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01/27/2005 I r10 GRRND TERR tE %Ja'nuary.27, 2005 22795 Barton Road Grand Terrace ' Cilifornia'92313-5295 = ;i Civic Center (909)824-6621 ` Fax(909)783-7629 Fax(969)783-2600, Ma'ryetta Ferri .CITY; OF GRAND, TECE Mayor -- ' Bea Cortes 'Mayor Pro Tim He'r►nan Hilkey CRA/CITY]COUNCIL Lee Ann-Garcia Jim Miller 5 =REGULAR 1VIEETINGS Council Members-' Thoigas J.Schwab t, :2ND AND ;4TH Thursd'a'y;_= 600. p:m City Manager . - n i T ' i Coun"01,Chambers ; Grand Terrace Civic Center `- 22795 Barton Road. _ , CITY OF GRAND TERRACE COUNCIL MEETING AGENDA CITY COUNCIL CHAMBEPS JANUARY 27, 2005 GRAND TERRACE CIVIC CENTER 6:00 PM 22795 Barton Road THE CITY OF GRAND TERRACE COMPLIES WITH THE AMERICANS«'ITH DISABILITIES ACT OF 1990;`IF YOU REQUIRE SPECIAL,ASSISTANCE TO PARTICIPATE-IN THIS MEETING,PLEASE CALL THE CITY'CLERK'S' OFFICE AT(909) 824-6621 AT LEAST 48 HOURS PRIOR TO THE.MEETING. - IF YOU DESIRE TO ADDRESS THE CITY COUNCIL DURING THE MEETING;PLEASE COMPLETE AREQUEST" TO SPEAK FORM AVAILABLE AT-THE ENTRANCE AND PRESENTIT TO THE CITY CLERK. SPEAKERS N'VILL, BE CALLED UPON BY THE:MAYOR AT THE-APPROPRIATE TIME. * Call to Order- 1 * Invocation- * Pledue of Allegiance- Roll Call- STAFF COUNCIL AGENDA ITEMS RECOMMENDATION ACTION CONVENE COMMUNITY REDEVELOPMENT AGENCY 1. Approval of 01-13-2005 Minutes Approve 2. Exclusive ENA 120 Unit Affordable Senior Housing Project Approve 3. Public Hearing - Disposition and Development Agreement with Approve Dennis D.Jacobsen Family Holdings,LLC 4. Closed Session - Conference with Real Property Negotiations (Government Code Section 54956.8) Property: 11891 Preston Street Agency Negotiator:Tom Schwab Negotiating Parties:Robert Perez Under Negotiation:Price and Terms of Payment ADJOURN COMMUNITY REDEVELOPMENT AGENCY CONVENE CITY COUNCIL MEETING I Items to Delete ' 2. SPECIAL PRESENTATIONS A. The Foundation of Grand Terrace B. Proclamation-Congenital Heart Defect Awareness Day C. Proclamation-Wear Red Day for Women COUNCIL AGENDA 01-27-2005 PAGE 2 OF 2 i AGENDA ITEMS STAFF COUNCIL RECOMMENDATIONS ACTION 3. CONSENT CALENDAR The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon by the Council at one time ' without discussion. Any Council',Member,Staff Member,or Citizen may request removal of an item from the Consent Calendar for f I discussion. A. Approve Check Registers Dated January 27,2005 Approve B. Ratify 01-27-2005 CRA Action C. Waive Full Reading of Ordinances on Agenda D. Approval of 01-13-2005 Minutes Approve E. Request for"PC or N"Letter for Type 21 General Liquor Deny License for Grand Tefrace Market at 12490 Michigan Street (northwest corner of Michigan and Van Buren. F. Travel Authorization-Finance Director Authorize G. Updated Agreement bete Teen the California State Approve ' University, San Bernardino Foundation and the City of Grand Ten-ace to Provide locally Originated Cable I Programming on the Education/Govei-nment Channel During Specified Time Periods H. Award Conti-act for the Design of the Bike Lane Project on Award - i Barton Road from Mt.Vernon to Michigan 4. PUBLIC COMMENT ' I I 5. ORAL REPORTS A. Committee Reports 1. Emergency Operations Convnittee a. Minutes of 12-07=2004 Accept B. Council Reports ' I 6. PUBLIC HEARINGS-None I 7. UNFINISHED BUSINESS-None i 8. NEW BUSINESS A. Set 2005 Strategic Planning Workshop Approve 9. CLOSED SESSION-None I i ADJOUP'\ THE NEXT CRA/CITY COUNCIL MEETING WILL BE HELD ON THURSDAY,FEBRUARY!10, 2005 AT 6:00 P.M. ... ................................... AGENDA ITEM REQUESTS FOR THE 02-10-2005 MEETING MUST BE SUBMITTED IN WRITING TO THE CITY CLERK'S OFFICE BY NOON 02-03-2005� CITY OF GRAND TERRACE COMMUNITY REDEVELOPMENT AGENCY MINUTES REGULAR MEETING - JANUARY 13, 2005) A regular meeting of the Community Redevelopment Agency, City of Grand Terrace,was held in the Council Chambers,Grand Terrace Civic Center,22795 Barton Road,Grand Terrace,California, on January 13, 2005 at 6:30 p.m. PRESENT: Mai-y6tta Ferre, Chairman Hennan Hilkey,Agency Member Lee Ann Garcia,Agency Member Jim Miller, Agency Member Tom Schwab, Executive Director , Brenda Stanfill, City Clerk Steve Berry, Assistant City Manager Larry Ronnow, Finance Director Jerry Glander,Building & Safety Director Gary Koontz, Community Development Director John Harper, City Attorney Lt. Hector Guerra, Sheriff's Department ABSENT: Bea Cortes, Vice-Chainnan APPROVAL OF 12-09-2004 MINUTES CRA-2005-01 MOTION BY AGENCY MEMBER MILLER,SECOND BY AGENCY MEMBER GARCIA, CARRIED 4-0-1-0 (VICE-CHAIRMAN CORTES WAS ABSENT), to approve the December 9, 2004 Community Redevelopment Agency Minutes. PUBLIC HEARING - RESOLUTION ADOPTING FIVE YEAR IMPLEMENTATION PLAN Jim Simon, RSG, indicated that they worked on the preparation of the Five Year Implementation Plan. This plan describes the activities of the Agency over the past five years,Redevelopment Plan goals, and a list of projects that are being proposed - by the Agency in terms of infrastructure and economic development projects as well as those connected to the affordable housing program. This plan does not approve the projects listed, although several of the projects are underway and have been approved. It also includes a description of various affordable housing requirements that are put on the Redeveiopmen; Agency o� 5tai�_ La,�� incivainv housing production, which generally provides a minimum number of units that must be produced within a redevelopment project area, replacement housing, as well as expenditures by household types which are required under Redevelopment Law. CRIB AGENDA MEM NO. I ' Community Redevelopment Agency Minutes January 13,2005 Page 2 Chairman Ferre, opened the public hearing. I j Patricia !Farley, 12513 Michigan Street, she feels that adopting the Five Year Implementation Plan would be damaging to the City. She feels that most of the residents of Grand Terrace don't know,that the City Council has designated the whole City to be the redevelopment project and that they don't understand what this means. Because of the Redevelopment Agency the City is mandated to provide a given amount of low, very low and low moderate income housing. Whenever inquiries are made regarding zoning, city staff responds 'they .are only refining descriptions, but not changing the zoning. The fact is that the zoning is being j changed iso that the City will have a R3-20 high density residential area allowing 20 to 25 units per acre, some of which will be very low income,housing also a planned unit development with clustered subdivisions with small pieces of property. Blue Mountain is a special feature of Grand Terrace,the view of the mountain needs to be protected. She feels that we don't need to dump boulders all over Grand Terrace, there is a great mountain with plenty of boulders and hiking opportunities which is unique for the City and should be preserved as a recreational area for people to enjoy. There are plans to allow development of Blue Mountain with gated communities. j She is opposed to development on Blue Mountain. The Redevelopment Agency is allowed to give priority and financial incentives to private interests of developers at the expense of individual homeowners and small business owners. She feels that they are hot strengthening the economic base as the five year plan says. She feels that they are without the knowledge and approval of the voters allowing the Redevelopment Agency to accumulate a lot of debt for the City by buying bonds on which principal and interest will have to be paid. Once a Redevelopment Project Area is dreated all property tax incunment within it goes directly to the Agency and away from cities, counties and school districts that would normally receive. Cities can not use redevelopment money to pay for salaries, public safety or maintenance. There is a group of city councilmembers from different councils throughout California and attorneys that have been doing research on what has been going on over the years in California dealing with the Redevelopment Agencies. Currently they have found that cities don't benefit from them. She feels that the plan has all kinds of problems and that it is unfair and it should not be approved. The Redevelopment Agency should be stopped right now. Chainman Ferre closed the Public Hearing and returned discussion to the Council. i I Agency Member Miller, indicated that Ms. Farley brought,up Blue Mountain and indicated that he didn't see anything in the plan regarding Blue Mountain. - I ' City Manager Schwab, responded that the majority of the comments made by Ms. Farley didn't address the Five Year Plan. The things that she stated about building I ' I Community Redevelopment Agency Minutes ' January 13,2005 Page 3 on Blue Mountain aren't a part of the Redevelopment Plan. The fact that we have refinanced our bonds in order to take advantage of favorable interest rates in today's market is not addressed in the Implementation Plan. There is an opinion in California that Redevelopment at times doesn't do the goal that it was intended to do, however,he feels that Grand Terrace had benefitted greatly from the Redevelopment Agency in the City using it as a financing tool to do many infrastructure proj ects.that would not have been done otherwise. The Redevelopment Agency does take away from other taxing agencies and it is that money that has been used to improve the community. Agency Member Garcia, questioned what the life of the Redevelopment Agency is. City Manager Schwab, responded that it is 40 years and that we have 12 left. Agency Member Hilkev, questioned if the 20 % set-aside is covered in the plan and the amount that the State wants to take away from the City. City Manager Schwab, responded that it is not addressed in this document. That is something that is separately tracked and maintained. Agency Member Hilkev, questioned when theAgency would see that information. Jim Simon,responded that the information would be included in the Annual Report of the Agency. CRA-2005-02 MOTION BY AGENCY MEMBER GARCIA, SECOND BY AGENCY MEMBER MILLER, CARRIED 4-0-1-0 (VICE-CHAIRMAN CORTES WAS ABSENT), to adopt a Resolution of the Grand Terrace Community Redevelopment Agency Adopting a Five-Year Implementation Plan for the Grand Terrace Redevelopment Project Area. ANNUAL REPORT TO LEGISLATIVE BODY City Manager Schwab,indicated that Section 33080.1 of the Health and Safety Code, requires that each Redevelopment Agency within the State of California present an annual report to its legislative body within six months of the end of the agency's fiscal year. This is strictly an informational report and no council action is required. CLOSED SESSION - REAL ESTATE NEGOTIATIONS (11891 PRESTON) City Manager Schwab requested that this item be removed from the agenda and indicated that it will be brought back to the Agency on January 27, 2005. i ti i Community Redevelopment Agency Minutes Jahuary 13,2005 j Page 4 I I Chairman Ferre adjourned the Community Redevelopment Agency Meeting at 6:50 p.m., until the next CRA/City Council!Meeting scheduled to be held on Thursday, January 27, 2005, at 6:00 p.m. SECRETARY of the Community Redevelopment. Agency of the City of Grand Terrace i I I I CHAIRMAN of the Community Redevelopment Agency of the City of Grand Ten-ace ' I i i I i I i i i i I i i I I i I I1 1 ' r_ITy o STAFF , REPORT GRAND-TERR CE City Manager's Office CRA ITEM (X.)' COUNCIL ITEM ( ) MEETING DATE: January 27, 2005 SUBJECT: EXCLUSIVE ENA 120 UNIT AFFORDABLE SENIOR HOUSING PROJECT FUNDING REQUIRED Q '-NO FUNDING REQUIRED (X ) The Redevelopment Agency of the City of Grand Terrace has identified a need for affordable senior housing within the City of Grand Terrace utilizing the Agency's low and moderate income fund. Prior to this time the Redevelopment Agency has utilized it's low and moderate income funds for the purchase, rehabilitation, and sale of single family homes to first time home buyers. To this date over 40 homes of undergone rehabilitation , ;,rand sale to qualified first time buyers. In addition, the City provides low interest loans to qualified individuals to do home repairs and upgrades to maintain the affordable housing stock within the City of Grand Terrace. " Under the current economic real estate boom the housing purchase and rehabilitation program is no longer viable due to the high cost of housing and the inability of most moderate income buyers to qualify for much more than $120,000 to $150,000 as a first trust deed payment. In order to develop a project that will continue to utilize the balance-of and the continuing stream of housing set aside funds, we are preparing to embark on a very substantial affordable senior housing project that will provide 120 units of senior housing, 90% of which is planned to be affordable with a 10% component being market rate. In addition to the provision of the housing it is planned to build a new senior center building as well as build out the Susan Petta Park. It is estimated that this project will cost upwards of$14 million dollars with a substantial portion coming from the Agency as assistance. The Redevelopment Agency Board is bein-a allied to consider an 1 NIA agreement between the Redevelopment Agency of The City of Grand Terrace, The City of Grand Terrace, and Corporation for Better Housing. This item would be eligible for discussion in closed session under real estate negotiations, however, since all the land being considered for this project is currently owned, by either, the City or the Redevelopment Agency, there is no need for any confidentiality regarding real estate negotiations and this item will be discussed in open session. CRA AGENDA rrEM NO. Z I I I 1 The Corporation for Better Housing is a non-profit corporation based in Sherman Oaks,. California that has developed numerous affordable projects both for Seniors and families in many cities in California. The closest project to Grand Terrace is the Goldware Senior G Housing.project located adjacent to the Goeske Senior Center.in Riverside. We have i toured several projects built and operated by the Corporation for Better Housing and-are impressed not only w th the quality of the project itself,but with the management of the ' .project. The Agency has already granted a contract with the Corporation for Better Housing to conduct a space and use study, a financial proforma, and a marketing.study, all of which indicate that there.is a need and demand for a senior project and that it is financial feasible to do so. STAFF RECOMMENDATION: I STAFF RECOMMENDS COUNCIL ENTER INTO AN AGREEMENT WITH THE j CORPORATION FOR BETTER DOUSING FOR A ONE HUNDRED AND EIGHTY � DAY EXCLUSIVE ENA. I I . a I 1 i , II � I I I EXCLUSIVE NEGOTIATION AGREEMENT THIS NEGOTIATION AGREEMENT (the "Agreement') is made and enteted into as of January 27, 2005 (the "Date of Agreement,),by and between the GRAND TERRACE COMMUNITY REDEVELOPMENT AGENCY, a public agency corporate and politic ('Agency'), THE CITY OF GRAND TERRACE, a public agency corporate and politic ('City') (collectively "Grand Terrace") and CORPORATION FOR BETTER HOUSING, a California non-profit public benefit corporation (the"Developer") (the Developer and Grand Terrace are collectively referred to herein as the "Parties"). RECITALS The following recitals are a substantive part of this Agreement. A. The Developer has informed Grand Teri-ace that it is interested in developing an affordable senior housing project and ancillary facilities (the "Basic Development Concept")on certain property (the "Property,") as shown on the Map which is attached hereto as Exhibit"A" and incorporated herein. B. The Developer has informed the City that it desires to lease the Property from City pursuant to a,land lease for approximately 65 years. C. Based upon Developer's Project due diligence, which includes a market study, a senior study, architectural schematics, surveying, proforrna analysis, site review, and other related analysis. Developer believes that an affordable senior housing project with ancillary facilities would be feasible. Although design. rent and financial structure have not been finally determined. the Parties have conducted many meetings. retained the services of architects. engineers and other third party consultants. In an effort to continue processing the Project; Grand Terrace is entering into this Agreement and is thereby affording the Developer the valuable opportunity to negotiate for development of the Property. D. Based partly upon (i) the interest of the Developer, (ii) assurances by the Developer that the Developer is experienced in the development and operation of high quality affordable housing projects, (iii)the desirability of accomplishing the development if feasible, of high quality affordable senior housing and affiliated facilities. such as a senior center (together,the "Facilities"), and (iv)the contention of the Developer that the proposed development can be accomplished on a basis that provides a fair and reasonable return to the Parties,the Parties mutually desire to enter into discussions concerning possible development of the Property generally consistent with the Basic Development Concept: E. The Parties intend that during and for the period of negotiations set forth herein (the "Negotiation Period") each will perform certain actions and responsibilities under this Agreement. NOW, THEREFORE, the Parties mutually agree as follows: Agreement tc N-ecotiatc a. Required Actions. (1) Within thirty(30).days from the Date of Agreement, Developer shall DOCSOC1802152v2122867.0016 submit to Grand Terrace a"Preliminary Development Concept Package," consisting of the following: i (a) A detailed development proposal generally describing the Facilities, including all development activities proposed to be undertaken (the "Proposed Development"): i (b) a statement of qualifications of the Developer and its joint venture partners (if pot earlier submitted), including experience as operator of housing facilities; (c) an estimate of development costs, including construction and non-construction costs; (d) a preliminary description of the proposed method of construction and permanent financing. The person(s) or companies providing debt financing or equity, and the provider of credit enhancement (if applicable), are to be identified by the Developer. It is contemplated that all there will be private financing of the facilities to be developed on the Property, but there shall additionally be financial participation toward development costs by Grand Terrace Community Redevelopment Agency. The Developer acknowledges.that Grand Terrace may use as funding sources the Agency's Low- and Moderate-Income Housing Fund and HOME moneys; (e) a list of financial references-- a proposed construction and operating pro forma which identifies all sources an'd uses of funds (including without limitation: design of the Facilities and j supporting infrastructure; and I • I (2) A full-service contract fi-om the Project Architect. (2) Within sixty (60) days from the Date of Agreement, Developer shall submit to Grand Terrace a "Final Development Concept Package," consisting of the following: (a) updated information; current as of the date of submittal of the f Final Development Concept Package, as to each and every item set forth under the heading "Preliminary Development Concept Package''; ' I (b) final identification of sources of financing, with an overview of the terms and conditions of such financing; I (c) final identification of the nature, amount, and provider of financing which has been obtained or shall be provided by the Developer under a comprehensive agreement for the disposition, development and use of the Property (a "DDA; (d) final identification of the proposed operator; (e) a well-defined development proposal and site plan generally describing the Proposed Development using full schematic drawings. and which depicts in detail the proposed design and configuration of the Facilities. including color elevations: (f) a proposed construction schedule of development with a detailed estimate of development costs, including construction and non-construction costs; i 2 DOCSOC18021 52v2\22867 0016 (g) a detailed estimate of project income and a financial statement and pro forma statement of project return adequate to enable the City to evaluate the economic feasibility of the proposed development (the "Proposed Development"); and (h) a description of the proposed method of construction and permanent financing and amounts and sources of equity and debt capital, and a list of financial references. '- (i) draft project documents, including but not limited to, ' Land Lease, Regulatory Agreement, DDA,Assignment and Assumption Agreement, Subordination Agreement, Intercreditor Agreement, and such further documents as reasonably necessary to ensure long-term compliance and viability of the Project ("Project Documents"). (3) The Parties will review and comment on the Project Documents in-a diligent manner and in good faith to ensure compliance hereunder. (4) During the Negotiation Period, the developer shall bear the cost of the environmental review process, if any, undertaken by or at the direction of the City (and the City's Director of Community Development), including without limitation technical studies relating to biological resources, traffic, geology, air quality, noise, and such other studies as may be deemed necessary or appropriate by the City's Director of Community Development. (5) The Grand Terrace and the Developer will continue to negotiate toward the execution within such period for lease of the Property and with respect to the development (the "Development") and use of the Property. If the Project Documents are signed. they shall supersede this Exclusive Negotiation Agreement. b. Term. The tern of the Negotiation Period shall be one hundred and eighty (180) days. If upon expiration of the this Period,the Developer has not signed and submitted draft project Documents to Grand Terrace, in form and substance acceptable to the Executive Director of the Agency and the City Manager, this Agreement shall automatically terminate unless this Agreement has been mutually extended by the Parties. The City and Agency vest with the Executive Director and City Manager the authority to enter into an extension of 90 days if the Parties have acted in good faith and with diligence, but the Parties were unable to fulfill the requirements under this Agreement. V C. Agreement to Negotiate. The Agency (by and through its staff and consultants) and Developer agree that for the term of the Negotiation Period (whether said period expires or is earlier terminated by the provisions herein) each party shall negotiate diligently and in good faith to carry out its obligations under this Agreement. The Developer expressly agrees and acknowledges that its rights pursuant to this Agreement are subject to and based upon compliance by the Developer with this Agreement. d. Termination of Aareernent If az of the 180`" day from the Date of Agreement (11 not earlier terminated). the Developer has not sully periormeo its obligations 11, ccordance with this Agreement or the Parties have not approved a mutually acceptable Project Documents,then this Agreement shall automatically terminate without further written notice. Upon such automatic termination and expiration of the Negotiation Period, both Parties knowingly agree DOCSOC\802152v2\22867 0016 I ' I that neither Party shall Dave any further rights or remedies to the other. However, the Parties agree that each and every party shall act in good faith in furtherance of the Project.! Further, any party found to be not acting in good faith shall be subject to any action in law or equity without reservation or restriction. j I I 2. Supplemental Progress Reports. In addition to the information required in Section 1 above, for so'llong as this Agreement remains in effect Developer agrees to make as requested oral progresslreports and monthly written reports to the City Manager or Executive Director or his designated representative of Grand Terrace on all matters and all studies being made. 3. No Predetermination of Agency or City Discretion. The Parties agree and acknowledge that nothing in this Agreement in any respect does or shall be construed to affect or prejudge the exercise of the Agency's or the City's discretion. The Developer acknowledges in this regard that the feasibility of the Developer's proposal has not been determined, and further that,at the discretion of the Citiy's Community Development Director, an environmental review will be prepared and circulatedl for comment by the City in connection with the consideration of the lease and development of the Property. Further, nothing in this Agreement in an respect does or shall be construed to affect or prejudge the Agency's or the City's discretion to consider, negotiate, or undertake the acquisition and/or development of any portion of the Property„or shall.affect the Agency's or the City's compliance with the laws, rules. and regulations governing land uses, environmental review, or disposition of the Property. y 4. Environmental and Other Requirements. Certain state and local environmental requirements (including, but without limitation,the California Environmental Quality Act of 1§70, Public Resources Code!Section 21000, et seq.) may be applicable to the Proposed Development. Pursuant to such requirements. certain environmental docurnents may be required to be prepared and certified for the Propose'd Development. 5. Costs and Expenses. Except as otherwise provided in this Agreement, developer shall be responsible for}the costs and expenses in connection with any activities and negotiations undertaken in connection with the performance of its obligations,under this Agreement. I ' 6. Change in Developer. The qualifications of the Developer are of particular interest to Grand Terrace. Consequently, no person or entity, whether a voluntary or involuntary successor of Developer, shall acquire any rights or powers under this Agreement nor shall the Developer assign all or any part of this Agreement without the prior written approval of Grand'Terrace, which approval it may grant,withhold, condition, or deny at its sole and absolute discretion, except as contemplated in the Assignment and Assurnption Agreement. Any other purported transfer, voluntarily or by operation of law, shall be absolutely null and void and shall confer no rights whatsoever upon any purported assignee or transferee. 7. Lead Negotiators. The City Manager, Executive Director, or his or her designee, shall be the lead negotiator for Grand Terrace with respect to the subject matter of this Agreement; provided,however,that Grand Terrace, reserves its rights to consider and approve or modify the. Project and Project Documents. David Ferguson and CharlesBrumbaugh shall be the lead negotiators for the Developer with respect to the subject matter of this Agreement. S. )ion-Discrimination. Developer shah not discriminate against nor segregate. and person, or group of persons on account of sex, race. color. marital status, religion, creed, national 4 DOCSOC\802152v2\22867.0016 origin or ancestry in the sale, lease, sublease,transfer, use, occupancy, tenu>a or enjoyment of the Property, nor shall the Developer establish or permit any such practice nor practices of discrimination or segregation in the selection, location, number, use, or occupancy of tenants, lessees;subtenants, sublessees or vendees of the land. 9. Address for Notices. Any notices pursuant to this Agreement shall be in writing and- sent(i) by Federal Express (or other established express delivery service which maintains delivery records), (ii) by hand delivery, or(iii) by certified or registered mail, postage prepaid, return receipt requested,to the followipg addresses: To City or Agency: CITY OF GRAND TERRACE Attention: Thomas Schwab, City Manager 22795 Barton Rd. Grand Terrace, CA 92313 To Developer: CORPORATION FOR BETTER HOUSING Attention: David Ferguson 15490 Ventura Blvd. Suite 210 Sherman Oaks, CA 91403 , 10. Default. Failure by either party to perform one or more of its duties as provided in this Agreement shall constitute an event of default under this Agreement. The non-defaulting party shall give written notice of a default to the defaulting party, specifying the nature of the default and the action required to cure the default. 11. Remedies for Breach of Agreement. Neither party shall have any liability to the other for monetary damages or specific performance for the breach of this Agreement. or failure to reach agreement on the Project Documents, and each party hereby waives and releases any such rights or claims it may otherwise have at law or at equity. Furthermore, the Developer knowingly agrees that it shall have no right to specific performance for conveyance of, nor to claim any right of title or interest in the Property or any portion thereof. Notwithstanding the foregoing. the Parties agree to act in good faith towards the development of the Project; should any party not act in good faith,that party shall be subject to all rights and claims allowed in law or equity. 12. Termination. In addition to its right to terminate this Agreement forthwith in the event the Developer fails to take any action required pursuant to this Agreement by the time specified therein, Grand Terrace shall, at its option terminate this Agreement in the event it determines that the Developer is failing to proceed in good faith or to discharge its obligations under this Agreement; provided-that-prior to terminating this Agreement on-grounds that Developer is not proceeding in eood faith or is not discharging its obligations under this Agreement, Grand Terrace shall provide notice to the Developer of its intention to terminate, and shall provide the Developer with a reasonable time to cure such failure; a period of twenty (20) days shall be deemed to be a reasonable cure perloC SUCI- CLID lwrino- Shall not cmelic the loin- o Ihi` vpon eaplration of sucl- cure period. Grand I-errace may terminate this Agreement. This Negotiation Agreement shall additionally terminate automatically, if not sooner terminated, on the one hundred and eightieth (I 80th) day after its execution, unless sooner terminated or, by mutual written agreement, extended. 5 DOCSOC\802152v2\22867 001.6 1 i 13. Time of Essence. Time is of the essence of every portion of this Agreement in which time is a material part. Durinb the Negotiation Period the time periods set forth in this Agreement for the performance obligations hereunder shall apply and commence upon a complete submittal of the applicable information or occurrence of an applicable event. In no event shall an incomplete submittal by the Developer trigger any of Grand Terrace's obligations of review, approval and/or performance hereunder; provided, however that Grand Terrace shall notify the Developer of an incomplete submittal as soon as is practicable and in no event later than the applicable time set forth for Grand Terrace's action on the particular item in question. Further,the time periods set forth herein are outside dates of performance. In the event'a party completes a performance item earlier that the time required hereunder, the time for the next performance obligation of a party shall commence. Thus,the parties agree that the requirements hereunder may occur and be completed in a shorter time frame than'set forth herein. 14. Real Estate Commissions. Nor Real Estate or brokerage fees may arise with respect to this Agreement or the Property. 15. Press Releases. The Developer will not make any press releases without the express written consent of the City Manager or Executive Director prior to disclosure in order to assure. accuracy and consistency of the information. 16. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties, integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. 17. Agreement Does Not Constitute Development Approval. Grand Terrace reserves final discretion and approval as to any Project Document and all proceedings and decisions in I connection therewith. This Agreement shall not be construed as a grant of development rights or i land use entitlements to.construct the Proposed Development or any other project. All design, I architectural, and building plans for the Proposed Development shall be subject to the review and approval of the Agency�and the City. By its execution of this Agreement. Grand Terrace is not committing itself to or agreeing to undertake the disposition of the Property or other real property to the Developer. or any other acts or activities requiring the subsequent independent exercise of discretion by the Agency, the City. or any agency or department thereof. I 18. Governing Law. This Agreement shall be construed in accordance with the laws of the State of California. 19. Implem'entation of Agreement. Grand Terrace shall maintain authority to I ' implement this Agreement through the City Manager or Executive Director (or his or her duly authorized representative). The Executive Director shall have the authority to issue interpretations, waive provisions, and/or enter into certain amendments of this Agreement on behalf of the Agency so long as such actions do not materially or substantially change the uses or concept of the Proposed Development, or add to'the costs or risks incurred or to be incurred by the Agency as specified herein, and such interpretations, waivers and/or amendments may include extensions of time to perform. All other materials and/or substantive interpretations. waivers. or amendments shall require tliF CGl}FCir�t= CG'iSidel"aii01", aCtiGt and ��`ritici; CGiiSPil Clri'.it= 9C1vCrliiiif' boa;c ni ifr �i�CilC i I NOW THEREFORE, the Parties have executed this Exclusive Negotiation Agreement as of " 6 i DOCSOC\802152v2\22867.0016 I I the date and year first set forth above. AGENCY: ' THE GRAND TERRACE REDEVELOPMENT AGENCY, a public body corporate and politic By: Executive Director ATTEST: Agency Secretary CITY: THE CITY OF GRAND TERRACE, a public body corporate and politic BY: City Manager DEVELOPER: CORPORATION FOR BETTER HOUSING, a California non-profit public benefit corporation By: — -— Its: 7 DOCSOC\802152v2\22867 0016 I � EXHIBIT "A" MAP I ' [To Come] I I i I i 1 I I ' i � I 8 DOCSOC\802152v2\22867 0016 f`j 1a��.'�•��,�. - l�'.J. t ^� + �.� f r{ £, y� ��, ,i it .y "i'i, '� i �t y,, •' S{ a :, Z"�S i � �'1t � f'i't i Y'f 5'_��M1��-�� {� .•� L 1 +S%e,?• Y. . i"� '�i`;Z • ^'!'�} � r'!?'+� i�_.[;tr}''iyT k,_" x'A�• � �z d �� + � } l• Ar � r+i�r4 •�,r`�' r ,rfyfi',til. }'' �}y� � .t'� ��,7j��`P'"." ,4' .�� 'tit,pit 5^. `) &7`1.;� r `�s- �� . •� a "r M� �: �� •^n ;�..' =.c. ! 4' .'��y o'tj. ►:rd1'�'` n .,,t iµ` a�;4� '� 4 i�, rx, a �i� :ta�y,i�t'�`':l+• "� �a"k � :�" �yl l��',�','•'f� �� .Mn1)��'� .'•,1 t.• x � � Z"; i N1 ��5t•�,{Y�.{[.,,�,1',,i6`yy� f+{ :;,�,"S `'Klx. 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't`i)A•t S?f ti t �+r`1'•lrf•� ':,, - 1 i.�. .•.f,'xi,� ,.' T fir h �:� - --.. i� � 3;.�,E. }'Mrl�`.�' � n•v. l g N ` 41 O lfiK�2{ if. I 7� i 9 i ��`C ;� j•a tt � t�y".ss,ZZr,•i�.,7 ,'� +.� ,.:t. { _ f .��. .� ��yw CITY , 0 STAFF REPORT GROM TERR CE City Manager's Office CRA ITEM (X) COUNCIL ITEM ( ) MEETING DATE: January 27, 2005 SUBJECT: DISPOSITION AND DEVELOPMENT AGREEMENT DENNIS D. JACOBSEN FAMILY HOLDINGS, LLC FUNDING REQUIRED Q NO FUNDING REQUIRED (X) In February of 2004 the Agency granted Dennis D.Jacobsen Family Holdings,LLC ("developer") an exclusive negotiating agreement for the rive acres owned by the agency and located within the project site described in the Disposition and Development Agreement ("agreement"). Attached to the Staff Report is an agreement that describes the development of a retail project on the south"side of Barton Rd.-roughly-bounded-by Michigan to the west and Canal to the east. The Agency is interested in transferring, by sale, the properties that it currently owns within the project area as described in the agreement, to the developer in exchange for the development of a retail commercial project. This agreement outlines the responsibilities of both the agency and the developer. Should the developer fail to perform as agreed no transfer or sale of Agency property will occur. The agreement does not approve a project. The project itself must comply and conform with all of the normal processes involved with the entitlement and construction of a project. The Agency has retained an independent appraisal firm that has determined the value of the property and the agreement calls for the transfer of the property at full appraised value from the Agency to the developer. Jacobsen Family Holdings is an experienced developer with many successful projects. The Agency is required to conduct a public hearing to take input �- regarding the sale and transfer of agency property. STAFF RECOMMENDATION: STA FF RE'CO MF' DT ' TGIF A GENICY RFITTENA' A NTD DISCUS'S THE TERMS Off' THE DISPOSITION AND DEVELOPMENT AGREEMENT AND ENTER INTO AN AGREEMENT TO SELL AGENCY LAND TO THE DEVELOPER SUBJECT TO THE TERMS AND CONDITIONS OF THE AGREEMENT AND ALLOW THE MAYOR TO EXECUTE SAID AGREEMENT. CRf; AGENDA ITEM NO. 1 DISPOSITION AND DEVELOPMENT AGREEMENT _._. _. BY-AND BETWEEN THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF GRAND TERRACE AND DENNIS D. JACOBSEN FAMILY HOLDINGS III, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY 679121 1.DOC i • TABLE OF CONTENTS 1. ['100] SUBJECT OF AGREEMENT........................................... ..............................4 A. [1101] Purpose of this Agreement....................................... ! ...........:.................4 B. ['102] The Redevelopment Plan......................................... .............................4 C. ['103] The Project Area ................................. ......................,...............................4 D. ['104] The Site.................................................................... .............................4 E. ['105] Parties to the Agreement.............................................'...............................5 1. ['106] The Agency. ......................................................................................5 2. ['107] The Developer...................................................................................5 3. ['108] Prohibition Against Change in Ownership, Management and Control :of Developer. ...................................................................................5 II. ['200] DISPOSIiTION OF THE SITE..........................................:..............................6 A. ['201] Sale and Purchase ! '.................................................................................... B. ['202] Escrow ....................................................................... ..............................6. -- C. ['203] Conveyance of Title and Delivery of Possession..................................... 10 D. ['204] Form of Deed ..........................................................................................10 E. ['205] Condition of Title ........................................................:............................10 F. ['206] Time for the Place of Delivery of Deed....................................................10 G. ['207] Payment of the Purchase Price and Recordation of the Deed ................11 H. ['208] Title Insurance......................................................................................... 11 I. ['209] Taxesl and Assessments .........................................................................11 J. ['210] Posse',ssion of the Site................................................;............................1'{ K. ['211] Zonings Etc. of the Site ...........................................................................12 L. ['212] Condition of the Site ...............................................................................12 M. ['213] Preliminary Work by the Developer.........................................................12 N. ['214] Submission of Evidence of Equity Capital and Mortga�ge Financing........13 III. ['300] DEVELOPMENT OF THE SITE............................................... .................13 A. ['301] Development of the Site by the Developer......I...................... 1.3 1. ['302] Scope of Development. ..................................... ...........................13 2. ['303] Basic Concept Drawings..................................................................13 3. ['3041 Construction Plans, Drawinqs, and Related Documents...................14 4. ['305] Agency Approval of Plans Drawings, and Related Documents.........15 5. ['306] Cost of Construction ......................................................... ........... .- 6. ['307] Construction Schedule.....................................................................16 7. ['308] E36dily Injury, Property Damage and Workers' Compensation ! Insurance.......................................................................:............................16 8. [1309] City and Other Governmental Agency Permits ...:...........................e 17 9. ['310] Rights of Access ............................................... ........................17 10. ['311] Local State and Federal Laws. .......................................................17 11. ['312] Antidiscrimination During Construction ............................................17 B. ['313] Taxes Assessments Encumbrances and Liens........:............................18 C. ['314] Prohibition Against Transfer of Site the Buildings or Structure Thereon and Assignment of Agreement ..18 i D ['3'151 Security Financing; Rights of Holders .....................................................19 i I [`3'i6i IVG EnG�IITibrances Except f\/lorigarae: . Deec: of Crust. Sale_ and Leases-Back or Other Financing for Development. ............................19 j 679121 I.DOC l i 2. ['317] Holder Not Obligated to Construct Improvements.............................19 3. ['318] Reserved ........................................................................................ 20 4. ['319] Reserved .........................................................................................20 5. ['320] Right of Agency to Cure Mortgage Deed of Trust or Other Security Interest Default...............................................................................20 E. ['321] Reserved..................................................................................................20 F. ['322] Certificate of Completion ............:............................................................20 IV. ['400] USE OF THE SITE...............................................................................I........2'1 , A. ['401] Uses........................................................................................................21 B. ['402] Sales Tax Performance...........................................................................21 C. ['403] Obligation to Refrain From Discrimination D. ['404] Form of Nondiscrimination and Nonsegregation Clauses .......................2 E. ['405] Effect and Duration of Covenants............................................................23 F. ['406] Rights of Access--Public Improvements and Facilities........................... 24 G. ['407] Maintenance of the Site...........................................................................24 V; ['500] DEFAULTS, REMEDIES AND TERMINATION............................................24 A. ['501] Defaults--General....................:.....................................I........................ 24 B. ['502] Legal Action.............................................................................................25 1. ['503] Institution of Legal Actions ...............................................................25 2. ['504] Applicable Law..................................................................................25 3. ['505] Acceptance of Service of Process ...................................................25 C. ['506] Rights and Remedies are Cumulative.....................................................26 D. ['507] Damages ................................................................................................26 E. ['508] Specific Performance ..............................................................................26 F. ['509] Remedies and Rights of Termination Prior to Conveyance of the Siteto the Develo er ........................................................................................26 1. ['510] Termination by the Developer.......'...................................................26 2. ['511] Termination by the Agency..............................................................27 Vl. ['600] GENERAL PROVISIONS .............................................................................28 A. ['601] Notices Demands and Communications Between the Parties ...............28 B. ['602] Conflicts of Interest. ................................................................................28 C. ['603] Reserved.................................................................................................28 D. ['604] Enforced Delay: Extension of Times of Performance..............................28 E. ['605] Inspection of Books and Records............................................................29 F. ['606] Reserved.................................................................................................29 VII. ['700] SPECIAL PROVISIONS ..............................................................................29 A. ['701] Amendments to'this Agreement .............................................................29 Vlll.['800] ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS ..............I...........29 IX. ['900] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY.......................30 2 679121 ].DOC ATTACHMENTS ATTACHMENT NO. 1......... Site Map ATTACHMENT NO. 2.................... Legal Description of the Site ATTACHMENT NO. 3.................. Project Description ATTACHMENT NO. 4 ...................Schedule of Performance ATTACiHMENT NO. 5....................Scope of Development ATTACiHMENT NO. 6.................... Grant Deed 3 679121 1.DOC THIS AGREEMENT is entered into as of the _,day of January, 2005, by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF GRAND TERRACE, (the "Agency") and DENNIS D. JACOBSEN FAMILY HOLDING 11, LLC a limited liability company (the "Developer"). The Agency and the Developer agree as follows: 1. p 00] SUBJECT OF AGREEMENT A. ['101g Purpose of this Agreement The purpose of this Agreement is to effectuate the Redevelopment Plan (the "Redevelopment Plan") for the City of Grand Terrace Redevelopment Project Area (the "Project Area") and to create a commercial/retail development by providing for the sale and development of certain property (the "Site") located within the Project Area. The Site will be a part of an overall development project . which will be constructed on property owned by Developer (the "Project"), (Attachment No. 3). The sale and development agreement of the Site pursuant to this Agreement, and the fulfillment generally of the Agreement, are in the vital and best interest of the City and the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable federal, state and local law and requirements. B. ['102] The Redevelopment Plan This Agreement is subject to the provisions of the Redevelopment Plan, which was approved and adopted on April 19, 1979 by the City Council of the City. Said Redevelopment Plan, and are incorporated herein by reference and made a part hereof as though set forth in full. Any amendment hereinafter to the Redevelopment Plan (as so approved and adopted) which changes the uses or development permitted on the Site as proposed in this Agreement, or otherwise changes the restrictions or controls that apply to the Site, or otherwise affect the Developer's obligations or rights with respect to the Site, shall require the written consent of the Developer. No other amendments to the Redevelopment Plan shall ; require the consent of the Developer. C. ['103] The Project Area The Project Area is located in the City. The exact boundaries of the Project Area are specifically and legally described in the Redevelopment Plan. D. ['104] The Site ThF "SitF" is that portion of the Proiect Area designated and illustrated as such on the "Site Map" attached hereto as Anachment Nc. ana incorporated t 679121 1.DOC 4 herein by this reference, and having the legal description set forth in the "Legal Description of the Site", attached hereto as Attachment No. 2, and incorporated herein by this reference. The Site shall also include a portion of property near the western termination of Commerce Way at Interstate 215 (the "Sign Parcel"), which shall be sufficient in size to permit the Developer to install and maintain a freeway sign visible from Interstate 215 advertising the Site and its occupants (the "Sign"). , Prior to conveying the Closing Date, the Agency shall obtain all necessary governmental approvals to permit the Developer to construct and maintain the Sig .. E. ['105] Parties to the Agreement 1. ['106] The Agency The Ageincy is a public body, corporate) and politic, exercising .governmental functions and powers and organized and existing under the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000 et sew.) The Office of the Agency is located at 22795 Barton Road, Gland Terrace, California. "Agency" as used in this Agreement includes the City of Grand Terrace Community Redevelopment Agency and any assigns of or successor to its rights,'powers and responsibilities. i 2. 1 ['107] The Develo er t The Developer is Dennis D. Jacobsen Family Holdings II, LLC, a California limited liability company. Wherever the term "Developer" is used herein, such term shall include any permitted nominee, assignee or successor in interest as herein provided. 3. ['108] Prohibition Against Chanae in,Ownership, Manaaement and Control of Developer i The qualifications and identity of the Developer are of particular concern to the City and the Agency, and it is because of such qualifications and identity that the Agency has entered into this Agreement with the Developer. No voluntary or involuntary successor in interest of the Developer shall acquire any rights or powers under this Agreement except as expressly set forth herein. This Agreement maybe terminated by the Agency pursuant to Section 511 hereof if, there is any significant change (voluntary or involuntary) in the membership, management or ;control of the Developer prior to the conveyance of title to the Site to the Developer in violation of this Agreement. The Developer shall not assign all or any part of this Agreement without the prior written; approval of the Agency. Notwithstanding the foregoing, no Agency approval shall be required for title to the Site to be taken by a separate corporaticr.: partrlership or limited liability company formed to own and operate I 679121_LDOC 5 the project, provided that such entity is an affiliate of Developer and/or owned and/or controlled by the Developer or by Douglas Jacobsen. The covenants, conditions and restrictions of this Section shall, in any event, terminate upon the expiration of the period ,referred to in Section 404 of this Agreement. II. 1-2001 DISPOSITION OF THE SITE , A. - ['201] Sale and Purchase In accordance with and subject to all the terms, covenants and conditions of this Agreement, the Developer agrees to purchase the Site from, the Agency for the following amount (the "Purchase Price"): Address APN Lot Site PricelSF Market Value 22181 Barton Road 1167-231-08 1.00 $7.50 $325,000 i 22237 Barton Road 1167-231-04 1.66 $7.50 $540,000 22293 Barton Road 1167-231-01 1.38 S7.50 $450,000 2231.7 Barton,Road 1167-311-01 1.36 $7.50 $445,000 Purchase Price �1160,000 I B. ['202] Escrow The Agency agrees to open an escrow with Fidelity National Title, Major Accounts/Builder Services Division, 1300 Dove Street, Suite 310, Newport Beach, California 92660, or any other escrow company approved by the Agency and the Developer, as escrow agent (the "Escrow Agent"), in Riverside County, within the time established in the Schedule of Performance (Attachment No. 4). This Agreement constitutes the joint escrow instructions of the Agency and the Developer, and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of escrow. The Agency and the Developer shall provide such additional escrow instructions as shall be necessary and consistent with this Agreement. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of the provisions of this Section 202 in writing, delivered to the Agency and to the Developer within five (5) days after the opening of the escrow, shall carry out its duties as Escrow Agent hereunder 6 679121 ].DOC Within ten (10) days following the mutual execution of this Agreement and the formal approval of same by the City of Grand Terracd, Developer shall deposit with the Escrow Agent a good faith deposit in the amount of $1Q,000.00. Agency and Developer acknowledge that in light of Developer's existing, approximately $111,600,000.00 investment in land immediately adjacent to the Site in connection with the development of the Project, such good faith deposit constitutes adeq plate consideration for purposes of this Agreement. In the event that Developer terminates this Agreement pursuant to Section, II (L) or Section V (F)(1), Developer shall be entitled to a return of the good faith deposit from the Escrow Agreement, upon written request. The Developer shall also pay in escrow to the Escrow Agent the following fees, charges and costs promptly after the Escrow Agent :has notified the Developer of the amount of such fees, charges and costs, but not later than ten (10) days prior to the scheduled date for the close of escrow: 1. The portion of the premium for the title insurance policy or special endorsements to be paid by the Developer as set forth in Section 208 of this Agreement. The Agency shall timely and properly execute, acknowledge and deliver a deed conveying to the Developer title to the Site in accordance with the requirements of Section 204 of this Agreement, together with an estoppbl certificate certifying that the Developer has completed all acts (except deposit of the Purchase Price) necessary to entitle the Developer to such conveyance, if' { such be the fact. Upon delivery of a deed to the Escrow Agent by the Agency pursuant to Section 206 of this Aareement, the Escrow Agent shall record ,such deed when title can be vested in the Developer in accordance with the terms and provisions 4 of this Agreement. The Escrow Agent shall buy, affix and cancel any transfer stamps required by law and pay any transfer tax required by law. Any insurance policies governing the Site are not to be transferred. The Agenlcy shall pay in escrow to the Escrow Agent the following . amounts after the Escrow Agent has notified the Agency and Developer, respectively, of such amount, but not earlier than ten (10) days prior to the scheduled date for closing-the Escrow: a. Costs necessary to place the title to the Site in the condition for conveyance required by the provisions of this Agreement, b. One-half of the escrow fees; ! c An.v transfer tax• i G79121_].DOC d. That portion of the premium for title insurance payable by the Agency, pursuant to Section 20$ of this Agreement; and e. Ad valorem taxes, if any, upon the Site for any time prior to transfer of title. The Developer with regard to the Site shall pay in escrow to the Escrow Agent all fees, charges and costs promptly after the Escrow Agent has notified the Developer of the amount of such fees, charges and costs, but not earlier than ten (10) days prior to the scheduled date for closing the Escrow, including, without limitation, the following: a. One-half of the escrow fee.; b. Cost of drawing the deed; C. Recording fees; d. Notary fees; e. Any State, County or City documentary stamps; f. That portion of the premium for title insurance which is payable by the Developer, respectively pursuant to Section 208 of this Agreement; and g. The Purchase Price (as reduced .by the Deposit as earlier paid to the Agency, subject to confirmation by the Escrow Agent). The Escrow Agent is authorized to: a. Pay and charge the Agency and the Developer, respectively, for any fees, charges and costs payable under this Section 202 of this Agreement. Before such payments are made, the Escrow Agent shall notify the Agency and the Developer of the fees, i charges and costs necessary to clear title and close the escrow; -- -- b- --Disburse funds and deliver the deed and other documents to the parties entitled -thereto when the conditions of this escrow have been fulfilled by the Agency and the Developer, and; s 679121 1.DDC C. Record any instruments delivered through this escrow, if necessary or proper, to, vest title in the Developer in accordance with the terms and provisions of this Agreement. All funds received in this escrow shall be deposited by the Escrow Agent with other escrow funds of Escrow Agent in an 'interest bearing 'account with any state of national bank doing business in the State of California (with all interest earned on such funds either applied to the balance of the Purchase Price or released to the party entitled to such funds). Such funds may be transferred to ' any other such interest bearing account or accounts. All disbursements shall be made on the basis of a 30-day month. If this escrow is not in condition to close before the time for conveyance established in Section 203 of this Agreement, either party who then shall have fully performed the acts to be performed before the conveyance of title may, in writing, terminate this Agreement in the manner set forth in Section 510•or 511 hereof, as the case may be, and demand the return of its money, papers or documents. Thereupon all obligations and liabilities of the parties under this Agreement shall cease and terminate in the manner set forth in Section 510 or 511 hereof, as the case may be. No demand for return shall be recognized until 10 days after the Escrow Agent shall have mailed copies of such demand to the other party or parties at the address of,its�or their principal place or places of business. If any objections are raised within it he 10-day period, the Escrow Agent is authorized to hold all l money, papers a d documents with respect to the Site until instructed in writing by both the Agency and the Developer or until the party entitled thereto has been determined by a court of competent jurisdiction. If no such demands are made, the escrow shall be closed as soon as possible. Nothing in this Section 202 shall be construed to impair or affect the rights or obligations or the Agency or the f Developer to specific performance. I Any amendment of these escrow instructions shall be in writing and signed by both the Agency and the Developer. At the time of any amendment, the Escrow Agent shall agree to carry out its duties as Escrow Agent under such amendment. All communications from the Escrow Agent to the Agency or the Developer shall b,e directed to the addresses and in the manner established in Section 601 of this Agreement for notices, demands and communications between the Agen,'cy and the Developer. � I I 'The liability of the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Sections 202 and 208, bosh inclus1vE of t iE ncreemen" I i 1 I ' I 9 679121_1.DOC j If i i Neither the Agency nor the Developer shall be liable for any real estate commissions or brokerage fees, which may arise herefrom. The Agency and the Developer each represent that neither has engaged any broker, agent or finder in connection with this transaction, and agree to indemnify, defend and hold each other harmless from and against any and all actions, claims, damages, liens, liability, costs and expenses including, without limitation, reasonable attorneys fees arising from their breach of the foregoing representation. C. ['203] Conveyance of Title and Delivery of Possession Provided that the Developer is not in default under this Agreement and all conditions precedent to such conveyance have occurred, and subject to any mutually agreed upon extensions of time, conveyance to the Developer of title to the Site shall be completed on or prior to the date specified in the Schedule of Performance (Attachment No. 4) (the "Closing Date"). The Agency and the Developer agree to perform all acts necessary in sufficient time for title to be conveyed in accordance with the foregoing provisions. . Exclusive possession of the Site shall be delivered to the Developer, concurrently with the conveyance of title on the Closing.Date, except that limited access may be permitted before conveyance of title as permitted in Section 213 of this Agreement. The Developer shall accept title and possession on the Closing Date. D. ['204] Form of Deed The Agency shall convey to the Developer title to the Site in the condition provided in Section 205 of this Agreement by grant deed in substantially the form set forth in Attachment No. 6. E. ['205] Condition of Title The Agency shall convey to the Developer fee simple title to the Site free and clear of all recorded liens, encumbrances, assessments, leases and taxes except as are consistent with this Agreement, provided, however, that the Site shall be subject to covenants required pursuant to this Agreement. F. ['206] Time for the Place of Delivery of Deed Subject to any mutually agreed upon extensions of time, the Agency shall deposit the grant deed for the Site with the Escrow Agent on or before the Closing Date established for-the-conveyance of the Site in the Schedule of Performance (Attachment No. 4). 679121 I.DOC 10 i G. [1207] Payment of the Purchase Price and Recordation of the Deed The Developer shall promptly deposit the Purchase Price for the Site with the Escrow Agent upon the Date for the conveyance thereof, provided that Escrow Agent shall have notified the Developer in writing that the Grant Deed or other instrument conveying the Site to the Developer, properly executed and acknowledged by the Agency, has been delivered to the Escrow Agent and that title or possession is in condition to be conveyed in conformity with the provisions of Section 204 of this Agreement. The Escrow Agent shall deliver the Purchase Price to the Agency immediately following the delivery to the Developer of a title insurance policy insuring title in conformity with Section 208 of this Agreement and the filing of the deed or other instrument for- recordation among the land records in the office of the County Recorder for Riverside County. 11. ['20i8] Title Insurance Concurrent with recordation of the Grant Deed or an instrument conveying possession, Fidelity National Title, or another title insurance company satisfactory to the Agency and the Developer ("Title Company") shall provide and deliver to the Developer a CLTA Owner's policy issued by Title Company insuring that the title is vested in the Developer in the condition required by Section 205 of this Agreement. The Title Company shall provide the insurance policy and the, tithe insurance policy shall be in the amount of the Purchase Price of the Site or in ;such greater amount as Developer may specify as hereinafter provided. The Agency shall pay only for that portion of the title insurance premium, attributable to a CLTA Owner's policy in the amount of the Purchase Price of the Site insuring title in the Developer The Developer, if it desires any additional title insurance„ shall pay for all premiums for any extended coverage or special endorsements, which it.requests. 1. ['209] Taxes and Assessments Ad valorem taxes and assessments, if any, on the Site, and taxes upon this Agreement or any rights hereunder levied, assessed or imposed for any period commending prior to conveyance of title shall be borne by the Agency. All ad valorem taxes and assessments levied or imposed -for any period commencing after closing of the escrow shall be paid by the Developer. J. ['210] Possession of the Site The Agency warrants and agrees that title to the Site shall be conveyed free of anl, possession c•nd -ieh1 of any- possession except that of the Developer. I i I i I i ' I 679121_130C i ]] 1 i except as waived by the Developer in writing, and the easements of record approved by Developer in writing prior to the closing K. ['211] Zoning. Etc. of the Site At the time of conveyance of the Site, the zoning thereof shall be such as to permit development of the Site (including,the construction, use, operation, and maintenance of the improvements thereon) as contemplated by Developer and in accordance-with the provisions of this Agreement. The Developer shall apply for all necessary permits and pay all necessary fees as provided in Section 309 herein below. )n addition, at the time of the conveyance of the'Site all applicable environmental requirements shall have been satisfied by the Agency. Agency represents that the Site is comprised of one or more legal parcels under all state and City subdivision ordinances and regulations. L. ['212] Condition of the Site The Agency has no knowledge of the existence of any soil or seismic condition, geological defect or fault or.the presence of hazardous substances. It shall be the sole responsibility of the Developer, at the Developer's expense, to investigate and determine the soil and seismic conditions of the Site and their suitability for the development to be constructed thereon during the "Feasibility Period," which for purposes of this Agreement is the one hundred and eighty (180) day period commencing on the date that this Agreement is executed by the Agency and the Developer and, formally approved by the City of Grand Terrace: It shall be the sole responsibility of'the Developer--to do all work necessary to investigate and determine the soil conditions of the Site and the suitability of.the Site for the development to be constructed by the Developer. If the soil conditions of the Site or any portion thereof are not in all respects entirely suitable for the use or uses to which the Site will be put, and if Developer elects to continue and acquire the Site it will be the sole responsibility and obligation of the Developer to take such action as may necessary to place the Site in all respects in a condition suitable for development. Provided, that if the soil conditions are not in all respects entirely suitable for the use to which the Site will be put, this Agreement.may be terminated at the option of the Developer, by providing notice of intent to terminate to the Agency. M_j213]_ Preliminary Work by the Developer Prior to the conveyance of title from the Agency, representatives of the Developer shall have the right of access to the Site at all reasonable times for the purpose c- obtaining date anc' maklnp surveys and tests necessaR, to carry ouf this Agreement. 12 679121_1.DOC i I ' The Developer hereby indemnifies and holds the Agency harmless for any injury or damages arising out of any activity of the Developer, its agents, employees and ciontractors, performed and conducted on the Site pursuant to this Section 213 except as the same may be due to the negligence 'or willful misconduct of the Agency. The Developer shall have access to all data and information on the Site available to the Agency, but without warranty or representation by the Agency as to the completeness, correctness or validity of such data and information. 1 I Any preliminary work undertaken on the Site by the Developer prior to conveyance of title thereto shall be done only after consent of the Agency Executive Director, or his designee, and at the sole expense of the Developer. The Developer shall save and protect the Agency against any claims resulting from such preliminary work, access or use of the Site which may arise by employees, subcontractors or representatives. Copies of data, surveys and tests obtained or made by the Developer on the Site shall be furnished to the Agency. Any preliminary work by the Developer shall be undertaken only after securing any necessary permits from the appropriate governmental agencies. N. ['21A] Submission of Evidence of Equity Capital and Mortgage Financing Within the time set forth in the Schedule of Performance (Attachment Nb. 4) Developer shall submit to the Agency Executive Director, or his designee, a written summary describing Developer's proposed sources of the required equity capital and/or financing for the acquisition of the Site and the- development of same in accordance with Scope of Development (Attachment No. 4). 111. ['300) DEVELOPMENT OF THE SITE A. ['301] Development of the Site by the Develo er 1. ['302] Scope of Development In the event Developer shall approve the Site during the Feasibility Period and Purchase the Site from the Agency under the terms set forth in this Agreement, Developer shall cause the Site to be developed as provided in the Scope of Development (Attachment No. 5). 2. ['303] Basic Concept Drawings Within the ;time set forth in the Schedule of Performance (Attachment No. 4), the Developer shall prepare and submit to the Agency Executive Director, or his designee,! for review and written approval Basic Concept Drawings containing the overall plan for development of the Site. The Basic Concept DrawincE s ,a11 cor,fcrr,- fc thiF Agreement, including the Scope of Development j I J3 679121-1.DOC 1 , (Attachment No. 5), and any presentation materials or site ,plans approved by the Agency at the time of execution of this Agreement. The Agency shall approve or disapprove the Basic Concept Drawings within the time established in the Schedule of Performance (Attachment No. 4). Any disapproval shall state in writing the reasons for disapproval and the specific items to be included or revised in order to obtain the Agency's approval. The Site shall be developed as generally established in the Basic Concept Drawings except 'as changes may be mutually agreed upon between the Developer and the Agency. Any such changes shall be within the limitation of the Scope of Development (Attachment No. 5). 3. ['304] Construction Plans Drawings, and Related Documents The Developer shall prepare and submit construction drawings and related documents for the development of the Site to the Agency for review (including, but not limited to, architectural review) and written approval at the times established in the Schedule of Performance (Attachment No. 4). The construction drawings and related documents shall be submitted in two stages, preliminary and final drawings, plans and specifications. Final drawings, plans, and specifications are hereby defined as those in sufficient detail to obtain 'a building permit. Any items so submitted and approved in writing by the Agency shall not be subject to subsequent disapproval. Agency approval shall not be unreasonably withheld, delayed or conditioned. Progressively detailed plans shall -be approved by the Agency if exterior spaces and areas open to public view do not materially vary from, and the plans otherwise do not materially vary from previously approved plans, and if they are a logical evolution of previously approved plans and conform to the provisions of the Scope of Development. In the event of the disapproval by the Agency of any plans submitted by the Developer, Agency shall promptly communicate in writing to the Developer all reasons for such disapproval and all requirements for subsequent approval of revised plans. During the preparation of all drawings and plans, the Agency staff and the Developer shall hold regular progress meetings, but no more than 3 times a month to coordinate the preparation of, submission to, and review of construction plans and related documents by the Agency. The Agency staff and the Developer shall communicate and consult informally as frequently as is necessary to insure that the formal submittal of any documents-to-the Agency can receive prompt and speedy consideration. If anv revisions or corrections of plans approved by the Agency shall be requireo by governmenta, official agent\ , oepa rne;., o, bureau iicVl'"iI jurisdiction over the development of the Site, the Developer and the Agency shall 14 679121 I.DOC I cooperate in efforts to obtain waiver of such requirements or to develop a mutually acceptable alternative. The Agency shall not unreasonably withhold approval of a mutually acceptable alternative. Agency shall' use reasonable efforts to expedite all governmental approvals for the development of the Site requested by Developer and consistent with the Scope of Development. 4. ['305] Agency Approval of Plans Drawings, and Related Documents Subject to the terms of this Agreement, the Agency shall have the right of , I architectural and ,site planning review of all plans and drawings for Developer's i proposed improvements to the Site, including any changes therein. The Agency agrees that the Developer need submit plans and submission. for architectural and site planning 'review only to the Agency, and that the Agency shall obtain any architectural and site planning review required by any agency, department, board or commission of'the City within the times required hereunder for review of such plans and submissions and changes the by the Agency, provided, however, that nothing herein shall relieve the Developer of any obligation to submit plan' and submissions,for special development permits or building permits to City departments or other public agencies. The Agency shall approve or disapprove the plans, drawings and related documents refer red to in Section 304 of this Agreement within the time established in thei Schedule of Performance (Attachment No. 4). Failure by the Agency to either; approve or disapprove within the times established in the Schedule of Pertormance shall be deemed an approval. Any disapproval shall ;,. state in writing the reasons for disapproval and the changes, which the Agency requests be made. Such reasons and such changes must be consistent with the Scope of Development (Attachment No. 5) and any items previously approved or deemed approved hereunder by the Agency. The Developer, upon receipt of a disapproval based upon powers reserved by the Agency hereunder, shall revise such plans, drawings and related documents and resubmit them to the Agency as soon as possible after receipt of the notice of disapproval, provided that in no case shall the Agency be entitled to require changes inconsistent with the Scope of Development and any previously approved items. If the Developer desires to make any substantial change in the construction plans after their approval by the Agency, the Developer shall submit the proposed change to the Agency for its approval. If the construction plans, as modified by the proposed change, conform to the requirements of Section 304 of this Agreement, the approvals previously granted by the Agency under this Section 305 and the Scope of Development (Attachment No. 4),'the Agency shall approve the proposed change and notify the Developer in writing within thirty (30) Such change in the construction plans days after submission to the Agency. shall, in any event, be deemed approved by the Agency unless rejected, in whole 679121_1.DOC i i or in part, by written notice thereof by the Agency to the Developer setting forth in detail the reasons therefor, and such rejection shall be made within the said period. 5. ['306] Cost of Construction Developer shall be responsible for all funds required to pay the Purchase Price for the Site, and to develop the Site in accordance with the Scope of Development. Any costs incurred by Developer pursuant to this Agreement 'shall be solely the responsibility of the Developer; except as to those non-cash costs incurred by Agency in processing and implementing this Agreement which shall be borne by the Agency. In any event, absent the receipt of sufficient funds for the purchase of the Site hereunder and/or the development of the. Site, in the sole judgment of the Developer, the Site shall not b+ conveyed by Agency to Developer. 6. ['307] Construction Schedule After the conveyance of title to the Site as outlined in Section 207, the Developer shall promptly begin and thereafter diligently prosecute to completion the construction of the improvements and the development of the Site. The Developer shall use reasonable efforts to begin and complete all construction and development within the times specified in the Schedule of Performance (Attachment No. 4) or such reasonable extension of said dates as may be granted by the Agency or as provided in Section 604 of this Agreement. During the period of construction, but not more frequently than once a month, the Developer shall submit to the Agency a-written progress report of the construction if requested when and as requested by the Agency Executive Director, or his designee. The report shall be in such form and detail as may reasonably be required by the Agency. 7. ['308] Bodily lniury, Property Damage and Workers' Compensation Insurance Prior to the commencement of construction on the Site or any portion thereof, the Developer shall furnish or cause to be furnished to the Agency duplicate originals or appropriate certificates of bodily injury and property damage insurance policies in the amount of at least $1,000,000 for any person, $3,000,000 for any occurrence and $1,000,000 property damages, naming the -Agency--and -the--City as additional or cc-insureds. -The Developer shall also furnish or cause to be furnished to the Agency evidence satisfactory to the Agency Executive Director, or his designee, that the general contractor with whom it has contracted for the performance of work on the Site carries workers' compensatior msurancc ar requires' by lav, The obligations set forte in this Section 308 shall remain in effect only until a final Certificate of Completion has 16 679121 1.DOC i been issued covering the entire Site as hereinafter provided' in Section 323 hereof. 8. ['309] City and Other Governmental Agency Permits Before commencement of construction or development of any buildings, structure or other work of improvement upon the Site (unless such construction, development or work is to be commenced before the conveyance of title), the Developer shall, at its own expense, unless otherwise specified in Section 306, secure or cause td be secured any and all permits which may be required by the City or any other governmental agency affected by such construction., I development or work. The Developer shall pay all associated fees. The Agency shall provide all possible assistance deemed appropriate by the Agency to the Developer in securing these permits. 9. ['310] Rights of Access I For the (purposes of assuring compliance with this ' Agreement, representatives of the Agency and the City shall have -the reasonable right of access to the Site without charges or fees and at normal construction hours during the period of construction for the purposes of this Agreement, including, �. but not limited 01 the inspection of the work being performed in constructing the improvements. Such representatives of the Agency or the City shall be thole who are so identified in writing by the Executive Director of the Agency. The Agency and City shall indemnify and defend the Developer, Developer's successors and assigns, and any entity acquiring an anchor property within the Site (an "Anchor User"), and hold them harmless from any actions, claims, damage, liens, Iliability costs and expenses including, without limitation, reasonable attorneys fees, caused by and/or arising out of this right to access. 10. ['311] Local State and Federal Laws The Developer shall carry out the construction of the improvements in conformity with all applicable laws. _ I 11. ['312] Antidiscrimination During Construction The Developer, for itself and its successors and assigns, agrees that in the construction 11 of the improvements provided for in this 'Agreement, the Developer will not discriminate against any employee or applicant for employment because of race, color, creed, religion, sex, marital status, ancestry or national origin. i 1 17 679121_1.DOC f ' I B. [1313] Taxes Assessments Encumbrances and Liens The Developer shall pay when due all real estate taxes and assessments assessed if any which may be levied on the,Site for any period subsequent to conveyance of title to or delivery of possession of the Site to Developer. Prior to the issuance pf a Certificate of Completion, and except as provided in Section 315 et. seq. of this Agreement, the Developer shall not place or allow to be placed on the Site any mortgage, trust deed, encumbrance or lien unauthorized by this Agreement. The Developer shall remove of have removed any levy or attachment made on the Site (or any portion thereof), or shall assure the satisfaction thereof, within a reasonable time,- but in any event, prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit the Developer from contesting the validity or amounts of any tax, assessment, encumbrance or lien, nor to limit the remedies available to the Developer in respect thereto nor to limit any real estate tax exemptions available to Developer for such Site. C. ['314] Prohibition Against Transfer of Site, the Buildings or Structure Thereon and Assignment of Agreement After conveyance of title to the Site to Developer, and prior to the issuance by the Agency of a Certificate of Completion pursuant to Section 322, the Developer shall not, except as expressly permitted by this Agreement, sell, transfer, convey, assign or lease the whole or any part of the Site or the buildings or improvements thereon without the prior written reasonable approval of the Agency; provided, Agency acknowledges that Developer intends to convey a portion of the Site to one or more Anchor Users prior to the issuance of a Certificate of Completion for such portion and Agency hereby consents to such conveyance. This prohibition shall not apply subsequent to the issuance of the Certificate of Completion with respect to the improvements upon the Site. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Site or to prohibit or restrict the leasing of any part or parts of a building or structure when said improvements are completed. In the absence of specific written agreement by the Agency, no such transfer, assignment or approval by the Agency shall be deemed to relieve the Developer or any other party from any obligations under this Agreement until completion of development as evidenced by the issuance of a Certificate of Completion therefor. 18 67912I 1.DOC D. ['3151 Security Financing; Rights of Holders 1. ['316] No Encumbrances Except Mortgages, Deeds of Trust Sales and Leases-Back or Other Financing for Development Notwithstanding Sections 313 and 314 of this Agreement, mortgages, deeds of trust, sales and leases-back or any other form of conveyance required for any reasonable method of financing are permitted before issuance of a Certificate of Co T pletion, but only for the purpose of securing loans or advances of funds to be used for financing the acquisition of the Site, the construction of improvements on the Site and any other expenditures necessary and/or appropriate to develop the Site under this Agreement. The Developer shall notify the Agency in advance of any mortgage, deed of trust, sale and lease-back or other form of conveyance for financing if the Developer proposes to enter into the same before issuance of a Certificate of Completion. The Developer shall not enter into any such conveyance for financing without the prior written approval of the Agency, whiIch approval shall not be unreasonably withheld, delayed or J conditioned (unless such lender shall be a banking or other financial institution doing business in the State of California, or an insurance, lending institution qualified to do business in the State of California), which approval the Agency agrees to give if any such conveyance is given 'to a responsible financial or lending institution' or other acceptable person or entity. Such lender shall be deemed approved unless rejected in writing by the Agency within ten (10) days after notice thereof to the Agency by the Developer. In any event, the Developer - shall promptly notify the Agency of any other financing conveyance, encumbrance or lien that has been created or attached to the Site prior to completion of thie construction of the improvements on the Site whether by ; voluntary act of the Developer or otherwise:-The words "mortgage" and "deed of trust," as used herein, include all other appropriate modes of financing real estate acquisition, construction and land development. 2. ['317) Holder Not Obligated to Construct Improvements The holder of any mortgage, deed of trust .or other: security interest authorized by this Agreement shall in no way be obligated by ;provisions of this Agreement to construct or complete the improvements or to guarantee such construction or completion, nor shall any covenant or any other provision in the grant deed for the Site be construed so to obligate such holder. Nothing in this Agreement shall Ibe deemed to construe, permit or authorize any such holder to j - - - -devote the-Site to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by this Agreement. I i 679121_1.DOC 19 0 3. ['318] Reserved 4. ['319] Reserved 5. ['320] Right of Agency to Cure Mortgage, Deed of Trust or Other Security Interest Default 1n the event of a default or breach by the Developer of a mortgage, deed of trust or other security interest with respect to the Site prior to the completion of development, and the holder has not exercised its option to complete the - development, the Agency may cure the default prior to completion of any foreclosure. In such event, the Agency shall be entitled to reimbursement from the Developer of all actual, itemized costs and expenses incurred by the Agency in curing the default. The Agency shall also be entitled to a lien upon the Site to the extent of such costs and disbursements. Any such lien shall be subject to mortgages, deeds of trust or other security interests executed for the sole purpose of obtaining funds to purchase and develop the Site as authorized' herein. E. ['321] Reserved F. ['322] Certificate of Completion ' Promptly after completion of construction and development of the improvements to be completed by the Developer upon the Site, as generally and specifically required by this Agreement and in particular the Scope of Development, the Agency shall furnish the Developer with a Certificate of Completion upon written -request therefor--by the Developer. The Agency shall not unreasonably withhold such Certificate of Completion and such Certificate of Completion shall be issued so long as Developer has constructed and developed the Site in accordance with this Agreement and plans approved by Agency pursuant hereto. Such Certificate of Completion shall be, and shall so state, conclusive determination of satisfactory completion of all of the construction required by this Agreement for the Site and of full compliance with the terms hereof with respect to the Site. After recordation of the Certificate of Completion, any party then owning or thereafter purchasing, leasing or otherwise acquiring any interest therein shall not (because of such ownership, purchase, lease, or acquisition) incur any obligation or liability under this Agreement, except that such party .shall be bound by any covenants contained in the deed, lease, mortgage, deed of trust, contract, or other instrument of transfer which shall ---include the provisions of Sections 400 through 409 (inclusive) of this Agreement. Neither the Agency nor any other person, after the recordation of the Certificate of Completion, shall have any rights, remedies or controls that it would otherwise have or be entitled to exercise under this Agreement as a result of a default in or breach o' an, pray-is�or cf this Acreemeri; and the respective rights anc obligations of the parties with reference to those set forth in the deeo. 20 679127_].DOC N The Certificate of Completion for the Site shall be in such form as to permit it to be recorded in the Recorder's Office of San Bernardino County. Certificates of (Completion of construction for less than the completed improvements and development of the entire Site shall not be recorded. If the Agency refuses or fails to furnish'a Certificate of Completion for the Site after written irequest from the Developer, the Agency shall,' within thirty (30) days of the written request, provide the Developer with a written statement of the reasons the Agency refused or failed to furnish a Certificate of Completion. The statement shall also contain the Agency's opinion of the action the Developer must take to obtain a Certificate of Completion. If the reason for such refusal is confined to ,the; immediate availability of specific items or materials for landscaping, and/or minor items (being those aggregating not more than ten percent of the estimated costs of construction of the project), the Agency will issue its Certificate of Completion upon the posting of a bond, 'letter of credit or cash by the Developer with the Agency in a.n amount representing a fair value of. the work not yeti completed. If the Agency shall have failed to provide such written statement within said 30-day period, the Developer shall be deemed to have received the Certificate of Completion. i Such Certiificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer or any holder of a mortgage, or any insurer of a mortgage securing money loaned to finance the improvements or any part thereof. Such Certificate of Completion is not notice of completion as'referred to in Section 3093 of the California Civil Code. IV. ['400) USE OF THE SITE A. ['401] Uses The Developer will develop the Project, including the Site for retail commercial uses services commercial uses and a city library. The total building area (footprint) is projected to be up to approximately 250,000 square feet. B. ['402) Sales Tax Performance The Developer has estimated that if the Project is fully entitled for ; approximately 25b,000 square feet of retail space, the Project should generate a minimum of Four, Hundred Fifty Thousand Dollars ($450,000) per year in sales taxes from the Project and payable to the City of Grand Terrace upon full occupancy of the;improvements constructed within the Site by Developer. t C. ['403] Obligation to Refrain From Discrimination The Developer covenants by and for itself and any successors in interest that there shall ,be no discrimination against or segregation of any person or I ' i I 479121 1.DOC � 21 group of persons on account of race, color, creed, religion, sex, marital status, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the site, nor shall the Developer itself or any person claiming under or through the Developer establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the site. The foregoing covenants shall run with the land. D. ['404j Form of Nondiscrimination and Nonsegregation Clauses The Developer shall refrain from restricting the rental, sale or lease of the Site on the basis of race, color, creed, religion, sex, marital status,, ancestry or national origin of any person. All such deeds, leases (including rental agreements) or contracts shall contain or be subject to substantially the following nondiscrimination_ar nonsegregation clauses: , a. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming 'under or through them, that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises herein conveyed, - nor shall_the grantee I imself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." b. In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: "That there shall be no discrimination against or segregation of any person or group of persons on account Gi iacf- c0101, C166c., rEl1geo , se;. ?� ar= a status, national origin or ancestry, in the leasing, 22 079]21_1.DOC subleasing, transferring, 'use, occupancy, tenure or enjoyment of the premises herein leased, nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, I subtenants, sublessees or vendees' in the premises herein leased." C. In contracts: "There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, or shall the transferee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land." E. ['4051 Effect and Duration of Covenants The covenants contained in Article IV of this Agreement (which shall be contained in the grant deed) shall remain in effect one (1) day following the issuance of a Certificate of Completion pursuant to this Agreement unless this Agreement provides for the earlier termination, except that the covenants against discrimination shall remain in perpetuity. The covenants established in Article IV of this Agreement (which shall be contained in the grant deed) shall, without regard to technical classification and designation, be binding for the benefit and in favor of the Agency, its successors and assigns or any part hereof. The Agency is deemed the principal beneficiary of - the terms and provisions of this Agreement and of the covenants running with the land for and in its own rights and for the purpose of protecting the interests of the community and other parties; public or private, in whose favor and for whose benefit this I ! Agreement and the covenants running with the land have been provided. This Agreement and the covenants shall run in favor of the Agency without regard to I i whether the Agency has been, remains or is an owner of any land or interest therein in the Site, any parcel or subparcel, or in the Project Area. The Agency shall have the right, if the Agreement or covenants are breached, to exercise all rights and remedies and to maintain any actions or suits at lave or in equity or j I i � i i 23 679121_].DOC i other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of this Agreement and covenants may be entitled F. ['406] Rights of Access--Public Improvements and Facilities The Agency, for itself and for the City and other public agencies, at their sole risk and expense, reserves the right to enter the Site or any part thereof at all reasonable times and with as little interference as possible (and without interference to any permanent structure on the Site) for the purposes of construction, reconstruction, maintenance, repair or service of any public improvements or public facilities located on the Site and which are for the sole purpose of providing public services to the Site or its occupants. Any such entry shall be made only after reasonable notices to the Developer, and the Agency shall indemnify and hold the Developer, and Developer's tenants, successors and assigns, harmless from any claims or liabilities .pertaining to any entry. Any damage or injury to the Site resulting from such entry shall be promptly repaired at the sole expense of the public agency responsible for the entry. G. ['407] Maintenance of the Site Solely at Developers expense, the Developer will maintain or cause to be maintained the improvements on the Site to be constructed or developed pursuant to this Agreement. Developer will keep or cause the Site to be kept reasonably free from any accumulation of debris or waste materials. The Developer will aiso maintain or cause the landscaping required to be planted under the approved plan in a healthy condition. If at any time, Developer fails to maintain-the Site or cause the Site to be maintained as required and said condition is not corrected after the expiration of forty-five (45) days from the date of written notice from the Agency to Developer and the current owner of the portion of the Site at issue, the Agency may perform the necessary landscape, or other maintenance and Developer will pay all costs incurred for such maintenance within thirty (30) days following Developer's receipt of a detailed written invoice for same from the Agency. V. 1"500] DEFAULTS, REMEDIES AND TERMINATION A. ['501] Defaults--General Subject'to the extensions of time set forth in Section 604, failure or delay ---by-either party-to perform any to--rm or provision of this Agreement constitutes a default under this Agreement. The party who so fails or delays shall complete such cure, correction or remedy with reasonable diligence and during any period of curing shall not be in default. 24 679121 ].DOC i 1 The injured party shall give written notice of default to the party in default specifying the default complained of by the inured party. Except as required to protect against further damages and except as otherwise expressly provided in Sections 507 and 508 of this Agreement, the injured party may not institute proceedings against the party in default until forty-five (45) days after giving such notice. Failure on delay in giving such notice shall not constitute a waiver of any default nor shall it;change the time of default. Except as otherwise expressly provided in this Agreement, any failure or delay by either party in asserting any of its rights or remedies as to any default - shall not operate as a waiver of any default or of any such rights or remedies or deprive such party of its right to institute and maintain any actions or proceedings which it may deem, necessary to protect, assert or enforce any such rights or remedies. B. [' 02] Legal Action • i 1. ['503] Institution of Legal Actions In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default, or recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal action's must be instituted in the Superior Court of the County of Riverside, State of California, in an appropriate municipal court in that County or in the appropriate federal District Court in the State of California. 2 ['504] Applicable Law The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 3. ['505) Acceptance of Service of Process In the event that any legal action is commenced by the Developer against the Agency, service or process on the Agency shall be made by personal service upon the Chairman of the Agency or in such other manner as may be provided by law. In the event that any legal action is commenced by the Agency against the Developer, service of process on the Developer shall be made by personal service upon the Developer or in such other manner as may be provided by law and shall be valid whether made within or without the State of California: 25 i 679121 1-DOC C. ['506] Rights and Remedies are Cumulative Except as otherwise expressly stated in this Agreement, the ribhts and remedies of the parties are cumulative, and the exercise by any party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default by the other party. D. ['507] Damages_ If the Developer or the Agency defaults with regard to any of the provisions of this Agreement, the non-defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured or commenced to be cured by the defaulting party within forty-five (45) days after service of the notice of default, the defaulting -party shall be liable to the other , party for any damages caused by such default. E. ['508] Specific Performance If the Developer or the Agency defaults under any of the provisions of this Agreement, the non=defaulting party shall serve written notice of such default upon the defaulting party. If the default is not commenced to be cured by the defaulting party within forty-five (45) days of service of the notice of default, the non-defaulting party, at its option, may institute an action for the specific performance of the terms of this agreement. F. ['509] Remedies and Rights of Termination Prior to Convevance of the Site to the Developer 1. ['510] Termination by the Developer In the event that, prior to conveyance of title to the Site to the Developer (in addition to and not in lieu of any of Developers remedies set forth in Section 508 above): a. The Developer disapproves the condition of title to the Site within thirty (30) days of the receipt of the preliminary title report for reasons which cannot be corrected by the Agency prior to the time set forth herein for the conveyance of. the Site to the _ Developer; or--- b. The Developer disapproves the soil and geologic conditions or the Phase I Study of the Site in the manner and with the time set forth in Section 212 of this Agreement; or 26 679121 130C i c_ The Agency does not tender conveyance of the Site or possession thereof in the manner and condition and by the date provided in this Agreement and in any such failure is not cured within thirty (30) days after written demand by the Developer; or; d. The Developer does not obtain the capital advance proceeds required to purchase the Site. Then, in any' event, this Agreement shall, at the option of the Developer, be ' terminated by written notice thereof to the Agency. Upon such termination, neither the Agency nor the Developer shall have any further rights against or liability to the othler,under this Agreement. I 2. ['511] Termination by the Agency In the event that prior to conveyance of title to the Site to the Developer and in violation of this Agreement: a, The Developer transfers or assigns or attempts to transfer or assign this Agreement or any rights herein or in the Site or the buildings or improvements thereon in violation of this Agreement; or b. There is any significant change in the ownership or j identity of the Developer or the parties in control of the Developer or Developer or the degree thereof contrary to the provisions of Section 108 hereof; or c. The Developer does not pay the Purchase Price and j take title to the Site under tender of conveyance by the Agency pursuant to this Agreement; or d. Trhe Developer is in breach or default with respect to any other obligation of the Developer under this Agreement; and I e. If any default or failure referred to in subdivision c or d of this Section shall not be cured within forty-five (45) days after the date of written demand by the Agency; Then this Agreement, and any rights of the Developer or ,any assignee or transferee in this Agreement pertaining thereto or arising therefrom with respect to the Agency, shall, at the option of the Agency, be terminated by the Agency. I I 27 67912]-].DOC I VI. ['600] GENERAL PROVISIONS A. ['601] Notices,- Demands and Communications Between the Parties Formal notices, demands and communications between the Agency and the Developer'shall be sufficiently given if,dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of the Agency and the Developer as set from in Section 105 hereof. Such written ' notices, demands and communications may be sent in the same manner to such �- other addresses as either party may from time to time designate by mail. B. ['602] Conflicts of Interest No member, official or- employee of the Agency shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official or employee participate in any decision relating to this agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is directly or indirectly interested. The Developer warrants that it has not paid or given, and will not pay or give, any third person any money or other consideration for obtaining this Agreement. C. ['603] Reserved D. ['604] Enforced Delay' Extension of Times of Performance In addition to the specific provisions of this•Agreement, performance by any party hereunder shall not be deemed to be in default where delays or defaults are due to war; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation; unusually severe weather; irfability to secure necessary labor, materials, or tools; delays of any contractor, subcontractor or supplier; acts of another party; acts or the failure to act of any public or governmental agency or entity (except that acts or the failure to act of the Agency shall not excuse performance by the Agency) or any other causes beyond the control or without the fault of the party claiming an extension of time to perform. An extension of time for any such cause shall only be for the period of the enforced delay, which period shall commence to run from the time of the commencement of the cause. If, however, notice by the party claiming such extension is sent to the other parties more than thirty (30) days after the commencement of the cause, the period shall commence to run only thirty (30) days prior to the giving of such noticE. Time: c- performance under this Agreement maxi also be extended in writing by the Agency and the Developer. 28 679123 1.DOC i i E. ['605] Inspection of Books and Records The Agency has the right, upon not less than seventy-two (72) hours notice, at all reasonable times, to inspect the books and records of the Developer pertaining to the Site as pertinent to the purposes of this Agreement. The Developer also has the right, upon not less than seventy-two (72) hours notice, at all reasonable times, to inspect the books and records of the Agency pertaining to the Site as pertinent to the purposes of this Agreement. F. ['606] Reserved VII. ['700] j SPECIAL PROVISIONS Notwithstanding anything in this Agreement to the contrary, no amendment to this Agreement shall be effected without the prior written approval of the Agency, hisi successor or assigns. A. [701] Amendments to this Agreement The Developer and the Agency agree to mutually consider reasonable requests for amendments to this Agreement which, may be made by any of the parties hereto, lending institutions or financial consultants to the Agency, provided such requests are consistent with this Agreement and would not substantially alter�the basic business terms included herein. Vlll. ['800] ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS This Agreement is executed in four (4) duplicate counterparts, each of which is deemed ;to be an original. This Agreement comprises Pages 1 through 30, inclusive, and Attachment Nos. 1 through 6, attached hereto and incorporated herein by reference, all of which constitute the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or - incide'ntal hereto, and supersedes all negotiations or previous agreements between the parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the Agency and the Developer, and all amendments hereto must be in writing and signed by the appropriate authorities of the Agency and the Developer. 679121_1.DOC 29 _ I j J IX. ['900] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY This Agreement, when executed by the Developer and delivered to the Agency, must be authorized, executed and delivered by the Agency within forty- five (45) days after the date of signature by the Developer of this Agreement shall be void, except to the extent that the Developer shall consent in writing to further extensions of time for the authorization, execution and delivery of this Agreement. The effective date of this Agreement shall be the date when this Agreement has been signed by the Agency. DATED: , 2005 COMMUNITY REDEVELOPMENT AGENCY - OF THE CITY OF-GRAND TERRACE By:- Maryetta Ferre'. Chairman DATED: , 2005 DENNIS D. JACOBSEN FAMILY HOLDINGS 11, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY By: Doug Jacobsen, Manager ATTEST: Secretary APPROVED BY: AGENCY COUNSEL Agency Counsel 30 679121_1.DOC i ATTACHMENT NO. 1 Site Map I [attached) - I I I ' ' a � � I I � � I I I . I I I I II I i I I I �I f I � I � I , 3] 674721_1.DOC J I f ?ate 1167-931 1167-311 APN 11 APN# APN# APN# APN# PV PN APN# APN# APN# APN# 11 1167 1167 APN# APN# x 167 2� -11 1167-231-16 1167-231-09 1167- 1167- _231 -23 1167= 1167- 1167- i 167- 1167- 231-08 231-07 -o6 -05 231-44 231-03 1167-231-02 231-01 331-01 331-02 Ifl 1 1 '1 APN# I 1167-231-12 / F - APN# � - 1167-231-13 u ------------------ i i I I ATTACHMENT NO. 2 Legal Description of the Site , [attached] j I j � I li I I 1 I� { I I i I I � I 32 67912]_].DOC I THE EAST 100 FEET OF LOT 3, IN SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT NORTH 171 FEET AS CONVEYED TO THE CITY OF GRAND TERRACE BY DEED RECORDED DECEMBER 11, 1986 AS INSTRUMENT NO. 86-376453OF OFFICIAL RECORDS. APN## 1167-231-01 l 1 PARCEL]: I THE WEST 100 FEET OF THE EAST 200 FEET OF LOT 3,SECTIONS,TOWNSHIP 2 SOUTH, RANGE 4 WEST,SAN 13ERNARDINO BASE AND MERIDIAN,ACCORDING TO MAP OF FAST RIVERSIDE LAND COMPANY,AS PER PLAT RECORDED IN BOOT{6 OF MAPS,PAGE 44, RECORDS OF SAID COUNTY EXCEPTING THEREFROM THE NORTHERLY 17.00 FEET THEREOF AS CONVEYED TO THE CITY OF GRAND TERRACE,BY DEED RECORDED APR1L 1 5, 1 987 AS INSTRUMENT NO. 87- 1236160FFICIAL ECORDS. PARCEL 2: THE WEST 40 FEETJOF THE 240 FEET OF LOT 3,SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST,SAN BERNARDINO BASE AND MERIDIAN,ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY,AS PER PLAT RECORDED 1N BOOK 6 OF MAPS,PAGE 44, RECORDS OF SAID COUNTY. EXCEPTING THEREFROM THE NORTHERLY 17.00 FEET THEREOF AS CONVEYED TO THE CITY OF GRAND TERRACE,BY DEED RECORDED APRIL 1 5, 1987 AS INSTRUMENT NO. 87-1 2361 6 OFFICIAL RECORDS. Assessor's Parcel No: 1 167-231-02 { THE WEST 120 FEET OF THE EAST 360 FEET OF LOT 3,SECTION 5,TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN,ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY,IN THE CITY OF GRAND TERRACE,COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA,AS PER MAP RECORDED IN BOOK 6 PAGE 44 OF MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ' EXCEPT THE NORTHERLY 1 7.00 FEET AS CONVEYED TO THE CITY OF GRAND TERRACE BY DEED RECORDED.AUGUST 18, I986 AS INSTRUMENT NO.86-234863 OFFICIAL RECORDS. Assessor's Parcel No: 1167-231-03-0-000 I I THE WEST 120 FEET OF THE EAST 480 FEET OF LOT 3, IN SECTION 5,,TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE IOF CALIFORNIA, AS PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE NORTH 17 FEET AS CONVEYED TO THE'CITY OF GRAND TERRACE BY DEED RECORDED MAY 19, 1987 AS INSTRUMENT NO. 87-167448 OF OFFICIAL RECORDS. APN# 1 167-231.-04 I I I ' I i I i i i a I I , I � I I j I I I I I, LOT 3,SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST,SAN BERNARDINO BASE AND MERIDIAN,AS SHOWN ON THE MAP OF EAST RIVERSIDE LAND COMPANY,AS PER PLAT RECORDED IN BOOK 6 OF MAPS,PAGE 44,RECORDS OF SAID COUNTY. SAVING AND EXCEPTING THE EAST 480 FEET THEREOF. ALSO EXCEPTING THE WEST 70 FEET THEREOF. ' ALSO EXCEPTING THE NORTHERLY 17.00 FEET THEREOF AS CONVEYED TO THE CITY OF GRAND TERRACE BY DEED RECORDED APRIL 8, 1 987 AS INSTRUMENT NO. 87-11 56770FFJCIAL RECORDS, Assessor's Parcel No: 1167-231-05-0-000 s I THE WEST 70 FEET OF LOT 3,SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST,SA BERNARDINO MERIDIAN,ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY,IN THE CITY OF GRAND TERRACE,COUNTY OF SAID'BL-RNARDINO,STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 6 PAGE 44 Or- MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE NORTHERLY 1 7.00 FEET AS CONVEYED TO THE CITY OF GRAND TERRACE BY DEED RECORDED AUGUST 18, I 986 AS INSTRUMENT NO. 86-234861 OFFICIAL RECORDS. Assessor's Parcel No: 1167-231-06-0-000 I I i i I I i ; i I I � i I a THE EAST 1 ACRE OF THAT PORTION OF LOT 4, LYING NORTH OF THE NORTH LINE OF THE SOUTH 2O3.39 FEET OF SAID LOT 4, IN SECTION 5, TOWNSHIP 2 SOUTH,,RANGE 4 WEST, SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO MAP SHOWING LANDS OF THE EAST RIVERSIDE LAND COMPANY, AS PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. AREAS AND DISTANCES DESCRIBED HEREIN ARE MEASURED TO THE CENTERLINE OF ADJOINING STREETS AS SHOWN ON SAID MAP. Assessor's Parcel No: 1 167-231-07-0-000 PARCEL A: THE WEST ONE ACRE OF THE EAST TWO ACRES OF LOT 4, IN SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRANT TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, IN THE�OFFICE OF THE COUNTY RECORDER OF._SAID COUNTY. EXCEPT THEREFROM THE SOUTH 2O3.39 FEET, THE NORTH LINE OF THE SOUTH 203.39 FEET BEING DRAWN PARALLEL WITH THE SOUTH LINE OF SAID LOT. ALSO EXCEPT THE NORTH 17 FEET AS CONVEYED TO THE CITY OF GRAND TERRACE BY DEED RECORDED AUGUST 29, 1986 AS INSTRUMENT NO. 86-24,760 OF OFFICIAL RECORDS. ' I AREAS AND DISTANCES OF THE ABOVE DESCRIBED PROPERTY ARE COMPUTED TO THE CENTER LINE OF ADJOINING STREETS AND ROADS. APN#1 167-231-08 I I ' I i i I i I , i i I ' ALL THAT PORTION OF LOT 4,IN SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST, SAN BERNARDINO MERIDIAN,ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY,IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFOR-AN A,AS PER MAP RECORDED IN BOOK b,PAGE 44 OF MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF BARTON ROAD(FORMERLY PALM AVENUE)WITH THE WEST LINE OF THE EAST 2 ACRES OF SAID LOT 4;THENCE SOUTH 1 93 FEET;THENCE WEST 127 FEET;THENCE NORTH 1 93 FEET TO THE SOUTH LINE OF BARTON ROAD;THENCE EAST 127 FEET TO THE POINT OF BEGINNING. Assessor's Parcel No: 1167-231-09 i i PARCEL NO. 1: THAT PORTION OF LOT 4, IN SECTION 5,TOWNSHIP'2 SOUTH,RANGE 4 WEST,SAN 13ERNARDIN0 MERIDIAN,IN THE COUNTY OF SAN BERNARDINO,STATE OF CALIFORNIA,ACCORDING TO THE MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY,AS PER MAP RECORDED IN BOOK 6,PAGE 44 OF MAPS,IN THE OFFICE OF THE COUNTY RECOR IER OF SAID COUNTY,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF BARTON ROAD, 66 FEET WIDE, (FORMERLY PALM AVENUE)WITH THE EAST LINE OF MICHIGAN AVENUE,66 FEET WIDE; THENCE SOUTk3 ALONG THE EAST LINE OF SAID MICHIGAN AVENUE,A DISTANCE OF 142 FEET TO THE TRUE POINT OF BEGINNING;THENCE EAST PARALLEL WITH THE SOUTH LINE OF BARYON ROAD,A DISTANCE OF']50 FEET;THENCE SOUTH PARALLEL WITH THE EAST LINE OF MICHIGA AVENUE,A DISTANCE OF 33 FEET;THENCE WEST PARALLEL WITH N THE SOUTH LINE OF BARTON ROAD,A DISTANCE OF 150 FEET TO THE EAST LINE OF MICHIGAN AVENUE;THENCE NORTH ALONG THE EAST LINE OF MICHIGAN AVENUE,A DISTANCE OF 33 FEET TO THE POINT OF BEGINNING. PARCEL NO.2: THAT PORTION OF LOT 4, IN SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST,SAN BERNARDINO MERIDIAN,IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO THE MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY,AS PER MAP RECORDED IN BOOK 6,PAGE 44 OF MAPS,IN THE,OFFICE OF THE COUNTY RECORDER OF SAID COUNTY,DESCRIBED AS FOLLOWS: I BEGINNING AT TIDE INTERSECTION OF THE SOUTH LINE OF BARTON ROAD,66 FEET WIDE, (FORMERLY PALM AVENUE)WITH THE EAST LINE OF MICHIGAN AVENUE, 66 FEET WIDE; THENCE EAST ALONG THE SOUTH LINE- OF BARTON ROAD,A DISTANCE OF 1 50 FEET TO THE TRUE POINT OF BEGINNING;THENCE EAST ALONG THE SOUTH LINE.OF BARTON ROAD,A DISTANCE OF 155 FEET TO A POINT,SAID POINT BEING 127 FEET WEST OF THE NORTHWEST CORNIER OF THE EAST 2 ACRES OF SAID LOT 4,LYING NORTH OF THE SOUTH 203.39 FEET OF THE SAID LOT 4;THENCE SOUTH PARALLEL WITH THE EAST LINE OF MICHIGAN AVENUE',A DISTANCE OF 1 75 FEET;THENCE WEST PARALLEL WITH THE SOUTH LINE OF SAID BARTON ROAD,A DISTANCE OF 1 55 FEET,SAID POINT BEING EAST A DISTANCE OF 1 50'FEET FROM THE EAST LINE OF SAID MICHIGAN AVENUE;THENCE NORTH PARALLEL WITH THE EAST LINE OF MICHIGAN AVENUE,A DISTANCE OF 1 75 FL-ET TO THE POINT OF BEGINNING I Assessor's Parcel No: 1167-231-10 � I I THAT PORTION OF LOT 4,IN SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST,SAN BERNARDINO MERIDIAN,ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPAI�Y,IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA,AS PER MAP RECORDED IN BOOK 6,PAGE 44 OF MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHERLY LINE OF BARTON ROAD,(66 FEET , WIDE),FORMERLY PALM AVENUE,AND THE EASTERLY LINE OF MICHIGAN AVENUE(66 FEET WIDE),A SHOWN IN BOOK 19,PAGE 4 OF RECORD OF SURVEYS,RECORDED ON OCTOBER 3, 19.1,IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN BERNARDINO COUNTY;THENCE S6UTH 00°01' 14"EAST,ALONG SAID EASTERLY LINE OF MICHIGAN AVENUE, 142.00 FEET;THENCE NORTH 89'50'33" EAST,PARALLEL WITH SAID SOUTHERLY LINE OF BARTON ROAD 1 50.00 FEET;THENCE NORTH 0'01' 14"WEST, PARALLEL WITH SAID LINE OF MICHIGAN AVENUE, 142.00 FEET TO SAID SOUTHERLY LINE OF BARTON ROAD;THENCE SOUTH 89' 50'33"WEST,ALONG SAID SOUTHERLY LINE OF BARTON ROAD, 1 50.00 FEET TO TIDE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE COUNTY OF SAN BERNARDINO,BY DEED RECORDED APRIL 28, 1965 IN BOOK 6380,PAGE 315,OFFICIAL RECORDS,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTHERLY LINE OF BARTON ROAD, 66.00 FEET WIDE,(FORMERLY PALM AVENUE)AND THE EASTERLY LINE OF MICHIGAN STREET, 66.00 FEET WIDE,AS Sl-3OWN ON MAP RECORDED IN BOOK 19,PAGE 4 RECORD OF SURVEYS ON FIDE IN THE OFFICE OF THE COUNTY RECORDER:T14ENCE NORTH 890 50,33" EAST ALONG SAID SOUTHERLY LINE OF BARTON ROAD A DISTANCE OF 1 50 00 FEET; THENCE SOUTH 00 01' 14"EAST ALONG A LINE PARALLEL WITH THE CENTER LINE OF SAID MICHIGAN STREET.A DISTANCE OF 17.00 FEET TO AN INTERSECTION WITH A LINE THAT IS PARALLEL WITH,AND DISTANT 50.00 FEET SOUTH OF THE CENTER LINE OF SAID BARTON ROAD;THENCE SOUTH 89' 50'33"WEST ALONG SAID PARALLEL LINE A DISTANCE OF 130.05 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE SOUTHEAST,HAVING A RADIUS OF 20.00 FEET;THENCE SOUTHWESTERLY ALONG SAID TANGENT CURVE,THROUGH AN ANGLE OF 89°51-47" A DISTANCE OF 31 .37 FEET TO A POINT OF TANGENCY WITH THE EAST LINE OF SAID MICHIGAN STREET;THENCE NORTH 0`01' 14"WEST ALONG SAID EAST LINE OF MICHIGAN STREET,A DISTANCE OF 36.95 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM THAT PORTION AS CONVEYED TO THE CITY OF GRAND TERRACE- BY DEED RECORDED SEPTEMBER 4, 1 986 AS INSTRUMENT NO. 86-255660 OFFICIAL RECORDS. Assessor's Parcel No: 1167-231-11 i THAT PORTION OF LOT 4,ACCORDING TO MAP SHOWN LAND OF THE EAST RIVERSIDE LAND CO.,IN THEiCITY OF GRAND TERRACE,.COUNTY OF SAN BERNARDINO,STATE OF CALIFORNIA,AS PER MAP RECORDED IN BOOK 6,PAGES 44, OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. BEGINNING AT A POINT ON THE EAT LINE OF MICHIGAN STREET, 66 FEET WIDE AS SHOWN ON SAID MAP,203.39 FEET NORTH OF THE SOUTH LINE OF SAID LOT; THENCE EAST PARALLEL WITH AND 203.39 FEET NORTH OF SAID LINE 432.27.FEET TO THE WEST LINE OF THAT CERTAIN PARCEL OF LAND CONVEYED TO JOIlN M.BROWN,ET UX.,BY DEED RECORDED JANUARY 1, 1945 IN BOOK 1791, PAGE 10I, OFFICIAL RECORDS; THENCE NORTH ALONG SAID WEST LINE 221 FEET,MORE OR LESS,TO A POINT 193 FEET SOUTH OF THE SOUTH LINE OF BARTON ROAD,65 FEET WIDE; THENCE WEST PAjR ALLEL WITH SAID SOUTH LINE, 127 FEET; THENCE NORTH 18 FEET TO A POINT, 175 FEET SOUTH OF THE SOUTH LINE OF SAID BARTON ROAD; THENCE WEST PARALLEL AND 175-FEET SOUTH OF SAID SOUTH LINE TO THE EAST LINE OF SAID MICHIGAN'AVENUE; THENCE SOUTH ALONG SAID EAST LINE TO THE POINT OF BEGINNING. As essor's Parcel No: 1167-231-12-0-000 1 - I , 1 j THE SOUTH 2O3.39 FEET OF LOT 4,ACCORDING TO MAP SHOWING LANDS OF THE EAST RIVERSIDE LAND COMPANY,,IN THE CITY OF GRAND TERRACE,COUNTY OF SAN BERNARDINO,STATE OF CALIFORNIA,AS PER MAP RECORDED IN BOOK 6 OF MAPS,PAGE 44,RECORDS OF SAID COUNTY,THE NORTH LINE OF WHICH IS DRAWN PARALLEL WITH THE SOUTH LINE OF SAID LOT. EXCEPT ANY PORTION LYING WITHIN ANY COUNTY ROADS. Assessor's Parcel No: 1167-231-13 i ' i A, PORTION OF LOT 2,jIN SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO MAP OF EAST RIVERSIDE LAND COMPANY, . IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, IN THE OFFICE OF THE,COUNTY REC RDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 2; THENCE ALONG THE WEST LINE OF SAID LOT 2 415.27 FEET; THENCE EAST 150,00 FEET;' THENCE NORTH 415.27 FEET TO THE NORTH LINE OF SAID 2; THENCE WEST 150.00:FEET ALONG THE NORTH LINE OF SAID LOT 2 TO THE POINT OF BEGINNING. SAID PROPERTY IS ALSO SHOWN ON LICENSED LAND SURVEYOR'S MAP FILED IN BOOK 5, PAGES 251THROUGH 29, INCLUSIVE, OF RECORDS OF SURVEY. APN #1 167-31 1-01 I I , I I I i i I I , I , I THE NORTHERLY 62.60 FEET OF THE EASTERLY 66 FEET OF LOT 14,AND THE NORTHERLY 62.60 FEET OF THAT PORTION OF LOT,15,LYING WESTERLY OF THE WESTERLY LINE OF THE RIGHT OF WAY OF THE GAGE CANAL,AND ALSO THAT PORTION OF LOT 2 LYING BELOW AND WESTERLY OF THE WESTERLY LINE OF THE RIGHT OF WAY OF THE GAGE CANAL,ALL IN SECTION 5,TOWNSHIP 2 SOUTH,RANGE 4 WEST, SAN 13ERNARDJNO BASE AND MERIDIAN,IN T14B CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO,STATE OF CALIFORNIA,ACCORDING TO MAP , SHOWING LANDS OF THE EAST RIVERSIDE LAND COMPANY,AS PER PLAT RECORDED IN BOOK 6 OF MAPS,PAGE 44,RECORDS OF SAID COUNTY. EXCEPTING T14EREFROM THAT PORTION OF SAID LOT 2 DESCRIBED AS FOLLOWS: BEGINNING AT TI-3E NORTHWEST CORNER OF SAID LOT 2;THENCE SOUTH ALONG THE WEST LINE OF SAID LOT 2, A DISTANCE OF 415.27 FEET;THENCE EAST 150 FEET; THENCE NORTH 415.27 FEET TO THE NORTH LINE OF SAID•LOT2;THENCE WEST ALONG THE SAID NORTH LINE OF LOT 2, 150 FEET TO THE POINT OF BEGINNING. SAID LANDBEING MORE PARTICULARLY DESCRIBED AS FOLLOW; A PORTION OF LOTS 2, 14 AND 15 OF SECTION 5,TOWNSHIP 2 SOUTH,RA1"'GE 4 WEST, SBBM,ACCORDING TO MAPS OF LANDS OF THE EAST RIVERSIDE LAND COMPANY, RECORDED IN BOOK 6 OF MAPS,PAGE 44,RECORDS OF SAID COUNTY,MORE PARTICULARLY DESCRIBED AS FOLLOWS; COMMENCING AT THE NORTHWEST CORNER OF LOT 2; THENCE NORTH 89°50'33" EAST ALONG THE NORTH LINE OF LOT 2, 150.07 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID NORTH LINE 140.21 FEET TO THE INTERSECTION OF THE WESTERLY PROJECT LINE OF THE GAGE CANTAL; THENCE SOUTH 08°56'43" WEST ALONG SAID WESTERLY LINE, 33.03 FEET; THENCE SOUT�3 12°56'34" WEST ALONG SAID WESTERLY LINE, 251.51 FEET; THENCE CONTINTUING ALONG SAID WESTERLY LINE THROUGH A CURVE THAT IS CONCAVE EASTERLY HAVING A DELTA OF 38059'27" AND A RADIUS OF 211.28 FEET A DISTANCE OF 143.78 FEET; THENCE SOUTH 26 002'53" EAST ALONG SAID WESTERLY LINE, 110.97 FEET; THENCE SOUTH 22°47'57" EAST ALONG SAID WESTERLY LINE, 82,24 FEET; THENCE.CONTINUING ALONG SAID WESTERLY LINE THROUGH A CURVE THAT IS CONCAVE * SOUTHWESTERLY HAVING A DELTA OF 15"48'47"ANM A RADIUS OF 335.86 FEET A DISTANCE OF 92.69 FEET TO THE INTERSECTION OF A LINE THAT IS 62.60 FEET SOUTHERLY OF AND PARALLEL WITH THE NORTH LINE OF LOT 15;THENCE SOUTH 89058'26" WEST ALONG SAID PARALLEL LINE, A DISTANCE OF 413.60 FEET TO THE WESTERLY LINE OF THE EAST 66.00 FEET OF LOT 14; THENCE NORTH 00008'1 7" WEST ALONG SAID LINE, 62.60 FEET TO THE INTERSECTION OF THE NORTH LINE OF LOT 14; THENCE NORTH 89058'26" EAST ALONG SAID NORTH LINE 66.00 FEET TO THE NORTHEAST CORNER OF LOT 14 AND ALSO BEING THE SOUTHWEST CORNER OF LOT 2; THENCE NORTH 00°08'17" WEST, ALONG THE WEST LINE OF LOT 2, 204.15 FEET TO THE SOUTHWEST CORNER OF A DEED RECORDED AS INSTRUMENT NO. 89-010380 DATED JANUARY 11.1989: THENCE NORTH 8�, `4E"1 "• - S AL.OXiCTIsl- SO1-TH LINP OT SAIL, DEED.OF SAID DEED 41 THENCE5.17 FEET TO RTH 00-0737" WE ST, ALONG HE EAS 1 TO THE POINT BEGINNING. i I THIS LEGAL IS MADE PURSUANT TO THAT CERTAIN CERTIFICATE OF COMPLIANCE, CERTIFICATE 1�OR LOT LINE ADJUSTMENT,RECORDED AUGUST 2, 1996, AS INSTRUMENT INTO. 19960282284, OFFICIAL RECORDS. Assessor's Parcel No: 1167-311-02-0-000 I i � I , I - . It I I i l I I I i i I , i I ' I I 1 I , I ATTACHMENT NO. 3 Project Description The Developer will develop the Project, including the Site for retail commercial uses, services commercial uses and a city library. The total building area (footprint) is projected to be up to approximately 250,000 square feet ' f 33 679121 1.DOC ATTACHMENT NO. 4 Schedule of Performance Feasibility Period: 180 days after execution of Agreement by the Agency and the Developer and the Agreement is formally approved by the City of Grated Terrace (the , "Effective Date"). Submission of Fina'ncinglEquity Sources, The Developer shall submit to the Agency evidence of Developer's financing and equity sources not later than,thirty (30) days prior to the Closing Date. Closing Date: On or before 240 days after the termination of the Feasibility Period; provided, so long as the -Developer and the Agency are pursuing the closing with reasonable diligence, the Developer shall -be entitled to extend.the-;Closing Date for tvvo (2) sixty (60) day periods. Submission of Basic Concept.Drawings: The Developer shall submit Basic Concept Drawings to the Agency on or before one hundred fifty (150) days after the Effective Date. ; Agency Approval of Basic Concept Drawings: The Agency 'shall approve Basic Concept Drawings within thirty (30) days after Agency's receipt of Basic Concept Drawings from the Developer. I Submission of Initial Construction Drawings: The Developer will submit initial construction drawings to the Agency for approval within sixty (60) days after the Agency's approval of Basic Concept Drawings. Agency Approval of Initial Construction Drawings: The Agency, shall approve initial construction drawings within sixty (60) days after Agency's receipt:of final construction drawings from the Developer. ; Submission of Final Construction Drawings: The Developer will submit final construction drawings to the Agency for approval within sixty (6D) days after the Agency's approval of initial construction drawings. Agency Approval of Final Construction Drawings:, The Agency shall approve final construction drawings within sixty (60) days after Agency's receipts of final construction drawings from the Developer. Commencement of Construction: Construction of improvements shall commence within ninety (90) days after the later of"(i) the Closing Date, or (ii)Ithe approval of final construction drawings by the.Agency. t, 679121 1.DOC 34 I Completion of Construction: Construction of improvements approved pursuant to the Final Construction Drawings will be complete within three hundred sixty-five (365) days after commencement of construction; provided, the Developer shall bd entitled to unilaterally extend to the completion date for an additional one hundred eighty (180) days so long as the Developer is pursuing the completion of such improvements with. reasonable diligence. 35 679121 1.DOC i I I i • I I I - , ATTACHMENT NO. 5 Scope of Development The proposed Development consists of all of the property bounded on the north by Barton Rd., Qn the west by Michigan Rd.,r on the south by Le Paix Street and on the east b� Gage Canal. The site consists of at least twelve lots, depending on negotiations in progress, located southeast of the intersection of Michigan Street and Barton Road in the City of Grand Terrace, San Bernardino County, California 92313 The rectangular site is generally located approximately 1/2 mile east of Interstate 215. The site includes the following lots: • APN# 1167-231-01 • APN# 1167-231-02 • APN# 1167-231-03 • APN# 1167-231-04 • APN# 1167-231-05 • APN# 1167-231-06 • APN# 1167-231-07 ' • APN# 1167-231-08 j • APN# 1167-231-09 "' f • APN# 1167-231-10 I , • APN# 1167-231-11 • APN# 1167-231-12 • APN# 1167-231-13 I ' • APN# 1167-331-01 • APN# 11,67-331-02 i The site will be razed and redeveloped with multiple structures and retail uses, including retail stores, restaurants and retail/office uses and a city library. The design objective of the project will be in keeping with the Barton !Road Specific i art Plan and the Bon Road'Commercial corridor Specific Plan to provide a variety of retail offerings in an inviting manner so as to create a pedestrian friendly shopping environment in a "Town Center" atmosphere while still!recognizing the reality necessitated by the Automobile oriented culture existing in modern Southern California society. J i I I I i ATTACHMENT NO. 6 Grant Deed When Recorded Return To: ) Brenda Stanfill, City Clerk ) City of Grand Terrace } 22795 Barton Road ) Grand Terrace, California 92313-5295 ) , (Do Not Write In This Space) GRANT DEED For a valuable consideration receipt of which is hereby acknowledged, The COMMUNITY REDEVELOPMENT AGENCY OF THE CITY ,OF GRAND TERRACE a public body, corporate and politic, of the State of California, herein called "Grantor" acting to carry out the Redevelopment Plan, herein called "Redevelopment Plan for the Grand Terrace Redevelopment Project, herein called "Project", under the Community Redevelopment Law of California, hereby grants to DENNIS D. JACOBSEN FAMILY HOLDINGS III, LLC, a California Limited Liability Company, herein called "Grantee", the real property hereinafter referred to as "Property", described in Exhibit "'A" attached hereto and incorporated herein, subject to the existing easements, restrictions and covenants or record described there.' 1. Said Property is conveyed in accordance with and subject to the Redevelopment Plan which was approved and adopted on April 19, 1979 by the City Council of the City of Grand Terrace and a Disposition and Development Agreement entered into between Grantor and Grantee dated [ 1_(the "DDA"), a copy of which is on file with the Grantor at its offices as a public record and which is incorporated herein by reference. 2. The Grantee hereby covenants and agrees, for itself and its successors and assigns, that during construction, the Grantee shall not use the Property for other than the uses specified in the Specific Plan, the Redevelopment Plan and the DDA. The Grantee covenants: (i) to operate on the Property all or a combination of the following retail uses: a chain grocery market, a home improvement center, a motion picture theatre, one or more chain, local, regional fast food or similar restaurants, local, regional and national shop tenants; a pet supply store, an office supply store and a bookstore or video store for a period of one (1) day commencing with the issuance of a Certificaie oI Completion of all Developer Improvements pursuant to the DDA and (ii) to operate uses on the Property in conformity with all appiicabie feaerai, szazE anc local laws. 37 679121 1.DOC I 3. The Property is conveyed to grantee at a purchase price, herein called "Purchase Price", determined in accordance with the- uses permitted. Therefore, Grantee hereby covenants and agrees for it, its successors, its, assigns, and every successor in interest to the Property that the Grantee, such successors and such assigns, shall develop, maintain, and use the Property only as follows: (a) Grantee shall develop the Property as required by the DDA, and with parking conforming to the requirements of the Grand Terrace City Code. . (b) Grantee shall maintain the improvements on the Property and shall keep the Property free from any accumulation of debris or waste materials. Grantee ' shall also maintain the required landscaping in a healthy condition. If, at any time, Grantee fails to maintain the said landscaping, and said condition is not corrected after expiration of five (5) days from the date of written notice from the Grantor, either the Grantor, or the City of Grand Terrace may perform the necessary maintenance and Grantee shall pay such costs as are reasonably, incurred for such maintenance. 4. Prior to recordation of a Certificate of Completion ' issued by the Grantor for the improvements to be constructed on the Property: (a) The Grantee shall not make any sale, transfer, conveyance, or assignment of the Property or any part thereof or any interest therein, without the prior written consent of, the Grantor except as permitted by paragraph of this Grant Deed and the provisions of the DDA. In the event that the Grantee does sell, transfer, convey, or ; assign any part of the Property, buildings, or structures, thereon prior to the recordation of a Certificate of Completion, the Grantor shall be entitled to increase the Purchase Price paid by the Grantee by the amount that the, consideration payable, for such assignment or transfer is in excess of the Purchase-Price paid by the Grantee, plus the cost of improvements, including carrying charges. The consideration payable for the assignment or transfer, to the extent it is in excess of�the amount so authorized, shall belong and be paid to the Grantor and until so paid the Grantor shall have a lien on the Property and any part involved for such amount. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Property. i (b) The Grantee shall not place or suffer to be placed on the Property any lien or encumbrance other than mortgages, deeds, of-trust, or any other form of j conveyance required for financing of the acquisition of the Property, the construction of improvements on the Property, and any other expenditures necessary and appropriate to develop the Property. Except as permitted in the DDA, the Grantee shall not enter into any such conveyance for financing, without prior written approval of Grantor. No approval will be given for a conveyance of the property to finance the construction or improvements on real property, other than the real property described in Exhibit A heretc. I 38 679121_1.DOC I 5. Prior to recordation of any'Certificate of Completion issued by Grantor for the improvements to be constructed on the Property: (a) The Grantor shall have the right at its option to reenter and take possession of the Property hereby conveyed with all improvements thereon and to terminate and revest in the Grantor the Property hereby conveyed to the Grantee if the Grantee (or its successors in interest) shall: (i) Pail to commence the construction of the improvements as required by paragraph 3(a) of this Grant Deed for a period of one hundred eighty (180) days after written notice thereof from the Grantor, provided that Grantee shall not have obtained an extension or postponement to which Grantee may be entitled; or (ii) Abandon or substantially suspend construction of the improvements for a period of one hundred eighty (180) days after written notice thereof from the Grantor, provided that Grantee shall not-,have obtained an extension or postponement to which Grantee may be entitled; or (iii) Transfer, or suffer an involuntary transfer of, the Property, or any part thereof in violation of this Grant Deed. (b) The right to reenter, repossess, terminate and revest shall be subject to and be limited by and shall not defeat, render invalid, or limit: (i) Any mortgage or deed of trust or other security interest permitted by paragraph 4(b) of this Grant Deed; or (ii) Any rights or interests provided for the protection of the holders or such mortgages or deed of trust or other security interests. (c) The right to reenter, repossess, terminate and revest with respect to the Property shall terminate when the Certificate of Completion regarding' the improvements to be constructed under paragraph 3 on the Property has been recorded by the Grantor. (d) In the event title to the Property or any part thereof is revested in the Grantor as provided in this paragraph 5, the Grantor shall, pursuant to its responsibilities under State law, use its best efforts to resell the Property or any part thereof-as soon and in such manner as the Grantor shall find feasible and consistent with the objectives of such law and of the Redevelopment Plan to a qualified party or parties (as determined by the Grantor) who will assume the obligation of making or completing the improvements or such other improvements in their stead as shall be satisfactory to the Grantor and in accordance with the uses specified for such Property o,, parl thereas it thr Redevelopment Plar, Uaon such resale of the Property the proceeds thereof shall be applied. 39 679121 I.DCC I I1 i i (i) First, to reimburse the Grantor, or, on its own behalf or on behalf of the City of Grand Terrace for all costs expenses incurred by the Grantor including, but Inot limited to, salaries to personnel engaged in such action (but excluding G iantor's general ,overhead expense), in connection with the recapture, management, and resale of the Property or part-thereof (but less any income derived by the Grantor from the Property or part thereof in connection with such management); all taxes, assessments, and water and sewer charges with respedt to the' Property or part thereof (or, in the event the Property is exempt from i taxation or assessment 'or such charges during the period of ownership thereof by the Grantor), an amount, if paid, equal to such taxes, ' assessments,; or charges as determined by the County assessing official, as would have been payable if the Property were not so exempt; any payments made or ne'ceissary to be made to discharge any encumbrances or liens existing on the Property or part thereof at the time of revesting of title thereto in the Grantor or to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults, or acts of the Grantee, its successors or transferees; and expenditures made or obligations incurred with respect to thel making or completion of the improvements or any part thereof on the Property or part thereof; and an amount otherwise owed to the Grantor by the Grantee and itis successor or transferee; and (iii) Second, to reimburse the Grantee, its successor or transferee, up to the amount equal to the sum of (1) the Purchase Price theretofore palid to the Grantor by the Grantee for the .Property (or allocable to the part thereof); (2) the costs incurred for the development of the Property and for the improvements existing on the Property at the time or reentry and repossession,�less (3) any gains or income withdrawn or made by the Grantee from the Property or the improvements thereop. (iii) Any balance remaining after such reimbursements shall be retained by the Grantor. I (e) To the extent that this right of reverter involves'forfeiture, it must be strictly interpreted against the Grantor, the party for whose benefit it is created. This right is to be interpreted in light of the fact that the Grantor hereby conveys the Property to the Grantee for development and not for speculation in undeveloped land. 6. The Grantee agrees for itself and any successor in interest not to discriminate upon the basis of race, color, creed or national origin in the sale, lease, or rental or in the use or occupancy of the Property hereby conveyed or any part thereof. Grantee covenants by and for itself, its successors, and assigns, and all persons claiming under or through them that there shall be.- no discrimination against or segregation of, any person or group of persons on, account of race, color, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor shall the Grantee itself or any person claiming under or through it, establi'si-, or permit, any such ,practice or practice= of discrimination or segregation with reference to the selection, location, number, use or occupancy of I , 679121 1.DOC ' 40 f tenants, lessees, sub-tenants, sublessees or vendees in the Property. The foregoing covenants shall run with the land. 7. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest permitted by paragraph 4(b) of this Grant Deed; provided, however, that any subsequent owner of , the Property shall be bound by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. 8. All covenants contained in this Grant Deed shall be covenants running with the land. The covenants contained in paragraphs 4 and 5 and Grantee's obligation to develop the improvements on the Property provided in paragraph 3(a) of this Grant Deed shall terminate and shall become null and void upon recordation of a Certificate of Completion issued by Grantor, for the Property. Grantee's obligation to maintain and use the improvements constructed as provided in paragraph 3(a) shall continue in effect for a period of one (1) day after the date of recordation of a Certificate of Completion issued by Grantor, and shall terminate and be of no further force or effect at the expiration of said one (1) day period. Every covenant contained in this Grant Deed against discrimination contained in paragraph 6 of this Grant Deed, shall remain in perpetuity. 9. All covenants without regard to technical classification or designation shall be binding for the benefit of the Grantor, and such covenants shall run in favor of the Grantor, for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. 10. Both before and after recordation of a Certificate of Completion, both Grantor, its successors and assigns, and Grantee and the successors and assigns of Grantee in and to all or any part of the fee title to the Property shall have the right to consent and agree to changes in, or to eliminate in whole or in part, any of the covenants, easements or restrictions contained in this Grant Deed without the consent of any-tenant, lessee, easement holder, licenses, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification shall not benefit or be,enforceable by any owner of any other real property within or outside the Project Area, or any person or entity having any interest in any other such realty. Any amendments to the Redevelopment Plan which change the uses or development permitted on the Property, or otherwise change any of the restrictions or controls that apply to the Property, shale require the writter, consent of Grantee or the successors and assigns of Grantee in and to all' or any part of the fee title to the Property, but any such amendment shall not require the consent of any tenant, lessee, 41 679121 1.DOC I I easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or.any other person or entity having any interest less than a fee in the Property. 11. Exceptlfor paragraph 5, the covenants contained in this Grant Deed shall be construed as covenants running with the land and not as conditions i which might result in forfeiture of title. IN WITNESS WHEREOF, the Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this day of ;12005. - Community Redevelopment Agency of the ' City of Grand Terrace I By: ATTEST: Secretary The Grantee agrees to be bound by .the covenants set forth above. DENNIS D. JACOBSEN FAMILY HOLDINGS III, a California Limited Liability Company By. C i _ 679121 ].DOC 42 I A 'n e) g i fit tf A� Pf O� NMI e If-- clt I--- Jr— ZZ: C;Xj ian A Day for Hearts: Congenital Heart Defect Awareness Day February 14, 2005 WHEREAS, each year,' birth or"'congenital"heart defects (CBDs) affect more than 32,000 D-e= in e fants in the United States. Many babies born with CVDs do.not survive to adulthood because of the severity of the defect, the absence of early detection, a lack of donor hearts or failure of the medical.I intervention used;and WHEREAS, with at least 35 heart defects now recognized by medical professionals, CBDs are WP-� among the most common birth disorders. They are also the leading cause of defect-related deaths. To gF help save lives, researchers are working to more correctly identify the origin of CUDs,describe physical signs and symptoms,-and clarify surgical options;and WHEREAS,children and adults with CBDs,their families and health professionals have joined togeth er to design ate Febru ayy 14,2 005,as"A Dayfor Hearts:Congen ital Heart DefectA wareness Day. The observance works to educate thepublic about congenital heart defects and possible treatment options and spotlights the importance of early diagnosis and intervention;and ,.A NOW, THEREFORE, the City Council of the City of Grand Terrace, does hereby proclaim February 14,2005 as "A Day for Hearts: Congenital Heart Defect Awareness Day"in the City of Grand Terrace and urge all citizens to learn more about congenital heart defects and to recognize the dedicated c7n;< cardiac doctors and researchers who strive to assist those affected by the condition. With increased education and research, children and adults with CBDs may lead longer and more active lives. This 2 7h day of January, 2005. Mayor Ferri Mayor Pro Tem Cortes Council Member Hilkey Council Member Garcia Council Member Miller b<=-' Ah it "J, A- I I- - - - i Ar rII —k V V. A—��L5, V V V, r &,A K. 0 V jr AAke AN- A, Wear Red for Women Day February 4, 2005 IVHEREAS, diseases of the heart are the nation's leading cause of death and stroke is the third leading 4 Z f cause of death;and WHEREAS, cardiovascular diseases(CVD) are the leading cause of death among women;and CIZa->K; WHEREAS, heart attack, stroke and other cardiovascular diseases claim the lives of more than half a million women each year-more than the next seven causes of death combined, and nearly twice as many as all forms of cancer including breast cancer;and WHEREAS,the cost of cardiovascular diseases and stroke in the US is estimated at$352 billion;and WHEREAS, one in five females in the United States have some form of cardiovascular disease;and WHEREAS, 63percent of women who died suddenly of coronary heart disease had no previous symptoms of this disease;and WHEREAS,February is designated as American Heart Month;and WHEREAS, the American Heart Association is launching a new campaign, Go Red For Women, to ,>� encourage women to pay attention to their hearts and help them live longer,stronger lives by reducing their risk fore cardiovascular disease; NOW,THEREFORE,the City Council of the City of Grand Terrace,does herebyproclaim February 4,2005,#om -`-,: as "Wear Red for Women Day"in the City of Grand Terrace and urge all citizens to wear red in recognition of family,friends and neighbors who,have suffered from heart disease, and as a show q support to fight it. !f cz: 7h This 2 day of January,2005. CZ 5 Mayor Ferri Mayor Pro Tem Cortes Council Member Hilkey Council Member Garcia Council Member Miller t E a. 4 Check Register Dated January 27, 2005 vchlist Voucher List Page: 1 01/20/2005 1:05:41PM CITY OF GRAND TERRACE Bank code : bofa Voucher Date Vendor Invoice Description/Account Amount 54851 1/7/05 005702 PUBLIC EMPLOYEES' RETIREMENT 123104 PERS FOR PAYROLL END 12 31 04 10-022-62-00 9,544.02 Total : 99544.02 54852 1/10/05 001907 COSTCO#478 478 14 0169 CHILD CARE SUPPLIES - 10-440-228-000-000 75.93 10-440-220-000-000 14.25 Total : 90.18 54853 1/10/05 001907 COSTCO#478 478 14 0018 CHILD CARE SUPPLIES 10-440-228-000-000 53.95 . 10-440-220-000-000 25.11 Total : 79.06 54854 1/11/05 004587 MANAGED HEALTH NETWORK- 010105 MANAGED HEALTH NETWORK 10-370-142-000-000 7.73 10-380-142-000-000 5.48 10-440-142-000-000 152.58 10-450-142-000-000 5.48 21-572-142-000-000 5.57 32-370-142-000-0.00 2.35 34-400-142-000-000 18.32 34-800-142-000-000 10.95 10-120-142-000-000 _ 10.95 10-125-142-000-000 10.95 10-140-142-000-000 16.38 10-172-142-000-000 2.91 10-175-142-000-000 2.35 10-180-142-000-000 16.50 Total : 268.50 54855 1/11/05 005452 PACIFICARE OF CALIFORNIA 010105 PACIFICARE HEALTH INS Page:. 1 COUNCIL ACu--'IDA ITEM NO. vchlist Voucher List Page: 2 01/20/2005 1:05:41PM CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54855 1/11/n5 005452 PACIFICARE OF CALIFORNIA (Continued) 10-120-142-000-000 599.32 10-125-142-000-000 445.70 10-140-142-000-000 = _ 1,028.31 10-172-142-000-000 260.96 T--- - 10=T75-142-000-000 208.77 10-180-142-000-000 676.52 10-370-142-000-000 537.19 1.0-380-142-000-000 265.43 10-440-142-000-000 726.89 10-450-142-000-000 222.85 21-572-142-000-000 299.65 32-370-142-000-000 153.48 34-400-142-000-000 1,250.58 10-110-142-000-000 428.99 10-022-63-00 6,380.40 Total : 13,485.04 54856 1/11/n5 006772 STANDARD INSURANCE COMPANY 010105 _ STANDARD INS- LIFE AND DISABILITY 32-370-142-000-000 2.60 34-400-142-000-000 21.44 34-800-142-000-000 13.00 10-022-63-00 1,1-97.86 10-120-142-000-000 13.00 10-125-142-000-000 11.75 10-140-142-000-000 19.50 10-172-142-000-000 3.26 -- ----- 10=1-75-142-000-000-,- 10-180-142-000-000 18.88 10-370-142-000-000 9.10 10-380-142-000-000 6.50 10-440-142-000-000 83.25 10-450-142-000-000 6.50 21-572-142-000-000 - 5.87 Total : 1,415.11 54857 1/11/n, 003420 INLAND COUNTIES INSURANCE SVCS 010105 DENTAL JAN 05 Page. 2 vchlist V',,J'Lher List ` " Page: 3 01/20/2005 1:05:41 pM CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54857 1/11/05 003420 INLAND COUNTIES INSURANCE SVCS (Continued) 10-022-63-00 1,063.55 Total : 1,063.55 54858' 1/11/05 010340 BLUE CROSS OF CALIFORNIA, PERS-CH 0012402891 HEALTH INS CORTES 10-110-142-000-000 333.89 10-110-120-000-000 - 39.51 Total : - 313.40 54859 1/20/05 006720 SO.CA.EDISON COMPANY Dec. 2004 Dec. Street Lights 16-510-238-000-000 3,785.24 26-600-238-000-000 49.80 26-601-238-000-000 41.50 26-602-238-000-000 58.10 Total : 3,934.64 54860 1/20/05 n01666 CA. MUNICIPAL TREASURERS ASSOC 01262005 1/26 Mtq in Corona-L. Ronnow 10-140-270-000-000 - 25.00 Total : 25.00 54861 1/27/05 001001 AA EQUIPMENT CO. INC. _ 09 7330652 Mower parts 10-450-246-000-000 73.33 Total : 73.33 54862 1/27/05 n01151 AMERICAN BUSINESS SYSTEMS 02285542 Mail mach/scale maint to 3/06 10-190-246-000-000 490.00 Total : 490.00 54863 1/27/05 n10293 AVAYA, INC. 2720242774 MAINT FOR PHONE SYSTEMS 10-190-246-000-000 ' 183.46 Total : 183.46 54864 1/27/05 001391 BERRY, STEVE 01182005 2004 Med Reimbursement Benefit 10-180-139-000-000 500.00 Total : 500.00 54865 1/27/05 010060 BOUSTEDT, MICHELLE 01102005 2004 Med Reimbursement Benefit - 10-370-139-000-000 252.57 Page: 3 vchlist Voucher List Page: 4 01/20/2005 1:05:41PM CITY OF GRAND TERRACE - Bank code : bofa Voucher Date _Vendor Invoice Description/Account Amount 54865 1/27/05 _ 010060 BOUSTEDT,.MICHELLE (Continued) Total : 252.57 54866 1/27/05 001713 CA. DEPT. OF TRANSPORTATION 169369 Dec. 1-215 signal maint&energy 16-510-238-000-000 183.90 Total : _183.90 54867 1%27/n 001683 CA. STATE DEPT OF CONSERVATION 01102005 a JULY-SEPT STRONG MOTION FEES 10-700-01 -5.18 23-200-21-00 103.63 _ Total : 98.45 54868 1/27/n, 010217 CALIFORNIA OVERNIGHT 4592516 Document delivery 10-125-210-000-000 16.22 Total : 16.22 54869 1/27/05 010218 CHEVRON &TEXACO CARD SERVICES 789819195750 Dec./Jan.fuel 16-900-254-000-000 54.37 10-180-272-000-000 430.87 Total : 485.24 54870 1/27/n; 010403 CITY OF REDLANDS AR109691 Nov. CNG Fuel 10-180-272-000-000 29.72 _ 34-800-272-000-000 15.46 Total : 45.18 54871 1/271n, 001840 COLTON, CITY OF 000413 CODE ENFORCEMENT SERVICES FOR ANIMAL - 10-190-256-000-000 6,583.32 _ Total : - 6,583.32 - --- ------------ --- -- ----- - - ------------------ -- -- -- 54872 1/27/05 010399 COMER, NICHOLE 01072005 2004 Med. Reimbursement Benefit 10-440-139-000-000 85.00 Total : 85.00 54873 1/27/05 001866 COMP USA 277132571 Computer programs 10-120-210-000-000 44.99 - 10-380-249-000-000 87.99 _ - 10-120-2.10-000-000 3.49 10-380-249-000-000 6.81 Page: 4 vchlist X", ;her List Page: 5 01/20/2005 1:05:41r'M CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54873 1/27/05 001866 COMP USA (Continued) Total : 143.28 54874 1/27/05 010147 CORTES, BEA Jan. 2005 Jan. Council &Agency Stipends 32-200-120-000-000 150.00 10-110-120-000-000 149.49 Total : 299.49 54875 1/27/05 001930 DAILY JOURNAL CORPORATION B758816 LEGAL ADVERTISING 10-125-230-000-000 179.00 B760879 LEGAL ADVERTISING _ 10-125-230-000-000 123.24 B760888 LEGAL ADVERTISING 10-125-230-000-000 46.61 B765726 Public Hrq Notice 10-370-230-000-000 80.36 B765733 Public Hrq Notice 10-370-230-000-000 110.70 Total : 539.91 54876 1/27/05 001937 DANKA OFFICE IMAGING COMPANY 702866253 COPIER CHARGES 10-172-246-000-000 0.90 - 10-175-246-000-000 1.13 34-400-246-000-000 2.47 1 Total : 4.50 54877 1/27/05 003210 DEPT 32-2500233683 10241/629446 HARDWARE AND SUPPLIES 10-1.80-246-000-000 _ 28.88 14332/301766 Maint supplies 10-180-245-000-000 71.96 17233/029254 Park maint supplies 10-450-245-000-000 18.75 21170/629285. Park Maint supplies 10-450-245-000-000 23.56 28391/929350 Maint supplies - 10-808-246-000-000 12.23 3702/3018723 Maint supplies - 10-180-245-000-000 16.13 Page: 5 vchlist Voucher List Page: 6 01/20/2005 1:W4113M CITY OF GRAND TERRACE , Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54877 1/27/n5 003210 DEPT 32-2500233683 (Continued) 4383/2294005 Paint supplies 10-180-245-000=000 135.27 5468/1294079 Paint supplies = _ _ 10-180-245-000-000 1-43.08 T -- — 5938/1045850 Maint supplies 10-180-245-000-000 6.40 Total : 456.26 54878 . 1/27/n5 002301 FEDEX 7-954-30903 Dec/Jan Doc DeliverySrvc 10-172-210-000-000 20.39 10-190-211-000-000 20.73 32-370-210-000-000 23.71 Total : 64.83 54879 1/27/n5 002450 FERRE', MARYETTA Jan. 2005 Jan. Council&Agency Stipends 32-200-120-000-000 150.00 10-110-120-000-000 - 250.00 Total : 400.00 54880 1/27/n5 002727 FREEMAN COMPANY, J R — 287097-0 Council desk calendars 10-110-220-000-000 1.1.30 Total : -11.30 54881 1/27/05 002795 GARCIA, LEE ANN Jan. 2005 Jan. Council &Agency Stipends 32-200-120-000-000 150.00 10-110-120-000-000 208.01 -- --Total-: --358-.01 54882 1/27/0 5 002867 GOLDEN PROTECTIVE SERVICES 48452 C. Care latex GLOVES 10-440-228-000-000 85.98 Total : 85.98 54883 1/27/n 5 010181 GOPHER PATROL Dec. 2004 GOPHER ERADICATION SERVICE,FOR PARKS 10-450-245-000-000 445.00 Total : 445.00 54884 1/27/n5 010425 GRAND TERRACE MARTIAL ARTS 12282004 Dec. Martial Arts Class - Page. 6 vchlist V ,;her List Page: 7 01/20/2005 1:05:41PM CITY OF GRAND TERRACE Bank code : bofa Voucher Date Vendor Invoice Description/Account Amount 54884 1/27/05 010425 GRAND TERRACE MARTIAL ARTS (Continued) 10-430-27 345.10 Total : 345.10 54885 1/27/05 003152 HARPER& BURNS LLPN Dec. 2004 Dec. prof. services 10-160-250-000-000 3,832.50 Total : 3,832.50 54886 1/27/05 n03200 HILKEY, HERMAN Jan. 2005 Jan. Council-&Agency Stipends 32-200-120-000-000 150.00 10-110-120-000=000 250.00 Total : 400.00 54887 1/27/05 003490 INMARK/VICTOR 28412 Name Badge-Gifford 10-804-210-000-000 16.65 29290 COUNCIL CHANGES 10-110-220-000-000 112.00 10-110-220-000-000 - 12.93 29491 COUNCIL CHANGES 10-110-220-000-000 15.03 Total : 156.61 54888 1/27/05 003850 JANI-KING 01050084 Jan. BLDG CLEANING-CHILD CARE 10-440-244-000-000 815.00 12041759 Dec. Carpet.cleaning-CHILD CARE 10-440-244-000-000 50.00 - Total : 865.00 54889 1/27/05 010290 KAISER PERMANENTE 0005559630=F GARCIA HEALTH INS 10-110-142-000-000 223.44 10-110-120-000-000 137.50 Total : 360.94 54890 1/27/05 010414 LEWIS, JENNIFER 01182005 2004 Med Reimbursement Benefit_ 10-440-139-000-000 185.00 Total : 185.00 54891 1/27/05 010367 LOMA LINDA UNIV. HEALTH CARE Dec. 2004 EMP PHYSICALS& INJURIES Page: 7 vchlist Voucher List Page: 8 01/20/2005 1:05:41PM CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54891 1/27/ns _ 010367 LOMA LINDA UNIV. HEALTH CARE (Continued) 10-190-224-000-000 60.00 Total : 60.00 54892 1/27/0 5 004620 MCI TELECOMMUNICATIONS 63005882 Dec. phone charges/usage -- -- -- 10=1-90=235=000=000 - 34.60 10-440-235-000-000 295.12 10-450-235-000-000 16.91 10-805-235-000-000 35.43 Total : 382.06 54893 1/27/n5 004620 MCI TELECOMMUNICATIONS Dec. 2004 Dec. phone charges 10-808-235-000-000 32.49 Total : 32.49 54894 1/27/05 010446 MILLER,JIM Dec. 2004 Dec. Council &Agency Stipends 32-200-120-000-000 150.00 10-110-120-000-000 250.00 Jan. 2005 Jan. Council &Agency Stipends 32-200-120-000-000 150.00 10-110-120-000-000 250.00 Total : 800.00 54895 1/27/n, 010097 NEXTEL COMMUNICATIONS 410575025-02 Oct/Nov cell phone charqes 10-180-240-000-000 364.05 10-440-235-000-000 43.83 Total : 407.88 54896- - 1/27/0 5--- 01004-1--'-.-NOLTE ASSOCIATES INC.-. 5040143 CITY ENGINEERING SERVICES AS NEEDED FOR 10-370-255-000-000 380.00 Total : 380.00 54897 1/27/n5 001456 OFFICE MAX-A BOISE COMPANY 209015 Bulletin Board 10-120-210-000-000 47.64 266042 Paper 10-140-210-000-000 126.72 Total : 174.36 Page. 8 vchlist 1' "ocher List Page: 9 01/20/2005 1:05:41 DM CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54898 1/27/05 005586 PETTY CASH 01172005 Reimburse petty cash 10-440-228-000-000 85.42 10-440-221-000-000 46.46 _ 10-440-223-000-000 = _ 99.32_ 10-440-225-000-000 38.90 Total : 270.10 54899 1/27/05 005663 PRECIE, DENNICE 01102005 2004 Med. Reimbursement Benefit 10-440-139-000-000 335.00 Total : 335.00 54900 1/27/05 010420 RDO EQUIPMENT CO RAV0179 TRACTOR 13-444-700-000-000 586.29 13-444-700-000-000 7,565.00 Total : 8,151.29 54901 1/27/05 010171 REPUBLIC ELECTRIC 1713 ELECTRICAL MAINTENANCE 16-510-255-000-000 _ 289.80 1714 Dec. Signal Call outs 16-510-255-000-000 873.00 Total : 1,162.80 54902 1/27/05 010249 ROGERS, ANDERSON, MALODY ET AL 15438 ANNUAL AUDIT 32-200-250-000-000 77.73 10-140-250-000-000 936.80 33-300-250-000-000 77.73 34-400-251-000-000 78.74 Total : 1,171.00 54903 1/27/05 010139 ROSENKILD, ROCHELLE 01122005 Reimburse City BdaV supplies 10-804-220-000-000 65.44 Total : 65.44 54904 1/27/05 006505 S.B. COUNTY FIRE DEPARTMENT 2005-03 Oct& Nov C. Care Fuel 10-440-272-000-000 94.74 Total : 94.74 54905 1/27/05 006531 S.B. COUNTY SHERIFF 5478 04 05 LAW ENFORCEMENT CONTRACT Page: 9 vchlist Voucher List Page: 10 01/20/2005 1:05:AlPM CITY OF GRAND TERRACE Bank code : bofa Voucher Date Vendor Invoice Description/Account Amount 54905 1/27/05 _006531 S.B. COUNTY SHERIFF (Continued) 10-410-255-000-000 3,179.55 10-410-256-000-000 97,188.25 14-411-256-000-000 5,617.20 5478a SHERIFF CONTRACT -- - 14-411-256-000-000 - 13,202.96 5478b JAN. LAW ENF RET. RATE REDUCTION 10-410-256-000-000 -2,353.00 5478c JAN RET. RATE REDUCTION CREDIT 7 14-411-256-000-000 - -328.00 - Total : 116,506.96 54906 1/27/0 F 006504 S.B. FIRE DEPT./HAZ.MATERIAL GT305CC HOUSEHOLD HAZ WASTE FEES 10-190-258-000-000 2,565.25 Total : 2,565.25 54907 1/27/05 006435 SAN BERNARDINO, CITY OF 36262 ANIMAL SHELTER SERVICES 10-190-256-000-000 359.00 Total : 359.00 54908 1/27/0; 010247 SANTA-ROSA, JULIA 01182005 2004 medical exp. reimbursement - 10-440-139-000-000 500.00 Total : 500.00 54909 1/27/05' 005529 SBC CALIFORNIA Jan. 2005 Jan. DSL service 10-380-235-000-000 182.92 10-440-235-000-000 52.15 --_- - - - Total : _� - 215.01 54910 1/27/05 010040 SCOTT, MARY J. 01062005 Reimburse supplies 10-440-228-000-000 30.03 Total : 30.03 54911 1/27/0 5 006730 SO.CA.GAS COMPANY Dec. 2004 Dec. Natural Gas 10-190-238-000-000 620.97 10-805-238-000-000 47.61 10-440-238-000-000 128.50 Page: 1-0. - - ---- - - -- ---- - - vchlist VLaher List Page: 11 01/20/2005 1:05:41PM CITY OF GRAND TERRACE Bank code : bofa Voucher Date Vendor Invoice Description/Account Amount 54911 1/27/05 006730 SO.CA.GAS COMPANY (Continued) II kdkdk 10-190-238-000-000 12.93 Total : 810.01 54912 1/27/05 006685 SOFTERWARE INC W8088 EZ-CARE2-Full Support 1 yr. - 10-440-246-000-000 360.00 Total : 360.00 54913 1/27/05 006778 STAPLES CREDIT PLAN 25076 Office supplies 10-380-210-000-000 66.82 9149972365 Typewriter&supplies 10-180-210-000-000 130.84 9150042009 Typewriter&supplies 10-370-210-000-000- 470.82 9150095886 Office supplies-toner cartridge 10-370-210-000-000 178.85 Total : 847.33 54914 1/27/05 006980 TEXACO/SHELL 800020968750 Dec. Fuel 10-180-272-000-000 _ 24.77 Total : 24.77 54915 1/27/05 007010 TOTH, CATHERINE 01182005 2004 Med Reimbursement Benefit 10-440-139-000-000 _ 428.36 - Total : 428.36 54916 1/27/05 007034 TRANSPORTATION ENGINEERING 481 TRAFFIC ENGINEERING SERVICES & GRANT 10-370-255-000-000 1,313.00 481 a Nov. DeBerry Speed Hump work 10-180-255-000-000 722.50 481 b Nov. Barton Bridge Ltr 47-100-250-001-000 95.00 Total : 2,130.50 54917 1/27/05 007220 UNDERGROUND SERVICE ALERT 2004120283- Dec. service _ 16-900-220-000-000 30.80 Page: 11 vchlist Voucher List Page: 12 01/20/2005 1:05:41 PM CITY OF GRAND TERRACE Bank code: bofa Voucher Date Vendor Invoice Description/Account Amount 54917 1/27/05 007220 UNDERGROUND SERVICE ALERT (Continued) Total : 30.80 54918 1/27/05 007579 VARELA, CATALINA 01182005 2004 med. reimbursement benefit 10-440-139-000-000 - _ 254.99 Total : - 254_99 54919 1/27/05 007795 WAXIE 67368266 03 MAINT SUPPLIES - 10-180-245-000-000 553.18 Total : 553.18 54920 1/27/05 007843 WEST COAST ARBORISTS INC 35166 Tree trimming 10-450-245-000-000 2,112.00 Total : 2,112.00 54921 1/27/05 007854 WESTERN EXTERMINATORS CO 220228 PEST CONTROL 10-180-245-000-000 76.00 10-440-245-000-000 65.00 10-805-245-000-000 _ 29.00 34-400-246-000-000 33.50 Total : 203.50 54922 1/27/n5 007987 XEROX CORPORATION 007386656 COPIER USAGE 10-190-700-000-000 424.89 10-190-700-000-000 32.93 Total : 457.82 1/13/05 007400 U. S. BANK TRUST N.A. Jan. 2005 LEASE PAYMENTS 33_300-206.000-000_ _-23,003.51 - - -- -- --- -- -- - ------ - - - --- - - ---- ----- -Total : 23,003.51 73 Vouchers 'For bank code : bofa Bank total : 213,129.12 73 Vouchers in this report 213 129.12 - Total vouchers I certify that to the best of my knowledge, the afore-listed checks for payment of City and Community Redevelopment Agency liabilit-i_es have been audited by me and are necessary and appropriate expenditures for the operation of the City and Agency. - Larry Ronnow, Finance Director Page: 12 CITY OF GRAND TERRACE CITY COUNCIL MINUTES REGULAR MEETING- JANUARY 13, 2005 A regular meeting of the City Council of the City of Grand Terrace was called to order in the Council Chambers,Grand Terrace Civic Center,22795 Barton Road,Grand Terrace,California,on January 13, 2005, at 6:30 p.m. PRESENT: Mary'6tta Ferre, Mayor Herman Hiikey, Councilmember Lee Ann Garcia, Councilmember Jim Miller, Councilmember Tom Schwab, City Manager , Brenda Stanfill, City Clerk Steve Berry, Assistant City Manager Larry Ronnow, Finance Director Jerry Glanders,Building& Safety Director Gary Koontz, Community Development Director John Harper, City Attorney Lt. Hector Guerra, Sheriff's Department ABSENT: Bea Cortes, Mayor Pro Tem 'The City Council meeting was opened with invocation by Pastor Salim Elias,Azure Hills Seventh- Day Adventist Church, followed by the Pledge of Allegiance led by Councilmember Jim Miller. CONVENE CITY COUNCIL MEETING ITEMS TO DELETE City Manager Schwab,indicated that he would like to remove item 2A. The Foundation of Grand Terrace Report. He stated that it would be placed on the January 27, 2005 agenda. SPECIAL PRESENTATIONS -None CONSENT CALENDAR CC-2005-01 MOTION BY COUNCILMEMBER GARCIA,SECOND BY COUNCILMEMBER HIKLEY, CARRIED 4-0-1-0(COUNCILMEMBER CORTES WAS ABSENT),to approve the following consent calendar items with the removal of items 3D.. 3E.and 3G. Councilmember Miller abstained from item 3h.. 3A. Approval of Check Register Dated January 13, 2005 3B. Ratify 01-13-2005 CRA Action CO—UNCGL AGENDA ITEM NO®,l�� Council Minutes January 13,2005 Page 2 3C. YVaive Full Reading of Ordinances on Agenda 3F. Travel Authorization for City Manager to Attend the- Annual League of California Cities CityManager's Department Meeting in Monterey California February 2-4, 2005. 3H. Application for License to Operate Bingo Games - Lions Club ITEMS REMOVED FROM CONSENT CALENDAR 3D. Approval of 12-09-2004 Minutes CC-2005-02 MOTION BY COUNCILMEMBER GARCIA,SECOND BY COUNCILMEMBER MILLER, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT),'to approve the December 9, 2004 Minutes. 3E. Annual Financial Report for Fiscal Year Ending June 30, 2004 CC-2005-03 MOTION BY COUNCILMEMBER GARCIA,'SECOND BY COUNCILMEMBER MILLER, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to accept the Audited Annual Financial Report of the City of Grand Terrace for the Fiscal Year Ended June 30, 2004. 3G. Consideration of a Lease Agreement Between Colton Joint Unified School District(CJUSD)and Cingular Wireless on a Cell Tower Site at Rollins Park CC-2005-04 MOTION BY COUNCILMEMBER MILLER,SECOND BY COUNCILMEMBER HILKEY, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to approve to concept of a cell tower telecom facility on the lower field ofRollins Park, allow Cingular Wireless to replace our Musco lighting standard/pole with a similar Musco lighting standard/pole and extend the hei ght 10 ft.,require Cingular Wireless to match; to the best of their ability, the building design and color schemes of the buildings on the upper field,require CJUSD to include Grand Terrace as a signatory on the lease and require CJUSD to include language in the lease agreement describing the 50% lease payment plan to the City. PUBLIC COMMENT! ! Bobbie Forbes, j 1850 Burns Avenue, indicated that there was a mistake on the City Community Calendar in the Blue Mountain Outlook and that there is a City Council meeting on January 27. 2.005 and that they apologize for the error Patty Kane&Sally Garcia,21845 Grand Terrace Road,Space 7&6,indicated that they were told that there would be stop signs on Barton Road by Grand Terrace Road. There is a stop i I Council Minutes ' January 13,2005 Page 3 sign at Grand Terrace Road but not on Barton Road. They have trouble getting out of the park at various times. She indicated there are a large number of stray cats in the park without licenses and was wanting to know if there is anything that can be done. She wanted to know how to go about getting crime statistics for Grand Terrace. She indicated that they would like to see some, type of handicap ramp on Barton Road at Grand Terrace Road. They expressed their concerns about senior disabled transportation in Grand Terrace. Bill Hays, 22114 DeBerry Street, indicated that the City does not have a 13 million dollar portfolio, he stated that we have a 13 million dollar debt that is going to be paid out of the property taxes of the citizens of Grand Terrace that should go towards services such as police, fire, and schools. He feels that everyone should know that the Redevelopment Agency is the only arm of government that can issue bonds without voter approval. He referred to a table that shows the top 12 California Cities by total Redevelopment Indebtedness as well as a chart that shows per capita indebtedness on Redevelopment indebtedness by city. He feels that when the citizens of this community realize that theyhave been straddled with a 13 million dollar debt and that their tax dollars have been diverted from the services that they should go to that this Council is obligated to provide there will be opposition. He feels that the Council needs to get a grip on the situation. City Manager Schwab, indicated that currently the City does not have any plans for traffic control at Barton and Grand Terrace Road. He stated that animal control is not allowed to chase cats. He stated that they should ask animal control to loan them a trap and animal control will come out and take them away. He indicated that he has directed the Community Services Officer to include police activity of their park in the weekly stats. He indicated that it would be the responsibility of the property owner to install a ramp at that location. He stated that the fire department is working on striping the park which will help with the parking problems within the park. He stated that Omnitrans is the agency that provides transit in Grand Terrace. There is a representative from Council that sits on Omnitrans and stated that they should contact staff so that they can possibly work with Omnitrans to help with the situation. ORAL REPORTS --5A. Committee Reports 1. Emergency Operations Committee a. Minutes of 11-02-2004 CC-2005-04 MOTION BY COUNCILMEMBER GARCIA,SECOND BY COUNCILMEMBER MILLER, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to accept the November 2, 2004 Minutes of the Emergency Operations Committee. i , l Council Minutes January 13,2005 Page 4 2. Historical and Cultural Activities Committee a. Minutes of 12-06-2004 r CC-2005-05 MOTION BY COUNCILMEMBER MILLER,SECOND BY COUNCILMEMBER HILKEY, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to accept the December 6, 2004 Minutes of the Historical and Cultural Activities Committee. COUNCIL REPORTS Councilmember Hilkey,thanked staff for the extra effort during his time as Mayor. He stated that Reche Canyon has been closed for a couple of days and feels that Grand Terrace has seen what the triaffic is going to be like as the freeway continues to build. Councilmember Garcia,wished everyone a happy new year. She reported that she attended her first Omnitrans meeting. She attended the SANBAG Commuter Rail,which is what runs the Metrolink system. She stated that we can look forward to more service on the San Bernardino line, She is looking forward to Grand Terrace Days which is going to be held on June 4,2005. She stated that the pavers are in at Richard Rollins Park as well as a new park bench. She stated that the City did well during the storm. She questioned when the strategic planning session' will be held. i City Manager Schwab, indicated that staff is looking at the second meeting in February, however it will come to council for discussion. i Councilmember,Garci a,questioned when the j oint meeting will be held with the Colton Joint Unified School District. City Manager Schwab, indicated that staff will start working on that as well. Councilmember Miller, wished everyone a happy and prosperous new year. He indicated that the Bluff s Restaurant will be closing and requested that the City prepare a certificate of appreciation ';for the owners and present it to them. He indicated that at the main intersection of Barton Road there is a pot-hole where the concrete is. City Manager Schwab,responded that staff is looking into repairing that hole. CouncilmemberiMiller, stated that there is debris on the side of the hill and questioned who is responsible for cleaning it up City Manager Schwab, indicated that they will look into it. i I Council Minutes January 13,2005 Page 5 Mayor Fen e, requested an update on SAVON. City Manager Schwab, stated that a building permit could be issued as early as February. It should take about six months for it to be built. Mayor Ferre, requested an update on the shell station. Cily Managan Schwab,responded that the Shell Station is a corporate owned Shell Station. It is his understanding that with the merge of Shell and Texaco they are closing 300 gas stations throughout California. They decided to close the station in Grand Terrace. Shell is going to sell the site. Community and Economic Development Director Koontz, indicated that there is an application for a gas station at that location in process. Mayor Ferre, indicated that she has had three different people come to her and compliment the animal control program. Each of the individuals have said that the officers go above and beyond the call of duty to make sure that they find a lost dog's owner. She thanked Assistant City Manager Berry for putting the program together. She brought her dog to the licensing clinic which went very smooth. She attended the City Selection Committee Meeting last week where the LAFCO primary member was selected which is Mark Nuami, Mayor of Fontana. The Alternate primary member is Paul Luellig, Councilmember City of Barstow. She attended the Drug and Gang Task Force Committee Meeting. A presentation was given by Frank Pine, Editor of the Inland Valley Daily Bulletin. PUBLIC HEARING 6A. Tentative Tract Map 04-04 (County Recorder's Number 17264) and E-04-09 to Create a 42 Unit Townhouse Subdivision John Lambe, Community and Economic Development Department, indicated that the only matter that is before the City Council is the proposed tentative tract map to create the requested subdivision. The Planning Commission and staffrecommend that the City Council approve the Resolution of approval for the Tentative Tract Map No. 04-04. Councilmember Hilkey, questioned if there are any assurance that these won't become rentals. Abba Kader. Grand Canal L.L.C.. indicated that they have hired a j-narketiny, company to design the plan to sell the homes. There is no plan to rent it is their plan to sell them. He questioned what type of assurance the Council would like. f 1 • Council Minutes January 13,2005 Page 6 Councilmember Hilkev, questioned what the target price is for the homes. ' i i Mr. Kader, responded $300;000.00. Councilmember Hilkev, questioned why this item is being brought to Council with just the lot split and notlthe project.' Mr. Lampe, responded that the Development Code is set up that way in the City. The Site and Architectural Reviews are approved by the Planning Commission and do not come before the Council unless there is an appeal. The City's subdivision ordinance, which is basically adopted from the County of San Bernardino, does require the Council to hear and consider and act on all maps but not the Site and Architecture Review. { City Manager Schwab, stated that he feels that this is typical for most communities except for those who d4ot have a Planning Commission. If Council wants to change the way these projects are approved they can certainly change the code. CouncilmernberlHilkey, stated that typically the Council wouldn't see anything but tpe lot split. i Mr. Lampe, responded in the affirmative. Mayor Ferre opined the public hearing. Patricia Farley, 12513 Michigan Street, indicated that residents are concerned about the number of rental units that are already in Grand Terrace. In the five year implementation plan it shows the construction of senior citizens rental units in two location and a condominium project proposed on Canal and now this project. She feels that the people should own the land when they purchase condos and that the CC &R's should be required to say that no more than a certain number of units can be owned by one person, which will help to control rentals. She indicated that she is surprised that the City is proposing 120 units of senior housing on Barton Road and on Grand Terrace Road. Bill Hays,22114 De Berry Street, indicated that his comments are on behalf of Mr. Karger. He read a letter regarding to the town homes. He stated that he is not opposed to the town homes in general,but reminded Council that the only difference between a town home and an apartment is five years. j Mayox Ferre closed the public hearing and returned discussion to the Council. Councilmember Garcia, questioned if it would be possible to include the information in the CC &R's as stated by Ms. Farley. Council Minutes January 13,2005 Page 7 City Attorney Harper, responded that it would be difficult to control that. Mr. Kader, stated that each town home will be built on a separate parcel and will be owned by an individual owner. There are CC &R's that have been established that are very strict. The common area will be owned by the association. He feels that it will be very secure and a high quality project. If they were going to build this project for rent they would indicate so. Councilmember Garcia, questioned when the CC &R's will be available. Mr. Kader, responded that they should be ready by the time the project goes to the Department of Real Estate (DRE). Councilmember Garcia, questioned if we have guidelines for CC &R's. City Attorney HaIper, responded in the negative. CC & R's are governed by State Law. There are some conditions that can be added to the project. Councilmember Garcia, questioned how the circulation will impact the area. Mr. Kader, responded that there are two security gates that are being planned. One is for emergency vehicles only and the other is a double gate for entering and exiting which will be on canal. Communityand Economic Development Director Koontz,stated that the traffic engineer has indicated that he doesn't see any traffic impacts or conflicts from this project. 'Councilmember Hilkey,expressed some concern with how the emergency vehicle gate aligns with Carhart Street. Community and Economic Development Director Koontz, stated that he does not see a problem with the alignment. CC-2005-06 MOTION BY COUNCILMEMBER MILLER,SECOND BY COUNCILMEMBER GARCIA, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT),to approve the Resolution of the City Council of the city of Grand Terrace, State of California, Approving Tentative Tract Map No. 04-04 (TTM 17264) for a 42 Unit Townhouse Development in the City of Grand Terrace. UNFINISHED BUSINESS 7A. Redlining 350 Feet of Curbing on the West Side of Mt. Vernon from Brentwood to I i Council Minutes Jdnuary 13,2005 Page 8 Grand Terrace Road and 400 Feet on the West Side from Canal Road South Toward Barton Road CC-2005-07 MOTION BY COUNCILMEMBER HILKEY,SECOND BY COUNCILMEMBER MILL ER, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to accept the decision of the City's traffic engineer,red line 350 feet of curb on the east , side ofMt.Vernon from Brentwood to Grand Terrace Road,approve the construction of a 6 fti concrete addition to the existing apron at 11691 Mt. Vernon Avenue and 11677 Mt. Vernon Avenue, approving the amount to cover the cost to adequately meet the needs of those residents, and red line approximately 400 ft. of curb on the west side of Mt. Vernon south of Canal Road. NEW BUSINESS 8A. Consider Changing Regular Meeting Day for the Community Redevelopment Agency and City Council Meetings CC-2005-08 MOTION BY COUNCILMEMBER MILLER,SECOND BY COUNCILMEMBER GARCIA, CARRIED 4-0-1-0 (MAYOR PRO TEM CORTES WAS ABSENT), to establish the second and fourth Thursdays of each month at 6:00 p.m. as the regular day and time for the Community Redevelopment Agency and City Council Meetings and to adopt a Resolution Rescinding Resolution No. 03-25 and establishing times for regular City Council Meetings,Commission Meetings and Committee Meetings. I � CLOSED SESSION -None I Mayor Ferre adjourned the meeting at 8:50 p.m.until the next CRA/City Council Meeting which is scheduled to be held on!Thursday, January 27, 2005 at 6:00 p.m. I CITY CLERK of the City of Grand Terrace 1 � I I MAYOR of the City of!Grand Terrace I I I I i Community.and Economic Development Department CALIFORNIA .t„ _a. .:..." w:iC:L�•o'ii✓ _ t - ==ems="' - n4r.. _ is - _ •"'3c'E r - " - x S A RE e vi CRA ITEM ( COUNCIL ITEM (X ) MEETING DATE: January 27, 2005 FUNDING REQUIRED NO FUNDING REQUIRED X SUBJECT: Request for "PC or N" Letter for Type 21 General Liquor License for Grand Terrace Market at 12490 Michigan Street (northwest corner of Michigan and Van Burren. RECOMMENDATION: Review, consider and deny the request by the business owner of the Grand Terrace Market for a "Public Convenience or Necessity" letter from the City in support of an Alcoholic Beverage Control ("ABC") General Liquor License, Type 21-. Background: We have received a request from the business owner of the Grand Terrace Market,which is located on the northwest corner of Michigan Street and Van Burren Street, asking that the City of Grand Terrace issue a "Letter of Public Convenience or Necessity" in support of a Type 21, "General Liquor" License application. This type of license will allow for the off-sale of alcoholic beverages including beer, wine and liquor. (The "off-sale"description refers to the package' sale of alcoholic beverages which must be consumed,off the premises such as a market or liquor store while the term "on-sale" refers to the sale for on- site consumption such as in a restaurant or bar.) The market currently has a Type 20 ABC• license which allows for the "off-sale" of beer and wine only. The Grand Terrace Market owner has been told by the State's Alcoholic Beverage Control Board,"ABC,"that there is an "over-concentration"of"off-sale"licenses in the census tract (Census Tract No. 71.06)which includes the market's location. (Please see the attached "Application Work Sheet" from the Alcoholic Beverage Control Board noting the over- concentration.) 22795 Barton Road • Grand Terrace, California 92313-5295 • 909/ 824-6621 COUNCIL ACUEN A ITE17_1 HMT i I order for"ABC"to issue the requested Type 21 license,the applicant must obtain a letter from the City of Grand Terrace in support of the requested license., This letter, in "ABC" jargon, is called a"Letter of Public Convenience or Necessity or'PC or N'letter." The letter must indicate that the City "agrees that issuance of the applied for;license will meet the public convenience or necessity standards for their community." The "ABC" finding of "over-concentration" is based on the number of "off-sale" licenses within Census Tract INo. 71.06. The City of Grand Terrace is divided into a number of census tracts,some of which take in portions of other cities. However, nearly all of Census Tract No. 71.06 is located within,the City of Grand Terrace. It covers the area south of Barton Road, west of Mt. Vernon, north of Main and east of the 1-215 freeway. Within this census tract there are a total of seven (7)ABC licenses. (Please see the attached list,of J existing ABC licenses in the City including those located in Census{Tract No. 71•.06:) According to the "ABC"web page and what the local "ABC'1 office told staff, "ABC" uses a standard of one "off-sale" license per 1,250 persons in determining whether there is an "over-concentration" of "off-sale" licenses. The population of Census Tract No. 71.06, according to the 2000 Census, is 3,979 persons. The maximum ;number'of "off-sale" licenses permitted, therefore, without a finding of "over-concentration" in this particular Census Tract is three (3). In addition, the City has a number of existing businesses and at least one future business (i.e., Sav-on) with existing "ABC" licenses, for a total of thirteen (13). In fact, nine (9) of these businesses -hai a an "off-sale"type of license and six (6)of these have the Type 21 - "General Liquor" license'. "The Grand Terrace Market was constructed in 1950„some 55 years ago. It is presently non-conforming with respect to the development standards of the CM (Commercial Manufacturing)Zone including the off-street parking requirements. The CM Zone permits "off-sale" liquor sales as a permitted right. Once the market owner gets the "PC or N" Letter from the City, no further discretionary City approvals will be required. Analysis: The Grand Terrace Market is located in a area with nearby single family residential areas - to the immediate north, east and south of the market along Michiigan and along Van Burren. (Please see the attached aerial photograph of the area of the;market.) The market is not located in a general commercial area as are the other businesses in the City with ABC licences which are located along Barton Road. A Type 21 - "General Liquor" license for the Grand Terrace Market would be incompatible with the residential character of.the nearby single family homes. In addition,the market does not meet all of the development standards of the underlying zone and the use of the site should not be expanded. I I { I I I I1 , Recommendation: The Staff recommends that the City Council deny this request by the owner of the Grand Terrace Market and .not authorize Staff to prepare the' requested "Letter of Public Convenience or Necessity" as required by the State's Alcoholic Beverage Control Board. Respectfully submitted, 'Approved by: r 2, J hn Lampe Gary L Koontz sociate Planner Community Development Director GLK:JL:jl Attachments: "Application Work Sheet" from ABC noting overconcentration List of ABC licenses in the City of Grand Terrace ' Aerial Photograph of Grand Terrace Market c:\MyFiles\JOHN\ABC\Grandteracemkt\council.rpt.gtm 23958.4 B & P APPLICATION WORK SHEET PREMISES ADDRESS: '- --- LICENSE TYPE: ` \ ;� 1. CRIME REPORTING DISTRI :Jurisdiction unable to provide statistical data. Reporting District: Total number of reporting districts: Total number of offenses: 1 Average number of offenses per district: 120% of average number of offenses: Total offenses in district: Location is within a high crime reporting district: Yes/No 2. CENSUS TRACT UNDUE CONCENTRATION Census Tract: Population /Count~" Ratio Number of licenses allo`Ved:1 Number of existing licenses:1 Undue concentration exist . AYES O Letter of public convenience or necessity- requir �.- �, �ngBo�d�vpplicant Three time publication require : YE O Pe sdn Taking _-knnlication 1 Tn,%,eetiQgtnr giinPr-.,knr "ABC"LICENSES IN GRAND TERRACE 1. 12490 Michigan St.* Grand Terrace Market Type 20 Seung T Kong 2. 21900 Barton RD EZ Mart Type 21 Aamir Bros. Inc. 3. 22045 Barton RD* G.T. Shell Type 20 Fahim Saad Tanios 4. 22087 Barton RD* Qwik Stop (Arco) Type 21 Ali M Yasin 5. 22310 Barton RD Smart Time Food Type 21 Alberre F. Souheil 6. 22400 Barton RD #23 JB's Food & Cocktails Type 47 Edward Mathias 7. 22400-01 Barton RD Food Connection Type 41 San DS Enterprises 8. 22413 Barton RD* Pizza Santa Maria Type 41 Jaklain Demain 9. 224441 Barton RD* Stater Bros Market 55 Type 21 Stater Bros Markets 10. 22483 Barton RD* G&M Oil 105 Type 20 G&M Oil Co, LLC 11. 22488 Barton RD Gallo Gordos Mex. Rest. Type 41 Gevina L. Parra** (This restaurant is now closed but has been replaced by Anita's Casitas) 12. 22493 Barton RD* G.T. Liquor Type 21 Ramesh M. Patel 13. 22524 Barton RD Sav-on Drug Store Type 21 Albertson/Savon Note: * These businesses are located in Census Tract No. 71.06 * *This business is now closed and the new restaurant (Taco Village)has not yet obtained its ABC license. Notes: Type 20= Off-sale beer and wine __Type 21 =_ _ Off-sale General(Liquor) Type 41 = On-sale beer and wine- eating place Type 47= On-sale General - eating place The "off-sale" allows foi� the package sale of alcoholic beverages whicl_, must be consumed off the premises (off-site)while "on-sale"refers to the sale for on-site consumption such as a restaurant. Finance Department A c�TY (&A�;La I GROND TERR CE Staff Report CRA ITEM ( ) COUNCIL ITEM (X) MEETING DATE: January 27, 2005 AGENDA ITEM SUBJECT: CONFERENCE TRAVEL: FINANCE DIRECTOR FUNDING REQUIRED NO FUNDING REQUIRED XX DISCUSSION: 'During the period of February 23-25, the California Society of Municipal Finance Officers (CSMFO) will be holding its annual conference in Burlingame, California. This will involve travel out of the area by the Finance Director to attend and participate in the conference. Staff is requesting authorization from the City Council for this.travel. Funding is included in the FY 2004-05 Budget. RECOMMENDATION: That the City Council authorize the Finance Director, Larry Ronnow, to attend the CSMFO annual conference in Burlingame, California, February 23-25, 2005. i I 0 STAFF REPORT GMOHD TERR CE City Manager's Office CRA ITEM ( ) COUNCIL ITEM (X) MEETING DATE: January 27, 2005 SUBJECT: Updated Agreement between the California State University, San Bernardino Foundation and the City of Grand Terrace to Provide Locally Originated Cable ' Programming on the Education/Government Channel During Specified Time Periods. FUNDING REQUIRED (X) NO FUNDING REQUIRED ( ) SUMMARY: The City.of Grand Terrace along with fourteen other cities in the San Bernardino Valley started in September of 2000, an effort to create a locally originated,television channel that would provide coverage to the Inland Empire region. The Inland Empire,because of its proximity to the media center in Los Angeles,has no local affiliates that cover our area. We lie in the shadow of Los Angeles and the only media coverage given to this area tends to be that of a negative nature. It is out of that desire to provide a local network that in November of 2003 the cooperative effort launched the Inland Community Television Network. ICTN provides local cable subscribers on the city's Public/Educational/Government channel, (channel 3) with locally originated programming focusing on regional interests and concerns for up to 15 hours per day. The flagship program-is the Inland Empire's only weeknight television newscast,which devotes coverage to the City of Grand Terrace and the 14 other municipalities that have chosen to affiliate with the regional cable television operation,Inland California Television Network(ICTN). In addition to news coverage,the City of Grand Terrace receives a minimum of 765 on-air mentions for its involvement as a founding partner with ICTN. The three airings of the news each weeknight, including the rebroadcast on KVCR Channel 24 that reaches satellite and off-air viewers as well as cable, has a potential reach of 4 million viewers. BACKGROUND: ICTN is established and managed by the Foundation for Cal State, San Bernardino in partnership with the City to interconnect cablecast capabilities of 15 San Bernardino County municipalities, thereby enhancing public information for Inland Empire residents. In November 2003.1C!N launched the repioi-, s only ielevison nevus operatioi,as a community service to a region historically under-served by locally televised public information.ICTN was built through funding directed to the university's Foundation to build its capacity for distance learning and electronically transferred information, as well as through corporate sponsorships and grants and contracts.No financial investment was required of the cities to build or launch the network,yet each i i . I city was apprised during the original MOU process that the university Foundation was looking for City support to market!and promote ICTN, After one year on the air,the university Foundation ha§ learned that business sponsorships are not as robust as anticipated because potential underwriters often seek a return on their advertising dollars as opposed to sponsoring the news as a community service. The university Foundation continues to write grants, bid for contract work and seek sponsorships on behalf of ICTN. This activity, combined with a commitment from the university President to cover a portion of costs, means that nearly two-thirds of the $1 million operation is supported by the Foundation's fund development activities. ICTN also 'has turned to cost-saving measures, reducing staff and expenses while preserving the quality of the news product. Currently,ICTN is on-air from 9-11 p.m.Monday-Sunday.The expanded programming day,which was desired by some of the partnering cities before the launch, is an optional service offered to interested cities.The City of Grand Terrace retains control over when to opt-in and out of the ICTN program schedule to accommodate City Council meetings and other uses the City may have for its government access channel. FISCAL IMPACTS: The university Foundation is seeking a fee-for-service of 25-cents per capita annually in order to continue production of the news, which is distributed to all television viewers (cable, satellite, off-air). Based on the January 2004 population for the City, the fee is $3,062. The university is willing,to absorb the cost for the first half of the 04-05 fiscal year and pro-rate the fee for January-June 2005. Thus. the fee for six months would be $1.531. The Foundation is seeking a two year commitment through June of 2007,however.City Council's cannot bind a commitment of ,that length. Our commitment would be $1,531 for the current fiscal year and then two future one year commitments that would be anticipated to be included in each annual budget for each of those two years. Should the university Foundation discontinue the news service during this period, any unamortized portion oflthe fee-for-service will be returned to the City. STAFF RECOMMENDATION: i I STAFF RECOMMENDS COUNCIL ENTER INTO THE ATTACHED MOU AND APPROPRIATE $1,531 FROM THE UNDESIGNATED GENERAL FUND BALANCE. ATTACHMENTS: Proposed Agreement I . I i I i f� • ADDENDUM TO MEMORANDUM OF UNDERSTANDING BETWEEN FOUNDATION for CALIFORNIA STATE UNIVERSITY, SAN BERNARDINO AND GRAND TERRACE 1. In order to hFlp sustain the delivery of televised local news service for the CITY OF GRAND TERRACE and the greater Inland Empire region;the CITY OF GRAND TERRACE shall contribute the equivalent of$0.25 per resident annually to help the FOUNDATION for CSUSB fund the delivery ' of live,local news Monday-Friday evenings on the Inland California Television Network(ICTN).The CITY OF GRAND TERRACE will receive recognition for its support on every newscast,255 times peryear.In thg event that other cities in the ICTN partnership do not participate in the fee for service, the FOUNDATION,for CSUSB agrees that the CITY OF GRAND TERRACE and other municipal, affiliates of the network will not be required to make up the difference in the fee schedule.Moreover, should the FOUNDATION for CSUSB discontinue the ICIN News service, it will return the remaining balance of fees to the CITY OF GRAND TERRACE. 2. The CITY OF GRAND TERRACE may cooperate with the FOUNDATION for CSUSB and ICTN to make available an expanded, designated network schedule at agreed-to time slots every day on its Public,Education and/or Government channel for programming produced for regional viewership and coordinated by ICTN. [Monday through Sunday from 8 a.m. to 11 p.m., year around, as much as is needed for available progrmnn7ing;and possible additional programming during other hours of the day to be determined by CITY OF GRAND TERRACE] I The designated time slots. identified in paragraph 2,will insure that all viewers will have access to the same programming virtually at the same time, except when, in a given City's discretion, local cablecasts take precedence over the FOUNDATION for CSUSB programming. In so doing, the member cities will continue to foster the regional cable television network known as ICTN. By signing below, the FOUNDATION for CSUSB and the CITY OF GRAND TERRACE manifest their agreement to all of the foregoing provisions of this Agreement. FOUNDATION for CALIFORNIA STATE THE CITY OF GRAND TERRACE OF UNIVERSITY, SAN BERNARDINO GRAND TERRACE By: By: Its Its Date: Date: Page l of I ICTN Fee for Service I1 . CITY POPULATION FEE PRO-RATED ANNUALLY i Big Bear Lake 6,025 $753 $ 1,506 Chino 725100 $9,012 $18,025 Colton 5000 $6,350 $12,700 Fontana f 154,800 $19,350 $38,700 Grand Terrace ; 12,250 $1,531 $3,062' I�i�1�laatl I 49,250 $61156 $12,312 i Loma Linda 20, 950 .$21618 $5,237 N-lontclair 34,750 $4,343 $8,687 Ontario 167,900 $20,98 7 $41,975 Rancho Cucamonga 154.800 $19,350 $381700 Redlands 6800 $8,600 $17,200 Rialto 98,100 $12,262 $24,525 I San Bernardino 196,300 $24,537 $49,075 Upland 72,700 $9,087 $18,175 I.ucaipn, 47,450 $5,931 $1 L862 i I 10/27/2004 I i DATE: January 11,2005 W.O. # 12.645 1 �®��1 ?c,.._�..;.:r,-• ' - - _,s"':x"` �s� -•R">;:4^�••.»r_ - �r�-. .''i'.�%"'- .-k�:- { .'::':,::•...'rr7i'::Lr<i•�,- a.�, ' �j - t3" -{�. _fir;--;'.-- _ - ""." - h'"_', :: ..a-.,'� .tt.r '�: r•.�c .'� •;. .( `-'%'a_ _ :.� „�'_ '.ya_.,^;i-.-- -':r-.y-'�' .''irrti'::'��i:-"�z.;.:'.-`+'Yr..r^x-"'� -E.._�...;rrC:':.f.;:�s+•;:.<�< ci.rJ�z Y, GRAND TERRPC CRA() COUNCIL ITEM (X) MEETING DATE: January 27,2005 j• .CC SUBJECT: Bike Lane Project-Barton Road -Mt.Vernon Avenue west to UGH 1A Michigan St. DEPARTMENT OF FUNDING REQUIRED XX NO FUNDING REQUIRED nUILDING & SAFETY, Local Agency, City of Grand Terrace$7,000 from General Fund PUBLIC WORKS State of California,D.O.T.Bicycle Facilities Unit$50,000 AND HOUSING 22795 Barton Road BACKGROUND Suite B Grand Terrace California 92313-5295 Over the past several years staff has been applying for bike lane grants and safe route Civic Center to school grants. We have been successful in.obtaining grants for: (909) 825-3825 Fax (909) 825-7506 • Barton Road - Mt. Vernon bike lane and street improvements • Main St. bike lane and street improvements • 6 staging areas on Barton Road, Mt. Vernon & Main St. , 0 Realignment and street improvements, on Grand Terrace Road and Barton Road 0 Traffic signals on Mt. Vernon &De Berry a Grant funds for traffic signals for Honey Hill and Barton Road which is being coordinated through SANBAG Barton road synchronization project. - 3 The above projects have been very beneficial to the citizens of the community by providing street improvements and pedestrian safety also the beautification of several of our intersections with lighting, signage and rest areas, including two city entrance monument signs. Now the city has been approved for another grant to extend our bike route along the north side of Barton Road west from Mt. Vernon to Michigan which would include some street improvements and sidewalk improvements Staff has requested and received two proposals from local engineers for plans, specifications and estimates for this project. 1. W.J. McKeever Inc. $10,084.00 2. Fraco Enterprises, Inc. $22,010.00 STAFF RECOMMENDS THAT THE CITY COUNCIL: f Awara the contract for the design of the bike lane project in the amount of 9 $ 10,084.00 To W.J.. Mc Keever Engmeenng. Ls HNCH AGENDA ITEM',', M �� CITY OF GRAND TERRACE -- _ EMERGENCY OPERATIONS COMMITTEE ^� Regular Meeting MINUTES December 7, 2004 The Grand Terrace Emergency Operations Committee met at the regular time at the Emergency Operations Center at 22795 Barton Road, Building 3. The meeting was called to order by Chairman JoAnn Johnson at 6:00 p.m. Agendas were distributed. MEMBERS PRESENT—JoAnn Johnson, Vic Pfennighausen, Glenn Nichols and Dottie Raborn. MEMBERS ABSENT—Richard Haubert CITY STAFF—Assistant City Manager, Steve Berry and Managementm Information System ,Specialist Dragos Barabu. GUESTS PRESENT—None. APPROVAL OF MINUTES of November 2, 2004 was given, with motion by Vic Pfennighausen and second by JoAnn Johnson. Approved minutes are to be sent to Council. LIAISON REPORT by Steve Berry a. Steve met with engineer on new corporate yard containment for water. Should.have specs in 2 weeks. b. Natural gas request to AQMD for station. c. Steve went to Upland for OACC meeting. d. City birthday party on Thursday Dec 9 followed by Council Meeting at 7:30. e. Daffodils planted at Rollins Park and improvements at Mt. Vernon and Grand Terrace Road. f. Christmas lights around town. EQUIPMENT AND FACILITIES REPORT by Vic Pfennighausen a. Everything is functional. b. Will inspect trailer before picking up. c. Suggestion was made that the trailer be inspected each time before moving to Fire Station and again before picking up. d. Vic will put in purchase orders for a microwave, ice box, book case and shredder. e. Survival food is out dated and will be replaced. f. JoAnn will look into purchasing Ensure or Ensure plus at the VA Hospital also other food supplies. UNFINISHED BUSINESS—None i i NEW BUSINESS a. Need a new secretary. TRAINING/SPEAKERS a. Tour to the Arrowhead Hospital-will be planned for next year. b. A return visit to County EOC in the Spring. c. Tour of Red iCross facilities will be planned. ' d. Glenn attended a Major Disaster meeting. The 71h Day Adventist Church provides blankets and clothes. Baptist Church provides food. ADJOURNMENT AT 6:40 p.m. i Respectfully submittgd, j Dottie Raborn NEXT MEETING WILL BE TUESDAY, January 4, 2005 AT 6 P.M. 1 a . a f I ; ,`1 T y r STAFF REPORT U GRfiNDTERR CE City Manager's Office I CRA ITEM ( ), COUNCIL ITEM (X ) MEETING DATE: JANUARY 27, 2005 SUBJECT: COUNCIL SET 2005STRATEGIC PLANNING WORKSHOP FUNDING REQUIRED () NO FUNDING REQUIRED (X ) Prior to the development of the 2005 - 2006 fiscal year budget the City traditionally has conducted a strategic planning workshop to insure that the Council's strategic plan is met by the proposed expenditures in the preliminary budget. Staff is recommending that the City Council select a date to conduct the workshop. r STAFF RECOMMENDATION. STAFF RECOMMENDS THAT THE WORKSHOP ICE MELD ON FEBRUARY 24, 2005, IN THE COMMUNITY ROOM OF THE CIVIC CENTER FROM 4:30PM - 6:OOPM PRIOR TO THE REGULARLY SCHEDULED CITY COUNCIL MEETING. x