HomeMy WebLinkAboutRDA Packet 1997/06/03
Tuesday, June 3, 1997 Council Chambers
4:00 p.m. Public Services Building
(immediately following the City Council meeting)
Joint Meetin2 of the Redevelopment A2encv/Council of the Citv of Chula Vista
CALL TO ORDER
1. ROLL CALL: Agency/Council Members Moot -' Padilla -'
Rindone -' Salas -' and Chair/Mayor Horton -
2. APPROVAL OF MINUTES: None submitted.
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 not 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 andfollow up action.
PUBLIC HEARINGS AND RELATED RESOLUTIONS AND ORDINANCES
The following items have been advertised and/or posted as public hearings as required by law. If you wish to
speak to any item, please fill out the "Request to Speak Form" available in the lobby and submit it to the
Redevelopment Agency or the City Clerk prior to the meeting.
3, PUBLIC HEARING: 1) TO CONSIDER GRANTING A SPECIAL LAND USE PERMIT FOR
THE DEVELOPMENT OF A MORTUARY AT 753 BROADWAY
LOCATED WITHIN THE SOUTHWEST REDEVEWPMENT PROJECT
AREA; AND 2) PURSUANT TO CALIFORNIA HEALTH AND SAFETY
CODE SECTIONS 33431 AND 33433 TO CONSIDER A PROPOSED
PURCHASE/SALE AND DEVELOPMENT AGREEMENT FOR THE
SALE AND REDEVELOPMENT OF AGENCY PROPERTY AT 753
BROADWAY TO UNIVERSAL MEMORIAL CENTERS V, INC. DBA
HUMPHREY MORTUARY--InMarch of 1996, the Agency received an offer
from the Loewen Group, owner of Universal Memorial Centers V, Inc. dba
Humphrey Mortuary, to purchase the property for construction of a new
mortuary, At Agency's direction staff negotiated a price for the property
consistent with the market value. Since the property is being sold without a
formal public bidding process, California Redevelopment Law requires that the
Agency make certain findings related to the sale of the property. Staff
recommends the Agency/Council approve the Purchase/Sale and Development
Agreement and adopt the special land use permit. (Community Development
Director)
"I declare un"er ~cn~I'" rot --r"'r" t"et 'am
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Agenda -2- June 3, 1997
a) AGENCY ADOPTING NEGATIVE DECLARATION IS-97-10, APPROVING THE
RESOLUTION 1540 DESIGN OF AND GRANTING A SPECIAL LAND USE PERMIT FOR
THE DEVELOPMENT OF A MORTUARY AT 753 BROADWAY
LOCATED WITHIN THE SOUTHWEST REDEVELOPMENT PROJECT
AREA
b) JOINT MAKING REQUIRED REDEVELOPMENT ACT FINDINGS AND
AGENCY APPROVING A PURCHASE/SALE AND DEVEWPMENT AGREEMENT
RESOLUTION 1541 AND JOINT ESCROW INSTRUCTIONS WITH UNIVERSAL
COUNCIL MEMORIAL CENTERS V, INC. WITH RESPECT TO PROPERTY
RESOLUTION 18687 LOCATED AT 753 BROADWAY, CHULA VISTA, AND
AUTHORIZING THE CHAIRMAN TO EXECUTE SAME
4. PUBLIC HEARING: PURSUANT TO CALIFORNIA HEALTH AND SAFETY CODE
SECTIONS 33431 AND 33433 CONSIDERING SALE OF AGENCY
PROPERTY TO AND APPROVING AN AGREEMENT WITH THE SAN
DIEGO UNIFIED PORT DISTRICT FOR PURCHASE AND SALE AND
ESCROW INSTRUCTIONS FOR 980 LAGOON DRlVE--Staff requests
that this item be continued to a Special Joint Meeting of the Redevelopment
Agency on June 10, 1997, (Community Development Director)
OTHER BUSINESS
5. DIRECTOR'S/CITY MANAGER'S REPORT(S)
6. CHAIR'SIMAYOR'S REPORT(S)
a) AGENCY SUPPORTING ASSEMBLY BILL 1342, EXTENSION OF TIME
RESOLUTION 1542 LIMITS FOR REDEVELOPMENT PLANS--AB 1342 extends the
time lintitation on new and existing Redevelopment Plans. This item
is not covered by the City's Legislative Program, however, the
Legislative Comntittee recommends a "SUPPORT" position. AB 1153
protects the solvency of such Joint Powers Authorities as the San Diego
Pooled Insurance Program Authority, of which Chula Vista is a
member. It is recommended that the resolutions be approved.
(Legislative Comntittee)
b) COUNCIL
RESOLUTION 18688 SUPPORTING SENATE BILL 1153, INSURANCE
7. AGENCY/COUNCIL MEMBER COMMENTS
Agenda -3- June 3, 1997
ADJOURNMENT
The meeting will adjourn to the Regular Redevelopment Agency Meeting on June 17, 1997, 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.fi1lJJl 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.fi1lJJl action taken, and adjournment will not be videotaped. Nevertheless,
the report of final action taken will be recorded in the minutes which will be available in the Office of the
Secretary to the Redevelopment Agency and the City Clerk's Office.
8, CONFERENCE WITH REAL PROPERTY NEGOTIATOR - Pursuant to Government Code Section
54956.8
. Instructions to negotiators regarding purchase price and terms for disposition of Agency-owned property
at 980 Lagoon Drive, Redevelopment Agency (Chris Salomone) and Port District
9. CONFERENCE WITH LEGAL COUNSEL REGARDING - Existing litigation pursuant to Government
Code Section 54956.9
. Travis A. Reneau, et al. v. the Redevelopment Agency of the City of Chula Vista. et al.
[M: IH OMEICOMMDEVIAGEND ASIO6'{)3-97 ,RDA]
JOINT REDEVELOPMENT AGENCYICOUNCIL AGENDA STATEMENT
Item .:J
Meeting Date 06103/97
ITEM TITLE: PUBLIC HEARING: 1) To consider granting a Special Land Use Permit for the
development of a mortuary at 753 Broadway located within the Southwest
Redevelopment Project Area; and 2) pursuant to California Health and Safety Code
Sections 33431 and 33433 to consider a proposed Purchase/Sale and Development
Agreement for the sale and redevelopment of Agency Property at 753 Broadway to
Universal Memorial Centers V, Inc. dba Humphrey Mortuary
~) AGENCY RESOLUTION 1!r'4 c) Adopting Negative Declaration IS.97.1 0,
approving the design of and granting a Special Land Use Permit for the development
of a mortuary at 753 Broadway located within the Southwest Redevelopment Project
Area
b) AGENCY RESOLUTION /::,-r.!'
COUNCIL RESOLUTION ¡g'87 Making Required Redevelopment Act Findings
and Approving a Purchase/Sale and Development Agreement and Joint Escrow
Instructions with Universal Memorial Centers V, Inc. with Respect to Property Located
at 753 Broadway, Chllia Vista, and Authorizing the Chairman to Execute Same
SUBMmE. BY' '"",oo;ty D..,....., Di"""Ð '
REVIEWED BY: Executive Director .J...:\ 'wJé j, \\ (4/5ths Vote: Yes- Noll
j /1'
BACKGROUND: The Redevelopment Agency owns the property at 753 Broadway ("Property") located within
the Southwest Redevelopment Project Area (see locator map attached as Exhibit 1). This Property was acquired
as part of the relocation of the Fuller Ford dealership to the Auto Park. The Agency has been leasing the
property to Budget Rent.A.Car for car and truck rentals since Oecember of 1994. In March of 1996, staff
received an offer from the Loewen Group, owner of Universal Memorial Centers V, Inc. dba Hllmphrey Mortuary
("Buyer"), to purchase the Property for the construction of a new mortuary. At Agency's direction, staff
negotiated a price for the property consistent with the market value. After staff and buyer agreed on the price,
a Purchase/Sale and Development Agreement ("Agreement") for the property was prepared and is being presented
to the City Council and Redevelopment Agency for consideration and approval. Since the property was acquired
by the Agency using tax increment monies and is being sold without a formal public bidding process, California
Redevelopment Law requires that the Agency make certain findings related to the sale of the property.
Concurrently with the preparation of the Agreement, the Buyer has submitted development plans for the proposed
project (see copy of plans attached as Exhibit 2). These plans are being presented to the Agency for approval
along with a Special Land Use Permit, which is required for development of a mortuary. The Environmental
Review Coordinator reviewed the proposed project and issued a Negative Declaration of no significant
environmental impacts. This Negative Declaration is also being presented to the Agency for adoption.
..a -I
Page 2, Item ~
Meeting Date 06103/97
RECOMMENDATION: Staff recommends that:
1) the City Council and Redevelopment Agency hold a Public Hearing and take public testimony, if any;
2) the Redevelopment Agency approve the resolution adopting Negative Declaration IS.97.1 D and granting
a Special land Use Permit for the development of a mortuary at 753 Broadway.
3) the City Council and the Redevelopment Agency approve the joint resolution making certain findings,
approving the Agreement with the Buyer, and approving the design of the proposed building for the
relocation of the mortuary;
BOARDS/COMMISSIONS RECOMMENDATION: At its meeting of January 20, 1997, the Resource
Conservation Commission voted 6.0 to accept Negative Declaration IS.97.1 D (minutes are attached as Exhibit
3).
At its meetings of May 5 and May 19, 1997, the Design Review Committee reviewed the design for the
proposed development and unanimously voted to recommend that the Agency approve the plans subject to
conditions listed in Exhibit 8 (minutes are attached as Exhibit 4).
At its meeting of May 21, 1997, the Planning Commission reviewed the request for a Special land Use Permit
for the construction and operation of a mortuary at 753 Broadway and recommended that the Agency grant said
permit subject to conditions listed in Exhibit 9 (minutes are attached as Exhibit 5).
DISCUSSION:
The following sections of this report discuss 1) redevelopment law requirements related to the sale of Agency
property; 2) the negotiation of the Property sale with the Buyer; 3) the Agreement being presented to the City
Council and Redevelopment Agency; 4) the proposed redevelopment of the site by the Buyer; and 5) the
processing of a Special Use Permit for the construction and operation of the proposed mortuary at the Property.
1. Redevelopment Law Requirements
Disposition of the Property by the Agency is regulated by the California Redevelopment law. Section 33431
provides that the Agency may sell a property without public bidding, but the Agency must hold a public hearing
and take public testimony, if any. Section 33433 requires that the sale be approved by the local legislative
body, the City Council, alter a properly noticed public hearing. This section of the redevelopment law also
requires that certain findings be made prior to the sale of the Property. The findings that have to be made and
which are included in the joint resolution of the City Council and Redevelopment Agency are the following:
8 that it is in the best interest of the public and Agency for the elimination of blight that certain property
at 753 Broadway located within the Southwest Redevelopment Project Area be sold to Universal
Memorial Centers V, Inc.;
8 that the sale of the property will assist in the elimination of blight;
8 that the Property's sale price is not less than the market fair value at its highest and best use; and
.:1-d-.
Page 3, Item .3
Meeting Date 06103/97
. that the sale and redevelopment of the property is in accordance with the Southwest Redevelopment
Plan.
Also, Redevelopment Law requires that a copy of the report outlining the terms, the costs, and purpose of the
sale be made available to the public prior to the publication of the public hearing notice. Pursuant to this
requirement, a draft of this report was available for public review by May 20, 1997; the firs publication of the
public hearing notice was May 24, 1997.
2. Property Sale Negotiation
The Redevelopment Agency purchased the Property in the early 1990's as part of the retention of the Fuller Ford
and Southbay Chevrolet auto dealerships and their relocation to the Auto Park on Otay Valley Road. The
property at 753 Broadway (the subject Property) was purchased for approximately $19.76 per square foot. This
purchase, however, occurred when real estate prices were much higher than they are today, In addition, this
transaction took place under special circumstances conditioned by the Agency's interest in proceeding with and
facilitating the development of the Auto Park. This price by no means represents market value today since
property values have gone down considerably during the past four years.
In March of 1996, staff received an offer from the Loewen Group to purchase the Property for $385,000. Staff
presented the offer to the Agency in closed session at the meeting of March 26, 1996 with a recommendation
to direct staff to make a counter offer to the prospect buyer in the amount of $400,000. As part of the
negotiations, staff requested that the Buyer be responsible for a $5,800 commission payment that was due and
paid by the Agency in June 1996 for the lease between Budget Rent.A.Car and the Agency. The Buyer accepted
the terms and a purchase/sale and development agreement was drafted (this is discussed below).
Prior to entering into negotiations with the Loewen Group, staff contacted Budget Rent.A.Car to inquire as to
whether the company would be interested in making an offer to purchase the property. Pursuant to California
Redevelopment Law and the Southwest Redevelopment Plan, the Agency shall provide for the participation of
owners and tenants in the redevelopment of property. Budget Rent.A.Car responded that the company had no
interest in purchasing the property at the time.
The $400,000 price represents $10.23 per square foot. Based on sales information gathered by staff from
different sources, it is staff's opinion that the purchase price represents the fair market value of the property.
Staff's determination is based on analysis of comparable sales data (see Exhibit 11) from March 1993 to June
1996 in Chula Vista and National City. This data indicated a range of comparable land prices between $8 and
$12 per square foot. After making adjustments for factors such as location, size, and potential use, it was
determined that the market value of the Agency's property at the time of negotiation with the Loewen Group
was between $9.50 to $10.50 per square foot.
Staff also consulted two commercial real estate brokers with local experience as to their opinion on the value
of the Agency's property. Based on their comparable sales information, opinion of the market conditions, and
characteristics of the site, both brokers concurred that fair market value would be around $10 per square foot.
Staff analysis and the opinions obtained from the brokers compare favorably with the negotiated purchase price
of $10.23 per square foot. It should also be noted that, prior to receiving the offer from the Loewen Group,
staff received an offer from a local investor to purchase the property for $300,000. This offer was rejected
by the Agency at its closed session meeting of March 5, 1996 for being considered too low.
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Page 4, Item -3.
Meeting Date 06/03/97
3. Purchase/Sale and Development Agreement
The proposed Agreement between the Redevelopment Agency and Universal Memorial Centers V, Inc. (attached
as Exhibit 6) being presented to the City Council and Redevelopment Agency sets, in nine articles, the terms and
conditions for the sale and redevelopment of the Property pursuant to the Southwest Redevelopment Plan. A
brief description of the major sections follows:
8 Articles 1 and 2 set forth the price and conditions for the sale. The Property is being sold to Buyers
for the amount of $405,868. This amount includes the negotiated price of $400,000 for the 39,100
square foot parcel and the $5,868 paid by the Agency for partial commission to Voit Commercial for
procurement of the lease with Budget Rent.A.Car. These articles set forth the condition that the
Property is sold exclusively for redevelopment and not for speculative purposes.
8 Article 3, 4 and 5 set forth the escrow instructions and the title matters. These discuss the opening
and closing of escrow and the conditions thereof. It establishes the rights and responsibilities of the
two parties during this process.
8 Article 6 discusses in more details the conditions for redevelopment of the property, including the
provision that requires the Buyer to develop and occupy the proposed Mortuary within a period of three
years. If the Buyer does not meet this requirement, the Agency has the option (Exhibit M of the
Agreement) of buying the Property at the sales price to the Buyer. Article 6 also contains provisions
for the maintenance of the proposed building in "good" conditions and to refrain from discrimination in
the operation of the business.
8 Articles 7, 8, and 9 include other provisions related to Representation and Warranties, Additional
Obligations, and General Provisions, which mainly represent housekeeping items to insure enforceability
of the Agreement and compliance with legal requirements. Perhaps the most salient of these provisions
is Section 8.5 (Assumption of Existing lease) in which the Agency requires and the Buyer accepts to
assume the existing lease between the Redevelopment Agency and Budget Rent.A.Car and to honor the
provisions of that lease. The tenant of the Property has been properly notified of the transaction and
has been made aware that the Buyer will be purchasing the lease.
4. Proposed Redevelopment of the Property
The Property is located mid. block on the east side of Broadway, between J and K Streets (see locator map
attached as Exhibit 1). The site consist mostly a paved parking lot that contains a 300 square foot mobile unit
which serves as office for the vehicle rental business. The site is designated by the Zoning Ordinance as
Commercial Thoroughfare (the Southwest Redevelopment Plan incorporates the land use designations established
in the city's Zoning Ordinance). Following is a table showing the zoning classifications and the existing land uses
of adjacent properties.
GENERAL PLAN ZONING CURRENT lAND USES
Site: Retail CT Vehicle rental
North: Retail CT RetailfFurniture
South: Retail CT RetailfResidential
East: LIM Res. R2 Single Family Residential
West: Retail CT Vacant (proposed site Bus. Homes)
..3-4
Page 5, Item ...3...
Meeting Date 06103197
The proposed redevelopment of the Property includes the construction of a 15,000 square foot, two story
building for the relocation of Humphrey Mortuary (currently located at 855 Broadway). The Buyer currently
leases the property at 855 Broadway. Prior to making the offer for the Agency Property, the Buyer made
attempts at buying this property, but the Buyer could not come to an agreement with the owner. It is unknown
as to the reuse of that property after the mortuary is relocated to the Agency's Property.
The proposed mortuary for the Agency's Property is a land use which is unclassified and which may be located
in any zone subject to the approval of a Conditional Use Permit or a Special land Use Permit when the site is
located in a Redevelopment Project Area, in which case it must be approved by the Redevelopment Agency.
The first floor of the building to be constructed contains two chapels and several parlors where services and
open casket viewing takes place. Other functions related to the mortuary and the services it provides will also
be located on the first floor. The second floor will contain offices, casket selection room, a cremation urn
display room, and an employee kitchen/lounge room (see the design drawings attached as Exhibit 2).
The project incilldes the construction of a parking lot with 45 parking spaces and the associated landscape areas.
For this type of use, the Zoning Ordinance requires the provision of one parking space for every four seats in
the chapel. Each chapel has a maximum capacity of 150 persons. The applicant has indicated that only one
chapel can be used at anyone time (the mortuary's operational profile is attached as Exhibit 7). This requires
37 parking spaces. Thus, the number of parking spaces being provided exceeds the parking requirement.
Construction of the mortuary will begin immediately after the Property is available from Budget Rent.A.Car. The
five.year lease between the Agency and the tenant indicates that the landlord has the right to terminate the
lease at the end of the third year of the lease, which is December 12, 1997. At this time, the tenant has six
months to vacate the property, after being given written notice by the landlord. This will make the Property
available to begin construction of the mortuary by June 1998.
5. Special land Use Permit for Mortuary
Given that the mortuary is an unclassified use, the applicant is applying for a Special land Use permit to be
issued by the Redevelopment Agency with the recommendation from the Planning Commission. As part of this
process and with the intention of getting the adjacent residents involved in the review of the project, staff
organized a Public Forum on April 10, 1997. Notices (in English and Spanish) about the forum were sent to
approximately 275 residents, property and business owners located within a 500.foot radillS from the Property.
The purpose of the forum was to present the project and obtain comments from the residents. Only one person
attended the forum to see the proposed plans. Another person called staff and indicated a concern with the loss
of privacy at the back of her house and rear yard due to the views from the second floor of the proposed
building. The proposed building height is within the height limitation of the Zoning Ordinance. The Design
Review Committee requested that the windows facing the residences to the east be made out obscure glass or
other means to protect neighbor privacy.
The project was presented to the Design Review Committee and the Planning Commission. The Design Review
Committee was pleased with the design and saw it as an added improvement to and a catalyst for additional
development in the area. The Committee recommended approval of the proposed project subject to conditions
listed in Exhibit 8.
J-S-
Page 6, Item ~
Meeting Date 06103197
The Planning Commission reviewed the project and the application for the Special land Use Permit at its meeting
of May 21, 1997. Commissioner Aguilar commented that she felt very strongly that the proposed project would
be a real asset to the community and a great design that would fit in well in that location. The Commission
unanimously recommended approval of the project and the Special land Use Permit subject to conditions listed
in Exhibit 9.
The Environmental Review Coordinator conducted an initial study on the proposed Project and determined that
the construction and operation of the mortuary will have no significant environmental impacts. Therefore, the
Environmental Review Coordinator issued the Negative Declaration IS.97.1 D, which is being presented to the
Agency for adoption (see copy of Negative Declaration attached as Exhibit 1 D),
Conclusion
Based on the forgoing discussion and analysis, it is staff's opinion that the sale of the Property through the
Purchase/Sale and Development Agreement between the Agency and the Universal Memorial Centers V, Inc. is
in compliance with the requirements of California Redevelopment law and is consistent with the goals and
objectives of the Southwest Redevelopment Plan. Also, the redevelopment of the Property through the
construction of the mortuary will assist in the prevention of the spread of blight and deterioration of the site
and the adjacent properties and will encourage the improvement of additional properties in the area. Therefore,
it is staff's recommendation that the Agency and the City Council approve the Agreement for the sale of the
Property and that the Agency approve the plans and the Special land Use Permit for the construction of the
mortuary.
FISCAL IMPACT: Construction of the proposed building is expected to begin in June 1998. The mortuary
is expected to be complete and in operation by January of 1999. The sale of Agency Property will generate
a one.time payment for the Agency in the amount of approximately $395,DDO. This represents the net income
from the sale and reflects the Agency's participation in the escrow costs in the approximate amount of $5,000.
The $5,868 that the Buyer is paying the Agency as part of the sale is considered a reimbursement for a
payment made by the Agency in June 1996 in commission to Voit Commercial for the lease with Budget Rent.A.
Car. In addition to the revenue generated by the sale, the proposed privatization of the Property and the
construction of the mortuary will generate property tax increment. The proposed building's estimated valuation
is $1,300,000 and the value of the land is $400,000, which gives a total property valuation of $1,700,000.
This will generate tax increment revenues in the amount of $ 17,000 per year.
With the sale of the Property, the Agency will forgo $36,000 per year currently being generated by the lease
with Budget Rent.A.Car. The lease will be assumed by the Bllyer who will continue to receive the lease
revenues until the Buyers begins construction on the site.
J-f.
Page 7, Item .3
Meeting Date 06103197
list of Attachments:
Exhibit 1: locator Map
Exhibit 2: Building Plans
Exhibit 3: Minutes of Resource Conservation Commission
Exhibit 4: Drait Minutes of Design Review Committee
Exhibit 5: Excerpt Minutes of Planning Commission
Exhibit 6: Purchase/Sale and Development Agreement
Exhibit 7: Humphrey Mortuary Operational Profile
Exhibit 8: Oesign Review Committee Conditions of Approval
Exhibit 9: Planning Commission Conditions of Approval
Exhibit 10: Negative Declaration IS.97.1 0
Exhibit 11: Comparable Property Sales
IMlD H,\HOME\COMMOEV\STAFF.REP\O6,O3,97\7538SAlE,RPTIMay 29, 199712,18",,11
.3-7
I
RESOLUTION NO. /:,-'¡ 0
RESOLUTION OF THE REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA ADOPTING NEGATIVE
DECLARATION IS-97-10, APPROVING THE DESIGN OF
AND GRANTING A SPECIAL LAND USE PERMIT FOR
THE DEVELOPMENT OF A MORTUARY AT 753
BROADWAY LOCATED WITHIN THE SOUTHWEST
REDEVELOPMENT PROJECT AREA
I. RECITALS
A. Project Site
WHEREAS, the parcels which are the subject matter of this resolution are
diagrammatically represented in Exhibit A attached hereto and incorporated herein
by this reference, and commonly known as 753 Broadway (APN's 572-180-36 &
572-212-07)("Project Site"); and,
B. Project Applicant
WHEREAS, duly verified applications were filed with the City of Chula Vista
Planning Department by The Loewen Group for Humphrey Mortuary (Applicant);
and
C. Project Description; Application for Environmental Determination
WHEREAS, Applicant submitted Initial Study IS-97-1O requesting environmental
review of subject Project on October 25, 1996; and
D. Project Description; Application for Design Review
WHEREAS, Applicant submitted Design Review DRC-97-41 requesting approval
of a specific building design and site plan layout for construction at 753
Broadway on March 31, 1997; and
E. Project Description; Application for Special Use Permit
WHEREAS, Applicant submitted Special Use Permit SUPS-97-03 requesting
permission to construct, maintain and operate a mortuary in the CT (Commercial
Thoroughfare) Zone at 753 Broadway, said mortuary to replace the existing
Humphrey Mortuary currently located at 855 Broadway on April 4, 1997; and
(h:lhomelcommdevlresosI753bsale.rs2)
J -4 -(
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Resolution No. - Page #2
F. Environmental Review Coordinator Record on Project
WHEREAS, the Environmental Review Coordinator determined that the Project
requires preparation of an Initial Study and same was prepared in accordance with
CEQA and circulated for public review as Initial Study IS-97-1O; and
G. Resource Conservation Commission Record on Application
WHEREAS, the Resource Conservation Commission considered IS-97-1O on
January 20, 1997 and voted 6-0 to accept the Negative Declaration issued on IS-
97-10; and
H. Design Review Committee Record on Application and Initial Study
WHEREAS, the Design Review Committee held an advertised public hearing on
May 5, 1997 and, after taking testimony from those present and reviewing the
Project's building design and site plan, voted 3 to 0 (1 absent, 1 abstention) to
accept the environmental determination and approve the Project's design with
changes, and directed the Applicant to return to the May 19, 1997 Design Review
Committee meeting for a final recommendation.
At the May 19, 1997 meeting, the Design Review Committee voted 4-0-1 (1
abstention) recommending that the Redevelopment Agency approve the Project's
design and site plan in accordance with Design Review Resolution No. DRC-97-
41; and
I. Planning Commission Record on Special Use Permit and Initial Study
Applications
WHEREAS, the Planning Commission held an advertised public hearing on the
Project on May 21, 1997 and, after taking testimony from those present, closed
the public hearing, after which the members voted 6-0-1 (1 absent) recommending
that the Redevelopment Agency adopt Negative Declaration IS-97-1O and approve
Special Use Permit PCC-97-03 for the Project in accordance with Planning
Commission Resolution PCC-97-03; and
J. Notice of Public Hearing
WHEREAS, the Redevelopment Agency set the time and place for a hearing on
said special use permit application and notice of said hearing, together with its
purpose, was given by its publication in a newspaper of general circulation in the
(h:\home\commdev\resos\753hsale.rs2)
.4 - Q -i)..
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Resolution No. - Page #3
city and its mailing to property owners within 500 feet of the exterior boundaries
of the property at least twenty (20) days prior to the hearing; and
K. Place of Public Hearing
WHEREAS, the hearing was held at the time and place as advertised, namely
June 3, 1997 at 4:00 p.m. in the Council Chambers, 276 Fourth Avenue, before
the Redevelopment Agency and said hearing was thereafter closed.
NOW, THEREFORE BE IT RESOLVED that the Redevelopment Agency does hereby
find, determine and resolve as follows:
II. CERTIFICATION OF COMPLIANCE WITH CEQA
The Redevelopment Agency adopts the Negative Declaration issued on IS-97-1O.
III. APPROVAL OF THE PROJECT DESIGN
A. The proceedings and all evidence on the Project introduced before the Design
Review Committee at their meeting on this project held on May 5, 1997 and the
minutes and resolution resulting therefrom are hereby incorporated into the record
of this proceeding.
B. Design Review Application DRC-97-41 is hereby approved based on all reports,
evidence and testimony presented with respect to the proposed building design and
site plan.
IV. SPECIAL USE PERMIT APPROVAL
A. The proceedings and all evidence on the Project introduced before the Planning
Commission at their public hearing on this project held on May 21, 1997 and the
minutes and resolution resulting therefrom, are hereby incorporated into the
record of this proceeding.
B. Special Use Permit SUPS-97-03 is hereby granted based on the following findings
and all other reports, evidence and testimony presented with respect to the
proposed use and subject to the following terms and conditions.
V. SPECIAL USE PERMIT FINDINGS
The following [IDdings are required by the Southwest Redevelopment Plan which governs
the issuance of special use permits. The Redevelopment Agency of the City of Chula
(h,lhome\commdev\resos\753bsale,rs2)
..$-"4 -.3
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Resolution No. - Page #4
Vista is able to make findings in support of the Project as required by the City's rules
and regulations for the issuance of special use permits, as hereinbelow set forth, and sets
forth the evidentiary basis for approval of the proposed Project:
1. That the proposed use at the location is necessary or desirable to provide a
service or facility which will contribute to the general well being of the
neighborhood or the community.
The mortuary proposed to be constructed at 753 Broadway will continue to
provide a needed and desirable service for the residents of the City of Chula Vista
as it currently does at its present location at 855 Broadway. The proposed
mortuary represents a land use consistent with the commercial community at the
new location.
2. That such use will not under the circumstances of the particular case, be
detrimental to the health, safety or general welfare of persons residing or
working in the vicinity or injurious to property or improvements in the
vicinity.
The mortuary presents a neat, well ordered appearance and will be separated from
nearby residents by appropriately designed walls and landscaping. In addition,
the project meets the parking requirements established by the City for such land
use based on the conditions that only one service shall be allowed at any given
time and that there shall be no other simultaneous services or viewings.
Therefore, this use will not result in impacts which would adversely affect
humans or surrounding properties.
3. That the proposed use will comply with the regulations and conditions
specified in the code for such use.
The proposed mortuary will comply with the applicable conditions, codes and
regulations of the Zoning Ordinance and the Southwest Redevelopment Plan.
4. That the granting of this special use permit will not adversely affect the
general plan of the City or the adopted plan of any government agency.
The Project Site is located in the Southwest Redevelopment Area and implements
the applicable goals and policies of that plan by relocating an existing business.
In addition, the Project implements the applicable goals and policies of the
Southwest Redevelopment Plan by relocating a business enterprise to an area
considered blighted prior to its relocation.
(h,lhoffiolwmmdovl""osI753hsaJe.rs2)
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Resolution No. - Page #5
VI. TERMS OF GRANT OF PERMIT
The Redevelopment Agency hereby grants Special Use Permit SUPS-97-03 subject to the
following conditions whereby the Applicant shall:
A. Operate the Project as submitted to and approved by the Agency, except as
modified herein and/or as required by the Municipal Code, and as detailed in the
project description.
B. Comply with all conditions of approval pursuant to DRC-97-41 or as otherwise
modified herein.
C. Allow only one scheduled funeral service at a time with a maximum seating
capacity of 172 attendees (43 parking spaces X 4 seats per space = 172 seating
capacity). Viewings shall not be scheduled or held during the time of a funeral
service.
D. Construct and operate the Project in accordance with all terms and conditions set
forth in that certain Disposition and Development agreement between the parties
approved concurrently herewith, and all documents and agreements related
thereto.
E. Submit a landscape plan to the Planning Department for review and approval and
implement same to the satisfaction of the Director of Planning. A minimum of
fifteen percent (15%) of the site shall be landscaped.
F. Comply with all Project requirements as incorporated into the project description
of Initial Study IS-97-10.
G. Comply with and implement all requirements of the Fire Marshal as related to
conforming with the Uniform Fire Code and applicable Municipal Code
requirements.
H. Comply with and implement all requirements of the Director of the Building and
Housing Department as related to conforming with the Uniform Building Code.
I. Comply with and implement all provisions related to Title 24 (Part II), Disabled
Access, to the satisfaction of the Director of Building and Housing.
J. In conjunction with the issuance of any building permit under the authority of the
Chula Vista Municipal Code:
(h:\hoffio\oommdov\""os\753hsale,rs2)
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Resolution No. - Page #6
1. Procure a Construction Permit for any work performed in the public right-
of-way which may include, but not necessarily be limited to, the following
which shall be performed and/or constructed to the satisfaction of the City
Engineer:
a. Removal of one existing driveway.
b. Placing of new sidewalk, curb and gutter.
c. Placing of a driveway in conformance to the Americans With
Disabilities Act requirements.
2. Pay sewer capacity, sewer lateral installation, traffic signal and
development impact fees. Subject fees may be amended at the time
development takes place and/or a building permit is applied for, based
upon final plans submitted for building permits.
3. Procure a Grading Permit, if the exemptions in the Chula Vista Grading
Ordinance No. 1797, as amended, are not met.
K. Comply with and implement all requirements of the Chula Vista Fire Department,
to the satisfaction of the Fire Marshal.
L. Prior to occupancy, schedule a security survey with the Crime Prevention Unit
of the Chula Vista Police Department and implement any suggestions resulting
therefrom to the satisfaction of the Chief of Police.
M. Prior to opening for operations, pay all applicable fees to the Chula Vista
Elementary School District and Sweetwater Union High School District, or
participate in alternative financing mechanisms, to the satisfaction of each
respective school district.
N. Execute the attached Agreement (Attachment "A") indicating that you have
read, understood and agreed to the conditions of approval contained herein, and
will implement same.
O. Applicant/operator shall and does hereby agree to indemnify, protect, defend and
hold harmless City, its Council/Agency members, officers, employees, agents and
representatives, from and against any and all liabilities, losses, damages,
demands, claims and costs, including court costs and attorneys' fees (collectively,
"liabilities") incurred by the City/Agency arising, directly or indirectly, from (a)
Agency's approval and issuance of this Special Use Permit, (b) Agency's
approval or issuance of any other permit or action, whether discretionary or non-
discretionary, in connection with the use contemplated herein, and (c) Applicants'
(h,lhomelcommdevlroso,1753b,ale,rs2)
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Resolution No. - Page #7
operation of the facility pennitted hereby. Applicant/operator shall acknowledge
their agreement to this provision by executing a copy of this Special Use Pennit
as stipulated under Condition "J" above. Applicants' compliance with this
provision is an express condition of this Special Use Pennit and this provision
shall be binding on any and all of Applicants' successors and assigns.
P. This permit shall be subject to any and all new, modified or deleted conditions
imposed after approval of this permit to advance a legitimaJe governmental
interest related to health, safety or welfare which the City/Agency shall impose
after advance written notice to the Permittee and after the City/Agency has
given to the Permittee the right to be heard with regard thereto. However, the
City/Agency, in exercising this reserved rightlcondition, may not impose a
substantial expense or deprive Permittee of a substantial revenue source which
the Permittee can not, in the normal operation of the use permitted, be expected
to economically recover.
Q. This Special Use Permit shall become void and ineffective if not utilized or
extended within three years from the effective date thereof This three year
utilization period is hereby approved based on the fact thaJ the Applicant must
commit substantial funds to the project by purchasing the property from the
Redevelopment Agency of the City of Chula Vista subject to a lease for an
alternative use for longer than the customary one year utilization period. This
three year utilization period also coincides with the required development
schedule in the Disposition and Development Agreement for the project, This
schedule was agreed upon to effectuaJe the orderly implementation of the
Southwest Redevelopment Plan.
R. Failure to comply with any condition of approval shall cause this pennit to be
reviewed by the City for additional conditions or revocation.
S, Comply with all applicable Federal, Stale and local laws, requirements, rules
and policies, and obtain and comply with all necessary permits for the Project
from each respective level of government, as applicable.
VII. INVALIDITY; AUTOMATIC REVOCATION
It is the intention of the Redevelopment Agency that its adoption of this Resolution is
dependent upon the enforceability of each and every term, provision and condition
herein stated; and thaJ in the event thaJ anyone or more terms, provisions or
conditions are determined by a Court of competent jurisdiction to be invalid, illegal or
(h,lhomelcommdevl,,",o,1753b,ale.,,2)
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Resolution No. - Page #8
unenforceable, this resolution and the permit shall be deemed to be automatically
revoked and of no further force and effect ab initio,
THIS RESOLUTION OF APPROVAL IS HEREBY PASSED AND APPROVED BY
THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, CALIFORNIA,
THIS 3rd DAY OF JUNE 1997,
Presented by
Robert A. Leiter
Director of Planning
(h:\home\commdev\resos\753bsale,rs2)
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ATTACHMENT "A"
AGREEMENT BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA
AND
THE LOEWEN GROUP FOR HUMPHREY MORTUARY
OWNER OF 753 BROADWAY (APN's 572-180-36 & 572-212-07)
RELATED TO THE CONDITIONAL APPROVAL OF
DRC-97-41 AND SUPS-97-03
Applicant shall execute this document by signing the lines provided below, said execution
indicating that the Applicant has read, understood and agreed to the conditions contained in this
Resolution No. -, and will implement same to the satisfaction of the Agency. Upon
execution, this document and a copy of Resolution No. shall be recorded with the
County Clerk of the County of San Diego, at the sole expense of the Applicant, and a signed,
stamped copy returned to the City Clerk and the Planning Department. Failure to return a
signed and stamped copy of this recorded document within thirty days of recordation to the City
Clerk and the Planning Department shall indicate the Applicant's desire that the Project, and the
corresponding application for a business license, be held in abeyance without approval.
Signature of Representative of The Loewen Group Date
Attachment: Resolution No.
J-o..-Cþ
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AGENCY RESOLUTION NO. ~ I
and
COUNCIL RESOLUTION NO.1JlM?
JOINT RESOLUTION OF THE CITY COUNCIL AND THE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
MAKING REQUIRED REDEVELOPMENT ACT FINDINGS AND
APPROVING A PURCHASE/SALE AND DEVELOPMENT AGREEMENT
AND JOINT ESCROW INSTRUCTIONS WITH UNIVERSAL
MEMORIAL CENTERS V, INC. WITH RESPECT TO PROPERTY
LOCATED AT 753 BROADWAY, CHULA VISTA, AND
AUTHORIZING THE CHAIRMAN TO EXECUTE SAME
WHEREAS, the Redevelopment Agency of the City of Chula Vista owns certain real
property at 753 Broadway in Chula Vista, California; and
WHEREAS, Universal Memorial Centers V, Inc. wishes to purchase said property from the
Agency for the development of a Funeral Home; and
WHEREAS, a Purchase/Sale and Development Agreement and Joint Escrow Instructions
between the Redevelopment Agency and Universal Memorial Centers V, Inc. has been prepared;
and
WHEREAS, Community Redevelopment Act require that a public hearing be held by the
Agency for the sale of Agency property without competitive bidding and/or where the property
was acquired with tax increment, and requires that notice of said public hearing be given by
publication in a local newspaper for not less than once a week for two weeks prior to the hearing;
and
WHEREAS, notice of the public hearing was published in the Chula Vista Star News on May
24, 1997 and May 31, 1997 and the City Council and Redevelopment Agency held the joint public
hearing on June 3, 1997 and considered all testimony presented; and
WHEREAS, Community Redevelopment Law requires that the sale of Agency property
assist in the elimination of blight; and
WHEREAS, Community Redevelopment Law requires that the sale of Agency property be
consistent with the implementation plan adopted for the Project Area pursuant to Health and
Safety Code Section 33490; and
WHEREAS, Community Redevelopment Law requires that the sale of Agency property be
based on a price that is not less than (1) the fair market value of the property at its highest and
best use in accordance with the plan, or (2) the fair reuse value at the use and with the covenants
and conditions and development costs authorized by the sale.
NOW THEREFORE, THE CITY COUNCIL AND REDEVELOPMENT AGENCY OF THE CITY
OF CHULA VISTA do hereby find as follows:
-3 - 6 -I
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1, The sale of Agency property at 753 Broadway ("Property") will eliminate and
prevent the spread of blight and deterioration in the Southwest Redevelopment
Project Area ("Project Area") by selling and causing to put the Property to a higher
and better use, improve the Property with a new building, and create commercial
activity in the area.
2, The sale of the Property is consistent with the Redevelopment Plan and
implementation plan for the Project Area because it will eliminate and prevent the
spread of blight; it will facilitate the enhancement and renovation of businesses; it
will stimulate investment of the private sector in the full development of the Project
Area; and it will achieve an environment reflecting a high level of concern for
architectural, landscape, and urban design principles appropriate to the objectives
of the Redevelopment Plan.
3. The sale of the Property is for not less than the fair market value. The property is
being sold for $10.23 per square foot, which has been determined based on
comparable sales data and other relevant market data during the time of
negotiations with the Buyer to be the fair market value of the Property.
BE IT FURTHER RESOLVED that the Agency further finds that it is in the best interest of
the public and Agency to sell the property located at 753 Broadway without competitive bidding
in order to put the property to its highest and best use and to bring additional commercial activity
to the area,
BE IT FURTHER RESOLVED that the Chairman of the Agency is hereby authorized and
directed to execute the Purchase and Sales Agreement and Joint Escrow Instructions with
Universal Memorial Centers V, Inc" and all other related documents and agreements (collectively,
the "Agreements") for the sale of Agency property at 753 Broadway in Chula Vista in final forms
approved by the Agency Attorney, copies of which shall be kept on file as Document No,_.
BE IT FURTHER RESOLVED that staff is hereby authorized and directed to take any and all
necessary and appropriate actions to implement the Agreements.
Presented by Approved as to form by
(O~,~~
Chris Salomone
Director of Community Development
[(MZn H,\HOMEICOMMDEVI753BSALE,RS1 1M" 28, 1997 {3,23pmlJ
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EXHIBIT 1
LOCATOR MAP
EXHIBIT 2
BUILDING PLANS
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CHULA VISTA PLANNING DEPARTMENT
LOCATOR PROJEcr HUMPHRY'S MORTUARY PROJECT DESCRJPflON,
ø APPUCANT,
PROJECT 753 Broadway
ADDRESS, Request: Proposal for relocation. af an existing mortuary
to a new 2 story, 15,000 sq. ft. and site.
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EXHIBIT 3
MINUTES
RESOURCE CONSERVATION COMMISSION
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MINUTES OF A SCHEDULED REGULAR. MEETING
Resource Conservation Commission
Chula Vista, California
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6:30P.M. Conference Room #1
Monday, January 20, 1997 Public Services Building
CAIL MEETING TO ORDERJROLL CALL: Meeting was called to order at 6:30 P.M. by Chair
Burrascano. City Staff Environmental Review Coordinator Doug Reid called roll. Present:
Commissioners Burrascano, Marquez, McAlister, Thomas, and Yamada. It was MSUC
(MarquezlThomas) to excuse Commissioner Hall who was ill; vote 5-0, motion carried.
Commissioner Fisher arrived at 6:38p.M.
-.
Also present: Michael Meacham, Conservation Coordinator, Barbara Bamberger, Environmental
Resource Manager, and Susan Hemy, Chairperson of the Transportation Committee.
AFPROV AL OF MINUTES: It was MSUC (ThomaslBurrascano) to approve the minutes of the
meeting of November II, 1996, with one correction on page 2, paragraph 1, 5th sentence: This
would not be applicable to spas and existing pools; vote 6-0, motion carried.
ORAL COMMUNICATIONS: None.
NEW BUSINESS:
1. Review of Council Referral on comments ITom the RCC: Michael Meacham gave a brief
overview of the solid waste management issues. He stated that the goal of the program is
for 50% diversion. Mr. Meacham stated that the City does not have the right to require
school districts to meet the same local conditions. Ms. Marquez asked if cardboard-bins
could be included at the major shopping malls and at Price Costco. Mr. Meacham stated
this source recycling is already being implemented. Ms, Thomas and Mr. Fisher suggested
major new businesses provide a plan for solid waste disposal and recycling. Mr. Meacham
stated the City already requires this. Ms. Thomas expressed concern that Rohr should be
made responsible for the cleanup of its own waste; Ms. Bamberger stated this is County
jurisdiction. It was announced that mixed paper, empty aerosols, paint cans, and empty oil
filters have been added to the curbside recycling with its regular pickup beginning in
,~_February. Also, another mixed paper drop-off bin was added at Vons.
"--
2. Discussion and recommendation regarding CoO Report, Barbara Bamberger and Susan
Herny, Transportation Committee: Chair Burrascano asked why the report did not try to
incorporate easy changes. Ms. Herny presented some criteria in measuring for CO2 and
alternative fueL One criterion was that it address issues in which the City has control over,
the international traffic problem was not subject to the same criteria and therefore was not
- included in the analysis. Ms. Marquez expressed that she wanted to see a more aggressive'
- fonn of solving the problems than was stated in the report. For example, she felt that
reducing the number of parking spaces available to businesses was a more passive rather
than a real solution. She did not feel many issues were adequately addressed, and that they
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Resource Conservation Commission Page 2
were based on initiatives 1I!l~ rewards rather than mandates. Currently, the plan calls for
more transit near commercial areas.
Commissioner Thomas favored option #16 to emphasize traffic signal upgrades to reduce
carbon dioxide, and #10 to de-emphasize commercial parking. Commissioner Fisher noted
there were adequate parking lots behind buildings on Third Avenue. Ms. Bamberger
stated that the traffic signal upgrade is already planned to be automated. The red lights
will be replaced with new high efficient LED which requires no energy.
Ms. Bamberger explained the Greenstar program, now part of the permi~ process, was
created for builders to meet a higher level of standard beyond Title 24 requirement
measures. It defined a list of items for energy efficiency that, when implemented into new
homes, would allow the builc ers to receive benefits and reduction in cost of building
permits. They would also receive "points" toward a "green star."
Commissioner Thomas suggested the report should focus more on hamúùl methane gasses,
Ms. Bamberger stated most of that was found in the landfill and is currently being covered.
There are no noticeable amounts located within Chula Vista proper, but it is in San Diego.
Commissioners Marquez and Thomas questioned the emissions corning ITom production of
energy ITom the SDG&E plant and the amount corning ITom boats. It was explained that
these emissions were insignificant; however, the study focused mostly on autos.
Commissioner Thomas asked how much was being emitted ITom Brown Field. Again,
although helicopters and trucks are causing the emission problems, the City has no
jurisdiction or control in that area and it made no negotiations with other jurisdictions.
The motion was made (ThomasiMcAlister) to support the CO2 proposal with the
following revisions: greater emphasis and priority on #16, the traffic signal
realignment; substitute the item # 1 0 action measure with an increased awareness in
the educational and community institutions; give full support to the Greenstar
Program; priority be given in reduction of carbon dioxide emissions; and compliance
with the CO2 plan be incorporated into the environmental analysis; Vote: 4 ayes, 1
no (Marquez), 1 abstain (Fisher); motion carried. Fisher abstained as he was absent
ITom any prior discussion. Marquez felt that the plan should take a more aggressive
'-~=Torrn of solving emission problems and was dissatisfied with the solutions presented.
A second motion was made (McAlisterfYamada) that the CO2 plan further address
the issue ofintemational contributions and that the City support legislation to reduce
these impacts; and the plan address increased efficiency and availability of public
transportation to the community, Vote: 5 ayes, 1 no (Marquez - same reason as
. stated above).
.
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Resource Conservation Commission Page 3
3. Review of Negative Declaration IS-97-06, Kentucky Fried Chicken: After a very brief
discussion, a motion was rñãde (FisherlY amada) to accept the negative declaration; vote 5
ayes, 1 no (Thomas felt a problem already exists with the parking as is and wanted to linút
use of the existing building).
4. Review of Negative Declaration IS-97-1 0, Humphrey's Mortuary: After review of the
project, it was MSUC (Fisher/McAlister) to accept the negative declaration; vote 6-0,
motion carried.
STAFF REPORT: The MSCP will be reviewed at the February 10 meeting. T~e RCC was not
able to comment on the wildlife refuge project as the document was not delivered on time.
CHAIRMANS COMMENTS: None.
COMMISSIONER'S COMMENTS: Marquez reported volunteers are meeting for the Giant
Reed eradication project on the Sweetwater River. They meet the second Sunday of the month at
the driving range. She suggested someone in with the environmental club can speak to the RCC.
Marquez and Fisher noted they did not receive the wildlife refuge document and requested to see
the City's letter to Council. Thomas commented that not enough data were included in that
report.
ADJOURNMENT: The meeting was adjourned by Chair Burrascano at 8:40 P.M.
Respectfully submitted,
EXPRESS SECRETARIAL SERVICES
'!3:WÞ/c£J-/ ~:lÞJ
Barbara Taylor
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EXHIBIT 4
DRAFT MINUTES
DESIGN REVIEW COMMITTEE
., - -
Ù
MINUTES OF A REGULAR MEETING OF THE ( 'ITI1f /l
DESIGN REVIEW COMMITTEE
Mondav. Mav 5. 1997 Conference Rooms 2 and 3
4:30 p.m.
A. ROLL CALL
MEMBERS PRESENT: Chair Rodriguez, Members Duncanson,
Spethman, Aguilar
MEMBERS ABSENT: Pat Kelly (approve 4-0 to excused)
STAFF PRESENT: Assistant Planner Ann pedder Pease
Assistant Planning Director, Ken Lee
1!..... INTRODUCTORY REMARKS
Chair Rodriguez made an opening statement explaining the
design review process and the committee's responsibilities.
He asked that all speakers sign in and identify themselves
verbally for the tape.
Q... APPROVAL OF MINUTES
Minutes for the meeting of April 7,1997 were continued to the
next scheduled meeting, due to lack of quorum.
MSC (Rodriguez/Aguilar) (4-0) to approve the minutes for the
meeting of April 21, 1997.
Ih PRESENTATION OF PROJECTS
1. Info Item Only Veterans Home
Medical Center Drive
Juan Arroyo, City of Chula Vista's Housing Coordinator,
introduced Tom Dole and Larry Silman, with Silman/Weinman. He
gave a brief introduction of the proposed project and then
went over the elevations of an existing facility located in
Barstow, California. He then turned the presentation over to
Mr. Dole.
Mr. Dole, project manager/designer of State buildings, briefed
the Committee on his background. He indicated that the
project proposed for Chula Vista was expected to be out for
bid by July 15, 1997, and that the Barstow facility stands as
a proto-type for the Chula Vista project.
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Design Review Committee 2 May 5, 1997
Mr. Ken Lee, Assistant Planning Director, informed the
Committee that since this is a state project, the city of
Chula Vista has no oversight, issues no building permits and
is permitted little input into the design process. However,
the state Architects's Office has kept the City informed and
the proj ect architect has been receptive to the Planning
Departments concerns.
Mr. Silman, with S.W. Design Group, presented the 25 million
dollar, 400 bed facility to the Committee. The project will
house veterans in their early 60's to late 70's intended to be
a "home" for the veterans, not a medical facility. Mr. Silman
showed slides of the Barstow facility which does have some
similarities to the proposed Chula Vista project. He then
ended his presentation by showing and reviewing slides of the
proposed site plan for Chula Vista, and the surrounding site
characteristics.
Chairman John Rodriguez thanked Mr. Dole and Mr. Silman for
presenting the Committee with an overview of the proposed
facility.
2. DRC-97-4 Humphrey Mortuary
753 Broadway
Construct a new 17.000 sa. ft. Storv
mortuary buildina. alona with parkina and
other site improvements
Staff Presentation
Assistant Planner Ann pedder Pease reviewed the project which
consists of a 17,000 sq. ft. 2-story stucco structure with a
pitched roof. It contains 2 chapels, seating a total of 180
persons, and has two separate entrances, each with porte
cochere. Parking is provided for 44 vehicles. She continued
by going over staff recommendations and pointed out that staff
would like to see windows added to the rear elevation. Other
concerns expressed by staff were the building materials,
hardscape, roof line, and site plan issues. Staff felt that
staging areas immediately adjacent to the two porte cocheres
should be incorporated into the plan.
Ms. Pedder Pease informed the Committee that this project
would require a Conditional Use Permit which would address
issues such as parking, operating hours, etc. She also
indicated that the project will be forwarded to the
Redevelopment Agency for review and approval.
£-4-:J.
Design Review Committee 3 May 5, 1997
Mr. Ken Lee, Assistant Planning Director, went over
surrounding site characteristics. He went on to explain to
the Committee that a public forum was held, at which one
person did express concern with the project.
Applicants Presentation
Mr. Joe Henderson, with Franklin Design, stated that he did
not have a problem with most of staff's recommendations, with
the exception of Condition 'd'. Mr. Henderson stated that at
the public forum it was noted that residents did not want to
see windows on the second floor of the rear elevation, because
it would take away their privacy.
Committee Discussion/Concerns
Chairman John Rodriguez expressed concern with the roofing and
asked the applicant if they had reservations on selecting a
new roofing material. Applicant stated that they had no
problem with the change. Chair Rodriguez stated that he would
like to see identical treatment around all the windows and
increased articulation at the second story rear elevation. He
also indicated that the lack of staging areas was a major
concern. Chair Rodriguez noted that he would like to see what
the stained glass windows are to look like, the lighting plan,
and sign package.
Mr. Shawn Phillips went over the floor plan of the building
and the "milling" areas. In regards to staging, he suggested
one solution might be to reverse the location of the Community
Room with the Family Room, which is closer to the foyer.
Member Michael Spethman agreed with the Chair on seeing the
stained glass window proposal, sign package, and a detailed
lighting plan. He also expressed concern with the hardscape,
roofing material, color pallet, and the tree specimens.
Member Patricia Aguilar indicated that she liked the roof
pitches, and has no problem with the roofing material. She
agreed with the Chair that the second story rear elevation
needs articulation. Member Aguilar stated that she likes the
window variation, but agreed that the window treatments should
be the same. She went on to express her concerns with the
staging areas. All Committee members agreed that outside the
building seemed a likely place for people to gather, and some
solution should be sought. Member Aguilar had suggested that
maybe recessing the entry way might make more room out front
for gathering, but did not want to lose the 20 feet of
landscaping. Committee and applicant discussion followed.
MSC (Rodriguez/Spethman) (3-0) to recommend to the
Redevelopment Agency to approve this project subject to the
following conditions listed in the staff report: Bl, 2'a-c' as
is; 'd' with changes to read - Some additional windows, making
use of obscure glass or other means to protect neighbor
privacy, shall occur on the east (rear) elevation of the
£-4-3
-.
Design Review Committee 4 May 5, 1997
building. The style of windows shall repeat elements or
styles used on the building facade and their placement and
style shall be submitted to the Design Review Committee for
review and approval prior to the building permit submittal
stage; 'e' as is; 'f' with changes to read - A roof plan shall
be submitted to the DRC for review and approval,prior to
submittal for building permits; 'g' as is; 'h' with changes to
read - A revised plan to accommodate staging and outdoor
assembly, particularly in association with the two porte
cocheres, shall be submitted to the DRC for review and
approval. Decorative hardscape materials, wider walkways and
complementary plantings shall be incorporated and detailed
hardscape plans and material samples shall be included in the
proposal submitted to the DRC; 'i' with changes to include-
The revised landscape plan approved by the city Landscape
Planner shall be included in the-presentation to the DRC; 'j'
with changes to include DRC review and approval prior to the
building permit stage; 'k' with changes to read - roof
drainage shall be integrated into the roof cornice leaders or
downspouts shall be concealed within the walls. A roof
drainage proposal shall be submitted to the DRC for review and
approval prior to the building permit stage and shall be
incorporated into the roof plan indicated in 'f' above; '1'
with changes to include DRC review and approval prior to the
building permit stage; 'm' as is; 'n' as is; '0' with changes
to read - the trim and window details employed throughout the
building shall be consistent in style, color and materials.
The selected styles shall be used on all four elevations and
trim details and glazing samples shall be submitted to the DRC
for review and approval.
Miguel Tapia with the Community Development Department
indicated that he would like to schedule this project to go
before the Redevelopment Agency on June 3, 1997. Because of
the time constraints, it was'agreed that the project would be
brought back for DRC revj.ew and approval for the above
mentioned conditions on May 19, 1997.
3. DRC-97-31 Price Costco Gas
895 East uR" street
Add a qasoline service station with three
qasoline dispensinq islands to the
existinq site
This project was continued to the meeting of May 19, 1997.
~ ADJOURNMENT
Meeting adjourned 6:22 p.m.
D»l úu-;? -V ,4'7 êtZð,¿?e4
Maureen Casper, Recorder
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EXHIBIT 5
EXCERPT FROM MINUTES
DESIGN REVIEW COMMITTEE
Excemt from Unapproved Planning Commission Minutes of 5/21/97
ITEM 1: PUBLIC HEARING: SUPS-97-03; REQUEST TO CONSTRUCT, MAINTAIN
AND OPERATE A MORTUARY AT 753 BROADWAY IN THE CT
(COMMERCIAL THOROUGHFARE) ZONING DISTRICT - The Loewen
Group for Humphrey Mortuary
Associate Planner Miller showed the location of the project. He noted that this project would
replace the existing Humphrey Mortuary. He gave an overview of the project and showed slides
of the existing use and surrounding uses, and noted that the proposed land use was consistent
with the existing and proposed surrounding commercial land uses, and was separated from
adjacent residential areas. Mr, Miller stated that the project is located within the Southwest
redevelopment area and must, therefore, implement the goals and objectives of the Southwest
Redevelopment Plan. He noted that under normal circumstances, the land use approved through
the special permit use process is required to implement construction or some substantial form
of plan submittal within one year after its approval. In this particular case, because this parcel
is being sold by the Redevelopment Agency to the Loewen Group for construction of this
mortuary, staff was allowing them a three-year time period in order to take advantage of their
construction without having to bring it back to the Planning Commission. However, that was
not the life of the conditional use permit, which was not for a three-year period. They had three
years in which to begin construction of the facility. Mr. Miller noted that the project had been
approved by the Design Review Committee on May 19, 1997, and staff recommended that the
Planning Commission adopt the Negative Declaration issued on Initial Study IS-97-1O and
approve Resolution SUPS 97-03 recommending that the Redevelopment Agency approve the
application to construct, maintain, and operate a mortuary at 753 Broadway, pursuant to the
draft Redevelopment resolution,
Commissioner Aguilar asked what would happen to the existing mortuary site. Community
Development Specialist Tapia stated that staff did not know at this time.
This being the time and place as advertised, the public hearing was opened.
Shawn Phillips, 855 Broadway, CV, representing Humphrey Mortuary, submitted a request
to speak only if there were questions.
Joseph L. Henderson, 6200 San Miguel Road, Bonita, representing Franklin Design and
Humphrey Mortuary, also submitted a request to speak only if there were questions.
Commissioner Ray questioned a comment in the staff report regarding accommodation of the
height of the second floor by grading. Associate Planner Miller stated that there would not
necessarily be any special grading, but that the building and the structure met regular height and
setback requirements.
~-S-f
Assistant Planning Director Lee stated that there were some modifications to the rear elevation
facing the residential area to add some additional windows, which were opaque so the privacy
would not be impaired in terms of the residential area.
No one else wishing to speak, the public hearing was closed.
MS (Thomas/Ray) to accept staff's proposal.
Commissioner Aguilar stated that she was a member of the Design Review Committee and had
reviewed this project on two occasions. She felt very strongly that it would be a real asset to
the community. It is a great design and would fit in well in that location.
VOTE: 6-0 (Willett excused) to approve.
£ -5"-;)",
EXHIBIT 6
PURCHASE/SALE AND DEVELOPMENT
AGREEMENT
., -, - .
PURCHASE/SALE AND DEVELOPMENT AGREEMENT
AND JOINT ESCROW INSTRUCTIONS
SELLER: Redevelopment Agency of the City of Chula
Vista
BUYER: Universal Memorial Centers V, Inc. DBA
Humphrey Mortuary
ESCROW NO:
June 3, 1997
IH: \SHARED\ATTORNEY\ 753BDDA1 ,DOC)
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-" - -
PURCHASE/SALE AND DEVELOPMENT AGREEMENT
AND JOINT ESCROW INSTRUCTIONS
This PURCHASE/SALE AND DEVELOPMENT AGREEMENT AND JOINT
ESCROW INSTRUCTIONS ("Agreement"), is entered into effective as of
June 3, 1997, by and between the REDEVELOPMENT AGENCY OF THE CITY
OF CHULA VISTA, a public agency corporate and politic, acting to
carry out the Redevelopment Plan for the Southwest Redevelopment
Project Area ("Seller"), and UNIVERSAL MEMORIAL CENTERS V, INC. dba
HUMPHREY'S MORTUARY, a California Corporation ("Buyer").
NOW, THEREFORE, in consideration of the mutual covenants set
forth herein, and for other valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller and Buyer
agree as follows:
ARTICLE 1
AGREEMENT OF PURCHASE/SALE AND DEVELOPMENT
1.1 Description of Property. Seller owns certain real
property ("Property") located at 753 Broadway in the City of Chula
Vista, County of San Diego, California, comprised of an
approximately 0.8976 acre (39,100 square foot) parcel improved with
an asphalt parking lot and approximately 338 square feet of office
building. The property is more particularly described on Exhibit
~ attached hereto.
1.2 Offer to Purchase. Buyer's execution of this Agreement
constitutes an offer to purchase the Property on the terms and
conditions stated herein, provided Seller accepts Buyer's offer by
approving this Agreement by formal Resolution, after a public
hearing, and delivering an executed copy of this Agreement to Buyer
promptly thereafter.
1.3 Offer to Sell. Seller's execution of this Agreement
within the time period specified in Section 1.2 shall create a
binding agreement between the parties hereto, effective on the date
of Seller's execution, whereby Seller agrees to sell the Property
to Buyer and Buyer agrees to purchase the Property from Seller, on
the terms and conditions stated herein.
1.4 Proposal for Development. Buyer desires and commits to
develop the site with an approximately 15,000 square feet Funeral
Home ("Project") in accordance with plans and specifications
approved by the Seller, as amended from time to time and as
approved by the Seller. Buyer shall submit plans for the Project
for environmental, design, and land use review, as described in
Article 6 herein, prior to the Close of Escrow on the Property.
Further, as more particularly described in Article 6, Buyer shall
fully construct and open the Project for business by no later than
1
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" -. - -
fully construct and open the Project for business by no later than
three (3) years after Close of Escrow on the Property.
1.5 Conditions to Effectiveness. The Seller and Buyer
acknowledge and agree that the ultimate development of the Property
into the Project will be governed by and/or subject to certain
governmental approvals ("Entitlements") including Entitlements
which must be obtained from Seller, the city of Chula Vista
("city"), and/or, if applicable, other governmental entities. The
parties hereto expressly acknowledge and agree that the Seller/City
cannot contractually obligate itself (or such other governmental
agencies) to grant any such Entitlements or cause any other
governmental agency to grant any such Entitlements. Accordingly
,the parties hereto expressly agree that, notwithstanding approval
of this Agreement, the obligations of each party hereto shall be
contingent upon the receipt of all Entitlements required for the
development of the Property in the manner set forth in this
Agreement and the obligations of each party hereto shall only arise
upon the receipt of all such Entitlements. The Buyer hereby
releases the Seller from any liability based upon the Buyer's
failure to obtain any such Entitlements and expressly agrees that
in no event shall any exercise of the Seller's discretion to
approve, condition or disapprove andy Entitlements or other
discretionary item which is a condition to the obligations of the
parties of this Agreement be deemed to be a default or act of bad
faith by the Seller or the city.
1.6 Deposit.
(a) Good Faith Deposit. Upon Seller's execution and delivery
of this Agreement, Buyer shall immediately deposit Ten Thousand
Dollars ($10,000) into Escrow as a good faith deposit. If Buyer
elects to proceed to acquire the Property after satisfaction or
waiver of all Contingency Period approvals, Buyer shall ,immediately
increase Buyer's good faith deposit to a total of Fifty Thousand
Dollars ($50,000). Such amounts shall collectively be referred to
hereinafter as the "Deposit". If Buyer proceeds to acquire the
Property, Buyer's Deposit, plus any interest earned thereon, shall
be applied towards the Purchase Price at Close of Escrow. Buyer's
Deposit payments shall be in the form of either cash, or a
cashier's or certified check drawn on a California bank account
payable to Escrow Agent or a wire transfer. Buyer's failure to
make the Deposit payments when required shall be a material default
hereunder, and Seller shall have the right to terminate this
Agreement. Escrow Agent shall invest the Deposit amounts in a
federally-insured, interest-bearing account approved by Buyer, and
all interest earned thereon shall be credited to Buyer. The
Deposit shall be returned to Buyer if Buyer elects to terminate
this Agreement and the Escrow for non-satisfaction of any condition
pursuant to Section 5.2.
(b) LIOUIDATED DAMAGES. IF BUYER FAILS TO COMPLETE THE
2
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PURCHASE OF THE PROPERTY AND SUCH FAILURE CONSTITUTES A DEFAULT BY
BUYER HEREUNDER, AND IS NOT THE RESULT OF NON-SATISFACTION OF
CONDITIONS OR A DEFAULT BY SELLER, THE PARTIES ACKNOWLEDGE AND
AGREE THAT (1) SELLER'S DAMAGES WILL BE EXTREMELY DIFFICULT AND
IMPRACTICAL TO ASCERTAIN, AND (2) THE $50,000 DEPOSIT REPRESENTS A
REASONABLE ESTIMATE OF SUCH DAMAGES, CONSIDERING ALL THE
CIRCUMSTANCES EXISTING ON THE DATE OF EXECUTION OF THIS AGREEMENT.
THEREFORE, THE PARTIES ACKNOWLEDGE AND AGREE THAT IN THE EVENT OF
SUCH FAILURE TO PERFORM BY BUYER, SELLER SHALL HAVE THE RIGHT TO
RETAIN THE FULL AMOUNT OF THE DEPOSIT AS LIQUIDATED DAMAGES
PURSUANT TO CALIFORNIA CIVIL CODE SECTION 1671. SUCH LIQUIDATED
DAMAGES SHALL CONSTITUTE SELLER'S SOLE AND EXCLUSIVE REMEDY AGAINST
BUYER, ALL OTHER REMEDIES BEING HEREBY EXPRESSLY WAIVED BY SELLER.
SELLER WAIVES ALL RIGHTS SELLER MAY OTHERWISE HAVE PURSUANT TO
CALIFORNIA CIVIL CODE SECTION 3389 TO SPECIFICALLY ENFORCE THIS
AGREEMENT. IN THE EVENT BUYER FAILS TO COMPLETE THE PURCHASE OF
THE PROPERTY AND SUCH FAILURE IS THE RESULT OF A SELLER DEFAULT OR
THE NON-SATISFACTION OF A CONDITION, THE DEPOSIT SHALL BE RETURNED
TO BUYER. IN SUCH EVENT, BUYER SHALL HAVE NO FURTHER OBLIGATION TO
SELLER UNDER THIS AGREEMENT AND SHALL BE ENTITLED TO EXERCISE ANY
REMEDY AVAILABLE TO BUYER, INCLUDING AN ACTION FOR SPECIFIC
PERFORMANCE. BY SIGNING THEIR INITIAlS BELOW, EACH PARTY CONFIRMS
ITS CONSENT TO AND AGREEMENT WITH THE PROVISIONS OF THIS PARAGRAPH:
Seller's Initials Buyer's Initials
ARTICLE 2
PURCHASE PRICE
,2.1 Purchase Price. The total,Purchase Price which Buyer
agrees to pay and Seller agrees to acpept for the Property is the
sum of FOUR HUNDRED FIVE THOUSAND EIGHT HUNDRED SIXTY-EIGHT DOLLARS
($405,868), payable through Escrow as follows:
(a) The Deposit of $50,000 shall be delivered to Escrow
Agent, as provided in Section 1.6.
(b) The remaining sum of $355,868 shall be delivered to
Escrow Agent in cash, in the form of a cashier's or certified check
or wired funds prior to the Close of Escrow.
2.2 Broker's Commission. Except as provided in Section 8.5
below, Buyer and Seller each represents and warrants to the other
that there are no brokerage commissions or finder's fees payable
with respect to the transactions contemplated by this Agreement.
Each party agrees to indemnify, defend and hold the other harmless
from and against all claims of any kind arising directly or
indirectly out of a contention by any person or entity that any
3
£-G.-c.{
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real estate commission or finder's fee is payable because of the
acts of such indemnifying party other than as described herein.
ARTICLE 3
ESCROW
3.1 Escrow Aqent. Chicago Title Company [ATTN: Jackie
Wondrash, Escrow Officer], 925 B street, San Diego, California
92101, ("Escrow Agent") is designated, authorized and instructed to
act as Escrow Agent pursuant to the terms of this Agreement.
Escrow Agent shall acknowledge the Opening of Escrow and its
agreement to act as the escrow agent hereunder by: (a) executing
the Consent of Escrow Agent attached hereto; and (b) promptly
delivering a copy of the executed Consent to Seller and Buyer.
3.2 Escrow Instructions. This Agreement shall constitute
initial escrow instructions to Escrow Agent. Escrow Agent's
general conditions are attached hereto as Exhibit "B" and made a
part hereof, to the extent they are consistent with the provisions
of this Agreement. The parties shall execute any additional escrow
instructions reasonably required by Escrow Agent to consummate the
transaction provided for herein; provided, however, such additional
escrow instructions shall not modify the provisions of this
Agreement, unless such instructions (a) state the modification in
full, and (b) are signed by both parties.
3.3 Openinq of Escrow. Within three (3) business days after
execution by both partiesr Seller shall deliver a fully executed
copy of this Agreement and Buyer shall deliver the Deposit to
Escrow Agent. Opening of Escrow shall be the date Escrow Agent
executes the Consent described in Section 3.1.
3.4 Close of Escrow.
.'
"Close of Escrow" or "Closing" means the date Escrow
Agent records the Grant Deed in favor of Buyer and delivers the
Purchase Price to Seller. Escrow shall close on the earlier to
occur of ninety (90) days after the Opening of Escrow hereunder, or
thirty (30) days after satisfaction of all conditions to Close of
Escrow ("Closing Date"); provided that, if all. conditions are
satisfied and all funds and documents required hereunder are
deposited in Escrow at an earlier date, Escrow Agent shall close
the Escrow on such earlier date.
Buyer acknowledges that a timely closing on or before
the specified Closing Date is a material term of this agreement,
and the Closing Date may not be extended except by a written escrow
instruction signed by Buyer and Seller. If the Escrow does not
close on or before the Closing Date for any reason other than a
default by Seller, or as a result of a failure of a condition, and
4
£. - " -~
- -
if the Closing Date has not been extended by written instructions
signed by Buyer and Seller, then Buyer shall be in material default
hereunder and Seller shall have the unilateral right to terminate
this Agreement and the Escrow by delivering writtén notice to'
Escrow Agent with a copy to the other party), in which event Seller
shall have no further obligation hereunder.
3.5 Deliveries to Escrow. Prior to the Closing Date
specified in Section 3.4, each party shall timely deliver to Escrow
all funds and documents required of such party in order to complete
the Closing under the terms of this Agreement, including, but not
limited to, prorated amounts and other payments required under
Section 3.7.
3.6 Completion of Documents. Escrow Agent is authorized: to
insert the Closing Date and otherwise complete the documents
deposited in Escrow, where appropriate and consistent with this
Agreement.
3.7 Prorations. Escrow Fees and Costs.
(a) Prorations. All prorations shall be made on the
basis of a 365/366 day year and the actual number of days elapsed,
unless the parties otherwise agree in writing. If Buyer receives,
after the Closing, any supplemental bill for real estate taxes or
assessments which relates, in whole or in part, to the period prior
to the Closing, such supplemental bill shall be allocated between
Seller and Buyer as of the Closing Date, and Seller shall pay the
, amount due to Buyer within thirty (30) days after Seller's receipt
of a statement and request for payment.
(1) As of the Close of Escrow, all real and personal
property taxes based on the most recent property tax bills
available, rents, issues and profits from the Property, utilities,
and sùch other matters as the parties" shall instruct Escrow Agen,t,
shall be prorated, and the Escrow Agent shall provide Seller and
Buyer with a summary of such provisions.
(2) All bonds or special assessments against the
Property shall be prorated as of the Close of Escrow.
(3) Rentals and operating expense. pass throughs
received by Buyer shall first be credited to current obligations,
and when those are satisfied, then to past due obligations of
Seller which shall be promptly paid to Seller by Buyer.
(4) Any supplementary tax bills received by Buyer
following the Close of Escrow relating to a period prior to the
Close of Escrow shall be prorated by the parties as if said tax
bills had been available at the Close of Escrow.
(5) Security and other deposits and unused portions of
5
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advance rentals, if any, paid by any tenant under any of the Leases
shall be transferred to Buyer upon Close of Escrow without
additional consideration by Buyer.
(b) Seller's Payments. Seller will pay: (1) the County
(and, if applicable, the City) Documentary Transfer Tax, in the
amount Escrow Agent determines to be required by law; (2) the cost
of the CLTA Title Policy described in Section 4.2; (3) one-half of
Escrow Agent's escrow fee; (4) all recordation charges other than
those related to any Buyer financing; and (5) all other customary
"Seller" Escrow charges and expenses, except for Buyer's payments
provided in Section 3.7(c), below.
(c) Buyer's Payments. Buyer will pay: (1) any and all
non-customary Escrow charges; (2) any and all charges relating to
Buyer's financing of the purchase; (3) one-half of any Escrow fee;
and (4) any premiums for the ALTA portion of title insurance and
all other customary "Buyer" escrow charges and expenses, except for
Seller's payments provided in section 3.7(b), above.
(d) Default. Notwithstanding the foregoing, in the event
of a default by Buyer or Seller hereunder, all cancellation and
other escrow charges shall be paid by the defaulting party.
3.8 Existinq Encumbrances. Escrow Agent is authorized to
secure beneficiary demands and requests for reconveyance for those
monetary liens which are not Permitted Exceptions pursuant to
Section 4.2 and the Property shall be reconveyed from each of the
foregoing prior to the recordation of the Grant Deed at Close of
Escrow.
3.9 Document Handlinq.
(a) Documents Deli very to or by Escrow. The following
shall'be delivered into the Escrow in'connection with the transfer
of the Property:
(1) Delivery by Seller in Escrow. At least two (2)
business days prior to the Closing Date, Seller shall deposit into
Escrow:
(i) a grant deed (the "Grant Deed") to the Property in
recordable form, duly executed by Seller and acknowledged and
in substantially the same form as set forth in Exhibit "C"
attached hereto and if requested by Buyer, a separate
statement of documentary transfer tax ("Statement of Transfer
Tax") shall be attached to the Grant Deed in substantially
the same form as set forth in Exhibit "C" attached hereto;
(ii) three (3) originals of an assignment and
assumption of Lease and security deposit (the "Lease
Assignment"), duly executed in counterpart by Seller
6
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., - ..
assigning to Buyer Seller's interest and rights, as lessor,
under all of the Lease and security deposits in substantially
the same form as set forth in Exhibit "D" attached hereto;
(Hi) three (3) originals of a bill of sale (the "Bill
of Sale"), duly executed by Seller, conveying to Buyer of
Seller's personal property used in connection with the
Property in substantially the same form as set forth in
Exhibit "E" attached hereto;
(iv) three (3) originals of an assignment and
assumption of service contracts and intangible property (the
"General Assignment"), duly executed in counterpart by
Seller, assigning to Buyer Seller's interest and rights in
all service contracts which will remain in effect after the
Close of Escrow in substantially the same form as set forth
in Exhibit "F" attached hereto;
(v) if the Lease or a memorandum thereof has been
recorded, a memorandum of the Lease Assignment (the
"Assignment Memorandum"), in substantially the same form as
set forth in Exhibit "G" attached hereto;
(vi) one (1) original of the notices addressed to the
Tenant consistent with Section 1950.7 of the California civil
Code ("Notice") in substantially the same form as set forth
in Exhibit "H" attached hereto;
(vii) one (1) original of the Estoppel certificate
executed by the Tenant in substantially the same form as set
forth in Exhibit "I" attached hereto;
(viii) three (3) originals of a Memorandum of
Development Agreement ("Memorandum") executed and
acknowledged by Seller in the form set forth in Exhibit "J"
attached hereto;
(ix) three (3) originals of an affidavit from Seller
which satisfies the requirements of Section 1445 of the
Internal Revenue Code, as amended (the "Section 1445
Affidavit") in substantially the'same form as set forth in
Exhibit "K" attached hereto;
(x) three (3) originals of a Withholding Exemption
certificate, Form 590 or in the event that the Seller is a
non-California resident, a certificate issued by the
California Franchise Tax Board, pursuant to the Revenue and
Taxation Code Sections 18805 and 26131, stating either the
amount of withholding requirement ("the "Certificate"), in
substantially the same form as set forth in Exhibit "L"
attached hereto;
7
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(xi) such other instruments and documents as may be
reasonably requested by Escrow Holder or otherwise required
to transfer the Property to Buyer.
(2) Deliverv bv Buver in Escrow. O~pr prior to the
Closing Date, Buyer shall deposit into Escrow:
(i) three (3) originals of the Lease Assignment, and,
if applicable, the Assignment Memorandum, each duly executed
in counterpart by Buyer;
(ii) three (3) originals of the General Assignment,
duly executed in counterpart by Buyer;
(iii) one (1) original Preliminary Change of Ownership
Form, duly executed by Buyer, in substantially the same form
as Exhibit "N" attached hereto;
(iv) three (3) originals of the Memorandum, duly signed
and acknowledged; and
(v) such other instruments and documents as may be
reasonably requested by Escrow Holder or otherwise required
to transfer the Property to Buyer.
(b) Recordation and Transfer. Upon satisfaction of the
conditions set forth in Section 3.9(a) above, Escrow Agent shall
transfer the Property as follows:
(1) Cause the Grant Deed, Assignment Memorandum (if
any), the Memorandum and the Option Agreement to be recorded
in the Official Records of the San Diego County, California;
(2) Deliver to (a) Buyer ,at least one fully executed
'original of the Lease Assignment, Estoppel Certificate, the
General Assignment, the Bill ¿ of Sale, the Section 1445
Affidavit, the Certificate and at least one conformed copy of
the recorded Grant Deed, Assignment Memorandum (if any),
Memorandum and Option Agreement, (b) Seller at least one
fully executed original of the Lease ASsignment, Estoppel
certificate, the General Assignment, the Bill of Sale, the
Section 1445 Affidavit, the Certificate and at least one
conformed copy of the recorded Grant Deed, Assignment
Memorandum (if any) and Option Agreement, and (c) the parties
entitled thereto any other closing document;
(3) Disburse all funds deposited with Escrow Agent by
Buyer in payment of the Purchase Price for the Property as follows:
(i) deduct the amount of all items chargeable to the
account of Seller pursuant hereto;
8
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(ii) deliver to Seller the remaining portion of the
Purchase Price pursuant to instructions to be delivered by
Seller to Escrow Agent;
(iii) deduct the amounts of all items chargeable to
Buyer;
(iv) disburse the remaining balance of the funds,
deposited by Buyer (including the Deposit and any remaining
accrued interest) to Buyer to Escrow Agent;
(4) Mail the Notice to the Tenant by certified mail,
return receipt requested;
ARTICLE 4
TITLE MATTERS
4.1 Title Report.
(a) Deliverv to Buver. As soon as possible after
Opening of Escrow, Escrow Agent shall provide to Buyer, at Seller's
expense, a preliminary title report ("PR") issued by Chicago Title
Company ("Title Insurer") and legible copies of all items shown on
Schedule B to the PR as exceptions to title ("Exceptions")
reflecting the status of title to the Property. The PR will be
deemed received by Buyer on the date of personal delivery or five
(5) days after mailing by Escrow Agent.
(b) Time to Obiect. Buyer shall have thirty (30) days
after the date of receipt of the PR and Exceptions to notify Escrow
Agent (with a copy to Seller), in wri~ing, of its objection to the
legal description and any matters ~ndicated as exceptions in the
PRo Buyer shall not object unreasonably.
(c) No Obiection. If Buyer's written approval is not
received by Escrow Agent within said 30-day period, Buyer shall be
deemed to have approved the PRo
(d) Time to Eliminate Exceptions. If Buyer objects to
one or more exceptions indicated in the PR, Seller may cure such
objection by delivering to Escrow Agent (with a copy to Buyer),
within ten (10) days after Seller's receipt of Buyer's objection,
Seller's written agreement to eliminate such exceptiones) by the
Closing Date.
(e) Riqht to Cancel or Perform. If Seller does not
agree to cure each exception to which Buyer has objected, Buyer
shall elect one of the following, by delivering written notice to
Escrow Agent (with a copy to Seller) within five (5) days after
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receipt of notice of Seller's election or expiration of the 10-day
period described in (d) above (whichever occurs first): (1) to
waive its objections, take title subject to such exceptions, and
proceed with Close of Escrow; or (2) to terminate this Agreement
and the Escrow, in which event neither party shall have any further
obligation hereunder and Buyer shall be entitled to recover its
Deposit.
4.2 Title Insurance. As of Close of Escrow, Title Insurer
shall issue, or be committed to issue, at Seller's sole cost, a
standard form 1990 CLTA Owner's Title Insurance Policy ( "Title
Policy") insuring Buyer's title to the Property in the amount of
$400,000, subject only to the following permitted exceptions
("Permitted Exceptions"): (a) the matters set forth in the PR and
approved by Buyer pursuant to Section 4.1 (c) or (e); (b) the
existing Lease Agreement with respect to the Property; (c) any
other agreements contemplated hereunder; (d) any other matters
approved in writing by Buyer; (e) the non-discrimination covenants
required by California Health and Safety Code Sections 33435 and
33436; and (f) matters excepted or excluded from coverage by the
printed terms of the Title Policy's standard form (other than any
creditor's rights exception). Buyer may, at Buyer's expense,
arrange for the Title Company to issue an ALTA extended coverage
Owner's Policy. Buyer may arrange for an ALTA survey of the
Property at Buyer's sole expense.
4.3 Grant Deed. Prior to Close of Escrow, Seller shall
deposit in Escrow a Grant Deed, duly executed and acknowledged in
recordable form, conveying the Property to Buyer subject only to
the Permitted Exceptions and all matters of record.
ARTICLE 5
CONDITIONS TO CLOSE OF ESCROW
5.1 ContinqencV'Period. As 'used herein, the "contingency
Period" means a period beginning on the day of Opening of Escrow
and ending on the date falling sixty (60) days thereafter;
provided, however, if Seller fails to deliver the items described
in Section 5.2(b) within the 10-day period described therein, the
Contingency Period shall be extended on a per diem,basis, for each
day of delay until all of the items are delivered' to Buyer,
provided, however, if all such documents are not so delivered
within 21 days after the Opening of Escrow, Buyer may elect to
terminate this Agreement, and such failure shall be a Seller
default.
5.2 Buver's Conditions to Close of Escrow. Close of Escrow
shall be subject to satisfaction of each of the following
conditions precedent, which are for the benefit of Buyer, prior to
expiration of the Contingency Period or otherwise in accordance
with the time period set forth with respect thereto.
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(a) Title Matters. Within 30 days following the later
of Opening of Escrow and deli very of the PR and copies of any
Exceptions, Buyer's approval of the PR, or Seller's election to
cure each exception disapproved by Buyer, or Buyer's waiver of any'
remaining disapproved exception(s) , pursuant to Section 4.1.
(b) Buver's Approval of Seller's Deliveries. Buyer's
approval o:f complete copies of current effective leases, rental
agreements or other arrangements, if any, relating to the Property
which are to remain in effect after Buyer takes title to the
property and of any existing reports relating to the environmental
condition of the Property within Seller's possession or of which
Seller is aware and are available to Seller, all of which documents
will be delivered to Buyer by Seller within ten (10) days following
the Opening of Escrow.
(c) Buver's Approval of the Condition of the Property.
Buyer's approval, of the physical and environmental conditions of
the Property. If Buyer disapproves the condition of the Property
either as a result of its review of Seller's reports or its own
inspections, Buyer shall notify Seller of same and give Buyer an
opportunity to cure any such disapproved item. If Seller elects
not to cure, or fails to cure, in either case before the Close of
Escrow, any such disapproved item(s) to Buyer's satisfaction, Buyer
shall have the right to terminate this Agreement pursuant to
Section 5.5.
(d) Approval of Financinq. Buyer's obtaining and
approval of Project financing on terms reasonably satisfactory to
Buyer.
(e) Approval of Entitlements. Buyer's approval, in
Buyer's reasonable discretion, of the status and conditions of
approval of any and all required Project Entitlements including,
without limitation, a Special Us~ Permit and Design Review
approval.
5.3 Satisfaction. Waiver of Conditions. Buyer's approval,
wherever required to satisfy a condition, shall be evidenced by
written notice delivered to Escrow Agent (with a copy to Selle~).
If Buyer's written approval is not received by Escrow Agent within
the specified time limit, the matter shall be deemed approved
provided Buyer has made its increased deposit to Escrow.
5.4 Seller's Conditions to Close of Escrow.
Close of Escrow shall be subject to the satisfaction of each
of the following conditions precedent, which are for the benefit of
Seller, prior to expiration of the Contingency Period or otherwise
in accordance with the time period set forth with respect thereto.
(a) Buyer's deposit of the entire Purchase Price plus
11
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any of Buyer's closing costs required hereunder.
(b) Buyer's execution and delivery to Escrow of the
Option Agreement required pursuant to Section 6.1 hereof and the
Lease Assumption Agreement (if any required) pursuant to Section
8.5 hereof.
, (c) Seller's and city's, as appropriate, issuance of
all Project land use approvals and discretionary permits as
provided in Section 6.2 hereof.
5.5 Failure of Conditions. If any of the foregoing
conditions is neither satisfied nor waived by the benefitted party
within the specified time limit, such party may. unilaterally
terminate this Agreement and the Escrow by giving written notice of
termination to Escrow Agent (with a copy to the other party). In
the event of such termination, provided that Buyer is not in
default hereunder, Buyer's Deposit shall be immediately returned,
and neither party shall have any further obligation hereunder.
5.6 Diliqence: Cooperation. Each party agrees to exercise
due diligence in satisfying each and every condition to Close of
Escrow for which such party is responsible. Each party agrees to
cooperate with the other party in satisfying those conditions to
Close of Escrow for which such other party is primarily responsible
including, without limitation, giving such party the reasonable
opportunity to cure any disapproveditems(s).
ARTICLE 6
DEVELOPMENT OF PROPERTY
6.1 Propertv to be Sold for Redevelopment. Subject to the
terms. of the Lease Agreement, if applicable, Buyer, agrees to
redevelop the Property with the Project and open the Project for
business within three (3) years after Close of Escrow. If Buyer
fails to complete and open the Project for business within such
time period, Seller shall have the option to reacquire the Property
for the original purchase price of $405,868. Seller's option
shall be granted by Buyer's and Seller's execution of an Option
Agreement in substantially the form attached hereto as Exhibit "M".
After Buyer's redevelopment of the Property is compl-ete, Buyer will
be obligated to maintain the Property, as improved, in first class
condition and repair, pursuant to Section 6.4.
6.2 Development Proposal Review bv City.
(a) Environmental Review. At Buyer's sole cost, Buyer
shall submit and process to completion an application for
Environmental Review for the Project pursuant to the requirements
and procedures of the California Environmental Quality Act (CEQA).
The finalized CEQA analysis and determination from the city's
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Environmental Review Coordinator shall be presented to the Seller
for adoption pursuant to CEQA requirements prior to the Close of
Escrow.
(b) Desiqn Review Committee Approval and Special Land
Use Permit. At Buyer's sole cost, concurrent with CEQA processing
for the Project, Buyer shall submit and process to completion a
Design Review application with the city and a Special Use Permit
application with the Seller.
6.3 Processinq of proiect Proposal. Seller agrees to
process Buyer's applications pursuant to Section 6.2 diligently and
present them for approval to the approving bodies for their
consideration prior to Close of Escrow. In the event that Buyer is
unable to obtain the necessary approvals on reasonably satisfactory
terms and conditions, the transaction contemplated herein may be
terminated by Buyer in accordance with Section 5.5 hereof. Seller
represents and warrants that other than Environmental Review under
CEQA, the Design Review Committee Approval, the Special Land Use
Permit, and the construction related permits, Seller is not aware
of any other Seller or City permits necessary for Buyer's
development of Buyer's Project on the Property.
6.4 Maintenance of Property and Proiect.
(a) Upon Close of Escrow, and until the development of
the Project commences, Buyer agrees to maintain at Buyer's sole
cost and expense the existing improvements on the Property and,
upon demolition thereof and the development of the Project, the
Project in first class condition and repair, and in accordance with
all applicable laws, permits, licenses and other governmental
authorizations, rules, ordinances, orders, decrees and regulations
now or hereafter duly enacted, issued or promulgated by federal,
state, county, municipal, and other governmental agencies, bodies
and courts having jurisdiction 'and all their respecti~e
departments, bureaus. ; -
(b) If the Buyer fails to maintain the Property and the
Project in a "first class condition", Seller or its agents shall
have the right to go on the Property (but not to disturb Buyer's
business operations or Buyer's quiet enjoyment of the Property) and
perform as quickly as possible the necessary maintenance, and the
cost of said maintenance shall become a lien against the Property.
The Seller shall have the right to enforce this lien either by
foreclosing on the property or by forwarding the amount to be
collected to the Tax Assessor who shall make it part of the tax
bill.
(c) Buyer shall promptly and diligently repair,
restore, alter, add to, remove, and replace, as required, the
Property and all improvements to maintain or comply as above, or to
remedy all damage to or destruction of all or any part of the
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improvements. Any repair, restoration, alteration, addition,
removal, maintenance, replacement and other act of compliance under
this Section (hereafter collectively referred to as "Restoration")
shall be completed by Buyer whether or not funds are available from'
insurance proceeds.
(d) In order to enforce all above maintenance
provisions, the parties agree that the City's community Development
Director ("Director") is empowered to make reasonable
determinations as to whether the Property is in a first class
condition. If the Director determines it is not, the Director (1)
will notify the owners in writing and (2) extend a reasonable time
to cure. If a cure or substantial progress to cure has not been
made within that time, the Director is authorized to effectuate the
cure by city forces or otherwise, the cost of which will be
promptly reimbursed by the Buyer.
(e) In the event that there is a dispute over whether
the Property is in a first class condition or over the amount of
work and expense authorized by the Director to cure, the parties
agree that the city Manager, or his designee shall resolve that
dispute and both parties shall be bound by this decision. In the
event that the Director decides without dispute, or the City
Manager decides in dispute, that the city has to cure and the
amount of cure, then Buyer has to reimburse the City within thirty
(30) days of demand. If not reimbursed, it constitutes a lien and
City is authorized to record said lien with the County Recorder,
upon the Property.
(f) For purposes of this Section, "first class
condition and repair" means Restoration which is necessary to keep
the Property and improvements in efficient and attractive
condition, normal wear and tear excepted. First class condition is
meant to include the reconstruction, of the building', in case of
fire, . earthquake, or any other natUral destructive event; it
includes repairing any damages "-Caused to the building by
individuals or machines; it includes removing any and all types of
graffiti and/or any painted, or marked inscription on the
elevations of the building by vandals, gangs, or other unaùthorized
individuals; it also includes the restoration or re-application of
paint in whole or in part to the exterior surfaces, of the building
if the original paint or paint material begins. deteriorating,
chipping, peeling, cracking, or extremely fading; it also includes
maintaining the landscaping areas in healthy and lush condition and
any plant material that dries out or dies must be replaced by the
same or better type and quality material; in addition, first class
condition includes maintaining the exterior areas of the premises
free of trash, dirt, and debris. These conditions will apply
whether the Property improvements are occupied or vacant.
6.5 Covenants Run with the Land. Seller and Buyer agree
that the covenants of the Buyer expressed in this Article 6 shall
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run with the land and shall remain in effect in perpetuity. In
order to implement this Section, Seller reserves the right to
record this Agreement, or a memorandum hereof. Seller and Buyer
agree that the covenants of the Buyer expressed herein are for the
express benefit of the Seller and for all owners of real property
within the boundaries of the Southwest Redevelopment Project Area
(llproject Area") as the same now exists or may be hereafter
amended. Seller and Buyer agree that the provisions of this
Agreement may be specifically enforced in any court of competent
jurisdiction by the Seller on its own behalf or on behalf of any
owner of real property within the boundaries of the Project Area.
6.6 Obliqation to Refrain from Discrimination. The Buyer
covenants and agrees for itself, its heirs, executors,
administrators, assigns, and successors in interest to the Property
or any part thereof that there shall be no discrimination against
or segregation of any person, or group of persons, on account of
sex, marital status, race, color, creed, religion, national origin
or ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the Property nor shall the Buyer itself or
any person claiming under or through it establish or permit any
such practice or practices of discrimination or segregation with
reference to the tenants, subtenants, sublessees or vendees of the
Property.
6.7 Form of Non-discrimination and Non-seqreqation Clauses.
The Buyer shall refrain from restricting the rental, sale or lease
of the Property on the basis of sex, marital status, race, color,
creed religion, ancestry or national origin of any person. All
deeds, leases, or contracts with respect to the Property, including
the Grant Deed transferring the Property under the Agreement, shall
contain or be subject to substantially the following non-
discrimination or non-segregation clauses:
(a) In all deeds granting'or conveying an interest ,in
the property, the following language:shall appear:
liThe grantee herein covenants by and for itself, its
heirs, executors, administrators and assigns, and all
persons claiming under or through them, that there shall
be no discrimination against, or segregation of, any
person or group of persons on account of race, color,
creed, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure, or enjoyment
of the premises herein conveyed, nor shall the grantee
itself or any persons claiming under or through it
establish or permit any such practice of discrimination
or segregation with reference to the selection,
location, number, use or occupancy of tenants, lessees,
subtenant lessees, or vendees in the premises herein
conveyed. The foregoing covenants shall run with the
land. II
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(b) In all leases demising an interest in all or any part
of the property, the following language shall appear:
"The lessee herein covenants by and for itself, its
heirs, executors, administrators and assigns, and all
persons claiming under or through it, and this lease is
made and accepted upon and subject to the following
conditions:
That there shall be no discrimination against or
segregation of, any person or group of persons, on
account of race, color, creed, national origin, or
ancestry, in the leasing, subleasing, transferring use,
occupancy, tenure, or enjoyment of the premises herein
leased, nor shall the lessee himself or any persons
claiming under or through him, establish or permit any
such practices of discrimination or segregation with
reference to the selection, location, number or use, or
occupancy of tenants, lessees, sublessees, subtenants,
or vendees in the premises herein leased."
(c) In Contracts: "There shall be no discrimination against
or segregation of any person or group of persons on account of sex,
marital status, race, color, religion, creed, national origin or
ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the land, nor shall the transferee itself or
any person claiming under or through it, establish or permit any
such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of
tenants, lessees, subtenants, sublessees or vendees of the land."
6.8 Waiver from Protestinq Assessment District Formation.
Buyer agrees that if either the Seller or the city proceeds to form
a Special Assessment District for th~,construction or ~aintenance
of parking facilities, common areas, or other public facilities
which benefit the Property that Buye~hereby waives any right they
may have to protest the formation of such Special Assessment
District. Said waiver shall not preclude the Buyer trom protesting
the amount of any assessment on the Property.
ARTICLE 7
REPRESENTATIONS AND WARRANTIES
7.1 Buver's Representations and Warranties. Buyer agrees,
represents and warrants, as of the date of execution of this
Agreement and as of Close of Escrow, as follows:
(a) Authoritv. Buyer has full legal right, power and
authority to execute and fully perform its obligations under this
Agreement, without the need for any further action other than the
permits contemplated herein for the construction and operation of
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the Project; and the persons executing this Agreement and other
documents required hereunder on behalf of Buyer are the duly
designated agents of Buyer and are authorized to do so.
(b) Investiqation of Property. Subject to the
provisions of Section 8.1 hereof, Buyer will make an independent
investigation, at Buyer's sole cost and expense to the extent Buyer
deems necessary or appropriate, concerning the physical condition
(including the existence of hazardous materials) , value,
development, use, marketability, feasibility and suitability of the
Property, including (but not limited to) land use, zoning and other
governmental restrictions and requirements. Buyer acknowledges and
agrees that Buyer is acquiring the Property "AS IS," in its present
state and condition solely in reliance upon Buyer's own
investigation, and no representations or warranties of any kind,
express or implied, have been made by Seller or its representatives
except as expressly set forth in this Agreement. Buyer
unconditionally releases Seller from and against any and all
liability to Buyer, both known and unknown, present and future, for
any and all damages, losses, claims and costs (including attorneys
fees), arising from the physical condition of the Property
(including, without limitation, the existence of hazardous
materials), or the Property's non-suitability for Buyer's intended
use. Buyer waives the provisions of California civil Code Section
1542 which provides:
"A general release does not extend to claims which the
creditor does not know or suspect to exist in his favor at the time
of executing the release which if known by him must have materially
affected his settlement with the debtor."
Seller Buyer
7.2 Seller's Representations and Warranties. Seller agrees,
represents and warrants, as ,of the'- date of execution of this
Agreement and as of Close of Escrow';' as follows:
(a) Authoritv. Seller is a municipal corporation duly
formed, existing and in good standing under the laws of the State
of California; Seller is the owner of the Property and has full
legal right, power and authority to execute and fully perform its
obligations under this Agreement and to convey the Property to
Buyer pursuant to its governing instruments, without the need for
, any further action; and the persons executing this Agreement and
other documents required hereunder on behalf of Seller are the duly
designated agents of Seller and are authorized to do so.
(b) Non-Foreiqn Affidavit. Seller represents and
warrants to Buyer that it is not a foreign person and is a United
States person as defined in Section 7701(1) (30) of the Internal
Revenue Code, as amended ("Code").
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7.3 Survival of Warranties. The representations and
warranties given by Buyer and Seller in this Article 7, and all
obligations to be performed under the terms of this Agreement after
Close of Escrow, shall survive the Close of Escrow and delivery of .
the, Grant Deed to Buyer.
ARTICLE 8
ADDITIONAL OBLIGATIONS
8.1 Access to Propertv. Subject to Tenant's rights of non-
disturbance under the Lease (defined in Section 8.5 below) to which
Buyer agrees to strictly adhere, between the date of Opening of
Escrow and the Close or earlier termination of Escrow, Seller shall
allow Buyer and its agents reasonable access to the Property, upon
reasonable notice to Seller and Tenant, for the purpose of
inspecting, surveying and testing the same. Buyer shall indemnify,
hold harmless and defend Seller, its officers, employees, agents
and representatives, and the Property from and against any and all
liens, claims, liability, loss, damages, costs, (including
attorneys fees) expenses, suits or judgments for labor performed or
materials furnished to or for Buyer, or for injuries to person or
property damage, arising out of any accident or occurrence in any
way connected with entry upon, testing or inspection of the
Property by Buyer or its agents pursuant to this Section.
8.2 Governmental Permits and Processinq. During the Escrow
period, Buyer shall have the right to file applications for and to
process, at Buyer's expense, applications for governmental permits
and approvals for zoning, land use, subdivision, improvement,
development and construction relating to the Property and Buyer's
intended use. Buyer agrees to diligently pursue any and all such
necessary approvals in order to permit the Close to occur on or
before the date provided in Section 3.4 hereof. Seller shall
execute any applications or other documents referenced ,by
applicable governmental authorities to authorize Buyer to process
such permits and approvals, and shall cooperate reasonably with
Buyer in connection therewith. Notwithstanding the foregoing,
Seller and the city shall reserve unfettered discretion to approve
or disapprove Buyer's applications for discretionary approvals in
accordance with applicable law. No such permit or approval shall
be effective until after the Closing Date. '
8.3 Condemnation or Damaqe. If, prior to Close of Escrow, an
action is commenced for the condemnation of the Property or any
material portion thereof or interest therein, or the Property is
materially damaged by fire, earthquake or other cause, so as, in
either event, to render the Property unsuitable for Buyer's use,
then Buyer shall have the right to terminate this Agreement by
delivering written notice to Seller (with a copy to Escrow Agent)
within ten (10) days after Buyer receives notice of the
condemnation or damage. If Buyer terminates this Agreement within
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such la-day period, then the Escrow shall be canceled, neither
Buyer nor Seller shall have any further obligation under this
Agreement, and Buyer's Deposit shall be returned. If Buyer fails
to deliver written notice of termination within said lö~day period,
Buyer shall be deemed to have waived and Buyer shall proceed to
consummate the purchase pursuant to this Agreement. Buyer shall
have no, other remedies against Seller as a result of such
condemnation or destruction of the Property except as set forth in
this Section. Buyer shall have no other remedies against Seller as
a result of such condemnation or damage except as set forth in this
Section.
8.4 Possession: Indemnitv After Close. Possession of the
Property shall be delivered by Seller to Buyer on the Closing Date
after recordation of the Grant Deed. All risk of loss and damage
to the Property from whatever, source shall be the sole
responsibility of Buyer after Close of Escrow. Buyer shall
indemnify, protect, defend and hold Seller, City, and their
respective officers, employees, representatives and agents,
harmless from and against any and all claims, losses, damages,
costs and expenses (including attorneys fees and court costs)
arising out of any accident or occurrence after Close of Escrow
(collectively, "Losses"); provided, however, such indemnity
obligation shall be exclusive of any Losses resulting from the
City's negligence or wilful misconduct.
8.5 Assumption of Existinq Lease. Upon Close of Escrow,
Buyer shall fully assume the obligations of "Landlord" under the
existing lease ("Lease") between the Seller and West Team, Inc. dba
Budget Rent-A-Car ("Tenant"), as amended by that certain First
Amendment to Lease By and Between the Redevelopment Agency of the
city of Chula Vista and West Team Inc. executed on August 2, 1996
("First Amendment; collectively, the Lease and the First Amendment
are referred to as the "Lease Agreement"). A true, correct and
complete copy of the Lease Agre~ment are attached hereto as Exhibit
"N". Buyer agrees as a condition to 'Close of Escrow to execute any
and all documents reasonably required by Seller to effectuate the
release of Seller's obligations under the Lease subsequent to the
Closing and the assumption by Buyer thereof.
ARTICLE 9
GENERAL PROVISIONS
9.1 Assiqnment. Buyer may not assign this Agreement or any
of its rights hereunder without the prior written consent of the
Seller, which consent shall not be unreasonably wi thheld; provided,
however, Buyer may assign this Agreement to any affiliate of Buyer
without the consent of Seller. Any permitted assignee shall be
bound by all acts and approvals of Buyer prior to the effective
date of the assignment and shall assume in writing all obligations
of Buyer under this Agreement or any additional escrow instructions
19
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executed pursuant hereto. Any purported assignment which has not
been consented to by Seller as provided hereunder shall be null and
void.
, 9.2 Attornevs' Fees. If either party commences legal
proceedings for any relief against the other party arising out of
this Agreement, the losing party shall pay the prevailing party's
legal costs and expenses, including, but not limited to, reasonable
attorneys' fees and costs as determined by the court. The
prevailing party shall be that party receiving substantially the
relief sought in the proceeding, whether brought to final judgment
or not.
9.3 Computation of Time Periods. All periods of time
referred to in this Agreement shall include all Saturdays, Sundays
and state or national holidays, unless the period of time specifies
business days, provided that if the date or last date to perform
any act or give any notice or approval shall fall on a Saturday,
Sunday or state or national holiday, such act or notice may be
timely performed or given on the next succeeding day which is not
a Saturday, Sunday or state or national holiday.
9.4 Counterparts. This Agreement or any escrow instructions
pursuant to 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.
9.5 Entire Aqreement. 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 purchase and sale of the Property. All prior or
contemporaneous agreements, understandings, representations,
warranties and statements, oral or written, are superseded.
9.6 Exhibits. All exhibits referred to herein are attached
hereto and incorporated herein by reference.
9.7 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.
9.8 Gender. Number. As used herein, the singular shall
include the plural and the masculine shall include the feminine,
wherever the context so requires.
9.9 Governinq Law. This Agreement shall be governed,
interpreted, construed and enforced in accordance with the laws of
the State of California.
9.10 Headinqs. The captions and paragraph headings used in
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this Agreement are inserted for convenience of reference only and
are not intended to define, limit or affect the construction or
interpretation of any term or provision hereof.
, 9.11 Modification. Waiver. No modification, waiver,
amendment or discharge of this Agreement shall be valid unless the
same is in writing and signed by both Buyer and Seller. The escrow
instructions shall be considered a part of this Agreement, and no
provision in said escrow instructions shall supersede or contradict
the provisions of this Agreement, unless the parties agree in
writing to such change.
9.12 Notice. All Notices to either party shall be in writing
and either personally delivered or sent by overnight carrier (such
as Fedex) or by certified mail, postage prepaid, return receipt
requested, addressed to the party to be notified at the address
specified herein. Any such notice shall be deemed received on the
date of personal delivery to the party (or such party's authorized
representative).
Seller's Address for Notice: Buyer's Address for Notice:
276 Fourth Avenue Universal Memorial Services V
Chula vista. Ca. 91910 855 Broadway
Attn: Community Development Chula Vista. Ca. 91911
Director Attn: Daniel R. Williams.
President
Either party may change its address for notice by delivering
written notice to the other party, as provided herein.
9.13 Severability. If any term, provision, covenant or
condition of this Agreement is held to be invalid, void or
otherwise unenforceable, to any extent, by any court of competent
jurisdiction, the remainder of.this Agreement shall not be affected
thereby, and each term, provision, :.covenant or condition of this
Agreement shall be valid and enforceable to the fullest extent
permitted by law.
, 9.14 Successors. All terms of this Agreement shall be
binding upon, inure to the benefit of, and be enforceable by the
parties hereto and their respective heirs, legal representatives,
successors, and assigns.
9.15 Time. Time is of the essence of each provision of this
Agreement, including without limitation all time deadlines for
satisfying conditions and Close of Escrow.
21
E-G.-.L~
., -. . -
[SIGNATURE PAGE TO PURCHASE/SALE AND DEVELOPMENT AGREEMENT
BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
AND UNIVERSAL MEMORIAL CENTERS V., INC. DBA HUMPHREY, MORTUARY]
IN WITNESS WHEREOF, the parties have entered into this
Agreement as of the date first written above.
SELLER: REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA, a public
agency corporate and politic
By:
Shirley Horton, Chairman
ATTEST
Secretary
APPROVED AS TO FORM BY
John M. Kaheny
Agency Attorney
BUYER: UNIVERSAL MEMORIAL CENTERS V, INC.
dba Humphrey Mortuary, a
Corporation
By:
Daniel R. Williams, President
22
~ - G. - :l..3
" -'" -
CONSENT OF ESCROW AGENT
SELLER: REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
BUYER: UNIVERSAL MEMORIAL CENTERS V. INC.
ESCROW NO.:
The undersigned ( "Escrow Agent") hereby: (1) acknowledges
delivery of a Purchase and Sale Agreement and Joint Escrow
Instructions ("Agreement") dated June 3, 1997 between the Seller
and Buyer identified above, and delivery of the initial $10,000
Deposit described in Section 1.6 of the Agreement; and (2) agrees
to act as the Escrow Agent in accordance with the provisions of the
Agreement.
This Consent is executed on , 1997
which shall constitute the "Opening of Escrow" pursuant to Section
3.3 of the Agreement.
ESCROW AGENT:
Chicago Title Company
By:
Escrow Officer
23
,£ -c.-~cf
" -' . .
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
[Attached]
A-l
~-~-¿S-
¡I -" .
. .
DESCRIPTION
1
PARCEL 1:
The Southeasterly 65 feet of the Southwesterly 170 feet of Lot 24
of Quarter Section 147 of CHULA VISTA, in the City of Chula Vista,
County of San Diego, State of California, according to Map thereof
No. 505, filed in the Office of the County Recorder of San-Diego
County, on March 13, 1BBB.
PARCEL 2:
The West 170.00 feet of the North half of Lot 25 of Quarter
Section 147 of CñULA VISTA, in the City of Chula Vista, County of
San Diego, State of California, according to Map thereof No. 505,
filed in the Office of the County Recorder of San Diego County,
March 13, 1BBB.
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EXHIBIT "B"
GENERAL ESCROW INSTRUCTIONS
[To be provided]
B-1
£: - " - ~9
" _. . -
EXHIBIT "C"
GRANT DEED
[To be inserted]
C-l
¿ - G, -30
., -. . .
EXHIBIT "C"
FORM OF GRANT DEED
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
725 South Figueroa Street
Suite 3600
Los Angeles, California 90017-5436
Attn: Robert M. Johnson, Es .
(Space Above This Line for Recorder's Use)
GRANT DEED
In accordance with Section 11932 of the California Revenue and Taxation Code,
Grantor has declared the amount of the transfer tax which is due by a separate
statement which is not being recorded with this Grant Deed.
FOR VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, the undersigned, REDEVELOPMENT AGENCY OF THE CITY OF
CHULA VISTA, a public agency corporate and politic ("Grantor"), hereby grants to
UNIVERSAL MEMORIAL CENTERS V, INC., a California Corporation ("Grantee"),
that certain real property in the City of Chula Vista, County of San Diego, State of
California described in Exhibit A attached hereto and incorporated herein, together
with all buildings and improvements located thereon (the "Property"), subject to
those matters set forth in Schedule 1 attached hereto and to all matters of record.
The Grantee herein covenants by. and for itself, its heirs, executors,
administrators and assigns, and all persons claiming under or through them, that
there shall be no discrimination against or segregation of, any person or group of
persons on account of race, color, creed, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein
conveyed, nor shall the Grantee itself or any persons claiming under or through it
establish or permit any such practice of discrimination or segregation with reference
to the selection, location, number, use or occupancy of tenants,
LA> 90159.1 89000 04009 £-,-~(
4/22/97 3,30 pm
., -.. .. ..
lessees, subtenant lessees, or vendees in the premises herein conveyed. The foregoing
covenants shall run with the land.
Dated: -' 1997
REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA,
a Public Agency Corporate and Politic
By:
Name:
Title:
MAIL TAX STATEMENTS AS SET FORTH ABOVE
LA> 90159.1 89000 04009
4/22/97 3,30 pm £-~-3.1
"I _.. .. ..
EXHIBIT "A"
TO
GRANT DEED
LA> 90159.1 89000 0'009
4/22/97 3,30 pm £-(,-33
.. - -
SCHEDULE 1
TO
GRANT DEED
Permitted Exceptions
LA> 90159.1 89000 04009 II: -,-.sc(
4/22/97 3,30 pm
" - -
NOTARIES
[Please prepare appropriate acknowledgments for Seller]
LA> 90159.1 89000 04009 £-~-~~-
4/22/97 3,30 pm
., - .
EXHIBIT "D"
LEASE ASSIGNMENT
[To be inserted]
D-l
£-e...3fø
"' -' . .,
EXHIBIT "D"
FORM OF LEASE ASSIGNMENT
ASSIGNMENT AND ASSUMPTION OF LEASE
AND SECURITY DEPOSIT
THIS ASSIGNMENT AND ASSUMPTION OF LEASE AND
SECURITY DEPOSIT is made this _day of , 1997, by and between
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public agency
corporate and politic ("Assignor"), and UNIVERSAL MEMORIAL CENTERS V,
INC., a California Corporation ("Assignee"), with reference to the following facts:
A. Assignor, as lessor, and that certain tenant listed in Exhibit
"A" attached hereto (the "Tenant") have entered into the lease described in Exhibit "A"
attached hereto (the "Lease") covering certain premises located upon that certain
parcel of real property situated in the City of Chula Vista, County of San Diego, State
of California, more particularly described in Exhibit "B" attached hereto.
B. Assignor has received a security deposit from the Tenant in
the total cash amount of Two Thousand Six Hundred Dollars ($2,600.00) (the
"Security Deposit").
C. Pursuant to the terms of that certain Purchase/Sale and
Development Agreement and Joint Escrow Instructions entered into by Assignor, as
Seller, and Assignee, as Purchaser (the "Purchase Agreement"), Assignor now desires
to assign and transfer to Assignee all of Assignor's interest as lessor in the Lease and
Security Deposit, subject to the rentals, terms, ,covenants, obligations, ,easements and
restrictions set forth therein.
NOW THEREFORE, in consideration of the mutual covenants
and conditions hereinbelow set forth, it is agreed:
1. Effective as of the Close of Escrow, as that phrase is derIDed
in the Purchase Agreement, Assignor assigns and transfers to Assignee, all of
Assignor's right, title and interest as lessor, accruing after the Close of Escrow, in and
to the Lease and Security Deposit, subject to the rentals, terms, covenants,
obligations, easements and restrictions set forth in the Lease.
2. Assignee hereby accepts the assignment of the Lease and
Security Deposit as of the Close of Escrow, shall be entitled to all rights and benefits
accruing to the lessor thereunder and hereby assumes all obligations thereunder and
agrees to be bound by the terms of the Lease, from and after the Close of Escrow.
LA2 90159.1 89000 04009
4/22/97 3,30 pm E- ~ .31
[I -' . - - ,
3. Assignor hereby agrees to indemnify and hold harmless
Assignee ITom any and all liability, loss, cost, damage or expense (including, without
limitation, reasonable attorneys' fees) which Assignee incurs under the Lease, and
ITOm any and all claims and demands whatsoever which are asserted against Assignee
by reason of any alleged obligation or undertaking on its part to perform or discharge
any of the terms, covenants or agreements contained therein, which liability, loss,
cost, damage, expense, claim or demand arises ITOm acts, events or omissions
occurring before the Close of Escrow. If Assignee incurs any such liability, loss, cost,
damage or expense under the Lease or in defense against any such claims or
demands, the amount thereof (including costs, expenses and reasonable attorneys'
fees), shall be reimbursed to Assignee by Assignor immediately upon demand.
4. Assignee hereby agrees to indemnify and hold harmless
Assignor ITom any and all liability, loss, cost, damage or expense (including, without
limitation, reasonable attorneys' fees) which Assignor incurs under the Lease, and
ITOm any and all claims and demands whatsoever which are asserted against Assignor
by reason of any alleged obligation or undertaking on its part to perform or discharge
any of the terms, covenants or agreements contained therein, which liability, loss,
cost, damage, expense, claim or demand arises ITOm acts, events or omissions
occurring on or after the Close of Escrow. If Assignor incurs any such liability, loss,
cost, damage or expense under the Lease or in defense against any such claims or
demands, the amount thereof (including costs, expenses and reasonable attorneys'
fees), shall be reimbursed to Assignor by Assignee immediately upon demand.
5. Assignor agrees to deliver to Tenant any notice required by
law to inform the Tenant that Assignor has transferred its interest in the Security
Deposit and the Lease to Assignee as of the date hereof.
6. The provisions of this instrument shall be binding upon
an~ inure to the benefit of Assignor and Assi~ee and their respective successors and
asSIgnS.
7. This Assignment and Assumption may be executed in
counterparts which taken together shall constitute one and the same instrument.
LA2 90159.1 69000 0<009 £-f.-3V
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. - - . o-
n
IN WITNESS WHEREOF, Assignor and Assignee have executed
this Assignment and Assumption of Leases as of the date set forth above.
"ASSIGNOR"
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA,
a Public Agency Corporate and Politic
By:
Name:
Title:
By:
Name:
Title:
"ASSIGNEE"
UNIVERSAL MEMORIAL CENTERS V,
INC.,
a California Corporation
By:
Name:
Title:
LA2 90159.1 89000 04009 £-'-.3'1
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-, -" " -
EXHIBIT "A"
TO ASSIGNMENT AND ASSUMPTION
OF LEASE AND SECURITY DEPOSIT
DESCRIPTION OF LEASE
Lease Agreement between Redevelopment Agency of the City of Chura Vista,
as lessor, and West Team, Inc., d.b.a. Budget Rent A Car, as lessee, dated as of
December 13, 1994.
LA2 90159.1 89000 04009 E-'--c/O
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"., -. - -
EXHIBIT "B"
TO ASSIGNMENT AND ASSUMPTION
OF LEASE AND SECURITY DEPOSIT
LEGAL DESCRIPTION
£ -f. -41
LA2 90159.1 89000 04009
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'r -, - .,
EXHIBIT "E"
BILL OF SALE
[To be inserted]
E-l
t-'--C/fÅ
.. - ..
EXHIBIT "E"
FORM OF BILL OF SALE
BILL OF SALE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a
public agency corporate and politic ("Seller"), for good and valuable consideration
paid by UNIVERSAL MEMORIAL CENTERS V, INC., a California corporation
("Purchaser"), the receipt and sufficiency of which are hereby acknowledged, hereby
sells, transfers, grants, bargains, conveys, assigns, and delivers to Purchaser, its
successors and assigns: all fixtures, fittings, appliances, apparatus, equipment,
machinery, chattels and personal property, to the extent owned by Seller, located on,
attached or appurtenant to, or used in connection with the operation or maintenance
of the improvements erected upon the land more particularly described on Exhibit "A"
attached hereto, (collectively, the "Personal Property").
Seller warrants and defends title to the Personal Property against
the claims and demands of any and all persons, fJIIIlS and entities.
Seller and Purchaser agree to execute such other documents and
take such actions as may reasonably be required for the purpose of further
evidencing, conflI'IDing and effectuating the transfer which is the subject of this
instrument.
The provisions of this instrument shall be binding upon and
inure to the benefit of Seller and Purchaser and their respective successors and
asSIgnS.
IN WITNESS WHEREOF, Seller has executed this Bill of Sale
this - day of ,1997
REDEVELOPMENTAGENCYOFTHE
CITYOFCHULA VISTA,
a Public Agency Corporate and Politic
By:
Name:
Title:
By:
Name:
Title:
LA2 90159.1 89000 04009 £" -(" -'13
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., . ..
EXHIBIT "A"
TO
BILL OF SALE
LEGAL DESCRIPTION
LA2 90159.1 89000 04009 £-lø-tlý
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" - .
EXHIBIT "F"
GENERAL ASSIGNMENT
[To be inserted)
F-l
IZ -, - ciS-
., - ..
EXHIBIT "F"
FORM OF
ASSIGNMENT OF
CONTRACTS INTANGIBLES AND WARRANTIES
ASSIGNMENT AND ASSUMPTION OF CONTRACTS. INTANGIBLES AND
WARRANTIES
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACTS,
INTANGIBLES AND WARRANTIES ("Assignment") is made this - day of
, 19_, by and between REDEVELOPMENT AUTHORITY OF THE CITY
OF CHULA VISTA, a public agency corporate and politic ("Assignor") and
UNIVERSAL MEMORIAL CENTERS V, INC., a California corporation ("Assignee"),
with reference to the following facts:
A. Assignor is bound by certain contracts and agreements (the
"Contracts") currently in effect in connection with Assignor's operation and
maintenance of the real property ("Property") legally described on Exhibit "A"
attached hereto, and the improvements constructed thereon.
B. Assignor has used or acquired (or may have acquired) certain
intangible rights in connection with the Property, including, but not limited to, any
trade name used in connection with the Property, various easements, licenses,
permits, air rights, certificates of occupancy, rights of way, sewer agreements, water
line agreements, utility agreements, water rights and oil, gas and mineral rights
(collectively, the "Intangibles") and has also acquired (or may have acquired) certain
express and implied warranties for the improvements constructed on the Property
(the "Warranties").
C. Pursuant to the terms of that certain Purchase Sale and
Development Agreement entered into by Assignor, as Seller, and Assignee, as
Purchaser (the "Purchase Agreement"), Assignor now desires to assign and transfer
to Assignee all of its right, title and interest in the Contracts, Intangibles and
Warranties, subject to all of the payments, terms, covenants, obligations, agreements
and restrictions therein set forth, and Assignee desires to accept said Contracts,
Intangibles and Warranties, and be bound by the terms thereof.
NOW THEREFORE, in consideration of the mutual covenants
and conditions hereinbelow set forth, it is agreed:
1. Effective as of the Close of Escrow, as that phrase is derIDed
in the Purchase Agreement, Assignor assigns and transfers to Assignee and its
successors and assigns, all of Assignor's right, title and interest in and to the
LA2 90159.1 89000 04009 E-f.-cff.
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., -,
Contracts, Intangibles and Warranties, subject to the payments, terms, covenants,
obligations, agreements and restrictions set forth therein.
2, Effective as of the Close of Escrow, Assignee accepts the
assignment of the Contracts, Intangibles and Warranties, shall be entitled to all
rights and benefits accruing to the Assignor thereunder and hereby assumes and
agrees to be bound by the terms thereof from and after the Close of Escrow.
3. Assignor hereby agrees to indemnify and hold harmless
Assignee from any and all liability, loss, cost, damage or expense (including, without
limitation, reasonable attorneys' fees) which Assignee incurs under any of the
Contracts, Intangibles and Warranties, and from any and all claims and demands
whatsoever which are asserted against Assignee by reason of any alleged obligation or
undertaking on its part to perform or discharge any of the terms, any and all claims
and demands whatsoever which are asserted against Assignee by reason of any
alleged obligation or undertaking on its part to perform or discharge any of the
terms, covenants or agreements contained therein, which liability, loss,cost, damage,
expense, claim or demand arises from acts, events or omissions occurring before the
Close of Escrow. If Assignee incurs any such liability, loss, cost, damage or expense
under the Contracts, Intangibles and Warranties or in defense against any such
claims or demands, the amount thereof (including costs, expenses and reasonable
attorneys' fees) shall be reimbursed to Assignee by Assignor immediately upon
demand.
4. Assignee hereby agrees to indemnify and hold harmless
Assignor from any and all liability, loss, cost, damage or expense (including, without
limitation, reasonable attorneys' fees) which Assignor incurs under any of the
Contracts, Intangibles and Warranties. and from any and all claims and demands
whatsoever which are asserted against Assignor by reason of any alleged obligation or
undertaking on its part to perform or discharg,e any of the terms, covenants or
agreements contained therein, which liability, loss, cost, damage, expense, claim or
demand arises from acts, events or omissions occurring on or after the Close of ,
Escrow. If Assignor incurs any such liability, loss, cost, damage or expense under the
Contracts or in defense against any such claims or demands, the amount thereof
(including costs, expenses and reasonable attorneys' fees) shall be reimbursed to
Assignor by Assignee immediately upon demand.
5. This Assignment may be executed in counterparts which
taken together shall constitute one and the same instrument.
6. The provisions of this Assignment shall be binding upon
and inure to the benefit of Assignor and Assignee and their respective successors and
assigns.
LA2 90159.1 89000 0'009 £: - (.-47
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., - ..
7. Assignor hereby covenants that it will, at any time and
from time to time, execute any documents and take such additional actions as
Assignee or its successors or assigns shall reasonably require in order to more
completely or perfectly carry out the transfers intended to be accomplished by this
Assignment.
IN WITNESS WHEREOF, Assignor and Assignee have executed
this Assignment and Assumption of Contracts, Intangibles and Warranties as of the
date set forth above.
"ASSIGNOR"
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA,
a Public Agency Corporate and Politic
By:
Name:
Title:
By:
Name:
Title:
"ASSIGNEE"
UNIVERSAL MEMORIAL CENTERS V,
INC.,
a California Corporation
By:
Name:
Title:
LA> 90159.1 89000 04009 £ - (. - c./f'
4/22/97 3,30 pm
., ." " .
EXHIBIT "A"
TO
ASSIGNMENT AND ASSUMPTION
OF CONTRACTS
LEGAL DESCRIPTION
LA2 90159.1 89000 04009 £-(0 -t/ 9
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" - '.
EXHIBIT "G"
ASSIGNMENT MEMORANDUM
[To be inserted]
G-l
£' - , -~--O
., . .
EXHIBIT "G"
FORM OF MEMORANDUM
OF ASSIGNMENT OF LEASE
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
725 South Figueroa Street
Suite 3600
Los Angeles, California 90017-5436
Attn: Robert M. Johnson, Es .
(Space Above This Line for Recorder's Use)
MEMORANDUM OF ASSIGNMENT OF LEASE
THIS MEMORANDUM OF ASSIGNMENT OF LEASE
("Memorandum") is made as of , 1997 between REDEVELOPMENT
AGENCY OF THE CITY OF CHULA VISTA, a public agency corporate and politic
("Assignor"), and UNIVERSAL MEMORIAL CENTERS V, INC., a California
Corporation ("Assignor"), with respect to the following facts:
A. Assignor (or Assignor's predecessors in interest) is the Landlord
under that certain lease described more particularly on Exhibit "A" attached hereto
(the "Lease") affecting portions of that certain real property located in San Diego
County, California, more particularly described on Exhibit "B" attached hereto (the
"Property").
B. Pursuant to that certain Assiinment and Assumption of Lease and
Security Deposit between Assignor and Assignee dated as of even date herewith
("Assignment"), Assignor assigned to Assignee all of Assignor's right, title and
interest as Landlord in and to the Lease and the security deposit in connection
therewith (the "Security Deposit").
C. Assignor and Assignee now desire to record this Memorandum
evidencing the Assignment.
NOW, THEREFORE, the parties hereto have entered into this
Memorandum which constitutes a memorandum of that certain unrecorded
Assignment covering the Lease and the Security Deposit affecting the Property, all
the terms and conditions of which are hereby made a part hereof with the same force
and effect as though fully set forth herein.
LA> 90159.1 89000 04009 £: -f.-Sf
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., - ..
IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be assigned as of the date first set forth above.
"ASSIGNOR" "ASSIGNEE"
REDEVELOPMENT AGENCY OF UNNERSAL MEMORIAL
THE CITY OF CHULA VISTA, CENTERS V, INC.,
a Public Agency Corporate and Politic a California Corporation
By: By:
Title: Title:
LA2 90159.1 89000 0'009 £-'--S-'¿
'/22/97 3,30 pm
., 0,
EXHIBIT A
TO
MEMORANDUM OF ASSIGNMENT
OF LEASE
DESCRIPTION OF LEA.."Œ
Lease Agreement between Redevelopment Agency of the City of Chula Vista,
as lessor, and West Team, Inc., d.b.a. Budget Rent A Car, as lessee, dated as of
December 13, 1994,
LA2 90159.1 89000 04009 E" - G. -:ã.3
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:í -' . .
EXHIBIT B
TO
MEMORANDUM OF ASSIGNMF.NT
OF LEASE
LEGAL DESCRIPTION
LA2 90159.1 89000 04009 E - ~ -~-ý
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., . .
NOTARIES
[Please prepare appropriate acknowledgments]
LA2 90lS9.l B9000 04009 £: - (;. -~
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., -.
EXHIBIT "H"
NOTICE
[To be inserted]
H-l
E-l. -~~
ï - ..
I
EXHIBIT "H"
NOTICE OF SALE
, 1997
CERTIFIED MAIL
(1950.7 only]
West Team, Inc.
, California -
Re: Notice of Transfer of Your Security Deposit of $2,600 Pursuant to
Civil Code Section 1950.7(d)
Dear Tenant:
Redevelopment Agency of the City of Chula Vista, a public agency
corporate and politic ("Seller"), has sold all its interest as lessor/landlord in that
certain lease dated December 13, 1994 to UNIVERSAL MEMORIAL CENTERS V,
INC., a California Corporation ("Purchaser"), whose address and telephone number
are as follows:
Address:
Telephone No.: (-)
In connection with that sale, Seller" has delivered your security deposit
in the amount of $2,600 to Purchaser and retains no portion thereof. As a result of,
this delivery and this notice, Seller has no further liability to you with respect to your
security deposit. All rent due under your lease should be paid to Purchaser at the
above address.
Very truly yours,
REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA,
a Public Agency Corporate and Politic
By:
Its:
£ -'-:27
LA2 90159.1 89000 04009
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" -,
EXHIBIT "I"
ESTOPPEL CERTIFICATE
[To be inserted]
- -
1-1
E - (. -5"5'
" ." " .,
:1
EXHIBIT "I"
FORM OF ESTOPPEL CERTIFICATE
ESTOPPEL CERTIFICATE
The undersigned, WEST TEAM, INC., a California corporation, is the Tenant
of all or a portion of those certain premises described in Exhibit A (the "Property")
attached hereto and made a part hereof, and hereby certifies to UNIVERSAL
MEMORIAL CENTERS V, INC., or its assignee or nominee ("Purchaser"), the
following:
(1) That there is presently in full force and effect a lease dated
as of December 13, 1994, between the undersigned and Redevelopment Agency
of the City of Chura Vista, a public agency corporate and politic ("Landlord"),
an executed copy of which is attached hereto as Exhibit B (the "Lease"),
covering a portion of the Property as described in the Lease (the "Leased
Premises").
(2) That the Lease has not been modified, assigned,
supplemented or amended.
(3) That the Lease represents the entire agreement between
Landlord and the undersigned with respect to the Leased Premises.
(4) That the undersigned entered into occupancy of the Leased
Premises on or about December 13, 1994.
(5) That the commencement date under the Lease was
, the termination date of said Lease is ,19- and
the undersigned commenced paying rent on ,19_.
(6) That the undersigned has no option to renew or extend the
term of the Lease.
(7) That the undersigned has no option to acquire any fee
interest to the Leased Premises or the Property.
(8) That no advance rent or other advance payment under said
Lease has been made by the undersigned, except: the Security deposit
described in Paragraph 11.
(9) That the present monthly rent which the undersigned is
paying under the Lease is $_.
LA2 90159.1 89000 04009 £ - ~ -~-<¡
4/22197 3,30 pm
'r .. - .
(10) The address for notice to Tenant under the terms of the
Lease is
(11) The security deposit held by Landlord under the terms of
the Lease is $2,600.00 and Landlord holds no other deposit from Tenant for
security or otherwise.
(12) That the undersigned has accepted possession of the
Premises and all other conditions of the Lease to be satisfied by Landlord have
been completed or satisfied to the satisfaction of the undersigned.
(13) That the undersigned, as of the date set forth below, has
no right or claim of deduction, charge, lien or offset against Landlord under
the Lease or otherwise against the rents or other charges due or to become due
pursuant to the terms of said Lease.
(14) That Landlord is not in default or breach of the Lease, nor
has Landlord committed an act or failed to act in such a manner, which, with
the passage of time or notice or both, would result in a default or breach of the
Lease by Landlord.
(15) That the undersigned is not in default or in breach of the
Lease, nor has the undersigned committed an act or failed to act in such a
manner which, with the passage of time or notice or both, would result in a
default or breach of the Lease by the undersigned.
(16) The undersigned hereby acknowledges that Purchaser
intends to purchase the Property, that Landlord will assign its interest in the
Lease to Purchaser, or its nominee, in connection with such purchase, and that
Purchaser, or its nominee, is relying upon the representations contained
herein in making such purchase.
(17) This Certificate shall be binding upon and inure to the
benefit of the undersigned and Purchaser and their-respective successors and
assigns.
DATED: ,1997. WEST TEAM, INC., dba BUDGET
RENT A CAR, a California corporation
By:
Its:
LA2 90159.1 89000 04009 £-'-'0
4/22/97 3:30 pm
" .', - .
EXHIBIT "J"
MEMORANDUM OF DEVELOPMENT AGREEMENT
[To be inserted]
J-1
£-('-'"
., - .
Recording Requested
by and when
recorded return to:
city Clerk
city of Chula Vista
276 Fourth Avenue
Chula Vista, Ca. 91910
Documentary Transfer Tax $~
No transfer of
property interest
DEVELOPMENT AGREEMENT
This DEVELOPMENT AGREEMENT ("Agreement") is entered into
effective as of , 1997, by and between the
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public agency
corporate and politic, acting to carry out the Redevelopment Plan
for the Southwest Project Area ("Seller"), and UNIVERSAL MEMORIAL
CENTERS V, INC. dba HUMPHREY'S MORTUARY, a California Corporation
("Buyer") with reference to the following facts:
A. This Agreement relates to certain real property located at
753 Broadway in the City of Chula Vista, County of San Diego,
California, comprised of an approximately 0.8976 acre (39,100
square foot) parcel improved with an asphalt parking lot and
approximately 338 square feet of office building ("Property"). The
Property is more particularly described on Exhibit "A" attached
hereto.
B. Buyer intends to develop an approximately 20,000 square
foot funderal home (the "Project") on the Property.
C. Buyer and Seller desire to execute and record this
Agreement to memorialize certain requirements of the Buyer with
respect to the development, operation and management of the
Project.
NOW, THEREFORE, in consideration of the mutual covenants set
forth herein, and for other valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller and Buyer
agree as follows:
1. Property to be Sold for Redevelopment. Subject to the
right of any tenant under any lease affecting the Property, if
applicable, Buyer agrees to redevelop the Property with the Project
and open the Project for business within three (3) years after
£ - ~ -, 2-
., ..
transfer of title to the Property from Seller to Buyer (referred to
herein as the "Close of Escrow"). If Buyer fails to complete and
open the Project for business within such time period, Seller shall
have the option to reacquire the Property for the original purchase
price of $405,868 in accordance with the terms of that certain
Option Agreement of even date herewith. Seller's option shall be
granted by Buyer's and Seller's execution of an Option Agreement to
be recorded concurrently herewith. After Buyer's redevelopment of
the Property is complete, Buyer will be obligated to maintain the
Property, as improved, in first class condition and repair,
pursuant to Section 2 hereof.
2. Maintenance of Property and Proiect.
(a) Until the development of the Project commences, Buyer
agrees to maintain at Buyer's sole cost and expense the existing
improvements on the Property and, upon demolition thereof and the
development of the Project, the Project in first class condition
and repair, and in accordance with all applicable laws, permits,
licenses and other governmental authorizations, rules, ordinances,
orders, decrees and regulations now or hereafter duly enacted,
issued or promulgated by federal, state, county, municipal, and
other governmental agencies, bodies and courts having jurisdiction
and all their respective departments, and bureaus.
(b) If the Buyer fails to maintain the Property and the
Project in a "first class condition", Seller or its agents shall
have the right to go on the Property (but not to disturb Buyer's
business operations or Buyer's quiet enjoyment of the Property) and
perform as quickly as possible the necessary maintenance, and the
cost of said maintenance shall become a lien against the Property.
The Seller shall have the right to enforce this lien either by
foreclosing on the Property or by forwarding the amount to be
collected to the Tax Assessor who shall make it part, of the tax
bill.
(c) Buyer shall promptly and diligently repair, restore,
alter, add to, remove, and replace, as required, the Property and
all improvements to maintain or comply as above, or to remedy all
damage to or destruction of all or any part of the improvements.
Any repair, restoration, alteration, addition, removal,
maintenance, replacement and other act of compliance under this
Section (hereafter collectively referred to as "Restoration") shall
be completed by Buyer whether or not funds are available from
insurance proceeds,
(d) In order to enforce all above maintenance provisions, the
parties agree that the City's Community Development Director
("Director") is empowered to make reasonable determinations as to
whether the Property is in a first class condition. If the Director
determines it is not, the Director (1) will notify the owners in
writing and (2) extend a reasonable time to cure. If a cure or
2
E-G.-'3
"r .' . .,
substantial progress to cure has not been made within that time,
the Director is authorized to effectuate the cure by City forces or
otherwise, the cost of which will be promptly reimbursed by the
Buyer.
(e) In the event that there is a dispute over whether the
Property is in a first class condition or over the amount of work
and expense authorized by the Director to cure, the parties agree
that the City Manager or his designee shall resolve that dispute
and both parties shall be bound by this decision. In the event
that the Director decides without dispute, or the City Manager
decides in dispute, that the City has to cure and the amount of
cure, then Buyer has to reim~urse the City within thirty (30) days
of demand. If not reimbursed, it constitutes a lien and City is
authorized to record said lien with the County Recorder, upon the
Property.
(f) For purposes of this Section, "first class condition and
repair" means Restoration which is necessary to keep the Property
and improvements in efficient and attractive condition, normal wear
and tear excepted. First class condition is meant to include the
reconstruction of the building in case of fire, earthquake, or any
other natural destructive event; it includes repairing any damages
caused to the building by individuals or machines; it includes
removing any and all types of graffiti and/or any painted, or
marked inscription on the elevations of the building by vandals,
gangs, or other unauthorized individuals; it also includes the
restoration or re-application of paint in whole or in part to the
exterior surfaces of the building if the original paint or paint
material begins deteriorating, chipping, peeling, cracking, or
extremely fading; it also includes maintaining the landscaping
areas in healthy and lush condition and any plant material that
dries out or dies must be replaced by the same or better type and
quality material; in addition, first class condition includes
maintaining the exterior areas of the premises free of trash, dirt,
and debris, These conditions will" apply whether the Property
improvements are occupied or vacant.
3. Obliqation to Refrain from Discrimination. The Buyer
covenants and agrees for itself, its heirs, executors,
administrators, assigns, and successors in interest to the Property
or any part thereof that there shall be no discrimination against
or segregation of any person, or group of persons, on account of
sex, marital status, race, color, creed, religion, national origin
or ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the Property nor shall the Buyer itself or
any person claiming under or through it establish or permit any
such practice or practices of discrimination or segregation with
reference to the tenants, subtenants, sub lessees or vendees of the
Property.
3
fl" -~-(,,'
ï "' . .,
4. Form of Non-discrimination and Non-seqreqation Clauses.
The Buyer shall refrain from restricting the rental, sale or lease
of the Property on the basis of sex, marital status, race, color,
creed religion, ancestry or national origin of any person. All
deeds, leases, or contracts with respect to the Property, including
the grant deed transferring the Property to the Buyer from the
Seller, shall contain or be subject to substantially the following
non-discrimination or non-segregation clauses:
(a) In all deeds granting or conveying an interest in the
property, the following language shall appear:
"The grantee herein covenants by and for itself, its heirs,
executors, administrators and assigns, and all persons
claiming under or through them, that there shall be no
discrimination against or segregation of, any person or group
of persons on account of race, color, creed, national origin
or ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure, or enjoyment of the premises herein
conveyed, nor shall the grantee itself or any persons claiming
under or through it establish or permit any such practice of
discrimination or segregation with reference to the selection,
location, number, use or occupancy of tenants, lessees,
subtenant lessees, or vendees in the premises herein conveyed.
The foregoing covenants shall run with the land."
(b) In all leases demising an interest in all or any part of
the property, the following language shall appear:
"The lessee herein covenants by and for itself, its heirs,
executors, administrators and assigns, and all persons
claiming under or through it, and this lease is made and
accepted upon and subject to the following conditions:
That there shall be no discrimin~tionagainst or segregation
of, any person or group of persons, on account of race, color,
creed, national origin, or ancestry, in the leasing,
subleasing, transferring use, occupancy, tenure, or enjoyment
of the premises herein leased, nor shall the lessee himself or
any persons claiming under or through him, establish or permit
any such practices of discrimination or segregation with
reference to the selection, location, number or use, or
occupancy of tenants, lessees, sublessees, subtenants, or
vendees in the premises herein leased."
(c) In Contracts: "There shail be no discrimination against
or segregation of any person or group of persons on account of sex,
marital status, race, color, religion, creed, national origin or
ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the land, nor shall the transferee itself or
any person claiming under or through it, establish or permit any
such practice or practices of discrimination or segregation with
4
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£' - " - ,oS
- -
reference to the selection, location, number, use or occupancy of
tenants, lessees, subtenants, sublessees or vendees of the land."
5. Waiver from Protestinq Assessment District Formation.
Buyer agrees that if either the Seller or the City proceeds to form
a Special Assessment District for the construction or maintenance
of parking facilities, common areas or other public facilities
which benefit the Property that Buyer hereby waives any right they
may have to protest the formation of such Special Assessment
District. Said waiver shall not preclude the Buyer from protesting
the amount of any assessment on the Property.
6. Covenants Run with the Land. Seller and Buyer agree that
the covenants of the Buyer expressed in this Agreement shall run
with the land and shall remain in effect in perpetuity. Seller and
Buyer agree that the covenants of the Buyer expressed herein are
for the express benefit of the Seller and for all owners of real
property within the boundaries of the Southwest Redevelopment
Project Area ("proj ect Area") as the same now exists or may be
hereafter amended. Seller and Buyer agree that the provisions of
this Agreement may be specifically enforced in any court of
competent jurisdiction by the Seller on its own behalf or on behalf
of any owner of real property within the boundaries of the Project
Area.
7. Mortqaqee Protection. No violation or breach of the
covenants, conditions, restrictions, provisions or limitations
contained in this Agreement shall defeat or render invalid or in
any way impair the lien or charge of any mortgage deed of trust or
other financing or security instrument expressly permitted by the
Agreement, provided, however, that any successor of buyer or the
Property or parcels thereof shall be bound by the provisions of
Section 4 (other than with respect to any statutory forms of deeds
required in connection with a foreclosure under Califoria law
and/or any trustee's sale deed transferring any interest in the
Property folliwng a foreclosure) whether such successor's title was
acquired by foreclosure, deed in lieu of foreclosure, trustee's
sale or otherwise.
[NEXT PAGE IS SIGNATURE PAGE]
5
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IN WITNESS WHEREOF, the parties have entered into this
Memorandum as of the date first written above.
SELLER: REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA, a public
agency corporate and politic
By:
Shirley Horton, Chairman
ATTEST
Secretary
APPROVED AS TO FORM BY
John M. Kaheny
Agency Attorney
BUYER: UNIVERSAL MEMORIAL CENTERS V, INC.
dba Humphrey Mortuary, a
corporation
By:
Daniel R. Williams, President
h: ISHAAEOIATTORNEYIMEMO, 753
6
£-(.-'7
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
[To be inserted]
A-I
£-lP-,r-
- -
EXHIBIT "K"
SECTION 1445 AFFIDAVIT
[To be inserted]
K-1
¡z- - (. - 6>C;
" -. . -
EXHIBIT "K"
FORM OF NON-FOREIGN AFFIDAVIT
CERTIFICATION BY ENTITY TRANSFEROR
THAT IT IS NOT A FOREIGN CORPORATION
PARTNERSHIP. TRUST OR ESTATE
Section 1445 of the Internal Revenue Code of 1986, as amended (the
"Code") provides that a transferee of a U.S. real property interest must withhold tax
if the transferor is a foreign corporation, partnership, trust or estate. To inform the
transferee that withholding of tax is not required upon the disposition of a U.S. real
property interest by REDEVELOPMENT AGENCY OF THE CITY OF CHULA
VISTA, a public agency corporate and politic ("Transferor"), the undersigned hereby
certifies the following, on behalf of Transferor:
a. Transferor is not a foreign corporation, foreign
partnership, foreign trust or foreign estate (as those terms are
defmed in the Internal Revenue Code and Income Tax
Regulations);
b. The u.S. employer identification number of Transferor is
95-6000690 ,and
276 Fourth Avenue
c. Transferor's office address is:Chula Vista, Ca. 91910
Transferor understands that this certification may be disclosed to the
Internal Revenue Service by the transferee and that any false statement contained
herein could be punished by fme, imprisonment, or both.
Under penalty of perjury, I declare that I have examined this certificate
and to the best of my knowledge and belief, it is true, correct and complete.
Dated: ,1997.
"TRANSFEROR"
REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA,
a Public Agency Corporate and Politic
By:
Name:
Title:
LA> 90159.1 89000 04009 IE' - (. -,0
4/22/97 3,30 pm
EXHIBIT "L"
WITHHOLDING EXEMPTION CERTIFICATE
[To be inserted)
L-1
£- ~-'"
., - ..
'"
YEA" Real Estate Withholding Exemption Ce~ificate CALIFORNIA FOR"
19- 590-RE
(For use by sellers of California real estate) .."
, File this lorm with your withholding agent or buyer.
....... .-. . -""-""-. ,-. ,.",
--. . -'"" '"-'-~",
AQcIross (- ""'! svoetl. 17-7-~!---:.~;~:: '..,
CIIy 5/018 ""..-' ZIP --
,.. .."
Individuals - Social securi1y number
CarporaIions - Caitornia corparaIion numbet flSSUed by the Calilornia
Secretary of Stale's Oftiœ)
or F.E.I.N.
Partnerships, Eslates, Irrevocallle Trusts and Tax-Exempl Entities - F.E.LN.
Note: Failure to provide your identilica1ion number will render !his cer1iIitaIe void.
Tn
--..eu,.¡
Individuals: . ".-
Certificate of Residency
Under penalties 01 pe~ury, I hereby certify thaI I am a residenl of CaIiIomia and that I reside at the address shown above. See Side 2 lor the definition of a
resident.
Signature Date
Certificate of Principal Residence . ", -,
Under penalties of perjury, I hereby certify that the California real properly located at
was my principal residence within the meaning of IRC Sedion 1034. See Side 2 for the definition of a principal residence.
Signature Date ".-
Certificate of Residency of Deceased Person
Under penalties of perjury, I hereby certify as executor of the above-named person's estate thaI the decedent was a California residenl at the time of death.
Name ot executor (type or print) " '
Signature ,Dat-
Corporations: ,
UMer penalties of perjury. I hereby certify thaI the above-named corporation has a permanenl place of business in CsIi1omia at the address shown above or
is qualified to do business in California. See Side 2 lor the definition of a permanent place of business.
Name and Title of corporate officer
Signature Date
Partnerships:
Under penalties 01 perjury. I hereby certify that the above. named entity is a pannershlp and that the recorded title to the property is in the name oltha
pannershlp,
Name and Title
Slgnalure
Tax-Exempt Entities and Nonprofit Organizations:
Under penal.es 01 perjury, I hereby certi1y thai the above-named entity is exempt Item lax under CaIi1ornia or lederaJlaw.
Name and Title
SIgnature Date
Irrevocable Trusts:
Under penanles of perjury, I hereby certify that alleasl one ltustee of the above-named irTevocabie Itust is a CaIi1omia resident.
Name and Title
SIgnature - Date
For Privacy Act NotIce. see form FTB 1t31 (individuals only,) €
-(,-7, Form 590.RE (REV. 1993) Side 1
EXHIBIT "M"
OPTION AGREEMENT
[To be inserted]
M-1
£-(.-73
Recording Requested
by and when
recorded return to:
The Redevelopment Agency of the
city of Chula Vista
276 Fourth Avenue
Chula Vista, Ca. 91910
Attention: Executive Director
Space Above this Line for Recorder's Use
OPTION AGREEMENT
THIS OPTION AGREEMENT ("Agreement") is made and executed
as of this - day of , 1997 (the "Effective Date"), by
and between the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a
public agency corporate and politic of the State of California,
herein called "Agency", acting to carry out the Redevelopment Plan
for the Southwest Redevelopment Project Area (which plan is
hereinafter referred to as the "Redevelopment Plan") under the
Community Redevelopment Law of California, and UNIVERSAL MEMORIAL
CENTERS V, INC. dba HUMPHREY'S MORTUARY, a California Corporation,
herein called Redeveloper, with reference to the facts set forth
below.
RECITALS
A. The Agency and Redeveloper have heretofore entered
into that certain Purchase/Sale and Development Agreement and Joint
Escrow Instructions (the "DDA") dated as of June 3, 1997, the
purpose of which was to effectuate the Redevelopment Plan by
providing for the sale and development of certain real property
(the "Property") included within the boundaries of the Project (the
"proj ect Area"), as such property is more particularly described in
Exhibit A attached hereto and incorporated herein by this
reference. Capitalized terms not otherwise defined in this
Agreement shall have the same meanings given thereto in the DDA.
B. Under the terms of the DDA, as material part of the
consideration to Agency from Redeveloper for Agency's agreement to
sell the Property, Redeveloper has agreed to grant the Agency an
option to acquire the Property. This Agreement is entered into in
order to document such grant of option and to more fully set forth
the circumstances under which the option may be exercised.
NOW, THEREFORE, for good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Agency
and Redeveloper hereby agree as set forth below.
1
£" -G.-7'1
ARTICLE I.
Grant of Option
Redeveloper hereby grants to Agency an exclusive option
(the "Option") to purchase the Property, on the terms and
conditions set forth-in this Agreement.
ARTICLE II.
Term of Option.
The term (the "Option Term") of the Option shall commence
as of the Effective Date, and shall expire upon the earlier to
occur of: (i) one-hundred eighty (180) calendar days after the
"Trigger Date" (as such term in defined below), or (ii) the date
upon which Redeveloper opens the Project on the Property.
As used herein, the term "Trigger Date" means the date
which is the earlier to occur of: (i) the date upon which Agency
delivers to Redeveloper written notice of its election to terminate
the DDA .as a result of the Redeveloper's failure to have
constructed and opened the Project on the Property on or before the
date falling three (3) years after Close of Escrow, or (ii) the
date upon which Redeveloper delivers written notice to Agency that
Redeveloper does not intend to construct and open the Project on
the Property on or before the second anniversary of the effective
date of the DDA.
ARTICLE III.
Exercise of Option
Agency may exercise the Option at any time after the
Trigger Date (and prior to the expiration of the Option Term) by
delivering written notice (the "Notice of Election") to Redeveloper
to such effect.
ARTICLE IV.
Purchase Price
In the event Agency exercises the Option, the purchase
price ("Purchase Price) at which Agency shall be entitled to
purchase the Option Property shall be the sum of $405,868 (the
original "Purchase Price" under the DDA) , and the amount required
to discharge, as of the "Close of Escrow" (as such term is defined
below), any mortgage, deed of trust, or other lien having priority
over this Agreement ("Priority Lien") which Agency elects, in its
sole and absolute discretion, to take title subject to.
E- 2 fÞ -7 ~
.. -. . .
ARTICLE V.
Terms of Purchase
5.1 Purchase Price. If Agency exercises the Option, the
Agency shall pay to Redeveloper the Purchase Price calculated in
accordance with Article IV above.
5.2 Escrow. If Agency has exercised the Option, then
the provisions set forth below shall apply. Within five (5) days
of delivery of the Notice of Exercise, pursuant to the provisions
of Article I, above, the escrow ("Escrow") shall be opened by
Agency with Chicago Title Insurance Company or another escrow
selected by Agency ("Escrow Agent"). Escrow shall be deemed opened
upon the delivery of this Agreement to Escrow Agent. Agency and
Redeveloper shall execute any additional escrow instructions
required by Escrow Agent.
5.3 Title. Fee title to the Property shall be conveyed
to Agency subject only to the following:
(a) Non-Monetarv Existinq Exceptions. All non-
monetary covenants, conditions, restrictions, easements,
reservations, right and rights-of-way of record existing
immediately after Redeveloper obtained title to the Property
pursuant to the DDA, including, without limitation, the
Memorandum;
(b) Non-Monetarv Development Encumbrances. Non-
monetary encumbrances, such as easements or permit, granted to
facilitate the development of the Project pursuant to the DDA;
(c) Monetarv Encumbrances. Any Priority Lien which
Agency elects in its sole and absolute discretion to accept as
a title exception;
(d) Taxes. Non-delinquent general, special and
supplemental real property taxes, bonds and assessments of the
nature and extent levied or assessed against the Property as
of Redeveloper's acquisition thereof or imposed in connection
with the construction of off-site improvements contemplated by.
the DDA ("Taxes"); and
(e) Lease. The Lease Agreement, if still in
effect.
To the extent that all other exceptions are not, by
virtue of the prior status of this Agreement, removed by exercise
of the Option and conveyance of the Property to Agency, Redeveloper
shall pay such amounts and/or deliver to the Escrow Agent such
indemnities as the Escrow Agent may require, in order to permit
Escrow Agent to issue the title insurance described below.
3
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5.4 Redeveloper's Deliveries. within twenty (20)
calendar days following the delivery of the Notice of Exercise,
Redeveloper shall deliver to Escrow Agent an executed and
acknowledged grant deed (the "Grant Deed") for the Property
conveying title to the Property to Agency or its assignee.
5.5 Close of Escrow. The close of Escrow ("Close of
Escrow") shall occur no later than sixty (60) calendar days after
delivery of Agency's Notice of Exercise ("Closing Date"). Escrow
Agent shall close Escrow upon satisfaction of the following
conditions precedent:
(a) Escrow Agent shall be able to issue,
immediately upon recording the Grant Deed, a CLTA title
insurance policy (together with such endorsements thereto as
Agency may reasonably request), or, if requested by Agency, an
ALTA form of title insurance policy. with liability in an
amount specified by Agency insuring title subject only to the
matters agreed upon pursuant to the provisions of Section 5.3
above; and
(b) Agency shall have deposited into Escrow, in
cash, the Purchase Price.
5.6 Title Insurance; Closinq Costs. Redeveloper shall
pay the cost of the title insurance described above; provided that
if Agency requests an ALTA policy of title insurance, the cost
differential between said policy and the CLTA form shall be paid by
Agency. Agency shall pay the cost of any title endorsements
requested by it. Escrow Agent's standard transaction fee shall be
borne fifty percent by each party. Redeveloper shall be
responsible for any transfer taxes. All other closing posts shall
be borne as is customary in San Diego'county.
5.7 Prorations. Taxes shall be prorated as of the Close
of Escrow.
ARTICLE VI.
Assiqnment and Transfer of
Warranties. Plans. Specifications and
Insurance/Condemnation Proceeds
In the event the Property is transferred to Agency,
together with the delivery of the Grant Deed, Redeveloper shall
execute and deliver an assignment of warranties in a form prepared
by Agency, assigning and transferring to Agency all warranties in
which Redeveloper may then have an interest relating to work,
labor, skill or materials furnished in connection with the
construction of any improvements on the Property, and of which
Agency desires to take assignment. Also in the event of such
4 -77
£ -lø
transfer, Redeveloper shall similarly e_xecute and del.iver an
assignment of plans and specifications in a form prepare&by Agency
assigning and transferring to Agency all plans and specifications
prepared by or for Redeveloper relating to improvements on the
Property or to adjacent lands of Agency, whether constructed or
not, and of which Agency desires to take assignment. Additionally,
Redeveloper agrees to so execute and deliver a general assignment
in favor of Agency ass igning and transf err ing any architect' s
agreements, construction contracts, or other contracts or
agreements entered into by Redeveloper relating to the Property,
and of which Agency desires to take assignment. Finally,
Redeveloper agrees that, in-the event of such a transfer of the
Property, any and all insurance and condemnation proceeds (and the
rights thereto, to the extent not yet disbursed) shall be
transferred and assigned to Agency concurrently with the Close of
Escrow hereunder. Redeveloper covenants that it shall in good
faith take all actions reasonably necessary to ensure that the
rights described in this Article VI are transferrable as set forth
above without further cost or expense to Agency.
ARTICLE VII.
General provisions
7.1 Notice and Pavments. Any notice to be given or
other document to be delivered by any party to the other or others
hereunder, and any payments from Agency to Redeveloper, shall be
sufficiently given if personally delivered by hand and a receipt
thereof is obtained or is refused to be given or if dispatched by
registered or certified mail, postage prepaid, return receipt
request, or by way of nationally recognized overnight mail delivery
service (such as United Parcel Service or Federal Expr~ss), to the
principal offices of the Agency and:the Redeveloper as set forth
below. Such written notices, or other documents may be sent n the
same manner to such other addresses as either party may from time
to time designate by mal. Such notices, demands and communications
shall be deemed given on receipt or rejection. Notices shall be
sent:
To Redeveloper:
Universal Memorial Services V
855 Broadway
Chula Vista, Ca. 91911
Attn: Daniel R. Williams, President
5 F-(.-7V
To Agency:
The Redevelopment Agency
of the City of Chula Vista
276 Fourth Avenue
Chula Vista, Ca. 91910
Attn: Executive Director
7.2 Captions. The captions used herein are for
convenience only and are not a part of this Agreement and do not in
any way limit or amplify the terms and provisions hereof.
7.3 Governinq Law. This Agreement shall be governed by
and constructed under the laws of the State of California. This
Agreement shall be deemed made and entered into in San, Diego
County.
7.4 Time of the Essence. Time is of the essence of each
and every provision of this Agreement.
7.5 Successors and Assiqns. All of the covenants and
conditions of this Agreement shall inure to the benefit of and
shall be binding upon the successors in interest of Agency and the
successors, heirs, representatives and assigns of Redeveloper. As
used in the foregoing, "successors" shall refer both to the
parties' interest in the Property and to the successors to all or
substantially all of their assets and to their successors by merger
or consolidation.
7.6 Attorneys' Fees. In the event of any conflict or
dispute with respect to the interpretation or enforcement of any of
the terms or provisions of this Agreement, the prev¡Üling party
shall be entitled to recover from the'other party all of its costs
and expenses incurred in connection. therewith, including without
limitation attorneys' fees.
7.7 Severability. In the event that any phrase, clause,
sentence, paragraph, section, article or other portion of this
Agreement shall become illegal, null' or void or against public
policy, for any reason, or shall be held by any court of competent
jurisdiction to be illegal, null or void or against public policy,
the remaining portions of this Agreement shall not be affected
thereby and shall remain in full force and effect.
7.8 Gender and Number. In this Agreement (unless the
context requires otherwise), the masculine, feminine and neuter
genders and the singular and the plural include one another.
7.9 No Partnership or Joint Venture. Agency or
Redeveloper shall not, by virtue of this Agreement, in any way or
for any reason be deemed to have become a partner of the other in
6£-'-79
;1 -. . .
the conduct of its business or otherwise, or a joint venturer. In
addition, by virtue of this Agreement therë shall not be~dèemed to
have occurred a merger of any joint enterprise between Agency and
Redeveloper.
7.10 Entire Aqreement. This Agreement (together with
the provisions of the DDA which are applicable hereto) constitutes
the entire agreement between the parties hereto pertaining to the
subject matter hereof, and all prior and contemporaneous
agreements, representations, negotiations and understandings of the
parties hereto, oral or written, are hereby superseded and merged
herein. The foregoing sentence shall in no way affect the validity
of any other documents executed by Agency and Redeveloper relating
to the Property.
7.11 Authority. Each individual executing this
Agreement on behalf of Redeveloper represents and warrants that he
is duly authorized to execute and deliver, and has the power to
execute and deliver, this Agreement on behalf of Redeveloper, that
the transaction contemplated hereby has been duly authorized by all
reguisi te action on the part of Redeveloper, and that no other
consents of any party shall be necessary to the consummation
hereof.
7.12 Further Assurances. Redeveloper agrees that it
will, at its sole cost and expense, at any tim~ and from time to
time after the Close of Escrow, upon the request of Agency,
execute, acknowledge and deliver all such further deeds,
assignments, transfers, conveyances and assurances as may be
reasonably required for the effective assignment, transferring,
granting or conveying of all or any of the assets or property to be
assigned, transferred, granted or conveyed to Agency as provided
herein. Upon expiration of the Option for any reason whatsoever
including, without limitation, the failure of Agency to exercise
the Option prior to the expiration of the Option Term or the
opening of the mortuary on the Property, the Option and this
Agreement shall automatically expire and cease to be of any further
force or effect and, at the request of either Agency or
Redeveloper, the other party shall take such steps and execute and
acknowledge such documents as may be necessary to reflect the
termination of the Option and this Agreement and expungement of the
same as an encumbrance on title to the Property.
7.13 Further Assistance. If Agency exercises the Option
and purchases the Property, Redeveloper: (i) waives any right to
relocation assistance to an owner or business tenant pursuant to
state law including, but not limited to, California Government Code
Sections 7260 through 7277, and (ii) further waives any claim for
compensation for loss of or damage to goodwill against the Agency
pursuant to California Code of Civil Procedure Section 1263.510.
[NEXT PAGE IS SIGNATURE PAGE]
7 £' - Go -f'O
SIGNATURE PAGE TO OPTION AGREEMENT
IN WITNESS WHEREOF, the undersigned have executed this
Agreement as of the date first above written.
SELLER: REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA, a public
agency corporate and politic
By:
Shirley Horton, Chairman
ATTEST
Secretary
APPROVED AS TO FORM BY
John M. Kaheny
Agency Attorney
BUYER: UNIVERSAL MEMORIAL CENTERS V, INC. dba Humphrey
Mortuary, a Corporation
By:
Daniel R. Williams, President
H: IBharedlattornevl 753brdwy .opt
8 E-~-t¡"
ALL-PURPOSE ACKNOWLEDGMENT
State of California ) Capacity Claimed by Signer
)
County of San Diego ) 0"';'~"'¡(;1 ,'- r~ ~m,",_]-
0 cO<pOn.
On before me, , Offiæ.'1 nJo',1
personally appeared
c-
0""".'1
0 personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to """""'
be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged 0 Au"""'Y.
to me that be/she/they executed the same in hislber/tbeir authorized capacity(ies), and that ;""'0 """',.1(,)
by hislber/their signature(s) on the instrument the person(s), or the entity upon behalf of oT~_,,)
which the person(s) acted, executed the instrument. T~,
Do,""
TI"",.)
WITNESS my hand and official seal. TI"",.)
EnU,(~) Rqo--.>
EnU'Y(~) ""-"¿
Signature
E-G.-V'L
., -. . -
ALL-PURPOSE ACKNOWLEDGMENT
State of California ) Capacity Claimed by Signer
)
County of San Diego ) O¡"¡;";'¡,"".,- .¡- f~ oooodf""'_,-
0 Coopon~
On before me, . Offiœo(" T¡"",.,
personally appeared
"""""""
0"_0(.,
0 personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to """'Bro,
be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged OA".....,-
to me that he/shelthey executed the same in hislher/their authorized capacity(ies), and that m-f,~ 'rioci,.I("
by hislher/their signature(s) on the instrument the person(s), or the entity upon behalf of OT~_,
which the person(s) acted, executed the instrument. T~,
000.,
T""',.,
WITNESS my hand and official seal. To"",.,
EoU,C-, ..,........,¡
EoU",C-, ...........
Signature
,
~ -Go -9.3
EXHIBIT A
Legal Description of Property
[To be inserted]
9 £ -&. -<¡tf
.. - -
FORM OF MEMORANDUM
OF OPTION
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
725 South Figueroa Street
Suite 3600
Los Angeles, California 90017-5436
Attn: Robert M. Johnson Es .
(Space Above This Line for Recorder's Use)
MEMORANDUM OF OPTION
THIS MEMORANDUM OF OPTION ("Mernorandum") is made as of
1997 between REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public agency
corporate and politic ("Optionee"), and UNIVERSAL MEMORIAL CENTERS V, INC., a California
Corporation ("Optionor"), with respect to the following facts:
A. Optionor and Optionee have entered into an agreement whereby Optionor has
granted Optionee the option ("Option") to purchase the property described on Exhibit A attached hereto and
made a part hereof (the "Property").
B. The Option expires on [Date To Be Filled In At Closing-Three
Yea1:S From Close of Escrow].
C. Optionor and Optionee now desire to record this Memorandum evidencing the
Option.
NOW, THEREFORE, the parnes hereto have entered into this Memorandum which
constitutes a memorandum of that certain unrecorded Option covering the Property, all the terms and
conditions of which are hereby made a part hereof with the same force and effect as though fully set forth
herein. '
IN WITNESS WHEREOF, the parnes hereto have caused this instrument to be executed
and delivered as of the date first set forth above.
"OPTIONEE" 'OPTIONOR"
REDEVELOPMENT AGENCY OF THE CITY OF UNIVERSAL MEMORIAL
CHULA VISTA, CENTERS V, INC.,
a Public Agency Corporate and Politic a California Corporation
By: By:
Title: Title:
E -'--8'S-
LA2 90512.1 99980 00100
4/22/97 10,49 am
EXHIBIT A
TO
MEMORANDUM OF OPTION
LEGAL DF~<;CRIPTION
LA2 90512.1 99980 00100 £" - (. -f"
4/22/97 10,49 am
NOTARIES
[please prepare appropriate acknowledgments]
LA2 90512.1 99980 00100 £ -(. -f'7
4/22/97 10,49 ...
EXHIBIT "N"
LEASE AND FIRST AMENDMENT
[Attached]
N-l
F-G. -~V
- -
-
Lease Agreement
between
Redevelopment Agency of the City of Chula Vista
and
West Team, Inc., dba Budget Rent A Car
[753 Broadway, Chula Vista]
THIS LEASE ("Lease") is entered into effective as of
Decernber~3, ~994,. by and between the Redevelopment Agency
of the City of Chula Vista, a public body corporate and
politic ("Landlord") and West Team, Inc.,- a California
corporation, dba Budget Rent A Car, ("Tenant") with
reference to the following facts:
WHEREAS, Landlord is the owner in fee title of certain
improved real property, consisting of an approximately
39,~00 square foot parking lot and a 338 square foot office
building, located at 753 Broadway, Chula Vista, as more
particularly described, in Exhibit A attached hereto
("Premises"); -
WHEREAS, Tenant desires to lease the Premises for
purposes of operating a car rental and sale business
thereon;
WHEREAS, in accordance with California Health and
Safety Code Section 3343~, Landlord has conducted a public
hearing to consider the lease of the Premises to Tenant
without public bid; and " "
WHEREAS, after considering public testimony with
respect to the Lease, Landlord desires to lease the Premises
to Tenant subject to the terms and conditions set forth
herein;
NOW, THEREFORE, for good and valuable consideration,
the receipt and sufficiency of which the parties hereby
acknowledge, Landlord and Tenant hereby agree that Landlord
shall lease the Premises to Tenant subject to the following
terms and conditions:
1. Rent
~.~ Years One Throuqh Three. Tenant covenants and
agrees to pay to Landlord:as rent for years ~ throúgh 3 of
the Term (defined below) the followil1g"amounts: Year'~:
'$3~,200 ($2,600per'month);"Year"2: "$33,600 ($2,800 per :,
month); Year 3,'" $36,000 ($3,000 perniónth). "" "'~:,-"" ~-'
, """",,"",,"0' '~~"",:::..-,'",::~..",:,,:_",-
'- ~
£ -" -r' <] ..
f?. I Ut-h
1.2 Years Four and Five. Tenant ~ovenants and agrees
to pay to Landlord as rent for Years 4 and 5 ,of the Term
(defined below) an amount equal to the previous year's rent
plus an amount equal to the greater of (a) 2% of the
previous year's rent; or (b) the percentage increase in the
Consumer Price Index, All Urban Consumers, applicable to the
San Diego Region, with 1984 = 100, for the previous year,
based upon the then most recent available data.
Notwithstanding the foregoing, no rent increase for year 4
or 5 shall exceed ,4% over the previous year's rent.
1.3 Pavmentof Rent. All rent payments shall be due
and payable in, advance on or before the first calendar day
of each month during the Term- Rent shall commence accruing
on the earlier to occur 9f the date thirty (30) days after
Landlord's delivery of the Premises to Tenant, or the date
Tenant opens for business. Rent for any partial month prior
to the first full month of occupancy shall be prorated daily
on the basis of a 30 day month and payable with the first
monthly rental payment.
1.4 Security DeDosit. Upon Tenant's execution and
delivery of the Lease, Tenant shall deposit with Landlord
the amount of $2,600. Such amount shall be held by Landlord
as a security for Tenant's obligations under the Lease.
2. Term.
2.1 Defined.
The term of this Lease ("Term") shall commence upon the
date Landlord delivers the Premises to Tenant and Tenant
accepts possession thereof ("Commencement Date") and shall
continue to run until the five (5) year anniversary of the
first caieitdar day of the first. calendar month following the
Commencement Date, subject to Tenant's and Landlord's rights
to terminate this Lease as provided in Section 2.2 hereof
and elsewhere in this Lease-
2.2 Terminatinq Events:
2.2.1 Landlord's Riqht to Terminate: Tenant's
Waiver of Riqhts.
Effective upon the expiration of year 3 of~the .
Lease Term, or at any time thereafter, upon six (6) months
written -notice ,to ~Tenant by,Landlord,'~rLandlord=shall ,-have
, the~::-:dght:'~:in :itš"=-šöiê ,dis2;--~t;iõñ~tò"~teiiñlnate:this ¿Lease,
wìthoüt -cost.,õr ;ð.ãiià:gë;.~fò1;'::,:purposes:.:of Cfacilita"1;;ing ":the--
redevelopment - of ~the.Premises in accordance ...with-"the ' -
Redevelopment Plan tb,en in ,effect for ,the -Redevelopment ,; ,
Project Area in which the Premises are located.
I 2
E-(' -90
- -
In the event of such a termination, Tenant hereby
waives any and all rights to relocation benefits and/or
owner participation which might otherwise arise in
connection with Landlord's future use of the Premises
including, without limitation, such rights arising under the
California Health and Safety Code and Government Code, the
Redevelopment Plan for the applicable Project Area, and any
and all other federal, state or local laws, regulations or
provisions which might otherwise afford Tenant such rights.
:::~:4:2 ~Tenant'sRiaht toTerrninate~ -
Tenant shall have the right to terminate this
Lease without cost or damage (a) in the event that Tenant,
'after good faith efforts, is unable to obtain any and all
permits and licenses necessary to conduct its business at
the Premises in accordance with the use of provisions of
this Lease, or (b) atcanytime within the 25th and 30th
months :of the 5erm .upon thirty.,(30) days written notice to
.L.a~èilord.
-' ..
3. Delivery and Condition of Premises.
3.1 Landlord agrees to deliver the Premises to Tenant
within three days of Tenant's execution of this Lease in a
clean and working condition with all existing HVAC,
plumbing, mechanical, electrical and lighting improvements
in good working order. Subject to the foregoing, Tenant'
agrees to accept the Premises in an "as is" condition with
no obligation on Landlord's part ,to repair or replace any
surface or structure. Tenant acknowledges and agrees that
the leasehold interest transferred hereby is subject to all
applicable zoning, municipal, county and state laws,
ordinances and regulations governing and regulating the use
of the, Premises, and any covenants or restrictions of
record, and accepts this Lease subject thereto and to all
matters disclosed thereby and by any exhibits attached
hereto. Tenant acknowledges that neither Landlord nor:
Landlord's agent has made any representation or warranty as
to the present or future suitability of the Premis-ès ,for the
conduct of Tenant's business. Furthermore, Landlord makes no
representations as to the possibility of hazardoús materials
or toxic waste being located on the subject premises except
that Landlord warrants- and represents that Landlord has not
deposited any 'such materials -on the- Subject -Property. -. -,..~-
Tenant has the right, to inspect arid conduct soils tests" arid
studies as hereinbelow provided, and to thereby determine ':-
for:itself that _the soils condition is'satisfactory -to-his,
-needs. _Tenant .is:not ~responsible fo~ h~zi:u~:dous':mätèÏ:ialf¡~~r
- ,:::¡:,-:",=,:-~~;;':'_-:_,,'-'
1.3
£-" -91
., -.. .. ..
toxic waste deposited on the Premises prior to Tenant's
taking possessi~n of the Premises.
3.2 Delay in Possession. Notwithstanding Landlord's
agreement to deliver the Premises provided above, if for any
reason Landlord cannot deliver possession of the Premises to
Tenant on said date, Landlord shall not be subject to any
liability therefor, nor shall such failure affect the'
validity of this Lease or the obligations of Tenant
hereunder or exte~d the term hereof, but in such case,
Tenant shall not be obligated to pay rent or perform the
obligations of this Leaseuntil possession of the Premises
is tendered to Tenant; provided, however, that if Landlord
shall not have delivered possession of the Premises within
ten (10) days from said date, Tenant may, at Tenant's
option, by notice in writing to Landlord within ten (10)
days thereafter, cancel this Lease, in which event the
parties shall be discharged from all obligations hereunder;
provided further, however, that if such written notice of
Tenant is not received by Landlord within said ten (10) day
period, Tenant's right to cancel this Lease hereunder shall
terminate and be of no further force or effect.
- -
4. , Use.
4.1 Tenant's use of the site shall be limited to the
rental and sale of recent model automobiles and trucks,
excluding construction and/or tractor trailer type trucks.
4.2 Comoliance with the Law. Tenant shall, at
Tenant's expense, comply promptly with all applicable
statutes, ordinances, rules, regulations, orders, covenants
and restrictions of record, and requirements in e~fect
during the term 'or any part' of the term hereof, ' regulating
the use by Tenant of the Premises. Tenant shall not use nor
permit the use of the Premises in any manner that will tend
to create waste or a nuisance.
4.3 Obliqatiorito Refrain from Discrimination. Tenant
covenants by and for itself, its successors, its assigns and
every successor:ininterest to the Site or any part'thereof,
that there shall be no discrimination against or segregation
of any person or group of persons on account of race, color,
religion, sex, marital status, age, handicaps, aricestry or
national origin in ,the sale, ,lease, sublease, transfer,' use,
occupancy, tenure or enjoyment of the Site, nor shall Tenant
itself orany.person claiming under or through it establish
or permit anY,SUCh practice orpractices~of discrimination
or segr~gation with reference to the selection,.location,
number; use or oc'cupancy:of tenants, lessees,'.:subtenants;' '.
sUblessees, or vendees of the. Site..:;~.The ,foregoing covenants'
shall run with the land. '
~4 E' -"-9'2...
'r -. . .
4.3.1 Form of Nondiscrimination and Non-Seqreqation
Clauses. Tenant shall refrain from restricting the rental,
sale or lease of the Site on. the basis of race, color,
creed, religion, sex, marital status, age, handicaps,
ancestry or national origin of any person. All such deeds,
leases or contracts shall contain or be subject to
substantially the following nondiscrimination or non-
segregation clauses:
4.3.2 In q.eeds: "The grantee herein covenants by
and for himself or herself, his or her heirs, executors,
administrators and assigns, and all persons claiming under
or through them, that there 'shall be no discrimination
against or segregation,of any person or group of persons on
account of race, color, creed, religion, sex, marital:
status, age, handicaps, national origin or ancestry in the
sale, lease, suble~se, transfer, use, occupancy, tenure or
enjoyment of the premises herein conveyed, nor shall the
grantee himself or herself, or any person claiming under or
through him or her, establish or permit any such practice or
practices of discrimination or segregation with reference to
the selection, location, number, use or occupancy of
tenants, lessees, subtenants, sublessees or vendees in the
premises herein conveyed. The foregoing covenants shall run
with the land."
.4.3.3 In leases: "The lessee herein covenants by
and for himself or herself, his or her heirs, executors,
administrators and assigns, and all persons claiming under
or through him or her, and this lease is made and accepted
upon and subject to the following conditions:
"That there shall be no discrimination
against or segregation of any person or group
of persons on account of race, color, creed,
religion, sex, marital status, age,
handicaps, national origin or ancestry, in
the leasing, subleasing, transferring, use,
occupancy, tenùre or enjoyment of the
premises herein leased, nor shall the lessee
himself or herself, or any perso~ claiming
under or through him or her, establish or
permit any such practice or practices of ,
discrimination or segregation ,with reference
to the selection, location, number, use or
occupancy of tenants, lessees, subtenants,
sublessees or v~ndees in'the premises herein
leased." ~, ~:. . .
, 4.3.4 In, contracts: . "Therè, shaii ~be :0:0 'discri1Ìti'nation
against or segregation ,of,anypersoIi or:9'roup,of.persons,on .'
account"of race,'color,'.creed; religiòri;sex, marital
,
- 5
~ -(.-93
status, age, handicaps, national origin or ancestry in the
sale, lease, sublease, transfer, use, occupancy, tenure or
enjoyment of the premises, nor shall the transferee himself
or herself, or any person claiming under or through him or
her, establish or permit any such practice or practices of
discrimination or segregation with reference to the
selection, location, number, use or occupancy of tenants,
le'ssees, subtenants, sublessees or vendees of the land."
5. Risks of Loss: Insurance.
5.1 Indemnity.
, Tenant shall,indemnify and hold harmless Landlord from
and against any and all claims arising from Tenant's use of
the Premises, or from the conduct of Tenant's business or
from any activity, work or~hings done, permitted or
suffered by Tenant in or about the Premises or elsewhere and
shall further indemnify and hold harmless Landlord from and
against any and all claims arising from any þreach or
default in the performance of any obligation on Tenant's
part to be performed under the terms of this Lease, or
arising from any negligence of ~he Tenant, or any of
Tenant's agents, contractors, or employees, and from and
against all cost, attorney's fees, expenses and liabilities
incurred in the defense of any such claim or any action or
proceeding brought thereon; and in case any action or
proceeding be brought against Landlord by reason of any such
claim, Tenant upon notice from Landlord shall defend the
same at Tenant's expense by counsel satisfactory to. '
Landlord. Tenant; as a material part of the consideration
to Landlord, hereby assumes all risk of damage to property
or injury to persons, in upon or about the Premises arising
from any cause and Tenant hereby waives all claimS in
respect thereof against Landlord.
5.2 ExemDtion of Landlord from Liability.
Tenant hereby agr~es that Landlord shall not be liable
for injury to Tenant's business or any loss of income
therefrom or for damage to the goods, wares, merchandise or
other property of -Tenant, Tenant's employees, invitees,
customers, or any other person in or about the Premises, nor
shall Landlord be liable for injury to the Tenant, Tenant's
employees, agents or contractors, whether such damage or
injury is caused by or results from fire, ,flood, rain,
water, steam, 'electricity,.: gàs, or from the 'breakage,:
leakage, obstruction or other defects of the land,'. grading,
elevation of the land, pipes, wires, appliances, plumbing,
or from any other cause,'whether thesaid.damage or injury
results from conditions arisingupon".the preniises or from,
other sources or places "and regardless'ofwhether'~the 'cause
: ,'.c-_.,~,-_':--' ,c.,.. .
è 6 E - ~ - "I
of such damage or injury or the means of repairing the same
are inaccessible to Tenant. Landlord shall not be liable
for'any damages arising from any act or neglect of any other
tenant, if any, of the land adjacent to the premises leased
by Landlord.
5,3 Liability Insurance.
Tenant shall, at Tenant's expense obtain and keep in
force during the ~erm of this Lease a comprehensive general
liability policy insuring Landlord and Tenant against any
liability arising out of the ownership, use, occupancy or
maintenance of.the Premises and 'all areas appurtenant
thereto. Such insurance shall be a còmbined'single limit
policy in an amount not less than $1,000,000 per Occurrence.
The policy shall insure performance by Tenant of the
indemnity provisions of this Section. The limits of said
insurance shall not, however, limit the liability of Tenant
hereunder.
5.4 Property Insurance.
Tenant shall obtain and keep in force during the term
of this Lease a policy or policies of insurance covering
loss or damage to the Premises, in the amount of the full
replacement value thereof, as the same may exist from time
to time,which replacement value is now $36,000 against all
perils included with the classification of fire, extended
coverage, vandalism, malicious mischief, flood, and special
extended perils ( "all risk" as such term is used 'in the'
insurance industry). Said insurance shall provide for
payment of loss thereunder to Landlord and to the holders of
. mortgages or deeds of trust on the Premises. The Tenant
shall, in addition" obtain and ~~ep in force during the term
of this Lease a policy of rent~l value insurance covering a
period of one year, with loss payable to Landlord, which
insurance shall also cover all real estate taxes and
insurance costs for said period. A stipulated value or
agreed amount endorsement deleting the coinsurance provision
of the policy shall be procured with 'said insurance as well
as an automatic increase in insurance endorsement causing.
the increase in annual property insurance coverage by 2% per
quarter. If the Tenant shall fail to procure and maintain
said insurance the Landlord may, but shall not be required
to, procure and maintain the same, but at the expense of
Tenant. +f such insurance coverage has a deductible clause,
the deductible amount shall not exceed $1,000 per ". .
occurrence, and Tenant'.shall be '~liable for :~uchßeductible '
amount. ..',.,c" :...,.""-.. ' :
..'~~' 5.5 Insur~n~e_~~~~~d~.~~,~~;~'~~" .::~::;~;;~~,;,.:~;:~~~:,~
'37
£-'-9~
-.
, Insurance required hereunder shall be in companies
holding a "General Policyholders Rating" of at least A
minus, or such other rating as may be required by a lender
having a lien on the Premises, as set forth in the most
current issue of "Best's Insurance Guide,." The Tenant shall
deliver to the Landlord copies of policies of such insurance
or certificates evidencing the existence and amounts of such
insurance with loss payable CLauses as required by' this
Section. No such policy shall be cancelable or subject to
reduction of coverage or other modification except after
thirty (3D) days prior written notice to Landlord. Tenant
shall, at least thirty (3D) days prior to the expiration of
such policies, furnish Landlord with renewals or "binders"
thereof, or Landlord may order such insurance" and charge the
cost thereof to Tenant, which amount shall be payable by
Tenant upon demand. Tenant shall not, do or permit to be
done 'anything which shall invalidate the insurance policies
referred to in this Lease. If Tenant does or permits to be
done anything which shall increase the cost of the insurance
policies referred to herein, then Tenant shall forthwith
upon Landlord's demand reimburse Landlord for any additional
premiums attributable to any act or omission or operation of
Tenant causing such increase in-the cost of insurance.
5.6 Waiver of Subroqation.
Tenant and Landlord each hereby release and relieve the
other, and waive their entire right of recovery against the
other for loss or damage arising out of or incident to the
perils insured against undèr this Lease, which perils occur
in, on or about the Premises, whether due to the negligence
of Landlord or Tenant or their agents, employees,
contractors and/orinvitees. Tenant and Landlord shall,
upon obtaining the policies of insurance required hereunder,
give notice to the insurance carrier or carriers that the
foregoing mutual waiver of subrogation is contained in this
Lease.
6. Maintenance. Repairs and Alternations.
6.J. T~nant's Duties.
Tenant ,shall keep in good order, condition and repair
the Premises and every part thereof, structural and non-
structural, (whether or not such portion of the premises
requiring repair, :or the means of repairing the same are
reasonably "orreadilyaccesf!ible to, ,Tenant, , ,and whether or
not the need for such "repairs occurs as a result ~f Tenant's
use~ "any prior use, the 'elements or the age of such portion
of the Premises) including, without limiting the generality
of the foregoing, all plumbing,..heating,-:air.conditioning,
ventilating, electrical, lighting- fàé:ilities.-añd equipment
';" 8
£-l. -9(,
'1 - "
within the Premises, fixtures, walls (interior and
exterior), foundations, ceilings, roofs (interior and
exterior), floors, windows, doors, plate glass and skylights
located within the Premises, and all landscaping, driveways,
. parking lots, fences and signs located on the Premises and
sidewalks and parkways adjacent to the Premises.
6.2 Surrender.
On the last d~y of the term hereof, or on sooner
termination, Tenant shall surrender the Premises to Landlord
in the same condition as when received, or if'such
improvements was constructed,' then when constructed,
ordinary wear and tear excepted, clean and free of debris.
Tenant shall repair any damage to the Premises occasioned by
the installation or removal of Tenant's trade fixtures,
furnishing and equipment. Notwithstanding anything to ,the
contrary otherwise stated in this Lease, Tenant shall leave
the air lines, power panels, electrical distributions,
systems, lighting fixtures, space heaters, air conditioning,
plumbing and fencing on the premises in good operating
condition.
-
6.3 Landlord's Riqhts.
If tenant fails to perform Tenant's obligations under
this Section, or under any other paragraph of this Lease,
Landlord may at its option (but shall not be required to)
enter upon the Premises after ten (lO) days prior written
notice to Tenant (except in,the case of an emergency, in
which case no notice shall be required), perform such
obligations on Tenant's behalf and put the same in good
order, condition and repair, and the cost thereof together
with interest thereon at the maxi~um rate then allowable by
law shall become due and payåble'as additional rental to'
Landlord together with Tenant's-next rental installment.
6.4 Landlord's Obliqations.
Except for the obligations of Landlord specifically
elsewhere provided in this Leasè; it is intended by the'
parties hereto that Landlord has noCobligation, in any
manner whatsoever,to repair and maintain the Premises nor
the structural improvements,includingany buildings, now
located or to be constructed thereon, nor the equipment now
located or to be constructed therein, whether structural or
non structural, all of which obligations are intended ,to be
that of the Tenant under Section 6.1. Tenanfexþièssly
waives the benefit of any- statute now, or hereinafter in
effect which would otherwise'afford Tenant the right to make
repairs at, Landlord's ,expense or'-Eo tepninaie'this ~ease
, -, ;'-c,,~, " ';':-:: _=t:,3_~-:, ';.':: '.." "'~,.~,.~ "'_n.,,'- - ' -
Ci 9
E-' -.97
because of Landlord's failure to keep the premises in good
order, condition and repair.
6.5 Alterations and Additions.
6.5.1 Alterations without Consent Prohibited.
Tenant shall not, without Landlord's prior written
consent make any alterations, improvements, additions, or
Utility Installat~ons in, on or about the Premises, except
for non structural alterations not exceeding $25,000 in
cumulative costs during the term of this Lease. In any
event, whether or not in excess of $25,000 in cumulative
cost, Tenant shall make no change or alteration to the
exterior of the ,~remises nor the exterior of the building{s)
on the Premises without Landlord's prior written consent.
A's used in this Section, the term "Utility Installation"
shall mean carpeting, window coverings, air lines, power
panels, electrical distribution systems, lighting fixtures,
'space heaters, air conditioning, plumbing, and fencing.
Landlord may require that Tenant remove any or all of said
alterations, improvements, additions or Utility
Installations at the expiration-of the term, and restore the
Premises to their prior condition. Landlord may require
Tenant to provide Landlord, at Tenant's sole cost and
expense, a lien and completion bond in an amount equal to
one and one-half times the estimated cost of such
improvements, to insure Landlord against any liability for
mechanic's and materialmen's liens and to insure completion
of the work. Should Tenant make any alterations,
improvements additions or Utility Installations without the
prior approval of Landlord, Landlord may require that Tenant
remove any or all off the same.
6.5.2 Procedure, Permits reQUired.
Any alterations, improvements, additions or
Utility Installations in, or about the Premises that Tenant
shall desire to make and which requires the consent of the
Landlord shall be presented to Landlord in written form,
with proposed detailed plans.' If Landlord shall give 'its
consent, the consent shall be deemed conditioned upon Tenant
acquiring a permit to do so form appropriate governmental
agencies, the furnishing of a copy thereof to Landlord prior
to the commencement of the work and the compliance by Tenant
of all conditions of said permit in a prompt and expeditious
manner. ' , ,
',.' ,
6.5.3 Mechanics and Materialmen'S Liens.
, .- .
"",0..,","". "...".,..,
Tenant shall pay, whéndue,~ aU claims for: labor
or materials furnished or alleged to have been furnished to
;: 10
E~'-91
or £or Tenant at or for use in the Premises, which claims
may be secured by any mechanics'or materialmen's lien
against the Premises or any interest therein. Tenant shall
give Landlord not less than ten (10) days' notice prior to
the commencement of any work in the Premises, and Landlord
shall have the right to post notices of non-responsibility
in or on the Premises as provided by law. If Tenant shall,
in good faith, contest the validity of any such lien, claim
or demand, then Tenant shall, at its sole expense defend
itself and Landlo~d against the same and shall.pay and
satisfy any such adverse judgment that may be rendered
thereon before the enforcement thereof against.the Landlord
. or the .Premises, upon the condition that if Landlord shall
require; Tenant shall fUrnish to landlord a surety bond
satisfactory to Landlord in an amount equal to such,
contested lien claim or demand indemnifying Landlord against
liability for the same and holding the Premises free from
the effect of such lien or claim. In 'addition, Landlord may
require Tenant to pay Landlord's attorneys fees and costs in
participating in such action if Landlord shall decide it is
to its best interest to do so.
6.5.4 Title to Alter-ations.
Unless Landlord requires their removal, as set
forth in Section 6.5.1, all alterations, improvements,
additions and Utility Installations (whether or not such
Utility Installations constitute trade fixtures of Tenant),
which may be made on the Premises, shall become the property
of Landlord and remain upon and be surrendered with the.
Premises at the expiration of the term. Notwithstanding the
provisions of this Section, Tenant's machinery and
equipment, other than that which is affixed to the Premises
so that it cannot be removed witþout material damage to the
Premises, shall remain the property of Tenant and may be
removed by Tenant subject to Tenant's repair obligations
hereunder.
7. Real Prouertv Taxes.
7.1 Definitions.
7.1.1 Real Prouertv TaX;
As used herein, the term "real property tax" shall
include any form of real estate tax or assessment, general,
special,. ordinary or extraordinary, ','and any license fee,
conimercial rental tax, improvement bond or bonds, levy or
tax (other than inheritance, personal income or estate
taXes) imposed on the Premises by any."authority having :the
direct. or indirect power to tax, including..:any "city;' state
o:t::..fëderal government,'..or any school;",cagriaultural{:': ,. --
, .
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£" - " - ~9
sanitary, fire, street, drainage or other improvement
district thereof, as against any legal or equitable interest
of Landlord in the Premises or in the real property of which
the Premises are a part, as against Landlord's right'to rent
or other income therefrom, and as against Landlord's
business of leasing the Premises. '
7.2 Pavrnent of Taxes.
Tenant shall pay the real property tax, as defined
herein, applicable to the Premises during the term of this
Lease, All such payments shall be made qat least ten (10)
days prior to the delinquency date of such payment. Tenant
shall promptly fu=ish Landlord with satisfactory evidence
that such taxes have been paid, If any such taxes paid by
Tenant shall cover any period of time prior to or after the
expiration of the term hereof, Tenant's share of such taxes
shall be equitably prorated to cover only the period of time
within the tax fiscal year during which this Lease shall be
in effect, and Landlord shall reimburse Tenant to the extent
required. If Tenant shall fail to pay any such-taxes,
Landlord shall have the right to pay the same, in which case
Tenant shall repay such amount ~o Landlord with Tenant's
next rent installment together with interest at the maximum
rate then allowable by law.
7.3 Joint Assessment.
If the Premises are not separately assessed, Tenant's
liability shall be an equitable proportion of the real'
property taxes for,all of the land añd improvements included
within the tax parcel assessed, such proportion to be
determined by Landlord from the respective valuations
assigned in the assessor's work sheets or such other
information as may be reasonably available. Landlord's
reasonable determination thereot", in good faith, shall be
'conclusive.
7.4 Personal Property Taxes.
7.4.1 Tenant shall pay prior to delinquency-~ll
taxes assessed against and levied upon trade fixtures,
fu=ishings, equipment and all other personal property of
Tenant contained in the Premises or elsewhere. When
possible, Tenant shall cause said trade fixtures,
fu=ishings, equipment and all other personal property to be
assessed and billed separately from-the real-propertyòf"
Landlord. -' ',.' - -.
, ~-~,- -
7.4.2 If any of' :Tenant' s -:said - peršonal- prope~tý
shall be assessed with Landlord's real.property,. Tenant~.~
shall pay Landlord the taxes attributable .to-Tenánt'-within
,:.f.12
£' -" -100
10 days after receipt of a written statement setting forth
the taxes applicable to Tenant's property,
7.5 Possessorv Interest Tax.
The provisions of this Lease may give rise to the
creation of a possessory interest in Landlord-owned tax
exempt land or improvements. If such a possessory interest
is created by this Lease, it may be subject to property
taxation pursuant ~o California Revenue and Taxation Code
Sections 107, et seg., and the Tenant maybe subject to the
payment of property.taxes levied on such interest. In such
event, Tenant agrees to pay, or cause to be paid, when due
any such possessory interest tax. This notice is given
pursuant to Revenue and Taxation Code Section 107.6.
8. Utilities.
. -
.: Tenant shall pay for all water, gas, heat, light,
power, telephone and other utilities and services supplied
to the Premises, together with any taxes thereon. If any
such services are not separately metered to Tenant, Tenant
shall pay a reasonable proporti~n to be determined by
Landlord of all charges jointly metered with other premises.
9. Assiqnment and Sublettinq.
9.1 Landlord's Consent Recuired.
Tenant shall not v~lùnta~ily or by'operationof law
assign, transfer, mortgage, sublet, or otherwise transfer or
encumber all or any part of Tenant's interest in this Lease
or in the Premises, without Landlord's prior. written
consent, which Landlord shall not unreasonably withhold.
Any attempted assignment, transfer, mortgage, encumbrance or
subletting without such consent'shall be void, and shall
constitute a breach of this Lease.
9.2 No Release of Tenant.
Regardless of Landlord's consent, no subletting or
assignment shall release Tenant of Tenant's obligation or
,alter the primary liability of Tenant to pay .the rent and to
"perform all other obligations to be performed by Tenant
hereunder. The acceptance of rent by Landlord from any,
other person shall not be deemed to be a waiver by Landlord
of any provision hereof. '.Consent to, one. assignment or
subletting shall ,not be deemed consent'to ,any subsequent
assignment or.subletting. In'the event of default by any
assignee of Tenant.or:any,successor õf Ténant, intl1e
performance of:anyof.the termshereof,.,Landlord may proceed
directly against Tenant without the necessity of exhausting
r-I13
J=- -'-101
ï -, - .
remedies against said assignee. Landlord may consent to
subsequent assignments or subletting of this Lease or
amendments or modifications to this Lease with assignees of
Tenant, without notifying Tenant, or any successor of ,
Tenant, and without obtaining its or their consent thereto
and such action shall not relieve Tenant of liability under
this Lease.
10. Defaults: Remedies.
10.1' Defaults. . The occurrence of anyone or more of
the following events shall constitute a material default and
breach of this Lease by Tenant:
10.1.1 Abandonment. The vacating or abandonment
of the Premises by Tenant.
10.1.2 Failure to Pay Rent. The failure by
Tenant to make any payment of rent or any other payment
required to be made by Tenant hereúnder, as and when due,
where such failure shall continue for a period of three days
after written notice thereof from Landlord to Tenant. In
the event that Landlord serves ~enant with a Notice to Pay
Rent or Quit pursuant to applicable Unlawful Detainer
statutes such Notice to Pay Rent or Quit shall also
constitute the notice required by this subparagraph.
10.1. 3 Failure to Perform Other Obliqations. The
failure by Tenant to observe or perform any of the
covenants, conditions or provisions of this Lease to be'
observed or performed by Tenant, other.than the failure to
pay rent or make other payments hereunder, where such
failure shall continue for a period of 30 days after written
notice hereof from Landlord to renant; provided, however,
that'if the nature of Tenant's.default'is such that more
than 30 days are reasonably reqúired for its cure, then
Tenant shall not be deemed to be in default if Tenant
commences such cure within said 30-day period and thereafter
diligently prosecutes such cure to completion.
10.1.4 Insolvencv.
10.1.4.1 The making by Tenant of any general
arrangement or assignment for the benefit of
creditors;
10.1.4'.2 Tenant becomes a "debtor" as
defined in 11'U.S.C. Sec. 101 or any ','~.
successor statute thereto (unless," in 'the '
case of petition filed .against Tenant,-' ,the
same is .dismissed within 60 days) ;.-:c:~c: ~,::,
"< '.;, :,.~.: ,"'...;~" ~~".>'::.: 'Ll.:'"'..":.:,
~i14
£-'--/01-
.. "
10.1.4.3 the appointment of a trustee or
receiver to take possession of substantially
all of Tenant's assets located at the
Premises or of Tenant's interest in this
Lease, where possession is not restored to
Tenant within 30 days; or
10.1.4.4 the attachment, execution or other
judicial seizure of substantially all of
Tenant,'s assets located at the Premises or of
Tenant's interest in this Lease, where such
seizure is not discharged within, 30 days.
1D.1.S The discovery by Landlord that any
financial statement given to Landlord by Tenant, any
assignee of Tenant, any subtenant of Tenant, any successor
in interest of Tenant or any guarantor 'of Tenant's'
obligation hereunder, and any of them, was materially false.
10.2 Remedies.
In the event of any such material default or breach by
Tenant, Landlord may at any time. thereafter, with or without
notice or demand and without limiting Landlord in the
exercise of any right or remedy which Landlord may have by
reason of such default or breach:
10.2.1 Terminate Lease. Terminate Tenant's right
to possession of the Premises by any lawful means, in which
case this Lease shall terminate and Tenant shall immediately
surrender possession of the Premises to Landlord. In such
event Landlord shall be entitled to recover from Tenant all
damages incurred by Landlord by reason of Tenant's default
including, but not limited to,the cost of recovering,
possession of the Premises; expenses of reletting, including
necessary renovation and alteration of the Premises,
reasonable attorney's fees, and any real estate commission
actually paid; the worth at the time'of award by the court
having jurisdiction thereof of the amount by which the .,
. unpaid rent for the balance of the.term after. the time.of
such award exceeds the amount.of such rental loss for the
same period that Tenant proves could be reasonably avoided;
that portion of the leasing commission paid by the Landlord
pursuant to the Paragraph of this Lease entitled: "Broker's
Fee" applicable to the unexpired term of this Lease.
10.2.2 Keep Lease:in Effect. Maintain Tenant's
right to possession in which case this Lease shall, continue
in effect whether or, not Tenant shall have-.abandoned the
Premises. In such event Landlord shall be entitled to
enforce all of Landlord's rights ~d 'remedies und~::: .!:l1is
- -,- . -. . , " " -" ,
: - 1S
E - '~ - 10 '3
- ,.
Lease, including the right to recover the rent as it becomes
due hereunder.
10.2.3 Other Remedies. Pursue any other remedy
now or hereafter available to Landlord under the laws or
judicial decisions of the state wherein the Premises are
located. Unpaid installments of rent and other unpaid
monetary obligations of Tenant under the terms of this Lease
shall bear interest from the date due at the maximum rate
then allowable by law.
10.3 Default by Landlord. Landlord shall not be in
default unless Landlord fails to perform obligations
required of Landlord within a reasonable time, but in no
event later than thirty (30) days after written notice by
Tenant to Landlord and to the holder of any first mortgage
or deed of trust covering the Premises whose name and
address shall have theretofore been furnished to Tenant in
writing, specifying wherein Landlord has failed to perform
such obligation; provided, however, that if the nature of
Landlord's obligation is such that more than thirty (30)
days are required for performance then Landlord shall not be
in default if Landlord commences. performance within such 30-
day period and thereafter diligently prosecutes the same to
completion.
10.4 Late Charqes. Tenant hereby acknowledges that
late payment by Tenant to Landlord of rent and other sums
due hereunder will cause Landlord to incur costs not,
contemplated by this Lease, the,exact amount of which will
be extremely difficult to ascertain. Such costs include,
but are not limited to, processing and accoUnting charges,
and late charges which may be imposed on Landlord by the
terms of any mortgage or trust peed covering the Premises.
Accordingly, if any installment of rent or any other sum due
from Tenant shall not be received by Landlord or Landlord's
designee within ten (10) days after such amount shall be
due, then, without any requirement for notice to Tenant,
Tenant shall pay to Landlord alate charge equal to 6% of
such overdue amount. The parties hereby agree that, such
late charge represents a fair and reasonable estimate of the
costs Landlord will incur by reason of late payment by
Tenant, Acceptance of such late charge bY,Landlord shall in
no event constitute a wavier of Tenant's default with
respect to such overdue amount, not prevent Landlord from
exercising any of the other rights and remedies granted
hereunder.
11. Condemnation.
If the Premises or: any portion~thereof'are taken under
the power of eminent domain, or sold under the threat of the
,°. .16
£- to -lotI
exercise of said power (all of which are herein called
"condemnation") during the term of this Lease, this Lease
shall terminate as to the part so taken as of the date the
condemning authority takes title or possession, whichever
first occurs. If more than 25% of the land area of the
Premises is taken by condemnation, Tenant may, at Tenant's
option, to be exercised in writing only within ten (10) days
after Landlord shall have given Tenant written notice of
such taking (or in the absence of such notice, within ten
(10) days after the condemning authority shall have taken
possession) terminate this Lease as of the date the
condemning authority takes such possession. If Tenant does
not terminate this Lease in accordance with the foregoing,
this Lease shall remain in full force and effect as to the
portion of the Premises remaining, except that the rent
shall be reduced in the proportion that the land area taken
bears to the total land area of the Premises. , Any award for
the taking of all or any part of the Premises under the
power of eminent domain or any payment made under threat of
the exercise of such power shall be the property of
Landlord, whether. such award shall be made as compensation
for diminution in value of the leaseholder or for the taking
of the fee, or as severance damages; provided, however, that
Tenant shall be entitled to any award for loss of or damage,
to Tenant's trade ,fixtures and removable personal property.
In the event that this Lease is not terminated by reason of
such condemnation, Landlord shall to the extent of severance
damages received by Landlord in connection with such
condemnation, repair any damages to the Premises caused by
such condemnation except to the extent that Tenant has been
reimbursed therefor by the condemning authority. Tenant
shall pay any amount in excess of such severance damages
required to complete such repair.
12. Broker's Fee.
12.1 Tenant is represented by Tracy Clark of Voit
Commercial Brokerage. Landlord agrees to pay Voit
Commercial Brokerage a commission in accordance with Voit's
Standard Schedule of Commissions attached hereto as Exhibit
~ as modified by an agreement attached thereto. Except as
provided above, each party represents and warrants to the
other parties that no brokers, finders, or other agents have
been engaged or retained by them in connection with this
transaction, and that no brokerage fee, finder's fee, or
other commission is or may be due as,a result of the parties
entering into this lease agreement.
13. EstoDDel Certificate.
13.1 Tenant shall at any time upon not less than ten
(10) days prior written notice from Landlord execute;
17
E-" -IO~
acknowledge and deliver to Landlord a statement in writing
(i) certifying that this Lease is unmodified and in full
force and effect (or, if modified, stating the nature of
such modification and certifying that this Lease, as so
modified, is in full force and effect) and the date to which
the rent and other charges are paid in advance, if any, and
(ii) acknowledging that there are not, to Tenant's
knowledge, any uncured defaults on the part of Landlord
hereunder, or specifying such defaults if any are claimed.
Any such statement may be conclusively relied upon by any
prospective purchaser or encumbrancer of the Premises.
13.2 At Landlord's option, Tenant's failure to deliver
such statement within such time shall be a material breach
of this Lease or shall be conclusive upon Tenant (i) that
this Lease is in full force and effect, without modification
except as may be represented by Landlord, (ii) that there
are no uncùred defaults in Landlord's performance, and (iii)
that not more than one month's rent has been paid in advance
or such failure may be considered by Landlord as a default
by Tenant under this Lease.
14. Severabilitv. -
The invalidity of any provisions of this Lease as '
determined by a court of competent jurisdiction, shall in no
way affect the validity of any other provision hereof.
15. Interest on Past-due Obliaations.
Except as expressly herein provided, any amount due to
Landlord not paid when due shall bear interest at the
maximum rate then allowable by law from the date due.
Payment of such interest shall not excuse or cure any
default by Tenant under this Lease, provided, however, that
interest shall not be payable on late charges incurred by
Tenant nor on any amounts upon which late charges are paid
by Tenant.
16. Time of Essence.
Time is of the essence.
17. Additional Rent.
Any obligations to pay money of Tenant to Landlord
under the'terms of this Lease shall be deemed to be rent.
18. Incorcoration of Prior Aareements: Amendments~
This Lease contains all agreements of the parties with
respect to any matter mentioned herein. No prior agreement
18
£-G, -If)'
or understanding pertaining to any such matter shall be
effective. This Lease may be modified in writing only,
signed by the parties in interest at the time of the
modification. Except as otherwise stated in this Lease,
Tenant hereby acknowledges that neither the Landlord nor any
employees or agents of any of said persons has made any oral
or written warranties or representations to Tenant relative
to the condition or use by Tenant of said Premises and
Tenant acknowledges that Tenant assumes all responsibility
regarding the Occupational Safety Health Act, the legal use
and adaptability of the Premises and the compliance thereof
. with all applicable laws and regulations in effect during
the term of this Lease except as otherwise specifically
stated in this Lease.
19. Notices.
Any notice required or permitted to be given hereunder
shall be in writing and may be given by personal delivery or
by certified mail, and if given personally or by mail, shall
be deemed sufficiently given if addressed to Tenant or to
Landlord at the address noted below the signature of the
respective parties, as the case-,may be. . Either party may by
notice to the other specify a different address for notice
purposes. A copy of all notices required or permitted to be
given to Landlord hereunder shall be concurrently
transmitted to such party or parties at such addresses as
Landlord may from time to time hereafter designate by notice
to Tenant.
20. Waivers.
No waiver by Landlord or any provision hereof shall be
deemed a waiver of any other provision hereof or of any
other provision hereof or of any'subsequent breach by Tenant
of the same or any other provision. Landlord's consent to,
or approval of, any act shall not be deemed to render
unnecessary the obtaining of Landlord's consent to or ,
approval of any subsequent act by Tenant. The acceptance of
rent hereunder by Landlord shall not be a waiver of any
preceding breach by'Tenant of any provision hereof, other
than the failure of Tenant to pay the particular rent so
accepted, regardless of Landlord's knowledge of such
preceding breach at the time of acceptance of such rent.
21. Recordinq.
Either Landlord or Tenant shall, upon request of the
other, execute, acknowledge and deliver to the other a
"short form" memorandum of this Lease for recording
pUrposes.
19
£,-(.-107
.' . . -
.,
22. Holdinq Over.
If Tenant, with Landlord's consent, remains in
possession of the Premises or any part thereof after the
expiration of the term hereof, such occupancy shall be a
tenancy from month ,to month upon all the provisions of this
Lease pertaining to the obligations of Tenant, but all
options, rights of first refusal, and any obligation of
Landlord to transfer title to Tenant, if any, granted under
the terms of this Lease shall be deemed terminated and be of
no further effect during said month to month tenancy,
23. Cumulative Remedies.
No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with
all other remedies at law or in equity.
24. Covenants and Conditions. ¡
Each provision of this Lease performable by Tenant
shall be deemed both a covenan~and a condition, unless the
context otherwise specifically provides.
25. Bindinq Effect~ Choice of Law.
Subject to any provisions hereof restricting assignment
or subletting by Tenant, this Lease shall bind the parties,
their personal representatives, successors and assigns.
This Lease shall be governed by the laws of the State of
California.
26. Subordination.
26.1 This Lease, at Landlord's option, shall be
subordinate to any prior ground lease, mortgage, deed of
trust, or any other hypothecation or security now or
hereafter placed upon the real property of which the
Premises are a part and to any and all advances made on the
security thereof and to all renewals, modifications,
consolidations, replacements and extensions thereof.
Notwithstanding such subordination, Tenant's.right to quiet
possession of the Premises shall not be disturbed if Tenant
is not in default and so long as Tenant shall pay the rent
and observe and perform all of the provisions of this Lease,
unless this Lease is otherwise terminated pursuant to its
terms, If any mortgagee, ,trustee or ground landlord shall
e£ect to have this Lease prior to the lien of its mortgage,
deed of trust or ground lease, and shall give written notice
thereof to Tenant, this Lease shall be deemed prior to such
mortgage" deed of trust, or ground lease, whether this Lease
20
£- , -ltJi'
is dated prior or subsequent to the date of said mortgage,
deed of trust or ground lease or the date of recording
thereof.
26.2, Tenant agrees to execute any documents required
to effectuate an attornment, a subordination or to make this
Lease prior to the lien of any mortgage, deed of trust or
ground lease, as the case may be. Tenant's failure to
execute such documents within 10 days after written demand
shall constitute ,a, material default by Tenant hereunder, or,
at Landlord's option, Landlord shall execute such documents
on behalf of Tenant as Tenant's attorney-in-fact. Tenant
does hereby make, ,constitute and irrevocably appoint
Landlord as Tenant's attorney-in-fact and in Tenant's name,"
place and stead, to execute such documents in accordance
with this subparagraph.
27. Attorney's Fees.
If either party brings an action to enforce the terms
hereof or declare rights hereunder, the prevailing party in
any such action, on trial or appeal, shall be entitled to
his reasonable attorney's fees ~o be paid by the" losing
party as fixed by the court.
28. Landlord's Access.
Landlord and Landlord's agents shall have the right to
enter the Premises at reasonable times for the purpose of
inspecting the same, showing the same to prospective
purchasers, Lenders, or Landlord, and making such,
alterations, repairs, improvements or additions to the
Premises as Landlord may deem necessary or desirable.
Landlord may place on or about the Premises any ordinary
"For Sale" signs of "For Lease" signs at any time during the
last 120 days of the term hereof-, all without rebate of rent
or liability to Tenant.
29. Auctions.
Tenant shall not conduct, nor permit to be conducted,
either voluntarily or involuntarily, any auction other than
as specifically sanctioned by the Use provisions of this
Lease upon the Premises without first having obtained
Landlord's prior written consent. Notwithstanding anything
to the contrary in this Lease. Landlord shall not be
obligated to exercise any standard of reasonableness in
determining whether to grant such consent.
21
£-'-/tJ'
30. Si=s.
Tenant shall not place any sign upon the Premises
without Landlord's prior written consent except that Tenant
shall have the right, without the prior permission of
Landlord to place ordinary and usual for rent or sublet
signs thereon.
31. Merqer.
The voluntary' or other surrender of this Lease by
Tenant, or a mutual cancellation thereof, or a termination
by Landlord, shall not work a merger, and shall, at the
opinion of Landlord, terminate all or any existing
subtenancies or may, at the option of Landlord, operate as
an assignment to Landlord of any or all of such
subtenancies. '
32. Consents.
Except for the Paragraph of this Lease entitled
"Auctions", wherever in this Lease the consent of one party
is required to an act of the other party such consent shall
not be unreasonable withheld.
33. Guarantor.
In the event that there is a guarantor of this Lease,
said guarantor shall have the same obligations as Tenant
under this Lease.
34. Quiet Possession.
Upon Lease agreeing to paying the rent for the Premises
and observing and performing all of the covenants,
conditions and provisions on Tenant's part to be observed
and preformed hereunder, Tenant shall have quiet possession
of the Premises for the entire term hereof subject to all of.
the provisions of this Lease. 'The individuals executing
this Lease on behalf of Landlord represent and warrant to
Tenant that they are fully authorized and legally capable of
executing this Lease on behalf of Landlord and that such
execution is binding upon all parties holding an ownership
interest in the Premises.
35. Security Measures.
Tenant hereby acknowledges that the rental payable to
Landlord hereunder does not include the cost of guard
service or other security measures, and that Landlord shall
have no obligation whatsoever to provide same, Tenant
22
£-, -110
ï . ..
assumes all responsibility for the protection of Tenant, its
agents and invitees from acts of third parties.
36. Easements.
Landlord reserves to itself the right, from time to'
time, to grant such easements, rights and dedications that
Landlord deems necessary or desirable, and to cause the
recordation of Parcel Maps and restrictions, so long as such
easements, rights"dedications, Maps and restrictions do not
unreasonably interfere with the use of the Premises by
Tenant. Tenant shall sign any of the aforementioned
documents upon request of Landlord and failure to do so
shall constitute a material breach of this Lease.
37. Authority.
If Tenant is a corporation, trust, or general or
limited partnership, each individual executing this Lease on
behalf of such entity represents and warrants that he or:":she".
is duly authorized to execute and deliver this Lease on "";.",,:
behalf of said entity. "'" ,
"'c
(End of Page. Next Page is Signature ,",'
. -..
23
£-" - III
Signature Page to
Lease between the Redevelopment Agency of the
City of Chula Vista and West Team, Inc.,
dba Budget Rent A Car
dated December 13, 1994
Landlord and Tenant have carefully read and reviewed this
lease and each of term and provision contained herein and,
by execution of this lease, show their informed and.
voluntary consent thereto. The parties hereby agree that,
at the time this lease is executed, the terms of this lease
are commercially reasonable and effectuate the intent and
.purpose of Landlord and Tenant with respect to the Premises.
Dated:
West Team, Inc.. a California
corporation, dba'Budget
Rent A Car
\\ 5"\95"" ,81i' <; by,~ \~
' 199f
\ \
- ~fu:-)) - - - - ~ F- ~~t-?.j -(à.~ tib\l.
(Print Name and Title)
Address for Notice:
Budget Rent A Car of San Diego
2554 California Street
San Diego, CA 92101 .
Attn: Stephen Vaughn
Redevelopment Agency of the
City of Chula Vista, a public
body, Corporate and politic
}- J 3 - 15". :J£: A ~
. 19,% by: W~r,J/~
Shirle~orton
Chairw n
Address for Notice:
276 Fourth Avenue
Chula Vista, CA 91910
Attn: Directpr of Community
'AttCt- ~ ./ Development
Chr~s Salomone, Executive Secretary
E -~ -11;;1...
24
\
EXHIBIT A
LEGAL DESCRIPTION:
The SOUTIIEASTERL Y 65 feet of the SOUTHWESTERLY 170 feet of Lot 24 of QUARTER
SECTION 147 of CHULA VISTA, in the City of ChuIa Vista, COUNTY OF SAN DIEGO,
STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF No. 505, mED IN THE
OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, on MARCH 13,1888.
-
E-'-II.3.
-. . .,
ï
EXHIBIT B
+VOit ' ~-, ..'
" .. Commercial Brokerage
Schedule of CommIssIons
lEASE COMMISSIONS
I. Gro.. Le..e:
1st year """"""'" 6% efthe ren: 5th year """""""'.....4%oftherent
2nd year .. . . . . .. ... , . '" 6% eOhe rent 6th through 10th year........... 3% of the rent
3rd year..; .'........... 5% of the rent 11th through 30th yeer .......... 2%,oftherenl
4th year .. :'.. """ "" 4% of the rent Belance of the term.. .. .. .. "" 1 % of the rent
II. Net Lea.e:
1st»ear """"" '..... 7% of therent 5th year .. . .. . .. . .. .. .. .. "'" 5% of the rent
.. . 2nd Year. .. .. .. . .. "" 7% of the rent 6th through 10th year """'" 3%% of therent
. . 3rd year . .. . .. .. .. ; . '" "" of the rent 11th through 30th year........ 2%% of the rent
4th year """"""'" 5% of the rent Balance of the term. . . . . .. . .. " 1% of the rent
III. Commencament of Rant: For the purpose of computing the amount of the commIssJon due for a Ie...a
transac;tlon, the 11m month the b...e or mInImum rentel eommenc.. shall be deemed to be the øm month of thele...e.
IV. Po~ontege Rental: k to any Ie..... which contaIn a percentage rent cIa""e. Owner ahall pay 0 cornrru..lon
on the percentage rent at the sam. rote... appßceble for the minImum guaranteed rent.. obove provIded. This
commlsolon ~haII b. due and payoble wIthIn 1itt~n daY" ofter the T enanf.1!nel payment and ltCCounting of percentage
rentel for the prececf!ng Ie...e Year. AI the end of the third tun Ie.... year there Iha!! b. 0 lettiement .. to any
commlss1on due on percentage rental tor th<H'emaIndar of the original term of the lees. caIcufated upon the
...umption that the percsntag. rental for each year of the remelnder of the term "'11 b. the sama ... tho percentage
'0, rentel tor the ttùrd MlIe...e year.
'..
,.'. ',:.. V. Baae or MinImum Guarantoed Rental Incra....: As to any Ie..... wf1Ich contain a b...e or m!nJmum ranW
Incre...e cfa""o, of wf1Ich aald rentel Inere.... Is Ie be b...ed upen a Consumer Prica Index, Cost of LMng Index or
any other method or Indax of wf1Ich aald Incre..... are undetermIncl>la at the time when Ie...e ccmmlssJens aro duo,
then Owner, fer ill. purpese of computing the omount of cornrru..lon due for aald undetennIriabl. rentel Incro.......
,,;, .wfIJ pay a commIssIon besed upon a 3% annualIzed rentallnere.... at the saine rat. os that appŒcabl. for the b...e
or minimum guaranteed rental as pl'C\>!ded obove. ~ aald Bas. or MInImum Gueranteed Rentel Incro... Claus.
'.". . contains a Pro.!slon' for an Incro... not 10 ba res. than, nor mora than a certaIn omount or pe~ontage Incro..o,' then
Ownor wfII pay the commission b..ed upon tho res.er of the two Increases.'
,', Vi. , . 'extensIon ot Leon or AddItional' Spoco. Token: Shoufd the term of.th. Ie... b. extended or the Tonant
ocet.q>ÿ addltlonal apace In thaaam. buDdIng or ~ complex of buildings. Whether by Wtu. of prov!sfons In the
..... or through lUbsequent mcd!ftca!!on of tho Ie... to' pl'O\'!d. aamo, then 'a leasing commIssJon sheJ b. paid ot
8UCf¡ 11m. as aaId term Is extended or aald addltlono! apace Is occupIed. Said Ie"lng COrnrru..lon sheJ b. computed
" . In occordance wfth the prcMs1ons of this Schedule end by using the rat.. appŒcable os ~ the Inft1eJ term of the Ie...
had Included aald extensIon period lrId/or In the ease Tenant occupl.. odd1tfonal.space, by using tho rat.. appŒcabre
tor,fIOW OCCUpancy.
. VlL , PuCC:'1aso ot Le...ed Property By Tenant Should T.1)IrIt, his 8UCCessor or àsslgneepurchaso tho ""ed
property, or any part Iherect, during the term of the Ieaoe, any extensions thereof or wfttùn 180 d~ after expiration
thereot, then a U!OS comrn/soIon sheJ be paid ot 8UCf¡ 11m. as the purchas. Is e1!ecIed. Said aaI.. comrnIsoIon sheJ
b. computed as oet forth herein below, .... tho amount of the paid-up Ie..e commissIons relating 10 the porUon, of
' , th.Ie... oxtenålng beyond the eITOCUve date of said purchase, Provided, however, that th.re sha/J b. no rebate In the
event the aaI.. commissIon be Ie.. than the pe!d",p le..e commission reloting to that portion of the Ie... extending
beyond the eITective date of said purchase.
VIII. Build 10 Sull/New Con'lluctlonrrenent Improvements: Where the negoUation of a'Ie...1s the orfglna/lng
- of. build Ie 81.IÏt, new construction, or tenant Improve-In oxcess of ~100,ooo, 0- convnIssIcn r8I8 for
. a!! rees... p.rt8lnlng 10 111., 11m len )'ears of the tenn of the lease sheJ be Incre..eá by %%.
IX. ' Month-to-Month .To~oncy: Co~on sheJ be 50% of the 11m monÌh's rent, but In no event, less than
' . ~1,ooo.00. peyabl. upon execution of the ft1Onfh..tc.<nonth rental agreement. In the eve,nt LII10ntfH0.m0nll1 tenant
"...' 'aUœequenlfý executes a feaso, either direct wfth Ownor,l.essor, SublessOr or through Broker. the Broker ohaI! rece!Ye
:~,:./ ale8S/ng cominrss!on In :8CCOtdance wfth Provisions of this SchOdul.,:<lUe uPon 'execut!on of the ...... ,.
X: .' Subie...it3: 'Th. comn'.I.slon ihan'-b. computed end pay8i,l. In the serne manner Os areas., b\Jt1n no event
lessthazi $1,000.00. In the event property Is otrered .. a lubl...e, IrId In leu ot a suble..e Wfth a nOY(tenen~ the
Less.. (Sublessor¡ Is reŒ.ved of his lease obŒgalfon either through en asslg'!"ent of the I.... or 0 cancenaUon of the
. Ie..., then Broker Iha!! be pe!d 0 commissIon based on the amount of octile!' rentel renet, nel or gross, accruing to
'Lessee (Sublessorj, and In,OCCOråence with the rat.. ..,d provisions of this Schedule, but In no event less then $1,000.
' '£. - '-lIe¡ , :,' ,
SALE 8 'CHANGE COMMISSIONS
/. Unimproved Property (acr.ago aub.lant/ally lacking amanltla. nec...a')' for urban developm.n~ ouch
a. ut/lille., and/or Zoning): 10% of th~ gee.. sale pdc.. ,
/I. Improved Property: 6% of the gross sal. pdc..
III. Opt/on to Purcha.e, Flral Right of R.tu.al to Purch...: Owner shall p.y B:oke: a sales commission In
accordonco with th,is Schedule on tho pdco paid for sojd option 0: Fiest RighI of RefuSal and for any extensions theeeof.
This commission shell be paid Upon recelpl by Owner of any such payment(s}. In the evenl such an opllon or Firsl
RIght Is exercised, Owner shall also pey Broker a sales commission on the gross sales pdce of the Property In
accordance with this Schedute pess any commission p:e,.;ously paId by Owner 10 B:oker for such option peyments.
pro,.;ded seld opt/on payments We:e appfied .to the purchase pdce).
IV. Exchange: Each petty to the exchange shell pey a fufI commission besed upon the type and foj: merket value
of the properties exchanged by II In accordance with this, Schedule. Fai: Merket Value of the peepertles shall be thaI
as set forth In the exchange documents.
V. Joint Venture: Should a þint venture be effected In fieu of a sale, 0 fufI commission shall be paid based upon
the Fair Market Value of the property as determined tor purposes of the joinl venture agreement
VI. Buslne.. Opportunity: 10% of the total consideration.
PAYMENT OF COMMISSIONS
L , Lea.. Comml..lon: Commissions shall be due and poyablo on tho execution of a lease by Owner andTenan~
B:oker Is' hereby outhorlzed to deduct Its commission pu13uant to tho foregoing schedule from funds held In Its trust
accoun~ the Owner shall pay any cf¡fferencas In cash In oceordonco herewith.
/I. Sal.. '" Exchang. CommL..lon: Commissions shal1 be paid through Escrow upon the dosing theroof; absent
an ""'OW, commissIons shal1 be paid upon recordation 010 deed; In the event of a contract for deed, 0 commission
shall be paid upon execution of the contract tt 0 þlnl venture agreemenlls effected In fieu of a sale, the commission
shall be paId Upon execution of the þlnl venture agreement
MISCELlANEOUS PROVISIONS
L /n'the event of any octlon by Broker to recover a commission or othee payment due lias a result ot or arising
out ot this Schedule, or oo 0 result of any tacts booed upon or InvoMng this Schedule, the preVOJ1ing petty shall be
entlUed to recover from the non-prevallJng petty or par1!es .uch prevailing party'. o!tomey's te.., court costs, ."Pert
witn... fees ond other expenses releted to such attempts to recover, Including such fees, costs ond ."Pens.. on
oppeaL In the event ony commissions or oth.r poyments ore due and owing hereunder to Broker ond not promptly
paId when due ond owing, they shall, from the date 01 such default beor Interest ot the maximum rete 01 Interest to
which the par1!es could contract In wrfIIng for the forbeorance 01 money under Cardomla and Federel law on the dale
01 such default.
/I. While this schedule Js not affected thereby, Ills under:tcod !hat thero ore certain Instances whereby a higher
rote may be charged. The provfs ono hereof ore 1Ubject, however, to the terms and provisions of any LIsting Agreement
.'" or other agreement to which this schedufemay be, attached and which Is executed by the par1!.. hereto.
/II. The undersigned hereby aCknOwredgesreoeipt 01 a copy 01 this schedule and furthee agr... thot II shall be
binding upon the helra successcm and assigns 01 the undersigned. The term Owner, when used hereIn shall be
deemed to meon the owner 01 the property, a lessee under 0 ground lease, ond any lessee desiring to effect subleases
Note: tt the property covered by thlo Schedule 01 CommIsoiono Is owned solely, jointly or by 0 corporation, .ach
IndMdual sIgning represents and warrants that he Is outhorized to execute and deRver this document and to
bind said owners or such other ownera or corporolfon lur,fng any Inteeest In the property.
~;" Approv.d by: 'OWNER" Accoptod by: "BROKER"
','OfT CCMME~CIAl BRO<ŒRAGIÕ
Peeper;y Add.....: 660 Bay Blvd"S:&. Z:C
Addr...: Chuta VIOta, Califomia 91910
' '.. Telephone: Telephone: (619) ~98-4560: (1319) ~96-4567
, ,~ ~
Name Printed: Name Printed:
TiUe: Title:
Dote: . Dote:
This achedufe Is for !JOe only In transactions In whIch YoK c"mnoe""ol Brokorag. '.'n",,'ved .nd Is nollo be dl.trtbuted
toothera.. '£' -, " ;;:I/~-
.
Voir December 19, 1994
Commercial Brokerage
One o/The Voit Companies Mr. Chris Salomone
Community Development Director
276 Fourth Ave.
660 Bay Boulmrd Chula Vista, CA 91910
Suite 210
Chul, Visla, Calil"ni,
91910
Tel (619) 49B-4560 RE: COMMISSION AGREEMENT FOR LEASE ON 753 BROADWAY,
Fax (619) 49B-4567 CHULA VISTA, WITH WEST TEAM, lNG, DBA BUDGET RENT-A-CAR
AS TENANT
Dear Mr, Salomone:
Per our recent discussion regarding the real estate leasing commission for
the above referenced transaction, the following summarizes the changes we
mutually agreed to:
1, Commission due and payable to Broker by Landlord upon full Lease
execution shall be $4,536,00
2. The balance of the commission in the amount of $5,868,00 shall be
due and payable to Broker by.Landlord upon the 1 st day of the 31 st
month of the Lease term (approximately August 1, 1997) or at such
time as the Tenant waives the termination provision provided in
Paragraph 2.4.2 of the Lease agreement, whichever occurs first. In
the event that the Tenant excersises the right of termination, as
referenced herein, then the balance of commission specified above
shall not be due or payable to Broker.
3. In the event that the Landlord excersises the right of termination,
given Landlord in Paragraph 2.2.1 of the Lease, there shall not be
any refunding of commissions previously paid by Landlord to Broker.
£-~-II(.
" .. - .,
9 If the above accurately defines the changes we agreed to, please indicate
your agreement and acceptance by signing and returning a copy of this
letter to me. Thank you,
Respectfully,
VOlT COMMERCIAL BROKERAGE
7 ~~-!I ~ ~
Tracy C. ~
AGREED TO AND ACCEPTED:
By ~k~ ()- :2 /- q<f
Chris Salomone Date
Community Development Director
£-, -117
ï ... .. .,
FIRST AMENDMENT TO LEASE
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA,
A PUBLIC BODY CORPORATE AND POLITIC C'LANDLORD")
AND
WEST TEAM, INC., A CALIFORNIA CORPORATION,
dba BUDGET RENT A CAR, ("TENANT")
DATED JUNE 7, 1996
The undersigned parties do hereby for the first time amend that certain Lease
Agreement made between the undersigned and dated on or about December 13,
1994 regarding the Lease of 753 Broadway, Chula Vista, Califomia and generally
described as the "Premises". '
All of the terms and provisions of said Lease Agreement shall remain the same and all
applicable to this First Amendment, except as follows:
1. TENANT'S RIGHT TO TERMINATE: Tenant hereby waives the provisions of
Paragraph 2.4.2 of the Lease, "Tenant's Right To Terminate".
Said paragraph is hereby deleted in it's entirety and is of no further force or
effect.
Tenant:
By: Date: b //6/ fl
t v
Landlord: THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA,
A PUBLIC BODY CORPORATE AND POLITIC
By: (JÁ' ~ Date: § - J-i*,
rjYI:S ~¡'_OH~. (!()---"- ~JJfLV~tp~~I~~k
(Print Name and Title)
£-'-II'T
C:IWPDA TAl "fRAC"1\LEASE5\CIlYOFCV .AMD
... DEe
..-..,
Vail December 19, 1994
Commercial Brokerage
One of The Voi, Companies Mr. Chris SalomonE; ,
Community Development Director
276 Fourth Ave.
660 Say Soulevard Chura Vista, CA 91910
Suile 210
Chula Vis'a, Calilornia
'S1910
reI (619) 496-4S60 RE: COMMISSION AGREEMENT FOR LEASE ON 753 BROADWAY,
Fax (619) 498-4S67 CHULA VISTA, WITH WEST TEAM, INC. DBA BUDGET RENT-A-CAR
AS TENANT
Dear Mr. Salomone: -
Per our recent discussion regarding the real estate leasing commission for
the above referenced transaction, the following summarizes the changes we
mutually agreed to:
1. Commission due and payable to Broker by Landlord upon full Lease
execution shall be $4,536.00
2. The balance of the commission in the amount of $5,868.00 shall be
due and payable to Broker by Landlord upon the 1st day of the 31st
month of the Lease term (appróJåmately August 1, 1997) or at such
time as the lenant waives the termination provision provided in
Paragraph 2.4.2 of the Lease agreement, whichever occurs first In
the event that the Tenant excersises the right of termination, as,
referenced herein, then the balance of commission specified above,
shall not be due or payable to Broker.
3. In the event that the Landlord excersises the right of termination,
given Landlord in Paragraph 2.2.1 of the Lease, there shall not be
any refunding of commissions previously paid, by Landlord to Broker.
£ -, -119
."'....."...".,..".,_..".,_.
- ..
"0 If the above accurately defines the changes we agreed to, please indicate
your agreement and acceptance by signing and returning a copy of this
letter to me. Thank you.
Respectfully,
VOlT COMMERCIAL BROKERAGE
Tm¿-;ré~
AGREED TO AND ACCEPTED:
BY~~ ().-:2 1- q'f
Chns Salomone Date
Community Development Director
-
E-I. -12.0
FIRST AMENDMENT TO LEASE
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA,
A PUBLIC BODY CORPORATE AND POLITIC ("LANDLORD")
AND
WEST TEAM, INC., A CALIFORNIA CORPORATION,
dba BUDGET RENT A CAR, ("TENANT")
DATED JUNE 7, 1996'
The undersigned parties do hereby for the first time amend that certain Lease
Agreement made between the undersigned and dated on or about December 13,
1994 regarding the Lease of 753 Broadway, Chura Vista, California and generally
described as the "Premises". '
All of the terms and provisions of said Lease Agreement shail remain the same and all
applicable to this Rrst Amendment, except as follows:
1. TENANT'S RIGHT TO TERMINATE: Tenant hereby waives the provisions of
Paragraph 2.4.2 of the Lease, "Tenant's Right To Terminate".
Said paragraph is hereby deleted in it's entirety and is of no further force or
effect.
-
Tenant:
By:
Landlord: THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA,
A PUBLIC BODY CORPORATE AND POLITIC
By: ~Þ-.<- b~~ Date: 8-'J-~u
{>~Yi!; ~r>-?ð~ ß----~ '"::bcvQ.~-:b;r~e-f;v-
(Print Name and Trt1e)
E:- ~ ~ 1,;1. ,
c~ WPDA TA \ TRAC'I\I.EASEs\ClTYO FCV .AMO
Voit
Corrimen:iaJ BroIœr<tge
INVOICE
Mr. Chris SaLamone
COMMUNIiY DEVELOPMENT DIRECTOR
2711 Fourth Ave
ChuJa VIsta, CA $1&10
Invoice Date: August 2, 1996
Trans. Data: January 13, 1965
Invoice #: 618-GS
Salesperron: CIatk
PREllISES: 753 Broad:.at
ChuiaVista, A 91910
lESSOR: City Of Chura VIsta Redevelopment Agency
lESSEE: West Team, 1=
Budget Rettl-a..çar
ìEFiM: 60 Months
lEASE RATE: $2,600.00 per month
TOTAL CONSIDERATION: $179,974,40
TOTAL COMMISSION: $10,404.00
COMMISSION BALANCE DUE: Cc°,86S.00 --.~
When making payment, please refer to InvOice numbe.r e18-S5. THANK YOU!
~ -h ~_L!~
~ C-l>-,)!l~ ,----
c.~3-£b ;. S;?~I?
Baløzu:e of wnrrni:t:ricns w¡paid i1þr 311 trJ:::: 4aæ of invofa
f:r ml1jea to a jirwiia: rihaq;t: of F mcntJr.
660 Say Baulevan;f * Suite 210* Chul" Vlsta, CA 91910* (GtS) 4(lG-456O* FAX: (6t9) 498-4557 ..
.
£ - ~ - I;}'~' "
-,. .. ..
EXHIBIT 7
HUMPHREY MORTUARY OPERATIONAL PROFILE
Operational Statement
Humphrey Mortuary was established in Chula Vista, CA in 1955, Since the time
Humphrey Mortuary was established, it has grown to serving over 1175 families per year. 60% of
our Business is Cremation, where 40% of our Business is providing some type of Funeral Service
for the Families that we serve.
Our daily public operational schedule is ITOm 8:00 a,m, to 9:00 p,m, seven (7) days a
week. The office is closed on major Holidays throughout the year, Visitations are conducted as
the need arises seven days a week ITom 9:00 a,m. to 9:00 p,m, At the present we have 2 Viewing
Rooms and the Chapel. We oruy conduct I Service at a time in the facility. We do not allow any
services to be held in the Viewing Rooms, They must be held in the Chapel.
Arrangements of Services are scheduled seven days a week ITom 8:30 a,m. to 4:30 p.m.
At the present we have the capabilities to meet with 2 different families at one time, We have two
arrangement offices.
From the attached sheet that shows the breakdown of services, you will note that most of
our services are conducted at outside facilities, 80% of our Traditional Families are Catholic,
which requires that the Mass be held in the church, When the services are held at the church,
there is not a processional from the Mortuary to the Church, When the service is held in our
Chapel, and we are required to cottclude the service at the Cemetery, we then do have a
processional to the Cemetery, We require that all Processionals have I Motor Escort (Police
Escort) for every 12 cars in the Processional. Ifwe do not have the Escorts, then we do not have
a Processional,
As far as # of people that attend the Services in our Facility, we find that varies depending
on the Family, We do not have more than 150 people in the Chapel at any given time,
Humphrey Mortuary employs 12 Full Time people, and 8 Part Time people, We contract
with a removal service that works for Humphrey Mortuary after 5:00 P,ffi. on Weekdays and on
Saturday and Sundays. There main responsibility is to make removals ITom the place of death,
and transport back to Humphrey Mortuary, They employ 6 people,
Regarding the new building, there will not be any significant changes as far as operations,
etc, Our hours will remain the same, staffing will not change, and the way we conduct business
will not change, We will not be running two services at any given time. You will note ITom the
building plans that the oruy Chapel that has access and capabilities to effectively run a service, is
out of the main chapel.
£' -7 - '-
Breakdown of SeIVices: Humphrey Chapel vs Outside Facilities
MONTH VISITATIONS EVENING SERVICES DAY SERVICES OUTSIDE SERVICES
Oct. 1996 12 6 4 21
Nav, 1996 7 1 5 6
Dec. 1996 14 10 2 31
Jan 1997 23 8 11 22
Feb, 1997 20 10 6 31
£-7-..3
EXHIBIT 8
CONDITIONS OF APPROVAL
DESIGN REVIEW COMMITTEE
DESIGN REVIEW COMMITTEE
CONDITIONS OF APPROVAL
HUMPHREY MORTUARY
753 BROADWAY
A. Design Review Approval is contingent upon approval of Special Use Permit SUPS-97-
03.
B. The rear yard setback of 25 ft. shall be met.
C. An alternate roofing material shall be selected and a sample submitted to the Design
Review Committee for review and approval.
D. Some additional windows, making use of obscure glass or other means to protect
neighbor privacy, shall occur on the east (rear) elevation of the building. The style of
the windows shall repeat elements or styles used on the building facade and their
placement and style shall be submitted to the Design Review Committee for review
and approval prior to the building permit submittal stage.
E. Windows on the north elevation shall be consistent in style and trim with windows
used on the facade.
F. A roof plan shall be submitted to the Design Review Committee for review and
approval prior to submittal for building permits.
G. The screening of roof-mounted equipment shall be incorporated into the design of the
roof or, if equipment is ground-mounted, a location shall be determined and a screening
solution designed. The proposal for screening of the equipment shall be submitted to
the Design Review Committee for review and approval prior to submittal for building
permits, and if the solution is for roof-mounted equipment, it shall be incorporated into
the roof plan indicated in "F." above.
H. A revised plan to accommodate staging and outdoor assembly, particularly in
association with the two porte cocheres, shall be submitted to the Design Review
Committee for review and approval. Decorative hardscape materials, wider walkways
and complementary plantings shall be incorporated and detailed hardscape plans and
material samples shall be included in the proposal submitted to the Design Review
Committee.
I. A revised landscape plan addressing the rear elevation and east property line shall be
submitted to the City Landscape Planner for review and approval. At a minimum the
plan shall provide tree forms along the east elevation, shall provide a wider buffer
along the east property line and shall identify the tree species selected for that
property line. The selected species shall include some more vertical tree forms and
flowering-type varieties. The revised landscape plan approved by the City Landscape
Planner shall be included in the presentation to the Design Review Committee.
£: - V-I
J. A lighting plan which indicates style and type of light fixtures as well as location of
fixtures shall be submitted to the Design Review Committee for review and approval
prior to the building permit stage.
K. Roof drainage shall be integrated into the roof cornice leaders or downspouts shall be
concealed within the walls. A roof drainage proposal shall be submitted to the Design
Review Committee for review and approval prior to the building permit stage and shall
be incorporated into the roof plan indicated "F." above.
L. A signage proposal, consistent in style, scale and materials with the proposed building,
shall be submitted to the Design Review Committee for review and approval at the
building permit submittal stage.
M. A graffiti-resistant coating shall be provided for the zoning wall along the east property
line.
N. The street tree proposed to be removed to accommodate the new driveway shall be
replanted. It shall be either relocated to a position on the south side of the driveway,
closest to its present location, or if there is not enough space, it shall be relocated to
a position adjacent and to the south of the north driveway.
O. The trim and window details employed throughout the building shall be consistent in
style, color and materials. The selected styles shall be used on all four elevations and
trim details and glazing samples shall be submitted to the Design Review Committee
for review and approval.
H,IHOMEICOMMOEV\ORC97-41 Moy 22,1997
E - Y-d-,.
EXHIBIT 9
CONDITIONS OF APPROVAL
PLANNING COMMISSION
PLANNING COMMISSION
SPECIAL LAND USE PERMIT
CONDITIONS OF APPROVAL
HUMPHREY MORTUARY
753 BROADWAY
A. Operate the Project as submitted to and approved by the Agency, except as modified
herein and/or as required by the Municipal Code, and as detailed in the project
description.
B Comply with all conditions of approval pursuant to DRC-97-4l or as otherwise modified
herein.
C. Allow only one scheduled funeral service at a time with a maximum seating capacity of
172 attendees (43 parking spaces X 4 seats per space = 172 seating capacity). Viewings
shall not be scheduled or held during the time of a funeral service.
D Construct and operate the Project in accordance with all terms and conditions set forth
in that certain Disposition and Development agreement between the parties approved
concurrently herewith, and all documents and agreements related thereto.
E. Submit a landscape plan to the Planning Department for review and approval and
implement same to the satisfaction of the Director of Planning. A minimum of fifteen
percent (15%) of the site shall be landscaped.
F. Comply with all Project requirements as incorporated into the project description of
Initial Study IS-97-10.
G. Comply with and implement all requirements of the Fire Marshal as related to
conforming with the Uniform Fire Code and applicable Municipal Code requirements.
H. Comply with and implement all requirements of the Director of the Building and Housing
Department as related to conforming with the Uniform Building Code.
1. Comply with and implement all provisions related to Title 24 (Part II), Disabled Access,
to the satisfaction of the Director of Building and Housing.
J. In conjunction with the issuance of any building permit under the authority of the Chula
Vista Municipal Code:
1. Procure a Construction Permit for any work performed in the public right-of-way
which may include, but not necessarily be limited to, the following which shall
be performed and/or constructed to the satisfaction of the City Engineer:
a. Removal of one existing driveway.
b. Placing of new sidewalk, curb and gutter.
c. Placing of a driveway in conformance to the Americans With Disabilities
Act requirements.
£-'-1
2. Pay sewer capacity, sewer lateral installation, traffic signal and development
impact fees. Subject fees may be amended at the time development takes place
and/or a building pennit is applied for, based upon [mal plans submitted for
building pennits.
3. Procure a Grading Pennit, if the exemptions in the Chula Vista Grading
Ordinance No. 1797, as amended, are not met.
K, Comply with and implement all requirements of the Chula Vista Fire Department, to the
satisfaction of the Fire Marshal.
L. Prior to occupancy, schedule a security survey with the Crime Prevention Unit of the
Chula Vista Police Department and implement any suggestions resulting therefrom to the
satisfaction of the Chief of Police.
M. Prior to opening for operations, pay all applicable fees to the Chula Vista Elementary
School District and Sweetwater Union High School District, or participate in alternative
financing mechanisms, to the satisfaction of each respective school district.
N. Execute the attached Agreement (Attachment "A") indicating that you have read,
understood and agreed to the conditions of approval contained herein, and will implement
same.
O. Applicant/operator shall and does hereby agree to indemnify, protect, defend and hold
harmless City, its Council/Agency members, officers, employees, agents and
representatives, from and against any and all liabilities, losses, damages, demands,
claims and costs, including court costs and attorneys' fees (collectively, "liabilities")
incurred by the City/Agency arising, directly or indirectly, from (a) Agency's approval
and issuance of this Special Use Pennit, (b) Agency's approval or issuance of any other
pennit or action, whether discretionary or non-discretionary, in connection with the use
contemplated herein, and (c) Applicants' operation of the facility pennitted hereby.
Applicant/operator shall acknowledge their agreement to this provision by executing a
copy of this Special Use Pennit as stipulated under Condition "J" above. Applicants'
compliance with this provision is an express condition of this Special Use Pennit and this
provision shall be binding on any and all of Applicants' successors and assigns.
P. This pennit shall be subject to any and all new, modified or deleted conditions imposed
after approval of this pennit to advance a legitimate governmental interest related to
health, safety or welfare which the City/Agency shall impose after advance written notice
to the Pennittee and after the City/Agency has given to the Pennittee the right to be
heard with regard thereto. However, the City/Agency, in exercising this reserved
right/condition, may not impose a substantial expense or deprive Pennittee of a
substantial revenue source which the Pennittee can not, in the nonnal operation of the
use pennitted, be expected to economically recover.
Q. This Special Use Pennit shall become void and ineffective if not utilized or extended
within three years from the effective date thereof. This three year utilization period is
hereby approved based on the fact that the Applicant must commit substantial funds to
the project by purchasing the property from the Redevelopment Agency of the City of
£.q.z.
Chula Vista subject to a lease for an alternative use for longer than the customary one
year utilization period. This three year utilization period also coincides with the required
development schedule in the Disposition and Development Agreement for the project.
This schedule was agreed upon to effectuate the orderly implementation of the Southwest
Redevelopment Plan.
R. Failure to comply with any condition of approval shall cause this pennit to be reviewed
by the City for additional conditions or revocation.
S. Comply with all applicable Federal, State and local laws, requirements, rules and
policies, and obtain and comply with all necessary pennits for the Project from each
respective level of government, as applicable.
£- 9-.3
EXHIBIT 10
NEGATIVE DECLARATION 18-97-10
negative declaration
PROJECT NAME: HUMPHREY'S MORTUARY
PROJECT LOCATION: 753 Broadway
ASSESSOR'S PARCEL NO.: 572-212-7, 572-180-36 -
PROJECT APPLICANT: The Loewen Group
CASE NO: IS-97-1O DATE: December 11, 1996
A. Project Setting
The .9 acre project site is currently paved with asphalt over 100% of its surface and is being used
as a car/truck rental facility. One portable structure occupies the site and serves as the rental office.
the site has electrical and water service and a septic system, Surrounding uses include commercial
to the north, south and west, and residential to the east.
B, Project Descriution
The project consists of a construction of a 17,586 square foot mortuary with seating for 180 persons
and 45 parking spaces. The building is proposed to be 2 stories and 38 feet in height. The project
proposes to relocate an existing mortuary from a site approximately 1/2 mile to the south.
C, Comuatibilitv with Zoning and Plans
The proposed use is unclassified according to the zoning ordinance and, therefore, requires a Special
Use Permit. The Special Use Permit and conditions placed upon the use will ensure compatibility
with existing zoning.
D. Identification of Environmental Effects
The Initial Study does not identify any significant environmental impacts that would result from
project implementation.
E. Mitigation necessary to avoid si2nificant effects
Since no significant environmental impacts have been identified, no mitigation measures are required.
£-10 - I ~ ! f?.
-".-
.~
city of chula vista planning department OTY OF
".,vlronm...,bl ,Q~;Q- ~.~';ro., rl...JI "Ii VlqA
F. Consultation
1. Individuals and Organizations
City of Chula Vista: Joe Monaco, Community Development
Roger Daoust, Engineering
Cliff Swanson, Engineering
Bill Ulrich, Engineering
Garry Williams, Plaruúng
Ken Larsen, Director of Building & Housing
Doug Perry, Fire Marshal
Crime Prevention, MaryJane Diosdada
Marty Schmidt, Parks & Recreation Dept,
Ann Moore, Assistant City Attorney
Chula Vista Elementary School District
Sweetwater Union High School District.
2, Documents
Chula Vista General Plan (1989) and EIR (1989)
Title 19, Chula Vista Municipal Code
3, Initial Studv
This environmental determination is based on the attached Initial Study, any
comments received on the Initial Study and any comments received during the public
review period for this Negative Declaration. The report reflects the independent
judgement of the City of Chula Vista. Further information regarding the
environmental review of this project is available from the Chula Vista Plaruúng
Department, 276 Fourth Avenue, Chula Vista, CA 91910,
~~
E ENTAL REVIEW COORDINATOR
¿ ..: 10- :L
Case No.IS-97-10
E~ONMENTALCHECKLISTFORM
1. Name of Proponent: The Loewen Group
2. Lead Agency Name and Address:
City of Chula Vista
276 Fourth Avenue
Chura Vista CA 91911
3. Address and Phone Number of Proponent:
681 North Avenue
Jonesboro, GA 30236
(770) 210-9200
4. Name of Proposal: Humphrey's Mortuary
5, Date of Checklist: December 11, 1996
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I. LAND USE AND PLANNING, Would the
proposal:
a) Conflict with general plan designation or 0 0 0 181
zoning?
b) Conflict with applicable environmental plans 0 0 0 181
or policies adopted by agencies with
jurisdiction over the project?
c) Affect agricultural resources or operations 0 0 0 181
(e.g" impacts to soils or farmlands, or
impacts from incompatible land uses)?
d) Disrupt or divide the physical arrangement 0 0 0 181
of an established community (including a
low-income or minority community)?
Comments: The proposed project is consistent with the General Plan and permitted under a
Special Use Permit by the zoning ordinance. The project site is not affected by environmental
plans or policies and is not a viable agricultural site. No community impacts would result.
II. POPULATION AND HOUSING. Would the
proposal:
a) Cumulatively exceed official regional or 0 0 0 181
local population projections?
b) Induce substantial growth in an area either 0 0 0 181
directly or indirectly (e.g., through projects
in an undeveloped area or extension of
major infrastructure)?
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C) Displace existing housing, especially 0 0 0 ~
affordable housing?
Comments: The project does not have the capacity to impact population and/or housing or to
induce growth.
III. GEOPHYSICAL. Would the proposal result in
or expose people to potential impacts involving:
a) Unstable earth conditions or changes in 0 0 0 ~
geologic substructures?
b) Disruptions, displacements, compaction or 0 0 0 ~
overcovering of the soil?
c) Change in topography or ground surface 0 0 0 ~
relief features?
d) The destruction, covering or modification of 0 0 0 ~
any unique geologic or physical features?
e) Any increase in wind or water erosion of 0 0 ~ 0
soils, either on or off the site?
t) Changes in deposition or erosion of beach 0 0 0 ~
sands, or changes in siltation, deposition or
erosion which may modify the channel of a
river or stream or the bed of the ocean or
any bay inlet or lake?
g) Exposure of people or property to geologic 0 0 0 ~
hazards such as earthquakes, landslides,
mud slides, ground failure, or similar
hazards?
Comments: The project site is level and paved. No substantial changes in topography or
geologic substructures are required. Temporary erosion resulting from construction activities
will be controlled through standard measures.
IV, WATER. Would the proposal result in:
a) Changes in absorption rates, drainage 0 0 0 ~
patterns, or the rate and amount of surface
runoff?
b) Exposure of people or property to water 0 0 0 ~
related hazards such as flooding or tidal
waves?
c) Discharge into surface waters or other 0 0 0 ~
alteration of surface water quality (e.g.,
temperature, dissolved oxygen or turbidity)?
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d) Changes in the amount of surface water in 0 0 0 I25J
any water body?
e) Changes in currents, or the course of 0 0 0 ~
direction of water rnovernents, in either
marine or fresh waters?
f) Change in the quantity of ground waters, 0 0 0 I25J
either through direct additions or
withdrawals, or through interception of an
aquifer by cuts or excavations?
g) Altered direction or rate of flow of 0 0 0 I25J
groundwater?
h) Impacts to groundwater quality? 0 0 0 181
i) Alterations to the course or flow of flood 0 0 0 I25J
waters?
j) Substantial reduction in the amount of 0 0 0 181
water otherwise available for public water
supplies?
Comments: The project site is currently 100% paved surfaces. Project implementation would
not affect runoff or absorption.
V, AIR QUALITY. Would the proposal:
a) Violate any air quality standard or 0 0 181 0
contribute to an existing or projected air
quality violation?
b) Expose sensitive receptors to pollutants? 0 0 0 I25J
c) Alter air movement, moisture, or 0 0 0 181
temperature, or cause any change in climate,
either locally or regionally?
d) Create objectionable odors? 0 0 0 I25J
e) Create a substantial increase in stationary or 0 0 0 181
non-stationary sources of air emissions or
the deterioration of ambient air quality?
Comments: The project is the relocation of an existing use. Traffic, and resulting air
emissions would be slightly modified, but no increase would result.
VI. TRANSPORTATION/CIRCULATION. Would
the proposal result in:
a) Increased vehicle trips or traffic congestion? 0 0 181 0
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b) Hazards to safety from design features (e.g" 0 0 0 18]
sharp curves or dangerous intersections) or
incompatible uSeS (e.g., farm equipment)?
c) Inadequate emergency access or access to 0 0 0 18]
nearby uses?
d) Insufficient parking capacity on-site or off- 0 0 0 18]
site?
e) Hazards or barriers for pedestrians or 0 0 0 18]
bicyclists?
f) Conflicts with adopted policies supporting 0 0 0 18]
alternative transportation (e.g. bus turnouts,
bicycle racks)?
g) Rail, waterborne or air traffic impacts? 0 0 0 18]
h) A "large project" under the Congestion 0 0 0 18]
Management Program? (An equivalent of
2400 or more average daily vehicle trips or
200 or more peak-hour vehicle trips,)
Comments: The project proposes to relocate an existing uSe approximately 112 mile north of
its existing location on Broadway. Traffic patterns would be slightly modified, but no
significant impacts would result. The project provides sufficient parking and does not impact
any other mode of transportation,
VII. BIOLOGICAL RESOURCES. Would the
proposal result in impacts to:
a) Endangered, sensitive species, species of 0 0 0 18]
concern or species that are candidates for
listing?
b) Locally designated species (e.g., heritage 0 0 0 18]
trees)?
c) Locally designated natural communities (e.g, 0 0 0 18]
oak forest, coastal habitat, etc.)?
d) Wetland habitat (e.g., marsh, riparian and 0 0 0 18]
vernal pool)?
e) Wildlife dispersal or migration corridors? 0 0 0 18]
f) Affect regional habitat preservation planning 0 0 0 18]
efforts?
Comments: The project site is paved and contains no biological resources.
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VIII. ENERGY AND MINERAL RESOURCES.
Would the proposal:
a) Conflict with adopted energy conservation 0 0 0 181
plans?
b) Use non-renewable resources in a wasteful D D D 181
and inefficient manner?
c) If the site is designated for mineral resource D D D 181
protection, will this project impact this
protection? '
Comments: No impacts to energy resources would result.
IX, HAZARDS. Would the proposal involve:
a) A risk of accidental explosion or release of D D 181 D
hazardous substances (including, but not
limited to: petroleum products, pesticides,
chemicals or radiation)?
b) Possible interference with an emergency D D D 181
response plan or emergency evacuation
plan?
c) The creation of any health hazard or D D 181 D
potential health hazard?
d) Exposure of people to existing sources of D D D 181
potential health hazards?
e) Increased fire hazard in areas with D 0 D 181
flammable brush, grass, or trees?
Comments: The proposed project involves the use of flammable materials. However,
regulations imposed on the use and storage of these materials reduces safety impacts to less
than significant levels.
X. NOISE. Would the proposal result in:
a) Increases in existing noise levels? D D D 181
b) Exposure of people to severe noise levels? D 0 0 181
Comments: No significant increase in noise levels would result.
XI. PUBLIC SERVICES. Would the proposal have
an effect upon, or result in a need for new or
altered government services in any of the following
areas:
a) Fire protection? D D D 181
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b) Police protection? 0 0 0 ~
c) Schools? D D D I8J
d) Maintenance of public facilities, including 0 0 0 ~
roads?
e) Other governmental services? 0 0 0 ~
Comments: Public service needs would not change as a result of the relocation.
0 0 0 ~
XII. Thresholds, Will the proposal adversely impact
the City's Threshold Standards?
As described below, the proposed project does not adversely impact any of the seen
Threshold Standards.
a) FirelEMS 0 0 0 ~
The Threshold Standards requires that fire and medical units must be able to
respond to calls within 7 minutes or less in 85% of the cases and within 5 minutes
or less in 75% of the cases. The City of Chula Vista has indicated that this
threshold standard will be met, since the nearest fire station is 1.5 miles away and
would be associated with a 3 minute response time, The proposed project will
comply with this Threshold Standard.
Comments: The Fire Department has indicated the ability to provide adequate service to the
site. Fire flows in the area are adequate for the proposed use,
b) Police 0 0 0 ~
The Threshold Standards require that police units must respond to 84% of Priority
1 calls within 7 minutes or less and maintain an average response time to all
Priority 1 calls of 4.5 minutes or less. Police units must respond to 62.10% of
Priority 2 calls within 7 minutes or less and maintain an average response time to
all Priority 2 calls of 7 minutes or less, The proposed project will comply with this
Threshold Standard.
Comments: Police response times are well within the allowable threshold limits.
c) Traffic 0 0 0 ~
The Threshold Standards require that all intersections must operate at a Level of
Service (LOS) "C" or better, with the exception that Level of Service (LOS) "D"
may occur during the peak two hours of the day at signalized intersections.
Intersections west of 1-805 are not to operate at a LOS below their 1987 LOS. No
intersection may reach LOS "E" or "F" during the average weekday peak hour.
Intersections of arterials with freeway ramps are exempted from this Standard.
The proposed project will comply with this Threshold Standard.
Comments: Traffic volumes will not be impacted by the project.
d) ParkslRecreation 0 0 0 ~
(N '\SHARED\CO MMD EV\IS.97 - tQ,EIR) £: - /0 -V p.,"
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The Threshold Standard for Parks and Recreation is 3 acres/l,OOO population. The
proposed project will comply with this Threshold Standard.
Comments: The project does not propose residential use.
e) Drainage 0 0 0 181
The Threshold Standards require that storm water flows and volumes not
exceed City Engineering Standards, Individual projects will provide
necessary improvements consistent with the Drainage Master Plan(s) and
City Engineering Standards. The proposed pr9ject will comply with this
Threshold Standard.
Comments: The project would not result in an increase in impervious surfaces.
t) Sewer 0 0 0 181
The Threshold Standards require that sewage flows and volumes not
exceed City Engineering Standards, Individual projects will provide
necessary improvements consistent with Sewer Master Plan(s) and City
Engineering Standards. The proposed project will comply with this
Threshold Standard.
Comments: The project will require connection to the City sewer system and abandonment of
an existing septic system on site.
g) Water 0 0 0 181
The Threshold Standards require that adequate storage, treatment, and
transmission facilities are constructed concurrently with planned growth and that
water quality standards are not jeopardized during growth and construction. The
proposed project will comply with this Threshold Standard.
Applicants may also be required to participate in whatever water conservation or
fee off-set program the City of Chula Vista has in effect at the time of building
permit issuance.
Comments: No net increase in waster usage would result from project implementation.
XIII. UTILITIES AND SERVICE SYSTEMS. Would
the proposal result in a need for new systems, or
substantial alterations to the following utilities,.
a) Power or natural gas? 0 0 0 181
b) Communications systems? 0 0 0 181
c) Local or regional water treatment or 0 0 0 181
distribution facilities?
£-10-9
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d) Sewer or septic tanks? 0 0 0 I2!J
e) Storm water drainage? 0 0 0 [g
t) Solid waste disposal? 0 0 0 I2!J
Comments: No net increase in utility or service demand would result from project
implementation.
XIV. AESTHETICS. Would the proposal:
a) Obstruct any scenic vista or view open to 0 0 0 I2!J
the public or will the proposal result in the
creation of an aesthetically offensive site
open to public view?
b) Cause the destruction or modification of a 0 0 0 I2!J
scenic route?
c) Have a demonstrable negative aesthetic 0 0 0 I2!J
effect?
d) Create added light or glare sources that 0 0 0 I2!J
could increase the level of sky glow in an
area or cause this project to fail to comply
with Section 19.66.100 of the Chula Vista
Municipal Code, Title 19?
e) Reduce an additional amount of spill light? 0 0 0 I2!J
Comments: The height and bulk of the structure would be consistent with other surrounding
commercial uses. Lighting will not cause excessive glare.
XV. CULTURAL RESOURCES. Would the
proposal:
a) Will the proposal result in the alteration of 0 0 0 I2!J
or the destruction or a prehistoric or
historic archaeological site?
b) Will the proposal result in adverse physical 0 0 0 I2!J
or aesthetic effects to a prehistoric or
historic building, structure or object?
c) Does the proposal have the potential to 0 0 0 I2!J
cause a physical change which would affect
unique ethnic cultural values?
d) Will the proposal restrict existing religious 0 0 0 I2!J
or sacred uses within the potential impact
area?
£. -10-10
(N""HAREDICOMMDEWS.97-tII,EIR) pogoB
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e) Is the area identified on the City's General 0 0 0 I8J
Plan EIR as an area of high potential for
archeological resources?
Comments: The project site was formerly developed and no cultural resources are evident on
the site.
XVI. PALEONTOLOGICAL RESOURCES. Wzll the 0 0 0 I8J
proposal result in the alteration of or the
destruction of paleontological resources?
Comments: The project site was formerly developed an~ no paleontological resources are
evident on the site.
XVII. RECREATION, Would the proposal:
a) Increase the demand for neighborhood or 0 0 0 I8J
regional parks or other recreationai
facilities?
b) Affect existing recreational opportunities? 0 0 0 I8J
c) Interfere with recreation parks & recreation 0 0 0 I8J
plans or programs?
Comments: The project, by nature of its size and scope, does not have the capacity to cause
such impacts.
XVIII. MANDATORY FINDINGS OF
SIGNIFICANCE: See Negative Declaration for
mandatory findings of significance, If an EIR is
needed, this section should be completed.
a) Does the project have the potential to 0 0 0 I8J
degrade the quality of the environment,
substantially reduce the habitat of a fish or
wildlife species, cause a fish or wildlife
population to drop beiow self-sustaining
levels, threaten to eliminate a plant or
animal community, reduce the number or
restrict the range of a rare or endangered
plant or animal or eliminate important
examples of the major periods or California
history or prehistory?
Comments: The project, by nature of its size and scope does not have the capacity to cause
such impacts.
b) Does the project have the potential to 0 0 0 I8J
achieve short-term, to the disadvantage of
long-term, environmental goals? II
£ -10 -
(N,\SHAREDICOMMDEVlIS-97- tQ,E!R) p.geO
P"",U,II,
P"",U,II, Sig"in""" Lm th",
Sig"in""" U"!m Sig"m""" No
Imp", MiI'g"'" Imp", Imp",
Comments: The project, by nature of its size and scope does not have the capacity to cause
such impacts,
c) Does the project have impacts that are 0 0 0 I8J
individually limited, but cumulatively
considerable? ("Cumulatively considerable"
means that the incremental effects of a
project are considerable when viewed in
connection with the effects of past projects,
the effects of other current projects, and the
effects of probable future projects,)
Comments: The project does not contribute to cumulatively significant impacts,
d) Does the project have environmental effect 0 0 0 I8J
which will cause substantial adverse effects
on human beings, either directly or
indirectly?
Comments: The project is not of sufficient size or scope to have such impacts,
XIX. PROJECT REVISIONS OR MITIGATiON MEASURES:
None required.
XX. ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED:
The environmental factors checked below would be potentially affected by this project, involving at
least one impact that is a "Potentially Significant Impact" or "Potentially Significant Unless
Mitigated," as indicated by the checklist on the following pages.
D Land Use and Planning 0 Transportation/Circulation 0 Public Services
DPopulation and Housing 0 Biological Resources DUtilities and Service
Systems
0 Geophysical DEnergy and Mineral 0 Aesthetics
Resources
D Water 0 Hazards 0 Cultural Resources
0 Air Quality DNoise 0 Recreation
0 Mandatory Findings of Significance
£ -10 -1"-
(N,ISHAREDICOMMDEVlIS-91- tQ,EIR) p'&'10
XXI. DETERMINATION:
On the basis of this initial evaluation:
I find that the proposed project COULD NOT have a significant effect on the [X]
environment, and a NEGATIVE DECLARATIONwiil be prepared.
I find that although the proposed project could have a significant effect on the D
environment, there wiil not be a significant effect in this case because the
mitigation measures described on an attached sheet have been added to the project.
A MITIGATED NEGATIVE DECLARATIONwiil be prepared.
I find that the proposed project MAY have a significant effect on the environment, D
and an ENVIRONMENTAL IMPACT REPORT is required.
I find that the proposed project MAY have a significant effect(s) on the D
environment, but at least one effect: 1) has been adequately analyzed in an earlier
document pursuant to applicable legal standards, and 2) has been addressed by
mitigation measures based on the earlier analysis as described on attached sheets, if
the effect is a "potentiaily significant impacts" or "potentiaily significant unless
mitigated." An ENVIRONMENTAL IMPACT REPORT is required, but it must
analyze only the effects that remain to be addressed.
I find that although the proposed project could have a significant effect on the D
environment, there WILL NOT be a significant effect in this case because ail
potentiaily significant effects (a) have been analyzed adequately in an earlier EIR
pursuant to applicable standards and (b) have been avoided or mitigated pursuant
to that earlier EIR, including revisions or mitigation measures that are imposed
upon the proposed' project. An addendum has been prepared to provide a record of
this determination.
Ø-4~ / Z¡;c./."
Si re Date
Environmental Review Coordinator
City of Chula Vista
IE -10 -1.3
WISHAREDICOMMDEV\IS-97-1Q,EIR) p'g,ll
ï - ,. -
EXHIBIT 11
COMPARABLE PROPERTY SALES
EXHIBIT 11
COMPARABLE PROPERTY SALES
NUMBER ADDRESS DATE SOLD LOT PRICE
SIZE SO.FT.
1. 8th St./Highland, National City 02108195 31,900 $7.84
2. Palomar/Broadway, Chula Vista OS/28/94 554,519 8.50
3. Main/Beyer, Chllia Vista 07/05/95 57,499 9.04
4. Palomar/Broadway, Chula Vista 10/15/93 45.738 9.29
5. Paseo del Rey/Lazo Court, Chula Vista 04/04/95 79,279 9.65
6. 30th/Second Avenue, Chula Vista 03/96 26,920 11.48
7. 44 Broadway, Chula Vista 03/26/93 6,610 12.59
£-11 -I
JOINT REDEVELOPMENT AGENCY/COUNCIL AGENDA STATEMENT
Item 4
Meeting Date 06103/97
ITEM TITLE: PUBLIC HEARING: Pursuant to California Health and Safety Code Sections 33431 and
33433 considering Sale of Agency Property to and Approving an Agreement with the
San Diego Unified Port District for Purchase and Sale and Escrow Instructions for 980
Lagoon Drive
SUBMITTED BY: Community Development Director (-ç.
REVIEWED BY: Executive Director ff (415ths Vote: Yes- No.LJ
Staff requests that this item be continued to a Special Joint Meeting of the Redevelopment Agency on June 10,
1997.
IFKI H,IHOMEICOMMOEV\STAFF.REPlOa,03,97IPORTSAlA.CONIMay 29, 199712,01,mll
4- I
JOINT REDEVELOPMENT AGENCY/COUNCIL AGENDA STATEMENT
Item "
Meeting Date 06/03197
ITEM TITLE: 4) Agency Resolution /~.f'- Supporting Assembly Bill 1342, Extension
of Time Limits for Redevelopment Plans
b) Council Resolution Senate Bill 1153, Insurance
SUBMITTED BY: log;".... C.mm;lIæ If"~
REVIEWED BY: b~t;~ D;,...UC, ~ 15 (415ths Vote: Yes- NoJl)
, /?
Attached for YOllr review are:
. an analysis of AB 1342, extending the life of those Redevelopment Plans adopted on or before 12/31/93
to 40 years or until 111/24, whichever is later. Passage of this bill would allow four of the City's five
Redevelopment Plans to extend their useful life.
. an analysis of SB 1153 which will protect the solvency of such Joint Powers Authorities as the San
Diego Pooled Insurance Program Authority, of which Chula Vista is a member.
RECOMMENDATION: That the Board take a position of "Support" on AB 1342 and on SB 1153.
BOAROSICOMMISSIONS RECOMMENDATION: Not applicable.
DISCUSSION AB 1342:
AB 1342 (Naoolitano) Extension of Time Limits for Redevelopment Plans: Would authorize the extension of
existing Redevelopment Plans, adopted on or before 12/31/93, to 40 years or until 1/1124, whichever is later.
It would also extend the debt establishment period for these plans until 111114.
Chula Vista's oldest Redevelopment Plan (Bayfront) was established in 1974. Town Center I was established
in 1976; these two plans were merged in 1979. Both Bayfront and Town Center I were initially established
as 25 year plans. The Agency Board is planning to amend both plans to extend their respective lives by an
additional 15 years, the maximum allowed under current law, until 2014 and 2016 respectively. AB 1342 would
allow further extension of the life of these plans (upon adoption of an ordinance by the Agency Board) until 2024
and 2026 respectively.. providing the Agency with valuable time to further the blight-removing goals of all
Redevelopment Plans.
' -I
Page 2, Item lø
Meeting Date 06103197
FISCAL IMPACT AB 1342: $13.5 million to the Chula Vista Redevelopment Agency over the life of all
four affected Chula Vista Redevelopment Plans. This figure is based on the amount of tax increment which
supports the Bayfront, Town Center I, Town Center II and Otay Valley Road project areas, multiplied by the
number of years by which the life of the project area would be extended. The Southwest Project area would
not be affected as it's current life extends until 2030.
(1) Assumes that Plan amendment process will resllit in mandatory sharing of tax increments with taxing
jurisdictions.
(2) Excludes expansion area approved in 1988 since life of this area will extend beyond 2024.
DISCUSSION SB 1153:
Existing law allows public entities to pool self. insured claims or losses among themselves, pursuant to a joint
powers agreement (JPA). Chula Vista has been a member of such a JPA, the San Diego Pooled Insurance
Program Authority, since 1986. Despite JPA contract wording to the contrary, a trial court has recently handed
down a ruling that an entity withdrawing from the Authority may recover the difference between all contributions
the member has made to the Authority and the claims paid out. For many JPA's, a loss of this nature would
be crippling.
Although the ruling is being appealed, the California Association of Joint Powers Authorities is sponsoring SB
1153 in order to protect the solvency of other such JPA's. The proposed legislation specifies that governmental
entities insured under a joint powers agreement, including those entities conducting fairs and exhibitions, are not
entitled to a return of contributions, premium or other risk payment for the period of time a peril was insured
or the entity was covered, unless the JPA or contract so specifies. The San Diego Pooled Insurance Program
Authority has requested Chula Vista's support of this bill.
FISCAL IMPACT SB 1153: Passage of this bill will assist in protecting the solvency of the San Diego
Pooled Insurance Program Authority (SANDPIPA). The City contributes approximately $214,000 per year to this
Authority, and has been a member since 1986.
ATTACHMENTS:
1. AB 1342 . Legislative Analysis, Text, Letter requesting support from City of Cerritos
2. SB 1153 . Legislative Analysis, Text, Letter requesting support from SANDPIPA
leKI ",IHOMEleOMMOEVISTAFF,REPI06-03-97ILEG-eOMIM,y 23, 199714,57",,11 , - J...
.. - .
RESOLUTION NO. I'~~
RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF CHULA VISTA SUPPORTING ASSEMBLY BILL
AB 1342, EXTENSION OF TIME LIMITS FOR
REDEVELOPMENT PLANS
WHEREAS, AB 1342 (Napolitano) would authorize the
extension of existing Redevelopment Plans, adopted on or before
12/31/93, to 40 years or until 1/1/24, whichever is later, and
would extend the debt establishment period for these plans until
1/1/14; and
WHEREAS, passage of this bill would allow four of the
city's five Redevelopment Plans to extend their useful life which
would provide the Redevelopment Agency with valuable time to
further the blight-removing goals of all Redevelopment Plans; and
WHEREAS, the Legislative Committee recommends that the
Agency take a position of "support" on AB 1342.
NOW, THEREFORE, BE IT RESOLVED the Redevelopment Agency
of the City of Chula vista does hereby support AB 1342, Extension
of Time Limits for Redevelopment Plans.
Presented by Approved as to form by
Shirley Horton, Chair ney
c: \rs\AB1342
6-~ -1
RESOLUTION NO.~~
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA SUPPORTING SENATE BILL 1153,
INSURANCE
WHEREAS, existing law allows public entities to pool
self-insurance claims or losses among themselves, pursuant to a
joint powers agreement (JPA); and
WHEREAS, Chula vista has been a member of such a JPA, the
San Diego Pooled Insurance Program authority, since 1986; and
WHEREAS, despite JPA wording to the contrary, a trial
court has recently handed down a ruling that an entity withdrawing
from the Authority may recover the difference between all
contributions the member has made to the Authority and the claims
paid out and for many JPA's, a loss of this nature would be
crippling; and
WHEREAS, although the ruling is being appealed, the
California Association of Joint Powers Authorities is sponsoring SB
1153 is order to protect the solvency of other such JPA's; and
WHEREAS, the proposed legislation specifies that
governmental entities insured under a joint powers agreement,
including those entities conducting fairs and exhibitions, are not
entitled to a return of contributions, premium or other risk
payment for the period of time a peril was insured or the entity
was covered, unless the JPA or contract so specifies; and
WHEREAS, the San Diego Pooled Insurance Program Authority
has requested Chula vista's support of this bill and passage of
this bill will assist in protecting the solvency of the San Diego
Pooled Insurance Program Authority (SANDPIPA); and
WHEREAS, the Legislative Committee recommends that the
Council take a position of "support" on SB 1153.
NOW, THEREFORE, BE IT RESOLVED the City Council of the
City of Chula vista does hereby support SB 1153, Insurance.
Presented by Approved as to form by
Shirley Horton, Mayor torney
C:\rs\SB1153
(.- 6 - (
CITY OF CHULA VISTA
LEGISLATIVE ANALYSIS
June 3, 1997
BILL AUTHOR TITLE INTRODUCED AMENDED
AB 1342 Napolitano Extension of Time Limits for 2/28/97 --
Redevelopment Plans
CITY POSITION LEAGUE POSITION RELATED BILLS ADDRESSED BY LEG. PROGRAM
PENDING SUPPORT NONE NO; Council Action Requested
STATUS: Pending in Assembly Housing & Community Oevelopment Committee
BACKGROUND: Existing law limits the life of a Redevelopment Plan, adopted on or before 12/31/93,
to 40 years or until the year 2009, whichever is later.
AB 1342 would: Extend the life of those Redevelopment Plans adopted on or before 1 2/31193 to 40
years or until 111/24, whichever is later. It would also extend the debt establishment
period for these plans to 1/1114.
In Chula Vista, the oldest Redevelopment Plan (Bayfront) was adopted in 1974 and
is due to expire in 1999. The second Redevelopment Plan (Town Center I) was
adopted in 1976 and is due to expire in 2001. The Agency Board has authority, and
is currently planning, to amend both of these in order to extend their respective lives
until 2014 and 2016, however passage of AB 1342 would provide even more
flexibility to the Agency by allowing the Agency Board to extend these projects to
2024.
Other Chula Vista Redevelopment Project areas which would benefit to a lesser
extent from AB 1342 are: Town Center II which is due to expire in 2018 and Otay
Valley Road which would otherwise expire in 2023. Each of these Plans would be
allowed to continue through 2024 if AB 1342 becomes law. The Southwest project
area would not be affected as it is not due to expire until 2030.
FISCAL IMPACT: $13.5 million. This figure is based on the amount of tax increment which supports
the Bayfront, Town Center I, Town Center II and Southwest project areas, multiplied
by the number of years by which the life of the project area could otherwise be
extended (Bayfront: $1.7 millionlyear @ 10 years, Town Center I: $800,000/year @
8 years, Town Center II: $750,000/year @ 6 years and Otay Valley Road:
$700,000/year for 1 year). Passage of AB 1342 would permit each of these project
areas to continue their successful efforts to eliminate blight in this community until
the year 2024.
DATE TO BOARD RECOMMENDATION LETTERS
June 3, 1997 SUPPORT YES
A 1- f C,\wp51'ANALYSES\,bl 342"n,
AB1342 http://www,sen,ca,gov/htbin/ca-html,,.00.AB1342]CU RRVER. TXT; 1/bill/AB 1342
AB 1342 Redevelopment plans.
BILL NUMBER: AB 1342 INTRODUCED 02/28/97
INTRODUCED BY Assembly Member Napolitano
FEBRUARY 28,1997
An act to amend Sections 33333,6 and 33426,5 of the Health and Safety Code, relating to
redevelopment.
LEGISLATIVE COUNSEL'S DIGEST
AB 1342, as introduced, Napolitano, Redevelopment plans,
(1) Existing law, effective January 1, 1994, and known as the Community Redevelopment Law
Reform Act of 1993, revised the definition of a blighted area and enacted numerous other
revisions in the Community Redevelopment Law, including the imposition of specified time
limitations on redevelopment plans, the requirement of the adoption of implementation plans
describing the goals and objectives of redevelopment agencies, and the inclusion of specified
information on statements of indebtedness required to be filed by redevelopment agencies.
This act also provided that the limitations established in a redevelopment ordinance pursuant
to that act shall not be applied to limit allocation of taxes to an agency to the extent required to
eliminate specified project deficits or to implement a specified replacement housing program,
This bill would, notwithstanding certain limitations imposed by that act, authorize the
legislative body of a redevelopment agency to extend the specified time limitations under
prescribed circumstances. The bill also would provide that the limitations established in a
redevelopment ordinance pursuant to that act shall not be applied to limit allocation of taxes to
an agency to the extent required to undertake or perform specified activities relating to,
among other things, affordable housing production requirements, deposits of funds into its
Low and Moderate Income Housing Fund, and financial assistance to school districts.
(2) Under existing law, the effectiveness of any redevelopment plan adopted on or before
December 31, 1993, is required to terminate no later than 40 years after the adoption of the
plan, or on January 1, 2009, whichever is later.
This bill would instead require the effectiveness of any such redevelopment plan to terminate
no later than 40 years after the adoption of the plan, or on January 1, 2024, whichever is later.
Existing law also specifies that the time limit that is required to be adopted on the establishing
of loans, advances, and indebtedness to finance any such redevelopment plan may not
exceed 20 years from the adoption of the redevelopment plan or January 1, 2004, whichever
is later.
This bill would instead require that the time limit on the establishing of loans, advances, and
indebtedness to finance any such plan not exceed January 1, 2014,
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(3) Existing law permits a redevelopment agency, under specified circumstances, to pay all or
part of the costs of land, or the installation and construction of any structure or other
improvement that is publicly owned within or without a project area. This law prohibits an
agency from providing any form of direct assistance to an automobile dealership on a parcel
not previously developed for urban use, or a development on a parcel of 5 acres or more not
previously developed for urban use that would generate sales and use taxes, except as
specified,
This bill would revise this prohibition to apply instead to automobile centers or complexes, as
defined, and would clarify that nothing in those provisions would prohibit direct assistance to a
development on a parcel that contains less than 5 acres, The bill also would provide that
these provisions shall not be construed to prohibit redevelopment agency assistance to
conversions of automobile dealerships, centers, or complexes to other uses under specified
conditions,
Vote: majority, Appropriation: no. Fiscal committee: no. State-mandated local program: no.
SECTION 1, Section 33333,6 of the Health and Safety Code is amended to read:
33333,6, The limitations of this section ~pply to every redevelopment plan adopted on
or before December 31,1993,
(a) (1) The time limit on the establishing of loans, advances, and indebtedness adopted
pursuant to paragraph (2) of subdivision (a) of Section 33333,2 or paragraph (2) of
subdivision (a) of Section 33333.4 shall not exceed 29 }"a1"8 b." EB" a".",H'I. af ER"
"""" "l""ffi"nE ",laa"" January1,2991, ¡Ilie." "" i. laE"" 2014,Thislimit, however,
shall not prevent agencies from incurring debt to be paid from the Low and Moderate Income
Housing Fund or establishing more debt in order to fulfill the agency's housing obligations
under Section 33413, This limit shall not prevent agencies from refinancing, refunding, or
restructuring indebtedness after the time limit if the indebtedness is not increased and the
time during which the indebtedness is to be repaid does not exceed the date on which the
indebtedness would have been paid, If the legislative body desires to extend the time limit for
the establishing of loans, advances, and indebtedness contained in a redevelopment plan
adopted prior to January 1, 1994, to a time limit not to exceed the time limit set forth in this
paragraph, the legislative body may amend the redevelopment plan by ordinance or before
December 31, 19_,
(2) The time limitation established by paragraph (1) of this subdivision may be extended, only
by amendment of the redevelopment plan, after the agency finds, based on substantial
evidence that: (A) significant blight remains within the project area; and (8) this blight cannot
be eliminated without the establishment of additional debt. However, this amended time
limitation may not exceed 10 years from the time limit established pursuant to paragraph (1) of
this subdivision or the time limit on the effectiveness of the plan established pursuant to
subdivision (b), whichever is earlier.
(b) The effectiveness of every redevelopment plan to which this section applies shall
terminate at a date ¡.Ilieh .hall that does not exceed 40 years from the adoption of the
redevelopment plan, or on January 1, ~2024 , whichever is later. After the time limit on
the effectiveness of the redevelopment plan, the agency shall have no authority to act
pursuant to the redevelopment plan except to pay previously incurred indebtedness and to
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enforce existing covenants, contracts, or other obligations. If the legislative body desires to
extend the date to which a redevelopment plan, adopted prior to January 1, 1994, is effective
to a date not to exceed the date set forth in this subdivision, the legislative body may amend
the redevelopment plan by ordinance on or before December 31, 19_,
(c) Except as provided in subdivisions (g) and (h), a redevelopment agency shall not pay
indebtedness or receive property taxes pursuant to Section 33670 after 10 years from the
termination of the effectiveness of the redevelopment plan pursuant to subdivision (b),
(d) (1) If plans which had different dates of adoption were merged on or before December 31,
1993, the time limitations required by this section shall be counted individually for each
merged plan from the date of the adoption of each plan, If an amendment to a redevelopment
plan added territory to the project area on or before December 31, 1993, the time limitations
required by this section shall commence, with respect to the redevelopment plan, from the
date of the adoption of the redevelopment plan, and, with respect to the added territory, from
the date of the adoption of the amendment.
(2) If plans that had different dates of adoption are merged on or after January 1, 1994, the
time limitations required by this section shall be counted individually for each merged plan
from the date of the adoption of each plan,
(e) (1) Ur.l~", a x~Ek.dð"!,,u't "Ian ae!s"t~à "xiax te "aIH,ax, 1, 1991, centair.. all
ðf ~L¿ linlo..:atisl.s xs"l~ixse! )", tLis .eetisr. al.e! sasL sf tL~.~ 1iR,itatier.. e!au I.et
e"s~se! ~LE a""li"a)"le time limit. esta)"li.l.~e! )", this .eetiel., tLE l~~i.lati.e )"ee!},
aetil.~ ),,} .xe!ina"ee en ex )"..fe".. B..eEl<iI5Ex 31, 1991, .hal1 aR.el.e! ~.""} "..e!.....leI'R.el.~
"lal. ae!sl'tul ""ie" te ;¡an~a", 1, 1991, dtLn ~ð an.ene! aF. .."ietil.~ thE liR,it ~l,at
~J",¿¿e!. tl1.. a""li"a)"le tin... 1in.it e.ta)"li.LEe! ),} this ...etiel. ex ~s E8\;a),li.h ~iR.e
lil"it. that e!e r.st eJ,ssee! tLa "xs.isisl.. ef .~)'e!Li.isn (a), (e), Sx (e).
-f-;H-The limitations established in ~l1e SEe!ina"se ae!el'~ee! "~fe~a.t ~e U;i. .eetie. this
paragraph shall apply to the redevelopment plan a. if the "se!s. ele""sRt "Ian hae! eeSR
a..e.e!ee! te iReh,e!e the.e limitatiel a upon adoption of an ordinance of the legislative body
, However, in adopting the ordinance "ee;~Üee! e} t!;i. .eetian , neither the legislative body
nor the agency is required to comply with Article 12 (commencing with Section 33450) or any
other provision of this part relating to the amendment of redevelopment plans and the
ordinance shall not constitute a project within the meaning of Section 21000 of the Public
Resources Code,
(f) +i+-If a redevelopment plan adopted prior to January 1, 1994, contains one or more
limitations required by this section, and the limitation does not exceed the applicable time limit
required by this section, this section shall not be construed to require an amendment of this
limitation,
(2) , xee!e ele"..e.t "la. ae!e"tee! "xi ex te ;¡an~ax} 1, 1991, that haB a li..itatie.
Bh.xtex H.a. ~Re ~ex..a "xB ie!ee! Ü tRia eeetiB' ..a} Be a..e.e!ee! ta e"tene! the
li..itatie., Hit.i. tHe a""lieaBle time limit eataBliahee! B} this aeetia., ,,~x.~a.t
te £eetiB' 333§1... TRia ame.àmeRt aRall Be a~Bjeet te xefexe.e!~m aa ""a ie!ee! i.
£eetiar. 331§9
(g) The limitations established in ~ny ordinance adopted pursuant to this section shall not
be applied to limit allocation of taxes to an agency to the extent required to undertake or
perform any of the following activities, and the procedure for amending the ordinance pursuant
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to this subdivision to extend the limitations, as necessary, to undertake or perform any of the
following activities, shall be the same as for adopting the ordinance under subdivision (e):
(1) To eliminate project deficits created under subdivision (e) of Section 33320,5, subdivision
(g) of Section 33334.6, or subdivision (d) of Section 33487, in accordance with the plan
adopted pursuant thereto for the purpose of eliminating the deficits or to implement a
replacement housing program pursuant to Section 33413, In the event of a conflict between
these limitations and the obligations under Section 33334,6 , or these limitations and the
obligations, or to implement a replacement housing program pursuant to Section 33413, the
legislative body shall amend the ordinance adopted pursuant to this section to modify the
limitations to the extent necessary to permit compliance with the plan adopted pursuant to
subdivision (g) of Section 33334,6 and to allow full expenditure of moneys in the agency's Low
and Moderate Income Housing Fund in accordance with Section 33334,3 or to permit
implementation of the replacement housing program pursuant to Section 33413. 'f'fte.
~Eeeeè~Fe fer ane"àin~ tIe eEàina"ee ~~FB~aRt te EHiB B~Bài iBie! BHall Be tIe Baffie
ae feE aàe~EiB~ tl.B eEàiBanee ~"àeE B~Bài iBis" (e).
(2) To comply with the affordable housing production requirements of Section 33413, including
subdivisions (b) and (c) thereof. In the event of a conflict between those requirements and the
obligations under this section, the legislative body shall amend the ordinance adopted
pursuant to this section to modify the limitations to the extent necessary to permit compliance
with Section 33413, including subdivisions (b) and (c) thereof.
(3) To enable continued agency deposits into the agency's Low and Moderate Income
Housing Fund in accordance with Sections 33334.2 through 33334,20, inclusive, in order for
the agency to assist the community in meeting the community's affordable housing
requirements under Article 10,6 (commencing with Section 65580) of Chapter 3 of Division 10f
Title 7 of the Government Code, In the event of a conflict between those requirements and the
limitations under this section, the legislative body shall amend any ordinance adopted pursuant
to this section to modify the limitations of the ordinance to the extent necessary to permit
continued agency deposits in the agency's Low and Moderate Income Housing Fund for the
purposes set forth in this paragraph.
(4) To enable agency financial assistance to school districts and community college districts to
pay for all or part of the value of the land for, and the cost of the installation and construction
of. buildings, facilities, structures, and other improvements owned or to be owned by such a
district, upon adoption of resolutions by the agency and a legislative body finding that the
buildings, facilities, structures, and other improvements are of benefit to the project area, an
upon adoption by the school district or community college district that no other reasonable
means of financing the buildings, facilities, structures, and other improvements are available to
the district other than with agency assistance, The findings, determinations, and procedures
set forth in Section 33445 and Section 33679 shall not apply to the resolutions of the agency
and legislative body required by this paragraph,
(5) To enable the agency, pursuant to Article 12,5 (commencing with Section 33450), to
undertake any actions pertaining to hazardous substance release cleanup that are approved,
prior to the date of expiration of authority set forth in this section pursuant to Article 12,5.
(6) To enable the agency to undertake any activities authorized under Section 33445 that,
prior to the date of expiration of authority set forth in this section, are approved by the agency
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and legislative body pursuant to the requirements and procedures of Section 33445 and, if
applicable, Section 33679,
(h) This section shall not be construed to affect the validity of any bond, indebtedness, or
other obligation, including any mitigation agreement entered into pursuant to Section 33401,
authorized by the legislative body, or the agency pursuant to this part, prior to January 1,
1994, Nor shall this section be construed to affect the right of an agency to receive property
taxes, pursuant to Section 33670, to pay the indebtedness or other obligation,
(i) A redevelopment agency shall not pay indebtedness or receive property taxes pursuant to
Section 33670, with respect to a redevelopment plan adopted prior to January 1, 1994, after
the date identified in subdivision (c) aE ""a àa"a iàa""ifiaà iR H.a Eaàa ala~".a"" "la",
¡¡flieRa aE ia sadie!', aHea"" aa "Ia iàeà iR "an,!,Ia,," (2) af a~l8ài iaiaR If) aE iR
as that date may be extended pursuant to subdivision (g) or subdivision (h),
U) The Legislature finds and declares that the amendments made to this section by the act
that adds this subdivision are intended to add limitations to the law on and after January 1,
1994, and are not intended to change or express legislative intent with respect to the law prior
to that date, It is not the intent of the Legislature to affect the merits of any litigation regarding
the ability of a redevelopment agency to sell bonds for a term that exceeds the limit of a
redevelopment plan pursuant to law that existed prior to January 1, 1994,
(k) If a redevelopment plan is amended to add territory, the amendment shall contain the time
limits required by Section 33333,2,
(I) The Legislature finds and declares that the amendments made to this section by the act
that adds this subdivision are intended to extend the time limitations added to the law by the
act that added subdivision U), and are not intended to express legislative intent with respect to
the law prior to January 1, 1994, It is not the intent of the Legislature to affect the merits of any
litigation regarding the ability of a redevelopment agency to sell bonds for a term that exceeds
the limit of a redevelopment plan pursuant to law that existed prior to January 1, 1994.
SEC, 2, Section 33426,5 of the Health and Safety Code is amended to read:
33426,5. Notwithstanding the provisions of Sections 33391, 33430, 33433, and 33445, or any
other provision of this part, an agency shall not provide any form of direct assistance to:
(a) An automobile àaala1"8"i" .hie" center or complex that will be or is on a parcel or parcels
of land no portion of which has -yreviously been developed for urban use, unless, prior to
the effective date of the act that adds this section, the agency either owns the land or has
entered into an enforceable agreement, for the purchase of the land or of an interest in the
land, including, but not limited to, a lease or an agreement containing covenants affecting real
property, that requires the land to be developed and used as an automobile àealaEahil'
center or complex, For the purposes of this subdivision, the term "automobile center or
complex" shall mean a site that contains, or that will contain, as set forth in an adopted land
use plan, permit or approval, more than one automobile dealership.
(b) (1) A development that will be or is on a parcel of land of five acres or more no portion of
which has -yreviously been developed for urban use and that will, when developed,
generate sales or use tax pursuant to Part 1.5 (commencing with Section 7200) of Division 2
/II-'"
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AB1342 http://www,sen,ca,gov/htbin/ca-html.,,OO,AB 1342]CURRVER,TXT; 1/bill/AB1342
of the Revenue and Taxation Code, unless the principal permitted use of the development is
office, hotel, manufacturing, or industrial, or unless, prior to He effeeti e elate ef the aet:
tHat aelele tha Beatie. January 1, 1994, the agency either -..-owned the land or has
entered into an enforceable agreement, for the purchase of the land or of an interest in the
land, including, but not limited to, a lease or an agreement containing covenants affecting real
property, that requires the land to be developed, Nothing in this paragraph shall prohibit direct
assistance to a development that will be or is on a parcel of land of less than five acres, if
otherwise permitted by this chapter.
(2) For the purposes of this subdivision, a parcel shall include land on an adjacent or nearby
parcel on which a use exists that is necessary for the legal development of the parcel.
(c) A development or business, either directly or indirectly, for the acquisition, construction,
improvement, rehabilitation, or replacement of property that is or would be used for gambling
or gaming of any kind whatsoever including, but not limited to, casinos, gaming clubs, bingo
operations, or any facility wherein banked or percentage games, any form of gambling device,
or lotteries, other than the California State Lottery, are or will be played,
(d) The prohibition in subdivision (c) is not intended to prohibit a redevelopment agency from
acquiring property on or in which an existing gambling enterprise is located, for the purpose of
selling or leasing the property for uses other than gambling, provided that the agency acquires
the property for fair market value.
(e) This section shall not be construed to apply to agency assistance in the construction of
public improvements that serve all or a portion of a project area and that are not required to
be constructed as a condition of approval of a development described in subdivision (a), (b),
or (c), or to prohibit assistance in the construction of public improvements that are being
constructed for a development that is not described in subdivision (a), (b), or (c),
(f) This section shall not be construed to prohibit agency assistance to convert a parcel or
parcels of improved or unimproved land from an automobile dealership or automobile center
or complex use to another use i~ prior to the effective date of the act that adds this subdivision
either (1) the agency owns the land, or (2) the agency entered into an enforceable agreement
for the purchase of the land or of an interest in the land, including, but not limited to, a lease or
an agreement containing covenants affecting real property, that required the land to be
developed as an automobile dealership or automobile center or complex, and the enforceable
agreement was in effect as of the effective date of the act that added this subdivision,
(g) As used in this section, the term "urban use" shall include infrastructure improvements,
including but not limited to, roads, curbs, gutters, utilities, and storm drains,
'\. Senate Home Paae II Search Bill Text
Senate Rules Committee / California State Senate / WebMaster@sen,ca,gov
//(-7
6016 05/07/97 15:34:57
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CIIfItUT~, CALII'OMIA 9070:1031:10' ~AJÚ (:110) !H6-I:l7:1
morm, (310) 860.0511 . (714) 52~710
May 5, 1997
om~ o. TIt. ern' MArlAGEIt
ART GAu.vccI
Dear Cir_ti~ Direot= .< the, """~l- """"'Y' ,
,
no; AB 4342 (BaþOli'!:uo): Reqaellt: for SUpport -
bt.ensioJ:l of! !rime Lilllitations for lIed_el=meJ:lt: Plans
On Weàneaday, May 14, 1997, the AsSembly Housing and' Community
Development Cawnittee will hear AB 1342, which propOSQl; to extend
'the time limitations for reð.ev8.lopment ~ans from January 1, 2009
to January 1, 2024 under certain prescr ed circumstances. For
redeveJ.opment agencies WhiOh are involved in long term planning and
development activities, the current time limitations will
jeopardize the long term benefits that agencies will realize.
Therefore, it is illlpOrtant: that: all redevelopment agencies contact
'the Asaembly Housing and Community Development Committee and ask
for thsir support of AB 1342. In addition, please advise your
Assemblymember and Senai:or of your position on this :matter. I have
inc1ttded a sample letter and a list of the ASSembly Housing and
community Development Committee members to assist you. r would
also appreciate receiving a copy of your letter for our records.
Thank you for your c:ooperation and assistancQ in tbis matter. If
you have any qu..,t:ions or need. any additional information, please
do not hesitate to call me or Kathy Matsumoto at (562) 860-0311,
our tax # is (562) 916-1373.
~(L-
Art: 0
City Manaqer/Bxecutivo '
Direøt:or, cerrito!> Redevelopment
Agency
Attachment
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~ Cl\urQRnIA 510703-3130 . FAX: (310) 6$- J9#
PHOnE; (310) 860-0:111 . (714) 523-3710
BAKPLB' LET'l'D
OFFICE OF THE MAYOR
BRUCE W. BARROWS
April 22,1997
The HonOrable XXXXXXxxxx I
Member
Housing and Community Development Committee
:xxxx Capitol BUilding
Sacramento, CA. 1151114
Dear AsSemJ:)lymember XXXXXX:
Re: Request: for sçport - AB 13C2 (JiapOJ.it:ano):
BztlUl.BioJl. of 'rime Lim.i tat:!.oJl.S for RedeveJ.OÐJI1eDt 1?J.e.ns
on Dehalf, of the city- of Cerritos, 3: am requesting your support
for AB 1342. As you are aware, in January 1994, the Community
Reå.QVeloplUent: Law Reform Act of 1993 (AB 1290) bGCalll.e effective,
Which ~de many dr/iI.tic changes for e)dsting redevelopment '
a'iJ'encies. The most significant change for many aommunities. were
~e tillle limitations plaCed in Section 33333.6 of the Health and
Safety Coda, which spec.ifi8s that ~e effectiveness of the
redevelopment plan shall terDlil1ate 40 years from the date of
ad~ion of the redevelopment plan or on January 1, 2009,
whichever is later.
The Cerritos RQClevelopment Age.ncy is conc~ad that for
redevelopment a.ganciCts which are involved w.i1:h long term planning-
And development activities that will eliminate blight and p2:'ovide
their COIUIunity with a stehle economic base, these timà
limitations w.111 jeopardize the long term benetits that ~9'enCieB
will realize. Many communities need additional tiJ1le to fulfil
the goals and objecti'lres of their redevelopment plan, and as
OOlllJllUl1iti.a age, costlY infrastructure and othex- public
improv-ents must be construCted to continue .hi 'the elimination
ot blig'ht. 3:t is important that X'odevolopment Ð.CJençiea be
al1oW8d to extend the duration of their redevelopment plans to
a11ow their c01DJl1Unity to ~an for the long term economic groYt:h
'that will insure the h&al and welfare of their residents: 3:t
ill' tO2:' 'this reason that the Cerritos Redevelopment Ag'ency is
requesting your supPort to amend the lSt:atutes which will allow an
agancy additional t1:me for redQvelopmant plan activities, under
certain prescribed cirCUJl18t:anoes.
,A (- 9
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ReCJl1-t: for SUpport - AB 1342 (Napolitano)
April 22, 1997
1>a9'e 2
,Therefore, r am urqinq your' support ,of AB J.342. :r thank you for
your consideration in this matter. Should you have any quastions
or need any additional infOJ:mat:ion, please do not: hesitate to
contact me.
Sincerely,
,
Bruce W - Barrow..
Mayor
kbr
oc Assamblywaman Grace Napolitano
Joe Gonsalve5 and Son
,1/1-/0
EO 'd LLG1S9801E 'ON~>&:I SOlI~3:> :10 All:> 8S: Þ 1 3fI.L LB-90-},\ \J
CITY OF CHULA VISTA
LEGISLATIVE ANALYSIS
June 3, 1997
! BILL ! AUTHOR I TITLE I INTRODUCED I AMENDED
sa 1153 Johnson Insurance 2/28/97 I 5/14/97
CITY POSITION LEAGUE POSITION RELATED BILLS ADDRESSED BY LEG. PROGRAM
PENDING NONE NONE No; Council Action Required
STATUS; Senate Third Reading
BACKGROUND: Existing law allows public entities to pool self-insured claims or losses among
themselves pursuant to a joint powers agreement. A Joint Powers Risk Authority
(JPA) member, upon opting out of the Authority, filed a lawsuit in 1992 seeking
recovery of the difference between all contributions it had made during its 13-year
membership, and all claims paid out. Despite wording in the JPA contract to the
contrary, a trial court has ruled that the JPA pooled monies are comparable to a trust
account and, therefore, that the withdrawing member may recover its contributions.
Existing law is silent on the issue, giving rise to this proposed legislation.
SB 1153 would: Specify that governmental entities insured under a joint powers agreement, including
public entities conducting fairs and exhibitions, are not entitled to a return of
contributions, premium or other risk payment for the period of time a peril was
insured or the entity was covered, unless the joint powers agreement or contract so
specifies. The legislation would not apply to lawsuits filed on or before 2/2/94.
The Bill's sponsor, the California Association of Joint Powers Authorities (CAJPA),
states that this bill is necessary to clarify the obligations and responsibilities of
governmental entities withdrawing from joint powers pooling authorities. The
solvency of such JPA's will then be protected, despite the withdrawal of anyone
member agency. The funds would still, potentially, be available upon dissolution of
the entire pool.
The San Diego Pooled Insurance Program Authority (SANDPIPA) has requested the
City's support of this bill.
FISCAL IMPACT: Passage of this bill will assist in protecting the solvency of the San Diego Pooled
Insurance Program Authority, of which Chula Vista has been a member since 1986,
and to which the City contributes approximately $214,000 each year (11 years @
$214,000/year = $2,354,000).
DATE TO BOARD RECOMMENDATION LETTERS
Legislative Committee SUPPORT YES
June 3, 1997
,A :t -( C'lwp51IANALYSESISB1153,ana
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SB1153 http://www.sen,ca.gov/htbin/ca-html...00,SB1153]CURRVERTXT;1/bill/SB1153
58 1153 Insurance.
BILL NUMBER: 5B 1153 AMENDED 05/14/97
AMENDED IN SENATE MAY 14,1997
AMENDED IN SENATE MAY 1,1997
INTRODUCED BY Senator Johnson (Principal coauthor: Senator Leslie)
FEBRUARY 28, 1997
An act to amend Section 990,8 of, and to add Section 6512.2 to, the Government Code,
relating to insurance,
LEGISLATIVE COUNSEL'S DIGEST
SB 1153, as amended, Johnson, Insurance,
Existing law authorizes public entities to pool self-insured claims or losses among themselves
pursuant to a joint powers agreement.
This bill would provide, with respect to such an agreement, including an agreement by public
agencies conducting fairs or exhibitions, that if any peril insured or covered under the contract
has existed and the joint powers authority or other parties to the pool have been liable for any
period, the party insured or covered under the contract is not entitled to the return of
premiums or other payments for that particular risk unless the joint powers agreement or
contracts issued pursuant to the agreement expressly provides,
The bill would further provide that the agreement may provide that termination by any party to
the agreement shall not be construed as a completion of the purpose of the agreement and
shall not require the repayment or return to the parties of contributions or payments until the
agreement is rescinded or terminated as to all parties, The bill would also provide that the
agreement may provide for the return of surplus money remaining in the pool after the
completion of the purpose of the agreement.
The bill would state the intent of the Legislature that '"BaHiB "E' i.i.n. in the bill shall not
apply to any lawsuits filed on or before May 2, 1994,
Vote: majority, Appropriation: no, Fiscal committee: no, State-mandated local program: no.
SECTION 1, Section 990.8 of the Government Code is amended to read:
990,8, (a) Two or more local public entities, by a joint powers agreement made pursuant to
Article 1 (commencing with Section 6500) of Chapter 5 of Division 7, may provide insurance
authorized by this part or for any other purpose by anyone or more of the methods specified
in Section 990.4, Where two or more hospital districts have joined together to pool their
self-insurance claims or losses, any nonprofit corporation created pursuant to subdivision (p)
of Section 32121 of the Health and Safety Code, and affiliated with a hospital district which is
A ~-~
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a party to the pool may participate in the pool.
(b) Two or more local public entities having the same governing board may be coinsured
under a master policy and the total premium may be prorated among those entities,
(c) The pooling of self-insured claims or losses among entities as authorized in subdivision (a)
of Section 990.4 shall not be considered insurance nor be subject to regulation under the
Insurance Code,
(d) Any liability or loss under a joint powers agreement for the pooling of self-insured claims or
losses authorized by this part and provided pursuant to this section may, notwithstanding
Section 620 of the Insurance Code or any other provision of law, be reinsured to the same
extent and the same manner as insurance provided by an insurer,
(e) Where a joint powers agreement authorized by this part or authorized pursuant to Section
6516 provides for the pooling of self-insured claims or losses among entities, if any peril
insured or covered under contract has existed, and the joint powers authority or other parties
to the pool have been liable for any period, however short, the party insured or covered under
contract is not entitled to the return of premiums, contributions, payments, or advances so far
as that particular risk is concerned, unless the agreement or contracts issued pursuant to the
joint powers agreement expressly so provides.
SEC, 2, Section 6512,2 is added to the Government Code, to read:
6512,2, If the purpose set forth in the agreement is to pool the self-insurance claims of two or
more local public entities, the agreement may provide that termination by any party to the
agreement shall not be construed as a completion of the purpose of the agreement and shall
not require the repayment or return to the parties of all or any part of any contributions,
payments, or advances made by the parties until the agreement is rescinded or terminated as
to all parties, The agreement may provide that after the completion of its purpose, any surplus
money remaining in the pool shall be returned in proportion to the contributions made and the
claims or losses paid.
SEC, 3. It is the intent of the Legislature that the provisions ðf 5~eti8L 2 of this act shall not
apply to any lawsuits filed on or before May 2, 1994,
" Senate Home Paqe ~ Search Bill Text
Senate Rules Committee / California State Senate / WebMaster@sen,ca,gov
11 ~-3
2012 OS/20/9711:10:58
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SANDPIPNSan Diego Pooled Insurance Program Authority
SDCCRMA/San Diego County Cities Risk Managemenl Authorily
[DIll í: fi il W Œ ill
'~¡ ~I
L i: fA - 1'1
April 11, 1997 COUNCil OFfICES
CHUlA VISTA, CA
City of Chula Vista
276 Fourth Avenue
Chula Vista, CA 91910
Dear Mayor and Members of the City CounciL
Your city participates in the San Diego Pooled Insurance Program Authority, SANDPIP A, a joint
powers authority of 12 local cities that group purchase insurance coverages and services and
pools their liability exposure for the first $2 million of comprehensive general liability. The
SANDPIP A Board, at the April 3, 1997 meeting voted to request your support of Senate Bill
(SB) 1153.
SB 1153 was introduced by Senator Johnson at the request of the California Association ofJoint
Powers Authorities to strengthen existing legislation authorizing risk sharing self insurance pools
of public agencies in California, SB 1153 contains two provisions: I) permits members of joint
powers insurance pools to agree to treat pool contributions as "earned" by the joint powers
authority once a memorandum of coverage is issued to the contributing party; and
2) makes clear that the withdrawal ofa single member of a joint powers agreement does not
automatically terminate the joint powers agreement and trigger a distribution of assets,
Attached is a copy of the bill for your review, If you have any questions or concerns please call
Greg Moser, SANDPIPA General Counsel, at (619) 685-6426 or the undersigned for more
information. You can voice your support of this bill by writing a letter of support to your local
Senator and the bills author Senator Johnson.
Thank you for your prompt attention to this matter.
Sincerely,
SANDPIPA
cJ;tUU1tU ~
Laura Seiler
Pool Administrator
cc: S~PIPA.Board Member C:v;::"Jd 1,)',1 S ~ óJ. - c¡
C", CuUI1v.Z, é.+y Clcll(
C rþ \v(ÇulQ'):"rS C.ull<1J1A V~j<
9069 Ellingham Streel, San Diego, CA 92129. (619) 484-8434. Fax (619) 484-8406
'-. - -
CLOSED SESSION ITEM #8
CONFIDENTIAL INFORMATION MEMORANDUM
May 29, 1997
TO: The Honorable Chairman and Members of the ~pment Agency
VIA: Jo'" D. Go", E.oc"', ""'"'J~ 1
<;,..-.
FROM: Chris Salomone, Executive Secretary ,
SUBJECT: Sale of 980 Lagoon Drive (Shangri.La) to San Diego Unified Port ~istrict
City and Port District staff have been negotiating the terms and conditions of a Purchase and Sale Agreement
for 980 Lagoon Drive (aka Shangri.La property) since last summer. Negotiations have been complicated and
prolonged by the following:
. Soils on the property are known to be contaminated as a result of previous industrial uses on
the site.
. Although the Agency previously demolished the structures on the site to protect against fire,
vandalism and unauthorized occupancy, the concrete foundation and parking area remain to be
demolished and cleared.
. Development of the site is restricted by the approved Local Coastal Plan (LCP) which limits use
of the property to park and open space. Land use of the property is considered part of the
Mid.Bayfront development plan. Since the Port is paying full value for the site based upon the
highest and best use (commercial reuse), they are requiring that the Agency attempt to remove
the development restrictions as a condition of sale of the property.
The major terms and conditions of the Purchase and Sale and Escrow Agreement ("Agreement") as currently
negotiated (attached as Exhibit B) are summarized as follows:
1. Acouisition Price
The acquisition price has been established at $981,000 based on highest and best reuse (office/commercial).
Upon opening of escrow the Port agrees to deposit $500,000 into an interest bearing escrow account with all
interest accruing to the Port. All or a portion of these funds may be released to the Agency/City to use for
cleanup of contamination on the site. The deposit plus any interest earned on the deposit will be credited to
the purchase price. In the event that escrow does not close through no fault of the Port, the Agency/City is
obligated to return all released funds to the Port plus interest. Alternatively, in the event the Agency/City does
not reimburse the Port as described above, the Port can offset the amount due including interest from the Port's
CIP funds allocated to the City.
..
May 28, 1997
Page 2
2. Site Cleanuo
A one year contingency period is provided from the opening of escrow for the Agency to remediate contamination
on the site. This period may be extended, if necessary, by one additional year. The agreement requires the
Agency to complete remediation work and to deliver a "certificate of completion" or "closure letter" to the Port
from the Regional Water Control Board and/or the State Department of Toxic Substances Control, whichever is
the lead agency, and concurrence letters from all other government agencies with jurisdiction over the removal
and remediation of contamination, none of which shall contain restrictions on the future use and develooment
of the orODertv.
3. ProsDective Purchaser Aoreement/Polanco Act Provisions
The Agency agrees to use its best efforts to enter into a Prospective Purchaser Agreement with the State
Department of Toxic Substances (DTSC) which would provide the Port with liability protection and a covenant
not to sue from the DTSC for existing contamination. Additionally, the Agency agrees to enforce its authority
under the Polanco Act to identify and notice responsible parties concerning the investigation and cleanup of
contamination on the site. The parties shall also enter into a separate indemnification agreement to assure that
the Port has no liability for the presence or release of contamination on the property and providing for the
redevelopment of the property.
4. Future DeveloDment of Site to Hiohest and Best Use
Use of the property is currently controlled by the California Coastal Commission. The Port desires to have
freedom to put the property to its highest and best use commensurate with the valuation of the site. As part
of the Mid.Bayfront development plan and approved LCP, the property is designated for park and open space use.
The Purchase and Sale Agreement requires that, no later than the expiration of the Contingency Period, the
Agency or City shall have obtained an appropriate LCP Amendment to allow the commercial development of the
site, Q[ the Port shall have determined that, except for the California Coastal Commission, it shall have exclusive
land use jurisdiction over the property once purchased. Despite the foregoing, the Port agrees to advise the
Agency and City of any proposed changes in land use and will meet and confer with the City prior to
implementing any such development.
5. Demolition of Foundation
The Agency is required to complete the demolition of structures on the site including the removal of foundations,
paving and debris (currently estimated at $75,000). The Agency previously demolished the restaurant/industrial
buildings since they were potential fire hazards.
ABILITY TO SATISFY TERMS OF SALE
Site CleanuD Issues
Due to the contaminated nature of the site, restriction on development and consequent need for the Port to
protect its investment and development interests in the property, the Purchase and Sales Agreement contains
a number of conditions which will be challenging to fully satisfy. It will not be known whether certain
., - "
May 28, 1997
Page 3
conditions. Darticularlv those relatina to cleanuD of the site. can be satisfied until the cleanuD work has been
comoleted. This could take one year Dr more and require substantial draw down of escrow deposit funds.
It is unknown whether soil contamination can be tested and removed from the site, and demolition can be
completed for substantially less cost than the purchase price of the property ($981,000). It is assumed that
the cleanup work (not including completion of demolition) can be completed during the contingency period for
approximately the deposit amount of $500,000 which will be provided by the Port. Since the amount expended
by the Agency will be offset against the purchase price, this would leave approximately $481,000 for the
Agency from the sale of the property. The cost of testing and removal of contamination from the site will not
be known until additional testing and surveys are done particularly for those areas underlying the building
foundation and concrete parking area. Concerns relating to potential contaminants beneath the pavement are
related to a septic system that exists in an unspecified location. It is not known whether chemical or organic
contaminants have been released through the septic system. Because of the unknown location and depth of the
facilities, testing prior to demolition is impractical. Actual costs may thus exceed initial estimates.
In addition, approximately $75,000 will be needed for removal of concrete foundations and paving from the site
as required by the Port. The final costs may exceed this estimate if the volume of material to be excavated
and removed from the site substantially exceeds initial estimates.
The agreement requires the Agency to simultaneously pursue a Prospective Purchaser Agreement and Polanco
Act Immunity, neither of which, to the best knowledge of staff, have been issued together on a single cleanup
site. The Port is requiring that land use restrictions typically applied to a risk-based regulatory closure, not be
applied to this site. In other words, the site would need to be cleaned to residential standards even though
residential uses are not considered to be the highest and best use from a real-estate appraisal standpoint. The
Agency's ability to comply with these requirements will not be known until well into the cleanup process and
involvement with the regulatory agencies. Furthermore, the unconditioned certification of the site by the
regulatory agencies can not be guaranteed and thus presents a risk to the Agency of not being able to comply
with a condition to close escrow.
Since the compliance with this condition and ability to close escrow will not be known until the end of the
cleanup process and after substantial drawdown of deposit funds, if escrow doesn't close, the Agency will have
to pay back the Port, plus interest, or, alternatively, the Port's Chula Vista CIP allocation will be offset.
On the positive side, if the Agency cannot comply and the sale is not completed, the Agency will retain
ownership of the property which will be cleared of contamination and all concrete and debris. This will enhance
the value of the property for resale at a later date without direct capital expenditure of Agency funds. The
property can also be developed as a park (interim or permanent) once it is cleaned.
Staff recommends approval of the attached Purchase and Sales Agreement as the best terms that can be
negotiated in consideration of the issues impacting the property. However, due to the nature of the issues and
undetermined related costs to the Agency, the net proceeds from sale of the property may be less than originally
anticipated.
IIFKI H,\HOME\COMMOEV\INFOMEMO\IAGOON,ORIMay 28. 1897 14,38pmll
.. - ..
I -
DENNIS W. DALEY DALEY & HEFT CLOSED SESSION ITEM #9
ROBERT R. HEFT
NEAL S. MEYERS ATTORNEYS AT LAW
RICHARD]. SCHNEIDER 462 STEVENS AVj!. SUITE 201
ROBERT W. BROCKMAN. ]R. SOLANA BEACH. CALIFORNIA 92075
MITCHELL D. DEAN
DAYID P. BERMAN TELEPHONE (619) 755.5666 WILLIAM D. BROWN
SCOTT NOVA FAX (619) 755.7870
OF COUNSEL
MARGARET H. BuCKLEV E.MAIL: DandHLA W@AOL.COM
]AMES D. MATHISON
KArHRYN M. MEGL! CAROLE M, LEFFLER
ROBERT H. QUAYLE IV
SYLVIE P. SNYDER
ALBERT E. CRESSEY III
MICHAEL A. CHURCHILL
SIOBHAN A. FRANKLIN
SCOTT E. PATTERSON May 15, 1997
GOLNAR ]. Foz!
]OHN M. HANSEN
LEE H. ROISTACHER
RICHARD T. BREEN
05-19-97 A09:01 I
Glen R. Googins
Deputy City Attorney
CITY OF CHULA VISTA
276 Fourth Avenue
Chula Vista, CA 91910
RE: Travis A. Reneau. et al. v. The Redevelopment Aqencv of
the citv of Chula Vista. et al.
Superior Court Case No. 702674
Chula Vista Auto Park
Dear Mr. Googins:
This is a status report in the above case.
Trial in this matter has been continued until November 7, 1997.
Plaintiff did not appear at the May 14, 1997 ex parte hearing and
we were able to reiterate to the court that plaintiff has caused
the trial delays. Discovery is now re-opened and we will have an
opportunity to answer or demur and 're-file a motion for summa;:y
judgment. As we have discussea, we will stipulate to the filing of
plaintiffs' second amended complaint and proceed from there. For
the present, depositions of city employees should be delayed for at
least 30 days or more. Please feel free to contact me if you would
like to discuss these developments.
DWD/clw
cc: John Kaheny, City Attorney
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