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HomeMy WebLinkAboutResolution No. 669i RESOLUTION 669 0 RESOLUTION OF THE AZUSA REDEVELOPMENT AGENCY BOARD OF DIRECTORS APPROVING AN EXCLUSIVE NEGOTIATION AGREEMENT BETWEEN THE AGENCY AND DEROSA PROPERTIES FOR CERTAIN PROPERTY LOCATED WITHIN THE CENTRAL BUSINESS DISTRICT REDEVELOPMENT PROJECT AREA WHEREAS, the Agency is authorized by the Community Redevelopment Law and other applicable law to undertake redevelopment projects in order to best accomplish the purposes and goals of the redevelopment plans for various project areas; WHEREAS, The Agency desires to redevelop the property set forth in the agreement as attached in order to best accomplish the goals and purposes of the Redevelopment Plan of the Central Business District Redevelopment Project Area, and the Developer, DeRosa Properties, desires to redevelop said property; NOW, THEREFORE, BE IT RESOLVED, by the Board of Directors of the Redevelopment Agency of the City of Azusa as follows: SECTION 1. That certain Exclusive Negotiation Agreement by and between the Redevelopment Agency of the City of Azusa and DeRosa Properties, dated as of December 21, 1989, is hereby approved and the Chairman of the Agency is hereby authorized to sign and execute said Agreement on behalf of the Agency in substantially the form as attached hereto and incorporated herein by reference. SECTION 2. The Secretary shall certify the adoption of this Resolution. APPROVED AND ADOPTED this 21st day of December 1989. Eu ne F. Moses, Chairman I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Redevelopment Agency of the City of Azusa at a regular meeting thereof, held on the 21 day of December , 1989. AYES: DIRECTORS: AVILA, STEMRICH, NARANJO, LATTA, NOSES NAYES: DIRECTORS: NONE ABSENT: DIRECTORS: NONE J Secretar u EXCLUSIVE NEGOTIATION AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA AND DEROSA PROPERTIES FOR THE CBD -4 SITE This Exclusive Negotiation Agreement ("Agreement") is entered into by and between the Redevelopment Agency of the City of Azusa, a public body, corporate and politic ("Agency") and DeRosa Properties, a California Partnership ("Developer"), and for the convenience of the parties shall be dated December 21, 1989. In consideration of their mutual covenants and obligations as set forth herein, the parties hereto agree as follows: RECITALS The parties hereto acknowledge that: A. The Agency desires to have certain property within the Azusa Central Business District Redevelopment Project Area developed in accordance with the Redevelopment Plan for said project area, which property is specifically described on Exhibit "A" which is attached hereto and incorporated herein by reference ("Property"); B. Developer desires to redevelop said Property; C. This Agreement is an agreement to negotiate only and nothing contained herein binds either party to enter into a disposition and development agreement with respect to the Property; D. The Agency's power and authority to redevelop property derives from the Community Redevelopment Law (Health & Safety Code Sections 33000, et. seq.) and the Agency must comply with all procedural requirements of the Community Redevelopment Law in carrying out its redevelopment activities. IT IS HEREBY MUTUALLY AGREED AS FOLLOWS; [5100] NEGOTIATIONS A. [5101] Exclusive Negotiations Agency and Developer hereby agree to negotiate diligently and in good faith toward a disposition and development agreement for the Property conditioned upon redevelopment of the Property by Developer. Agency agrees that it will not negotiate with any other entity for 1 `J 0 0 development of the Property during the term of this Agreement; provided, however, that nothing in this Agreement shall preclude the Agency from negotiating with the owners and tenants of the Property in accordance with the rights of said owners and tenants to participate in the redevelopment of the Property pursuant to applicable law. B. [5102] Period of Negotiations The Agency agrees to negotiate with the Developer until May 1, 1990. The parties hereto may mutually terminate this Agreement at any time by written agreement. The parties hereto may mutually extend this Agreement at any time by written agreement. C. [5103] Deposit Developer shall post a deposit in the amount of Ten Thousand Dollars ($10,000). During this exclusive negotiating period, the Agency will retain the deposit. If the negotiations culminate in the approval of a disposition and development agreement for the Property, then the $10,000 deposit shall be refunded (without interest) to the Developer, or the deposit will be applied (without credit for interest) to the deposit which will be required by the disposition and development agreement for the property. In the event that this Agreement expires without the execution of a disposition and development agreement for the Property for any reason other than Developer's bad faith, the deposit shall be refunded to the Developer without interest. IN THE EVENT THAT THIS AGREEMENT EXPIRES WITHOUT THE EXECUTION OF A DISPOSITION AND DEVELOPMENT AGREEMENT FOR THE PROPERTY DUE TO DEVELOPER'S BAD FAITH NEGOTIATION, THE AGENCY SHALL HAVE THE RIGHT AND OPTION TO RETAIN THE DEPOSIT AS LIQUIDATED DAMAGES AND/OR AS COMPENSATION FOR ITS EXPENSES, TIME AND EFFORT, AND FOR HAVING KEPT THE PROPERTY OUT OF THE REDEVELOPMENT MARKET DURING THE PENDENCY OF THIS AGREEMENT. DEVELOPER'S INABILITY TO SATISFY ANY CONDITION OF THE DEVELOPMENT, SUCH AS INABILITY TO PROCURE SATISFACTORY TENANTS OR FINANCING, SHALL NOT BE DEEMED BAD FAITH. EACH OF THE PARTIES ACKNOWLEDGES AGREEMENT TO THE FOREGOING PROVISION AND THE REASONABLENESS THEREOF UNDER THE CIRCUMSTANCES BY SEPARATELY SIGNING BELOW: Chairman DEVELOPER: Authorized Agent 2 J II. [5200] PROPOSED DEVELOPMENT A. [5201] Development Concept The Site consists of approximately 2.3 acres at the southeast corner of Azusa Avenue and Foothill Boulevard. The Site presently includes a mixture of land uses, including several bars, pawnshops, and a motel. The Site is divided into two phases as shown on the Site Map. Phase 1 consists of Lots 1 through 17 and 46 through 50 as shown on the Site Map. The total Phase 1 site area is 1.73 acres. The Bank of America Building is included for planning purposes only and is not intended for acquisition. The total site area proposed for acquisition is approximately 1.0 acre. Phase 2 consists of the Canyon City Econo Lodge and the Municipal Parking Lot (Lots 18 through 26). The total site area is 0.6 acres. The Site is located in the heart of the City's Central Business District. Structures are massed near the street frontages with parking provided in the rear or in off-site parking areas. Redevelopment of the Site should consider this existing environment and retain the urban character. The proposal shall include consideration of retail and office uses which complement the City's downtown revitalization efforts on adjoining blocks. Some of the development issues to be considered are: 1. Buildings should be oriented towards the street frontages with parking behind to maintain continuity with the urban "mainstreet" character and pedestrian scale. Pedestrian links, courtyards and plazas should be incorporated to encourage pedestrian activity and connect the parking areas with the Azusa Avenue corridor. The rear of the buildings, although secondary in nature, should not appear as simply the rear of a building. Architectural enhancement should be provided since significant pedestrian activity will be anticipated in these parking areas. 2. Common parking areas should be created through reciprocal easement agreements negotiated with affected property owners such as the Bank of America. 3. The architecture should be of high quality and be compatible with the west side of Azusa Avenue. 4. Elements which establish the project as the City's center should be incorporated such as decorative 0 0 walkways or sidewalks, clocktowers or fountains, period lighting, pedestrian plazas, etc. 5. Any public parking to be displaced must be replaced to serve existing businesses on the west side of Azusa Avenue. Developer and Agency's downtown architect shall cooperate closely to design project to fulfill urban design objectives while recognizing market realities of development. B. [5202] Scope and Schedule of Development Developer shall confer with Agency staff and consultants then prepare and submit to Agency: 1. A Site Plan and Elevation which describes the proposed building layout, square footage, and parking plan. 2. A schedule of the estimated development costs and an estimate of project income adequate to enable the Agency to determine the warranted amount of public assistance; 3. Evidence of the ability to finance the project; and 4. Such other information as Agency reasonably determines necessary to conduct meaningful negotiations. Upon preparation of the Site Plan and related documents and establishment of the Project's economic feasibility, the Agency and Developer shall negotiate a Disposition and Development Agreement. Developer understands that the Agency does not presently have financial resources which would enable it to assemble the subject properties and that creative forms of financing are required. Developer agrees to consider alternate forms of financial assistance, including developer advances, sales tax loans, etc. Nothing herein binds either party herein to proceed with project until a DDA is negotiated and approved by both parties. Once a DDA is negotiated and approved parties, Agency will commence its procedures by notifying all of the tenants. A public hearing will be conclusion of the owner participation the DDA and any competing.proposals participants. 4 in concept by both owner participation affected owners and scheduled at the process to consider from eligible owner J 0 0 C. [5203] Developer's Findings, Determinations. Studies and Reports The Developer agrees to make periodic written reports advising the Agency on all matters and all studies being made. The Developer further agrees to supplement such written reports with oral progress reports as requested from time -to -time by the Agency. In the event negotiations do not result in a disposition and development agreement, the Developer shall submit to the Agency all findings and determinations regarding the proposed development, and copies of all studies and reports made specifically for this proposed development. III. [5300] PURCHASE PRICE AND/OR OTHER CONSIDERATION The purchase price and/or other consideration to be paid by the Developer for Property pursuant to a disposition and development agreement shall be established by the Agency after negotiations with the Developer. The purchase price and/or other consideration will be based upon such factors as market conditions, density of development, cost of development, risks incurred, estimated or actual profit, estimated or actual sales and/or rental prices of the facility to be developed, public purpose, and other matters relevant to establishing the fair value for the use to be developed. IV. [5400] FINANCIAL CAPACITY OF THE DEVELOPER A. [5401] Financial Statement At Agency's request, Developer shall provide Agency with its last financial statement. Developer shall update such statement as new information becomes available during the course of the negotiations. B. [5502] Full Disclosure and Approval The Developer shall make full disclosure to the Agency of all principals, officers, stockholders, partners, joint venturers, employees and other associates of the Developer, who are participants or principals in this project. V. [5500] JOINT RESPONSIBILITIES A. [5501] California Environmental Quality Act The California Environmental Quality Act is applicable to the proposed development. Pursuant to the Act, an Environmental Impact Report was certified for the "CBD -1" Site project. The Developer agrees to supply information 5 0 0 and otherwise assist the Agency as requested to determine any additional environmental impacts of the proposed development. The Developer shall bear the expense of any subsequent environmental impact reports necessitated by the proposed project exceeding the scope of the Environmental Impact Report in effect. B. [S502] Assistance and Cooneration The parties shall cooperate fully in providing one another with appropriate information and assistance. C. [S503] Public Hearing If the negotiations hereunder culminate in a disposition and development agreement, such agreement becomes effective only if and when such agreement has been considered and approved by the Agency and the City Council after public hearings in accordance with applicable law. VI. [S600] REAL ESTATE COMMISSION The Agency shall not be liable for any real estate commission or brokerage fees which may arise herefrom. The Agency represents that it has engaged no broker, agent or finder in connection with this transaction, and the Developer agrees to hold the Agency harmless from any claim by any broker, agent or finder retained by the Developer. VII. [S700] ASSIGNMENT This Agreement shall not be assigned by the Developer without the prior written consent of the Agency. VIII.[S800] PRIOR AGREEMENTS This Agreement supersedes all prior agreements with the Developer. IN WITNESS WHEREOF the Agency and Developer have each signed this Agreement as of the date first set forth above. REDEVELOPMENT AGENCY OF THE CITY OF AZUSA Dated 1989 By Eugene F. Moses, Chairman 9 J 0 APPROVED AS TO FORM Peter M. Thorson, Agency Counsel 0 ATTEST: SECRETARY DeRosa Properties a California Partnership Dated , 1989 By James DeRosa Authorized Agent J ALAMEDA AVE. 9 Ow w AZUSA AVE. GO (n z 0 J 3 A VG rgV1 `d ,. fr]•"I !.'.;..•.,..� ^l-W,�eygt{.VT. ..i+'.'.i..a..yF..y,.,+.L1.rsP.wi...roST•wY1•P..;.rrF �. •ifi.'/i'yYKk aa4.bc-:w.a•JNm.ryw..w-a.w:o-u. :..�. .. ar..^..^.:•I+Y.s-.^::�+n+.;�.):':1F1^�::'YI'. %•'.i�"M.y.`d.. .. ... ■■I■�I■t■ISH■�JIii1i�J1�� , � �/ /�� ��1e01�■NIln��li'''/i ;t i �/ rs'vii�a��i�iii!! • n» r11■��Ifil�■�1i11f��1■G■■■■ �.i ------ . ■ilk ■■■■■■■■■iiGiii■■■■■r ::� .. `, ■ ■ I ME _■■_■F■ ■I I %II! 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