HomeMy WebLinkAboutRDA Packet 2001/03/27
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CllY OF
CHULA VISTA
TUESDAY, MARCH 27, 2001
6:00 P.M.
(immediately following the City Council meeting)
COUNCIL CHAMBERS
PUBLIC SERVICES BUILDING
JOINT MEETING OF THE
REDEVELOPMENT AGENCY I CITY COUNCIL
OF THE CITY OF CHULA VISTA
CALL TO ORDER
ROLL CALL
Agency/Council Members Davis, Padilla, Rindone, Salas; Chair/Mayor Horton
CONSENT CALENDAR
The staff recommendations regarding the following item(s) listed under the Consent Calendar will be enacted
by the Agency/Council by one motion without discussion unless an Agency/Council 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. Items pulled from the Consent Calendar will be
discussed after Action items. Items pulled by the public will be the first items of business.
1. APPROVAL OF MINUTES Staff recommends the Redevelopment
Agency/City Council approve the minutes of the regular meeting of the
Redevelopment Agency and adjourned meeting of the City Council for
February 20, 2001.
2. REDEVELOPMENT AGENCY RESOLUTION 1718 AND CITY COUNCIL
RESOLUTION APPROVING THE SECOND AMENDMENT TO THE
ASSESSMENT DISTRICT NO. 90-2 REIMBURSEMENT AGREEMENT
PROVIDING FOR REPAYMENT TO THE AGENCY OF AN OUTSTANDING
$440,087 LOAN-On 3/9/93, the City/Agency entered into an agreement
with the Darling Delaware Company that deferred payment of the
Assessment Fees for their property located on Otay Valley Road. The
deferral was granted due to ongoing efforts to clean up the property and the
resulting limitations on developability / sale of the property. The Agency
paid the Assessment and "loaned" to Darling Delaware the $440,087
Assessment Fee which was to be repaid upon development or sale to the
Agency. The Darling Delaware Company sold the property to LandBank is
December 1999. LandBank will in turn be selling this property to potential
end-users. The company is currently entering the entitlement and review
process and expects development to occur this year. LandBank has
requested a deferral of the fees until title transfer occurs. Staff supports the
amendment to defer the fees due to the fact that LandBank is not an end-
user, an active development proposal has come forward and the entitlement
process is commencing.
STAFF RECOMMENDATION: Redevelopment Agency/City Council adopt the
resolution.
ORAL COMMUNICATIONS
This is an opportunity for the general public to address the Redevelopment Agency on any subject matter
within the Agency's jurisdiction that is not an item on this agenda. (State law, however, generally prohibits
the Redevelopment Agency from taking action on any issues not included on the posted agenda.) If you wish
to address the Agency on such a subject, please complete the "Request to Speak Under Oral Communications
Form" available in the lobby and submit it to the Secretary to the Redevelopment Agency or City Clerk prior to
the meeting. Those who wish to speak, please give your name and address for record purposes and follow up
action.
OTHER BUSINESS
3. DIRECTOR'S REPORT(S)
4. CHAIR/MAYOR REPORTlS)
5. AGENCY/COUNCIL COMMENTS
ADJOURNMENT
The meeting will adjourn to the regular meeting of the Redevelopment Agency on
April 3, 2001 at 4:00 p.m., immediately following the City Council meeting in the
City Council Chambers.
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COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT
The City of Chula Vista, in complying with the Americans with Disabilities Act (ADA), request individuals who
require special accommodates to access, attend, and/or participate in a City meeting, activity, or service
request such accommodation at least 48 hours in advance for meetings and five days for scheduled services
and activities. Please contact the Secr.etary to the Redevelopment Agency for specific information at (619)
691-5047 or Telecommunications Devices for the Deaf (TOO) at (619) 585-5647. California Relay Service is
also available for the hearing impaired.
Redevelopment Agency, March 27, 2001
Page 2
MINUTES OF AN ADJOURNED REGULAR MEETING OF THE CITY COUNCIL,
A REGULAR MEETING OF THE REDEVELOPMENT AGENCY, AND A
SPECIAL MEETING OF THE HOUSING AUTHORITY
OF THE CITY OF CHULA VISTA
February 20, 2001
6:00 p.m.
An Adjourned Regular Meeting of the City Council, a Regular Meeting of the
Redevelopment Agency, and a Special Meeting of the Housing Authority of the City of
Chula Vista were called to order at 6:16 p.m. in the Council Chambers, located in the
Public Services Building, 276 Fourth Avenue, Chula Vista, California.
ROLL CALL
PRESENT:
Agency/Housing Authority/Councilmembers Padilla, Rindone,
Salas, and Chair/Mayor Horton
ABSENT:
Agency! Housing Authority/ Councilmembers: None
ALSO PRESENT:
Executive Director/City Manager
Agency/Authority/City Attorney Kaheny,
Bigelow
Rowlands,
City Clerk
CONSENT CALENDAR
1. APPROVAL OF MINUTES OF FEBRUARY 6, 2001
Staff recommendation: The Agency/Council approve the minutes of the
Adjourned Regular Meeting of the City Council and Regular Meeting of the
Redevelopment Agency of February 6, 2001.
2. AGENCY RESOLUTION NO. 1714, RESOLUTION OF THE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
AMENDING RESOLUTION NO. 1673 REGARDING CONDITIONAL
APPROVAL OF A RESIDUAL RECEIPTS LOAN FROM THE
LOW/MODERATE INCOME HOUSING FUND NOT-TO-EXCEED
$1,060,000 TO AVALON COMMUNITIES LLC, FOR THE DEVELOPMENT
OF A MIXED USE PROJECT, INCLUDING 106 AFFORDABLE HOUSING
UNITS
On June 13, 2000, the Agency conditionally approved financial assistance in
support of "Main Plaza", a mixed-use residentiaVcommercial project involving
106 affordable units. The developer, Avalon Communities, has requested
amendments to the terms and conditions of the proposed Agency loan.
(Community Development Director)
Staff recommendation: The Agency adopt the resolution.
/-1
CONSENT CALENDAR (Continued)
ACTION:
Agency/Authority/Councilmember Rindone offered the Consent Calendar,
headings read, texts waived. The motion carried 4-0-1 on Item #1, with
Agency/Authority/Councilmember Salas abstaining, and 5-0 on Item #2.
ORAL COMMUNICATIONS
There were none.
ACTION ITEMS
3. a. HOUSING AUTHORITY RESOLUTION REGARDING ITS INTENTION TO
ISSUE TAX EXEMPT OBLIGATIONS FOR A PROPOSED AFFORDABLE
SENIOR AND MUL TIF AMIL Y HOUSING PROJECT KNOWN AS
HERITAGE TOWN CENTER WITHIN THE OTAY RANCH MASTER
PLANNED COMMUNITY
b. AGENCY RESOLUTION CONDITIONALLY APPROVING FINANCIAL
ASSISTANCE, SUBJECT TO FUTURE APPROPRIATION, IN THE FORM
OF A RESIDUAL RECEIPTS LOAN FROM THE LOW AND MODERATE
INCOME HOUSING FUND IN AN AMOUNT NOT-TO-EXCEED $4,330,000
TO SOUTH BAY COMMUNITY VILLAS, L.P. FOR THE DEVELOPMENT
OF THE PROPOSED 271 UNIT HERITAGE TOWN CENTER
The City of Chula Vista received a request from South Bay Community Villas,
L.P., a partnership between the Otay Ranch Company and South Bay Community
Services, to consider the issuance of tax exempt obligations to finance the
development of a 271-unit complex for low and moderate income households, 91
units for seniors and 180 units of multi-family housing, within the Otay Ranch
master planned community. The project is to be known as "Heritage Town
Center," located on 9.3 acres of vacant land in the Otay Ranch Village I tentative
map R47 and CI sites, on East Palomar Street between Santa Rita and Santa
Andrea Avenues in Chula Vista. Additionally, the Redevelopment Agency
received a request for financial assistance for the project, and the City is being
asked to waive certain City fees and to grant additional credits for units based
upon affordability levels and large bedroom sizes. (Community Development
Director)
Community Development Director Salomone presented the proposed Otay Ranch Village
I affordable housing project, highlighting such areas as Housing Element requirements;
concentration issues; west-side mitigation; financing; and affordable housing credits. He
discussed the policy issue of whether concentration of the low-income units warranted an
off-site mitigation for all or a portion of the proposed units. He stated that the primary
objective was to increase low-income housing opportunities within the eastern
communities of the City, since those are where projects of over 50 units generally occur.
The developer is required to meet fifty percent of its low-income housing obligation and
has done so by providing a mix of senior and four-bedroom units. Mr. Salomone
explained that (1) moving the units to the western side of the City would provide an
Page 2 CouocillRDAlHousing Authority Minutes
(- J-
02/20/2001
ACTION ITEMS (Continued)
opportunity to revitalize the Broadway corridor, a Council goal established in 1998; (2)
certain development fees on the east side of the City do not occur on the west side, and,
therefore, some economies would accrue to the development of low-income units on the
western side, particularly with regard to the Trans DIF and 125 DIF fees; (3) there is
potential for other opportunities within Otay Ranch holdings to mitigate this obligation,
particularly in Building 6, and these obligations could be integrated into a larger project
or at a different site and still occur in the eastern part of the City. He asked Council to
provide staff with direction to determine the feasibility of alternative proposals, other
than the one presented, and to give direction on off-site mitigation in the western part of
the City or mitigation in another part of the Ranch. Staff recommends that the current
proposal be allowed to proceed for the next funding cycle, however, the developer would
prefer that the proj ect either be approved or not approved, since the developer would not
want to take the proposal to SDLAC at the state level and then have to turn down tax
credit financing.
Housing Coordinator Arroyo summarized the proposed project, including the project
design and financing.
Agency/Housing/Councilmember Salas stated that the City should either commit to the
project as it stands or not, rather than approving it for the purpose of submitting a funding
application and then later trying to change the project or policy direction.
Kathryn Lembo, 315 F ourth Avenue, representing South Bay Community Services,
stated that an opportunity exists to offer low-income families the possibility of eventually
owning a part of a project. She asked the CounciV Agency to consider moving part of the
obligation to the west side to benefit those who will live in the units as well as the entire
community. She also mentioned that a new school with 600 available seats will open on
Broadway and K, and new projects built on the west side of the City will pay school and
park fees, so new cooperatives could be designed to accommodate green space and tot
lots.
Agency/Housing/Councilmember Salas asked if such a cooperative could be built on the
east side. Ms. Lembo replied that the issue was cost and that such projects worked better
with smaller projects of about 50 units.
Agency/Housing/Councilmember Padilla expressed concern that a small percentage of
initial tenants would remain long enough to become part owners in a cooperative. He felt
there were other ways to assist people with a low- or moderate-income status to attain
home ownership. Ms. Lembo explained that in a current project, the ownership
percentage during the first 15 years is low because the tax credit investor owns 99% of
the project. In year 16, residents would share 90% ownership with South Bay
Community Services. She also agreed that a cooperative was not the only way to
homeownership and that other benefits, such as living close to the trolley, would be a
factor, since many clients who leave transitional housing to move to low-income
communities do not have vehicles. Agency/Housing/Councilmember Padilla asked
whether the geographical location of the units was a legitimate issue of concern. Ms.
Lembo replied that clients of South Bay Community Services desire a quality of life for
their families that would include ownership, and it may mean living near transportation or
in a rural community.
Page 3 CounciVRDA/Housing Authority Minutes
/ -_3
02/20/2001
ACTION ITEMS (Continued)
Agency/Housing/Councilmember Salas expressed concern with the projects' massive size
and the density of units that would be concentrated in one area. She stated that a balance
of all types of housing needs to be integrated into projects on the east side, as well as on
the west side, and developers in other areas have proven that it can be done effectively.
Agency/Housing/Councilmember Davis stated that an opportunity to mitigate housing on
the west side would be very positive because property values are lower, and new
infrastructure, community services and amenities would be provided for residents on the
west side. She pointed out that the state is allocating large sums of money for "smart
growth" areas, and the state looks at "smart growth" in terms of areas in close proximity
to transit lines. The City also needs to encourage higher density in the older parts of the
City to revitalize the downtown area. She supported the cooperative concept and pointed
out that when the bayfront is developed, property values on the west side of the City will
increase tremendously. She suggested that the Council keep its options open and
consider mitigation on the west side on a project-by-project basis.
Mayor Horton expressed concern with the high number of units located in a small area,
which could lead to management problems, and also with parking issues, since many of
the units may have two or three cars. She stated that there were existing projects on the
west side of the City in need of renovation, and she felt it was Council's responsibility to
make the right plarming decision and assist as many families as possible in achieving
home ownership.
Agency/Housing/Councilmember Salas pointed out that the City's past investments on
the west side were starting to payoff; and there is healthy competition among developers
competing to build good projects on the west side. She added that it was Council's
responsibility not only to replace low-income housing, but also to add new housing to the
community. The City also needs to keep its commitment to have a variety of housing,
including low to moderate income housing on the east side, and not concentrate it all on
the west side.
Agency/Housing/Councilmember Padilla stated the Council needs to defend its policy
incorporated into the Housing Element adopted only last December of integrating low
and moderate-income housing into development on the east side of the City and to
proceed with delivering the proposed products to serve families in Chula Vista who need
them. He explained that if the Council did not support the proposed project, the
developer would face a situation wherein the present financing cycle would be missed,
the developer would have to go back to the drawing board to find a way to meet its
obligations, which could not be done in time, and then have to be prepared to come up
against the City's threshold, which would ultimately bring the development in Otay
Ranch to a standstill.
Mayor Horton stated that Council did have some flexibility within its own policy, and the
Council, at its sole discretion, could make alternative suggestions based on the different
unique developments that occur within the community.
Page 4 Council/RDA/Housing Authority Minutes
(- cj
02/20/2001
ACTION ITEMS (Continued)
ACTION:
Mayor Horton moved to approve allowing the 91 low income senior units
to be built; have the developer be responsible to provide half of the
remaining units in the next village or next phase, and allow the remaining
number of units to be built on the west side of the City; and to direct Staff
to come back with a report that would allow that scenario to happen in the
future, with a solid commitment and a timeframe, and the remaining units
should be in the two, three, and four bedroom category for families.
Agency/Housing/Councilmember Salas stated that she would support the motion only if
the units to be developed on the west side would add significantly to the community in
terms of social services, cultural activities, and parks.
ACTION:
Agency/Housing/Councilmember Padilla offered a friendly amendment to
the motion that staff be directed to bring back various options and
alternatives for Council consideration.
Kent Aden, representing the Otay Ranch Company, spoke in support of the motion, but
requested clarification that the Otay Ranch Company would still be able to negotiate and
bring back, as part of the proposal, some of the density bonus issues that were previously
discussed with staff relative to providing the higher bedroom count, and that Council
would be recommending some type of relief from the current threshold relative to Otay
Ranch Company's present inability with having to defer on submitting the 90 units to
SDLAC. Mayor Horton agreed that Council would have to make those adjustments.
City Manager Rowlands stated that since a good faith effort had been made by the
developer with City staff to solve the issues, staff could waive the August 15t cap. Mr.
Aden stated that he was excited about the mixed use project and felt it to be the best
project that Otay Ranch had done to-date.
Agency/Housing/Councilmember Salas expressed concern about allowing additional
building permits and emphasized that one of the tlexibilities in the city's housing element
was that there must be a finding that new construction within a project creates an
umeasonable hardship on the developer. She felt there was too much room for a
developer to get out of its obligation, and she wanted stronger assurances that the
developer intends to follow through with its obligations on the rest ofthe villages.
Deputy City Attorney Hull stated that staff would work with the developer to secure the
future development of the obligations in other villages.
Agency/Housing/Councilmember Rindone felt that there were two policy issues to be
considered, density and the equitable distribution of housing to the west side. He
indicated that he would not support moving the obligations from the east to the west side,
and added that the City needs to ensure that opportunities and mixed uses exist
throughout the city.
ACTION: The motion carried 4-1, with Agency/Housing/Councilmember Rindone
opposmg.
Page 5 Council/RDAlHousing Authority Minutes
1- S-
02/20/2001
OTHER BUSINESS
4. EXECUTIVE DIRECTOR'S REPORTS
There were none.
5. CHAIRlMAYORREPORTS
There were none.
6. AGENCY/AUTHORITY COMMENTS
There were none.
CLOSED SESSION
7. CONFERENCE WITH REAL PROPERTY NEGOTIATOR - Pursuant to
Government Code Section 54956.8
Under Negotiation:
Assessor Parcel Nos. 568-270-03; 568-270-11
(approximately 2.85 acres located at the southeast
corner of Fourth Avenue and F Street)
City Council/Redevelopment Agency (Sid Morris /
Chris Salomone) and Chula Vista Center (Robert
Caplan)
Price and terms for acquisition
a. Property:
Negotiating Parties:
No action was taken.
Under Negotiation:
Assessor Parcel Nos. 568-270-30; 344 "F" Street
(approximately .25 acres located at the southeast
corner of Fourth Avenue and Garrett)
City Council/Redevelopment Agency (Sid Morris /
Chris Salomone) and Park Centre (Richard Zogob)
Price and terms for acquisition
b. Property:
Negotiating Parties:
No action was taken.
ADJOURNMENT
At 8:20 p.m., Mayor Horton adjourned the meeting to the Adjourned Regular Meeting of
the Redevelopment Agency on March 6, 2001 at 4:00 p.m., immediately following the
City Council meeting.
Respectfully submitted,
~-ilu.O--L~'i?~
Susan Bigelow, CMC, AAE, City Clerk
Page 6 Council/RDA/Housing Authority Minutes
1- G
02/20/2001
JOINT REDEVELOPMENT AGENCY / CITY COUNCIL
AGENDA STATEMENT
ITEM NO.: d-
MEETING DATE: 03/27/01
ITEM TITLE: RESOLUTION APPROVING THE SECOND AMENDMENT TO THE
ASSESSMENT DISTRICT NO. 90-2 REIMBURSEMENT AGREEMENT
PROVIDING FOR REPAYMENT TO THE AGENCY OF AN
OUTSTANDING $440,087 LOAN
SUBMITTED BY: COMMUNITY DEVELOPMENT DIRECTOR l-.~ C,
REVIEWED BY: CITY MANAGER
4/5THS VOTE: YES D NO 0
BACKGROUND
On March 9, 1993, the City of Chula Vista and fhe Redevelopment Agency (City/Agency) entered
into an Agreement with the Darling Delaware Company thaf deferred payment of the Assessment
Fees for fheir property located on Otay Valley Road (see Attachment 1). The deferral was granted
due fo ongoing efforts fo clean up the property and the resulfing limitations on
developability/sale of the property. The Agency paid the Assessmenf and "loaned" to Darling
Delaware the $440,087 Assessment Fee which was to be repaid, upon developmenf or sale, to
the Agency.
The Darling Delaware Company sold the property to LandBank in December 1999. LandBank will
in turn be selling this property to potenfial end-users. The company is currently entering the
entitlemenf and review process and expects development to occur fhis year. LandBank has
requested a deferral of the fees until title transfer occurs. Staff supports the amendment (see
Attachment 2) to defer the fees due fo the fact that LandBank is not an end-user, an active
development proposal has come forward and fhe enfitlement process is commencing.
RECOMMENDATION
It is recommended that the City Council and the Redevelopmenf Agency adopf the resolution
amending fhe Assessment Disfrict No. 90-2 Reimbursement Agreemenf providing for repaymenf
to the Agency of an oufstanding $440,087 loan.
BOARDS/COMMISSIONS RECOMMENDATION
Not applicable.
c:2-(
PAGE 2, ITEM NO.:
MEETING DATE: 03/27/01
DISCUSSION
Backaround
As nofed above fhe City/Agency entered info a deferral agreemenf with fhe Darling Delaware
Company on March 9, 1993. The Agency "loaned" $440,087 to the Darling Company fo be
repaid upon the completion of environmental remediation work required fo make the properly a
developable site. The original agreemenf contained a number of accelerafion clauses that could
be triggered by Darling Delaware's failure fo reach specific properly remediation milesfones.
These provisions were partially eliminated in an omended agreement dated January 18, 2000,
when Dorling Delaware sold the properly to LandBank, an environmental land acquisition and
development company. At that time fhe praperly was in escraw and LondBank was expected fo
imminently close a sale with Invesfment Development Services, Inc. (IDS). However, the sale was
not complefed.
Two other potential purchasers were found in fhe last quarter of 2000, however the
environmenfal history of the properly made sales difficulf fo close. LandBank decided to
complefe the environmental sfudy and entiflemenf portion of the development itself, and then to
complefe the development, sell the properly as "enfitled" or co-develop with a partner. The
company presenfed a concepfually accepfable plan at a pre-applicafion meefing and based on
fhat meefing hired several consulting companies, which are now completing the initial sfudies for
fhe environmental determination. Staff believes, in view of the time and investment made by
LandBank fo complete the environmenfal studies and enter the entitlemenf process, thaf the
development proposal will be successful.
The Second Amendmenf incorporafes all of fhe same ferms as the Firsf Amendment adopted in
January, 2000 but extends the time for reimbursement by one year. Under the agreement,
LandBank will be required fo repay fhe "loan" upon either of two friggering events: 1) the sale
of 80-percent of the properly; or 2) January 1, 2002. Repaymenf will be made in four equal
quarterly installments of $110,021.75. The first payment will be due no later fhan March 31,
2002 with subsequent payments to be made at 90-day infervals thereafter. In the evenf
LandBank becomes delinquent in its payments, interesf will accrue on the unpaid balance at a
rate of 10-percent per annum and the Agency may exercise a lien against the properly and/or
sue the properly owner to recover unpaid charges plus penalties, cosfs, and attorney fees. The
Agency may also collect the delinquenf amount via a special assessmenf charged to fhe properly
owner by fhe County of San Diego on a regular fax bill.
If the Agency does not approve fhe amendment, the first payment on the outsfanding balance
would be due March 31, 2001. Sfaff supports the amendmenf fo the deferral agreemenf
because it supports the redevelopment of an importanf properly within the Otay Valley Road
Redevelopment oreo.
d--,;}....
PAGE 3, ITEM NO.:
MEETING DATE: 03/27/01
FISCAL IMPACT
The Agency will not be collecting interest on the outstanding assessment fee, which represenfs
approximately $24,000 over fhe one- year deferral period considering a 6% inferest mfe.
ATTACHMENTS
1- Reimbursemenf Agreemenf
2- Second Amendmenf fo Assessment Disfrict No. 90-2 Reimbursement Agreemenf
J :\COMMDEV\ST AFf .REP\03- 27 -0 1 \Iandbankdeferral.doc
c:2-3
RESOLUTION NO.
JOINT RESOLUTION OF THE CITY COUNCIL AND THE
REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA
APPROVING THE SECOND AMENDMENT TO THE ASSESSMENT
DISTRICT NO. 90-2 REIMBURSEMENT AGREEMENT PROVIDING
FOR REPAYMENT TO THE AGENCY OF AN OUTSTANDING $440,087
LOAN
WHEREAS, the City of Chula Vista and the Redevelopment Agency (City/Agency) entered into
an Agreement with the Darling Delaware Company that deferred payment of the Assessment Fees for
their property located on Otay Valley Road; and
WHEREAS, the deferral was granted due to ongoing efforts to clean-up the property and the
resulting limitations on developability/sale of the property; and
WHEREAS, the Agency paid the Assessment and "ioaned" to Darling Delaware the $440,087
Assessment fee which was to be repaid to the Agency upon readiness of the property for development;
and
WHEREAS, on January 18, 2000, the Agency and Property Owner entered into an agreement
recorded on , Doc. No. , which provided for a further deferral of the loan
payment; and
WHEREAS, the Darling Company sold the property to LandBank in December 1999; and
WHEREAS, LandBank will be selling the property to the end-user. The property is presently in
the entitlement process with a conceptually acceptable development plan; and
WHEREAS, LandBank has requested an additional deferral of the fees until it is able to transfer
title on 80-percent of the property or a date certain, whichever occurs first; and
WHEREAS, staff supports this deferral due to the fact that LandBank is not an end-user and is
currently involved in a good faith effort to secure environmental approvals and entitlements to allow a sale
of the property.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Chula Vista and the
Redevelopment Agency approve the second amendment to the Reimbursement Agreement for
Assessment District 90-2 in the form presented with such minor modifications as may be approved or
required by the City/Agency Attorney.
Presented by
Approved as to form by
Chris Salomone
Director of Community Development
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ATTACHMENT 1
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Recording Requested 'By and
When Recorded Mail To:
CHULA VISTA REDEVELOPMENT AGENCY
276 Fourth Avenue
Chula Vista, CA 91910
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Attention: Sylvia Simmons
Assessors Parcel Number(s): 644.041-01 through 644-041-03 and 644-041-05 through
644-041-14 and 644-041-17 through 644-041-19.
,
This document does not grant, assign, transfer, conveyor ves, title to real
property within the meaning of Section 11911 of the California Revenue and Taxation Code,
and hence NO DOCUMENTARY TRANSFER TAX IS DUE.
/
The real property is located in the City of Chula Visca, County of San Diego,
State of California,
ASSESSMENT DISTRICT NO. 90-2
REI\IBURSEMENT AGREElVIENT
THIS AGREEMENT ("Agreement") is made as of this 9th day of March, 1993, by and
among the CITY OF CHULA VISTA ("City"), the REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA ("Agency"), and the DARLING-DELAWARE COMPANY,
INC., a Delaware Corporation, ("Property Owner").
WHEREAS, the parties hereto acknowledge that the City, pursuant to the provisions of the
"Municipal Improvement Act of 1915," Division 12 of the California Streets and Highways
Code (" 1915 Act"); has formed Assessment District No. 90-2 (the" Assessment District") for
the construction of certain street improvements in Otay Valley Road, together with
appurtenances, and;
WHEREAS, the parties hereto acknowledge that Property Owner owns seventeen (17)
parcels of real property, each of which is designated by an Assessors Parcel Number shown
above and each of which is described in the legal description marked Exhibit" A" attached
hereto and incorporated herein by reference, which parcels are individually referred to herein
as a "Parcel" and are all collectively referred to herein as the "Property"; and
WHEREAS, the parties hereto acknowledge that the Property excludes Assessor's Parcel
Number 644-041-04 (the "Excluded Land") which, although it is also owned by Property
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Owner, has not been assessed under the Assessment District proceedings and is not subject to
this Agreement; and
WHEREAS, the parties hereto acknowledge that each of the seventeen (17) parcels are
shown with the corresponding District Assessment Numbers and Confirmed Assessments
marked as Exhibit "B" and incorporated herein by reference; and
WHEREAS, the parties hereto further acknowledge that the Property receives a direct and
special benefit from the improvements to be financed through the Assessment District and is
located within the boundaries of the Assessment District, which Assessment District is shown
on the map marked Exhibit "C," as well as set forth in the legal description marked Exhibit
"D," both of which Exhibits are attached hereto and incorporated herein by reference; and
wHEREAS', the parties hereto acknowledge that certain agencies within the State of
California contend that the Property is not eligible for further development at this time; and
by reason of such contention, the parties hereto acknowledge that it is difficult to determine
the value of the Property; consequently, to avoid impairing the security for and sale of bonds
for the Assessment District, the City is willing to delay the sale of bonds representing the
unpaid assessments levied against the Property as referred to in Section 3 hereof; and
WHEREAS, the Agency is willing to advance monies to assist in the payment of the street
improvements in an amount equal to the total unpaid assessment for the Property, with funds
to be repaid as herein described.
WHEREAS, Section 33659 (c) of the California Health and Safety Code allows the Agency
to "Make sllch covenants and 10 do any and all sllch acts and things as may be necessary,
conveniem, or desirable 10 sewre ils bonds, or, excepr as orherwise provided in this pan, as
will rend ro make rhe bonds more markerable . . . "; and
WHEREAS, between the Agency and the City, the Agency has final review and approval
authority for the Property with respect to the "Confirmations" as defined in Section 6 hereof,
since the Property is located within the Otay Valley Redevelopment Project Area.
NOW, THEREFORE, IT IS MUTUALLY AGREED by and among the parties hereto as
follows:
SECTION 1.
The foregoing recitals are true and correct.
SECTION 2.
The City has conducted such legal proceedings as are necessary,
has formed the Assessment District, levied assessments against
properties within the Assessment District, including the
Property, and shall authorize the issuance of bonds ("Bonds")
pursuant to the "Improvement Bond Act of 1915," Division 10
of the California Streets and Highways Code ("1915 Act"), in
accordance with Section 3 hereof.
A:\HAYNES\DAROEl.FIN
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03/19/93 11:52am
SECTION 3.
SECTION 4.
A:\HAYNES\OAROEL.fIN
In authorizing the issuance of the Bonds, the City shall authorize
the issuance and sale of at least two series of Bonds: (a)" Series.
A Bonds," which shall be issued to represent the unpaid
assessments on all parcels assessed except the Property; and (b)
"Series B Bonds," which shall be authorized to represent the
unpaid assessments on the Property. The Excluded Land,
although included in the Assessment District, does not receive a
direct and special benefit from the improvements to be financed
through the Assessment District and, therefore, has not been and
shall not be assessed and is not subject to this Agreement.
a.
If the Bonds are issued in the structure herein described,
the following rights and duties of the parties shall arise:
The Agency shall advance funds to the Assessment
District to ensure construction of that portion of the costs
of the District attributable to the Property, based on the
combined total.of the" Confirmed Assessment" amounts
corresponding to Assessor's Parcel Numbers 644-041-01
through 644-041-03 and 644-041-05 through 644-041-19,
as specified in that certain "Final Engineer's Report for
Assessment District 90-2, Otay Valley Road, Phases I &
. II" dated as of June 23, 1992, relevant portions of which
are attached hereto as Exhibit "E." The amount of funds
so advanced by the Agency shall hereinafter be referred
to as the" Advancement." The Advancement of four
hundred forty thousand eighty-seven dollars ($440,087)
represents a loan from the Agency to Property Owner,
and Property Owner shall have an unsecured obligation
to repay such loan (the "Repayment Obligation") subject
to and in accordance with the provisions of this
Agreement. When and if the Agency issues and sells
Series B Bonds, the Repayment Obligation shall be of no
further force and effect, and the then-unpaid portion of
the Advancement shall become an assessment on the
secured tax bill for the Property (the" Assessment
Obligation "). The Series B Bonds shall not be sold until
such time as the entire Property is " Available for
Development", as that term is defined in Section 6 hereof
or until such time as the Series B Bonds can be legally
sold in the bond market as mutually agreed upon by
property owner, City, and Agency.
b. Notwithstanding any other provision hereof, the City
agrees that when and if the City receives funding or
additional assessments from any applicable source (e.!!.,
through any special fee districts) that reduce or defray
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03/19/93 11:52am
SECTION 5.
SECTION 6.
A:\HAYNES\DARDEL.FIN
the capital expenditures and/or other costs of the
Assessment District, the Advancement shall be reduced
in the same proportion as all other assessments in the
Assessment District are reduced, and the Repayment
Obligation and/or Assessment Obligation, as is then
applicable, shall likewise be reduced proportionately.
c. Notwithstanding any other provision hereof, the Agency
agrees that if for any reason whatsoever the Series B
Bonds (or any thereof) are not issued, then the
Advancement shall be reduced by the amount of interest,
transactional costs and other expenses saved because of
such non-issuance which would otherwise have been
attributable to the Property, and the Repayment
Obligation and/or Assessment Obligation, as is then
applicable, shall likewise be reduced.
The City and the Agency acknowledge that Prope~ Owner's
ability to develop the Property depends on review of the status
of the Property by various other State and local agencies with
discretion over issues affecting development of the Property
(collectively, the "Applicable Agencies"), including, among
others, the California Environmental Protection Agency ("Cal-
EPA"). The Agency and the City agree to use commercially
reasonable efforts to encourage Cal-EP A and all such other
Applicable Agencies to do so expeditiously so as to enable the
Property to become Available for Development (as defined in
Section 6 hereof) at the earliest possible date. Property Owner
agrees to use commercially reasonable efforts to obtain
determinations (if and as necessary) from such Applicable
Agencies, the effect of which will be to allow the Property to be
developed for" Any Reasonable Use." For purposes of this
Agreement, the term" Any Reasonable Use" shall mean all
reasonable uses applicable to the Property that are consistent
with the City's General Plan, Land Use Plan, applicable zoning
and other land use requirements then in effect.
The parties acknowledge and agree that, for purposes of this
Agreement, each Parcel shall conclusively be deemed to be and
become "Available for Development" at that single moment in
time when Property Owner receives from the Agency,
. confirmations in writing, substantially in the form attached
hereto as Exhibit "F" (the "Confirmations"), concurring that
such Parcel is eligible for potential development for Any
Reasonable Use. The Confirmations shall be executed by the
Agency. The Agency shall not send the Confirmations to
.;~
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03/19/93 ":53am
SECTION 7.
A:\HAYNES\DARDEL.FIN
Property Owner until after the Agency has received notice in
writing ("Notice") from Property Owner that all Applicable
Agencies, including, without limitation, Cal-EPA, have
determined that investigations of and/or remedial work (if any)
on such Parcel are adequate to allow development of such Parcel
for Any Reasonable Use. Property Owner shall send Notice,
along with all necessary and applicable correspondence and
reports from Applicable Agencies, to the Agency within thirty
(30) days after it has received all information and/or
determinations Property Owner believes are sufficient for
development of such Parcel for Any Reasonable Use.
Following receipt of the Confirmations, Property Owner shall
discharge the Repayment Obligation or Assessment Obligation,
as the case may be, in accordance with Section 11 hereof.
During the term of this Agreement, Property Owner and the
Agency shall make efforts to enable the Property to become
A vailable for Development by taking the following additional
actions in accordance with the following schedule:
a. No later than May 1, 1993, Property Owner shall have
submitted to Cal-EPA a request that Cal-EPA review the
investigatory work Property Owner has completed to
such date regarding the Property and containing a
proposed schedule for Cal- EP A's review and approval of
Property Owner's investigatory work to such date.
b. Commencing upon execution of this Agreement, the
Agency shall use its best efforts and reasonable diligence
to cause the Regional Water Quality Control Board, San
Diego Region (the "RWQCB") and the State Water
Resources Control Board (the "SWRCB") to adopt the
Agency's petition for an Amendment to the RWQCB's
Resolution No. 88-49, which petition seeks to extend the
southern boundaries of the" Salt Creek Area" to include
land within the Agency's Otay Valley Redevelopment
Area (the "Petition"). The parties acknowledge and
agree that the foregoing obligation of the Agency is a
material part of the consideration hereunder to Property
Owner, since the extent of the remediation at the
Property, if any is required by Cal-EPA, may be affected
by adoption of the Petition.
c. No later than November I, 1993, Property Owner shall
have submitted to Cal-EPA a proposal that contains
either of the following: . (i) a proposed agreement that the
~
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03/19/93 11:S3am
extent of Property Owner's investigatory work done
regarding the Property to such date is sofficient to allow
Cal-EPA to determine whether remedial work, if any, is
necessary at the Property; or (ii) a proposed agreement
regarding the scope and type of further investigation to
be done regarding the Property, if any is requested by
Cal-EPA. Notwithstanding the foregoing provisions of
this Section 7c and any other provision of this
Agreement, in the event that the Petition has not been
adopted or rejected by final action of both the RWQCB
and the SWRCB or a formal decision rendered which
requires further action by the Agency in order to pursue
the Petition on or before August 1, 1993, then (a) the
November 1, 1993 deadline set forth in this Section 7c
shall be extended to the date which is ninety (90) days
after the Petition is adopted or rejected by final action of
both the RWQCB and the SWRCB (the "Petition
Decision Date") or formal decision rendered which
requires further action by Agency and (b) the deadlines
set forth in Sections 7d, 7e, 7f, 7g and 8a hereof, as well
as the Scheduled Completion Date (as defined below)
shall each be extended by a period of time equal to the
number of days between August 1, 1993 and the Petition
Decision Date.
d. Following Cal-EPA's determination regarding the.
sufficiency of Property Owner's investigatory work done
to date, but in any event no later than May 1, 1994,
Property Owner shall have submitted to Cal-EP A the
results of further investigation, if any, required by Cal-
EP A regarding the Property.
e. No later than November 1, 1994, Property Owner shall
have submitted to Cal-EPA a proposal which contains
either of the following: (i) a proposed agreement that no
further remedial work (with the exception of ongoing
groundwater monitoring) is necessary regarding the
Property; or (ii) a proposed agreement regarding the
extent and nature of further remedial work to be
completed at the Property, if any is requested by Cal-
EPA.
f. No later than May 1, 1995, Property Owner shall have
begun remedial work (if any is required by Cal-EPA)
regarding the Property.
A:\HAYNES\DARDEL.FIN
~ ~-(O
03/19/93 1':54am
SECTION 8.
SECTION 9.
A:\HAYNES\DARDEL.FiN
g. No later than May 1, 1998, Property Owner shall have
completed remedial work (with the exception of ongoing
groundwater monitoring or ongoing vapor recovery or
extraction, if any, is required) at the Property (if any was
required by Cal-EPA).
If at any time during the time period contemplated by the
schedule in Section 7 hereof, Property Owner receives from
Cal-EPA a determination in writing, the effect of which is to
allow development of the entire Property for Any Reasonable
Use, then (a) Property Owner shall have no furthe: oblIgation to
meet any of the remaining deadlines in Section 7 hereof, and (b)
if similar determinations from the other Applicable Agencies
have also been obtained, (I) Property Owner shall send Notice
to the Agency and (II) the Agency shall se:Jd the Confirmations
to Property Owner in accordance with Section 6 he:cof and the
Repayment Obligation or the sale of the Series B Bonds as
defined in Section Ilc shall be effectuated.
a.
In the event that Property Owner has not received
Confirmations from the Agency for the entire Property
by November I, 1999 (the "Scheduled Completion
Date") (extended, if applicable, as provided herein) and
by such date Cal-EPA or any other applicable Agency
has not made a determination, the effect of which is to
allow the entire Property to be developed for Any
Reasonable Use, then Property Owner shall discharge the
remaining and owing Repayment Obligation in
accordance with Section lid hereof.
b. In the event that Property Owner has submitted Notice to
the Agency as contemplated by Section 6 hereof but
Property Owner has not received Confmnao.ons from the
Agency for the entire Property by the Scheduled
Completion Date (extended, if applicable, as provided
herein), and by such date Cal-EPA and all other
Applicable Agencies have made determinations, the
effect of which is to allow the entire Property to be
developed for Any Reasonable Use, then the City, the
Agency and Property Owner shall amend this Agreement
to provide for an extension of up to six (6) months to
allow the Agency to deliver the Confirmations; provided,
however, that such amendment shall not contain any
additional obligations on Property Owner. City and
Agency shall use commercially reasonable good faith to
process and grant said Confirmations as quickly as
J-t()
c2-l/
03119/93 11:55am
SECTION 10.
A:\HAYNES\OAROEL.FIN
possible upon receipt of said Notice and Property Owner
shall have no obligation to discharge the Repayment
Obligation until receipt of the Confirmations.
a.
Notwithstanding any other provision of this Agreement to
the contrary, in the event that at any time and from time
to time, Property Owner is unable to meet anyone of the
deadlines contained in Section 7 hereof due to the failure
of Cal-EP A to make a decision or take action regarding
the Property, and Property Owner has exercised
commercially reasonable diligence in providing Cal-EPA
with information to allow Cal-EPA to make such a
decision or take such action, then the City, the Agency
and Property Owner shall amend this Agreement to
provide Property Owner with an extension of time equal
to the length of the delay caused by Cal-EP A (which
extension shall In any event not be less than three (3)
months to meet such deadline, and all deadlines (in the
schedule set forth in Section 7 hereof) following such
extended deadline, as well as the Scheduled Completion
Date, shall be extended for the same period of time;
provided, however, that such amendment shall not
contain any additional obligations on Property Owner
and; provided that the time extension does not extend the
Scheduled Completion Date or Repayment Obligation
beyond the ten (10) year anniversary date of the
assessment lien recordation date of June 30, 1992.
b. In the event that Property Owner fails to meet one of the
deadlines contained in Sections 7a, 7c, 7d or 7e hereof
(as such deadlines may be extended), and such failure is
not due to a failure of Cal-EPA to make a decision or
take action regarding the Property, then Property Owner
shall immediately begin making annual interest payments
to the Agency on the then-outstanding amount of the
Repayment Obligation. For purposes of this Section
lOb, interest shall begin accruing as of the date Property
Owner misses the deadline and shall cease accruing on
the first to occur of the following three dates: (i) the
date on which Property Owner satisfies the obligation to
which such missed deadline applied; (ii) the date on
which Property Owner satisfies a subsequent deadline; or
(iii) the date on which Property Owner begins paying the
Repayment Obligation or the City issues the Series B
Bonds. The interest rate shall be the average interest
rate earned by the City on the investment of its General
&-
. .
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03/19/93 11:55am
SECTION II.
A:\HAYNES\DARDEL.FIN
Funds during the period of time interest is accruing
hereunder, as determined by the City's .Finance Director
and as confirmed by Property Owner. Except as
provided in this Section lOb, no interest shall be due and
payable on the Repayment Obligation.
c. In the event that Property Owner fails to meet one of the
deadlines contained in Sections 7f or 7g hereof (as such
deadlines may be extended), and such failure is not due
to a failure of Cal- EP A to make a decision or take action
regarding the Property, then Property Owner shall pay
the Repayment Obligation in accordance with Section
11 (d) hereof.
a.
If Property Owner receives Confirmations from the
Agency with respect to one or more Parcels but less than
the entire Property, or if one or more Parcels but less
than the entire Property is sold or exchanged, Property
Owner agrees to discharge that portion of the Repayment
Obligation which relates to the Parcels for which
Confirmations have been received or which have been
sold, or exchanged, as the case may be (the amount of
which discharges, for such Parcel, shall be as more
specifically described in Exhibit "D" hereto, as those
same amounts may be reduced in accordance with
Section 4b and/or c hereof), as follows: (i) in four (4)
equal installments paid on a quarterly basis, with no
obligation to pay interest thereon, if such portion of the
Repayment Obligation is equal to or greater than One
Hundred Thousand Dollars ($100,000); or (ii) in a lump
sum, if such portion of the Repayment Obligation is less
than One Hundred Thousand Dollars ($100,000). The
first such installment shall be paid by a date thirty (30)
days after such Confirmations have been received or the
sale or exchange of such Parcels has closed escrow, as
the case may be. Upon such discharge of the entire
repayment obligation for such Parcels, the Agency shall
reduce the outstanding amount of the Repayment
Obligation in accordance with Section l3a and will
record an Addendum to the Notice of Assessment for
such Parcels for which the Repayment Obligation has
been paid.
b. If, after Confirmations are received or a sale or exchange
occurs with respect to one or some of the Parcels under
Section llb hereof, Property Owner receives
_-/~
c::.2 - 13
03/19/93 ":56am
SECTION 12.
A:\HAYNES\OA^DEl.FIN
Confirmations from the Agency with respect to all
remaining Parcels, or if all remaining Parcels are all sold
or exchanged, then Property Owner shall discharge the
total remaining and owing portion of the Repayment
Obligation in a manner and on a schedule similar to that
set forth in Section lla hereof, and the City shall not
issue the Series B Bonds.
c.
If Property Owner receives Confirmations from the
Agency for the entire Property at one time, then Property
Owner shall discharge the total Repayment Obligation by
exercising either of the following options, the choice of
which shall be at Property Owner's sole discretion, by
notifying the Agency in writing within (30) thirty days
after receipt of such Confirmations: (i) paying the
amount of the Repayment Obligation to the Agency in
four (4) equal mstallments on a quarterly basis, with no
obligation to pay interest thereon, the first such
installment to be paid by a date ninety (90) days after
Property Owner provides such notice; or (ii) requesting
that the Agency immediately sell the Series B Bonds,
whereupon Property Owner shall assume responsibility
for the annual debt service on the Series B Bonds from
the date of sale provided that the Series B Bonds can be
sold at an interest rate and on terms mutually acceptable
to the City, Agency and Property Owner.
d.
If by the Scheduled Completion Date (extended, if
applicable, as provided herein) Cal-EP A and the other
Applicable Agencies have not made determinations, the
effect of which is to allow the entire Property to be
developed for Any Reasonable Use, then Property Owner
shall discharge the entire Repayment Obligation by
paying the amount of the Repayment Obligation to the
Agency in four (4) equal installments on a quarterly
basis, with no obligation to pay interest thereon, the first
such installment to be paid by a date ninety (90) days
after the Scheduled Completion Date (extended, if
applicable, as proyided herein).
Notwithstanding anything in this Agreement to the
contrary, Property Owner reserves the right to pay at any
time, without penalty or interest (except as otherwise
provided in Section lOb hereof), all or any portion of the
Repayment Obligation.
~-,.J
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03/19/93 11,S6am
SECTION 13.
SECTION 14.
SECTION 15.
SECTION 16.
A:\HAYNES\DARDEL.fIN
a.
When and if Property Owner pays a portion of the
Repayment Obligation, the Agency and the City shall
record a partial release, establishing that the obligations
under this Agreement have been satisfied in full and that
the Agreement has no further force or effect with respect
to the Parcel(s) for which the Repayment Obligation has
been paid. When and if Property Owner pays the entire
Repayment Obligation or the Series B Bonds are sold,
the Agency and the City shall record a full release,
establishing that the obligations under the Agreement
have been satisfied in full and that this Agreement has no
further force or effect with respect to the entire Property.
b.
If the Agency or the City fails to record a full or partial
release, as required by this Agreement, within sixty (60)
days after the date Property Owner has paid part or all of
the Repayment Obligation or the Series B Bonds have
been issued, or within thirty (30) days after Property
Owner's request therefor under Section 9b hereof, then
Property Owner shall, in addition to any other rights and
remedies it may have at law or in equity, have the right
to record such a release unilaterally.
If the Series B Bonds cannot be issued at an interest rate
and on terms mutually acceptable to the City, the Agency
and Property Owner, then the Agency agrees to extend
the date on which Property Owner must commence
payment of the Repayment Obligation as defined under
Section 11 c for a period of ninety (90 days).
Property Owner shall, upon written request of the
Agency: provide copies to the requesting party of any
written information, data, surveys or reports theretofore
provided by Property Owner to Cal-EPA or any other
applicable agencies, or any written information, data,
surveys or reports provided by Cal-EP A or any other
applicable agencies to Property Owner.
Immediately upon execution of this Agreement, this
Agreement shall be recorded in the Office of the County
Recorder of San Diego County and shall constitute a
covenant running with the land and a binding obligation
of Property Owner, as well as all successors-in-interest
and assignees of Property Owner. Except to the extent
expressly provided in Sections lla and b hereof to the
1 ...
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. ,
03/19/93 11:58am
contra..ry, upon sale or exchange of the entire Property or
any Parcel thereof, and so long as Property Owner's
successor or assignee is taking title with constructive
notice of this Agreement, Property Owner shall be
released from any and all obligations hereunder with
respect to Property or such portion which has been sold,
as applicable, and Property Owner's successor-in-title to
the Property or such Parcel(s), as applicable, which have
been sold or exchanged, and Property Owner's
successor-in-title to the Property or such Parcel(s) shall
thereafter be responsible for performing all the
obligations of Property Owner hereunder with respect
thereto.
SECTION 17.
Notwithstanding any other provision hereof, for so long
as Property Owner is attempting, in good faith, to
perform its obligations hereunder, Property Owner's
obligations hereunder shall be temporarily suspended,
and the deadlines provided herein (including, without
limitation, the Scheduled Completion Date) shall be
extended, by any event beyond Property Owner's
control, including, without limitation, strikes, other labor
disturbances, riots, delays in transportation, inability to
secure materials or equipment, acts of God or the
elements, fire, flood or accidents, acts of war, or acts or
failure to act of goyemmental authorities, which prevents
or delays, or substantially increases the cost of,
performance of an act or covenant to be performed by
Property Owner under this Agreement as long as such
Scheduled Completion Date or Repayment Obligation is
not extended beyond the ten (10) year anniversary date of
the assessment lien recordation date of June 30, 1992.
SECTION 18.
This Agreement sets forth the entire and only agreement
or understanding between Property Owner and the City
and Agency relating to the subject matter hereof, and
supersedes and cancels all previous agreements,
negotiations, commitments and representations with
respect thereto. This Agreement may be executed in
counterparts, each of which shall be deemed an original
and all of which shall constitute one and the same
instrument. Except as expressly provided in Section 13b
hereof, no modification, waiver, amendment, discharge
or change of this Agreement shall be valid unless the
same is in writing and signed by the party hereto against
whom enforcement thereof is sought. In the event of any
A:\HAYNES\DARDEL.FIN
~
dl-lfe.
03/19/93 11:S8am
I I II I
IIIII
IIIII
IIIII
IIIII
IIIII
11/1/.
I III I
A:\HAYNES\DARDEL.fIN
ambiguity in this Agreement, this Agreement shall be
construed equally as between and against the parties
hereto, and shall not be construed against the party
responsible for its drafting.
~ c:.2.-/7
03/19/93 11:S9am
EXECUTED by and among the parties hereto on the day and year first hereinabove written.
"CITY:"
CITY OF CHULA VISTA
~
CHUr.:
FORNIA
ATIEST:
~~ () ~~~
CITY CUiRK, CITY OF CHULA VISTA
ST ATE OF CALIFORNIA
"AGENCY:"
REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA
ATIEST:
~~~d ~~
"PROPERTY OWNER:"
DARLING DELAWARE COMPANY, INC.
By:
M L ROSHANRA VAN, VICE PRESIDENT
ENVIRONMENTAL AFFAIRS
A:\HAYNES\DARDEL.FIN
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STATE OF C/..LIfORNf-A- )
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COUNTY OFSx-,l 1C,5)
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On~ OJ) ,\J(\ru~.J'lII~'Vbefore me, ~J '~~'M. m. Cr, I) n '(f' Uc 0 ,
personally appear -rYi~LQ v< j{', -:;hr, rn nt, v() IY"\, ( personally known to
me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/shelthey executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signatur~f'{(\(\fyl m. rfl rlDI~rJ ~Q....n
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J,j subscribed to the within instrument and ac. D ATTORNEY.iN-FACT ~:
~1l knowledged to me that he/~~ e 'tl:l;;"l executed D TRUSTEE(S) ~1
'I the same 'In his!h--"--'r authorized DGUAROIANICONSERVATOR Y.
')1 OFFICIAL SEAL capacity(~), and th~t by his!her.'tPlGir 0 OTHER: Bj
i ~ AUOA KEMP signature(., on the instrument the person(~), 9,,;,)
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,~) . ~ My Olmm. "pires MAY 15. 1S"..J person('/j 2.c:ed, executed the instrument. SIGNER IS REPRESENTING: t
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NUMBER OF PAGES OATE OF OOCUMENT .3 - ~ - '13 g]
SIGNER(S) OTHER THAN NAMED ABOVE 1Ju.J!... TP ~ (l/nhLlA~ y.;
THIS CERTIFICATE MUST BE ATTACHED TO
THE DOCUMENT DESCRIBED AT RIGHT:
"hough the data requested here is not required by law.
- it could prevent fraudulent reattachment of this form.
A:\HAYNES\DAROEL.FIN
- C P rk CA 91309.7184
@1992NATIONALNOTAAY ASSOCIATION. 8236 Remmet Ave., P.O. Box 7184. anoga a ,
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02/10/93 11,19am
EXHIBIT "A"
Descriotion of the Property
Lots 1 through 3 and 5 through 18 inclusive of Chula Vista Tract 82-11 in the City of Chula Vista,
County of San Diego, State of California, according to Map thereof No. llE43, filed in the Office
of the County Recorder of San Diego County, October 31, 1986.
A:\HAYNES\DARDEl.FIN
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02/12/93 9:05am
EXHIBIT "B"
Individual Parcel Assessments
Assessor's Parcel Number
District Assessment No.
Confirmed Assessment
644-041-01 25 $30,47d4
644-041-02 26 $15,807
644-041-03 27 $25,585
644-041-04 28 $ -0-
644-041-05 29 $33,720
644-041-06 30 $25,137
644-041-07 31 $23,014
644-041-08 32 $20,062
644-041-09 33 $29,333
644-041-10 34 $17,111
644-041-11 35 $14,666
644-041-12 36 $15,807
644-041-13 37 $35,027
644-041-14 38 $30,963
644-041-17 39 $30,073
644-041-18 40 $35,200
644-041-19* 41 $58,108
*Comprised of Lots 15 and 16 inclusive of Chula Vista Tract 82-11
A:\HAYNES\DARDEl.F1N
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EXH18IT "C"
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EXHIBIT "0"
Description of the Assessment Distr,d
Assessment District No. 90-2, Otay Valley Road, as described in the diagram recorded as Document
No. 92-397322 on June 25, 1992 in the County Recorder's Office in the County of San Diego,
California.
A:\HAYNES\DARDEL.FIN
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02/10/93 1':16am
Exhibit "E"
Otay Valley Road Widening-Phases I & IT
Assessment Preliminary Confirmed
Number APN Assessment Assessment
1 624-060-09 0 0
2 624-060-27 150,995 115,496
3 624-060-28 6,864 3,252
4 624-060-38 105,962 81,049
5 624-060-45 110,803 49,683
6 644-040-01 257,102 141,234
7 644-040-11 26,490 20,262
8 644-040-13 521.862 399,169
9 644-040-14 0 0
10 644-040-16 455,3.71 348,310
11 644-040-23 39,133 21,942
12 644-040-24 77,470 16,420
13 644-040-27 0 0
14 644-040-28 123,434 92,135
15 644-040-44 148,876 106,687
16 644-040-45 167,155 123,500
17 644-040-36 143,819 89,519
18 644-040-37 99,147 70,100
19 644-040-38 0 0
20 644-040-40 529,809 405,247
21 644-040-46 24,901 19,047
22 644-040-47 23,047 17,628
23 644-040-48 38,676 29,147
24 644-040-49 132,982 101,717
25 644-041-01 47,076 30,474
26 644-041-02 24,419 15,807
27 644-041-03 39,524 25,585
28 644-041-04 0 0
29 644-041-05 60,167 33,720
30 644-041-06 47,580 25,137
31 644-041-07 47,328 23,014
32 644-041-08 54,880 20,062
33 644-041-09 45,314 29.333
34 644-041-10 26,433 17,111
35 644-041-11 22,657 14,666
36 644-041-12 24,419 15.807
37 644-041-13 60,167 35,027
38 644-041-14 47,831 30,963
Fin.al Engineer's Report
.;2. -...2 <j Assessmenl Disrn"a 90-2
Gray Valley Road Widening
~ - .t..!
Exhibit "E"
Otay Valley Road Widening-Phases I & II
Assessment Preliminary Confirmed
Number APN Assessment Assessment
L"O 644-041-17 59,915 30,07[1
,,-
40 644-041-18 54,377 35,200
41 644-041-19 99,187 58,108
47 644-181-01. 34,864 25,063
48 644-181-02 35,644 24,099
49 644-181-03 38,506 23,107
50 644-181-04 58,279 35,797
51 644-181-07 0 0
52 644-181-08 61,922 41,683
53 644-181-09 39,807 28,616
54 644-181-10 109?94 70,870
c- 644-181-11 43,189 31,048
"0
c- 644-181-15 135,031 82,261
"0
57 644-181-16 37,986 26,872
58 644-181-18 35,124 25,250
59 644-181-19 43.449 28,621
60 644-181-20 33,823 24,315
61 644-181-21 36,164 25,998
62 644-181-22 38,506 27,681
. 63 644-181-23 50,734 36,472
64 644-181-24 11,708 8.417
65 644-181-25 11,968 8,604
66 644-181-26 23,156 16,646
67 644-181-27 17,432 12,53'
68 644-181-28 17,432 12,531
69 644-181-29 47,352 32,734
70 644-181-30 15,611 11,222
71 644-181-33 27,318 19,639
72 644-182-01 133,990 96,323
73 644-182-02 135,551 97,445
74 644-182-03 135,031 78,123
75 644-182-06 0 0
76 644-182-07 169,374 121,760
77 644-182-08 134,511 96,697
78 644-182-09 171,716 123.443
79 644-182-10 137,893 71,032
80 644-182-11 110,314 79,303
81 644-182-12 97,306 69,951
Filial Engineer's Report
Assasmellt District 90-2
c;;2 - ~S- Oray Valley Road Widellillg
~ -.,; 'I
EXHIBIT T'
Form of Confirmation
VIA CERTIFIED MAIL
Property Owner
Dear Property Owner:
We have received and reviewed your notice that any and all state and local agencies with discretion
over issues affecting development of the Property, including, without limitation, the California
Environmental Protection Agency ("Cal-EPA") have determined that investigatory and/or remedial
work completed at your property located at 4826 Otay Valley Road, Chula Vista, Califor.1ia (the
"Property") is in adequate condition to allow development of [all/Parcel No(s). [ ]] of Lle
Property for Any Reasonable Use (as defined in the Agreement described below). We concur in
that determination.
However, this letter does not constitute any approval, specific or implied, of any particulc.r
development proposal and/or project. All of the existing applicable local and state proje::
development requirements of the City of Chula Vista and the Chula Vista Redevelopme:1t Agency
must be followed and met subseque:1t to the issuance and receipt of this letter of confirmation.
Please be advised that this letter constitute.s "Confirmation" as that term is defined in Se:tion 6 of
that certain Agreement dated February 23, ]993 by and among the City of Chula Vista, the
Redevelopment Agency of the City of Chula Vista, and Darling-Delaware Company, Inc.
Sincerely,
City of Chula Vista
Redevelopment Agency
C2-d.-ro
A:\HAYNES\DARDEL.FIN
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02/10/93 2.: 13p:11
ATTACHMENT 2
Recording Requested By:
CHULA VISTA REDEVELOPMENT AGENCY
276 Fourth Avenue
Chula Vista, CA 91910
When Recorded Mail To:
CHULA VISTA REDEVELOPMENT AGENCY
276 Fourth Avenue
Chula Vista, CA 91910
ATTN: Patricia Beard
(Space Above This Line For Recorder)
Assessors Parcel Number(s): 644-041-01 through 641-041-03 and 644-041-05 through 644-041-14 and 644-041-17 through
644-01-19.
The document does not grant, assign, transfer, conveyor vest title to real property within the meaning of Section 11911 of tile
California Revenue and Taxation code, and hence NO DOCUMENTARY TRANSFER TAX IS DUE.
The real property is located in the City of Chula Vista, County of San Diego, State of California.
SECOND AMENDMENT TO
ASSESSMENT DISTRICT NO. 90-2
REIMBURSEMENT AGREEMENT
THIS SECOND AMENDMENT ("Amendment") is made as of March 27, 2001 by and among the CITY OF
CHULA VISTA ("City"), the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA ("Agency"),
and OTAY MESA VENTURES I, LLC, a Delaware Limited Liability Company, ("Property Owner") with
respect to certain real property in the City of Chula Vista, County of San Diego, more particularly
described on Exhibit A attached hereto and incorporated herein by this reference ("Property").
WHEREAS, on January 18, 2000, the Agency and Property Owner entered into an agreement
recorded on , Doc. No. , which provided for a further deferral of the loan
payment; and
WHEREAS, the City and Agency entered into that certain Assessment District No. 90-2
Reimbursement Agreement ("Agreement") with the Darling Delaware Company dated March 9,1993, and
recorded on April 2, 1993, with the San Diego County Recorder as Doc. No. 1993-0204470, in order to
facilitate redevelopment of the Property; and
WHEREAS, under the terms of the Agreement the Agency loaned Darling Delaware Company
$440,087 ("Loan Amount") which was to be repaid upon the occurrence of certain events as more
particularly described therein; and
WHEREAS, Darling International, Inc. (as successor by merger to the Darling Delaware
Company) sold the Property to Property Owner in December 1999, and Property Owner is therefore the
"successor in interest" to Darling Delaware under the Agreement and subject to its terms and conditions;
and
WHEREAS, under the Agreement some or all of the Loan Amount is or will soon be due and
payable to the Agency; and
WHEREAS, the Property Owner will not be an end user of the Property and will be selling the
property to the ultimate developer and has requested an additional deferral of the Loan Amount until the
Property is sold to the end user/developer or a date certain, whichever occurs first; and
c:2-e:27
WHEREAS, the Agency is willing to forego collection of the Loan Amount on the terms and
conditions set forth in this Amendment; and
NOW, THEREFORE, IT IS MUTUALLY AGREED by and among the parties hereto that the
Agreement shall be amended as follows;
1. Section 9.A. of the Agreement is hereby amended to replace the date January 1, 2001 with the date
January 1, 2002.
2. Except as expressly provided herein all other terms of the Agreement shall remain in full force and
effect.
3. Immediately upon execution of this Amendment, this Amendment shall be recorded in the Office of
the County Recorder of San Diego County.
SIGNATURE PAGE FOLLOWS
Second Amendment to Assessment District No. 90-2 Reimbursement Agreement
o Page 2
c:)-e:2.S?
SECOND AMENDMENT
SIGNATURE PAGE TO ASESSMENT DISTRICT
NO. 90-2 REIMBURSEMENT AGREEMENT
EXECUTED by and among the parties hereto on the day a year first hereinabove written.
CITY:
PROPERTY OWNER:
CITY OF CHULA VISTA
OTAY MESA VENTURES 1, LLC
By: LANDBANK ENVIRONMENTAL
PROPERTIES, LLC, its managing member
(a Colorado Corporation)
Mayor, City of Chula Vista
W(J;~
/r)f1 /..j[077" p,led Id i'4
[Print Name and Title]
AGENCY:
REDEVELOPMENT AGENCY OF THE CITY
OF CHULA VISTA
Chairman, Redevelopment Agency of the City of
Chula Vista
ATTEST:
City Clerk, City of Chula Vista
APPROVED AS TO FORM:
City I Agency Attorney
Second Amendment to Assessment District No. 90-2 Reimbursement Agreement
+ Page 3
EXHIBIT A
DESCRIPTION OF PROPERTY
[ To be inserted]
Second Amendment to Assessment District No. 90-2 Reimbursement Agreement
c2 3-0
o Page 4