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HomeMy WebLinkAboutResolution No. 7700 0 RESOLUTION NO. 771) A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA APPROVING OPERATING MEMORANDUM NO. 4 TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE AGENCY AND DEROSA CENTENNIAL ASSOCIATES. WHEREAS, the Disposition and Development Agreement (DDA), dated February 6, 1989, by and between the Redevelopment Agency of the City of Azusa (Agency) and DeRosa Centennial Associates (Developer) incorporated a Schedule of Performance; and WHEREAS, the Schedule of Performance must be revised to reflect the necessary actions remaining to be performed and their sequence. NOW, THEREFORE, the Redevelopment Agency of the City of Azusa does hereby resolve as follows: SECTION 1: The Board of Directors of the Redevelopment Agency of the City of Azusa hereby approves Operating Memorandum No. 4 to the DDA by and between the Agency and DeRosa Centennial Associates and authorizes the Agency Chairman to execute said Operating Memorandum No. 4 on behalf of the Agency in substantially the same form as attached hereto as "Exhibit A." SECTION 2: The Agency Secretary shall certify the adoption of this Resolution. PASSED, APPROVED AND ADOPTED THIS 21st DAY OF January 1991. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Board of Directors of the Redevelopment Agency of the City of Azusa, at a regular meeting thereof, held on the 21st day of January 1 1991 by the following vote of the Directors: AYES: DIRECTORS: DANGLEIS, STIIdRICH, ALEXANDER, MOSES NOES: DIRECTORS: NONE ABSENT: DIRECTORS: NARANJO Secretary 0 0 NDMENT TO ESCROW NO. 25773 AT COUNTRY OARS ESCROW The escrow instructions to the above referenced escrow are hereby amended as follows on this 21st day of January, 1991: 1) The Buyer advises Escrow Holder that the Buyer has accepted the condition of title, the legal description and the final updated A.L.T.A. survey, and the Escrow Holder is no longer to be concerned with the contingency listed under Section 2 (i) in the Original Escrow Instructions. 2) The Buyer advises Escrow Holder that the Buyer has performed, or had the opportunity to perform, soils, geologic or other tests, including tests for hazardous wastes, and releases the contingency listed under Section 2 (ii) in the Original Escrow Instructions, except as noted in Attachment 1 to the Original Escrow Instructions. 3) The Seller advises Escrow Holder that the Seller has accepted the Buyer's financing in accordance with the terms of Section 2.8, Subsection B of the DDA by and between the Buyer and Seller, and the Escrow Holder is no longer to be concerned with the contingency listed in Section 2 (iii) of the Original Escrow Instructions. 4) Section 7 (iv) of the Original Escrow Instructions regarding Escrow Holder complying with IRC Section 1445 ("FIRPTA") is hereby removed. The Buyer and Seller have had sufficient time to consult with their own legal counsel with regard to said Section 1445, and have determined that there are no duties for Escrow Holder to perform in connection with same, therefore, Escrow Holder is authorized and instructed not to be further concerned with same. 5) The Seller advises Escrow Holder that property taxes on the property in this escrow were paid through December 31, 1990. But since escrow did not close prior to December 31, 1990, Escrow Holder is authorized to pro -rate taxes on a daily basis until escrow closing, as noted in Section 6 (iii) of the Original Escrow Instructions, and to deduct the cost for same from the Seller's proceeds. 6) The Seller has submitted to Escrow Holder executed easement deeds to grant easements for gas, water and sewer service. The Seller and Buyer hereby authorize and instruct the Escrow Holder to cause said easement deeds to be recorded concurrently with, but prior to, the Grant Deed in this transaction. Escrow Holder is to charge the Seller for the recording costs in connection with same. REDEVELOPMENT AGENCY OF THE CITY OF AZUSA George Caswell, Executive Director Attest: Adolph A. Solis, Secretary DEROSA CETENNIAL ASSOCIATES, A CALIFORNIA GENERAL PARTNERSHIP By: David Frank, Managing General Partner RECORDED AT REQUESAF • AND WHEN RECORDED RETURN TO: Executive Director Redevelopment Agency of the City of Azusa 213 E. Foothill Blvd. Azusa, CA 91702 OPERATING MEMORANDUM NO. 4 TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF AZUSA REDEVELOPMENT AGENCY AND DEROSA CENTENNIAL ASSOCIATES In accordance with Section 7.7 C. of the Disposition and Development Agreement (hereinafter "DDA") by and between the City of Azusa Redevelopment Agency (hereinafter "Agency") and DeRosa Centennial Associates (hereinafter "Developer"), dated February 6, 1989 and recorded as Instrument No. 89-518299 on April 4, 1989, the Agency and Developer hereby enter into this Operating Memorandum No. 4 to amend the above referenced DDA: WHEREAS, the Agency and Developer have entered escrow for the purpose of conveying the Site referenced in the DDA and legally described in Attachment A hereto; and WHEREAS, it is necessary to amend the DDA to resolve certain issues with respect to the Schedule of Performance; and WHEREAS, both the Agency and Developer desire to resolve and or clarify said issues prior to closing escrow on the Site and commencing construction NOW, THEREFORE, THE DISPOSITION AND DEVELOPMENT AGREEMENT IS HEREBY MODIFIED AS FOLLOWS: SECTION 1. The Schedule of Performance (Exhibit No. 3 to the DDA) is hereby amended as illustrated in Attachment B. Attachment B identifies the major Schedule of Performance actions still required by both parties to the DDA. SECTION 2. Sections 2.8B and A.7 of Exhibit No. 3 (Schedule of Performance) of the DDA require the Developer to submit proof of land acquisition financing. Agency has received evidence of Developer's ability to fund the land purchase. SECTION 3. Sections 2.8B and A.7 of Exhibit No. 3 (Schedule of Performance) of the DDA require the Developer to submit proof of construction financing so that construction can commence within sixty days after conveyance of the Site. Developer has submitted preliminary commitment letters from two lending sources and has received loan committee approval from one lending source. Construction financing is principally contingent upon Developer's securing leasing commitments for specified percentages of the EXHIBIT A Operating Memorand*No. 4 • to the DDA By and Between the City of Azusa Redevelopment Agency and DeRosa Centennial Associates Page 2 retail space. Developer is currently negotiating with certain tenants that will satisfy the lender's preleasing threshold for funding. Developer intends to diligently pursue preleasing commitments so as to obtain construction financing as soon as possible. SECTION 4. Agency hereby waives the requirement of the DDA to provide firm evidence of construction financing and authorizes the Executive Director to release said contingency from the escrow instructions. SECTION 5. Developer remains obligated to initiate construction in accordance with the Schedule of Performance, as revised, and as may be amended by the Agency from time to time. Agency reserves all remedies provided in the DDA to enforce timely performance by Developer. SECTION 6. In accordance with Section 3.16A of the DDA, Developer shall not encumber or pledge the Site as collateral for any other purpose than carrying out the obligations of the DDA. SECTION 7. Section 6.8 A.1 of the DDA is revised to state as follows: 1. Fail to start construction of the improvements required by this Agreement in accordance with the Schedule of Performance, as may be revised and approved from time to time by the Agency and Developer. SECTION 8. All other terms and conditions of the DDA and any prior Operating Memoranda shall remain unchanged unless amended at a later date by both parties. SECTION 9. This Operating Memorandum and the obligations of the parties herein contemplated shall run with the land and shall be recorded with the County Recorder's Office. Approved by the City of Azusa Redevelopment Agency on the 21st day of January, 1991. CITY OF AZUSA REDEVELOPMENT AGENCY By: Chairman DEROSA CENTENNIAL ASSOCIATES By: James A. DeRosa By: EXHIBIT A Agency Secretary 0 0 ATTACHMENT A LEGAL DESCRIPTION OF THE BITE THE LAND REFERRED TO IS SITUATED IN THE STATE OF COUNTY OF LOS ANGELES, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: ALL LOTS IN BLOCK 28 OF AZUSA, RECORDED IN BOOK 15 PAGES 93 RECORDS, IN THE OFFICE OF THE PARCEL 2: CALIFORNIA, IN THE CITY OF AZUSA, AS PER MAP TO 96 INCLUSIVE OF MISCELLANEOUS COUNTY RECORDER OF SAID COUNTY. ALL THOSE PORTIONS OF THE 20 -FOOT ALLEY BOUNDED BY SANTA FE AVENUE, 60 FEET WIDE, ON THE NORTH; LOT 7 AND LOTS 26 THROUGH 38 INCLUSIVE ON THE EAST; LOT 8 AND LOTS 15 THROUGH 25 INCLUSIVE ON THE WEST; AND FOOTHILL BOULEVARD, 100 FEET WIDE, ON THE SOUTH; ALL WITHIN BLOCK 28, IN THE CITY OF AZUSA, AS PER MAP RECORDED IN BOOK 15 PAGES 93 TO 96 INCLUSIVE OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 3: THAT PORTION OF SANTA FE AVENUE, 60 FEET WIDE, SHOWN ON THE MAP OF AZUSA, IN THE CITY OF AZUSA, RECORDED IN BOOK 15 PAGES 93 TO 96 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AS A PORTION OF THE LOS ANGELES AND SAN BERNARDINO RAILROAD RIGHT-OF-WAY, BOUNDED AS FOLLOWS: NORTHWESTERLY AT A LINE PARALLEL WITH AND DISTANT NORTHWESTERLY 60 FEET, MEASURED AT RIGHT ANGLES TO THE NORTHWESTERLY LINES, AND THEIR PROLONGATIONS, OF LOTS 25 AND 26 IN BLOCK 28 OF SAID MAP OF AZUSA; SOUTHEASTERLY BY NORTHWESTERLY LINES, AND THEIR PROLONGATIONS, OF SAID LOTS 25 AND 26; WESTERLY BY THE NORTHERLY PROLONGATION OF THE WESTERLY LINE OF LOT 24 OF SAID BLOCK 28; EASTERLY BY THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF SAID LOT 26. Page 1 of 1 E ATTACHMENT B SCHEDULE OF PERFORMANCE Dated: January 21, 1991 1. Final Construction Drawings. Developer shall submit final con- struction drawings and landscape plans, permit applications and fees, and such other construction documents as may reasonably be required by the Agency or City. Approval of Final Construction Drawings. The City and Agency shall review and approve, condi- tionally approve, or disapprove final construction plans. Conveyance of Title or Possessory Interest. Agency shall deliver possession and/or title to Devel- oper in the condition required by Section 2.7 of the Agreement. F_ 1 By January 31, 1991 By January 31, 1991 By January 31, 1991 4. Evidence of Construction Financing. By April 15, 1991 Developer shall submit firm evi- dence of construction financing sufficient to complete all improve- ments on the Site. Issuance of Building Permits. By May 1, 1991 Subject to fulfillment of all City and Agency requirements for issu- ance of a Building Permit, Devel- oper shall pay fees and pull building permit to commence con- struction. 6. Commence Construction. Developer By May 31, 1991 shall commence, and diligently prosecute construction of the project and all public improvements required by the City or Agency. Page 1 of 2 • ATTACHMENT B • SCHEDULE OF PERFORMANCE 7. Complete Construction. Developer By May 31, 1992 shall complete all construction of the on and off-site buildings and improvements and shall apply to the City for a Certificate of Occupancy and to the Agency for a Certificate of Completion. 8. City and Agency Review. The City Within thirty (30) and Agency shall review the days of receipt of appropriate certificates and the complete application Developer's compliance with the Agreement and - reject the application with comments - approve the Certificate of Occupancy - approve, execute, and record the Certificates of Comple- tion RRS/cbf d:opmemo4 Page 2 of 2