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HomeMy WebLinkAboutRDA Packet 1995/08/01 Tuesday, August 1, 1995 Council Chambers 4:00 p.m. Public Services Buildiug (immediately following the City Council meeting) Joint Regular Meeting of the Redevelopment Agency of the City of Chula Vista CALL TO ORDER I. ROLL CALL: Agency/Council Members Alevy -, Moot -' Padilla -' Riudone -, and Chair/Mayor Horton - 2. APPROVAL OF MINUTES: July 25, 1995 CONSENT CALENDAR (Items 3 and 4) The staff recommendations regarding the following items listed under the Consent Calendar will be enacted by the Agency by one motion without discussion unless an Agency, a member of the public or City staff requests that the item be pulled for discussion. If you wish to speak on one of these items, please fill out a "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.) Items pulled from the Consent Calendar will be discussed after Action Items. Items pulled by the public will be the first items of business. 3. WRITTEN COMMUNICATIONS: None. 4. AGENCY RESOLUTION 1464 APPROVING LEASE BETWEEN OT A Y VISTA ASSOCIATES AND THE REDEVELOPMENT AGENCY FOR OFFICE SPACE FOR THE OTAY RANCH PROJECT--The current lease agreement between the Agency and Otay Vista Associates (Otay Ranch Project) will expire 8/2/95. A revised lease has been prepared and is before the Agency for consideration. Staff recommends approval of the resolution. (Community Development Director) . . END OF CONSENT CALENDAR' . 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 Secretary of the Redevelopment Agency or the City Clerk prior to the meeting. (Complete the green form to speak infavorofthe staff recommendation; complete the pinkform to speak in opposition to the staffrecommendation.) Comments are limited to five minutes per individual. ", declare under penalty of perjury that I am ~:~'Oye~ by the City of Chula Vista in the thO :un,ty tev~lopment Department end that I posted is. gend~ Notice on the Bulletin Board at the PUblo~r~~ Buildin~ at City Hall on DATE. ~ SIGNE,!;1 .:y¡À1~ " ,_... _, Agenda -2- August I, 1995 5. PUBLIC HEARING: SALE OF AGENCY PROPERTY LOCATED AT 315 FOURTH AVENUE WITHIN TIlE TOWN CENTRE I REDEVELOPMENT PROJECT AREA TO THE CITY OF CHULA VISTA, CALIFORNIA, WITHOUT PUBLIC BIDDING--Staff informed the Agency at its 5/23/95 meeting the three proposals received for purchase of the building were unacceptable. The Agency directed staff to prepare a Purchase and Sale Agreement for Agency/Council review and approval. Staff requests continuance of the Public Heariug to the A!!encv meetin!! of Au!!ust 15, 1995. Continued from the meetín!! of June 20, 1995. (Community Development Director) A. AGENCY RESOLUTION 1458 APPROVING SALE OF CERTAIN PROPERTY LOCATED AT 315 FOURTH AVENUE WITHIN THE TOWN CENTRE I REDEVELOPMENT PROJECT AREA TO THE CITY OF CHULA VISTA, CALIFORNIA WfTHOUT PUBLIC BIDDING, APPROVING PURCHASE AND SALE AGREEMENT WfTH THE CITY OF CHULA VISTA, CALIFORNIA, AND AUTHORIZING THE CHAIRMAN TO EXECUTE SAME B. COUNCIL RESOLUTION 17926 APPROVING TIlE PURCHASE OF CERTAIN PROPERTY LOCATED AT 315 FOURTH AVENUE WITIßN THE TOWN CENTRE I REDEVELOPMENT PROJECT AREA FROM THE REDEVELOPMENT AGENCY, APPROVING A PURCHASE AND SALE AGREEMENT WITH THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, CALIFORNIA, AND AUTHORIZING THE MAYOR TO EXECUTE SAME 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. ACTION ITEMS The items listed in this section of the agenda are expected to elicit substantial discussions and deliberations by the Agency, staff, or members of the general public. The items will be considered individually by the Agency and staff recommendations may in certain cases be presented in the alternative. Those who wish to speak, please fill out a "Request to Speak" form available in the lobby and submit it to the Secretary to the Redevelopment Agency or the City Clerk prior to the meeting. Public comments are limited to five minutes. 6. AGENCY RESOLUTION 1465 and COUNCIL RESOLUTION 17985 APPROVING SUBSTITUTION OF PROJECT UNDER A LEASE AGREEMENT (TOWN CENTRE n PARKING PROJECT - PHASE TWO) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS THEREWITH--The Agency and City issued $3.1 million in Certificates of Participation in 1993 to pay the Agency's share of costs related to the -_. --...---. Agenda -3- August 1, 1995 construction of the parking structure at Chula Vista Center. For the purpose of issuing the bonds, three City-owned properties were leased to the Agency and leased back by the City. The City now wishes to sell one of those properties, Marina View Park, to the San Diego Unified Port District, which will necessitate substituting a property of equal or greater value in the Site Lease Agreement. Staff recommends approval of the resolution. (Community Development Director) ITEMS PULLED FROM THE CONSENT CALENDAR This is the time the Redevelopment Agency will discuss items which have been removed from the Consent Calendar. Agenda items pulled at the request of the public will be considered prior to those pulled by Agency Members. Public comments are limited to five minutes per individual. OTHER BUSINESS 7. DIRECTOR'S/CITY MANAGER'S REPORT(s) 8. CHAIR'S/MAYOR'S REPORTIS) 9. AGENCY/COUNCIL MEMBER COMMENTS ADJOURNMENT The meeting will adjourn to a Joint Redevelopment Agency/City Council Meeting on August 15, 1995 at 6:00 p.m., immediately following the City Council meeting, in the City Council Chambers. ...... COMPLIANCE WfTH THE AMERICANS WITH DISABILITIES ACT The City of Chula Vista, in complying with the Americans With Disabilities Act (ADA), request individuals who require special accommodations to access, attend, and/or participate in a City meeting, activity, or service request such accommodation at least forty-eight hours in advance for meetings and five days for scheduled services and activities. Please contact the Secretary to the Redevelopment Agency for specific information at 619.691.5047 or Telecommunications Devices for the Deaf (TDD) at 619.585.5647. California Relay Service is also available for the hearing impaired. [C:\WP51 \AGENCY\AGENDAS\O8-O1~95.AGD] -. MINUTES OF AN ADJOURNED SPECIAL JOINT MEETING OF THE REDEVELOPMENT AGENCY/CITY COUNCIL OF THE CITY OF CHULA VISTA Tuesday, July 25, 1995 Council Chambers 10:38 p.m. Public Services Building CALL TO ORDER 1. ROLL CALL: PRESENT: Agency/Council Members Alevy, Moot, Padilla, Rindone, and Chair/Mayor Horton ALSO PRESENT: John D. Goss, Director/City Manager; Bruce M. Boogaard, Agency/City Attorney; and Beverly A. Authelet, City Clerk 2. APPROV AL OF MINUTES: June 3, 1995 and July 11, 1995 MSUC (HortonlRindone) to approve the minutes of June 3, 1995 and July 11, 1995 as presented. BUSINESS 3. WRITTEN COMMUNICATIONS: None PUBLIC HEARINGS AND RELATED RESOLUTIONS AND ORDINANCES 4. PUBLIC HEARING: JOINT REDEVELOPMENT AGENCY/CITY COUNCIL HEARING PURSUANT TO THE CHULA VISTA MUNICIPAL CODE AND CALIFORNIA HEALTH AND SAFETY CODE SECTION 33431 AND 33433 REGARDING THE PROPOSED DISPOSITION BY THE AGENCY OF CERTAIN REAL PROPERTY LOCATED AT 760 BROADWA Y COMPRISED OF APPROXIMATELY 2.53 ACRES TO BROADWAY VILLAGE BUSINESS HOMES, LP. AND THE PROPOSED DEVELOPMENT OF SAID PROPERTY INTO A 36-UNIT MIXED-USE BUSINESS HOMES PROJECT, SUCH PUBLIC HEARING TO CONSIDER THE FOLLOWING SPECIFIC PROPOSED ACTIONS:--The City Council and Redevelopment Agency are requested to hold the requisite public hearings and take the actions necessary to approve the Broadway Business Homes Project and authorize execution of a Disposition and Development Agreement with Joelen Enterprises (Josef and Lenore Citron) for the development of the project. Actions required include a zoning change for the project from Thoroughfare Commercial to Central Commercial-Precise Plan; a Special Use Pennit with Shared Parking Agreement to establish the mixed-use project; and approval of a Precise Plan with Conditions for development of the Project and approval of the DDA, and sale of the property without public bidding. Staff recommends the Council and Agency approve the resolutions and place the Ordinance on first reading. (Community Development Director) 1. Review and adoption of Mitigated Negative Declaration and Addendum IS-95-03 2. Approval of an amendment to the zoning map or maps established hy Section 19.18.010 of the Chula Vista Municipal Code by rezoning the 2.532 acre parcel located at 760 Broadway within the Southwest Redevelopment Project Area from CoT (Commercial Thoroughfare) to C-C-P (Central Commercial with Precise Plan) 3. Issuance of a Special Use Pennit to construct a 36-unit commercial/residential mixed-use project with Shared Parking Agreement 4. Approval of a Precise Plan to allow construction of a 36-unit mixed-use project including associated site improvements 5. Approval of a Disposition and Development Agreement hetween the Agency and Joelen Enterprises A. RESOLUTION 17964 RESOLUTION 1460 ADOPTING MITIGATED NEGATIVE DECLARATION AND ADDENDUM IS-95-03 FOR A 36-UNIT BUSINESS HOMES PROJECT AT 760 BROADWAY J -I -- -'" -. Minutes July 25, 1995 Page 2 B. ORDINANCE 2636 AMENDING THE ZONING MAP OR MAPS ESTABLISHED BY SECTION 19.18.010 OF THE CHULA VISTA MUNICIPAL CODE BY REZONING THE 2.53 ACRE PARCEL LOCATED AT 760 BROADWA Y WITHIN THE SOUTHWEST REDEVELOPMENT PROJECT AREA FROM CoT (COMMERCIAL THOROUGHFARE) TO C-C-P, CENTRAL COMMERCIAL WITH PRECISE PLAN (First Reading) C. RESOLUTION 1461 MAKING CERTAIN FINDINGS AND GRANTING A SPECIAL USE PERMIT FOR THE DEVELOPMENT OF A MIXED-USE PROJECT KNOWN AS THE BROADWAY BUSINESS HOMES PROJECT, LOCATED AT 760 BROADWAY WITHIN THE SOUTHWEST REDEVELOPMENT PROJECT AREA TO BROADWAY VILLAGE BUSINESS HOMES, LP. D. RESOLUTION 1462 RESOLUTION 17965 APPROVING A PRECISE PLAN FOR THE BROADWAY BUSINESS HOMES PROJECT AND A DISPOSITION AND DEVELOPMENT AGREEMENT WITH BROADWAY BUSINESS HOMES, L.P., AND AUTHORIZING THE CHAIR TO EXECUTE SAME E. RESOLUTION 1463 WAIVING THE CONSULTANT SELECTION PROCESS, AUTHORIZING EXECUTION OF A TWO-PARTY AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY AND WOODWARD-CLYDE CONSULTANTS FOR SOIL TESTING AND REMEDIATION CONSULTING SERVICES AT 760 BROADWAY, AND APPROPRIATING FUNDS THEREFOR--Demolition of buildings at the Fuller Ford sile will necessitate removal of contaminated soils. It will be necessary to have a qualified hazardous materials consultant present during demolition. Staff recommends approval of the resolution. Not a part of the Public Hearing, but a related item. (Community Development Director) Mr. Boogaard called for a point of order which was a contlict issue. Mr. Padilla's father was a high ranking official in Chicago Title which happened to be the title company the Citron's were dealing with for the proposal. It was not a financial contlict because Mr. Padilla would not receive any financial gain whatsoever from the transaction. Under the Contlict of Interest Law, the Political Reform Act, it was not a contlict of interest and he would be entitled to participate. Upon reading page 37 the proposed Disposition and Development Agreement there was a provision on Contlict of Interest which was drafted broader than the Political Reform Act in order to try and achieve a greater sense of propriety in dealing with a Disposition and Developmenl Agreement. That could have been interpreted, Mr. Padilla believes, to include personal familial interests versus, albeit it indirect, personal financial interests which the Political Reform Act dealt with. In the absence of a proposal to modify paragraph 7.2, it might be interpreted to be broader than the political refonn act. Mr. Padilla's concern was that tbe way it currently read, even though the contract was not in force, the minute it was approved he might be violating that particular clause. He did not want to do that and proposed to abstain from participation in the issue. It was his opinion that the personal familial interest was not intended to be covered by the clause and in order to give Mr. Padilla peace of mind to participate he recommended that the words "personal interest" be amended to read "personal financial interest". MSC (MootJAlevy) to add the word "financial" between "personal" and "interest" in paragraph 7.2 of the Development and Disposition Agreement. Approved 4-0-0-1 with Padilla abstaining. Chris Salomone, Director of Community Development, stated they were at the end of a very difficult process. Most redevelopment projects had complications and involved innovative and creative solutions. The main issues unresolved on the Broadway Business Home project centered around some development agreement provisions. The most significant of those dealt with the process for the acquisition of the property. Staff was prepared to discuss those with the Agency and make recommendations. That had been done in Closed Session previously and may be the Agency's wish again. Member Rindone stated the Agency/Council had given direction to staff at the last meeting and questioned if it was staff's belief that there was significant new information since that direction. Mr. Salomone responded that staff wanted to have the opportunity t~ articulate the differences. He felt there were four different proposals that had been somewhat defined in front of the Agency/Council. The Agency/Council direction bad been clearly communicated to the applicant. c2-;¿ .-... ,-. Minutes July 25, 1995 Page 3 8 Katrina D. Newby, 2270 Fifth Avenue, San Diego, CA, Executive Director of the Home Business Network, supported the Broadway Business Homes. She served as the Home Business Consultant for the Small Business Development Center at Southwestern College where she consulted on a daily basis an average of ten home based business owners. Home based businesses were spreading rapidly and was not just the mom/pop operation. The problem was that they were growing out of tbeir homes. She felt the project was very valuable because it gave people the opportunity to stay in Chula Vista and at the same time have conunercial space. She hoped the project would not be held up. On an average there were 50-60 new home based businesses started up weekly in the area. 8 R.E. Chandler, 3971 Darwin Avenue, San Diego, CA, stated he owned a business on Broadway from 1970 - 1979. He felt the project would offer a great opportunity for the small businessman. He wanted to see the project go forward as he was very interest in possibly purchasing a unit. 8 Joseph S. Fialho, 723 1/2 Ostend Court, San Diego, CA, stated the project was needed to bring Chula Vista in competition with the bigger cities. 8 Patty Davis, 13751117 Callejon Montefrio, Chula Vista, CA, stated alter reviewing the project she felt it would be an asset to the western portion of Chula Vista. She had clients that were interested in a home based business. The City was viewed as being very progressive and urged Agency/Council support. 8 Rod Davis, 233 Fourth Avenue, Chula Vista, CA, representing the Chula Vista Chamber of Conunerce, stated the County was building 17 units of lowllow income housing on Palomar and Broadway which would bring 17 new families to shop at the Broadway Business Homes. The Redevelopment Agency was not in business to make good deals, that was what private industry was for, they were in business to cure blight and improve the quality of life and living conditions in the conununity and he felt that was what the project would do on Broadway. Forty percent of the new business licenses per month were home businesses. The project would succeed and made the City of Chula Vista a leader and model throughout the State. The Chamber urged Agency/Council support. 8 Joanne Clayton, 760 Fifth Avenue, Chula Vista, CA, President of the Broadway Business Association, stated Broadway with over 650 businesses represented a large percentage of the business revenue in the City. The Broadway Business Home project had the full support of the Association because it represented a new and unique opportunity for the area. They felt it was necessary for all business projects wanting to locate in the City to koow that the City was business friendly and could work with the developers in a positive and rapid way. The Broadway Business Association urged the Agency/Council to move forward with the project. 8 Josef Citron, 761 Golden Park, San Diego, CA, Applicant, revisited the project. Two weeks ago he felt everyone was a victim of a misunderstanding. They had spoken with most of the Agency/Council Members individually to shed light on the project. They were dedicated to the project and had made a proposal on their proposal which they felt went a long way in meeting the concerns expressed as the result of the last meeting. He was appealing for the Agency/Council to work with them. They had not advertised the project, but word-of-mouth had already brought them interest in purchase of four of the first six units. They felt the project would be an enormous success and the benefits to the City would be quite great. Chair/Mayor Horton questioned if it could be discussed in open session. Mr. Boogaard responded that it could but if the Agency/Council gave staff new instructions the applicant would be hearing them. If the Agency/Council wanted staff to achieve any negotiating advantage it would be lost by discussing it publicly. He recommended that staff describe the negotiating movement in Closed Session. * * * Council met in Closed Session at 11:02 p.m. and reconvened at 11:52 p.m. * * . Mr. Salomone stated it was the position of the Agency/Council that in their previous deliberations that the Agency/Council considered all the elements of the project, i.e. the demolition of the site, remediation work, cost and value of the land. In that meeting staff conveyed to the developer the Agency/Council reconunendation that the land be acquired in two parts, $275,000 for the first half and $275,000 for the second half for a total land cost of $550,000. They revisited all those items in Closed Session and a new proposal the applicant offered and the Agency/Council reiterated the position that they came to previously. After reviewing that the write down and 02-3 ,- Minutes July 25, 1995 Page 4 participation on the part of the City, the demolition of the site, risk the City was taking and the opportunity costs that the City was involved in they still wanted to see the site purchased in two phases with $275,000 in advance of the first half and in advance of the demolition. Mr. Citron stated they had arranged financing for six units first. They did not have the financing arrangements to take down half the property at the present time. If that was the Council's position they would have to go back to the lender and re-Iook at the financing and investment situation. It began to get less affordable to be able to sell the units at a reasonable price which was what they wanted to do. He questioned if there was a way the Council could consider the request, at least for them to take down the property with the six units and then do the other two portions which would allow them to do the marketing and modify the rest of units to accOlrunodate the buying public and keep it market driven. As far as the Agency not being willing to participate as had been part of their understanding originally, it was something that they could look at and do what they could, but to require that they change from three phases to two would make them go back to square one with the financing. They had already lost three lenders and the project was under hardship at the present time. He strongly requested that the Council allow them to take down the property in three phases. The pay down suggested in their proposal was $92,000 which would be the biggest part, if not all, of the demolition costs. That would be paid in cash up front in order to get the project underway. They would get the project underway just as soon as the demolition was completed. If the Council could not do that they would have to see if there was some other way of doing the project under the new terms. Chair/Mayor Horton stated with the $275,000 it did not mean they had to build the whole 50% at one time. They would have the option to build six units. Mr. Citron stated he understood that, but to carry that purchase price during that period of time would boost the price and the buyer would have to pay more for no more product. They wanted to make them affordable. Member Moot questioned if they could defer the cost to the second phase. Mr. Citron responded that they would try to amortize it over the entire project, but they already had over $86,000 in costs which had to be added on to the price for which the buyers were getting no benefit. It had been sixteen months and to add that on would be one more straw to break the camels back. The amortization of that over the 36 units would mean they would have to get a great deal more financing. The City's risk was minimal. They also felt their risk was minimal because of the salability of the project as long as tbey could hold their prices. Member Rindone stated the Agency/Council was not convinced at the present time that the risk to the City was minimal. He questioned if there would be an interest in doing a third of the project with 12 units instead of six. Mr. Citron responded that they would have to redesign the project. The first building was six units and the next building was eight units. They were ready to go for building permits once the decision was made. Member Riudone stated the majority of the members of the Agency/Council were still interested in the project, but were not convinced that the risk was as minimal as being projected. The description of the proposed terms by staff did truly rellect the majority of the Agency/Council. Mr. Citron stated they would only be taking down the land for the first six units and would in no way be hurting the rest of the land. It was his understanding that the tire store owner to the north wanted to take all or as much of the property he could get. The Community Development Director expressed to him that he felt the risk was minimized because there was another buyer. Chair/Mayor Horton stated that other offers did not play into the decision made by the Agency/Council. They were two totally different issues. Their concern was their financial responsibility to the taxpayers. Member Moot stated the Agency/City demolition costs and out of pocket expenses exceeded what the Citron's were willing to pay and that jeopardized the taxpayers money. That did not look like a good economic deal to the Agency/Council. ~-1 Minutes July 25, 1995 Page 5 Mr. Salomone stated the total contract was for $107,000 and the site remediation brought it up to $124,000 which was the total up front costs to the City. Mr. Citron stated they had been working with the demolition contractor and they felt by working together they could save money for the City and the project. It was his understanding that they expected the costs to be around $86,000. The amount of money for the release on the six units of land would be almost $92,000. The City would only be releasing that portion of land and most of that did not have a lot of demolition required. Member Moot stated the Agency/Council would lose money if they only built six units. Mr. Citron stated they had been in the business for over thirty years and had been building in San Diego since 1972. They had yet to start a project they did not finish or purchase anything that they did not complete. They were basing all of the their projections and their willingness to go into the project on their experience. They would build 36 business homes and sell them. He projected they would be out of there by next March. He requested that the Agency/Council help them. By making one slight compromise to their position and allow them to go ahead with a loan that was already set they could go forward with the six units. The change would take them as much as three or four months to start over again. They would build the 36 units and pay the City for the land. If they made any more money the City had a recapture in the agreement. He requested that they be allowed to take down the project iu three phases, i.e. six, twelve, and eighteen units. Member Padilla stated there was a great deal of respect for Mr. Citron, his investors, and their accomplishments. The Agency/Council had to reach a decision as to what was a prudent risk to take and where the risk appropriately belonged. Members had given staff direction and he did not feel it prudent for the Agency/Council to publicly debate the staff estimates of potential costs, risks, or losses or to renegotiate the position taken. The integrity of the Agency/Council needed to be solid when a decision was made and to be consistent in order to maintain credibility. He felt the majority of the Agency/Council wanted to see the project work but there were responsibilities that were real, risks that were real, considerations that were real and they would be remiss in their responsibilities if they ignored them. Mr. Citron appreciated Member Padilla's comments. He felt the written record and video would show that was his concern, i.e. the consistency. He was questioning the consistency of action due to the change of position taken by the Agency/Council. It was not consistent with what they had been told, promised, or what action was taken. If they had known that six to nine months ago when they first came before the Agency/Councilor fifteen months ago when they presented their written proposal and had it responded to in May, June, or July rather than the following February they could have made their plans perhaps to do the deal as currently requested. Because it was not presented to them that way he requested the Agency/Council consideration. All of the work that was done was based on what they understood the Agency/Council wanted. Chair/Mayor Horton stated the financial aspects disclosed to the Agency/Council were a great surprise. The majority of the Agency/Council felt it was a full cash transaction, i.e. that the City was being paid the full purchase price up front. The Agency/Council never acted on the type of financing, payment, or how the property would be brought down for the units. Direction was never given. Mr. Citron stated he had been told that and most Members had been good enough to meet with them to discuss the documents they had been working under. He was trying to put the best face on it and call it a misunderstanding. It was a very embarrassing situation for them as well and they came back with a counter offer. It was now set up to do six units with two other phases. . Lenore Citron, 761 Golden Park, San Diego, CA, Applicant, stated no one brought up the price other than the letter that had been written to tbem. No one brought up the price of $275,000. They had a letter that said one thing and it got all mixed up and they ended up with egg on their faces and she resented it. They were good business people and they had done what they said they were going to do. At the eleventh hour it was not a good thing to do to people that wanted to do a good thing for the City. Chair/Mayor Horton stated they were not disputing the fact that they were good business people. She was sorry that there was a problem with mis-communication, but it was something the Agency/Council never discussed. :(-5 --- ,-- Minutes July 25, 1995 Page 6 Mrs. Citron stated it was not something that they were thinking but something that they had read that came from the City staff. Chair/Mayor Horton stated staff had reiterated the Citron's request. The letter contained a disclaimer at the beginning of the letter that stated it was not an offer, had not been to Council, or discussed by the Council. They were reiterating the Citron's discussions with staff. Mrs. Citron stated that was not how the letter read. Mr. Boogaard read the paragraph from the letter: "Dear Josef and Lenore, This letter responds to the various issues which you have raised concerning the above referenced proposal. This response is not to be considered an offer on the part of the Agency or the City to enter into an agreement with you regarding your proposal, but merely represented a sununary of the current status of the main points of a Disposition and Development Agreement that you have proposed between you and the Agency concerning the project." Mrs. Citron stated that was not the whole letter. She stated that it was required that land be delivered that was clean and that the land was not clean or the Agency/City would not have had people out examining it. It was a responsibility that belonged to whoever the previous owner was. Some of which the Agency/City was making their responsibility was not their responsibility. The letter said "It is contemplated that the site will be delivered to the developer demolished and cleared at the Agency's expense". City people wrote it she did not. It also said "On the price reduction, the Agency acquired the site for $1.8 million and presently contemplated to permit development on the site. The Agency would convey the site to the developer for a purchase price which is something less than that amount. One-half of this purchase price would be paid upon conveyance of each half of the site. Purchase price payment will be deferred until production unit sales." She stated that was very confusing to her and she did not understand how that was interpreted to come up with $275,000. In good faith they had stated they would pay for the first six units with cash and asked the Agency/Council to work with them. Mr. Boogaard advised the Agency/Council not to argue the point from the dais although there were very valid counterpoints. It would not behoove anyone to argue the points publicly. Mrs. Citron questioned why not, she felt the taxpayers should know what was going on. Chair/Mayor Horton did not feel a response was necessary. She was sorry there had heen a mis-conununication between the Redevelopment Agency and the developer. Member Rindone had been the strongest proponent for the project and he did not know the proposal for financing the project. Mr. Citron stated that was not in their proposal, it came from the Agency. Their original proposal was to buy the property and the letter was a counter proposal from the Redevelopment Agency. He requested that they get back to operating on good faith. They would pay cash for the first phase. Chair/Mayor Horton stated the paragraph read by the Agency/City Attorney prefaced the letter by stating it was the Citron's proposal to the City. Never in the letter did it say that the Agency/Council agreed to any of the items listed. Mr. Salomone clarified that one of the things that was being represented and important to state was that any project, and this project was extremely difficult because there was no model for it, began with various negotiations. The original project did not begin looking anything like the project presented at the present time. The developer worked countless hours with the staff to deal with issues such as parking, set backs, open space, and amenities. The project was falling apart week by week. Staff changed the things in the letter substantially. Staff agreed to make a public street at the developers request and agreed to work with a maintenance district. Those were all unique to the project and things staff had never encountered. To have documents such as the letter and meetings held and not know whether or not there was a project until late in the process and then to sit down and negotiate a development agreement and get tbe development from the agreement that did not replicate that method of acquisition was normal. Projects evolved and changed and to say that there was bad faith or misrepresentation because of a document early on in the process begged to open up the other issues that also changed throughout the process. It was a good c2 -10 -- -. -...-- Minutes July 25, 1995 Page 7 process and there was good faith on both sides, but it was being mis-characterized that the process was somehow breached because of the letter. Mr. Citron stated he respected Mr. Salomone very highly. The only reason they brought up the letter was because he thought the Agency/Council felt they had been sandbagged by the change in what they understood the deal was at the very last minute. They had told staff that and told them why that happened. They were acting in good !aith and used the letters as proof of that. 11 was not who was right but what was right. There being no further public testimony, the public hearing was declared closed. ORAL COMMUNICATIONS None OTHER BUSINESS 5. DIRECTOR'S/CITY MANAGER'S REPORT(S) - None 6. CHAIR'S/MA YOR'S REPORT(S) a. Discussion of Broadway Business Homes Project (Citron). The request is to discuss in Closed Session. 7. AGENCY/COUNCIL I\1EMBER COMI\1ENTS Memher Rindnne a. Member Rindone stated the Agency had received a memorandum from the City Attorney regarding the issue of spending tax increment outside of a project area and it was his understanding that the Agency had asked the staff for a report. He questioned when they could anticipate the report. Mr. Goss stated it was staffs interpretation that it had already been dealt with. Member Rindone stated he did not know how much money was applicable to the previous or current budget years and what that implication would be to the Redevelopment Agency. Mr. Goss responded that would have to be brought back. 11 was his understanding that the Agency took action that instead of incrementally phasing out the tax increment paying for general economic development that it all be done one time. Chris Salomone, Director of Community Development, stated staff was preparing the report and it would have a criteria for the amount that was attributable to the redevelopment areas directly under AB 1290 and the amount that should be paid for by the General Fund. Staff was still researching that and developing the criteria and he felt it could be brought back in 2-3 weeks. Member Rindone requested that it be an agendized item for review by the Redevelopment Agency. Mr. Goss stated he appreciated the enthusiasm of the Community Development Director, but he insisted that they give it budget review and the Budget Director was on vacation. He felt it would be approximately one month before returning to the Agency. Member Rindone stated one month was acceptable but he did not want to let it go longer than that. 02-7 --- --- --. Minutes July 25, 1995 Page 8 ADJOURNMENT ADJOURNMENT AT 12:25 A.M. to the Regular Agency Meeting on August I, 1995 at 4:00 p.m., immediately following the City Council meeting, in the City Council Chambers. Respectfully submitted, BEVERLY A. AUTHELET, CMC/AAE, City Clerk by: 01.-? --- -- REDEVELOPMENT AGENCY AGENDA STATEMENT Item L Meeting Date 8/01/95 ITEM TITLE: RESOLUTION /1&1 APPROVING LEASE BETWEEN OTAY VISTA ASSOCIATES AND THE REDEVELOPMENT AGENCY FOR OFFICE SPACE FOR THE OTAY RANCH~OJECT SUBMITTED BY: Community Deve1,opmeMtor REVIEWED BY: City Manager~ btj 1 - (4/5ths Vote: Yes - No.xJ ~ Council Referral Number: - BACKGROUND: When plans were developed for processing the Otay Ranch Project, it was agreed that the consultants and staff would occupy offices separate from Public Services because 1) there is no space available in City Hall buildings, and 2) it was desirable to have the work unit as a separate and discreet unit for the most expeditious and thorough processing of plans for the Otay Ranch project. Otay Vista Associates is now leasing office space for the Otay project in the Redevelopment Agency owned EI Dorado building. The current lease agreement between the Redevelopment Agency and Otay Vista Associates (Otay Ranch Project) will expire August 2, 1995. A revised lease has been prepared and is attached for the Redevelopment Agency's consideration. RECOMMENDATION: That the Agency adopt a resolution approving a revised, 3-month lease between the Redevelopment Agency and Otay Vista Associates for office space in the EI Dorado building for the Otay Ranch Project. BOARDS/COMMISSIONS RECOMMENDATION: Not applicable. DISCUSSION: Implementation of the general development plan for the Otay Ranch has been ongoing. During 1995-96, the Otay Ranch Team will continue to represent the City relative to the Council approved Sphere of Influence updated study that was filed with LAFCO during 1994-95. In addition, the Baldwin Company has filed the Spa 1 application for Village 1 and 5 and the Team will process the application and associated environmental review and subdivision maps. These work tasks will necessitate the continued use of office space for the Otay Ranch Team. The proposed lease agreement is basically the same lease as previously used for the Otay Ranch Project but with one modification. The Team will continue to lease the same general office space; but, the floor area will be increased from 1,934 sq. ft. to 2,400 sq. ft. to accommodate the additional planners and engineer approved by the City Council in the 1995-96 Budget for the project Team. The new lease will be for a 3-month period at the current $1.10 sq. ft. rate with three, optional three-month periods at the discretion of the City Manager. The lease has been structured with a three-month term and three quarterly renewal options at the City Manager's discretion in order to protect the Agency from any risk of the leased premises being occupied by Otay Vista Associates without payment for an extended period of time, as a result of the Baldwin Company bankruptcy proceeds. The City Attorney advises that it might be possible that the bankruptcy court could stop the ability of the Agency to evict Otay Vista Associates for nonpayment for the term of the lease. In addition to the lease cost, the tenant will pay its 1-/ - ,-. -- Page 2, Item --.!L. Meeting Date 8/01195 own utilities and janitorial services. FISCAL IMPACT: The Agency will receive $7,920 for each three-month lease period with a maximum revenue of $31,680 for the total four, three-month periods. [c:\wp51 \buchan\al13s\95Iease.a13] ¡f~~ -- .- LEASE OF SUITE "A" This "Lease" is made this --1Æ.. day of August, 1995 between the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA (Agency), hereinafter sometimes referred to as "Landlord", and OTAY VISTA ASSOCIATES, hereinafter sometimes referred to as "Tenant". Landlord hereby leases to Tenant and Tenant hereby hires from Landlord, subject to the provisions of this Lease, those certain premises commonly known as 315 FOURTH AVENUE, SUITE "A", CHULA VISTA, CALIFORNIA, hereinafter sometimes referred to as the" Premises", together with the right, in common with others, to the use of all common entranceways, lobbies, ramps, drives, stairs and similar access and serviceways, and common areas in and adjacent to the building of which the Premises are a part. A floor plan showing the location of the Premises, (offices 105, 106, and 107) is attached hereto as Exhibit" A" and made a part hereof. 1. TERM: The "Term" of this Lease shall commence on August --L-., 1995, hereinafter the "commencement date". The Term shall end one minute before midnight three months following the commencement date. Said term may be renewable for three, optional three- month terms solely at the discretion of the City of Chula Vista's City Manager. initial 2. RENT: The rent for the Premises during the term hereof shall be $1.10 per square foot of floor area thirty-one thousand, six hundred and eighty dollars ($31,680.00) annually. Said rent shall be payable in monthly installments of two thousand six hundred and forty dollars ($2,640.00). Any payment of rent not received by Landlord within ten days after date due will be subject to a charge of 3% per month until received. Rent paid by checks not honored by the bank will not be deemed paid until check is made good, and may be subject to a returned check charge at the rate charged by Landlord's bank at option of Landlord. Said rent shall be payable on the twenty-fifth day of each month commencing with the month immediately succeeding the Commencement Date. In the event that the term hereof begins or expires on a day other than the first day of a month respectively, the rent for the fraction of the month during which said beginning or expiration occurs shall be prorated on the basis of a 30-day month. / 1~3 .. -, In addition to said rent, Tenant agrees to pay the additional rent as and when hereinafter provided in this lease. Said rent and additional rent are hereinafter sometimes referred to collectively as the"Rent". The rent shall be payable at the address of the landlord set forth herein or at such address as the landlord may from time to time hereafter designate in writing. 3. SERVICES AND UTILITIES: landlord and Tenant respectively shall furnish and pay for services and utilities as set forth in Exhibit "B" attached hereto and made a part hereof. Utilities and services paid for by landlord shall be furnished to the Premises only during reasonable building hours as the same may be determined from time to time by landlord, and while Tenant is not in default under any of the provisions of the lease, and subject to the regulations of the building. landlord shall be the sole judge as to the amount and kind of services and utilities to be provided under the provisions hereof. Any additional services or utilities required by Tenant shall be at its sole expense. Tenant agrees not to connect to or alter any utilities or equipment provided by landlord without the written consent of landlord. If, in the sole judgment of landlord, Tenant wastes or uses an excessive amount of air conditioning, heating, gas, electricity or water, landlord reserves the privilege to charge Tenant for such waste or excess amount of gas, electricity or water, which charge Tenant agrees to pay within thirty (30) days of a receipt therefor. All janitorial service for the leased Premises shall be performed during non- business hours (between 6:00 p.m. and 8:00 a.m.). All persons or firms performing janitorial services must be approved by landlord prior to commencement of work. landlord shall not be liable for any failure to furnish any of such services or utilities when such failure is caused by accidents, strikes, lockouts, other labor troubles or other conditions beyond landlord's reasonable control, and Tenant shall not be entitled to any damages nor shall any such failure relieve Tenant of the obligation to pay the full rent reserved herein or constitute or be construed as a constructive or other eviction of Tenant. 4. USE: Tenant shall use and occupy the Premises for Professional Offices only and shall not use or occupy the Premises in violation of law or of the certificate of occupancy issued for the Building of which the Premises are a part, and shall, upon five (5) days written notice from landlord, discontinue any use of the Premises which is declared by an governmental authority having jurisdiction to -Y 1-1 -" - be a violation of law or of said certificate of occupancy. Tenant shall comply with any direction of any governmental authority having jurisdiction which shall, by reason of the nature of Tenant's use or occupancy of the Premises, impose any duty upon Tenant or landlord with respect to the Premises or with respect to the use or occupation thereof. Tenant shall not do or permit to be done anything which will invalidate or increase the cost of any fire and extended coverage insurance policy covering the building and/or property located therein and shall comply with all rules, orders, regulations and requirements of the Pacific Fire Rating Bureau or any other organization performing a similar function. Tenant shall within thirty (30) days from receipt of a bill therefor reimburse landlord for any additional premium charged for such policy by reason of Tenant's failure to comply with the provisions of this paragraph. 5. CONDITION OF PREMISES: Tenant acknowledges that neither landlord nor any agent of landlord has made any representation or warranty with respect to the Premises or the building or with respect to the suitability of either for the conduct of Tenant's business. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises and said Building were at such time complete and in satisfactory condition (except for latent defects) unless within thirty (30) days after such date Tenant shall give landlord written notice specifying in reasonable detail the respects in which the Premises or the Building were not complete and in satisfactory condition except for any work to be completed by the landlord as set forth in this lease. 6. ALTERATIONS - EQUIPMENT: (a) Tenant shall make no alterations, additions or improvements to the Premises without the prior written consent of landlord, and landlord may impose, as a condition of such consent such requirements as landlord in its sole discretion may deem reasonable or desirable, including, without limiting the generality of the foregoing, requirements as to the manner in which, the time or times at which, and the contractor by whom such work shall be done. All such alterations, additions or improvements shall become the property of the landlord, and shall be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that landlord may, by written notice to Tenant given at least thirty (30) days prior to the end of term, require Tenant to remove any or all partitions, counters, railings and other improvements installed by Tenant, and to repair any damages to the Premises from such removal, all at Tenant's sole expense. /i" 1-5 -. - - (b) All articles of personal property and all business and trade fixtures, machinery and equipment, cabinetwork, furniture and moveable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and my be removed by Tenant at any time during the Lease term when Tenant is not in default hereunder. Landlord may, by written notice to Tenant upon the termination of this Lease require Tenant upon the termination of this Lease require Tenant to remove all of such property and to repair any damage to the Premises or the Building caused by such removal, all at Tenant's sole expense. 7. LIENS: Tenant shall keep the Premises and building, and the property on which the Premises are situated, free from any mechanic's liens arising out of any work performed, materials furnished or obligations incurred by Tenant, and failure by Tenant to immediately reimburse Landlord growing out of any such liens shall be a material breach of this Lease. 8. CARE OF PREMISES: Tenant shall take good care of the Premises and fixtures therein and shall reimburse Landlord for all repairs thereto or to the building which are made necessary as a result of any misuse or neglect by Tenant or by its agents or employees or by its visitors while in the Premises. 9. MAINTENANCE: Landlord shall repair and maintain the Premises and the building including the plumbing, air conditioning and electrical systems, windows, floors (excluding floor covering), parking areas, landscaping, restrooms and other common areas and facilities, and all other items which constitute a part of the Premises and are installed or furnished by Landlord. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for such repairs or maintenance is given to Landlord by Tenant. Except as provided in Article 16 hereof there shall be no abatement of rent and no liability of Landlord by reason arising from the making of any repairs, alterations or improvements in or to any portion of the Building or the Premises or in or to the fixtures, appurtenances and equipment therein that merely causes Tenant some minor inconvenience during the tenancy. ~ rf-Io -" 10. ENTRY AND INSPECTION: Tenant will permit landlord and its agents to enter into and upon the Premises upon reasonable advance notice during normal business hours for the purpose of inspecting the same, or for the purpose of protecting the interest therein of landlord, or to post notices of nonresponsibility, or to make alterations or additions to the Premises or to any other portion of the Building in which the Premises are situated, including the erection of scaffolding, props or other mechanical devices, ot for maintaining any service provided by landlord to Tenant hereunder, without any rebate of rent to Tenant or quiet enjoyment of the Premises, or inconvenience thereby occasioned, and will permit landlord, upon reasonable advance notice within thirty (30) days prior to the expiration of this lease, to bring upon the Premises, for purposes of inspection or display, prospective tenants thereof. 11. HOLD HARMLESS AND NON-LIABILITY OF LANDLORD: Tenant agrees to hold landlord harmless from and to indemnify landlord against any and all claims arising from injury to persons, loss of life or damage to property occurring in or about the Premises and from and against any and all costs, expenses and liabilities incurred by landlord in or in connections with any such claim or any proceeding based thereon, to the extent such injury, loss of life or damage arises out of the willful act or negligence of Tenant, or its officers, employees, servants, agents, contractors, invitees or licensees. Tenant agrees at all times during the term of this lease to keep in full force a liability insurance policy satisfactory to landlord with single limit liability of not less than three hundred thousand dollars ($300,000) and naming landlord as an "also insured." landlord shall not be liable to Tenant for any damage to the Premises or for any loss, damage or injury to any property of Tenant therein or thereon except as specifically herein provided. landlord hereby waives the requirement for insurance, understanding that Tenant is a self-insured public entity. 12. WAIVER OF SUBROGATION: Each party hereby waives its right of recovery against the other for any losses insured against under the standard form of fire insurance policy with extended coverage endorsement approved for use in California by the Pacific Fire Rating Bureau or its successor, provided this is permitted by its insurance policies, or by endorsement thereon which such waiving party may obtain at no cost and without invalidation of the policies. ..-&"'"'" 4-1 -... ,-, 13. ASSIGNMENT AND SUBLETTING: (a) Tenant shall not, either voluntarily or by operation of law, assign, encumber, pledge or otherwise transfer all or any part of Tenant's leasehold estate hereunder, or permit the Premises to be occupied by anyone other than Tenant or Tenant's employees, or sublet the Premises or any portion thereof without landlord's prior written consent in each instance. Any collection or acceptance of rent by landlord from any person other than Tenant shall not be deemed a waiver of any provision of this Article, nor shall any such acceptance of rent on behalf of Tenant be construed as landlord's consent to any assignment or subletting. (b) No consent by landlord to any assignment or subletting by Tenant shall relieve Tenant of any obligation to be performed by the Tenant under this lease, whether occurring before or after such consent, assignment or subletting. The consent by landlord to any assignment or subletting shall not relieve the Tenant from the obligation to obtain landlord's express written consent to any other assignment or subletting. Any assignment or subletting which is not in compliance with this Article shall be void. 14. TRANSFER OF LANDLORD'S INTEREST: In the event of any transfer or transfers of landlord's interest in the Premises or in the real property of which the Premises are a part, other than a transfer for security purposes only, the transferor shall be automatically relieved of any and all obligation and liabilities on the part of landlord accruing from and after the date of such transfer, provided such obligations and liabilities are assumed in writing by the transferee. 15. DAMAGE-DESTRUCTION: Except as provided in Article 8, if the Premises or the Building of which they are a part are damaged by fire or other casualty of the type insured against under the standard form of fire insurance policy with extended coverage endorsement, the damage shall be repaired by and at the expense of landlord, provided such repairs can, in landlord's opinion, be made within ninety (90) days after the commencement of repairs without the payment of overtime and other premiums, and until such repairs are completed the rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises be unusable for a period equal to one day or less). If the damage is due to the fault or neglect of Tenant or its employees, or agents, there shall be no abatement of rent. .-V"' 1-i - - --- ,_.- ,-- If Tenant can reasonably continue to occupy and use the Premises in its course of business, then Tenant shall continue to pay rent. landlord shall be given ninety (90) days from the occurrence of the damage to make repairs. If such repairs are not completed within the 90-day period, landlord shall begin abating Tenant's rent until such repairs are completed or if landlord elects not to abate Tenant's rent, Tenant shall have the right to terminate the remaining portion of the lease. landlord's election to make such repair must be evidenced by written notice to Tenant advising Tenant within thirty (30) days after the occurrence of the damage whether or not landlord will make such repairs. With respect to any damage which landlord is obligated to repair or elects to repair, Tenant waives the provisions of Sections 1932 (2) and 1933 (4) of the California Civil Code. If landlord does not elect to make such repairs, then either party may, by written notice to the other, cancel this lease as of the date of the occurrence of such damage. A total destruction of the Building and/or the Premises shall automatically terminate this lease. 16. DEFAULTS: The occurrence of any of the following shall constitute a material default and breach of this lease: (a) The vacation or abandonment of the Premises by Tenant for more than ten (10) consecutive days. (b) A failure by Tenant to pay the rent, or to make any other payment required to be made by Tenant hereunder, where such failure continues for ten (10) days after written notice thereof by landlord to Tenant. (c) A failure by Tenant to observe or perform any other provision of this lease to be observed or performed by Tenant, where such failure continues for thirty (30) days after written notice thereof by landlord to Tenant; provided however, that if the nature of such default is such that the same cannot reasonably be cured within such 30-day period, Tenant shall not be deemed to be in default if Tenant shall within such period commence such cure and thereafter diligently prosecute the same to completion. ~ 1-1 - .... ,_... -- (d) The making by Tenant of any general assignment for the benefit of creditors; the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or if a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); 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 such seizure is not discharged within thirty (30) days. landlord shall not be deemed to be in default in the performance of any obligation required to be performed by it hereunder unless and until it has failed to perform such obligation within thirty (30) days after written notice by Tenant to landlord specifying wherein landlord has failed to perform such obligation; provided, however that in the nature of Landlord's obligation is such that more than thirty (30) days are required for its performance then landlord shall not be deemed to be in default if it shall commence such performance within such 30-day period and thereafter diligently prosecute the same to completion. 17. REMEDIES: In the event of any such material default or breach by Tenant, landlord may at any time thereafter, at landlord's option and without limiting the landlord in the exercise of any other right or remedy which landlord may have by reason of such default or breach, with notice. (a) Retain and exercise any right or remedy permitted by law for such material default or breach of Lease by Tenant including all expenses, commissions and charges, including reasonable attorney's fees, which landlord may have paid or incurred in connection with such action. (b) Give written notice to Tenant of Landlord's election to terminate this lease, re-enter the Premises with or without process of law and take possession of the same and of all equipment and fixtures herein, and expel or remove Tenant and all other parties occupying the Premises, using such force as may be reasonably necessary to do so, without being liable to any prosecution for such re-entry or for the use of such force. In such event, Landlord shall thereupon be entitled to recover from Tenant the worth, at the time of such termination, of the excess, if any, of the rent and other charges required to be paid by Tenant hereunder for the balance of the term hereof (if this lease had not been so terminated) over the then reasonable rental value of the Premises for the same period. ,¡y' 1- If) .-, 18. REMOVAL OF PROPERTY: Whenever landlord shall re-enter the Premises as provided herein, landlord may remove any property of Tenant from the Premises and store same elsewhere for the account, and at the expense and risk of Tenant, and if Tenant shall fail to pay the cost of storing any such property after it has been stored for a period of ninety (90) days or more, landlord may sell any or all of such property at public or private sale, in such manner and at such times and places as Landlord, in its sole discretion, may deem proper, without notice to or demand upon Tenant, for the payment of any part of such charges or the removal of any such property, and shall apply the proceeds of such sale; first, to the cost and expense of such sale, including reasonable attorneys fees actually incurred; second, to the payment of the cost of or charges for storing any such property; their, to the payment of any other sums of money which may then or thereafter be due to landlord from Tenant under any of the terms hereof; and further, the balance, if any, to Tenant. 19. WAIVER OF DAMAGES FOR RE-ENTRY: Tenant hereby waives all claims for damages that may be caused by landlord's re-entering and taking possession of the Premises or removing and storing the property of Tenant as herein provided, and will save landlord harmless from loss, costs or damages occasioned landlord thereby, and no such reentry shall be considered or construed to be a forcible entry. 20. COST OF SUITS: (a) If Tenant or landlord shall bring any action for any relief against the other, declaratory or otherwise, arising out of this lease, including any suit by landlord for the recovery of rent or possession of the Premises, the losing party shall pay the successful party a reasonable sum for attorneys fees in such suit and such attorneys fees shall be deemed to have accrued on the commencement of such action and shall be paid whether or not such action is processed to judgment (b) Should landlord, without fault on landlord's part, be made a party to any litigation instituted by Tenant or by any third party against Tenant, or by or against any person holding under or using the Premises by license of Tenant, or for the foreclosure of a lien for labor or material furnished to or for Tenant or any such other person or otherwise arising out of or resulting from any act or transaction of Tenant or of any such other person, Tenant covenants to save and hold landlord harmless from any judgment rendered against landlord or the Premises or any part thereof, and all costs and expenses, including reasonable attorneys fees, ~ 1-1/ -.----'.... incurred by landlord in or in connection with such litigation. 21. WAIVER OF BREACH: The waiver by landlord of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition of any subsequent breach of the same or any other term, covenant or condition herein contained. The subsequent acceptance of rent hereunder by landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant or condition of this lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of landlord's knowledge of such preceding breach at the time of acceptance of such rent. 22. SUBORDINATION: Tenant agrees that upon written request of landlord, this lease shall be subject and subordinate to any mortgage, trust deed or like encumbrance hereafter, placed by landlord or its successors in interest upon its interest in said Premises to secure the payment of monies loaned, interest thereon, and other obligations. Tenant agrees to execute and deliver, within ten (10) days of demand of landlord, any and all instruments desired by landlord subordinating in the manner requested by landlord this lease to such mortgage, trust deed or like encumbrance. 23. RULES AND REGULATIONS: Such reasonable and non-discrimatory rules including but not limited to those set forth in Article 34 herein and other reasonable regulations as may be hereafter adopted and published by written notice to Tenant by landlord for the safety, care and cleanliness of the Premises or the Building and the preservation of good order therein, as expressly made a part hereof, and Tenant agrees to comply with them, landlord's remedies for any failure by Tenant to comply with them, landlord's remedies for any failure by Tenant to comply with such a rule or regulation shall not inclurle termination of this lease. landlord shall not be liable to Tenant for any violation of such rules and regulations by any other Tenant. 24 DEFINED TERMS: The words "landlord" and "Tenant", as used herein, shall include the plural as well as the singular. Words used in neuter gender include the masculine and feminine and words in the masculine or feminine gender include the neuter. If there be more than one landlord or Tenant, the obligations hereunder imposed upon landlord or Tenant shall be joint and several. The marginal headings or ~ 1-/")- -- -... --- titles to the articles of this lease are not a part of this lease and shall have no effect upon the construction or interpretation of any part thereof. 25. ALTERATIONS, ADDITIONS OR IMPROVEMENTS BY TENANT: (a) TENANT IMPROVEMENTS: If any alterations, additions or improvements are to be installed by Tenant or its contractors, such work shall be done in compliance with the following: (1). No such work shall proceed without landlord's prior written approval of (i) Tenant's contractor, Iii) Certificate of Insurance from an approved company, furnished to landlord by Tenant's contractor, in an amount acceptable to landlord for public liability and automobile liability, endorsed to show landlord as an additional insured, and (iii) detailed plans and specifications for such work. (2). All such work shall be done in conformity with a valid building permit when required, a copy of which shall be furnished to landlord before the work is commenced, and any work not acceptable to the Chula Vista Department of Building and Housing, or not reasonably satisfactory to landlord, shall be promptly replaced at Tenant's expense. Notwithstanding any failure by landlord to object to any such work, landlord shall have no responsibility therefor. (3). All work by Tenant or its contractors shall be scheduled through landlord. (4). Tenant shall reimburse landlord for any extra expense incurred by landlord by reason of faulty work done by Tenant or its contractors, or by reason of inadequate cleanup. (5). Tenant or its contractors will in no event be allowed to install plumbing, mechanical, electrical wiring or fixtures, acoustical or integrated ceilings, or partitions over 5' - 10" in height, unless approved by landlord. (6). All data processing and other special electrical equipment shall be installed only with prior written approval of and under the supervision of landlord or its electrical contractor. (7). landlord hereby approves installation by Tenant of moveable office partitions not less than 5 feet 10 inches nor greater than approximately 7 feet in height. .-tl'" 4-13 -, 26. PARKING AND COMMON AREAS: landlord grants to Tenant during the term hereof the right of non-exclusive use, in common with other tenants of the building, of all automobile parking areas provided for the Building for the accommodation and parking of passenger automobiles of the Tenant, its officers, agents, employees and customers. landlord's designation of any specific tenant parking spaces, including those of Tenant, shall be in consultation with, and subject to the approval of, Tenant. Tenant and its subtenants, licensees, concessionaires, officers, employees, agents, customers and invitees shall have the non-exclusive right, in common with landlord and all others to whom landlord has granted or may hereafter grant rights, to use the common areas as designated from time to time by landlord subject to such reasonable rules and regulations as landlord may from time to time impose, including the designation of specific areas in which cars owned by Tenant, its subtenants, licensees, concessionaires, officers, employees and agents must be parked and including the right to assign specific parking spaces to various Tenants. Tenant agrees after notice thereof to abide by such rules and regulations and to use its best efforts to cause its subtenants, licensees, concessionaires, officers, employees, agents, customers and invitees to conform thereto. landlord may upon reasonable prior notice close temporarily common area to make repairs or changes therein or to effect construction, repairs, or changes upon the site where the Building is located to prevent the acquisition of public rights in such areás, or to discourage noncustomer parking, and may do such other acts in and to the common areas as in its judgement may be desirable to improve the convenience thereof. Tenant shall upon request promptly furnish to landlord the license numbers of the cars operated by Tenant and its subtenants, licensees, concessionaires, officers, and employees. Tenant shall not at any time interfere with the rights of landlord and other occupants of the Building their subtenants, licensees, concessionaires, officers, employees, agents, customers, contractors and invitees to use any part of the parking areas and other common areas. Tenant, its subtenants and concessionaires shall not solicit business or display merchandise within any of the common areas or distribute handbills or other advertising material therein. landlord reserves the right to have any vehicle impounded at the expense of the owner if said owner is parked in violation of any rule regulating said parking. ~ 1-/'1 - - 27. MERGER: The voluntary or other surrender of this lease by Tenant, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of the landlord, terminate all or any existing subleases or subtenancies, or may, the option of landlord operate as an assignment to it of any or all such subleases or subtenancies. No provision of this lease shall be construed in such a manner as to make the landlord a partner of Tenant, it being expressly agreed that the relationship between the parties is and shall remain at all times that of Tenant and landlord. 28. HEIRS AND ASSIGNS: Subject to the provisions hereof relating to assignment, mortgaging, pledging and subletting, this lease is intended to and does bind the heirs, executors, administrators, successors and assigns of any and all of the parties hereto. 29. TIME OF ESSENCE: Time is of the essence of this lease. 30. SURRENDER: The Tenant at the expiration or earlier termination of this lease, and subject to provisions hereof, will surrender and deliver up said Premises to the landlord, or those having the landlord's estate therein, in the same condition as the Tenant now receives the Premises, ordinary wear and tear and damage by fire and the elements alone excepted. 31. INVALIDITY OF PARTICULAR PROVISIONS: If any term or provision of this lease shall, to any extent, be invalid or unenforceable, the remainder of this lease shall not be affected thereby, and each term and provision of this lease shall be valid and be enforced to the fullest extend permitted by law. 32. ENTIRE AGREEMENT: This instrument along with any exhibits and attachments hereto constitutes the entire agreement between landlord and Tenant relative to the Premises herein described, and this agreement and the exhibits and attachments may be altered, amended or revoked only by an instrument in writing signed by both landlord and Tenant. landlord and Tenant agree hereby that all prior or contemporaneous oral agreements relative to the leasing of the Premises are ~ 1-/E) '..- ---.. - merged in or revoked by this agreement. 33. ESTOPPEL CERTIFICATE: Tenant shall execute, acknowledge and deliver to landlord at any time within ten (10) days after request by landlord, a statement in writing certifying, if such be the case, that this lease is unmodified and in full force and effect (or if there have been modifications that the same is in full force and effect as modified). the date of commencement of this lease, the dates to which rent has been paid, and such other information as landlord shall reasonably request. It is acknowledged by Tenant that any such statement is intended to be delivered by landlord and relied upon by prospective purchasers, mortgagees, beneficiaries under deeds of trust or assignees thereof. 34. RULES AND REGULATIONS: Tenant agrees in the exercise of the rights granted Tenant by the terms hereof that: (a) No sign, placard, picture, advertisement, name or notice shall be inscribed, displayed, printed or affixed on or to any part of the outside or inside of the Building without the written consent of landlord, first had and obtained, and landlord shall have the right to remove any such objectionable sign, placard, picture, advertisement, name or notice, without notice to and at the expense of Tenant. (b) The bulletin board or directory of the Building will be provided exclusively for the display of the name and location of Tenant only; and landlord reserves the right to exclude any other names therefrom, and also make a reasonable charge for each and every name, in addition to the name of Tenant, placed by it upon such bulletin board or directory. (c) When wiring of any kind is introduced, it must be connected as directed by landlord and no boring or cutting for wires or exposed wiring will be allowed except with the prior written consent of landlord. The location of telephones, call boxes, and other office equipment affixed to the Premises shall be prescribed by landlord. Any installation in violation of this paragraph may be removed by landlord at Tenant's expense. (d) Tenant shall not allow anything to be placed against or near the windows, in the doorways or in the halls, corridors, walkways or balconies. The exterior doors of the Premises shall be kept closed at all times, except when in actual use for ingress and egress. .-M" 1- If¿, -. _no --- (e) The entries, passages and stairways shall not be obstructed by Tenant, or used for any other purpose than ingress or egress to and from their respective offices. Tenant shall not bring into or keep within the Building any animal or vehicle without the prior written consent of landlord. (f) Tenant shall see that the doors of the Premises are closed and securely locked before leaving the Building and shall exercise extraordinary care and caution that all water faucets or water apparatus are entirely shut off before Tenant or Tenant's employees leave the Building, and for any default or carelessness Tenant shall make good all injuries sustained by other Tenants or occupants of the Building or by landlord. (g) No furniture, freight or equipment of any kind shall be brought into or removed from the Building without the knowledge of landlord or its agent; and all moving of same, into or out of Building, by tenants or their agents, shall be done at such times and in such manner as landlord shall designate. landlord shall have the right to prescribe the weight, size and position of all safes and other heavy property brought into the Building, and also the times and manner of moving the same in and out of the Building. landlord will not be responsible for loss of or damage to any such safe or property from any cause; but all damage done to the Building by moving or maintaining any such safe or property shall be repaired at the expense of Tenant. (h) landlord reserves the right to exclude or expel from the Building any person who, in its sole judgement, shall in any manner do any act in violation of any of the rules and regulations of the Building. (i) The requirements of Tenant will be attended to only upon application at the office of the Building. Employees of landlord shall not perform any work or do anything outside of their regular duties unless under special instructions from the office, and no employee will admit any person (Tenant or otherwise) to any office without specific instructions from the office of the Building. (j) Rooms used in common by Tenants shall be subject to such regulations as are posted therein. (k) landlord reserves the right to install security gates or doors and to close and keep locked all said doors of the Building during such hours as landlord may deem to be advisable for the adequate protection of the Building. All Tenants, their employees, or other persons entering or leaving the Building at any time when it is so locked may be required to sign the Building register when so doing, and the watchman in charge ~ 1-/1 -... -. --- ---'---" may refuse to admit to the Building while it is so locked, Tenant or any of Tenant's employees, or any other person, without a pass previously arranged. landlord assumes no responsibility and shall not be liable for any damage resulting from any error in regard to any such pass or from the admission of an unauthorized person to the Building. (I) No awnings, window shades or draperies will be installed or permitted to be installed by Tenant without prior written consent of landlord. (m) All approved signs or lettering on doors or windows shall be printed, painted, affixed or inscribed at the expense of Tenant by a person approved by landlord. (n) Tenant shall not place or allow anything to be placed near the glass of any window, door, partition or wall which may appear unsightly from outside the Premises. (0) The toilet rooms, urinals, wash bowls and other apparatus shall not be used for any purpose other than that for which they were constructed and no foreign substance of any kind whatsoever shall be thrown therein and the expense of any breakage, stoppage or damage resulting from the violation of this rule shall be borne by the Tenant who, or whose employees or invitees shall have caused it. (p) Tenant shall not overload the floor of the Premises or mark, drive nails, screw or drill into the partitions, woodwork or plaster or in any way deface the Premises or any part thereof. (q) Tenant shall not store or keep in the Premises or the Building any inflammable or combustible fluid or material, or use any method of heating or air conditioning other than that supplied by landlord. (r) No vending machine or machines of any description shall be installed, maintained, or operated upon the Premises without the written consent of the landlord. (s) Tenant shall not create nor permit any excessive noise or other nuisance detrimental to the other occupants of the Building or the surrounding area. (t) Tenant shall not disturb, solicit, or canvas any occupant of the Building and shall cooperate to prevent soliciting or canvassing by others. ~ i-It -, 35. NOTICES: Any notice, demand, or communication under or in connection with this Lease may be served upon Landlord by personal service, or by mailing the same by registered mail in the United States Post Office, postage prepaid, and directed to Landlord at City of Chula Vista, 276 Fourth Avenue, Chula Vista, CA 91910 and likewise may be served on Tenant by personal service or by mailing the same by registered mail in the United States Post Office, postage paid, and directed to Tenant; Otay Vista Associates, 11975 EI Camino Real, #200, San Diego, CA 92130, or at such other place or places as either party may from time to time designate in writing. REDEVELOPMENT AGENCY OF THE OTAY VISTA ASSOCIATES CITY OF CHULA VISTA (LANDLORD) (TENANT) By: By: Shirley Horton Kim Kilkenny Chairman Vice President Approved as to form by: Bruce M. Boogaard Agency Counsel [c: 1 wpwi n Ibuchan Idocuments 19 5lease. ag m 1 ~ ;/ - /1 - - This page blank. 1~)..D () \ ~ EXHIBIT "a" -' -,/ - -- 30' ,/ ,/ -- -- Ii ....... "" ~~ II '< I'-:> ~ Ç) '" : ,'" ~~ \:);: >., " - ,-- ,/ -~- ~~ ~~ - ~~ ~ <;;:1-\ ~o- .:s- ~ ~~ ->-. '" ~~ ~I?! - ~o_ """ '" ~ ~~ ~ <;;:)) I~ '" \:) --'0 ,/ '", ~~ , /- ~- // II~ ; s.~ '\ , " - - : ')" I~ ! ~~ '" \)I ~)\ I'~ " ~'" ¡ \ \ I 'I '\ }.. ! ~\) -"" '\ ¡I~ '(0 .=; ~ '\ I ~ ~ "'\ ..., I, - / c¡) !i i ; I ' f )J\¡----"'--'-' ~ ; I' - -'-- L- - - - - - - ~ ;----~-~ . il ..... > ~~ 1:)' -'" ~ ':Iì1J:> -"c- I, '10' '2.0' :t.o I 50' - 4 ----/._-------/ ---/--.-..---- - ---------/- -/ /'70' --- ---'---------r- 1-~ -. -, ,.. This page blank. ~-~~ ,.~~. -." . '~ ~. \ ',.- EXHIBIT B ~ EXHIBIT "B" UTILITIES AND SERVICES: '",' LANDLORD (L) and TENANT (T) agree that each shall furnish and pay for services as indicated below before delinquency: ELECTRICITY..._..............-..-...............-........-.-.-.....( T) -AIR CONDITIONING & HEATING ~~INTENANCE.........-._._..............( L ) WATER.....................-...-........--........-........--.....--( L) RUBBISH RENOVAL (from common receptical)..........................-.( L ) TELEPHONE.......-..-.....-..............-....-.....-..-..-..-...---.( T) JANITDR SERVICE...._._.._......_.........................._.....-..( T ) : 1\'INDOI~ CLEANING (external)....................................._._.( L ) I~INDOI~ CLEANING (interior)........................ -- . - . .. - .. . . . . . . . ( T ). CONNON AND PARKING AREAS CLEANING. -. . . .. .. . . .. . . . . . . .. . . . . - . . . . . .. . ( L ) CO~ '\fON AND PARKING AREAS LIGHTING..................................( L ) LANDSCAPING AND GARDENING................. -. .. -. -"'" """ -'" - .. ( L ) - Tenant shall use air conditioning, electrical fixtures and any other Landlord furnished services only during normal working hours and/or in normal use- Landlord shall pay for all expenses related to maintenance of air conditioning units which is'conSidered the result: of "normal wear and tear". Tenant shall pay for any expenses caused by other than normal use, negligent use or wilfull misconduct: ~-J.-3 This page blank. r/ - )./1 --. --...-- RESOLUTION RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING LEASE BETWEEN OTAY VISTA ASSOCIATES AND THE REDEVELOPMENT AGENCY FOR OFFICE SPACE FOR THE OTAY RANCH PROJECT WHEREAS. the Redevelopment Agency of the City of Chula Vista owns the EI Dorado Building located at 315 Fourth Avenue; and, WHEREAS. Otay Vista Associates desires to lease 2,400 sq. ft. of office space at 315 Fourth Avenue to house the Otay Ranch project team. NOW THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA does hereby resolve as follows: the Redevelopment Agency authorizes the Chairperson to enter into the three-month lease (on file in the Office of the Secretary to the Redevelopment Agency and known as Document RACO-_) with Otay Vista Associates for the use of 2,400 sq. ft. of office space at 315 Fourth Avenue. PRESENTED BY: ~ Chris Salomone Community Development Director [c:lwp51 IBuchanlResoslLeasel 1~;¿.5 ---- -, ,- ---- --. This page blank. ¡f--2ft; --. -..-- JOINT REDEVELOPMENT AGENCY/CITY COUNCIL AGENDA STATEMENT Item 5 Meeting Date ~ 08/01/95 ITEM TITLE: PUBLIC HEARING: SALE OF AGENCY PROPERTY LOCATED AT 315 FOURTH AVENUE WITHIN THE TOWN CENTRE I REDEVELOPMENT PROJECT AREA TO THE CITY OF CHULA VISTA, CALIFORNIA, WITHOUT PUBLIC BIDDING AGENCY RESOLUTION 1458 APPROVING SALE OF CERTAIN PROPERTY LOCATED AT 315 FOURTH AVENUE WITHIN THE TOWN CENTRE I REDEVELOPMENT PROJECT AREA TO THE CITY OF CHULA VISTA, CALIFORNIA WITHOUT PUBLIC BIDDING, APPROVING PURCHASE AND SALE AGREEMENT WITH THE CITY OF CHULA VISTA, CALIFORNIA, AND AUTHORIZING THE CHAIRMAN TO EXECUTE SAME COUNCIL RESOLUTION 17926 APPROVING THE PURCHASE OF CERTAIN PROPERTY LOCATED AT 315 FOURTH AVENUE WITHIN THE TOWN CENTRE I REDEVELOPMENT PROJECT AREA FROM THE REDEVELOPMENT AGENCY, APPROVING A PURCHASE AND SALE AGREEMENT WITH THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, CALIFORNIA, AND AUTHORIZING THE MAYOR TO EXECUTE THE SAME SUBMITTED BY: Commoo'w O,",'o,m,"' O"'~ (-'7, REVIEWED BY: Executive Director J~ t¿j ži .fi-' (4/5ths Vote: Yes - No .X..! BACKGROUND: On March 17, 1995, a Request For Proposals was issued for the purchase of Agency property known as the EI Dorado Plaza Building located at 31 5 Fourth Avenue. On May 23, 1995, staff presented a report to the Agency indicating that the three bids received were too low and unacceptable. Staff recommended that the Agency sell the property to the City. The Redevelopment Agency directed staff to prepare a purchase and sale agreement for Agency/Council review and approval pursuant to terms outlined in the 5/23/95 report and further described in this report. Staff has prepared the Agency and City Council resolutions and agreement for Council/Agency review and approval. A Grant Deed to transfer the property from the Agency to the City will be prepared, processed administratively and recorded after the agreement is executed by all parties. RECOMMENDATION: Staff recommends continuance of the item to the Auaust 15, 1995 meetina. ¡BBIC,IWP51IAGENCYlRA4S1315SALE3.RA41 5-/ -- .-. This page blank. 5-:¿ - - - -... u_- .. REDEVELOPMENT AGENCY/CITY COUNCIL AGENDA STATEMENT Item~ Meeting Date 08/01/95 ITEM TITLE: Redevelopment Agency Resolution 1465 and Council Resolution 17985 Approving Substitution of Project Under a Lease Agreement (Town Centre II Parking Project - Phase Two) and Authorizing and Directing Certain Actions Therewith SUBMITTED BY: Community Development Director. ,M\ REVIEWED BY: Executive Director/City Manage!J1~ 14/5ths Vote: Yes - No XI BACKGROUND: In 1993, the Agency and City issued $3.1 million in Certificates of Participation (COPs) to pay the Agency's share of costs related to the construction of the Town Centre II parking structure at Chula Vista Center. For the purpose of issuing the bonds, three City owned properties were leased to the Agency, and leased back by the City. With the goal of generating income from the sale of appropriate property to the Port District to address budget deficits, staff has been exploring the possibility of selling the City's portion of Marina View Park to the Port District (approximately one-half of Marina View Park is already owned by the Port District). As Marina View Park is one of the COPs collateralizing properties, it would be necessary to substitute a property of equal or greater value in the Site Lease Agreement, an action which is permitted under that document. The attached resolutions accomplish the property substitution, which will clear the way for the possible subsequent sale of the park property to the Port District, if the City/Agency and the Port District concur. RECOMMENDATION: That the Agency and Council adopt the resolutions approving the property substitution. BOARDS/COMMISSIONS RECOMMENDATION: Not applicable. DISCUSSION: In 1993, the Agency was obligated to pay the Homart Development Company the amount of $2.6 million as contribution towards the cost of constructing a public parking garage at the Chula Vista Center pursuant to the First Addendum to the Disposition and Development Agreement (DDA) between the Agency and Developer. In order to raise the funds necessary to make the payment, the City leased certain municipal assets to the Redevelopment Agency and then leased them back from the Agency. The Agency assigned and transferred its rights under the lease to First Interstate Bank as Trustee in consideration for the issuance by the Trustee of 1993 COPs (Town Centre II Parking Project -- Phase II) in the aggregate principal amount of $3,115,000. The City properties leased to the Agency and leased back included Fire Station #1, the Community Development and Legislative Office buildings, and Marina View Park. If the City/Agency wishes to sell its 2.7 acres of Marina View Park to the Port District to generate revenues, it is necessary to substitute a municipal property of equal or greater value for Marina View Park. Section 3.3 of the Lease Agreement for the properties originally leased allows the substitution pursuant to certain conditions and certifications. ~-/ --. --------- Page 2, Item ~ Meeting Date 08/01/95 Staff has identified a 3.64 acre section of Memorial Park (easterly half) which would satisfy the requirements for a substitute parcel. In order to carry out the substitution, it is necessary for the City Council and Agency to take certain actions and approve certain documents attached hereto. Specifically, the Council and Agency are requested to: 8 Approve the substitution of the easterly half of Memorial Park for Marina View Park; 8 Certify that no default has occurred under the original lease; 8 Certify that the substitution does not cause the Agency or City to violate any of the covenants, representations or warranties made under the lease or Trust Agreement; 8 Execute the site leases attached to the resolutions with respect to the substitute parcel; 8 Certification by the City Council that the substitute parcel serves a municipal purpose and constitutes a property which may be leased under State law. These actions would have no material effect on the use of either property for park purposes. Marina View Park would be owned by the Port District and operated as a park. The Port District would contract with the City for park maintenance for the whole park, rather than the approximately one-half of the park that is currently under Port ownership. Once the COPs bonds were paid off (year 2013). the use of Memorial Park for collateralization would expire, and the property will revert to the City. FISCAL IMPACT: The recommended action has no fiscal impact on the City or the Agency. It is merely a substitution of collateral of equal value. If the City/Agency and the Port District subsequently proceed with the sale of Marina View Park, revenue will be generated for the City and the Agency. The value attributed to Marina View Park for the purpose of issuance of the COPs was $1,534,619. The value of the easterly 3.64 acres of Memorial Park is estimated at $1 ,744,142, based upon an appraisal of vacant downtown commercial properties including City parking lots which estimated the value of unimproved land at $10 to $1 2/square foot. The Port District has valued Marina View Park at $762,000 for the purpose of purchasing the property from the City. This valuation is based upon a 1995 Port District appraisal, with which City staff is comfortable. Because the City purchased the land for the City portion of the park and the Redevelopment Agency paid for the improvements to that portion of the park, and because the original expenditures for both purchase and improvement were approximately equal, the sale proceeds from the Port of $762,000 would be spit equally between the City and the Agency ($381,000 each). M :lhomelkassmanlviewpark.ra4 r; -¿ .-- -....- 13016-20 (PC95) HHW,WHM,= W/t4/95 TO BE RECORDED AND WHEN RECORDED RETURN TO: Jones Hall Hill & White Four Embarcadero Center, 19th Floor San Francisco, California 94111 Attention: William H. Madison, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 6103 OF THE CALIFORNIA GOVERNMENT CODE. SITE LEASE THIS SITE LEASE (this "Site Lease"), dated for convenience as of July 1, 1995, is by and between the CITY OF CHULA VISTA, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California, as lessor (the "City"), and the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public body corporate and politic duly organized and existing under the laws of the State of California, as lessee (the" Agency"); WITNESSETH: WHEREAS, the Agency is obligated to pay a portion of the cost of certain public parking facilities located in the Town Centre 11 Redevelopment Project Area of the Agency, and to raise funds required to be used for such purpose the City sold and leased to the Agency certain municipal property which was, and is currently, used for various municipal purposes (the "Leased Premises") pursuant to that certain Acquisition Agreement dated as of December 1, 1993 (the" Acquisition Agreement") by and between the City and the Agency; and WHEREAS, to raise the funds necessary to acquire the Leased Premises from the City, the Agency leased the Leased Premises back to the City pursuant to the Lease Agreement dated as of December 1, 1993 (the "Lease"), as evidenced by a Memorandum of Lease Agreement dated as of December 1, 1993, and assigned and transferred to First Interstate Bank of California, as trustee (the "Trustee") certain of its rights under the Lease, and in consideration of such assignment and the execution of the Trust Agreement dated as of December 1, 1993, by and among the City, the Agency and the Trustee, the Trustee executed and delivered the $3,115,000 aggregate principal amount of 1993 Certificates of Participation (Town Centre II Parking Project - Phase Two), each evidencing a direct, undivided fractional interest in the lease payments to be paid by the City under the Lease; to-3 -- _m - WHEREAS, the Lease contains provisions, in Section 3.3, allowing the City to substitute property for the property originally leased under the Lease, so long as certain conditions are met; and WHEREAS, the City wishes to exercise its option to substitute property of the City and the Agency, consisting of a portion of Memorial Park, comprised of approximately 3.64 acres (the "Substitute Project") for Marina View Park, the property originally leased under the Lease (the "Former Project"); and WHEREAS, the Agency and the City wish to enter into this Site Lease to provide the terms and conditions relating to the lease of the Substitute Project (referred to herein as the "Leased Premises") by the Agency from the City; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the parties hereto agree as follows: Section 1. Site Lease. The City hereby leases the Leased Premises to the Agency and the Agency hereby leases the Leased Premises from the City, on the terms and conditions hereinafter set forth. Section 2. Term; Possession. The term of this Site Lease shall commence, and the Agency shall become entitled to possession of the Leased Premises hereunder, on the date of recordation hereof in the Recorder of San Diego County. This Site Lease shall end, and the right of the Agency hereunder to possession of the Leased Premises shall thereupon cease, on September 1, 2023, or such earlier date on which the Lease Payments (as such term is defined in the Lease Agreement) are paid in full or provisions made for such payment. Section 3. Rental. The Agency shall pay to the City as and for rental of the Leased Premises hereunder, the sum of $1, which shall become due and payable upon the execution and delivery hereof. No other amounts of rental shall be due and payable by the Agency for the use and occupancy of the Leased Premises under this Site Lease. Section 4. Lease Back to City. The Agency shall lease the Leased Premises back to the City pursuant to the Lease Agreement. Section 5. Assignments and Subleases. Unless the City shall be in default under the Lease Agreement, the Agency may not assign its rights under this Site Lease or sublet all or any portion of the Leased Premises, except as provided in the Lease Agreement, without the prior written consent of the City. Section 6. Right of Entry. The City reserves the right for any of its duly authorized representatives to enter upon the Leased Premises, or any portion thereof, at any reasonable time to inspect the same or to make any repairs, improvements or changes necessary for the preservation thereof. X (p-t-/ -... - Section 7. Termination. The Agency agrees, upon the termination of this Site Lease, to quit and surrender the Leased Premises in the same good order and condition as the Leased Premises was in at the fune of commencement of the term hereof, reasonable wear and tear excepted, and agrees that all buildings, improvements and structures then existing upon the Leased Premises shall remain thereon and title thereto shall vest thereupon in the City for no additional consideration. Section 8. Default. In the event the Agency shall be in default in the performance of any obligation on its part to be performed under the terms of this Site Lease, which default continues for thirty (30) days following notice and demand for correction thereof to the Agency, the City may exercise any and all remedies granted by law, except that no merger of this Site Lease and of the Lease Agreement shall be deemed to occur as a result thereof; provided, however, that so long as the Lease Agreement remains in effect, the lease payments payable by the City under the Lease Agreement shall continue to be paid to the Trustee. Section 9. Quiet Enjoyment. The Agency at all times during the term of this Site Lease Agreement shall peaceably and quietly have, hold and enjoy all of the Leased Premises, subject to the provisions of the Lease Agreement and subject only to Permitted Encwnbrances (as such term is defined in the Lease Agreement). Section 10. Waiver of Personal Liability. All liabilities under this Site Lease on the part of the Agency are solely corporate liabilities of the Agency, and the City hereby releases each and every member and officer of the Agency of and from any personal or individual liability under this Site Lease. No member or officer of the Agency or its governing board shall at any time or under any circumstances be individually or personally liable under this Site Lease for anything done or omitted to be done by the Agency hereunder. Section 11. Taxes. The City covenants and agrees to pay any and all assessments of any kind or character and also all taxes, including possessory interest taxes, levied or assessed upon the Leased Premises and any improvements thereon. Section 12. Eminent Domain. In the event the whole or any part of the Leased Premises or any improvements thereon shall be taken by eminent domain proceedings, the interest of the Agency shall be recognized and is hereby determined to be the amount of the then unpaid principal components of the lease payments payable under the Lease Agreement and the balance of the award, if any, shall be paid to the City. Section 13. Partial Invalidity. If anyone or more of the terms, provisions, covenants or conditions of this Site Lease shall to any extent be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the finding or order or decree of which becomes final, none of the remaining terms, provisions, covenants and conditions of this Site Lease shall be affected thereby, and each provision of this Site Lease shall be valid and enforceable to the fullest extent permitted by law. X ~-5 -- Section 14. Notices. Any notice, request, complaint, demand or other communication under this Site Lease shall be given by first class mail or personal delivery to the party entitled thereto at its address set forth below, or by telecopy, telex or other form of telecommunication, at its number set forth below. Notice shall be effective either (a) upon transmission by telecopy, telex or other form of telecommunication, (b) 48 hours after deposit in the United States mail, postage prepaid, or (c) in the case of personal delivery to any person, upon actual receipt. The City and the Agency may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder. If to the Agency: Redevelopment Agency of the City of Chula Vista 276 Fourth Avenue Chura Vista, California 91910 Attention: Executive Director Fax: (619) 476-5310 If to the City: City of Chula Vista 276 Fourth Avenue Chula Vista, California 91910 Attention: Director of Finance Fax: (619) 691-5171 If to the Trustee: First Interstate Bank of California 707 Wilshire Blvd., MS WH-l Los Angeles, California 90017 Attention: Corporate Trust Department Fax: (213) 614-2457 Section 15. Governing Law. This Site Lease shall be construed in accordance with and governed by the Constitution and laws of the State of California. Section 16. Binding Effect. This Site Lease shall inure to the benefit of and shall be binding upon the Agency, the City and their respective successors and assigns, subject, however, to the limitations contained herein. Section 17. Severability of Invalid Provisions. If anyone or more of the provisions contained in this Site Lease shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions contained in this Site Lease and such invalidity, illegality or unenforceability shall not affect any other provision of this Site Lease, and this Site Lease shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. The Agency and the City each hereby declares that it would have entered into this Site Lease and each and every other Section, paragraph, sentence, clause or phrase hereof irrespective of the fact that anyone or more Sections, paragraphs, sentences, clauses or phrases of this Site Lease may be held illegal, invalid or unenforceable. x-.. fo-/P ----- Section 18. Section Headings. All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of this Site Lease. Section 19. Execution in Counterparts. This Site Lease may be executed in any number of counterparts, each of which shall be deemed to be an original but all together shall constitute but one and the same lease. It is also agreed that separate counterparts of this Site Lease may be separately executed by the Agency and the City, all with the same force and effect as though the same counterpart had been executed by both the Agency and the City. 'f. (p~7 -. .-.. _u. - IN WITNESS WHEREOF, the City and the Agency have caused this Site Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year first above written. CITY OF CHULA VISTA, as Lessor By City Manager (S E A L) Attest: Deputy City Clerk REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, as Lessee By Executive Director (SEAL) Attest: Secretary )( ~~f - EXHIBIT A DESCRIPTION OF THE LEASED PREMISES LEGAL DESCRIPTION PARCEL A: THAT PORTION OF PARCEL 1 IN '!HE CITY OF 0iUIA VISTI\, J;N 'IRE CX>UNTY OF SAN DIEGO, STI\'IE OF CALIFORNIA, ACCORDING TO PARCEL MAP NO. 4620 FILED IN THE OFFICE OF THE COUN'IY RECORDER OF SAN DIEGO COUN'lY, APRIL 5, 1976, DESCRIBED AS FOLLOWS: Beginning at the Southwesterly co:rner of said parcell; thence North 71°21'15" East along the Southerly line of said Parcell a distance of 620.91 feet to the TRUE POINT OF BEGINNING; thence, north 71 °21'15" East of 596.02 feet to the Southeasterly co:rner of said parcel 1; thence northwesterly along said curve concave southerly the center of which bears South 47°07'13" West, through a central angle of 57°26'30" a distance of 451.15 feet to a point on the Northerly line of said parcell; thence along the northerly line, south 71°22' 28" West 250.15 feet; thence south 18°29'52" East 260.64 feet to the TRUE POINT OF BEGINNING. PARCEL B: THAT PORTION OF 1m 26 OF QUARTER SECTION 137 OF ŒrulA VISTA, IN THE CITY OF ŒrulA VISTA, IN THE COUN'lY OF SAN DIEGO, STA'IE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 505, FILED IN THE OFFICE OF THE COUNI'Y RECORDER OF SAN DIEGO COUN'lY, DESCRIBED AS FOLIDWS: Beginning at a point 30 feet Southerly at right angles to the Northerly line of said lot 26 and 10 Westerly at right angles to the Easterly line of said lot 26; thence South 18°28'41" West (per Parcel Map No. 4620 filed in the Office of the County Recorder of san Diego County, April 5, 1976) along a line parallel to and 10 feet Westerly of said Easterly line a distance of 260.43 feet; thence South 71°21' 15" West (per said Parcel Map No. 4620) along a line parallel to and 40 feet Northerly of the Southerly line of said lot 26 a distance of 14.94 feet to the Southeasterly corder of Parcell of said Parcel map No. 4620, also being a point on a non tangent 450 foot radius curve the center of which bears South 47°07'13" West; thence Northwesterly along said curve concave Southerly through a central angle of 57°26' 30" a distance of 451.15 feet to a point 30 feet southerly at right angles to the Northerly line of said Lot 26; thence North 71°22' 28" East along a line parallel to and 30 feet Southerly of said Northerly line of lot 26 a distance of 360.91 feet to the Point of Beginning; except that portion thereof lying below a depth of 500 feet, measured vertically, from the contour of the surface of said property. &-1 ...- --.. ._. 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(p -!(J RESOLUTION 1465 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING SUBSTITUTION OF PROJECT UNDER A LEASE AGREEMENT (TOWN CENTRE II PARKING PROJECT - PHASE TWO) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS THEREWITH WHEREAS. the Redevelopment Agency of the City of Chura Vista (the "Agency") was obligated to pay the amount of $2,600.000 to Homart Development Company (the "Developer") as a contribution towards the costs of constructing a public parking garage at the Chula Vista Center in the Town Centre II Redevelopment Project Area, pursuant to a First Addendum to Disposition and Development Agreement between the Agency and the Developer (the "Amended DDA"); and WHEREAS. to raise the funds necessary to make such payment, the City of Chula Vista (the "City") sold certain municipal assets of the City to the Agency and leased such assets back, and the Agency assigned and transferred its rights under such lease between the Agency and the City, dated as of December 1, 1993 (the "Lease") to First Interstate Bank of California as trustee (the "Trustee") in consideration of the execution and delivery by the Trustee of 1993 Certificates of Participation (Town Centre II Parking Project - Phase Two) in the aggregate principal amount of $3,115,000 (the "Certificates"), each evidencing a direct, undivided fractional interest in the lease payments made by the City under the Lease; and WHEREAS. the Lease contains provisions, in Section 3.3, which allow the City to substitute property for the property originally leased under the Lease, so long as certain conditions are met; and WHEREAS. the Lease contains provisions, in Section 3.3, which allow the City to substitute property for the property originally leased under the Lease, so long as certain conditions are met; and WHEREAS. the City wishes to exercise its option to substitute property of the City and the Agency, consisting of a portion of Memorial Park, comprised of approximately 3.64 acres (the "Substitute Project") for Marina View Park, the property originally leased under the Lease (the "Former Project"); and WHEREAS, it is necessary and appropriate at this time for the Agency to authorize the execution and delivery of certain documents to accomplish said substitution; and WHEREAS. the Agency approves all of said transactions in furtherance of the public purposes of the Agency; NOW THEREFORE. THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA does hereby find. order. determine and resolve as follows: Section 1. Approval of Substitution. The Agency hereby approves the substitution of the Substitute Project for the Former Project. In accordance with Section 3.3 of the Lease, the Agency makes the following representations and warranties: 1) No event of Default has occurred under the Lease; t- - II Resolution 1465 Page 2 2) The Substitute Project does not cause the Agency to violate any of the covenants, representations or warranties made by the Agency under the Lease or the Trust Agreement; 3) The estimated fair market value of the Substitute Project is at least equal to the estimated fair market value of the Former Project, and the useful life of the Substitute Project is at least equal to the useful life of the Former Project. Section 2. Official Actions. The Chairman, the Executive Director, the Treasurer, the Secretary and all other officers of the Agency are each authorized and directed in the name and on behalf of the Agency to execute and deliver any and all site leases (with respect to the Substitute Project), termination agreements (with respect to the Former Project), assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the Lease and substitution approved pursuant to this Resolution. Section 3. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. PRESENTED BY: APPROVED AS TO FORM BY: J) Chris Salomone, Execu Community Developm M: Ihome Icommdevlkessme nlsubpro iA . res ~-Ir .----.--. RESOLUTION 17985 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING SUBSTITUTION OF PROJECT UNDER A LEASE AGREEMENT (TOWN CENTRE" PARKING PROJECT - PHASE TWO) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS THEREWITH WHEREAS, the Redevelopment Agency of the City of Chula Vista (the "Agency") was obligated to pay the amount of $2,600,000 to Homart Development Company (the "Developer") as a contribution towards the costs of constructing a public parking garage at the Chula Vista Center in the Town Centre II Redevelopment Project Area, pursuant to a First Addendum to Disposition and Development Agreement between the Agency and the Developer (the "Amended DDA"); and WHEREAS, to raise the funds necessary to make such payment, the City of Chula Vista (the "City") sold certain municipal assets of the City to the Agency and leased such assets back, and the Agency assigned and transferred its rights under such lease between the Agency and the City, dated as of December 1, 1993 (the "Lease") to First Interstate Bank of California as trustee (the "Trustee") in consideration of the execution and delivery by the Trustee of 1993 Certificates of Participation (Town Centre II Parking Project - Phase Two) in the aggregate principal amount of $3,115,000 (the "Certificates"), each evidencing a direct, undivided fractional interest in the lease payments made by the City under the Lease; and WHEREAS, the Lease contains provisions, in Section 3.3, which allow the City to substitute property for the property originally leased under the Lease, so long as certain conditions are met; and WHEREAS, the Lease contains provisions, in Section 3.3, which allow the City to substitute property for the property originally leased under the Lease, so long as certain conditions are met; and WHEREAS, the City wishes to exercise its option to substitute property of the City and the Agency, consisting of a portion of Memorial Park, comprised of approximately 3.64 acres (the "Substitute Project") for Marina View Park, the property originally leased under the Lease (the "Former Project"); and WHEREAS, it is necessary and appropriate at this time for the City Council to authorize the execution and delivery of certain documents to accomplish said substitution; and WHEREAS, the City Council approves all of said transactions in furtherance of the public purposes of the City; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF CHULA VISTA does hereby find, order, determine and resolve as follows: Section 1. Approval of Substitution. The City Council approves the substitution of the Substitute Project for the Former Project. In accordance with Section 3.3 of the Lease, the Council makes the following representations and warranties: 1) No event of Default has occurred under the Lease; ¿'-/3 Resolution 17985 Page 2 2) The Substitute Project serves the municipal purposes of the City and constitutes property which the City is permitted to lease under the laws of the State of California. 3) The Substitute Project does not cause the City to violate any of the covenants, representations or warranties made by the City under the Lease or the Trust Agreement; 4) The estimated fair market value of the Substitute Project is at least equal to the estimated fair market value of the Former Project, and the useful life of the Substitute Project is at least equal to the useful life of the Former Project. Section 2. Official Actions. The Mayor, the City Manager, the Director of Finance, the City Clerk and all other officers of the City each authorized and directed in the name and on behalf of the City to execute and deliver any and all site leases (with respect to the Substitute Project), termination agreements (with respect to the Former Project), assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, including specifically the title insurance policy required by Section 3.3 of the Lease, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the Lease and substitution approved pursuant to this Resolution. Whenever in this Resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. Section 3. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. PRESENTED BY: APPROVED AS TO FORM BY: ~ ~A J ./Robert Powell Bruce M. Boogaard Director of Finance City Attorney M :Ihomelcommd evlkassman Isu bp ro jC. res to -/'1 --.-.