/Agency Board each reserve the full power and authority to act as each deems appropriate in accordance with applicable laws. b. No Joint Venture; Independent Contractors. Nothing in this agreement shall be deemed to create any form of business organization between the parties, including, without limitation, a joint powers authority, joint venture or partnership. Each party is an independent governmental authority, and shall be solely responsible for the employment, acts, omission, control and directing of its employees. Except as expressly set forth herein, nothing contained in this agreement shall authorize or empower any party to assume or create any obligation or responsibility whatsoever, express or implied on behalf of or in the name of any other party or to bind any other party or make any representation, warranty or commitment on behalf of any other party. c. Time of Essence. The parties agree that time is of the essence concerning Agency financing; opportunities for some or all District project proposals and for development of a alternative projects on properties not needed or otherwise developed by District Therefore, the parties agree to work expeditiously through all project development and financing issues. d. No Monetary Damages: Indemnity. Neither party shall be entitled to monetary damages from the other for breach of this Agreement. Each party agrees to indemnify, defend and hold harmless the other from and against any losses arising from its negligent acts or omission, or willful misconduct in its course of conduct under this Agreement. [Signature Page Follows] J:\Attorney\Glen\Swectwatcr Joint Planning Agreement 4 25 03 SIGNATURE PAGE TO JOINT PLANNING AGREEMENT [SUHSD AND CITY/AGENCY] City of Chula Vista Sweetwater Union High School District Stephen Padilla Edward Brand Mayor Superintendent Redevelopment Agency of the City of Chula Vista Stephen Padilla Chairman Attest: City Clerk Approved as to form by City/Agency Attorney J:\Attorney\Glen\S~eet~alcr Joinl Planning Agreement 4 25 03 ,~ ~ [ 0 © Joint Planning Agreement Sweetwater Union High School District Properties Property Location/V City Boundary IFifth Av t Moss St ~ San Diego Bay ~I Third Av 4oo 0 400 800 Feet