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Home My WebLink AboutRDA Packet 1994/06/07 Tuesday, June 7, 1994 Council Chambers 4:00 p.m. Public Services Building (immediately following the City Council me"ing) Joint Meetin2 of the Redevelopment A2encv/Citv Council of the Citv of Chula Vista CALL TO ORDER 1. ROLL CALL: ' Agency/Council Members Fox -, Horton -' Moore -' Rindone -, and Chairman/Mayor Nader -' 2. APPROVAL OF MINUTES: May 17, 1994 CONSENT CALENDAR (Items 3 through 7) 17Ie 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 Member, 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 wlll be the first Items of business. 3. WRITTEN COMMUN,ICATIONS: 4.A. AGENCY RESOLUTION 1406 APPROVING A DOWN PAYMENT ASSISTANCE AND LAST RESORT HOUSING PAYMENT IN THE AMOUNT OF $7,313.76 PURSUANT TO THE ADOPTED RELOCATION PLAN FOR A RENTAL UNIT HOUSEHOLD LOCATED AT 459 F STREET WITHIN THE TOWN CENTRE" REDEVELOPMENT PROJECT AREA--At the Joint Meeting of 4/5/94 the Agency/Council approved Advance Assistance and Moving Expense relocation payments for the five tenants located at 459 F Street. Marco and Cecelia Gonzalez hereby make their final claim for assistance. Staff recommends approval of the resolutions. (Community Development Director) B. COUNCIL RESOLUTION 17505 AUTHORIZING THE EXPENDITURE OF $7,313.76 FROM THE CIVIC CENTER EXPANSION PROJECT (#GG-130) CIP FOR THE PAYMENT OF A DOWN PAYMENT ASSISTANCE AND LAST RESORT HOUSING PAYMENT FOR A RENTAL UNIT HOUSEHOLD LOCATED AT 459 F STREET ..- Agenda 2 June7,1994 5. AGENCY RESOLUTION 1407 APPROVING A FINAL RENTAL ASSISTANCE CLAIM FOR A TENANT PREVIOUSLY RESIDING AT 334 CHURCH AVENUE AND TO AUTHORIZE PAYMENT IN THE AMOUNT OF $3,300 THEREFOR AS PART OF THE CHURCH AND CENTER PARKING LOT PROJECT--The Agency approved the acquisition of this property at its 3/3/92 meeting. Staff requests a final Rental Assistance payment for the last tenant to file a claim per Agency authorization. Staff recommends approval of the resolution. (Community Development Director) 6. AGENCY RESOLUTION 1408 APPROVING SIGN PROGRAM FOR SOUTHBAY CHEVROLET AUTOMOBILE DEALERSHIP ON OTAY VALLEY ROAD--The Chula Vista Auto Center Master Plan for the Chula Vista Auto Park requires that the Agency and the Design Review Committee approve sign programs for the new auto dealerships. Staff recommends approval of the resolution. (Community Development Director) 7.A. COUNCIL RESOLUTION 17506 APPROVING A SITE LEASE BY AND BETWEEN HO RETAIL PROPERTIES I LIMITED PARTNERSHIP AND THE CITY OF CHULA VISTA FOR THE CHULA VISTA CENTER PARKING GARAGE--On 3/5/92 the Agency approved the Second Expansion of the Chula Vista Center. This recently completed project required $2.6 million in assistance by the Agency toward construction of the parking garage. Certificates of Participation were recently sold for the purpose of satisfying the Agency's assistance obligation. Staff recommends approval of the resolutions. (Community Development Director) B. COUNCIL RESOLUTION 17507 APPROVING AN OPERATING LEASE BY AND BETWEEN THE CITY OF CHULA VISTA AND HO RETAIL PROPERTIES I LIMITED PARTNERSHIP FOR OPERATION AND MAINTENANCE OF THE CHULA VISTA CENTER PARKING GARAGE * * END OF CONSENT CALENDAR * * PUBLIC HEARINGS AND RELATED RESOLUTIONS AND ORDINANCES 17Ie 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. 8. PUBLIC HEARING REGARDING THE SALE OF SPACE NUMBER 111 AT ORANGE TREE MOBILEHOME PARK--This is a request to authorize the sale of Agency- owned Space 111 at Orange Tree Mobilehome Park. Staff recommends approval of the resolution. (Community Development Director) Agenda 3 June7,1994 AGENCY Resolution 1409 APPROVING THE SALE OF SPACE NUMBER HI AT ORANGE TREE MOBILEHOME PARK AND AUTHORIZING THE COMMUNITY DEVELOPMENT DIRECTOR TO EXECUTE A PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS ORAL COMMUNICATIONS 17Iis 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. 17Iose 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 17Ie 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. 17Ie items will be considered individually by the Agency and staff recommendations may in certain cases be presented in the alternative. 17Iose 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. ITEMS PULLED FROM THE CONSENT CALENDAR 17Iis 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 9. DIRECTOR/CITY MANAGER'S REPORTIS) 10. CHAIRMAN/MA YOR'S REPORTCS) 11. AGENCY/COUNCIL MEMBERS' COMMENTS Agenda 4 June 7, 1994 ADJOURNMENT The meeting will adjourn to the Regular Redevelopment Agency Meeting on June 21, 1994 at 6:00 p.m., immediately following the City Council meeting, in the City Council Chambers. ...... COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT The City of Chula Vista, in complying with the Americans With Disabilities Act (ADA), request individuals who may need special accommodation to access, attend, and/or participate in a City meeting, activity, or service contact the Secretary to the Redevelopment Agency at (619) 691-5047 for specific information on existing resources/or programs that may be available for such accommodation. Please call at least forty-eight hours in advance for meetings and five days in advance for scheduled services and activities. California Relay Service is available for the hearing impaired. [C:I WP51 IAGENCYIAGENDASIO6-07-94.AGDj JOINT MEETING OF THE REDEVELOPMENT AGENCY/CITY COUNCIL OF THE CITY OF CHULA VISTA Tuesday, May 17, 1994 Council Chambers 10:34 p.m. Public Services Building CALL TO ORDER 1. ROLL CALL: PRESENT: Agency/Council Members Fox, Horton, Moore, and Chairman/Mayor Nader - ABSENT: Agency/Council Member Rindone ALSO PRESENT: John D. Goss, Director/City Manager; Bruce M. Boogaard, Agency/City Attorney; and Beverly A. Authelet, City Clerk 2. APPROVAL OF MINUTES: AprilS, 1994 and April 19, 1994 MSC (Fox/Horton) to approve the minutes of AprilS, 1994 and April 19, 1994 as presented. Approved 4-0-1 with Rindone absent. CONSENT CALENDAR (Item pulled: 4) 3. WRITTEN COMMUNICA nONS: None. 4. RESOLUTION 1403 APPROVING AN AMENDMENT TO OWNER PARTICIPATION AGREEMENT WITH IDM SATELLITE DIVISION, INc., FOR THE REMODELLING OF BUILDING AT 311 F STREET--On 4/5/94 the Agency approved an Owner Participation Agreement (OPA) with IDM Satellite Division, Inc. for the remodelling of 311 F Street. Subsequent to approval of the orA the applicant had to make changes to the floor plans. The change requires the OP A be amended. This item was continued from the meetin2 of Mav 3. 1994. Staff recommends approval of the resolution. (Community Development Director) Pulled from the Consent Calendar. Bruce Boogaard, Agency Attorney, claritied that the resolution in the Agency packet varied from the agenda report as his department was unable to review the proposed agreement in time to make recommendations. They had reviewed the agreement since and staff concurred with the recommendations of the City Attorney's office. The difference between the resolution and the report was that the resolution required the first amendment be modified to require a promissory note with interest at 5 % compounded monthly with a fixed due date of 180 days. Staff also requested authority to correct the original agreement approved by the Agency on 4/5/94 between Chula Vista and IDM Satellite Division, Inc. Upon doing the due diligence and receiving the title report there was a slight error in the name of the owner and that would be corrected. Member Moore questioned if the individual would not be ready to occupy, why they should have to pay an in-lieu parking fee before the building was occupied which would bring the cars, d.--/ Minutes May 17, 1994 Page 2 Mr. Boogaard responded that it was a philosophical point which could be changed. The typical arrangement was that they were due upon issuance of the building permits. The City was giving a break to the individual due to the financing problems and difficulty in getting the tenant to occupy the additional space created by the second floor improvement. RESOLUTION 1403 OFFERED BY MEMBER MOORE, reading of the text was waived. Chairman Nader stated the action by the Agency was the next step in getting the Chula Vista Telecenter. VOTE ON RESOLUTION 1403: approved 4-0-1 with Rindone ahsent. * * END OF CONSENT CALENDAR * * PUBLIC HEARINGS AND RELATED RESOLUTIONS AND ORDINANCES 5. PUBLIC HEARING APPLICATION FOR A SPECIAL LAND USE PERMIT FOR THE ESTABLISHMENT OF AN AUTO DISMANTLING BUSINESS AT 791 ENERGY WAY WITHIN THE OT A Y V ALLEY ROAD REDEVELOPMENT PROJECT AREA-- The establishment of an auto dismantling land use within the Otay Valley Redevelopment Area requires a Special Land Use Permit. The subject application has been reviewed by staff and the Otay Valley Road Project Area Committee and has received Negative Declaration 1S-94-14. The application is now presented to the Agency for final determination. Staff recommends approval of the resolution. (Community Development Director) RESOLUTION 1405 ADOPTING NEGATIVE DECLARATION IS-94-14 AND APPROVING A SPECIAL LAND USE PERMIT FOR THE ESTABLISHMENT OF AN AUTO DISMANTLING BUSINESS AT 791 ENERGY WAY This being the time and place as advertised, the public hearing was declared open. There being no public testimony, the public hearing was declared closed. RESOLUTION 1405 OFFERED BY AGENCY MEMBER FOX, reading of the text was waived. Member Moore questioned if the companies were still be treated as temporary. He questioned how long they had been on site. Martin Miller, Assistant Planner, responded that it was a new business and would be there until 2006. Bruce Boogaard, Agency Attorney, stated they also had the option to renew upon approval by the Zoning Administrator. The term was consistent with the term granted in the Siroonian litigation. Member Moore questioned what improvements were required for those that were there from the beginning. Mr. Miller responded that a number of the other users were undergoing site plan approval to ensure there was adequate parking, landscaping, fencing, etc. Even though it was for twelve years the redevelopment of the area was what was in consideration. It would depend on when redevelopment took place. VOTE ON RESOLUTION 1405: approved 4-0-1 with Rindone absent. ot~t- Minutes May 17, 1994 Page 3 ORAL COMMUNICATIONS None ACTION ITEMS 6. AGENCY RESOLUTION 1390 ADOPTING THE REDEVELOPMENT AGENCY BUDGET FOR FY 1993-94 AND APPROPRIATING FUNDS THEREFOR--The FY 1993-94 Redevelopment Agency Budget was reviewed as part of the City budget approval process. As the Redevelopment Agency is a separate legal entity, it is necessary to approve the budget separately as required by California Community Redevelopment Law. The formal Agency adoption of the budget had been delayed in order to determine the full impact of State budget resolutions and to complete the evaluation of staffing needs for the Economic Development function in the Community Development Department as directed by City Council during and subsequent to the City's budget review process. This item was continued from the meetin. of Aoril19 1993. Staff reQuests the Al!encv hold a Special Meetiß2 on Tuesdav. Mav 24. 1994. (Community Development Director) [4/5ths Vote Required] John Goss, Director, informed the Agency that staff requested that Items 6 and 7 be continued to a special meeting of 5/24/94. That meeting was becoming very lengthy and he recommended that they be continued to the budget meeting on 5/23/94. MS (Nader/Fox) to continue Items 6 and 7 to the budget workshop scheduled on 5/23/94 at 6:00 p.m, in the Council Conference Room. Approved 4-0-1 with Rindone absent. 7.A. COUNCIL RESOLUTION 17478 APPROVING CHULA VISTA DOWNTOWN ASSOCIATION 1994 BUDGET AND ACCEPTING THE ASSOCIATION'S 1993 ANNUAL REPORT--ln accordance with Chula Vista Municipal Code, the Chula Vista Downtown Association (aka, Downtown Business Association, DBA) is required to submit an annual report and budget for Council's approval. A copy of the Association's Armual Report and 1994 Work Plan and Budget is being submitted for Council's consideration. In 1991 the Agency agreed to fund the Town Manager portion through fiscal year 1993-94. Staff is recommending the agreement and funding be extended through one additional fiscal year. Stall' reQuests the Al!encv hold a Special Meetin2 on Tuesdav. Mav 24. 1994. (Community Development Director/Interim Finance Administrator) B. AGENCY RESOLUTION 1404 APPROVING A ONE-YEAR EXTENSION TO CHULA VISTA DOWNTOWN ASSOCIATION AGREEMENT FOR TOWN MANAGER MS (Nader/Fox) to continue Items 6 and 7 to the hudget workshop scheduled on 5/23/94 at 6:00 p.m. in the Council Conference Room. Approved 4-0-1 with Rindone absent. ITEMS PULLED FROM THE CONSENT CALENDAR Item pulled: 4. The minutes will reflect the published agenda order. OTHER BUSINESS 8. DIRECTOR'S/CITY MANAGER'S REPORTIS) - None ol -.3 Minutes May 17, 1994 Page 4 9. CHAIRMAN'S/MA YOR'S REPORT Is) - None 10. AGENCY/COUNCIL MEMBER COMMENTS - None CLOSED SESSION The Agency met in Closed Session at 10:45 p.m. and reconvened at 12: 18 a.m. with no report given. 11. CONFERENCE WITH REAL PROPERTY NEGOTIATOR REGARDING: 1. Instructions to negotiators pursuant to Government Code Section 54956.9 . Property: 746 Ada Street and 750 Ada Street (APN 622-020-20 and 622-020-03) at the northwest corner of Ada Street and Industrial Boulevard . Negotiating Parties: Redevelopment Agency staff and for the Property Owner (Trolley Terrace Development, Inc., a California Corporation) . Under Negotiation: Instruction to negotiators will concern price and terms of payment. ADIOURNMENT ADJOURNMENT AT 12:20 P.M. to the Regular Redevelopment Agency Meeting on June 7, 1994 at 4:00 p.m., immediately following the City Council meeting, in the City Council Chambers. Respectfully suhmitted, BEVERLY A. AUTHELET, CMC, City Clerk ~. . ~\ 1.-\ by: o,J \~~~- .~'~\,(~ Vicki C. Soderquist, Deputy Cl rk " d-~tf JOINT REDEVEWPMENT AGENCY/CITY COUNCIL AGENDA STATEMENT Item b ¡, Meeting Date 06/ /94 ITEM TITLE: [A] Agency RESOLUTION /1 ¿; ~ Approving a Downpayment Assistance and Last Resort Housing Payment in the amount of $7,313.76 pursuant to the adopted Relocation Plan for a rental unit household located at 459 F Street within the Town Centre II Redevelopment Project Area; [and] [B] Council RESOLUTION /7565 Authorizing the expenditure of $7,313.76 from the Civic Center Expansion Project (#GG-130) CIP for the payment of a Downpayment Assistance and Last Resort Housing Payment for a rental unit household located at 459 F Street . . ~£, SUBMITIED BY: Commullity Development ~lrec~ ~ REVIEWED BY: Executive Director 16? ')1 (4/5ths Vote: Yes - No.x) BACKGROUND: The City Council and Redevelopment Agency Board, at the Joint Meeting of April 5, 1994, approved Advance Assistance and Moving Expense relocation payments for all five (5) tenants located at 459 F Street. The payments were approved pursuant to the Relocation Plan adopted for the project previously as part of the Civic Center Expansion Project. Additionally, the payments were authorized by the Council based on the information that these subsequent payments (Downpayment Assistance and Last Resort Housing) would need to be made. RECOMMENDATION: It is recommended that 1) the Redevelopment Agency adopt the resolution which approves the Downpayment Assistance and Last Resort Housing Payment for Marco and Cecelia Gonzalez located at 459 F Street, Apartment C, pursuant to the adopted Relocation Plan, and 2) that the City Council adopt the resolution which authorizes the expenditure of $7,313.76 from the Civic Center Expansion Project (#GG-130) for payment of the Agency approved Downpayment Assistance and Last Resort Housing Payment for Marco and Cecelia Gonzalez at 459 F Street, Apartment C. BOARDS/COMMISSIONS RECOMMENDATION: Not Applicable DISCUSSION: As indicated in the prior staff report of the April 5, 1994, meeting, approval of the Advance Assistance and Moving Expense relocation payments would be followed with claims for Rental Assistance (or in this case, Downpayment Assistance) and if necessary, Last Resort Housing payments. 1~/ Page 2, ItemAt<J Þ Meeting Date 06/(y] /94 Attached is a copy of the final claim filed by Marco and Cecelia Gonzalez. As indicated, Mr. and Mrs. Gonzalez are electing to use their assistance payments to make a downpayment on a home in Chula Vista. As determined through State relocation law, their monthly "need" to be made "whole" as a result of the relocation is $183.62. This monthly need is then multiplied by 48 months (use of federal funds requires 60 months) to achieve a total claim of $8,813.76. The total amount is then reduced by the amount of the Advance Assistance previously received ($1,500) to arrive at a final claim amount of $7,313.76. It is anticipated that final claims will be received for the remaining four tenants in the near future. Mr. and Mrs. Adamo (the prior owners) are currently on a six month lease which expires on September 1, 1994, and are not entitled to relocation benefits since the purchase agreement was "all inclusive". FISCAL IMPACT: As part of the Purchase and Sale Agreement for the property, the Council authorized the encumbrance of $910,500 from CIP Account #GG-130 to purchase the property (including escrow costs and interest payments on the note) and relocate the tenants. The adoption of the resolutions will not result in any additional fiscal impact since the funds are already encumbered. C:\WP51 IHAYNESIREPORTS\459REL02.113 ~-b PACIFIC RELOCATION CONSULTANTS. LEITER OF TRANSMlTI'AL Date: May 10, 1994 TO: Lyle Haynes FROM: Pacific Relocation Consultants Principal Community 100 West Broadway, Suite 300 Development Specialist long Beach, California 90802 City of Chula Vista Phone: (310) 590-8564 276 Fourth Avenue Fax: (310) 495-0889 . Chula Vista, California 92010 THIS CORRESPONDENCE REFERS TO: Name: Marco and Cecelia Gonzalez Address: 459- B F Street Chula Vista, CA 91911 File # or Project: Civic Center Expansion 4594103 ATTACHED ARE DOCUMENTS TO SUPPORT THE FOllOWING PAYMENT REQUEST(S): Advance Assistance Residential Moving Expense Rental Assistance Business Moving Expense xx Downpayment Assistance Business In-lieu Replacement Housing Assistance XX Last Resort Housing Fixtures and Equipment Other: COMMENTS: Mr &: Mrs Gonzalez are purchasing a home in the Chula Vista area. Payment requested is based on the difference between the price of a comparable home in the Chula Vista area and the Gonzalez' ability to pay x 48 months. THIS CHECK SHOULD BE MADE PAYABLE TO: IN THE AMOUNT OF: I Marco and Cecilia Gonzalez I $7,313.76 I Your prompt attention in this matter is appreciated. Sincerely, ~ ~ h:. 0' ÓÌ'.......-&/ Mary K O'Toole t--j -:3 Pacific Relocation Consultants Thís ¡age íntentíona1ly left blank. t-}-tf Claim for Rental or Down a ment Assistance Payment PRIVACY ACT NO asked to provide 18 information In 0- to etennine Whether you are eligible to receive a rental or downpayment aaslstanca paymant You are not required by law to Iurnl8h thislnlormatlon, but K you do not provide It. you may not receive this payment or H may take longer to pay you. ThI8 infonnatlon 18 being collected under 1he authority of the California Relocation Asslstanca Act (Government Code SectIon 7260. etseq.). INSTRUCTIONS: This claim Iorm Is for 1he use of families and Individuals applying lor a rental or downpaymant aaslstanca payment. A representative 01 the displacing Agency will help you compIeta the Iorm and Inform you 01 the Information that you must provide in support 01 this claim. K the lull amount 01 your claim Is not approved, the Agency will provide you with a writtan explanation of the reason. K you are not satisfied with the Agency's detenninatlon. you may appeal that determination. The Agency will explain how to make an appeal. ,. Your Name(s) (You are the Claimant(s)) 1 a. Present Mailing Address(es) of Claimant(s) lb. Telephone Number(s) Marco and Cecelia Gonzalez 459 F Street, IC Chula Vist CA 91910 2. Have all members of the household moved to the same dwelling? ----X- YES - NO (If "NO". list the names ot all members and the addresses to which they moved in the Remarks Section.) Dwelling Address When Did You Rent This Unit? 3. UnITThat 459 F Street, Ie You Moved From Chula Vista, CA 91911 4. UnITThat 55 Jicama Way You Moved To Chula Vista, CA 91911 5. Computation of: Rental Assistance Payment, Downpaymant Asslstanca Payment INSTRUCTIONS: Complete Items 12 and 13 on the reverse side of the form before TO BE COMPLETED BY CLAIMANT completing this section. The displacing agency representative will heip you. (1) (~~On~h~n~'i~)~i~~~ :~).~t':.":f~)enþ~~~ tp~~~YOu moved (2) (~?o~h~n~0~i:n&9~~~i,:¡.<¡¡'.~~a~~ :~~~:r.'¡¡nb~~~~) (3) (~h~I~~~s:;; f~r '6':.~~~a';.";~~ ~sistance. enter amount from Une (2).) (4) (~~On~h~n~0~i:n809~~~ ~~)~~:~~'j,~nit from which you were displaced (5) Claimant's Ability-To-Pay (From Line (3). Column (aLltem 13) (6) Enter the Lesser of Line (4) or (5) (7) Monthly Need (Line (3) minus Line (6)) $ (6) Amount from Line (7) Multiplied by 48 $ (g) ~':it~~')(:;:~~:;tn~ ~rn~(~ng~$~~~Ò~~i~~~~~~il~r.~) $ (10) Amount 01 Advance Payment, if any $ (11) Amount Requested (Line (9) minus Une (to)) $ 6. Certification by Claimant(s) I CERTIFY that this claim and supporting Information are true and completa, that I have not submitted any other claim for the expenses listed and that I have not been paid lor the expenses by any other source. I ask that I be paid the amount on Une (11) 01 Item (5) In: À- onelump-sum _Installments (as specified In the Remar1<s Section). My declalon to rent or buy a dwelling was basad on a lull explanation by the displacing agency representative 01 the difference n the types of payments available (Rental Assistance or Downpayment Assistance). Signature(s) CI antIs) Pacific Relocation Consultants PRcm", Page 1 012 12. DETERMINATION OF ClAIMANT'S MONTHLY HOUSING COST (MHC) MONTHLY INSTRUCTIONS: The term 'Monthly Housing Cae\" Mean. MONTHLY HOUSING COST MONTHLY HOUSING COST HOUSING the awrage monthly COOl! lor rent and utility chargee. FOR DWELUNG FROM FOR REPLACEMENT COST FOR Utility chargee - - costs to provide heat. WHICH YOU WERE DWELUNG TO WHICH COMPARABLE hot -. lighting, -.. and -. and truh 11In1C>/!OI. DISPLACED YOU MOVED REPLACEMENT A -'s mon1hIy hoU8Ing COOl! lor e repIecement dweDing DWELUNG shoJI Include 000-- of the estimated - yeerly COOl! lor utility chargee. CLAIMANT (e) (1) Contract Rent $ 550.00 (2) Average Monthly lItil"ies Not Included In Contract Rent. (Ust each "em below (e.g. gas. electricity. oil. water) 28.00 and list amounts in columns (a) and (e)) (3) Total Monthly Housing Cost $ (Sum ofUne (1) plus all antries in line (2) 578.00 13. DETERMINATION OF ClAIMANT'S ABlUTY-TO-PAY (1) Gross Montly Income of AJI Adutt Members (18 years or older) of Household (Ust names below and list amounts in Column (a)) Marco Gonzalez (2) Total Gross Monthly Income (Sum of entries in Una (1)) (3) Claimant's Ability- To-Pay Monthly Housing Cost (Amount on Line (2) x 25% (0.25)) 14. COMPARABLE REPLACEMENT DWELLING 1546-300 Sonora Drive Chula Vista, CA 91910 2 Bedroom, 1 Bath - $725.00 + Gas &: Electric 15. REMARKS Pacific Relocation Consultants ~-~ 'Re,,'I" Page 2 012 RESOLUTION /10& RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A DOWNPAYMENT ASSISTANCE AND LAST RESORT HOUSING PAYMENT IN THE AMOUNT OF $7,313.76 PURSUANT TO THE ADOPTED RELOCATION PLAN FOR A RENTAL UNIT HOUSEHOLD LOCATED AT 459 F STREET WITHIN THE TOWN CENTRE II REDEVELOPMENT PROJECT AREA WHEREAS, the Redevelopment Agency adopted a Relocation Plan for 459 F Street on October 19, 1993, which requires the relocation of five (5) rental unit households pursuant to the California Relocation Assistance Act; and WHEREAS, the Redevelopment Agency approved the Purchase and Sale Agreement for the property as part of the Civic Center Expansion Project on November 9,1993, and the City of Chula Vista authorized the encumbrance of $910,500 from crp Account #GG- 130 for the purposes of purchasing the property and relocating the tenants; and WHEREAS, the Redevelopment Agency approved Advance Assistance and Moving Expense claims for the five tenants on April 5, 1994, and the City of Chula Vista authorized the expenditure of $9,850 for payment of the claims; and WHEREAS, the Redevelopment Agency received a Downpayment Assistance and Last Resort Housing claim in the amount of $7,313.76 from Marco and Cecelia Gonzalez residing at 459 F Street, Apartment C. NOW THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA does hereby find, order, detennine and resolve that the Downpayment Assistance and Last Resort Housing claim in the amount of $7,313.76 for Marco and Cecelia Gonzalez residing at 459 F Street, Apartment C, is approved pursuant to the adopted Relocation Plan and Civic Center Expansion Project. PRESENTED BY: APPROVED AS TO FORM BY: ~~~ Chris Salomone, Executive Secretary and Bruce M. Boogaard Community Development Director Agency General Counsel c:\ WP51 IRA YNES\DOCUMEN1\459REL2A.RES 1-7 Thís 'page íntentíonaIly left blank. '-i-ð' RESOLUTION /7505 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AUTHORIZING THE EXPENDITURE OF $7,313.76 FROM THE CIVIC CENTER EXPANSION PROJECT (#GG-130) CIP FOR THE PAYMENT OF A DOWNPAYMENT ASSISTANCE AND LAST RESORT HOUSING PAYMENT FOR A RENTAL UNIT HOUSEHOLD LOCATED AT 459 F STREET WHEREAS, the Redevelopment Agency adopted a Relocation Plan for 459 F Street on October 19, 1993, which requires the relocation of five (5) rental unit households pursuant to the California Relocation Assistance Act; and WHEREAS, the Redevelopment Agency approved the Purchase and Sale Agreement for the property as part of the Civic Center Expansion Project on November 9, 1993, and the City of Chula Vista authorized the encumbrance of $910,500 from CIP Account #GG- 130 for the purposes of purchasing the property and relocating the tenants; and WHEREAS, the Redevelopment Agency approved Advance Assistance and Moving Expense claims for the five tenants on April 5, 1994, and the City of Chula Vista authorized the expenditure of $9,850 for payment of the claims; and WHEREAS, the Redevelopment Agency received a Downpayment Assistance and Last Resort Housing claim in the amount of $7,313.76 from Marco and Cecelia Gonzalez residing at 459 F Street, Apartment C. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF CHULA VISTA does hereby find, order, determine and resolve that the expenditure of $7,313.76 from the Civic Center Expansion Project (GG-#130) is approved for payment of a Downpayment Assistance and Last Resort Housing claim from Marco and Cecelia Gonzalez residing at 459 F Street, Apartment C, pursuant to the adopted Relocation Plan and Civic Center Expansion project. PRESENTED BY: APPROVED AS TO FORM BY: r^-ç~ Chris Salomone Bruce M. Boogaard Community Development Director City Attorney c:\ WP51 \HA YNESIDOCUMENT\459REL2C.RES £/-7 Thís yage íntentíonaIly left blank. ~-Iv REDEVELOPMENT AGENCY AGENDA STATEMENT Item S Meeting Date 06/07/94 ITEM TITLE: RESOLUTION Approving a final Rental Assistance claim for a tenant previously residing at 334 Church Avenue and to authorize payment in the amount of $3,300 therefor as part of the Church and Center Parking Lot Project SUBMITTED BY: Community Development Director {".~' r~ REVIEWED BY: Executive Director 1 r;! II (4/5ths Vote: Yes - No X) Council Referral Number: - BACKGROUND: The Redevelopment Agency approved the acquisition of the former "Buffington" property at 338 Church Avenue on March 3, 1992, which concluded the property acquisition phase of the Church and Center Parking Lot project. Subsequently, tenant relocation claims were approved for all but one of the tenants formerly residing at 334 through 342 Church Avenue pursuant to the California Relocation Assistance Act. This report requests the payment of a final Rental Assistance payment for the last tenant to file a claim. RECOMMENDATION: That the Redevelopment Agency adopt the resolution which approves the final Rental Assistance claim for Juan Miranda, formerly residing at 334 Church Avenue, and authorizes the payment in the amount of $3,300 from the Church and Center Parking Lot CIP #RD-208. BOARDS/COMMISSIONS RECOMMENDATION: Not Applicable DISCUSSION: Attached is a copy of the letter received from Pacific Relocation Consultants along with the accompanying Rental Assistance claim filed by Mr. Miranda. Additionally, copies of Mr. Miranda's "Certificate of Abandonment" and the appropriate Government Code Section are included, indicating that claimants have a period of eighteen (18) months from the date a tenant or homeowner vacates the premises to file a claim for relocation benefits. The Agency approved Mr. Miranda's Advance Assistance claim in the amount of $1,500.00 at their August 4, 1992, meeting. As indicated in the attachments, Mr. Miranda vacated the premises on December 4, 1992, and therefore, is within the eighteen (18) month time frame to file his final claim. Mr. Miranda's monthly "need" was determined to be $100.00, therefore, his total benefit is $4,800.00 ($100 x 48 months). This final claim for $3,300.00 represents his total benefit less the amount he previously received ($1,500.00). FISCAL IMPACT: Adoption of the resolution will not require the encumbrance of additional funds since funds are available in the Church and Center Parking Lot CIP #RD-208. C:IWP51 IRA YNESIREPORTSIMRANRELO.l13 5-) Thís lage íntentíonaIly left blank. ..5"-2. . MEMORANDUM DATE: May 11,1994 TO: Lyle Haynes, Chula Vista Redevelopment Agency FROM: ....~ Mary O'Toole, Pacific Relocation Consultants SUBJECT: Claim Detail- Juan Miranda- Church & Ctr Parking Lot Juan Miranda vacated his home at 334 Church Avenue on December 4, 1992. A copy of the abandonment notification is attached. State guidelines require that a relocation claim must be filed within eighteen months after the tenant or homeowner has vacated the property. A copy of Article 3, PACIFIC Section 6088 is attached. RElDCATiON CONSULTANTS Juan Miranda signed his final relocation claim on February 22, 1994. This is within the eighteen month limit for filing of final claims. If further information is required, please contact Mary O'Toole at (619) 281-7033. SOUTHERN CAlIFORNIA 100 WEST BROADWAY SUITE 300 LONG BEACH CALIFORNIA 90802 TEL 1310) 59Q-B564 FAX (310) 495-DBB9 NORTHERN CALIFORNIA 333 HEGENBERGER ROAD SLiITE 404 OAKLAND CALIFORNIA 94621 TEL [510] 63B-3OB1 FAX (510] 63B-O750 S-!5 PACIFIC RELOCATION CONSULTANTS. LEITER OF TRANSMI'ITAL Date: Februarv 25. 1994 TO: Lyle Haynes FROM: Pacific Relocation Consultants Principal Community 100 West Broadway, Suite 300 Development Specialist Long Beach, California 90802 City of Chula Vista Phone: (310) 590-8564 276 Fourth Avenue Fax: (310) 495-0889 Chula Vista, California 92010 THIS CORRESPONDENCE REFERS TO: Name: Juan Miranda Address: 334 Church Avenue Chula Vista, CA 91910 File # or Project: Church &: Center Parking Lot I 003 ATTACHED ARE DOCUMENTS TO SUPPORT THE FOLLOWING PAYMENT REQUEST(S): Advance Assistance Residential Moving Expense x Rental Assistance Business Moving ,Expense Downpayment Assistance Business In-lieu Replacement Housing Assistance Last Resort Housing Fixtures and Equipment Other: COMMENTS: THIS CHECK SHOULD BE MADE PAYABLE TO: IN THE AMOUNT OF: I Juan Miranda I $3,300.00 I Your prompt attention in this matter is appreciated. Sincerely, ;;~ Ì"'- "--f j 0' q- ~ " Mary K. O'Toole S-1- ->C i Pacific Relocation Consultants , l'gm '\ "-- ",- . , PRI ACY ACT NOTICE: You are asked to provide this information in order to determine whether you are eligible to røce"" a rantal or downpayment assistance payment. You are not raquired by law to fumish this Information, but W you do not provida tt, you may not race"" this payment or tt may take longer to pay you. This Information is being COllected under the authority of the CaIWomia Relocation Assistance Act (Govemment Code Section 7260. et.saq.). INSTRUCTIONS: This claim form is for the use of families and Indivkluals applying for a rental or downpayment assistance payment. A rapresentatlve of the displacing Agency will help you complete the form and Inform you of the information that you must provide In suppM of this claim. Wthefull amount of your claim is not epprovod. the Agency will provide you with a written explanation of the raason. W you are not satisfied with the Agency's determination. you may appeal that determination. Tho Agency will explain how to make an appeal. 1. Your Name(s) (You are the Claimant(s)) I a. Present Mailing Address(es) of Claimant(s) lb. Telephone Number(s) Juan Miranda 334 Church Avenue CHula Vista, CA 91910 619) 542-6983 2. Have all members of the household moved to the same dwelling? ~ YES - NO (If "NO". list the names of all members and the addresses to which they moved in the Remarks Section.) Dwelling Addre.. When Did You Rent When Did You Move When Did You Move This Unit? To This Unit? Out of This Unit? 3. UnrtThat 334 Church Avenue You Moved From Chula Vista, CA 91910 6/01/89 6/01/89 12/04/92 4. Unit That 355 "I" Street #D You Moved To Chula Vista, CA 91910 11/28/92 12/04/92 5. Computation at. X Rental Assistance Payment. Downpayment Assistance Payment INSTRUCTIONS: Complete Items 12 and 13 on the reverse side ofthe form before TO BE COMPLETED BY CLAIMANT FOR AGENCY USE completing this section. The displacing agency representative will help you. (1) Monthly Housing Cost for Replacement Dwelling Unit to which you moved $ (From lone (3). Column (c). Item 12) (2) (~?on~h~n~0~):n80?"u~n~.qf.';;f'f~a~~ :~~v~;re'iJn~~~g~~gy) $ (3) Jfh~I::¡~:;; f~r l¡\';,~~~a~';~~~ À~sistance, enter amount from Line (2).) $ (4) (~?on~h~n~0~)i,n809~~~f~~)~~:~~9,,~nit from which you were displaced $ (5) Claimant's Ability-To.Pay (From Line (3). Column (a). Item 13) $ (6) Enter the Lesser of Line (4) or (5) $ (7) Monthly Need (Line (3) minus Line (6)) $ (8) Amount from Line (7) Multiplied by 48 $ (9) ~'::t~~~~~~;;,"~~ ern~(~ng~~~~~ò~~~i~~~~~:~~ii~:'.~S) $ (10) Amount of Advance Payment, if any $ 1 500.00 $ (It) Amount Requested (Line (9) minus Line (10)) $ 3,300.00 $ 6. Certification by Claimant(s) I CERTIFY that this claim and supporting information are true and complete. that I have not submitted any other claim for the expensesllsled and that I have not been paid for the expenses by any other source. I ask that I be paid the amount on Lina (1 I) of Item (5) in: ~ one lump-sum _Installments (as specified in the Remarks Section). My decision to rent or buy a dwelling was based on a full explanation by the displacing agency rapresentst"" of the diffarance between the types of payments available (Rental Assistance or Downpayment Assistance). Signatu (s) of Claim tis) 8. Date Rep[acement Dwelling Inspected and Found Decent. Safe and Sanitary - Monthly Installments ~ Other (Specify in Remarks Section) Payment ActIon Amount of Payment Name (Type or Print) Data to. Recommended $3,300.00 Mary K. O'1òole/PRC 12/01/92 tt.Approved Pacific Relocation Consultants 5-5 eRC"" Page 1 of 2 -.- - , 12. DETERMINATION OF CLA[MANTS MONTHLY HOUSING COST (MHC) . MONTHLY INSTRUCTIONS: The tenn 'Monthly Housing Cost" Means MONTHLY HOUSING COST MONTHLY HOUSING COST HOUSING the average monthly cost lor rent and utitity charges. FOR DWELLING FROM FOR REPLACEMENT COST FOR Utility charges Include reasonable costs to provide heat, WHICH YOU WERE DWELLING TO WHICH COMPARABLE hot w~r.lighting. water end sewer, end tresh removal. DISPLACEO YOU MOVED REPLACEMENT A pen;on's monthly housing cost lor a replacement dwemng DWELLING shall include one-twelfth of the estimated reasonable FOR AGENCY FOR AGENCY TO BE PROVIDEr yea~y cost for utility charges. CLAIMANT USE ONLY CLA[MANT USE ONLY BY AGENCY (a) (b) (c) (eI) (e) (t) Contract Rent $ 395.00 $ $ 495.00 $ $ . 565.00 .. (2) Average Monthly Utilities Nottncluded in Contract Rent. (List each item below (e.g. gas, electricily, oil. water) and list amounts in columns (a) and (c» 29.00 29.00 (3) Total Monthly Housing Cost $ $ $ $ $ (Sum of Line (1) plus all entries in line (2») 424.00 524.00 594.00 13. DETERMINATION OF CLAIMANTS AB[UTY-TO-PAY (t) Gross Montly Income 01 All Adult Members (18 years or older) of Household FOR AGENCY (List names below and list amounts in Column (a» ClAfMANT USE ONLY (a) (b) (2) Total Gross Monthly Income (Sum of entries in Line (t) $ $ (3) Claimant's Ability.To.Pay Monthly Housing Cost (Amount on Line (2) x 25% (0.25» $ $ 14. COMPARABLE REPLACEMENT DWELUNG 415 4th Street ItC ChuIa Vista, CA 91910 2br, lba $565.00 15. REMARKS Pacific Relocation Consultants s-¿ ,"co;,oo Page 2 012 WITH THZ ~:¡C;aTARY Of STAïl ("'n.o.' ,. Gooo<....'" Cod. SoctI- I ,~.I) (10) The effectiveness in assuri~g equal opportunity for displaced ( persons and in reducing patterns of minority-group concentration. (11) The effectiveness of relocation in upgrading the housing and overall environmental conditions of persons displaced. (12)' The effectiveness of the social service program, including counseling services. in helping re~1dents adjust to relocation and in helping solve individual and family problems. (13) The impact on those segments of the housing marKet serving the income groups displaced. Article 3. Relocation Payments. . 6080. ~u~pos~. The purpose of this Article is to set forth the types of. arur:špec t c e igibility criteria for, relocation payments to displaced persons. Basic eligibility conditions are set forth in section 6084. Speci- fic conditions. relating to particular payments are described in later sections. 6082. Relocation Pavments bv.Public Entt1Y. Â public entity shall make relocation payments to or on behalf of eligible displaced persons in accordance with and to the full extent permitted by this Article. The obligations des- cribed in this Article are in addition to those in Article 6. ~ 6084. Basic Eliqibi.litv Condition!¡.. A person establishes 'basic eligi- ¡' ~ bility for relocation payments if .he satisfies the conditions described in ~ section 6034. A person who moves from real property or who moves his personal ~ property from real property because he will be displaced from other real ~ property on which he conducts a business or farm operation, establishes i eligibility on .the basis of the move from such other property only for payments ~ made pursuant to section 6090. 0 z: . . 86086. Notice ~f Intent to. Dlsplace. A public entity may issue a written Notice of Intent to.Displace at any time after formrtng a. reasonable expecta-. tion of acquiring real property. Such.a notice, by establishing eligibility prior to acquisition, will enable a públic entity to respond to' ha~dship and other situations. 6088. £Jlinq of Claims; Submission of Tax Returns. All claims filed with the public entity shall be submitted within eighteen months of the date on which the claimant receives. final payment for the property or the date on which he moves, whichever is later. The displacing entity may extend this period upon a proper showing of good cause. . Except where specifically provided otherwise a claimant shall not be re- quired to submit a copy of his tax returns in support of a claim for reloca- tion payments. 6090. Actual Reasonable Movinq Expenses. {a) General. 'A public entity shall make a payment to a displaced person who satisfies the pertinent eligi- bility requirements of section 6084 and the requirements of this section, for ~ actual reasonable expenses specified below and subject to the limitations set 5-7 ""'.'M ~" ... 0. .. -20- CERTIFICATE OF ABANDONMENT Any personal property left on the premises located at (!j) ~ ~'I c.¡"¡URt/7 fJ II E CHULfi V Is/A ,California, ! is to be considered abandoned as of this date. PACIFIC RELOCATION CONSULTANTS THERN CALIFORNIA 100 VEST BROAOWAY Dated: 'Ý TH Day of Dé-C£,.....,~f'TL , 19 K- SUITE 300 LONG BEACH :AUFORNIA 90802 (310) 590.8564 AX (310) 495-0889 :THERN CALIFORNIA ){ I(!ff>~' f¡¡~ 333 GENBERGER ROAD SUITE 612 Signa¥e of isp acee OAKLAND AUFORNIA 94621 (510) 638.3081 AX (510) 638-0750 7""-~. cJl~ Relocati epresentative /z.. / c¡. Ie¡ 1- Date S-ð RESOLUTION No1 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A FINAL RENTAL ASSISTANCE CLAIM FOR A TENANT PREVIOUSLY RESIDING AT 334 CHURCH AVENUE AND TO AUTHORIZE PAYMENT IN THE AMOUNT OF $3,300.00 THEREFOR AS PART OF THE CHURCH AND CENTER PARKING LOT PROJECT WHEREAS, the Redevelopment Agency completed the acquisition of the Church and Center Parking Lot project by approving the purchase agreement for the "Buffington" property on March 3, 1992; and WHEREAS, the relocation of tenants pursuant to the California Relocation Assistance Act is necessary in order to implement the project; and WHEREAS, Pacific Relocation Consultants has reviewed and recommends approval of the final Rental Assistance payment in the amount of $3,300.00 for Juan Miranda formerly residing on Agency property at 334 Church Avenue; and WHEREAS, the Redevelopment Agency has provided funds for the City of Chula Vista's Capital Improvement Project #995-9950-RD 208, Church and Center Municipal Parking Lot, for the purposes of, among other things, relocating tenants. NOW THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA does hereby find, order, determine and resolve that the Rental Assistance payment for Juan Miranda formerly residing at 334 Church Avenue is approved, and authorizes payment in the amount of $3,300.00 therefor from the Church and Center Parking Lot CIP Account #995-9950-RD208. PRESENTED BY: APPROVED AS TO FORM BY: ~N S'~ / Chris Salomone, Executive Secretary and Bruce M. Boogaard Community Development Director Agency General Counsel c:\ WP51 IRA YNESIDOCUMENTIMRANRELO.RES 5-1 Thís yage íntentíonaIly left blank. 5-/0 AGENCY AGENDA STATEMENT Item ç;; Meeting Date 06/07/94 ITEM TITLE: Resolution Approving Sign Program for Southbay Chevrolet Automobile Dealership on Otay Valley Road SUBMITTED BY: Community Development ~tor L. ç. REVIEWED BY: Executive Difector ú'þ /I (4/5ths Vote: Yes- NoL) BACKGROUND: The Chula Vista Auto Centef Master Plan fOf the Chula Vista Auto Park requifes that the Agency and the Design Review Committee approve sign programs for the new auto dealefships. The South bay Chevrolet sign program, attached hereto, is presented to the Agency fOf approval. RECOMMENDATION: That the Agency adopt the resolution. BOARD/COMMISSION RECOMMENDATION: The Design Review Committee (DRC) feviewed and conditionally approved the South bay Chevfolet sign pfogfam at theif meeting of May 23, 1994. The minutes of the DRC meeting afe attached as Exhibit B. The wfitten endofsement from the Auto Dealefs' Architectural Review Committee is attached as Exhibit C. DISCUSSION: Southbay Chevfolet is expected to open by the end of June at theif new location on Otay Valley Road. Although the plans fOf the new dealefship wefe pfeviously appfoved by the Agency, the sign progfam was only recently submitted fOf review. The sign progfam consists of dealer identification on the facade of the building as well as a free standing monument sign at the entfance to the dealership (fenderings attached as Exhibit A). An internal directional sign is also included. The Chula Vista Auto Centef Master Plan for the Auto Pafk fequifes that the sign progfam be reviewed by the Design Review Committee and approved by the Agency. The DRC feviewed and recommended appfoval of the sign pfogfam with conditions which have been accepted by the ownefS of Southbay Chevfolet. The sign pfogfam and conditions fecommended by the DRC afe pfesented to the Agency fOf feview and appfoval. FISCAL IMPACT: Not applicable. c:lkassmanlra4slchevy.ra4 ~ -I This yage íntentíonaI1y left blank. c;-2 > <I: I:D :c I- ~ 0 en æ ~ l!J (j I- C w w ...J ~ C ~ :> w ~ ~ u ¡ 0 un ~ ¡) ~~~~! ~ I ~ ~ t- - ~ t f I i.:& ~ till i ~Ci~ . J ~ -=u ~ ¡ ! .c: II... II m , (,):1.5 = I Q ~ 0 II) S!!. .. .! II~S ~~ - .Q :::I I: .. ; ~~!¡O! ~ ~iJ~i~ b-3 å ~~u~o~ ~ Thís yage íntentíonaIly left blank. (;-'-/ DEALER IDENTIFICATION SIGNS SUPPORTING SIGN ,-- ~li¡"==~ , -----'l .-----r~~~1~~::~~::-t.----, A ---¡ cd I~EVRD~I . -TTcî 12J : --.~~~ oj -:l.!.'iil~~I~[t- ;__h, 516 [::::E=j==;::::=::~ '.:_._:J ,---_! 536 WALL FlAT .----T_:~~J C WAlL PROJECT[NG 564 GROUNO MOUNT Ground moun~ wall projecting and wall tlat signs are available [n 864, 836 end 816. M...age. Allallable: Service Leasing & Rental 564 536 516 Parts-Service Parking A 8' 81/4" I 6'49/16" I 4'49/16" Parts Truck Service B 8' 81/4" 6'49/16" 4'49/16" Exit Whoiesale Parts C 25' 0" 21'0" 17'51/8" Office Customer Parking Body Shop Entrance Leasing Service Entrance ~ PIa sf i-Line, Inc. ~-5 Thli yage ínttntíonally left blank. ~-b EXHI BIT B DR4FT EXCERPT FROM THE MINUTES OF THE DESIGN REVIEW COMMITIEE MEETING OF MAY 23. 1994 2. PSP-94-38 South Bay Chevrolet 580 Auto Mall Drive Planned Sign Prol!ram Staff Presentation Principal Planner Steve Griffin reviewed the proposed sign program, presenting additional information regarding the program to committee members. Mr. Griffin noted that the pole signs originally submitted were now proposed as monuments, and pointed out that all signs depicted met the requirements of the Auto Center Master Plan as well as those of the Otay Valley Road Redevelopment Area plan. He stated that the committee's action on this project would constitute a recommendation to the Redevelopment Agency, noting that staff recommended approval of the proposal subject to the conditions provided. Committee Discussion Member Kelly questioned the scale of the new drawings presented by the applicant; it was determined that the scale should be confirmed, although the proportions were appropriate. Members discussed the proposed signage as well as staff's recommended conditions of approval; the applicants indicated that they agreed with staffs recommendations. MSUC (Speth man/Way) (4-0) to recommend approval of PSP-94-05, subject to the following conditions: "a" - "A written endofsem~nt for the proposed planned sign program and establishment of the proposed sign base as the" Auto Center" freestanding sign base from the Auto Dealers Architectural Review Committee shall be submitted to staff prior to review and approval of the sign program by the Redevelopment Agency". "b" - "The area allocated to monument and directional sign background frame and base shall be reevaluated. In refining the freestanding sign design, the applicant should place considerable emphasis on proportion, size, shape, texture, materials, and character. Review of same shall be handled by staff". "c" - All primary and secondary wall signage, inclusive of the "SOUTH BAY" sign, shall be individually illuminated letters and acrylic faces and directly attached to the building surface. No signage on raceways shall be permitted". "d" - "The color and finish of the freestanding identification and directional sign base and frame shall match the primary color and finish of the main dealership building". "e" - "Sign elevations shall be to scale, as shown on plans presented at the meeting". '-7 This ,age íntentíonaIly left blank. ¿_J> --_.-" ..rJÜN1jz'"¡'"94"-i4:ø7~šÖÜfHBRYEHtvRölËT""'"'""""?(("" ----"ìíJ- 4'(6.t4':;p.2 1"'.001 i' I CERTIFICATION This 1s to certify that the Architectural Review Board for the Chula Vista Auto' center' '-as met and has unanimously .- approved the site plan, elnatiolts and the City of Chuia . Vista permitted pJ8DS for So'Uthbay Chevrolet and Fuller Ford/Honda. ., :. i --------------------------~- -DOUG FULLER' ~'n,~..: ñÃVË-õ~. -. ..' . . . . ~1m~~--- BY:___--------------------~~- , . . F~LER ~ORI>IBO~: ~ -'~' SOUTHBAY CHEV T . ; .,~ ~:': & ~ ~ A ~~~'. " ." Thís ¡age íntentíonaIly lift blank. 6-~ b RESOLUTION FibS RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING WITH CONDITIONS THE SOUTHBAY CHEVROLET SIGN PROGRAM The Redevelopment Agency of the City of Chula Vista ("Agency") does hereby resolve as follows: WHEREAS, the Agency approved the Chula Vista Auto Center Master Plan on October 13, 1998 which requires that the Plans, including sign programs for new auto dealerships within the Chula Vista Auto Park be submitted to and approved by the Design Review Committee and Agency; and, WHEREAS, the plans for the Southbay Chevrolet dealership were approved by the Agency on September 7, 1993; and, WHEREAS, the sign program for Southbay Chevrolet was submitted to and conditionally approved by the Design Review Committee on May 23, 1994. NOW, THEREFORE BE IT RESOLVED by the Redevelopment Agency of the City of Chula Vista as follows: 1. The Southbay Chevrolet sign program for the auto dealership located at 500 Auto Park Drive, attached hereto as Exhibit A, is hereby approved with the following conditions: a. The area allocated to monument and directional sign background, frame and base shall be reevaluated. In refining the freestanding sign design, the applicant should place considerable emphasis on proportion, size, shape, texture, materials and character. The revised freestanding sign design shall be submitted to staff for review and approval prior to issuance of sign permits. b. A written endorsement for the proposed planned sign program and establishment of the proposed sign base as the "Auto Center" freestanding sign base from the Auto Dealers Architectural Review Committee shall be submitted to staff prior to review and approval of the sign program by the Redevelopment Agency. c. All primary and secondary wall signage, inclusive of the "SOUTH BAY" sign shall be individually illuminated letters with acrylic faces and directly attached to the building surface. No signage on raceways shall be permitted. ~- 1 d. The color and finish of the freestanding identification and directional sign base and frame shall match the primary color and finish of the main dealership building. e. The size of all wall signage shall be in scale with the size of the signs shown On the building elevation presented at the DRC meeting. Presented by: Approved as to form by: ~. 5~ Chris Salomone, Executive Secretary and Bruce M. Boogaard Community Development Director Agency General Counsel chevy.res h r IV -...- .. CITY COUNCIL AGENDA STATEMENT Item 7~)b Meeting Date 06/07/94 ITEM TITLE: RESOLUTION /75 ð ¡, Approving a Site Lease By and Between HO Retail Properties I Limited Partnership and the City of Chula Vista for the Chula Vista Center Parking Garage RESOLUTION 17567 Approving an Operating Lease By and Between the City of Chula Vista and HO Retail Properties I Limited Partnership for Operation and Maintenance of the Chula Vista Center Parking Garage SUBMITTED BY: Director of Community Dev"ment C 5> . /. - j. ;JI REVIEWED BY: City Manager J (" (J (4/Sths Vote: Yes - No X) Council Referral No. N/ A BACKGROUND: On October 29, 1987 the Agency entered into a Disposition and Development Agreement (DDA) with the Homart Development Company for the renovation and expansion of Chula Vista Center. This project was completed late in 1988. The First Addendum to the Disposition and Development Agreement ("Addendum DDA") for the second expansion of the Center was approved by the Agency on March 5, 1992. The second expansion includes the construction of a parking garage, Mervyn's Department Store, and multi-screen cinema. This project, recently completed, required $2.6 million in assistance by the Agency towards construction of the parking garage. Certificates of Participation ("COP") were recently sold by the City for this purpose pursuant to which the City agreed to apply the $2.6 million in COP proceeds to satisfy the Agency's assistance obligation to Homart Development company, and the Agency agreed to reimburse the City for its expenses incurred in connection therewith. The project, pursuant to the provisions of the Addendum DDA, has recently been transferred to HO Retail Properties I Limited Partnership (the "Homart Affiliate"). State Law requires that assistance of the type contemplated by the Addendum DDA be made only to facilities which are publicly owned (Health and Safety Code, Section 33445). In connection with the approval of the Addendum DDA, the City Council made the findings required by state law to permit the Agency to provide the assistance to the proposed publicly owned parking facilities. Under the terms of the proposed Site Lease, the parking garage will be leased to the City creating the requisite public ownership. Under the Operating Lease, the parking garage will be leased by the City to the Homart Affiliate for the purpose of operating and maintaining the parking structure. The leases will be effective for 20 years. RECOMMENDATION: That the Council approve the Site and Operating leases and authorize the Mayor to execute these documents. BOARDS/COMMISSIONS RECOMMENDATION: Not applicable. 7-/ Page 2, Item 1((,.,b Meeting Date 06/07/94 DISCUSSION: In order to provide $2.6 million in funding assistance for the second expansion of the Center the Site Lease must be executed making the parking garage a "public" project. The Operating Lease will transfer the responsibility for operating and maintaining the facility back to the Homart affiliate. Under the provisions of the Site Lease (see Attachment A), the City leases the parking garage from the Homart Affiliate for the purposes of subleasing the same back to the Homart Affiliate pursuant to the Operating Lease. All City obligations to operate, maintain, pay rent and other expenses under the Site Lease are satisfied by the concurrent execution of the Operating Lease by the City and the Homart Affiliate. Under the provisions of the Operating Lease (see Attachment B), the Homart Affiliate subleases the parking garage from the City and agrees to operate and maintain the parking garage for the term thereof. FISCAL IMPACT: Certificates of Participation have been issued in the amount of $3.1 million to cover the $2.6 Agency obligations for construction of the parking garage and bond-related expenses. Debt service for this issue is estimated at approximately $270,000 per year. Funds are budgeted in the Debt Service account. It is anticipated that the incremental property tax and sales tax revenues generated by the improvements to the Center will more than offset debt service requirement for the Certificates. Additional security is provided by the additional Sales Tax Guaranty from Homart and by a Reserve Fund in an amount equal to 10 percent of the principal amount of the Certificates of Participation. [C:IWP51ICDUNCILI113SIGARAGE.1.113] 7-.2 .<"'., SITE LEASE Dated as of May 1, 1994 between HO RETAIL PROPERTIES I UMlTED PARTNERSHIP, as lessor -and the- CITY OF CHULA VISTA, as lessee 052494/18489.7 7-3 ....- .' Tllli yage íntentíonaIly left blank. 7-1 TABLE OF CONTENTS Recitals """",,"""""""""""""""""""" 1 A. Lease Parcel ...................................... 1 B. Parking Leases ..................................... 1 C. Owner/Operator .................... ........... ..... 1 D. Parking Garage..................................... 1 Agreement ................................................ 2 1. Site Lease.....................................'... 2 2. Use. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 2 3. Tenn........................................... 2 4. Rent ........................................... 2 5. Parking Garage..................................... 3 6. Owner Encumbrance or Sale ............................ 4 7. Liens. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 5 8. Substitution Parcels ............... .......... . ........ 6 9. Utilities and Taxes................................... 6 10. General Liability Insurance ............................. 7 11. Property Insurance .................................. 8 12. EminentDomain....................................10 13. Right of Eniry ...............,...................,. 12 14. QuietEnjoyment....................................12 15. Assignment .......................................12 16. Events of Default and Remedies .......................... 13 17. WaiverofPersonaILiability.............................13 18. Notices..........................................13 19. SuccessorsandAssigns................................14 20. PartiaIInvalidity....................................14 21. Entirety of Agreement ................................ 14 22. Time is of the Essence ..................... . . . . . . . . . . . 14 23. Attorneys' Fees .................................... 14 24. Recordation.......................................14 25. Paragraph Headings ..................................15 26. Execution of Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 27. Covenants and Conditions ... . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 28. Further Documentation ................................15 29. Applicable Law .................................... 15 30. Representatives.....................................15 31. Estoppel Certificates ................................. 15 32. NoDiscrimination...................................16 052494/ t8489.7 i 1-3 - TABLE OF EXHIBITS PAGE EXHmIT "A" LEASE PARCEL DESCRIPTION ............................ A-I EXHmIT "B" MEMORANDUMOFLEASE.............................-.. B-1 052494/18489.7 ii 7-~ SITE LEASE THIS SITE LEASE (the "Site Lease") is made and entered into as of May 1, 1994, by and between HO RETAIL PROPERTIES I UMITED PARTNERSHIP, an Illinois limited partnership ("Homart"), and the CITY OF CHULA VISTA, a charter city and municipal corporation duly organized and existing under and by virtue of the laws of the State of California ("City"). Recitals A. Lease Parcel. On the date of execution and delivery hereof Homart owns fee title in and to certain real property (as is more particularly described in Exhibit "A" attached hereto), together with all improvements thereon (collectively, the "Lease Parcel"), located in the Town Centre II Redevelopment Project Area of the Redevelopment Agency of the City of Chula Vista (the "Agency") in the City and fonning a part of the property owned by Homart (the "Site") within the Chula Vista Shopping Center (the "Center"). B. Parking Leases. On the date hereof the following agreements have been entered into: (1) Homart has agreed to lease the Lease Parcel to City pursuant to this Site Lease; and (2) City has agreed to sublease the Lease Parcel to Homart pursuant to that certain Operating Lease of even date herewith (the "Operating Lease"), between City, as sublessor, and Homart, as sublessee. The Operating Lease and this Site Lease are collectively referred to herein as the "Parking Leases. " C. Owner/ODerator. In its capacity as fee owner of the Lease Parcel and lessor under this Site Lease, Homart and each of its pennitted successors or assigns is hereinafter referred to as the "Owner." In its capacity as sublessee under the Operating Lease, Homart and each of its pennitted successors and assigns is hereinafter referred to as the "Operator." D. Parking Garage. Owner, City and Operator are entering into the Parking Leases to provide for the public ownership, and operation and maintenance, of the parking garage (the "Parking Garage") heretofore constructed on the Lease Parcel consistent with the provisions of the "Addendum DDA" (as such tenn is defined below) and Paragraph 2 of this Site Lease. 052494/18489.7 -1- 1-1 E. Addendum DDA. The Parking Leases are entered into in order to enable .the implementation of certain provisions of that certain First Addendum to Disposition and Development Agreement dated March 5, 1992, as amended (the "Addendum DDA"), between Agency and Homart Development Co. Agreement NOW THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, the parties agree as follows: 1. Site Lease. Owner hereby leases the Lease Parcel to City, and City hereby hires the Lease Parcel from Owner, upon all of the tenus and conditions set forth herein and upon the condition that the Lease Parcel is to be used for parking purposes and such other purposes as may be incidental thereto, as provided in Paragraph 2 below, and for no other purpose and subject to all encumbrances of record. 2. Use. City and its successors and assigns shall use and occupy the Lease Parcel solely for parking purposes or such other purposes as may be incidental thereto, and for the purpose (and express obligation) of subleasing the Lease Parcel to Operator pursuant to the Operating Lease. City shall have the right to pennit Operator, pursuant to the terms of the Operating Lease, to impose reasonable rules and regulations consistent with the operation and maintenance of parking facilities at shopping centers similar to the Center. Notwithstanding the generality of the foregoing, in no event shall Operator or Owner be permitted to impose, consent or agree to any such rule or regulation which would require a charge to an entrant for the right to use such parking. 3. Tenn. The tenn of this Site Lease shall commence on the date hereof and shall expire on September 1, 2013. Notwithstanding the foregoing, upon the termination of the Operating Lease, or Operator's right to possession of the Lease Parcel, for any reason, including without limitation, the default of Operator thereunder, this Site Lease shall automatically terminate. 4. Rent. 4.1. As rent for the Lease Parcel for the tenn of this Site Lease, regardless of the date of expiration or tennination hereof, City shall pay to Owner the sum of $1.00, together with the perfonnance of, and payment of all costs associated with the perfonnance of, all covenants of City hereunder. 4.2. All rent payable hereunder shall be paid as "triple-net" rent, without deduction or offset. It is the intent of the parties that the rent provided in this Site Lease shall be absolutely net to Owner, and that by transferring such obligations to Operator pursuant to the Operating Lease City shall cause to be paid, all costs, charges, insurance premiums, taxes, 052494 f 18489.7 -2- 1--i -.-- utilities, expenses and assessments of every kind and nature incurred for, against, or in .connection with the Lease Parcel which may arise or become due from and after the commencement date of the tenn hereof. City shall have fully perfonned its obligations under this Paragraph 4.2 upon the execution and delivery of the Operating Lease. 5. Parking Garage. 5.1. During the tenn of this Site Lease, City shall have the obligation to cause the Parking Garage to be maintained on the Lease Parcel. The Lease Parcel and any and all improvements thereon and from time to time existing thereon, including the. Parking Garage, shall be maintained in a clean, safe and sightly condition and kept in good repair, including, without limitation, trash removal, gardening, cleaning, maintenance, and painting, ordinary wear and tear excepted. Such obligation to maintain the Parking Garage shall include the right to assign to the Operator (pursuant to the provisions of the Operating Lease) the further right to make new improvements on any part or all of the Lease Parcel and to demolish, remove, replace, alter, relocate, reconstruct, or add to any existing improvements in whole or in part, and to modify or change the contour or grade, or both, of the Lease Parcel; provided, however, that after any such activity the parking improvements remaining on the Leased Parcel have a value at least equal to that of the Parking Garage. All operation, maintenance and repairs to the Lease Parcel and to the Parking Garage thereon shall be done in complete compliance with all applicable govemmentallaws and regulations and the Addendum DDA. City shall have fully perfonned its obligations under this Paragraph 5.1 upon its execution and delivery of the Operating Lease. 5.2. City waives any and all rights provided by Sections 1941 et seq of the California Civil Code entitling it to make repairs at the expense of Owner or to deduct the cost of repairs from rent by reason of this Site Lease or City's tenancy hereunder. 5.3. Subject to City's tenancy hereunder, fee title to all improvements on the Lease Parcel shall at all times be and remain Owner's property free and clear of all claims to or against such improvements by City or any third person by reason of this Site Lease, and City shall defend and indemnify Owner against all liability and loss arising from such claims or from City's exercise of the rights conferred by this Paragraph 5. City agrees, upon tennination or expiration of this Site Lease pursuant to the tenns and conditions hereof, to quit and surrender the Lease Parcel and any improvements thereon in good order and condition, and further agrees that any pennanent improvements and structures existing upon the Lease Parcel at the time of the tennination of this Site Lease, including the Parking Garage, . shall remain thereon. 5.4. Owner and City agree to execute any and all documents and to take any and all actions reasonably requested by Owner to evidence: (i) at anytime, the Owner's fee title interest in the improvements in the Lease Parcel, and (ii) upon expiration or earlier 052494/18489.7 -3- 1--7 termination of this Site Lease, the City's surrender of the Lease Parcel and any improvements ,:hereon. 6. Owner Encumbrance or Sale. 6.1. Subject to the provisions of Paragraphs 6.3 and 6.4 hereof, and subject to Sections 315 and 316 of the Addendum DDA, Owner shall have the right, without requirement of consent by City, at any time and from time to time: (a) To convey in trust, mortgage, encumber, .assign or hypothecate by deed of trust, mortgage, assignment or otherwise all or any portion of Owner's right, title and interest in and to the Lease Parcel, and any and all improvements thereon, including the Parking Garage, and all rents, income, issues and profits to be derived by Owner from the Lease Parcel, the Parking Garage, and this Site Lease; and (b) To sell or transfer all or any portion of its fee title in and to the Lease Parcel and any and all improvements thereon, including the Parking Garage,in whole or in part; provided that any such sale or transfer of any interest in the Lease Parcel shall include the Owner's interest as Operator under the Operating Lease. 6.2. Subject to the provisions of Paragraph 6.3 and 6.4 hereof, but without limiting the generality of Section 6.1, above: (a) Owner shall have the right, without requirement of consent by City, at any time and from time to time, (i) to grant to public entities or to public or private utility companies, for the purpose of serving the Site or other portions of the Center, rights of way or easements in, on, over, upon, under and through the Lease Parcel for ingress and egress, poles or conduits or both, for telephone, electricity, water, sanitary or stonns sewers or both, and for other utilities and municipal and special district services, and (ii) to enter into reciprocal easement agreements and other documents and instruments affecting the Lease Parcel with persons or entities holding interests in real property comprising the Center for the purpose of facilitating the operation of the Center (collectively, "Easements"). (b) This Si1e Lease shall be subordinate to any such Easement, and no written agreement of the transferee of an Easement shall be required as provided in Paragraph 6.4 below, if and only if such Easement is of the type Of nonnal and customary operating or other easement or right commonly used in the coordination and operation of regional shopping centers of comparable scope. City shall promptly execute and deliver all documents and instruments reasonably requested by Owner to evidence the subordination of this Site Lease to such Easements. 052494/ t8489.7 -4- 1-- I/J 6.3. Any and all rights conveyed following the recordation of the .memorandum hereof pursuant to Paragraphs 6.1 and 6.2(a) hereof shall be subject to each and all of the covenants, conditions, and restrictions stated in the Parking Leases and to all rights and interests of City hereunder except as otherwise provided in Paragraph 6.2(b) of this Site Lease. 6.4. Except as is provided in Paragraph 6.2(b), above, this Site Lease is and shall be prior to any encumbrance affecting the Lease Parcel recorded after the recordation of a memorandum of this Site Lease, provided, however, that if any transferee pursuant to Paragraphs 6.1 or 6.2 hereof, requires that this Site Lease be subordinate to-any such encumbrance or interest, this Site Lease shall be subordinate to that encumbrance or interest if and only if Owner first obtains from the transferee a written agreement that provides substantially the following: "As long as City perfonns its obligations under the Site Lease, no foreclosure of, deed given in lieu of foreclosure, or sale under the encumbrance or interest, and no steps or procedures taken under such encumbrance or interest, shall affect City's rights of possession and quiet enjoyment under the Site Lease. " City shall attorn to any purchaser at any foreclosure sale, or any transferee designated in any deed given in lieu of foreclosure and any such purchaser or transferee shall recognize the rights of possession and quiet enjoyment of City under the Site Lease. City agrees to execute any and all documents and to take any and all actions reasonably requested by Owner to evidence and assist in accomplishing the purposes of this Paragraph, and Owner agrees to pay any and all costs and expenses reasonably incurred by City in connection with any subordination of this Site Lease. Under no circumstances shall any subordination under this Paragraph 6.4 cause the tennination of this Site Lease except in accordance with its tenns. So long as this Site Lease remains in effect, under no circumstances shall the Operating Lease be tenninated except in accordance with its tenns. 7. Liens. City shall not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or with respect to the Parking Garage or the Lease Parcel, other than the respective rights of City and Owner as herein provided and the Operating Lease. Except as expressly provided in this Site Lease, City shall promptly, at its own expense, take such action as may be necessary to duly discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim, for which it is responsible, if the same shall arise at any time. City shall reimburse Owner for any expense incurred by it in order to discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim. 052494/18489.7 -5- 1 ~ 1/ .--- - 8. Substitution Parcels. 8.1. Owner shall have the right at any time and from time to time to substitute for the Lease Parcel, in whole or in part, any other parcel or parcels situated within the Site of equal, greater or less square footage than that portion of the Lease Parcel for which it is substituted (the .Substitution Parcel"); provided, however, that: (a) There is delivered to City, at Owner's sole cost, a policy of title insurance dated as of the effective date of the substitution, in form, and with such liability limits, as are comparable to those contained in the original policy. of title insurance obtained by City in connection with the execution of this Site Lease, which insures the priority of the City's leasehold estate in the Substitution Parcel is not of lesser quality than the priority of the City's leasehold estate in the Lease Parcel prior to such substitution; provided such title policy may show as exceptions to title any liens or encumbrances that would be permitted by Section 6 of this Site Lease. (b) The Substitution Parcel, taken together with the remainder of the Lease Parcel (if any), shall provide at least the same amount of parking as then existing on the Lease Parcel. 8.2. Owner shall give City and Operator at least sixty (60) days prior written notice of such substitution which shall include the effective date of any substitution, a description of that portion of the Lease Parcel which the Substitution Parcel is to replace, and a description of the Substitution Parcel. 8.3. On the effective date of substitution an amended memorandum shall be recorded and all of the terms and conditions of this Site Lease shall continue in full force and effect and shall apply to the Substitution Parcel. City and Operator shall also, on the effective date of substitution, surrender the whole or part of the then present Lease Parcel for which the Substitution Parcel is being substituted as if an expiration of this Site Lease had occurred as to such parcel. 8.4. City and Owner agree to execute any and all documents and to take any and all actions reasonably requested by Owner to evidence or assist in any substitution provided for hereby, and Owner agrees to pay any and all costs and expenses reasonably incurred by City and Owner in connection with any substitution provided for hereby. 9. Utilities and Taxes. Without in any way limiting the net rental provisions set forth in Paragraph 4.2 hereof, but as examples thereof: 9.1. City agrees to pay, before same becomes delinquent, any and all charges for gas, electricity, heat, light, power, sewage, water, telephone, trash removal, and other similar or dissimilar public services or commodities furnished to the Lease Parcel or to 052494/18489.7 -6- 1-- /1/ the Parking Garage thereon during the tenn hereof, including all installation, connection and pisconnection charges. 9.2. City further agrees to pay, before the same becomes delinquent, all taxes and assessments of what ever kind or nature which may be imposed upon the Lease Parcel or any improvements, facilities or personal property thereon, including the Parking Garage, including so-called special assessments, and every other charge, lien or expense accruing or payable during the tenn of this Site Lease in connection with the Lease Parcel, and also all taxes, licenses, fees and charges on account of City's use of the Lease Parcel during the tenn hereof (collectively, "real property taxes"). City at its cost shall have the right to contest any real property taxes that are to be paid by City. If City contests the real property taxes, the failure on City's part to pay the real property taxes shall not constitute a default as long as City complies with the provisions of this Paragraph 9.2. Owner shall not be required to join in any proceeding or contest brought by City unless the provisions of any law require that the proceeding or contest be brought by or in the name of Owner or any owner of the Lease Parcel. In that case, Owner shall join in the proceeding or protest or pennit it to be brought in Owner's name as long as Owner is not required to bear any cost. City, on fmal determination of the proceeding or contest, shall immediately payor discharge any decision or judgment rendered, together with all costs, charges, interests, and penalties incidental to the decision or judgment. City shall not be required to pay any municipal, county, state, or federal income or franchise taxes of Owner or any municipal, county, state, or federal estate, succession, inheritance, or transfer taxes of Owner. If at any time during the tenn hereof, the State of California or any political subdivision of the state, including any county, city, city and county, public corporation, district, or any other political entity or public corporation of this state levies or assesses against Owner a tax, fee, or excise on (1) rents, (2) the square footage of the Lease Parcel, (3) the act of entering into this Site Lease, or (4) the occupancy of City, or levies or accesses against Owner any other tax, fee, or excise, however described, including, without limitation, a so- called value added tax, as a direct substitution in whole or in part for, or in addition to, any real property taxes, City shall pay before delinquency that tax, fee, or excise. The tenn "real property taxes" shall also include any possessory interest tax which may be levied against the Lease Parcel. 9.3. City shall have fully perfonned its obligations under this Paragraph 9 upon the execution ançl delivery of the Operating Lease. 10. General Liabilitv Insurance. 10.1. The City shall not be required to maintain any general liability insurance with respect to the Lease Parcel. 10.2. To the extent that either party maintains general liability insurance with respect to the Lease Parcel, Owner and City hereby waive on behalf of their respective 052494/18489.7 -7- 1-/3 insurance carriers any right of subrogation that may exist or arise as against the other party to .this Site Lease. 11. Propertv Insurance. 11.1. For so long as any parking facilities are operated on the Lease Parcel, City shall procure and maintain, or cause to be procured and maintained, throughout the tenn of this Site Lease, without expense to Owner, insurance against loss or damage to any structure constituting any part of the parking facilities by fire and lightning, with extended coverage and vandalism and malicious mischief endorsement, and earthquake insurance (but as to earthquake insurance only if such insurance is available at reasonable cost from reputable insurers and the maintenance of such insurance is customary in the management of comparable properties in the County of San Diego, California). Said extended coverage insurance shall, as nearly as practicable, cover loss or damage by explosion, windstonn, riot, aircraft, vehicle damage, smoke and such other hazards as are nonnally covered by such insurance. Such insurance shall be in an amount to prevent either Owner or City from becoming a coinsurer under the provisions of such policies. Such insurance may be subject to (i) deductible clauses for anyone loss in such amount, and (ii) such earthquake insurance may be subject to a deductible clause not to exceed a percentage of said replacement cost for anyone loss, as is customarily used with respect to similar insurance on comparable properties in the County of San Diego, California. Such insurance may be maintained as part of or in conjunction with any other fITe and extended coverage insurance carried by City and may be maintained in whole or in part in the fonn of self-insurance by City. To the extent required by the tenns of the Addendum DDA, in the event of any damage to or destruction of the Parking Garage, City shall repair, restore or replace such damage, all in a manner mutually approved by Owner and Operator, so that after such restoration, repairing or replacement the Parking Garage is not less valuable or usable than the Parking Garage immediately prior 10 such damage or destruction. City shall have fully perfonned its obligations under this Paragraph I I. I upon the execution and delivery of the Operating Lease. 11.2. During the tenn of this Site Lease, Owner shall procure and maintain, without expense to City, insurance against loss or damage to any structure constituting a part of the Center located upon the Site in such amounts and against such risks as is usual and customary for Owner to maintain on comparable properties. Such insurance may be maintained in whole or in part in the fonn of self-insurance by Owner. Such insurance shall (to the extent Owner, using good faith efforts, is able to arrange for the same) name First Interstate Bank of California (the "Trustee") in its capacity as Trustee under that certain Trust Agreement, dated as of December 1, 1993, by and among the Trustee, the Redevelopment Agency of the City of Chula Vista (the "Agency") and City (the "Trust Agreement"), as an additional insured as its interest may appear provided that such insurance may limit payment to the Trustee to the 052494/18489.7 -8- 7-/1 amounts which the Trustee is entitled to pursuant to the remaining provisions of this Paragraph _11.2, but in any event to no more than the principal amount of "Outstanding Certificates" (as such tenn is defined in the Trust Agreement), which principal amount shall not exceed $3,115,000, together with interest accruing to the next available redemption date. Owner shall have ninety (90) calendar days following the date of any loss or damage to any structure constituting a part of the Center located upon the Site to detennine whether replacement, repair, restoration, modification or improvement of the Center (or other capital improvement to the Center with such proceeds) is economically feasible. If Owner elects to repair (or further improve) the Center, the Center shall be expeditiously repaired (or further improved). To the extent that Owner does not elect to use such proceeds to repair (or further improve) the Center, then "City's Proportionate Damage Share" (as such tenn is deemed below) of the proceeds of insurance available to Owner solely by reason of loss or damage to the "Addendum Development" (as such tenn is deemed in the Addendum DDA) and no other portion of the Center ("proceeds of insurance available to Owner") shall be delivered to the Trustee to be applied toward the payment of Outstanding Certificates and interest thereon, as described above. For the purposes hereof, "proceeds of insurance available to Owner" shall not include any proceeds of insurance which would first be payable to the Trustee pursuant to the provisions of that certain Site Lease entered into by and between Homart Development Co. ("HDC"), as lessor, and the Agency, as lessee, as of September 1, 1987, as amended (the "Existing Site Lease"). Any proceeds of insurance available to Owner in excess of City's Proportionate Damage Share thereof shall be retained by (or immediately payable to) Owner. Further, after payment of all Outstanding Certificates and interest thereon, neither City nor Trustee shall be entitled to payment of any portion of such proceeds. For the purposes of detennining the "City's Proportionate Damage Share", the following definitions will apply: 1. The "City's Contribution Percentage" shall be a fraction, the denominator of which is $20,000,000, and the numerator which is $2,600,000. 2. The "Addendum Development Percentage Destroyed or Closed" shall be a fraction, the denominator of which is 140,000, and the numerator of which is the number of rentable square feet within the Addendum Development which is destroyed (and not rebuilt) or required by law to be closed as a result of any casualty to the Addendum Development. In the event of any loss or damage to the Parking Garage or other portion of the Addendum Development, the City's Proportionate Damage Share of the proceeds of insurance available to Owner as a result thereof shall equal the product of the City's Contribution Percentage multiplied by the Addendum Development Percentage Destroyed or 052494 118489.7 -9- 1--/5 Closed; provided that in no event shall the total of all payments of City's Proportionate Damage .share of such proceeds, plus all payments of "City's Proportionate Condemnation Share" of "proceeds of eminent domain available to Owner" (as hereinafter defined), payable during the entire tenn of this Site Lease exceed $2,600,000. The provisions of this Paragraph 11.2 for the benefit of the Trustee shall be enforceable only by the City. It is understood that the Trustee's rights to payment under this Paragraph 11.2 shall be subject and subordinate to the rights of any lender (or other encumbrancer) of any portion of the Site whose lien was recorded prior to the memorandum hereof; provided, however, that, in the event that Owner's obligations to any such lender (or other encumbrancer) are reduced by payment to such lender (or other encumbrancer) of the City's Proportionate Damage Share of any proceeds of insurance available to Owner which would otherwise be payable to the Trustee, upon the sale of the Site (or any portion thereof or interest therein) during the tenn hereof to an unaffiliated third party (or to an affiliated party for value), Owner shall deliver any net proceeds of sale (after payment of (i) liens and encumbrances to which, as provided immediately above or otherwise provided by law, the Trustee's rights to payment are subordinate, and (ii) expenses of sale) to the City up to an amount equal to the portion of the City's Proportionate Damage Share of such proceeds which were paid to such lender (or other encumbrancer) (but no more than the amount of the then Outstanding Certificates, together with interest thereon, to be applied by the City toward payment thereof as provided above). All amounts paid to the Trustee pursuant to this Paragraph 11.2 shall be applied against and reduce the guarantor's obligations under that certain Additional Sales Tax Guaranty entered into concurrently with the Addendum DDA (the "Additional Guaranty"), among HDC, City and Agency, which are then due or which thereafter become due. 12. Eminent Domain. 12.1 In the event that all or substantially all of the Lease Parcel is taken pennanently under the power of eminent domain or sold to a government threatening to exercise the power of eminent domain (collectively, "eminent domain"), the tenn of this Site Lease shall cease as of the day of such taking or sale. If a part, but not substantially all, of the Lease Parcel is taken pennanently by eminent domain, or if any part of the Lease Parcel or the temporary use thereof is taken temporarily under power of eminent domain, then this Site Lease Shall continue in full force and effect with respect to the remaining part of the Lease Parcel and shall not be tenninated by virtue of such taking and the parties waive the benefit of any law to the contrary. City agrees that it will not exercise the power of eminent domain to condemn the Lease Parcel, or any portion thereof or any interest therein, at any time during the tenn of this Site Lease. 052494/18489.7 -10- 1-- /h 12.2 Owner shall have ninety (90) calendar days following the date of ,any eminent domain of any part of the Center located upon the Site to determine whether replacement, repair, restoration, modification or improvement of the Center (or other capital improvement to the Center with the proceeds thereot) is economically feasible. If Owner elects to repair (or further improve) the Center, the Center shall be expeditiously repaired (or further improved). To the extent that Owner does not elect to use such proceeds to repair (or further improve) the Center, then "City's Proportionate Condemnation Share" (as such tenn is defmed below) of the proceeds of eminent domain available to Owner solely by reason of eminent domain to the Addendum Development ("proceeds of eminent domain available to Owner") and no other portion of the Center shall be delivered to the Trustee to be applied toward the,payment of Outstanding Certificates and interest thereon, as described above. For the purposes hereof, "proceeds of eminent domain available to Owner" shall not include any proceeds of eminent domain which would first be payable to the Trustee pursuant to the provisions of the Existing Site Lease. Any proceeds of eminent domain available to Owner in excess of City's Proportionate Condemnation Share thereof shall be retained by (or immediately payable to) Owner. Further, after payment of all Outstanding Certificates and interest thereon, neither City nor Trustee shall be entitled to payment of any portion of such proceeds. For the purposes of detennining the "City's Proportionate Condemnation Share", the following defInitions will apply: 1. The "City's Contribution Percentage" shall be as defmed in Paragraph 11.2, above. 2. The "Addendum Development Percentage Condemned or Closed" shall be a fraction, the denominator of which is 140,000, and the numerator of which is the number of rentable square feet within the Addendum Development which is condemned (and not rebuilt) or required by law to be closed as a result of any condemnation of the Addendum Development. In the event of any eminent domain of the Parking Garage or other portion of the Addendum Development, the City's Proportionate Condemnation Share of the proceeds of eminent domain available to Owner shall equal the product of the City's Contribution Percentage multiplied by the Addendum Development Percentage Condemned or Closed; provided that in no event shall the total of all payments of City's Proportionate Condemnation Share of such proceeds, plus all payments of City's Proportionate Damage Share of proceeds of insurance available to Owner, payable during the entire tenn of this Site Lease exceed $2,600,000. The provisions of this Paragraph 12.2 for the benefit of the Trustee shall be enforceable only by the City. 052494 /18489.1 -11- 1--/1 It is understood that the Trustee's rights to payment under this Paragraph .12.2 shall be subject and subordinate to the rights of any lender (or other encumbrancer) of any portion of the Site whose lien was recorded prior to the memorandum hereof; provided, however, that, in the event that Owner's obligations to any such lender (or other encumbrancer) are reduced by payment to such lender (or other encumbrancer) of the City's Proportionate Condemnation Share of any proceeds of eminent domain available to Owner which would otherwise be payable to the Trustee, upon the sale of the Site (or any portion thereof or interest therein) during the tenn hereof to an unaffiliated third party (or to an affiliated party for value), Owner shall deliver any net proceeds of sale (after payment of (i) liens and encumbrances to which, as provided immediately above or otherwise provided by law, the Trustee's.rights to payment are subordinate, and (ii) expenses of sale) to the City up to an amount equal to the portion of the City's Proportionate Condemnation Share of such proceeds which were paid to such lender (or other encumbrancer) (but no more than the amount of the then Outstanding Certificates, together with interest thereon, to be applied by the City toward payment thereof as provided above). All amounts paid to the Trustee pursuant to this Paragraph 12.2 shall be applied against and reduce the guarantor's obligations under the Additional Guaranty which are then due or which thereafter become due. 13. Right of Entrv. Owner reserves the right for any of its duly authorized representatives to enter upon the Lease Parcel and the parking facilities thereon at any reasonable time to inspect same or to make any repairs, improvements, alterations, or replacements to the Lease Parcel or to such parking facilities. 14. Ouiet Enjovment. Except for Owner's right of entry described in Paragraph 13, above, during the tenn of this Site Lease, Owner shall provide City with quiet use and enjoyment of the Lease Parcel, and City shall during such tenn peaceably and quietly have, hold and enjoy the Lease Parcel, without suit, trouble or hindrance from Owner, except as expressly set forth in this Site Lease. Owner will, at the request of City and at City's cost, join in any legal action in which City asserts its right to such possession and enjoyment to the extent that Owner may lawfully do so, provided that Owner shall pay the cost of its participation in such action if such action arises from a breach of Owner's obligations hereunder. 15. Assignment. City shall not voluntarily or by operation of law assign, transfer, mortgage, sublet (other than pursuant to the Operating Lease), or otherwise transfer, encumber or grant any interest in all or any part of City's interest in this Site Lease or in the Lease Parcel or the Parking Garage thereon without Owner's prior written consent. Owner need not act reasonably in granting or withholding such consent, but rather may act arbitrarily in its sole and absolute discretion. Any attempted assignment, transfer, sublease, mortgage, encumbrance or grant made without such consent shall be void and shall constitute a breach of this Site Lease. 052494/ 18489.7 -12- 1---// 16. Events of Default and Remedies. 16.1. The following shall be "events of default" under this Site Lease and the tenns "events of defaul1" and "default" shall mean, whenever they are used in this Site Lease, anyone or more of the following events: (a) Failure by City to pay any rent or other payment required to be paid hereunder at the time specified herein, and the continuation of such failure for a period of ten (10) days. - (b) Failure .by City to observe and perfonn any covenant, condition or agreement on its part to be observed or perfonned, other than as referred to in Paragraph 14.1(a), for a period of thirty (30) days after written notice specifying such failure and requesting that it be remedied has been given to City by Owner; provided, however, if the failure stated in the notice can be corrected, but not within the applicable period, Owner shall not unreasonably withhold its consent to an extension of such time if corrective action is instituted by City within the thirty (30) day period and diligently pursued until the default is corrected. 16.2. Whenever any event of default referred to in Paragraph 16.1 hereof shall have occurred and be continuing, it shall be lawful for Owner to exercise any and all remedies available at law or in equity or granted pursuant to this Site Lease. 17. Waiver of Personal Liabilitv. A1lliabilities under this Site Lease on the part of City are solely corporate liabilities of City, and Owner hereby releases each and every employee and officer of City of and from any personal or individual liability under this Site Lease No employee or officer of City shall at any time or under any circumstances be individually or personally liable under this Site Lease for any action or omission by City hereunder. 18. Notices. All notices, certificates or other communications required or pennitted hereunder shall be sufficiently given and shall be deemed to have been received 48 hours after deposit in the United States mail in registered or certified fonn/postage fully prepaid return receipt requested, addressed as follows: To Owner: To CitY: General Counsel City of Chula Vista Homart Development Co. 276 Fourth Avenue Xerox Centre, Suite 3100 Chula Vista, CA 92010 55 West Monroe Attn: City Manager Chicago, IL 60603-5060 052494/18489.7 -13- 1--/7 With a copy to: First Vice President Regional Mall Development Homart Development Co. 11766 Wilshire Blvd., Suite 250 Los Angeles, Ca. 90025 The address to which notices, requests or demands may be given or made by either party may be changed by written notice given by such party to the other pursuant to this Paragraph. Either party may, by written notice to the other, add additional addressees to receive any notices, certificates or other communications required or pennitted hereunder, including, but not limited to, lenders, transferees of any interest in the Lease Parcel or Site and any other encumbrancers for value. 19. Successors and Assie:ns. Subject to the provisions of Paragraph 15 of this Site Lease regarding assignment and subletting, this Site Lease shall bind and inure to the benefit of the respective successors and assigns of the parties hereto. 20. Partial Invaliditv. If anyone or more of the tenus, provisions, covenants or conditions of this Site Lease shall to any extent be declared invalid, unenforceable, void or voidable for any reason whatsoever of a court of competent jurisdiction, the fmdings or order or decree of which becomes fmal, 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 pennitted by law. 21. Entiretv of Ae:reement. This Site Lease contains the entire agreement between the parties, and any executory agreement hereafter made shall be ineffective to change, modify, discharge or effect an abandonment of it in whole or in part unless such agreement is in writing and signed by the party against whom enforcement of the change, modification, discharge or abandonment is sought. In no event shall the provisions of this Site Lease abrogate any obligation of Owner under the Addendum DDA. 22. Time is of the Essence. Time is of the essence of the obligations of the parties hereto. 23. Attornevs' Fees. In the event of any litigation or arbitration between the parties hereto with respect to this Site Lease, the prevailing party in such litigation or arbitration shall be entitled to recover from the other party its costs, expenses and reasonable attorneys' fees therein incurred. 24. Recordation. Each party agrees that a memorandum of this Site Lease substantially in the fonn attached hereto as Exhibit "B" shall be executed and may be recorded by either party. 052494 /184S9.7 -14- 1--;2CJ 25. Paragraph Headings. The captions and paragraph headings of this Site Lease are inserted only as a matter of convenience and for reference, are not a part of this Site Lease and in no way define, limit or describe the scope of this Site Lease or the intent of any provision hereof. 26. Execution of Counteroarts. 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. 27. Covenants and Conditions. All provisions, whether covenants or conditions, on the part of either party shall be deemed to be both covenants and conditions. 28. Further Documentation. Owner and City agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for correcting any inadeqnate or incorrect description of the Lease Parcel or the Parking Garage or for carrying out the expressed intention of this Site Lease. 29. ADDlicable Law. This Site Lease shall be governed by and construed in accordance with the laws of the State of California. 30. ReDresentatives. Whenever under the provisions of this Site Lease the approval of Owner or City is required, or Owner or City is required to take some action at the request of the other, such approval or such request shall be given for City by the City Manager, or his designee, and for Owner by an authorized officer thereof, and any party hereto shall be authorized to rely upon any such approval or request. 31. EstoDpel Certificates. At any time and from time to time, within fifteen (15) days after request by either party, the other party shall execute, acknowledge, and deliver to the requesting party, or to such other recipient as the notice shall direct, a statement, in fonn reasonably acceptable to the requesting party, certifying that this Site Lease is unmodified and in full force and effect, and that there are then no known, uncured defaults hereunder, or, if there have been modifications or exist known, uncured defaults, the same shall be specified in the statement. The statement shall be such that it can be relied upon by any auditor, creditor, commercial or investment banker of either party and by and prospective purchaser or encumbrancer of the Lease Parcel, of any improvement thereon, or of all or any part or parts of Owner's or City's interests under this Site Lease. Either party's failure to execute, acknowledge, and deliver on request the certified statement described above within the specified 052494/18489.7 -15- 1-.1/ time shall constitute acknowledgement by the party requested to deliver the statement, to air .persons entitled to rely on the statement, that this Site Lease is unmodified and in full force and effect and that there are then no known, uncured defaults hereunder. 32. No Discrimination. City shall refrain from restricting the rental, sale or lease of the property on the basis of race, religion, creed, color, national origin, ancestry, marital status, or sex of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (a) In deeds: "The grantee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, religion, creed, color, national origin, ancestry, marital status, or sex in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or any person claiming under or through him, establish or pennit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the land therein conveyed. The foregoing covenants shall run with the land." (b) In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any persons or group of persons, on account of race, religion, creed, color, national origin, ancestry, marital status, or sex in the leasing, subleasing, transferring, use or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him, establish or pennit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, sublessees, subtenants, or vendees in the land herein leased." (c) In contracts: "There shall be no discrimination against or segregation of any person, or group of persons, on account of race, religion, creed, color, national origin, ancestry, marital status, or sex, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or pennit any such practice or 052494/18489.7 -16- 7'-'-~ practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land." IN WITNESS WHEREOF, Owner and City 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. OWNER: HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership By: HO GENERAL I, INC., a Delaware corporation, its general partner By: Its: CITY: CITY OF CHULA VISTA By: Mayor APPROVED AS TO FORM: By: Bruce M. Boogaard, City Attorney By: Marcia Scully, Special Counsel 052494/18489.7 -17- 1-)3 EXHffiIT "A" LEASE PARCEL DESCRIPTION (Attached) -18- 1 r.21 052494/18489.7 EXHmIT "B" RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Kenneth D. Johnson, Esq. PAONE, CALLAHAN, McHOLM & WINTON 19100 Von Kannan Avenue, 8th Floor Irvine, California 92715 A.P. Nos. The undersigned declares that the documentary transfer tax is $ The real property is located in the City of Chula Vista, County of San Diego, State of California. MEMORANDUM OF LEASE 1. Effective upon recordation hereof, HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership ("Homart") , hereby leases to the CITY OF CHULA VISTA, a charter city and municipal corporation duly organized and existing under and by virtue of the laws of the State of California ("City"), that certain real property located in the City of Chula Vista, California, more particularly described on Exhibit" 1" attached hereto (the "Lease Parcel") upon the terms and conditions set forth in the hereinafter described "Site Lease". 2. The term of the tenancy and the rent payable by City and the other terms and conditions of the tenancy are set forth in that certain unrecorded Site Lease dated as of May 1, 1994 (the "Site Lease"), between Homart and City, the provisions of which Site Lease are incorporated herein by this reference. B-1 1--26 052494/18489.7 3. This instrument is executed solely for recording purposes, and nothing herein shall be deemed or construed to modify or vary the tenus of the Site Lease. IN WITNESS WHEREOF, Homart and City have caused this Site Lease to be executed by their respective officers thereunto duly authorized, all as of May -' 1994. HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership By: HO GENERAL I, INC., a Delaware corporation, its general partner By: Its: CITY OF CHULA VISTA By: Mayor APPROVED AS TO FORM: By: Bruce M. Boogaard, City Attorney By: Marcia Scully, Special Counsel B-1 1rJ-¿ 052494 /18489.7 EXHmIT "1" Legal Description of the Lease Parcel (To be supplied) r;--;1 052494/18489.7 .- Thís ,age íntenüoniIlyleft blank. 1~jJ LENDER'S CONSENT The undersigned (the "Holder"), being the holder of the beneficial interest under that certain deed of trust (the "Deed of Trust"), recorded in the Official Records of the San Diego County Recorder on January 12, 1994, as Instrument No. 1994-0025619, which encumbers the Lease Parcel, consents to the provisions of the Site Lease and agrees that, as long as the lessee thereunder attoms as provided below and otherwise perfonns its obligations under the tenDS of the Site Lease, no foreclosure, deed given in lieu of foreclosure, or sale under the Deed of Trust, and no steps or procedures taken under the Deed of Trust shall affect the lessee's rights of possession and quiet enjoyment under the Site Lease. The Holder and lessee (as evidenced by its execution of the Site Lease) further agree as follows: 1. The Site Lease and all of the tenns, covenants, provisions and conditions thereof, shall be and shall at all times remain and continue to be subject and subordinate in all respects to the lien, tenns, covenants, provisions and conditions of the Deed of Trust. This provision shall be self-operative, but lessee shall execute and deliver any additional instruments which the undersigned may reasonable require to effect such subordination. 2. In addition, if the Holder (or its nominee or designee) shall succeed to the rights of lessor under the Site Lease through possession or foreclosure action, delivery of a deed or otherwise, or another person purchases the Lease Parcel upon or following the foreclosure of the Deed of Trust (the Holder, or its nominees and designees, and such purchaser, each being a "Successor-Lessor"), then lessee shall attorn to and recognize the Successor-Lessor as lessee's landlord under the Site Lease and shall promptly execute and deliver any instrument that Successor-Lessor may reasonably request to evidence such attormnent. Upon such attormnent, the Site Lease shall continue in full force and effect as, or as if it were, a direct lease between Successor-Lessor and lessee upon all of the tenns of the Site Lease except that Successor-Lessor shall not: a. have any obligation to perfonn or complete any work required to be done by any prior lessor under the Site Lease to prepare the Lease Parcel thereunder for Lessee's occupancy, or any given guaranty or indemnification with respect to such work; b. be liable for any act, omission or default of any prior lessor under the Site Lease except that lessee shall retain all rights and remedies available to lessee at law or pursuant to the Site Lease; c. be required to undertake any repair, restoration, rebuilding or replacement in the event of damage or destruction by fire or other casualty or in the event of condemnation, except as provided in Sections 11 and 12 of the Site Lease (and, with respect to the obligations under Sections 11.2 and 12.2, only to the extent of any insurance proceeds or condemnation awards received by Successor-Lessor); 052494/l84S9.? iii 1~~? -- ., . d. be required to make any capital improvements to the Lease Parcel or to construct, erect or complete any construction or any renovation of all or any portion of the 'Parking Garage which any prior lessor under the Site Lease may have agreed to make but has not commenced or completed; e. be subject to any offset, defense, counterclaim, credit, deduction or abatement which shall have accrued to lessee against any prior lessor under the Site Lease at any time prior to the delivery of the possession to the Holder; f. be bound to make any payment to lessee required under the Site Lease or otherwise required to be made prior to the delivery of possession of the Lease Parcel to the Holder, except as required under Section 11.2 or 12.2 of the Site Lease (and then only to the extent of any insurance proceeds or condemnation awards received by Successor-Lessor (however, lessee shall retain any rights of offset for any such payment provided under the Site Lease); or g. be bound hereafter by any agreement amending, modifying or terminating the Site Lease made without the Holder's prior written consent (other than any termination provided for under the terms of the Site Lease). Dated: MARINE MIDLAND BANK, a New York state banking corporation and trust company, formerly Marine Midland Bank, N.A., a national banking association, as trustee under that certain Class A-I Trust Agreement, Class A-2 Trust Agreement, Class A-3 Trust Agreement and Class A -4 Trust Agreement, each dated December 29, 1993 By: Its: 052494 f 18489.7 iv r. .3 [) OPERATING LEASE Dated as of May 1, 1994 between the CITY OF CHULA VISTA, as sublessor -and- HO RETAIL PROPERTIES I LIMITED PARTNERSIDP, as sublessee 052494/18458.7 1--31 .- This yage íntentíonaIly lift blank. 1 ~.J:¿' TABLE OF CONTENTS PAGE Recitals .................................................. 1 A. Lease Parcel ...................................... 1 B. Parking Leases ..................................... 1 C. Owner/Operator .. ......................... ......... 1 D. Parking Garage..................................... 1 Agreement """"""""""'."."""""."""""" 2 1. Operating Lease .................................... 2 2. Use. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 2 3. Tenn............. ...... .......... ..... . ... . .. .. 2 4. Rent ............................ ............... 2 5. Parking Garage..................................... 3 6. Reserved ... ................... .................. 3 7. Reserved .. ... ................ ................... 3 8. Substitution Parcels ................ .... ...... ...... .. 4 9. Utilities and Taxes................................... 4 10. General Liability Insurance ............................. 5 11. Property Insurance ................;................. 6 12. EminentDomain.................................... 6 13. Right of Entry ..................................... 7 14. QuietEnjoyment.................................... 7 15. Assignment ....................................... 7 16. Events of Default and Remedies .......................... 7 17. Waiver of Personal Liability............................. 8 18. Notices.......................................... 8 19. Successors and Assigns................................ 9 20. Partial Invalidity .................................... 9 21. Entirety of Agreement ................................ 9 22. Time is of the Essence ... ................. . ........... 9 23. Attorneys' Fees .................................... 9 24. Recordation.......................................10 25. Paragraph Headings ..................................10 26. Execution of Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 27. Covenants and Conditions ...... . . . . . . . . . . . . . . . . . . . . . . . . 10 28. Further Documentation ................................10 29. Applicable Law .................................... 10 30. Representatives.....................................10 31. Estoppel Certificates ................................. 10 32. NoDiscrimination...................................ll 33. Self-InsuranceCertificate...............................ll 052494/18458.7 i 7~33 ..- EXHmIT "A .............................................. 13 LEASE PARCEL DESCRIPTION ............................. 13 EXHIBIT"B" ..............................................14 MEMORANDUM OF LEASE 052494 I 18458.7 ii 1-.31 OPERATING LEASE THIS OPERATING LEASE (the "Operating Lease") is made and entered into as of May 1, 1994, by and between the CITY OF CHULA VISTA, a charter city and municipal corporation duly organized and existing under and by virtue of the laws of the State of California ("City"), and HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership ("Homart"). Recitals A. Lease Parcel. On the date of execution and delivery hereof Homart owns fee title in and to certain real property (as is more particularly described in Exhibit" A" attached hereto), together with all improvements thereon (collectively, the "Lease Parcel"), located in the Town Centre ß Redevelopment Project Area of the Redevelopment Agency of the City of Chula Vista (the "Agency") in the City and fonning a part of the property owned by Homart (the "Site") within the Chula Vista Shopping Center (the "Center"). B. Parking Leases. On the date hereof the following agreements have been entered into: (1) Homart has agreed to lease the Lease Parcel to City pursuant to that certain Site Lease of even date herewith (the "Site Lease") between Homart, as lessor, and City, as lessee; and (2) City has agreed to sublease the Lease Parcel to Homart pursuant to this Operating Lease. The Site Lease and this Operating Lease are collectively referred to herein as the "Parking Leases." C. Owner/Ooerator. In its capacity as fee owner of the Lease Parcel and lessor under the Site Lease, Homart and each of its permitted successors or assigns is hereinafter referred to as the "Owner." In its capacity as sublessee under this Operating Lease, Homart and each of its permitted successors and assigns is hereinafter referred to as the "Operator." D. Parking Garage. Owner, City and Operator are entering into the Parking Leases to provide for the public ownership, and operation and maintenance, of the parking garage (the "Parking Garage") heretofore constructed on the Lease Parcel consistent with the provisions of the "Addendum DDA" (as such term is derIDed below) and Paragraph 2 of this Operating Lease. E. Addendum DDA. The Parking Leases are entered into in order to enable the implementation of certain provisions of that certain First Addendum to Disposition and 052494 f 1845S.7 -1- 1,35 Development Agreement dated March 5, 1992, as amended (the "Addendum DDA"), between Agency and Homart Development Co. Agreement NOW THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, the parties agree as follows: 1. Operating Lease. City hereby subleases the Lease Parcel to Operator, and Operator hereby hires the Lease Parcel from City, upon all of the tenns and conditions set forth herein and upon the condition that the Lease Parcel is to be used for parking purposes and such other purposes as may be incidental thereto, as provided in Paragraph 2 below, and for no other purpose and subject to all encumbrances of record. 2. Use. Operator and its successors and assigns shall use and occupy the Lease Parcel solely for parking purposes or such other purposes as may be incidental thereto. Operator shall have the right, subject to the prior written consent of City (which consent shall not be unreasonably withheld), to impose reasonable rules and regulations consistent with the operation and maintenance of parking facilities at shopping centers similar to the Chula Vista Shopping Center; provided, however, that in no event shall Operator be pennitted to impose, consent or agree to any such rule or regulation which would require a charge to an entrant for the right to use such parking. 3. Tenn. The tenn of this Operating Lease shall commence on the date hereof and shall expire on September 1, 2013. Notwithstanding the foregoing, upon the tennination of the Site Lease for any reason, including without limitation, the default of City thereunder, this Operating Lease shall automatically tenninate. 4. Rent. 4.1. As Rent for the Lease Parcel for the tenn of this Operating Lease, regardless of the date of expiration or tennination hereof, Operator shall pay to City the sum of One Dollar ($1.00) together with the perfonnance of, and payment of all costs associated with the perfonnance of, all covenants of Operator hereunder. 4.2. All rent payable hereunder shall be paid as "triple-net" rent, without deduction or offset. It is the intent of the parties that the rent provided in this Operating Lease shall be absolutely net to City, and that Operator shall cause to be paid, all costs, charges, insurance premiums, taxes, utilities, expenses and assessments of every kind and nature incurred for, against, or in connection with the Lease Parcel which may arise or become due from and after the commencement date of the tenn hereof. 052494 f 18458.7 -2- 1~ 31, 5. Parking Garage. 5.1. During the term of this Operating Lease, Operator shall have the obligation to cause the Parking Garage to be operated and maintained on the Lease Parcel. The Lease Parcel and any and all improvements thereon and from time to time existing thereon, including the Parking Garage, shall be maintained in a clean, safe and sightly condition and kept in good repair, including, without limitation, trash removal, gardening, cleaning, maintenance, and painting, ordinary wear and tear excepted. Such obligation to operate and maintain the Parking Garage shall include the right to make new improvements on any part or all of the Lease Parcel and to demolish, remove, replace, alter, relocate, reconstruct, or add to any-existing improvements in whole or in part, and to modify or change the contour or grade, or both, of the Lease Parcel; provided, however, that after any such activity the parking improvements remaining on the Leased Parcel have a value at least equal to that of the Parking Garage. All operation, maintenance and repairs to the Lease Parcel and to the Parking Garage thereon shall be done in complete compliance with all applicable governmental laws and regulations and the Addendum DDA. 5.2. Operator waives any and all rights provided by Sections 1941 et seq of the California Civil Code entitling it to make repairs at the expense of City or to deduct the cost of repairs from rent by reason of this Operating Lease or Operator's tenancy hereunder. 5.3. Subject to City's tenancy under the Site Lease and Operator's tenancy hereunder, fee title to all improvements on the Lease Parcel shall at all times be and remain Owner's property free and clear of all claims to or against such improvements by City, Operator or any third person by reason of the Site Lease or this Operating Lease, and Operator shall defend and indemnify City and Owner against all liability and loss arising from such claims or from Operator's exercise of the rights conferred by this Paragraph 5. Operator agrees, upon termination or expiration of this Operating Lease pursuant to the terms and conditions hereof, to quit and surrender the Lease Parcel and any- improvements thereon in good order and condition, and further agrees that any permanent improvements and structures existing upon the Lease Parcel at the time of the termination of this Operating Lease, including the Parking Garage, shall remain thereon. 5.4. Operator and City agree to execute any and all documents and to take any and all actions reasonably requested by Owner to evidence: (i) at anytime, the Owner's fee title interest in the improvements in the Lease Parcel, and (ii) upon expiration or earlier termination of this Operating Lease, the Operator's surrender of the Lease Parcel and any improvements thereon. 6. Reserved. 7. Reserved. 052494 /18458.7 -3- 1~31 8. Substitution Parcels. 8.1. As provided in Paragraph 8 of the Site Lease, Owner shall have the right at any time and from time to time to substitute for the Lease Parcel, in whole or in part, any other parcel or parcels situated within the Site of equal, greater or less square footage than that portion of the Lease Parcel for which it is substituted (the "Substitution Parcel"). 8.2. On the effective date of substitution an amended memorandum of lease shall be recorded and all of the terms and conditions of this Operating Lease shall continue in full force and effect and shall apply to the Substitution Parcel. City and Operator shall also, on the effective date of substitution, surrender the whole or part of the then present Lease Parcel for which the Substitution Parcel is being substituted as if an expiration of this Operating Lease had occurred as to such parcel. 8.3. City and Operator agree to execute any and all documents and to take any and all actions reasonably requested by Owner to evidence or assist in any substitution provided for hereby, and Owner agrees to pay any and all costs and expenses reasonably incurred by City and Operator in connection with any substitution provided for hereby. 9. Utilities and Taxes. Without in any way limiting the net rental provisions set forth in Paragraph 4.2 hereof, but as examples thereof: 9.1. Operator agrees to pay, before same becomes delinquent, any and all charges for gas, electricity, heat, light, power, sewage, water, telephone, trash removal, and other similar or dissimilar public services or commodities furnished to the Lease Parcel or to the Parking Garage thereon during the term hereof, including all installation, connection and disconnection charges. 9.2. Operator further agrees to pay, before the same becomes delinquent, all taxes and assessments of what ever kind or nature which may be imposed upon the Lease Parcel or any improvements, facilities or personal property thereon, including the Parking Garage, including so-called special assessments, and every other charge, lien or expense accruing or payable during the term of this Operating Lease in connection with the Lease Parcel, and also all taxes, licenses, fees and charges on account of Operator's use of the Lease Parcel during the term hereof (collectively, "real property taxes"). Operator at its cost shall have the right to contest any real property taxes that are to be paid by Operator. If Operator contests the real property taxes, the failure on Operator's part to pay the real property taxes shall not constitute a default as long as Operator complies with the provisions of this Paragraph 9.2. City shall not be required to join in any proceeding or contest brought by Operator unless the provisions of any law require that the proceeding or contest be brought by or in the name of City or any owner of the Lease Parcel. In that case, City shall join in the proceeding or protest or permit it to be brought in City's name as long as City is not required to bear any cost. Operator, on final determination of the proceeding or contest, shall immediately payor discharge 052494/18458.7 -4- 1-j¡ any decision or judgment rendered, together with all COSIS, charges, intereslS, and penalties jncidenta1 to the decision or judgment. Operator shall not be required to pay any municipal, county, state, or federal income or franchise taxes of City or any municipal, county, state, or federal estate, succession, inheritance, or transfer taxes of City. If at any time during the term hereof, the State of California or any political subdivision of the state, including any county, city, city and county, public corporation, district, or any other political entity or public corporation of this state levies or assesses against Owner a tax, fee, or excise on (1) renlS, (2) the square footage of the Lease Parcel, (3) the act of entering into this Operating Lease, or (4) the occupancy of Operator, or levies or accesses against City any other tax, fee, or excise, however described, including, without limitation, a so-called value added tax, as.a direct substitution in whole or in part for, or in addition to, any real property taxes, Operator shall pay before delinquency that tax, fee, or excise. The term "real property taxes" shall also include any possessory interest tax which may be levied against the Lease Parcel. 10. General Liability Insurance. 10.1. This Operating Lease is made upon the express condition that City is to be free from all liability and claims for damages by reason of any injury to any person or persons, including Operator, or property of any kind whalSoever and to whomsoever belonging,' including Operator's property, from any cause or causes whalSoever, in, upon or in any way connected with the Lease Parcel or the occupancy thereof or any maintenance or operation of the Parking Garage thereon, and any other liability, loss, cost or obligations arising with respect to the use or ownership of the Leased Parcel, excepting only liability caused by the active negligence or willful misconduct of City. Operator hereby covenanlS and agrees to defend, indemnify and save City hannIess from and against all such liability, loss, cost and obligations on account or arising out of any such injuries or losses, however occurring, except as may be caused by the willful misconduct of City. 10.2. For so long as any parking facilities are operated on the Lease Parcel, Operator shall maintain or cause to be maintained, throughout the term of this Operating Lease, without expense to City, a standard commercial general liability insurance policy or policies in protection of Operator and ilS officers, agenlS and employees and naming City and Owner as additional insureds. Such policy or policies shall insure said parties against direct or contingent loss or liability for damages for bodily and personal injury, death or property damage occasioned by reason of the operation of the parking facilities on the Lease Parcel. Said policy or policies shall provide coverage in the minimum liability limilS of $1,000,000 for personal injury or death of each person and $3,000,000 for personal injury or deaths of .two or more persons in each accident or event (subject to a deductible of not to exceed $250,000), and in a minimum amOunt of $150,000 (subject to a deductible of not to exceed $75,000) for damage to property resulting from each accident or event. Such public liability and property damage insurance may, however, be in the form of a single limit policy in the amount of $3,000,000 covering all such risks, subject to a deductible of not to exceed $250,000. Such public liability and property damage insurance may be maintained as part of or in conjunction with any other 052494/18458.7 -5- 7-3 r insurance coverage carried by Operator and may be maintained in whole or in part in the form Df self-insurance of Operator. 10.3. To the extent that either party maintains general liability insurance with respect to the Lease Parcel, Operator and City hereby waive on behalf of their respective insurance carriers any right of subrogation that may exist or arise as against the other party to this Operating Lease. 11. PropertY Insurance. . . 11.1. For so long as parking facilities are operated on the Lease Parcel, Operator shall procure and maintain, or cause to be procured and maintained, throughout the term of this Operating Lease, without expense to City, insurance against loss or damage to any structure constituting any part of such parking facilities by fire and lightning, with extended coverage and vandalism and malicious mischief endorsement, and earthquake insurance (but as to earthquake insurance only if such insurance is available at reasonable cost from reputable insurers and the maintenance of such insurance is customary in the management of comparable properties in the County of San Diego, California). Said extended coverage insurance shall, as nearly as practicable, cover loss or damage by explosion, windstorm, riot, aircraft, vehicle damage, smoke and such other hazards as are normally covered by such insurance. Such insurance shall be in an amount to prevent either Operator or City from becoming a coinsurer under the provisions of such policies. Such insurance may be subject to (i) deductible clauses for anyone loss in such amount, and (ii) such earthquake insurance may be subject to a deductible clause not to exceed a percentage of said replacement cost for anyone loss, as is customarily used with respect to similar insurance on comparable properties in the County of San Diego, California. Such insurance may be maintained as part of or in conjunction with any other fife and extended coverage insurance carried by Operator and my be maintained in whole or in part in the form of self-insurance by Operator. Insurance proceeds on account of any damage to or destruction of the Parking Garage shall be made in accordance with Paragraph 11.2 of the Site Lease. 11.2. To the extent required by the terms of the Addendum DDA, in the event of any damage to or destruction of the Parking Garage, Operator shall repair, restore or replace such damage, all in a manner mutually approved by Owner and Operator, so that after such restoration, repairing or replacement the Parking Garage is not less valuable or usable than the Parking Garage immediately prior to such damage or destruction. 12. Eminent Domain. In the event that all or substantially all of the Lease Parcel is taken permanently under the power of eminent domain or sold to a government threatening to exercise the power of eminent domain (collectively, "eminent domain"), the term of this Operating Lease shall cease as of the day of such taking or sale. If a part, but not substantially all, of the Lease Parcel is taken permanently by eminent domain, or if any part of the Lease Parcel or the temporary use thereof is taken temporarily under power of eminent 052494/18458.7 -6- 7 ~ I/o domain, then this Operating Lease shall continue in full force and effect with respect to the .remaining part of the Lease Parcel and shall not be terminated by virtue of such taking and the parties waive the benefit of any law to the contrary. All proceeds from any such taking shall be paid in accordance with Paragraph 12.2 of the Site Lease. 13. Ril!ht of Entry. Owner reserves the right for any of its duly authorized representatives to enter upon the Lease Parcel and the parking facilities thereon at any reasonable time to inspect same or to make any repairs, improvements, alterations, or replacements to the Lease Parcel or to such parking facilities. Upon the execution and delivery of this Operating Lease, City shall have no right of entry upon the Lease Parcel by reason of its tenancy under the Site Lease. 14. Ouiet Enioyment. Except for Owner's right of entry described in Paragraph 13, above, during the tenn of this Operating Lease, City shall provide Operator with quiet use and enjoyment of the Lease Parcel, and Operator shall during such tenn peaceably and quietly have, hold and enjoy the Lease Parcel, without suit, trouble or hindrance from City, except as expressly set forth in this Operating Lease. City will, at the request of Operator and at Operator's cost, join in any legal action in which Operator asserts its right to such possession and enjoyment to the extent that City may lawfully do so, provided that City shall pay the cost of its participation in such action if such action arises from a breach of City's obligations hereunder. 15. Assil!nment. 15.1 Operator shall not voluntarily or by operation of law assign, transfer, mortgage, sublet or otherwise transfer or encumber all or any part of Operator's interest in this Operating Lease, the Lease Parcel or the Parking Garage thereon separately from the assignment, transfer, etc., by Owner of Owner's corresponding interest in the Site Lease, the Lease Parcel or the Parking Garage, respectively, without City's prior written consent. City need not act reasonably in granting or withholding such consent, but rather may act arbitrarily in its sole and absolute discretion. Any attempted assignment, transfer, sublease, mortgage or encumbrance which requires such consent but is made without such consent shall be void and shall constitute a breach of this Operating Lease. 15.2 City shall not voluntarily or by operation of law assign, transfer, mortgage, sublet, or otherwise transfer, encumber or grant any interest in all or any part of City's interest in this Operating Lease or in the Lease Parcel or the Parking Garage thereon without Operator's prior written consent. Operator need not act reasonably in granting or withholding such consent, but rather may act arbitrarily in its sole and absolute discretion. Any attempted assignment, transfer, sublease, mortgage, encumbrance or grant made without such consent shall be void and shall constitute a breach of this Operating Lease. 16. Events of Default and Remedies. OS2494/18458.7 -7- 7-1/ 16.1. The following shall be "events of default" under this Operating _Lease and the terms "events of default" and "default" shall mean, whenever they are used in this Operating Lease, anyone or more of the following events: (a) Failure by Operator to pay any rent or other payment required to be paid hereunder at the time specified herein, and the continuation of such failure for a period of ten (10) days. (b) Failure by Operator to observe and perform any covenant, condition or agreement on its part to be observed or performed, other than as referred to in Paragraph 16.1(a), for a period of thirty (30) days after written notice specifying such failure and requesting that it be remedied has been given to Operator by City; provided, however, if the failure stated in the notice can be corrected, but not within the applicable period, City shall not unreasonably withhold its consent to an extension of such time if corrective action is instituted by Operator within the thirty (30) day period and diligently pursued until the default is corrected. 16.2. Whenever any event of default referred to in Paragraph 16.1 hereof shall have occurred and be continuing, it shall be lawful for City to exercise any and all remedies available at law or in equity or granted pursuant to this Operating Lease. 17. Waiver of Personal Liabilitv. All liabilities under this Operating Lease on the part of Operator are solely partnership liabilities of Operator, and City hereby releases each and every employee and officer of Operator and/or its partners of and from any personal or individual liability under this Operating Lease No employee or officer of Operator or its partners shall at any time or under any circumstances be individually or personally liable under this Operating Lease for any action or omission by Operator hereunder. 18. Notices. All notices, certificates or other communications required or permitted hereunder shall be sufficiently given and shall be deemed to have been received 48 hours after deposit in the United States mail in registered or certified form/postage fully prepaid return receipt requested, addressed as follows: To Oœrator: To CitY: General Counsel City of Chula Vista Homart Development Co. 276 Fourth Avenue Xerox Centre, Suite 3100 Chula Vista, CA 92010 55 West Monroe Attn: City Manager Chicago, IL 60603-5060 With a copy to: 052494/18458.7 -8- 7-42- ..- First Vice President Regional Mall Development Homart Development Co. 11766 Wilshire Blvd., Suite 250 Los Angeles, Ca. 90025 The address to which notices, requests or demands may be given or made by either party may be changed by written notice given by such party to the other pursuant to this Paragraph. Either party may, by written notice to the other, add additional addressees to receive any notices, certificates or other communications required or pennitted hereunder, including, but not limited to, lenders, transferees of any interest in the Lease Parcel or Site and any other encumbrances for value. 19. Successors and AssilffiS. Subject to the provisions of Paragraph 15 of this Operating Lease regarding assignment and subletting, this Operating Lease shall bind and inure to the benefit of the respective successors and assigns of the parties hereto. 20. Partial Invaliditv. If anyone or more of the tenns, provisions, covenants or conditions of this Operating Lease shall to any extent be declared invalid, unenforceable, void or voidable for any reason whatsoever of a court of competent jurisdiction, the [mdings or order or decree of which becomes final, none of the remaining tenns, provisions, covenants and conditions of this Operating Lease shall be affected thereby, and each provision of this Operating Lease shall be valid and enforceable to the fullest extent pennitted by law. 2!. Entiretv of Agreement. This Operating Lease contains the entire agreement between the parties, and any executory agreement hereafter made shall be ineffective to change, modify, discharge or effect an abandonment of it in whole or in part unless such agreement is in writing and signed by the party against whom enforcement of the change, modification, discharge or abandonment is sought. In no event shall the provisions of this Operating Lease abrogate any obligation of Operator under the Addendum DDA. 22. Time is of the Essence. Time is of the essence of the obligations of the parties hereto. 23. Attornevs' Fees. In the event of any litigation or arbitration between the parties hereto with respect to this Operating Lease, the prevailing party in such litigation or arbitration shall be entitled to recover from the other party its costs, expenses and reasonable attorneys' fees therein incurred. 052494/18458.7 -9- 1-J/3 24. Recordation. Each party agrees that a memorandum of this Operating .Lease substantially in the fonn attached hereto as Exhibit "B" shall be executed and may be recorded by either party. 25. Paragraph Headings. The captions and paragraph headings of this Operating Lease are inserted only as a matter of convenience and for reference, are not a part of this Operating Lease and in no way define, limit or describe the scope of this Operating Lease or the intent of any provision hereof. 26. Execution of Countemarts. This Operating 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. 27. Covenants and Conditions. All provisions, whether covenants or conditions, on the part of either party shall be deemed to be both covenants and conditions. 28. Further Documentation. City and Operator agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for correcting any inadequate or incorrect description of the Lease Parcel or the Parking Garage or for carrying out the expressed intention of this Operating Lease. 29. Applicable Law. This Operating Lease shall be governed by and construed in accordance with the laws of the State of California. 30. Representatives. Whenever under the provisions of this Operating Lease the approval of City or Operator is required, or City or Operator is required to take some action at the request of the other. such approval or such request shall be given for City by the City Manager, or his designee, and for Operator by an authorized officer thereof, and any party hereto shall be authorized to rely upon any such approval or request. 31. Estoppel Certificates. At any time and from time to time, within fifteen (15) days after request by either party, the other party shall execute, acknowledge, and deliver to the requesting party, or to such other recipient as the notice shall direct, a statement, in fonn reasonably acceptable to the requesting party, certifying that this Operating Lease is unmodified and in full force and effect, and that there are then no known, uncured defaults hereunder, or, if there have been modifications or exist known, uncured defaults, the same shall be specified in the statement. The statement shall be such that it can be relied upon by any auditor, creditor, commercial or investment banker of either party and by and prospective purchaser or encumbrancer of the Lease Parcel, of any improvement thereon, or of all or any part or parts of City's or Operator's interests under this Operating Lease. Either party's failure to execute, acknowledge, and deliver on request the certified statement described above within the specified time shall constitute acknowledgement by the party requested to deliver the statement, to all 052494/18458.7 -10- 1-11 persons entitled to rely on the statement, that this Operating Lease is unmodified and in full .force and effect and that there are then no known, uncured defaults hereunder. 32. No Discrimination. The lessee herein covenants by and for himself, his heirs, executors, administrators, and assigns, and all persons claiming under or through him, and this lease is made and accepted upon and subject to the following conditions: that there shall be no discrimination against or segregation of any person or group of persons, on account of race, religion, color, creed, national origin, marital status, sex or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself, or any person claiming under or through him, establish or pennit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased. 33. Self-Insurance Certificate. In the event that any insurance required pursuant to Paragraph 10 or 11 of this Operating Lease and the Site Lease shall be provided in the fonn of self-insurance, the Operator and/or Owner shall file with City annually, within ninety (90) days following the close of each Fiscal Year, a statement of the risk manager, Chief Financial Officer, or Comptroller of the Operator identifying the extent of such self-insurance and stating such person's detennination that the Operator maintains sufficient reserves with respect thereto. In the event that any such insurance shall be provided in the fonn of self- insurance by the Operator, the Operator shall not be obligated to make any payment with respect to and any insured event except from such reserves. IN WITNESS WHEREOF, City and Operator have caused this Operating Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year fIrst above written. OPERATOR: HO RETAIL PROPERTIES I UMITED P ARTNERSIDP, an Illinois limited partnership By: HO GENERAL I, INC., a Delaware corporation, its general partner By: Its: CITY: CITY OF CHULA VISTA 052494 118458.7 -11- 7-15 By: Mayor APPROVED AS TO FORM: By: Bruce M. Boogaard, City Attorney By: Marcia Scully, Special Counsel 052494/1845S.7 -12- 7~1h -...- _. EXHffiIT "A" LEASE PARCEL DESCRIPTION (To be supplied) 052494/18458.7 A-I 7-Jf7 -.- Thís yage íntentíonaIly left blank. 1-I/ð EXHffiIT "B" RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Kenneth D. Johnson, Esq. PAONE, CALLAHAN, McHOLM & WINTON 19100 Von Karman Avenue, 8th Floor Irvine, California 92715 A.P. Nos. The undersigned declares that the documentary transfer tax is $ The real property is located in the City of Chula Vista, County of San Diego, State of California. MEMORANDUM OF LEASE 1. Effective upon recordation hereof, the CITY OF CHULA VISTA, a charter city and mUlùcipal corporation duly organized and existing under and by virtue of the laws of the State of California ("City"), hereby leases to HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership ("Homart"), that certain real property located in the City of Chula Vista, California, more particularly described on Exhibit "1" attached hereto (the "Lease Parcel") upon the terms and conditions set forth in the hereinafter described "Operating Lease". 2. The term of the tenancy and the rent payable by Homart and the other terms of the tenancy are set forth in that certain unrecorded Operating Lease dated as of May 1, 1994 (the "Operating Lease"), between Homart and City, the provisions of which Operating Lease are incorporated herein by this reference. 3. This instrument is executed solely for recording purposes, and nothing herein shall be deemed or construed to modify or vary the terms of the Operating Lease. B-1 052494/18458.7 1.;11 IN WITNESS WHEREOF, City and Operator have caused this Operating Lease .to be executed by their respective officers thereunto duly authorized, all as of the day and year fIrst above written. HO RETAIL PROPERTIES I LIMITED PARTNERSHIP, an Illinois limited partnership By: HO GENERAL I, INC., a Delaware corporation, its general partner By: Its: CITY OF CHULA VISTA By: City Manager APPROVED AS TO FORM: By: Bruce M. Boogaard, City Attorney By: Marcia Scully, Special Counsel B-2 052494/18458.7 1-5 () EXHffirr "1" Legal Description of the Lease Parcel (To be supplied) 052494/18458.7 7-5/ Thís yage ínt£ntíonaIly lift blank. 1-S;¿ LENDER'S CONSENT The undersigned (the "Holder"), being the holder of the beneficial interest under that certain deed of trust (the "Deed of Trust"), recorded in the Official Records of the San Diego County Recorder on January 12, 1994, as Instrument No. 1994-0025619, which encumbers the Lease Parcel, consents to the provisions of the Operating Lease and agrees with lessor (as evidenced by lessor's execution of the Operating Lease) that if the Holder (or its nominee or designee) shall succeed to the rights of Owner in and to the Lease Parcel through possession or foreclosure action, delivery of a deed or otherwise, or another person purchases the Lease Parcel. upon or following the foreclosure of the Deed of Trust (the Holder, or its nominees and designees, and such purchaser, each being a "Successor-Lessee"), the Successor-Lessee shall attorn to and recognize lessor as Successor-Lessee's landlord under the Operating Lease and shall promptly execute and deliver any instrument that lessor may reasonably request to evidence such attornment. Upon such attornment, the Operating Lease shall continue in full force and effect as, or as if it were, a direct lease between lessor and Successor-Lessee upon all of the tenns of the Operating Lease except that Successor-Lessee shall not: a. be liable for any act, omission or default of any prior lessee under the Operating Lease except that lessor shall retain all rights and remedies available to lessee at law or pursuant to the Operating Lease; b. be required to undertake any repair, restoration, rebuilding or replacement in the event of damage or destruction by fIre or other casualty or in the event of condemnation, except as provided in Sections 11 and 12 of the Operating Lease); c. be required to make any capital improvements to the Lease Parcel or to construct, erect or complete any construction or any renovation of all or any portion of the Parking Garage which any prior lessee under the Operating Lease may have agreed to make but has not commenced or completed; d. be subject to any offset, defense, counterclaim, credit, deduction or abatement which shall have accrued to lessor against any prior lessee under the Operating Lease at any time prior to the delivery of the possession to the Successor-Lessee; e. be bound to make any payment to lessor required under the Operating Lease or otherwise required to be made prior to the delivery of possession of the ,Lease Parcel to the Successor-Lessee (however, lessor shall retain any rights of offset for any such payment provided under the Operating Lease); or f. be bound hereafter by any agreement amending, modifying or tenninating the Operating Lease made without the Holder's prior written consent (other than any tennination provided for under the tenns of the Operating Lease). 052494/18458.7 iii 1-53 Dated: MARINE MIDLAND BANK, a New York state banking corporation and trust company, fonnerly Marine Midland Bank, N.A., a national banking association, as trustee under that certain Class A-I Trust Agreement, Class A-2 Trust Agreement, Class A-3 Trust Agreement and Class A-4 Trust Agreement, each dated D=mber 29, 1993 By: Its: OS2494/18458.7 iv 7 -5'-/ RESOLUTION RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING A SITE LEASE BY AND BETWEEN HO RETAIL PROPERTIES I LIMITED PARTNERSHIP AND THE CITY OF CHULA VISTA FOR THE CHULA VISTA CENTER PARKING GARAGE The City Council of the City of Chula Vista does hereby resolve as follows: WHEREAS, On October 29, 1987, the Redevelopment Agency of the City of Chula Vista ("Agency") entered into a Disposition and Development Agreement ("DDA") with the Homart Development Company for the renovation and expansion of the Chula Vista Center; and, WHEREAS, on March 5, 1992, the Agency entered into the First Addendum to the DDA ("Addendum DDA") for the second expansion of the Chula Vista Center which required $2.6 million in assistance by the Agency towards construction of a parking garage; and, WHEREAS, Certificates of participation were recently sold by the City to satisfy the $2.6 Agency obligation; and, WHEREAS, pursuant to the provisions of the Addendum DDA, ownership of Chula Vista Center has recently been transferred to HO Retail Properties I Limited Partnership ("Homart Affiliatte"); and, WHEREAS, State law requires that assistance of the type contemplated by the Addendum DDA be made only to facilities which are publicly owned (Health and Safety Code, Section 33445); and, WHEREAS, under the terms of the proposed site lease, the parking garage will be leased by the Homart Affiliate to the City creating the requisite public ownership. NOW THEREFORE BE IT RESOLVED by the City Council of the City of Chula Vista as follows: 1. The City Council hereby approves a site lease by and between HO Retail Properties I Limited Partnerships and the City of Chula Vista for the Chula Vista Center parking garage, said site lease attached hereto as though fully set forth herein as such form may be revised as approved by the City Attorney in a non-substantive manner. 2. The Mayor is hereby authorized to execute the Site Lease together with any and all documentation incident thereto on behalf of the City Council. Presented by: Approved as to form by: ~ ~ Chris Salomone, Community Development Director clkassmanlrcsos\hol.res 7-55 _._- Thís !age íntentíonaIly left blank. 7-S~ RESOLUTION RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AN OPERATING LEASE BY AND BETWEEN HO RETAIL PROPERTIES I LIMITED PARTNERSHIP AND THE CITY OF CHULA VISTA FOR OPERATION AND MAINTENANCE OF THE CHULA VISTA CENTER PARKING GARAGE The City Council of the City of Chula Vista ("Council") does hereby resolve as follows: WHEREAS, the City Council approved a site lease by and between HO Retail Properties I Limited Partnership ("Homart Affiliate") and the City of Chula Vista for the Chula Vista Center Parking Garage ("Garage") on June 7, 1994; and, WHEREAS, the City Council wishes that the Homart Affiliate operate and maintain the garage; and, WHEREAS, the Operating Lease by and between the Homart Affiliate and the City of Chula Vista specifies the terms and conditions under which the Homart Affiliate will operate and maintain the garage. NOW THEREFORE BE IT RESOLVED by the City Council of the City of Chula Vista as follows: 1. The City Council hereby approves an Operating Lease by and between HO Retail Properties I Limited Partnership and the City of Chula Vista for operation and maintenance of the Chula Vista Center Parking Garage, said Operating Lease attached hereto as though fully set forth herein as such form may be revised as approved by the City Attorney in a non- substantive manner. 2. The Mayor is hereby authorized to execute said Operating Lease together with any and all documentation incident thereto on behalf of the City Council. Presented by: Approved as to form by: \~ ~ ~ Chris Salomone, Community Development Director clkassmanlrcsoslh02.rcs 7-57 This 'page íntenüonaIly left blank. 1-5'J' REDEVELOPMENTAGENCYAGENDASTATEMENT Item ;> Meeting Date 6-07-94 ITEM TITLE: PUBLIC HEARING REGARDING THE SALE OF SPACE NUMBER 111 AT ORANGE TREE MOBILEHOME PARK RESOLUTION APPROVING THE SALE OF SPACE NUMBER 111 AT ORANGE TREE MOBILEHOME PARK AND AUTHORIZING THE COMMUNITY DEVELOPMENT DIRECTOR TO EXECUTE A PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS SUBMITTED BY: {. S. Community Development Director t~ REVIEWED BY: City Manager 1 b ;¡ (4/5ths Vote: Yes - No XJ BACKGROUND: In November 1987, Orange Tree Mobilehome Park converted to resident ownership. The Agency assisted the residents in purchasing their park with a $600,000 acquisition loan which was converted to loans for lower income residents to help them purchase their spaces. At that time, 29 residents did not wish to purchase their space, and the Agency agreed to purchase these spaces after the newly-formed homeowner's association was unable to secure financing to purchase these unsold spaces. The residents who did not purchase their space remained as renters. The Agency's desire is to sell these spaces as new home buyers move into the park. The agency currently owns 19 spaces, having sold 10 spaces. In this case, the household currently renting space 111 wishes to purchase the land. The Agency's policy is to sell the land for no less than the appraised value. The land was appraised at $28,500, which is the selling price. RECOMMENDATION: That the Agency conduct a public hearing, consider testimony, and adopt the resolution approving the sale of Space 111 at Orange Tree Mobilehome Park at 521 Orange Avenue. BOARDS/COMMISSIONS RECOMMENDATION: None deemed necessary. DISCUSSION: This is a request to authorize the sale of Space 111 at Orange Tree Mobilehome Park. If approved, the Community Development Director will be authorized to execute the purchase contract and escrow instructions, and take such other action as deemed necessary to consummate the sale. The sales price is based on a recent appraisal of $28,500. A copy of the appraisal is available for review. FISCAL IMPACT: The Agency has an outstanding loan of approximately $20,727 from Bank of America for this space. Proceeds of the sale will be used to payoff this loan. The balance of $7,773 less closing costs will be deposited in the Agency's Low and Moderate Income Housing Set-Aside Fund. ¡-- / Thís yage íntentíonaIIy left blank. 5' -.¿ REAL ESTATE PURCHASE CONTRACT AND RECEIPT FOR DEPOSIT This is more than a receipt for money. It is intended to be a legally binding contract. Read it carefullv. CITY OF CHULA VISTA COMMUNITY DEVELOPMENT DEPARTMENT * * * Standard Form * * * Chula Vista, California ,19- Received from Catherine M. & Brian Glasgow. Joint Tenants , herein called Buyer, the sum of TWO HUNDRED FIFTY DOLLARS ($250.00), evidenced by: [circle one) [a] Cash [b] Cashier's Check [c] Personal Check [d] Other payable to Spring Mountain Escrow, to be held uncashed until acceptance of this offer, as deposit on account of purchase price of Twentv-eight Thousand Five Hundred DOLLARS ($ 28 500.00 ), for the purchase of property, situated in Chula Vista, County of San Diego, California, described as follows: SEE ATTACHED LEGAL DESCRIPTION (More commonly known as Space -1.1L at the Orange Tree Mobile Home Park at 521 Orange Avenue, Chula Vista, California) I. Buyer will deposit in escrow with Spring Mountain Escrow the balance of purchase price as follows: a. $250.00 b. Balance of $28 250.00 to be deposited in escrow on or before COE. 2. Deposit will- will not~ be increased by $ to within days of acceptance of this offer. 3. Buyer does~ does not- intend to occupy subject property at his residence. 4. Buyer and Seller shall deliver signed instructions to the escrow holder within Ì- days from Seller's acceptance, which shall provide for closing within ~ days from Seller's acceptance. Escrow and other fees to be paid as follows: WPC F:\HOMEICOMMDEVISTORED\866.93 f' -:t By Seller: 1. Owner's Title Insurance Policy 2. One-half of Escrow Fee 3. Record of Reconveyance 4. Document Preparation Fee 5. IRS Tax Report 6. One-half of Transfer Fee of Homeowners Association 7. Proration of Property Taxes and Homeowners Association Fees By Buyer: 1. One-half of Escrow and Homeowners Association Transfer Fee. 5. If the sale is not completed due to fault of the Buyer, Buyer shall be responsible for any escrow or related fees. 6. Approval of this sale shall be contingent upon: a. Final approval of the Redevelopment Agency of the City of Chula Vista. b. Receipt of any prorated rent from seller of the mobilehome through to CaE. 7. If Buyer has not previously acquired ownership of the mobilehome situated on the Property, this sale shall be contingent upon the concurrent acquisition of said mobilehome. 8. Buyer acknowledges having received a copy of the Declarations of Covenants, Conditions, and Restrictions and all amendments thereto, if any, governing the described property, together with a copy of the By-laws of the Orange Tree Homeowners Association. 9. Buyer and Seller acknowledge receipt of copy of this entire document, which is comprised of two pages, this page constituting page 2 of 2 pages. 10. This agreement constitutes the entire agreement. Any amendments to this agreement shall be in writing and shall be signed by both parties. 11. If a lawsuit is filed in connection with this agreement, the prevailing party shall be entitled to be compensated for legal expenses including reasonable attorney's fees. Buyer Date Buyer Date Seller Date Seller Date WPC P:\HOMEICOMMDEVISTORED\866.93 i-IJ DESCRIPTION A Condominium Comprised Of: PARCEL 1: An undivided 1/154th interest in and to Lots 1 and 2 of CHULA VISTA TRACT NO. 87-5 (ORANGE TREE MOBILE HOME PARK), in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 11835 filed in the office of the County Recorder of San Diego County, June 9, 1987. EXCEPTING THEREFROM the following: (a) All Units as shown upon the Condominium Plan of ORANGE TREE MOBILE HOME PARK, recorded July 27, 1987 as File No. 87-420716 of Official Records of San Diego County. (b) The exclusive right to possession of those portions designated as Exclusive Use Areas on the above referenced Condominium Plan. PARCEL 2: Unit S-~ as shown and defined on the Condominium Plan referred to above. PARCEL 3: The exclusive right to possession of those portions of Lots 1 and 2 described in Parcel 1 above ,designated as Exclusive Use Areas on the Condominium Plan referred to above as appurtenant to Parcels 1 and 2 above described. EXCEPTING THEREFROM any personal property, if any, located within Parcel 2 above described. cP-f Thís ,age íntentíona1ly left blank. g-b RESOLUTION 1161 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING THE SALE OF SPACE NUMBER 111 AT ORANGE TREE MOBILEHOME PARK AND AUTHORIZING THE COMMUNITY DEVELOPMENT DIRECTOR TO EXECUTE A PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS WHEREAS, the Redevelopment Agency currently owns mobilehome spaces at Orange Tree Mobilehome Park located at 521 Orange Avenue, Chula Vista; and, WHEREAS, these spaces are leased to tenants on a month-to-month basis; and, WHEREAS, there is a desire by the existing renter to purchase one of the Agency-owned spaces (number 111) at this park; and, WHEREAS, Article 11, Section 33431 of the California Community Redevelopment Law requires that a Public Hearing be held for any sale or lease of Agency- owned property; and, WHEREAS, said Public Hearing has been conducted pursuant to Section 33431 for the sale of Orange Tree space number 111; and, NOW, THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA does hereby find, order, determine, and resolve to approve the subject sale of space number 111 at Orange Tree Mobilehome Park and authorizes the Community Development Director to execute a purchase agreement, attached hereto as Exhibit A, and escrow instructions and to take such other actions as deemed necessary to consummate said sale. Submitted by Approved by C-L~ç~/ Chris Salomone, Executive Secretary Bruce M. Boogaard and Community Development Director Agency General Counsel [AGlA:\SPAC-l/ll1.RSOI DISK #12 &'-7 Thís ,age íntentíonaIly left blank. ~-t