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HomeMy WebLinkAboutOrdinance No. 14-O6- This page is part of your document - DO NOT DISCARD 20150075089 VIII VIII VIII VIII VIII VIII VIII VIII VIII II II VIII IIII III Recorded/Filed in Official Records Recorder's Office, Los Angeles County, California 01/22/15 AT 09:50AM A P0007: FEES: 0,00 TAXES: 0.00 OTHER: 0.00 PAID: 0,00 IN 11 111111111111111111111111111 1111111 11111111111111111111111111111111111111 LEADSHEET III I 111111111111111111111111111111111111111111111111201501222950011 00010073050 006601586 SEQ: 01 DAR Mail i(Hard nCopy) THIS FORM IS NOT TO BE DUPLICATED imii� RECORDING REQUESTED BY ¢i1221Z0i5 WHEN RECORDED MAIL TO Jeffrey Lawrence Cornejo, Jr. City Clerk .20150075089" City of Azusa 213 E. Foothill Blvd. Azusa, CA 91702 SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE TITLES) ORDINANCE NO. 14-06, Approving and Authorizing Execution of an Amendment to the Development Agreement by and Between the City of Azusa and Rosedale Land Partners II, LLC. SECOND AMENDMENT to the Development Agreement between the City of Azusa and Rosedale Land Partners II, LLC. ORDINANCE NO. 14-06 AN 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 ("Development Agreement"); 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 within nine months of the Effective Date of the First Amendment to the Development Agreement — February 27, 2015; 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 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 1 City and the public interest to do so; and y 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 seg. and Section Division 14 of the City of Azusa Municipal Code; and WHEREAS, on November 19, 2014, the City Planning Commission held a duly noticed public hearing on the proposed amendment to the Development Agreement, and by Resolution No. 2014-22 recommended to the City Council approval of the proposed amendment; and WHEREAS, on December 15, 2014, the City Council of the City of Azusa conducted a public hearing pursuant to Government Code Section 65867, notice of which was provided in accordance with Government Code Section 65090 and 65091, at which hearing all persons wishing to testify in connection with the proposed amendment to the Development Agreement were heard and at which the amendment to the Development Agreement was comprehensively reviewed; and WHEREAS, the City Council of the City of Azusa 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. 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 Second Amendment to the Development Agreement attached here to as Exhibit "A" ("Second Amendment") is consistent with the General Plan of the City of Azusa ("General Plan") and the Rosedale Specific Plan and systematically implements the goals and objectives of the General Plan and Rosedale Specific Plan. A. The Second Amendment is consistent with the objectives, policies, general land uses and programs specified in the General Plan and the Rosedale Specific Plan. B. The Second 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 Second Amendment will not adversely affect the orderly development of property or the preservation of property values. D. The Second Amendment is consistent with the provisions of Government Code sections 65864 through 65869.5 and Division 14 of the Azusa Municipal Code. I 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 Ordinance and approval of the Second Amendment will not have a significant adverse effect on the environment. Thus, the adoption of this Ordinance and approval of the Second 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 Ordinance. SECTION 3. The Council hereby approves the Second 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 Second Amendment. SECTION 4. The City Manager is hereby authorized to execute the Second 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 Second Amendment. SECTION 5. The City Clerk is directed to record the Second Amendment with the Los Angeles County Recorder, no later than 10 days after the Second Amendment is fully executed. SECTION 6. This Ordinance shall be in full force and effect thirty (30) days after its passage. SECTION 7. A summary of this Ordinance shall be published in the manner required by law. PASSED, APPROVED and ADOPTED this 5t" day of January, 2015. e ]osep Romero Rocha Mayor ATTEST: J ff ei ce Cornejo r. City Clerk 5' STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF AZUSA ) I HEREBY CERTIFY that the foregoing Ordinance No. 14-06, was duly introduced and placed upon its first reading at a special meeting of the Azusa City Council on 15`x' day of December, 2014 and that thereafter, said Ordinance was duly adopted and passed at a regular meeting of the Azusa City Council on the 5th day of January, 2015 by the following vote to wit: AYES: COUNCILMEMBERS: GONZALES, CARRILLO, MACIAS, ALVAREZ, ROCHA NOES: COUNCILMEMBERS: NONE ABSENT: COUNCILMEMBERS: NONE of y r Iice Colrne , Jr.. City Clerk APPROVED AS TO FORM: Marc A. Martine Best est & KriegLLP City Attorney EXHIBIT "A" SECOND 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) SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT THIS SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT (the "Second Amendment") is dated as of January 5, 2015, 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 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 4563 5.01000\8357311.2 F. The First Amendment to Development Agreement was approved and entered into by the City and Owner on April 7, 2014 and is set to expire on February 27, 2015. 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 nine (9) 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 November 19, 2014, the City Planning Commission held a duly noticed public hearing on this Second Amendment and by Resolution No. 2014-22 recommended to the City Council approval of this Amendment. K. On December 15, 2014, the City Council held a duly noticed public hearing on this Second Amendment. On January 5, 2015, the City Council adopted Ordinance No. 14-06, approving this Second Amendment and affirming the findings required under Government Code Section 65867.5 for approval of this Second 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 Second Amendment shall become effective on the date on which all of the following are true: (i) this Second Amendment has been executed by Owner's duly authorized officers and officials and delivered to the City; (ii) this Second Amendment has been approved by ordinance of the City Council of the City of Azusa and such ordinance has become effective; and (iii) this Second 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 Second Amendment in the Official Records of Los Angeles County, California at any time following the effective date of this Second 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: 45635 01000\8357311.2 "3.5. Term. The term ("Term") of this Agreement shall commence on the Effective Date and shall continue until November 27, 2015, unless terminated sooner pursuant to a specific provision of this Agreement. The Term of this Agreement shall be extended for one (1) additional five (5) year period following the expiration of the initial fen (10) yea -F period provided above 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 initial inn (10) „oar period that the Owner desires to extend this Agreement for the additional five (5) -year period; 4. This Second 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 Second Amendment, the City Clerk shall record this Second 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 Second Amendment and the Development Agreement, the terms and conditions of this Second Amendment shall control. [Signatures on following pages] 45635.01 000\83 57311.2 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment as of the date and year first written above. CITY OWNER City of Azusa z By:cC City Manager Date- t f c_1A-5_ ATTEST: ,J6fffe�y Wrbnce CorrAej City Clerk APPROVED AS TO FORM By: Bes Best & Kri6ge€- LLF City Attorney Date - 45635.01 000\8357311.2 ate: 45635.01000\8357311.2 ROSEDALE LAND PARTNERS II, LLC a Delaware limited liability company By: CDG ROSEDALE INVESTMENT, LLC, a Delaware limited liability company its Administrative Member am Its: Date - CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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 q C. 2� v On, - x..h u� a I t _before me, i- - i t Date Here Insert Name and Title of the Officer personally appeared _b? nCJ a - pe n YVLCi-)-) Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(4 whose nameX is/arR subscribed to the within instrument and acknowledged to me that he/ehe4l+iey executed the same in his/herfteir authorized capacity(ies), and that by his/he4their signature(;4 on the instrument the person(A, or the entity upon behalf of which the person) acted, executed the instrument. J. V. HERNANDEZ Commission # 1998874 4 • -+ti nl;i Notary Public - Ca ifornia z Los Angeles County r My Comm. Expires Nov 22, 2016 Place Notary Seal Above 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 - Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Number of Pages: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 02014 National Notary Association • www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment as of the date and year first written above. CITY City of Azusa By: City Manager Date: ATTEST: By: Jeffrey Lawrence Cornejo, Jr. City Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP City Attorney 1 Date: 45635.01000\83573]1.2 OWNER ROSEDALE LAND PARTNERS II, LLC a Delaware limited liability company By: CDG ROSEDALE INVESTMENT, LLC, a Delaware limited liability company its Administrative Member By. Its: Cep Date: (/-7 /(-f- 45635.0 1000\83573 (-f- CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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 —C A) 6 = _ On .1 d before me, 41±t6o Date Here Insert Name and Title of the Officer personally appeared . Dej / nirJf]"d Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(&) whose name(sj is/an-- subscribed to the within instrument and acknowledged to me that he/she/4-hay executed the same in his/herAheir authorized capacity(ies); and that by his/he4their signaturo(s) on the instrument the person( or the entity upon behalf of which the personjo acted, executed the instrument. PATRICIA ALEXIS HANSON Commission # 2063319 :( t� Notary Public - California D a ' Orange County My Comm. Expires May 2. 2018 Place Notary Seal Above 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 _ ��-LF• G� Cr.zw2� Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: -_ Corporate Officer — Title(s): Partner — - Limited General -- Individual Attorney in Fact - Trustee C Guardian or Conservator Other: _- Signer Is Representing: Signer's Name: Corporate Officer — Title(s): _... - Partner — Limited - General -- Individual Attorney in Fact Trustee - Guardian or Conservator Other: Signer Is Representing: ©2014 National Notary Association • www.NationalNotar.y.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907