HomeMy WebLinkAboutD-3 - Fourth Amendment to Rosedale DA Staff ReportAPPROVED
COUNCIL MEETING
Date,
SCHEDULED ITEM
D-3
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: TROY L. BUTZLAFF, ICMA-CM, CITY MANAGER
FROM: KURT E. CHRISTIANSEN, FAICP
ECONOMIC AND COMMUNITY DEVELOPMENT DIRECTOR
DATE: JULY 18, 2016
SUBJECT: AN URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, APPROVING AND AUTHORIZING EXECUTION OF A FOURTH
AMENDMENT TO THE DEVELOPMENT AGREEMENT BY AND BETWEEN THE
CITY OF AZUSA AND ROSEDALE LAND PARTNERS II
SUMMARY:
Rosedale Land Partners II has requested a Fourth Amendment to the Monrovia Nursery Development
Agreement. The City and developer have been holding meetings regarding the granting of five (5) year
development agreement extension. Due to existing legal action being taken against the developer and
the City, Staff has been unable to complete the final negotiations with the developer. This action
approves an urgency ordinance authorizing the execution of a Fourth Amendment to the Monrovia
Nursery Development Agreement granting a twelve (12) month extension.
RECOMMENDATION:
Staff recommends that the City Council approve the following action:
1. Waive further reading, read by title only and adopt the Urgency Ordinance No. 2016-05 granting
a twelve (12) month extension of the Monrovia Nursery Development Agreement: AN
URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, APPROVING AND AUTHORIZING EXECUTION OF AN AMENDMENT
TO THE DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF AZUSA AND
ROSEDALE LAND PARTNERS II.
DISCUSSION:
The Rosedale project was originally approved by the City Council on February 3, 2003, and approved
later by Azusa voters on May 4, 2004. A Development Agreement dated May 27, 2004, was approved
as part of the entitlements granted to Monrovia Nursery, which is an important part of the Rosedale
project in that it binds both the Developer and the City to certain commitments that are important to the
Amendment to Rosedale Development Agreement
July 18, 2016
Page 2
project. The City Council adopted the First Amendment to the Development Agreement on April 27,
2014, which granted a nine (9) month extension. The City Council adopted the Second Amendment to
the Development Agreement on January 5, 2015. The City Council adopted the Third Amendment to
the Development Agreement on November 2, 2015.
A fourth development agreement amendment is proposed to extend the current Monrovia Nursery
Development Agreement between the City and Rosedale Land Partners II (Developer) by an additional
twelve (12) months. Staff has been negotiating changes to the Development Agreement, but due to the
existence of litigation brought against the developer and the City by the Azusa Unified School District
an extension of time is needed. The proposed extension does not amend any of the prior obligations of
the parties and merely extends the term by an additional twelve (12) months.
The proposed action would not modify the physical attributes or characteristics of the project as
previously analyzed in an Environmental Impact Report (EIR) certified by the City Council on February
4, 2003, and approved by the City (SCH 2002071046). Insofar as no changes are being made to the
previously approved project that would result in a new or substantially greater significant impact as
compared to those identified in the aforementioned EIR, no subsequent CEQA review is required, as per
State CEQA Guidelines section 15162.
FISCAL IMPACT:
The Development Agreement would no longer be enforceable and public improvements required by the
agreement might not be completed.
Prepared by:
Kurt E. Christiansen, FAICP
Economic and Community Development Director
Reviewed and Approved:
Troy L. Butzlaff, ICMA-CM
City Manager
Attachments
1) Urgency Ordinance No. 2016-05
2) Fourth Amendment to the Development Agreement
Reviewed and Approved
Louie F. Lacasella
Management Analyst
A This page is part of your document - DO NOT DISCARD -
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RECORDING REQUESTED BY
I
WHEN RECORDED MAIL TO
Jeffrey Lawrence Cornejo, Jr.
City Clerk
City of Azusa
213 E. Foothill Blvd.
Azusa, CA 91702
ITX1111:
:"q
ate! 5 4 i" 1, 7 7 i�' i I
SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE
TITLE
URGENCY ORDINANCE NO. 2016-05
URGENCY ORDINANCE NO. 2016-05
AN URGENCY ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF AZUSA, CALIFORNIA, APPROVING AND AUTHORIZING
EXECUTION OF AN AMENDMENT TO THE DEVELOPMENT
AGREEMENT BY AND BETWEEN THE CITY OF AZUSA AND
ROSEDALE LAND PARTNERS II
WHEREAS, the City of Azusa ("City") and Monrovia Nursery Company entered into
that certain Development Agreement dated as of May 27, 2004 ("Development Agreement");
and
WHEREAS, the City of Azusa ("City") and Rosedale Land Partners II, LLC entered into
the First Amendment to the Development Agreement dated as of April 7, 2014, a Second
Amendment to extend the term to November 27, 2015, and a Third Amendment to extend the
term to August 27, 2016; and
WHEREAS, the Development Agreement provides for the development of a master
planned community project consisting of 1,250 residential units, commercial space and various
public and infrastructure improvements; and
WHEREAS, on August 27, 2004, Monrovia Nursery Company assigned all of its rights,
obligations, title and interest under the Development Agreement to Azusa Land Partners, LLC, a
Delaware limited liability company, in accordance with Section 3.6 of the Development
Agreement; and
WHEREAS, Azusa Land Partners, LLC surrendered all of its rights, obligations, title
and interest under the Development Agreement due to foreclosure; and
WHEREAS, on October 10, 2010, Rosedale Land Partners II, LLC, a Delaware limited
liability company, obtained all rights, obligations, title and interest of the Development
Agreement by acquiring the subject property pursuant to a Trustee's Deed dated October 1,
2010, pursuant to Section 3.6 of the Development Agreement; and
WHEREAS, the Development Agreement is set to expire on or before August 27, 2016;
and
WHEREAS, Owner has requested that the term of the Development Agreement be
extended; and
WHEREAS, City and Owner are currently negotiating a long-term extension of the
Development Agreement as well as substantive amendments to adjust the rights and
responsibilities of the City and Owner; and
WHEREAS, the Development Agreement is also the subject of a lawsuit filed by the
Azusa Unified School District relating to the construction of a K-8 school referenced in
documents relating to the Development Agreement; and
WHEREAS, the City desires to amend the Development Agreement to extend the term
by nine (9) months in order to allow sufficient time to conclude negotiations and bring those
negotiated amendments to the City Council for approval, as it will be in the best interest of the
City and the public interest to do so; and
WHEREAS, both Owner and City wish to extend the terms of the Development
Agreement for an additional twelve (12) months to provide the additional time necessary to
negotiate changes to the Development Agreement, resolve the pending lawsuit filed by the Azusa
Unified School District (AUSD) over the references to a K-8 school and to complete the project;
and
WHEREAS, in order to ensure the development of the Rosedale Specific Plan takes
place and the Development Agreement is implemented, this Urgency Ordinance is adopted to
extend the Development Agreement immediately so that it does not expire and the City can
continue to work with the Owner and AUSD in the implementation of this Development
Agreement; and
WHEREAS, the extension of the Development Agreement is for the immediate
preservation of the public peace, health, and safety because the Rosedale Specific Plan and
Development Agreement are considered critical projects for the City and a lapse in the
Development Agreement would have significant detrimental impacts which cannot be easily
remedied by other methods; and
WHEREAS, this Urgency Ordinance is adopted pursuant to California Government
Code Section 36937 and shall take effect immediately upon adoption by a four-fifths vote of the
City Council; and
WHEREAS, the amendment to the Development Agreement is consistent with the City
of Azusa General Plan and the Rosedale Specific Plan and contains all necessary elements
required by Government Code section 65864 et seq. and Section Division 14 of the City of
Azusa Municipal Code as no substantive changes are proposed by the amendment; and
WHEREAS, the City Council of the Cify of Azusa has reviewed and studied the
amendment to the Development Agreement and found it to comply with the California
Environmental Quality Act ("CEQA") as more fully described below.
THE CITY COUNCIL OF THE CITY OF AZUSA DOES HEREBY ORDAIN AS
FOLLOWS:
SECTION 1. The City Council hereby adopts the recitals in this Urgency Ordinance as
Urgency Findings for its adoption. Based on the entire record before the City Council of the City
of Azusa ("Council") and all written and oral evidence presented to the Council, the Council
finds the Fourth Amendment to the Development Agreement attached here to as Exhibit "A"
("Fourth Amendment") is consistent with the General Plan of the City of Azusa ("General PIan")
and the Rosedale Specific Plan and systematically implements the goals and objectives of the
General Plan and Rosedale Specific Plan.
A. The Fourth Amendment is consistent with the objectives, policies, general
land uses and programs specified in the General Plan and the Rosedale Specific Plan.
B. The Fourth Amendment will not be detrimental to the health safety and
general welfare of persons residing in the immediate area nor be detrimental or injurious to the
general welfare of the residents of the City as a whole.
C. The Fourth Amendment will not adversely affect the orderly development
of property or the preservation of property values.
D. The Fourth Amendment is consistent with the provisions of Government
Code sections 65864 through 65869.5 and Division 14 of the Azusa Municipal Code.
SECTION 2. Based on the entire record before the Council and all written and oral
evidence presented to the Council, the Council hereby finds and determines, that it can be seen
with certainty that adoption of this Urgency Ordinance and approval of the Fourth Amendment
will not have a significant adverse effect on the environment. Thus, the adoption of this Urgency
Ordinance and approval of the Fourth Amendment is exempt from the requirements of the
California Environmental Quality Act ("CEQA") pursuant to Sections 15061(b)(3) of the CEQA
Guidelines. Staff is directed to file a Notice of Exemption with the Los Angeles County
Recorder's Office within five (5) working days of adoption of this Urgency Ordinance.
SECTION 3. The Council hereby approves the Fourth Amendment in substantially the
form presented to the Council, together with such additions favoring the City and non -
substantive revisions as may be approved by both the City Manager and the City Attorney during
execution of the Fourth Amendment.
SECTION 4. The City Manager is hereby authorized to execute the Fourth Amendment
on behalf of the City and City staff is authorized to take any action and execute any and all
necessary documents to implement the Fourth Amendment.
SECTION 5. The City Clerk is directed to record the Fourth Amendment with the Los
Angeles County Recorder, no later than 10 days after the Fourth Amendment is fully executed.
law.
SECTION 6. This Ordinance shall be in full force immediately upon its passage.
SECTION 7. A summary of this Ordinance shall be published in the manner required by
PASSED, APPROVED and ADOPTED this 18`h day of July, 2015.
Ae
Jo ph Romero Rocha
Mayor
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF AZUSA )
I HEREBY CERTIFY that the foregoing Urgency Ordinance No. 2016-05, was duly
introduced and adopted at a regular meeting of the Azusa City Council on the 18'h day of July,
2016, by the following vote of the Council:
AYES: COUNCILMEMBERS: CARRILLO, GONZALES, MACIAS, ALVAREZ, ROCHA
NOES: COUNCILMEMBERS: NONE
ABSENT: COUNCILMEMBERS: NONE
r--7F
Jar'aw e Cornej o, Jr.,
er1
City Clerk
APPROVED AS TO FORM:
Marco ardnez, Best Best & eger, LLP
City Attrney
EXHIBIT "A"
FOURTH AMENDMENT TO THE DEVELOPMENT AGREEMENT
[Attached behind this page]
EXHIBIT "A"
FOURTH AMENDMENT TO THE DEVELOPMENT AGREEMENT
[Attached behind this page]
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO:
City of Azusa
213 East Foothill Boulevard
Azusa, California 91702
Attention: City Manager
Exempt from filing fees — Gov't Code §6103
(Space above for Recorder's use only)
FOURTH AMENDMENT TO THE DEVELOPMENT AGREEMENT
THIS FOURTH AMENDMENT TO THE DEVELOPMENT AGREEMENT (the "Fourth
Amendment") is dated as of July 18, 2016, and is being entered into by and among the
City of Azusa, a California municipal corporation ("City"), and the City of Azusa Light
and Water Department ("ALW") (jointly referred to as the "City") and Rosedale Land
Partners II, LLC, a Delaware limited liability company ("Owner"), with reference to the
following facts:
A. City and Monrovia Nursery Company, a California corporation, entered
into that certain Development Agreement between City and Owner's predecessor in
interest dated as of May 27, 2004, and recorded on July 29, 2004, in the Official
Records of Los Angeles County as Document No. 04-1952514, ("Development
Agreement"), covering that certain property more particularly described in the
Development Agreement.
B. The Development Agreement provides for the development of a master
planned community project consisting of 1,250 residential units, commercial space and
various public and infrastructure improvements.
C. On August 27, 2004, Monrovia Nursery Company assigned all of its
rights, obligations, title and interest under the Development Agreement to Azusa Land
Partners, LLC, a Delaware limited liability company, in accordance with Section 3.6 of
the Development Agreement; and
D. Azusa Land Partners, LLC surrendered all of its rights, obligations, title
and interest under the Development Agreement due to foreclosure; and
E. On October 10, 2010, Rosedale Land Partners Il, LLC, a Delaware
limited liability company, obtained all rights, obligations, title and interest of the
Development Agreement by acquiring the subject property pursuant to a Trustee's
Deed dated October 1, 2010, pursuant to Section 3.6 of the Development Agreement;
and
45635.01000\8357311.2
F. Pursuant to the "First Amendment to the Development Agreement"
approved by Ordinance No. 14-01, the "Second Amendment to the Development
Agreement" approved by Ordinance No. 14-06, and the "Third Amendment to the
Development Agreement" approved by Urgency Ordinance No. 2015-013, the Term of
the Development Agreement has been extended to August 27, 2016.
G. Owner has requested that the term of the Development Agreement be
extended pursuant to Section 3.5 of the Development Agreement. City and Owner are
currently negotiating a long-term extension of the Development Agreement as well as
substantive amendments to adjust the rights and responsibilities of the parties.
H. The parties desire to amend the Development Agreement to extend the
Term by twelve (12) months in order to allow sufficient time to conclude negotiations
and bring those negotiated amendments to the City Council for approval. Nothing set
forth herein shall amend or affect the additional five year extension of the
Development Agreement pursuant to the last paragraph of Section 3.5.
I. All capitalized but undefined terms used herein shall have the same
meaning as set forth in the Development Agreement.
J. On July 18, 2016, the City Council held a duly noticed meeting on this
Fourth Amendment. On July 18, 2016, the City Council adopted Urgency Ordinance
No. 2016-05, approving this Fourth Amendment and affirming the findings required
under Government Code Section 65867.5 for approval of this Fourth Amendment.
NOW, THEREFORE, in consideration of the mutual terms and conditions
contained herein, the parties agree to amend the Development Agreement as follows:
1. Effective Date. This Fourth Amendment shall become effective on the
date on which all of the following are true: (i) this Fourth Amendment has been
executed by Owner's duly authorized officers and officials and delivered to the City; (ii)
this Fourth Amendment has been approved by urgency ordinance of the City Council
of the City of Azusa and such urgency ordinance has become effective; and (iii) this
Fourth Amendment has been duly executed by the Mayor and delivered to Owner.
Notwithstanding the above, the "Effective Date", for purposes of the Development
Agreement, shall remain as defined in Section 3.1.9 of the Development Agreement.
2. Recordation. The City and Owner hereby consent to the recordation of
this Fourth Amendment in the Official Records of Los Angeles County, California at
any time following the effective date of this Fourth Amendment.
3. Amendment to Section 3.5. The first and second paragraphs of Section
3.5 of the Development Agreement are hereby amended to read as follows:
"3.5. Term. The term ("Term") of this Agreement shall commence on the
Effective Date and shall continue until August 27, 2017, unless terminated sooner
pursuant to a specific provision of this Agreement. The Term of this Agreement shall
45635.01000\8357311.2
be extended for one (1) additional five (5) year period following the expiration of the
Term upon the occurrence of all of the following:
(i) The Owner shall give written notice to the City no later than one hundred
twenty (120) days before the expiration of the Term that the Owner desires to extend
this Agreement for the additional five (5) -year period;..."
4. This Fourth Amendment may be executed in any number of identical
counterparts, each of which shall be deemed to be an original, and all of which
together shall be deemed to be one and the same instrument when each party has
signed one such counterpart.
5. Not later than ten (10) days following the Effective Date of this Fourth
Amendment, the City Clerk shall record this Fourth Amendment with the Los Angeles
County Recorder's Office.
6. Other than as set forth herein, all of the terms and conditions of the
Development Agreement shall remain in full force and effect. To the extent of any
inconsistency between the terms and conditions of this Fourth Amendment and the
Development Agreement, the terms and conditions of this Fourth Amendment shall
control.
[Signatures on following page]
45635.01000\8357311.2
IN WITNESS WHEREOF, the parties hereto have executed this Fourth
Amendment as of the date and year first written above.
CITY
OWNER
City of Azusa ROSEDALE LAND PARTNERS II, LLC
(--*I n a Delaware limited liability company
By: By: CDG ROSEDALE INVESTMENT, LLC,
a Delaware limited liability company its
City Ma ager Administrative Member
Date: Z7 B
Y
ATTEST:
ey &V rencern o, r.
City Clerk
APPROVED AS TO FORM:
By
Best Best & Krieger LLP
City} Attorney
Date:
45635 01000\8357311.2
Its: CA61F RNewc-KU CAVO caQ,
Date: i 1 l .01 1 litv
2016 All Capacity Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
CIVIL CODE, SECTION 1181, 1184 )
On August 2, 2016, before me, Adrian Garcia, CMC, Chief Deputy City Clerk of the
City of Azusa, personally appeared Troy L. Butzlaff, City Manager of the City of Azusa,
who proved to me on the basis of satisfactory evidence to be the person whose name is
subscribed to the within instrument and acknowledged to me that he executed the same
in his authorized capacity, and that by his signature on the instrument the person, or the
entity upon behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Officer
Adrian Garcia, CMC
Chief Deputy City Clerk
City of Azusa
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Orange )
OnJuly 9.2016 before me, Sylvia Sowah Notm Public
(insert name and title of the officer)
personally appeared Daniel O'Bannon
who proved to me on the basis of satisfactory evidence to be the person(O whose name{&) is4r4
subscribed to the within instrument and acknowledged to me that he/s#eAbey executed the same in
his'",,, Nthe* authorized capacity(iee), and that by his'",,,eFt ei signature(o on the instrument the
person(&}, or the entity upon behalf of which the person(e} acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
SYLVIA SOWAH
WITNESS my hand and official seal. Commission # 2122091
Z Notary Public - California z
Z Orange County r
My Comm. Expires Aug3, 2019 .
Signature (Seal)