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HomeMy WebLinkAboutRDA Packet 1996/10/08 Notice is hereby given that the Chairman of the Redevelopment Agency has called and will convene a special join meeting of the Redevelopment Agency on October 8, 1996, at 6:00 p.m., immediately following the regular City Council meeting, in Council Chambers, located in the Public Services Building, 276 Fourth Avenue, Chula Vista, California to c9~slf1erl deliberate and act upon the following: ec are under penDlty of p~r'ur" that I am gr";.1Ioyedbjt:',D:;it,/o, r:,:,.: \/0'.0 int!", :ommè",'ty Pen>:'".: ""d,hat I postr '!1's ,," ct the .:~~~:~~:':,_;~'; {J~ ;j~/ i;~__.. Tuesday, October 8, 1996 Council Chambers 6:00 p.m. Public Services Building (immediately following the City Council meeting) Special Joint Meeting of the Redevelooment Agency/Citv Council of the City of Chula Vista CALL TO ORDER 1. ROLL CALL: Agency Members Alevy -' Moot -' Padilla -' Rindone -' and Chair Horton - BUSINESS The following item(s) will be considered, deliberated, and acted upon by the Redevelopment Agency. If you wish to speak to any item described in the Agenda before or during consideration of that item, please fill out the "Request to Speak Form" available in the lobby and submit it to the Secretary of the Redevelopment Agency or the City Clerk prior to the meeting. (Complete the green form to speak in favor of the staff recommendation; complete the pink form to speak in opposition to the staff recommendation.) Comments are limited to three minutes per individual. 2. JOINT COUNCIL RESOLUTION 18448 ADOPTING MITIGATED NEGATIVE DECLARATION IS-96-04 AND AGENCY RELATED DOCUMENTS FOR THE SOUTHERN CALiFORNIA RESOLUTION 1520 VETERANS HOME, CHULA VISTA, NEGATIVE DECLARATION IS- 95'()2 FOR THE CITY OF CHULA VISTA CORPORATION YARD, AND NEGATIVE DECLARATIONIS-96-12 FOR THE SWEETWATER UNION fiGH SCHOOL DISTRICT ADMINISTRATIVE OFFICE RELOCATION, AND APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY, THE CITY OF CHULA VISTA AND THE STATE OF CALiFORNIA DEPARTMENT OF VETERANS AFFAIRS FOR THE PROPOSED DEVELOPMENT OF A VETERANS HOMEnState funding has been approved for the construction ofa $32 million Veterans Home facility in Chula Vista contingent upon federal funds being secured. In preparation for this project, it is recommended that the Disposition and Development Agreement (DDA) and respective negative decIarations be approved in order to facilitate the deyelopment of this project which could begin as early as May 1997. Staff recommends approval of the resolution. (Community Development Director) - . Agenda -2- October 8, 1996 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 Council on such a subject, please complete the yellow "Request to Speak Under Oral Communications Form" available in the lobby and submit it to the Secretary to the Redevelopment Agency or City Clerk prior to the meeting. Those who wish to speak, please give your name and address for record purposes and follow up action. Your time is limited to three minutes per speaker. OTHER BUSINESS 3. DIRECTOR'S/CITY MANAGER'S REPORTtS) 4. CHAIR'S/MAYOR'S REPORT(S) 5. AGENCY/COUNCIL MEMBER COMMENTS ADJOURNMENT The meeting will adjourn to the Regular Redevelopment Agency Meeting on October 15, 1996 at 6:00 p.m., immediately following the City Conncil meeting, in the City Council Chambers. [M: \HOME\COMMD EY\AGEND AS\ I 0-08-96 .AGD ] - . JOINT REDEVElOPMENT AGENCY/COUNCil AGENDA STATEMENT Item d- /> ! n t./ t./ g Meeting Date 10-08-96 L.Ð <-v\J <: I L " ITEM TiTlE: ResolutionAG-E/lJOI IS ~O Adopting Mitigated Negative Declaration IS- 96-04 and Related Documents for the Southern California Veterans Home, Chula Vista, Negative Declaration IS-95-02 for the City of Chula Vista Corporation Yard, and Negative Declaration IS-96-12 for the Sweetwater Union High School District Administrative Office Relocation, and Approving a Disposition and Development Agreement between the Redevelopment Agency, the City of Chula Vista and the State of California Department of Veterans Affairs for the proposed development of a Veterans Home SUBMITTED BY: Community Development Dire~~~ C ~ ' REVIEWED BY: Executive Director &\ ~\J,~\ (4/5ths Vote: Yes- No..x..\ BACKGROUND: State funding has been approv~for ~he construction of a $32 million Veterans Home facility in Chula Vista contingent upon federal funds being secured. In preparation for this project, it is now recommended that a Disposition and Development Agreement (DDA) be approved by the City/Agency in order to facilitate the development of a 400 bed multi-care facility which could begin as early as May 1997. Attached is a copy of the Preliminary Plan. RECOMMENDATION: That the Agency/Council adopt the proposed resolution. In reference to the DDA it is recommended that it be approved in substantial form subject to minor modifications as may be required by the State. BOARDS/COMMISSIONS RECOMMENDATION: The City's Housing Advisory Commission and the Veterans Advisory Commission support the development of the Veterans Home at the proposed site. DISCUSSION: On October 25, 1994, the City conceptually approved the City's donation to the State of 30 acres of undeveloped land located on the east side of Medical Center Drive for development by the State into a 400 bed Veterans Home facility. The City also recognized that the nature of the Veterans Home Project was such that it warranted relief from certain development fees otherwise chargeable by the City. On December 31,1994 the Governor's Task Force on a Southern California Veterans Home recommended that construction of the Veterans Home Project in Chula Vista be given the highest priority. The property proposed for the Veterans Home Project is currently owned by the Sweetwater Union High School District and is comprised of approximately 30 undeveloped acres located on Medical Center Drive, adjacent to Sharp Community Hospital. After the required public hearing (Health and Safety Code Section 33431 and 33433). and effective September 26, 1995, the City/Agency entered into a Property Exchange Agreement with the School District pursuant to which the City/Agency obtained the right to acquire the Project Site in exchange for certain other property owned by the Agency and for other valuable consideration. The Exchange Agreement provides that one of the conditions to close is that the terms and conditions for the donation by the City/Agency to the State of the Project Site be agreed upon and satisfied. ,;2 -I i . Page 2, Item ;}.- Meeting Date 10/08/96 The proposed DDA for the Chula Vista Veterans Home project between the City/Agency and the State of California Department of Veterans Affairs is intended to memorialize the City/Agency formal commitments to the project, reflect the discussion that the City and State staff have had regarding the appropriate terms for implementing those commitments, and related legal issues. The following is a breakdown of primary City/Agency and State obligations under the proposed DDA: Citv/AQency Primary ObliQation The City/Agency agrees to donate at no cost to the State the subject property, waive or pay, as appropriate, all development fees associated with the project, mitigate impacts of biological resources and undertake the required CECA and NEPA work required. State's Primary ObliQations In exchange for the above City/Agency commitments, the State will be obligated to fund and develop the project. In addition, the State is to use its best efforts to reduce the cost of the City/Agency obligations by providing assistance in negotiations with all public agencies imposing development impact fees against the project and with negotiations with U.S. Fish and Wildlife Service to obtain a permit for the project. The DDA commits the State to restrict the use of the site to a Veterans Home for a period of 50 years. Reversion RiQhts/RiQht of First Refund The sole purpose that the City/Agency is donating the project site to the State is for the State to construct a Veterans Home facility. Accordingly, the DDA provides for the reversion of the property in the event that the State fails to build the facility within a reasonable timeframe. In addition, if the State ever proposes to covert the project to an alternative use, or sell the project, the City/Agency has a right of first refusal to buy it back at the then fair market value of the improvements. Use of low/Moderate Income HousinQ Funds Staff has pursued this project with the intent of utilizing low and Moderate Income Housing funds and has diligently pursued with the State the application of an affordability covenant for the project in order to comply with the requirements of Health and Safety Code Section 33334.3(f). Although the State was not willing to agree to an affordability covenant, the State has agreed to a "use" covenant. Staff has proposed the use covenant to extend for a period of 50 years. Demographic information obtained from the State verifies that substantially all residents of the existing veterans home projects satisfy the "low and Moderate Income" requirements, and is also indicative of the income levels of those veterans expected to reside at the Chula Vista project. The City Attorney's office, in consultation with outside legal counsel, is believes that the "use" covenant substantially meets the requirement to impose "covenants or restrictions" implementing the income requirements. However, in the event that low/moderate funds are determined not to be eligible, staff will return with an alternative funding proposal. eJ--d.- Page 3, Item ~ Meeting Date 10/08/96 Environmental Review The City/Agency is being asked to adopt three separate Negative Declaration documents to complete the CEQA environmental review process for the land transaction. As indicated above, approval of the DDA will satisfy a condition of the Property Exchange Agreement with the Sweetwater Union High School District. As a result, land transactions will occur that will facilitate development of the Veterans Home, the proposed joint School District/City Corporation Yard, and the relocation of the School District's administrative facilities. Since the transfer of property by a governmental agency is a discretionary action, it is considered to be a project under CEQA. As such, CEQA requires that environmental review of any specific development proposals on the properties must be conducted prior to completion of the transfer of title. Please note that additional environmental review for the actual development of the School District facilities relocation and the corporation yard relocation projects would occur when and if entitlements for these projects are sought. Adoption of the Negative Declarations for any of these documents does not constitute Council/Agency approval of the actual projects. The Initial Study/Negative Declaration documents were prepared as separate documents in the event that one or more of the projects would not ultimately be developed or would be changed substantially, thereby allowing for each project to proceed independently. The finding of each document is that an EIR is not required. DDA Approval bv the State The City Attorney's office drafted and forwarded the proposed DDA to the State on June 11, 1996. Staff has received no comments from the State on the DDA despite repeated efforts to obtain their input. The DDA has been drafted to be consistent with State requirements and includes protections for the City that the State has approved "in concept." Nonetheless, it is possible that the State will require changes in the document that City staff cannot predict. If any proposed changes are material, of course such changes will be brought back to the Council/Agency for your consideration. FISCAL IMPACT: Contingent upon the State completing its predevelopment process for the development of the Veterans Home, the City/Agency will be donating approximately 30 acres of land, with an estimated value of $1.9 million. The subject property is being acquired from the Sweetwater Union High School District in exchange for 2.63 acres of unimproved real property owned by the Agency located at Third Avenue and Alvarado Street ("Windmill Farms Site") with an appraised value $1,375,000. In order to approximately account for the difference in value between the properties to be exchanged ($545,0001. the City will provide the District with land suitable for the development of a new District corporate yard facility or, if such land cannot be provided, cash in the amount of $545,000. At the appropriate time in which the Veterans Home transaction needs to be formally effectuated, staff will return to the Council/Agency with the required funding appropriation request. However, it is currently contemplated that the vast majority of the funding for the City/Agency contribution to the project shall come from the Agency's low and Moderate Income Housing Fund. To that end, this action will designate $545,000 from the low and Moderate Income Housing Fund for the purpose of satisfying City/Agency obligations under the Exchange Agreement with the school district. c2 -3 Page 4, Item ..J:: Meeting Date 10/08/96 The City/Agency has approved the exemption of the project from approximately $1.6 million in development impact fees and has agreed to pay itself the approximately $58,000 in sewer capacity fees. The Otay Water District has indicated that it plans to charge an annexation fee of approximately $3,500 - $4,000 per acre to annex the proposed site into district No. 22 prior to the site obtaining water service. The City/Agency has authorized payment of these fees subject to negotiations for the lowest fee possible. Staff is currently negotiating this issue with the district. In addition, approximately 17 acres of coastal sage scrub will need to be mitigated by purchasing land off site since the State requires that the proposed site be made available free and clear at the time of conveyance. The San Diego County Board of Supervisors have agreed to provide assistance to this project by providing County-owned mitigation credits within the Rancho San Diego Preserve at an estimated value of between $170,000 and $340,000 (depending on final agreement on acreage ratios). The State has indicated that it will work with staff to minimize the cost of this mitigation through efforts to reduce mitigation acreage ratios. The City Engineer is awaiting information from the State to determine whether the potential runoff from the project can be accommodated by the existing storm drain facilities or whether modifications would be required which could result in additional costs to the City. No estimate is available at this time. Recently, the Chula Vista Elementary School District (CVESD) notified the State that it proposes to charge a school impact fee to this project. Currently the fee is .30(: a square foot, with CVESD receiving. 14(: and Sweetwater Union High School District to receive. 16(:. Based on an estimated building square footage of 206,000 the total fee could amount to $61,800. On behalf of the State, City staff has requested a waiver of this fee and a response is still pending. However, if this fee is not waived it is anticipated that the State will request that the City arrange for the payment or waiver of this fee. The development of the Veterans Home will result in a project which will produce approximately 300 new permanent jobs, a facility with a projected annual operating budget of $8 million and a two year $32 million construction project which is estimated to provided temporary work for 350 workers. In addition to these economic benefits, this project will also help the City towards meeting its regional housing share obligation. (j",hl M"HOMEICOMMDEV\STAFF.REP\10-08.96\..thomo [SootomOo< 18. 1996. ",15pmll ,;;¿ -1 - . tj , ", I ,I! I, II' I'! I! I, n .II! ¡ I, 'III,! I" g' I,: !I:i ¡II ¡ )il! 1.1 I¡¡ ! IPi I' ¡¡",II ¡\¡III!! :h ,;. ß II jll; Ih!!! hI Hi H! ¡,¡Hi,!'¡;! urb!i!;: ¡¡ ¡¡Lw! ¡¡HI!L hJ,!g!¡ wW) I ; ß ¡ II, . I ì I ¡ [ I 1111. I I I I III ¡I.; ¡llWI' ~I I¡I' .I! .' III. ì¡ 1,li II "..¡ill i,'t. ~' 11i !!1¡~I¡.'¡¡hll¡JI¡,I ¡,,¡m¡J!!'iHjhl¡m¡hll¡¡¡¡!¡I¡¡¡lh,!J!I:,!,I.¡IIi'¡,!,I.!d¡HI!H,I,!¡Î¡¡!I,¡HI!.I!! œ. ¡¡i III~I '. 118".¡lto.. '. 0 j'r I ¡'F'] '~ iiiiiiiII' ~II.II'! HI:I'.I! ,IL::!I' ¡b.J¡'1!&.I M! _1 ---,-------"...-~-------) ~ ¡:;;r---...". ) a. ~~Õ,"; , 1 ~ u (/) c z "" ¡ ...J !!i' !1,¡1 . j ~ ~ ~ ~ a. .:..:.~ ti:':í:::I .t!I U6 ~ jj z a:ø 8iíí æJÊ <.!) z zj <.!)"- - w en '" w~ oM ~c en ~ "'=.I~ ....-. ß ,.. fJI'zú Pa;¡e. !Blank! f DISPOSITION AND DEVELOPMENT AGREEMENT [Veterans Home Project] This DISPOSITION AND DEVELOPMENT AGREEMENT ("Agreement") is entered into effective as of October 8, 1996 ("Effective Date"), by and among the CITY OF CHULA VISTA, a municipal corporation, ("city"), the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public body, corporate and politic ("Agency"), and the STATE OF CALIFORNIA, Department of Veterans Affairs ("State"), with reference to the following facts: A. On October 25, 1994, pursuant to City Council Resolution 17697, the City conceptually approved the city's donation to the State of 20 acres of undeveloped land located within the City for development by the State into a 400 bed Veterans Home facility (the "Veterans Home Project"). In this same Resolution, the City recognized that the nature of the Veterans Home Project was such that it warranted relief from certain development fees otherwise chargeable by the City. B. On December 31, 1994 the Governor's Task Force on a Southern California Veterans Home ("Task Force") issued a report entitled "Findings and Final Recommendations on the Establishment of a State Veterans Home in Southern California" in which the Task Force recommended that construction of the Veterans Home Project be given the highest priority. C. The property proposed for development into the Veterans Home Project is currently owned by the Sweetwater Union High School District ("District"); such property (the "Project site") is comprised of approximately 30 undeveloped acres located on Medical Center Drive, adjacent to Sharp Community Hospital, in the City of Chula Vista, County of San Diego, State of California, as more particularly described on Exhibit A attached hereto. D. Effective as of September 26, 1995, the City/Agency entered into that certain Property Exchange Agreement ("Exchange Agreement") with the District pursuant to which City/Agency obtained the right to acquire the Project site in exchange for certain other property owned by the Agency and for other valuable consideration. section 2.5(a) of the Exchange Agreement provides that one of the conditions to close thereunder for the benefit of the City/Agency is that the terms and conditions for the donation by the City/Agency to the State of the Project site be agreed upon and satisfied. E. City/Agency subsequently negotiated additional terms and conditions for the donation of the Project site and the development of the Veterans Home Project thereon, which such the terms the 1 d.-~ City/Agency approved pursuant to a joint Resolution on , 1996 ("Final city/Agency Resolution"). F. As more particularly set forth in the Final City/Agency Resolution, Agency has found and determined that the Veterans Home Project qualifies for funding from the Agency's low and moderate income housing fund in accordance with California Health and safety Code Sections 33334.2, et seq. G. City/Agency and the state now desire to enter into this Agreement in order to implement the Final City/Agency Resolution. NOW, THEREFORE, in consideration of the above recitals, the covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, the parties hereby agree as follows: 1. Citv/Aqencv primarv Obliqations. Subject to the terms and conditions set forth herein, City/ Agency agrees as follows: 1.1 Donation of proiect site. At no cost to the State, City/Agency agrees to convey all of its right, title and interest in and to the Project site to the state, subject to the terms and conditions set forth in section 3 hereof. 1.2 Development Impact Fees. At no cost to the state, city/Agency agrees to pay, waive, or otherwise arrange for the payment or waiver of (a) any an all city development impact fees and permit processing fees imposed against the Veterans Home Project, (b) any and all Otay Water District and San Diego County Water Authority development impact and permit processing fees lawfully imposed against the Veterans Home Project, and (c) any and all school fees lawfully imposed against the Veterans Home Project. Other than the fees described above, City/Agency is not aware of any other development impact or processing fees that could be imposed by a public agency against the project. 1.3 Mitiqation of Impacts on Bioloqical Resources. At no cost to the state, City/Agency agrees to mitigate impacts to coastal sage scrub resources on the Project site to the satisfaction of the u.s. Fish & wildlife Service. 1.4 CEOA/NEPA Work. At no cost to the state, City/Agency has already prepared an initial study for the Veterans Home Project in accordance with the California Environmental Quality Act ("CEQA") and has submitted same to state for further required processing including, without limitation, the preparation of a negative declaration, in accordance with CEQA, and an environmental assessment, in accordance with the National Environmental Policy Act (collectively, the "Environmental Documents") Concurrent with 2 J -7 - . its approval of this Agreement, City/Agency, as a responsible agency, shall adopt such Environmental Documents. 1.5 Citv/Aqencv Staff Cooperation. City/Agency staff shall cooperate, in good faith, with state staff in order to facilitate state's development of the Veterans Home Project. 1.6 Access to the proiect site. Prior to Close of Escrow, City/Agency shall obtain permission from District for State access to the Project site for the purpose of inspecting, surveying and testing same. Provided, however, in connection with such entry, State shall perform all work in a safe manner and, in the event that Escrow fails to close, state shall repair any damage or disturbance to the property. 2. State's Primarv Obliqations. Subject to the terms and conditions set forth herein, state agrees as follows: 2.1 Fundinq of Proiect. state agrees to exercise its best efforts to provide, and/or obtain from outside sources, any and all necessary funding for the development of the Veterans Home Project. Except as specifically provided in section 1 hereof, City/Agency shall have no obligation to provide funding for the Veterans Home Project. 2.2 Development of Proiect. Contingent upon obtaining the necessary funding therefor, state agrees to develop the Veterans Home Project, and to do so as follows: (a) in substantial conformance with the conceptual project plans attached hereto as Exhibit B; (b) in substantial conformance with final project plans developed in discussions with City staff and which reasonably addresses concerns raised by City staff with respect to the concept plans; (c) in compliance with all applicable federal, state and local laws, regulations and policies; and (d) in an expeditious manner. 2.3 Cooperation with Citv/Aqencv. state agrees to use its best efforts to cooperate with the City/Agency to reduce the cost of the City/Agency obligations under Sections 1.2 and 1.3 hereof. Such cooperation shall include, upon the request of city/Agency (a) assistance in negotiations with any and all public agencies imposing development impact fees against the Veterans Home Project, including, without limitation, the Otay Water District, the San Diego County Water Authority and the local school districts; and (b) assistance in negotiations with the U.S. Fish & Wildlife Service in obtaining, and establishing the conditions for, a permit for the Veterans Home Project under Section 7 of the Federal Endangered Species Act. 3 áZ- -~ - . 2.4 CEOA/NEPA Work. Except for city/Agency's obligations set forth in Section 1.4 hereof, state, as lead agency, at no additional cost to City/Agency, shall take any and all additional steps necessary to finalize the required environmental analysis of the Veterans Home Project in accordance with CEQA and NEPA and to prepare the required Environmental Documents for approval by City/Agency and the State. 2.5 Indemnitv. state agrees to indemnify, hold harmless, protect and defend City/Agency and District (and their respective officers, directors, employees, agents successors and assigns) from and against any and all liabilities, liens, claims, damages, costs, expenses, suits or judgments (including attorneys' fees and court costs) arising, directly or indirectly, in connection with City/Agency's approval of this Agreement, state's access to the Project Site, or the construction or operation of the improvements thereon. Notwithstanding any other provision of this Agreement to the contrary, State's obligations under this section shall survive the Close of Escrow. 3. Conditions to proiect site Transfer. 3.1 Reversion Riqhts. 3.1.1 In General. State acknowledges and agrees that the Agency's sole interest in donating the Project site to the State is for the State to commence and complete development of the Veterans Home Project thereon. Accordingly, the parties agree that the form Grant Deeds effecting the property donation contemplated hereby shall contain appropriate conditions subsequent such that in the event that the Project site is transferred to the State pursuant to the terms of this Agreement and, for whatever reason, construction of the Veterans Home Project is not commenced and completed in accordance with the terms of this Agreement (a "Property Reversion Event"), depending upon the date of the Property Reversion Event, title to the Project site shall vest in the City/Agency or revert back to the District. In the event that the Property Reversion Event occurs prior to the commencement of development by the District of the "District Headquarters Project" on the "Windmill Farms Site", as such terms are defined in the Exchange Agreement (the "District Project Development Date"~, unless District and the City/Agency otherwise mutually agree ~n writing, fee title to the Project site shall revert to the District. In the event that the Property Reversion Event occurs after the District Project Development Date, unless District and the City/Agency otherwise mutually agree in writing, fee title to the Project Site shall be transferred to the City/Agency. 3.1. 2 Definition of Propertv Reversion Event. For purposes of this Agreement, anyone of the following two events may constitute a Property Reversion Event hereunder: (a) the State's failure to commence construction of the Veterans Home Project 4 d.,-9 - . within twelve (12) months of taking title to the Project Site; or (b) the State's failure to complete construction of the Veterans Home Project within thirty-six (36) months of taking title to the Project site. Notwithstanding the foregoing, either of the above two events shall constitute a Property Reversion Event onlv if (i) City/Agency notifies State in writing of the occurrence of such an event; and (ii) State notifies City/Agency in writing that state is, by necessity, abandoning the Veterans Home Project. 3.1.3 State's Aqreement to Cooperate. In the event that the Property Reversion Event occurs, state agrees to take any and all additional necessary and appropriate steps to effectuate the transfer of title to the Project Site to the District or the City/Agency, as provided hereunder. 3.2 "As Is" Transfer. The Project Site shall be transferred in an "as is" condition, as more particularly set forth in section 6(b) hereof. 3.3 Use Covenant. State acknowledges that City/Agency is financing its contribution to the Veterans Home Project with funds from the Agency's Low and Moderate Income Housing Fund and that Health and Safety Code section 33334.3(f) requires that the Agency require that housing funded with Low/Mod funds "remain available at affordable housing costs to persons and families of low or moderate income ... for the longest feasible time, but for not less than ... fifteen years for rental units ... and ten years for owner occupied units." Furthermore, this section requires that the Agency impose "covenants or restrictions" implementing this requirement. State has provided City/Agency with income information for veterans that currently reside at other veterans home projects which reflect that substantially all such residents satisfy the low and moderate income requirements of the Health and Safety Code. The State has also indicated that such information is also reflective of the income levels of those veterans expected to reside at the Chula vista Veterans Home Project. However, because it would interfere with its ability to administrate the Veterans Home Project, State has indicated that it cannot agree to the imposition of the statutory affordability covenant contemplated by the Health and Safety Code. In light of the expected income levels of residents of the project, the State can, however, agree to the imposition of the practical equivalent of the statutory affordability covenant; namely, that the Veterans Home Project will be used as the Veterans Home Project for a period of fifty (50) years, commencing with the Closing Date, except as may otherwise be approved by the City/Agency in writing. The form Grant Deed transferring the Project site to the State shall include such a covenant. 3.4 Non-Discrimination Covenant. The Project site shall be transferred subject to the non-discrimination covenants required by Health and Safety Code Sections 33435 and 33436. The form Grant 5 ~ -( 0 - . Deed transferring the Project site to the state shall include such a covenant. 3.5 Riqht of First Refusal. In the event that the state ceases to operate the Project site as the Veterans Home Project, or proposes to sell or otherwise convey the Project site and/or the improvements thereon for some alternative use, City/Agency shall have a first right of refusal to purchase the Project site and the improvements at the then applicable fair market value therefor. For purposes of establishing the "fair market value," the Project Site (excluding the improvements thereon) shall be assigned the value of $0. 4. Timinq for Exchanqe; Escrow. 4.1 Openinq of Escrow. Within three (3) business days after execution of this Agreement by both parties, Agency shall deliver a fully executed copy of this Agreement into escrow ("Escrow") with Spring Mountain Escrow Company, 296 H street, Suite 201, Chula Vista, California 91910 ("Escrow Aqent"). The parties hereby designate, authorize and instruct Escrow Agent to act in such capacity pursuant to the terms of this Agreement. "Openinq of Escrow" shall be the date Escrow Agent receives such Agreement. Escrow Agent shall deliver written confirmation of the Opening of Escrow pursuant to the terms hereof within three (3) business days after such receipt. 4.2 Escrow Instructions. This Agreement shall constitute initial escrow instructions to Escrow Agent. 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. 4.3 Deliveries to Escrow. 4.3.1 Grant Deed. Prior to Close of Escrow (a) Agency shall deliver to Escrow a fully executed and notarized Grant Deed in substantially the form attached hereto as Exhibit C. 4.3.2 Other. Prior to the Closing Date specified in section 4.4, each party shall timely deliver to Escrow all funds and documents required of such party in order to Close Escrow pursuant to the terms of this Agreement, including, but not limited to, prorated amounts and other payments required under this Agreement. 4.4 Close of Escrow. "Close of Escrow" means the date Escrow Agent records the Grant Deed in favor of State. Close of Escrow shall occur on the date ("Closinq Date") no later than five 6 ç). ~( ( - . (5) days after the date that (a) all conditions to Close of Escrow, as set forth in Sections 4.5 and 4.6 hereof, are satisfied or waived; and (b) all funds and documents required hereunder are deposited in Escrow; but (c) in no event later than May 1, 1997 unless otherwise agreed by the parties in writing. The parties acknowledge that a timely Close of Escrow on or before the specified Closing Date is a material term of this Agreement. 4.5 Conditions to Close of Escrow. Close of Escrow shall be subject to satisfaction of each of the following conditions precedent: (a) Satisfaction of Conditions Precedent in Property Exchanqe Aqreement. All conditions precedent to Close of Escrow under the Exchange Agreement between the City/Agency and the District shall have been satisfied or waived, in accordance with the terms and conditions thereof. (b) Completion of CEOA/NEPA Analysis. Completion of any and all analysis and actions with respect to this transaction required pursuant to CEQA and NEPA. 4.6 Satisfaction. waiver of Conditions. Any party's approval, wherever required to satisfy a condition, shall be evidenced by written notice delivered to Escrow Agent (with a copy to the other party). 4.7 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. 4.8 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. 4.9 Prorations. Escrow Fees and Costs. 4.9.1 Prorations. The following items shall be prorated in Escrow, as of the date of Close of Escrow: real estate taxes, based on the most recent information available in the office of the taxing entity. All prorations shall be made on the basis of a 30-day month and a 360-day year, unless the parties otherwise agree in writing. 4.9.2. Escrow Fees and Costs. City/Agency shall be responsible for any and all customary "Seller" and "Buyer" escrow fees and costs excluding any and all charges relating to the 7 c2-(,d- . . state's financing of the development of the Veterans Home Project. Notwithstanding the foregoing, in the event of a default by Agency or District hereunder, all cancellation and other escrow charges shall be paid by the defaulting party. 4.10 Existinq Encumbrances. Pursuant to the Property Exchange Agreement, District shall be responsible for payment into Escrow of any and all funds necessary to reconvey any and all monetary liens and encumbrances with respect to the Project Site, other than assessments and property taxes and those liens which are Permitted Exceptions pursuant to Section 3.2 hereof. Escrow Agent is authorized to secure beneficiary demands and requests for reconveyance of such monetary liens, and each property shall be transferred free from such liens at Close of Escrow. 4.11 Distribution of Funds and Documents. At the Close of Escrow, Escrow Agent shall do each of the following: (a) Pavment of Encumbrances. Pay the amount of those monetary liens to be removed at Close of Escrow using the funds deposited in Escrow by the parties responsible therefor pursuant to Section 4.10, above. (b) Recordation of Documents. Submit to the County Recorder of San Diego County the Grant Deed for the Project site and each other document to be recorded under the terms of this Agreement, or by general usage, and, after recordation, cause the County Recorder to mail the Grant Deed to the party acquiring rights thereunder. (c) Non-Recorded Documents. Deliver by United States mail (or hold for personal pickup, if requested): (1) any Title Policy to the insured party; each other non-recorded document received hereunder to the payee or person acquiring rights thereunder or for whose benefit said document was acquired. 5. Title Matters. 5.1 Preliminarv Title Report. (a) Delivery to Buyer. As soon as possible after Opening of Escrow, Escrow Agent shall provide to State a preliminary title report ("Preliminary Title Report") with respect to the property to be acquired thereby, issued by First American Title Company, or another mutually acceptable title insurer ("Title Insurer") reflecting the status of title to such property. The Preliminary Title Reports shall be deemed received by each party on the date of personal delivery or three (3) days after mailing by Escrow Agent. (b) Time to Obiect. State shall have thirty (30) days after the date of receipt of their Preliminary Title Report to 8 c2 -/3 . . notify Escrow Agent (with a copy to the other party), in writing, of its objection to the legal description or any matters indicated as exceptions in such report. (c) Time to Eliminate Exceptions. If state objects to one or more exceptions indicated in the Preliminary Title Report, CitY/Agency may cure such objection by delivering, within fifteen (15) days after receipt of such objection, to Escrow Agent (with a copy to the objecting party) written agreement to eliminate such exception(s) by the Closing Date. (d) Riqht to Cancel or Perform. If city/Agency does not agree to cure such objection, state shall elect one of the following, by delivering written notice to Escrow Agent (with a copy to the other party) within five (5) days after receipt of an election not to cure title or expiration of the 15-day response period described in (c) 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. 5.2 Title Insurance. As of Close of Escrow, Title Insurer shall issue, or be committed to issue, at the sole cost of District, a standard form ALTA Owner's Title Insurance Policy ("Title Policy") insuring the state's title to the Project site in the amount of $1,920,000, subject only to the following permitted exceptions ("Permitted Exceptions"): (a) current, non-delinquent real estate taxes and assessments; (b) the lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 of the California Revenue and Taxation Code; (c) the matters set forth in the Preliminary Title Report and approved by the state pursuant to Section 3.1 hereof; (d) any other matters approved in writing by the acquiring party; (e) the non-discrimination covenants required by California Health and Safety Code sections 33435 and 33436; (f) any reversionary interests retained by the transferring party as set forth in the Grant Deeds transferring the properties; and (g) matters excepted or excluded from coverage by the printed terms of the Title Policy's standard form. 6. Representations and Warranties. 6.1 In General. Each party, with respect to itself, agrees, represents and warrants as of the date of execution of this Agreement, and as of Close of Escrow, as follows: (a) Authority. Such party has full legal right, power and authority to execute and fully perform its obligations under this Agreement, without the need for any further action; and the persons executing this Agreement and other documents required hereunder on behalf of such party are the duly designated agents thereof and are authorized to do so. 9 c2 - (LJ - - (b) Investiqation of Property. state will make an independent investigation, to the extent state deems necessary or appropriate, concerning the physical condition (including the existence of hazardous materials), value, development, use, marketability, feasibility and suitability of the Project site, including (but not limited to) land use, zoning and other governmental restrictions and requirements. state is acquiring the property "AS IS," in its present state and condition solely in reliance upon state's own investigation, and no representations or warranties of any kind, express or implied, have been made by the city/Agency, or its representatives, except as expressly set forth in this Agreement. state unconditionally releases City/Agency and District from and against any and all liability, both known and unknown, present and future, for any and all da.ma.ges, losses, claims and costs (including attorneys fees), arJ.sJ.ng from the physical condition of the property being acquired thereby (including, without limitation, the existence of hazardous materials), or the property's non-suitability for State's intended use. With respect to this Section, State 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." (c) Real Estate Commissions. No brokers or finders have been employed or are entitled to a commission or compensation in connection with this transaction. Each party agrees to indemnify, protect, hold harmless and defend the other party from and against any obligation or liability to pay any such commission or compensation arising from the act or agreement of the indemnifying party. 6.2 Survival of Warranties. The representations and warranties given by each party in this Section, 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 the Acquiring Party. 7. General Provisions. 7.1 Assiqnment. No party may assign this Agreement or any of its rights hereunder without the prior written consent of the other party which consent shall not be unreasonably withheld. Any purported assignment which has not been consented to by City/Agency as provided hereunder shall be null and void. 7.2 Attorneys' 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 10 c2 - ( .s- . . prevailing party shall be that party receiving substantially the relief sought in the proceeding, whether brought to final judgment or not. 7.3 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. 7.4 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. 7.5 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 subject matter hereof. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. 7.6 Exhibits. All exhibits referred to herein are attached hereto and incorporated herein by reference. 7.7 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. 7.8 Governinq Law. This Agreement shall be governed, interpreted, construed and enforced in accordance with the laws of the State of California. 7.9 Headinqs. The captions and paragraph headings used in 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. 7.10 Modification. Waiver. No modification, waiver, amendment or discharge of this Agreement shall be valid unless the same is in writing and signed by both City/Agency and state. 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. 11 c=2-/~ - . 7.11 Notice. Notice to either party shall be in writing and either personally delivered or sent 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) or three (3) business days after deposit in the U.S. Mail, as the case may be. Citv/Aqencv Address for Notice: District Address for Notice: 276 Fourth Avenue 1227 0 street Chula Vista, CA 91910 P. O. Box 942895 Attn: Community Development Sacramento, Ca. 94295-0001 Director and City Attorney Attn: Thomas R. Langley Assistant Director of the Southern California Veterans Home Either party may change its address for notice by delivering written notice to the other party as provided herein. 7.12 Severabilitv. 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. 7.13 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. 7.14 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. [NEXT PAGE IS SIGNATURE PAGE] 12 ¿Z -I 7 . . IN WITNESS WHEREOF, the parties have entered into this Agreement as of the date first written above. AGENCY: REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public agency corporate and politic By: Shirley Horton, Chairman ATTEST Secretary CITY: CITY OF CHULA VISTA, a municipal corporation By: Shirley Horton, Mayor ATTEST City Clerk APPROVED AS TO FORM BY City/Agency Attorney STATE: STATE OF CALIFORNIA, Department of Veterans Affairs By: [print Name and Title] m:\home\attorney\vethome2.dda 13 c2-(f? ~ . '-. ~ p~£ !Blank! EXHIBIT A [DDA] Project site .,;«'~ LEGAL DESCRIPTION THE L&'ID REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEGO, AND IS DESCRIBED AS FOLLOWS: THE NORTHERLY 990.00 FEET OF THE NORTHEAST QUARTER OF QUARTER SECTION 67 OF RANCHO DE LA NACION, IN THE CITY OF CHULA VISTA, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF NO. 166, MADE BY GEORGE S. MORRILL, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN DIEGO COUNTY, MAY 11, 1869. ~-I c¡ ~¡~ .. i:;; 'N E9, . ;~ ' ~ ~- . o. :5: I"~ "(I) z 0 Ü 0( z \" 0( ~~ ~ § ~ g ~ ë I ~~ ~ ~Nt¡: ~~ >, æ .2<t ~~ N ~m ~5~~ ØO xll~ !!!- u~~ , Q.(I) ..0 . 2~ Jill!/ (""t~:::: ..n."...' ..,N,..."", ..... j! ,; a;-,~.. : ~ , !~. . l - ~f : . .: -.. --.. . : ~ -(9 ð5-- o~ ' : ww~ ~uo i rQC;\ N ..-----' L. - . - - -l ~~ . '" U ); t I@~ , "" ,. r¡, N", \ I ¡ f1~ . ~; I ¡: ~. ¡ \.L/~!: \ I . . .,.,.. , ., -. """" . . .. " .. .". ! 1 ~ . I i! ¿2 -d.-O a~! m ;I, T . EXHIBIT B [DDA] Project Description [To be inserted in final document. Preliminary Plans dated July 16, 1996] D-1 18 c2 -c2- ( '. . ,. r:J/'w. Pa;¡E; !Blank! EXHIBIT C [DDA] Grant Deed C-l c:2 - ¿;Z d.- - . Order No. , Escrow No. Loan Nò. WHEN RECORDED MAIL TO: DOCUMENTARY TRANSFER TAX $ ........~.......................................... SPACE ABOVE THIS LINE FOR RECORDER'S USE ...... Computed on the consideration or value of property conveyed: OR ...... Computed on the consideration or value less liens Ot encumbrances remaining allime of sale, *~~~\'fg§. transfer to public Signature ot De<:larant or Agent determining tax - Firm Neme GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the SWEETWATER UNION HIGH SCHOOL DISTRICT - hereby GRANT(S) to the STATE OF CALIFORNIA, BY AND THROUGH DEPARTMENT OF VETERANS AFFAIRS the real property in the City of Chula Vista County of San Diego , State of California, described as that certain real property more particularly described on Exhibit A attached hereto and incorporated herein by this reference, subject to those certain coyenants, terms and con- ditions more particularly described on Exhibit B attached hereto and incorporated herein by this reference. SWEETWATER UNION HIGH SCHOOL DISTRICT Dated By: } STAlE OF CALIFORNIA }ss. Title: COUNTY OF } On before me. By: personally appeared Title: personally known to me (or proved to me on the basis of satisfactory evidence) to be the petsonls) whose name Is) islare subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in hislher!their authorized capacitylies), and that by his/herftheir signa- ture(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted. executed the instrument. WITNESS my hand and official seal. Signature (This area tor official notarial sear) MAIL TAX STAlEMENTS TO: c2 -;23 1002 (1/94) - . EXHIBIT A [Grant Deed] Legal Description [To be inserted] C-2 e:2 - ;¿C) .. . . ~ ':: ~ gJ a;} E !Blank EXHIBIT B [Grant Deed] Covenants, Terms and Conditions of Transfer [TO be inserted] C-3 c2 ~¿;¿S- r . ", ~ SP~E. !Blank! AGENCY RESOLUTION - and COUNCIL RESOLUTION - JOINT RESOLUTION OF THE CITY COUNCil AND THE REDEVElOPMENT AGENCY OF THE CITY OF CHUlA VISTA ADOPTING MITIGATED NEGATIVE DECLARATION IS-96-04 AND RELATED DOCUMENTS FOR THE SOUTHERN CALIFORNIA VETERAN'S HOME, CHUlA VISTA, NEGATIVE DECLARATION IS- 95-02 FOR THE CITY OF CHUlA VISTA CORPORATION YARD, AND NEGATIVE DECLARATION IS-96-12 FOR THE SWEETWATER UNION HIGH SCHOOL DISTRICT ADMINISTRATIVE OFFICE RELOCATION, AND APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE REDEVElOPMENT AGENCY, THE CITY OF CHUlA VISTA AND THE STATE OF CALIFORNIA DEPARTMENT OF VETERANS AFFAIRS FOR THE PROPOSED DEVELOPMENT OF A VETERANS HOME WHEREAS, the need for a Veterans Home in Southern California is well established, with over two-thirds (2/3) of the state's veterans residing in Southern California; and, WHEREAS, the State of California has created the Governor's Commission on the Southern California Veterans Home to advise the Governor and the legislature on the placement of such a Home; and, WHEREAS, it is contemplated that, wherever the Veterans Home is located, it will provide shelter and services to 400 veterans and create 200 to 300 new local jobs; and, WHEREAS, a substantial portion of the Veterans who will reside at the site earn low or moderate incomes; and therefore will benefit from the expenditure of the Agency's low and Moderate Income Housing funds; and, WHEREAS, the City/Agency believes that the social and economic benefits of developing the Veterans Home in Chula Vista would be very significant; and, WHEREAS, the City/Agency has conceptually approved the donation of land for the building of a Veterans Home facility at the Hospital School Site property which consists of 30.06 gross acres of undeveloped land located on the east side of Medical Center Drive, between East Naples Court and Medical Center Court in the City of Chula Vista; provided that the site is selected for development by the State of California, and recognizing the nature of the facility warrants relief from certain development fees; and, WHEREAS, on September 26, 1995, after a duly noticed public hearing pursuant to California Health and Safety Code Sections 33431 and 33433, the City/Agency approved the acquisition of land suitable for the Veterans Home project pursuant to a Property Exchange Agreement ("Exchange Agreement") with the Sweetwater Union High School District; and WHEREAS, the City/Agency has negotiated a Disposition and Development Agreement ("DDA") with the State of California Department of Veteran Affairs for the Development of a Veterans Home, subject to certain terms and conditions; and r:;2 - c2 G:, - . WHEREAS, in accordance with CEOA a Negative Declarations have been prepared for the Veterans Home project and all related projects contemplated by the Exchange Agreement and the DDA. NOW, THEREFORE, BE IT RESOLVED the City Council and Redevelopment Agency of the City of Chula Vista does hereby: 1) Adopt Mitigated Negative Declaration IS-96-04 for the Southern California Veteran's Home, Chula Vista, and related Mitigation Monitoring and Reporting Program; 2) Adopt Negative Declaration IS-95-02 for the City of Chula Vista Corporation Yard; 3) Adopt Negative Declaration IS-96-1 2 for the Sweetwater Union High School District Administrative Office Relocation; 4) Find, pursuant to HSC Section 33334.2 (g), that the expenditure of low and Moderate Income Housing funds for the development of the Veterans Home, will be of benefit to the Agency project areas by housing low and moderate income veterans; and that, to the extent possible, use restrictions on the project have been imposed to ensure the continued afford ability of the project to low and moderate income residents; 5) Approve the Disposition and Development Agreement for the proposed development of a Veterans Home in substantially the form presented with such minor modifications or additions as required or approved by the City Attorney and the State; 6) Authorize the Mayor to execute the DDA and all related transfer documents; 7) Authorize and direct staff to take all necessary measures consistent with the Exchange Agreement and the DDA to implement same; and 8) Designate $545,000 in the low and Moderate Income Fund for the purpose of funding the Veterans Home project by satisfying City/Agency obligations under the Exchange Agreement. Presented by Approved as to form by ~, S~ Chris Salomone Director of Community Development ((JA/ohl M,\HOMEICOMMDEV\RESOSIVET,HOME (Ootob.. 3. 1996 19'36om)] c2_c2r