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Home My WebLink About20B - AA AND AGMT FOR BRISTOL PROJECTREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 21, 2020 TITLE APPROVE AN APPROPRIATION ADJUSTMENT AND AUTHORIZE AGREEMENT FOR TENANT GOODWILL COMPENSATION FOR BRISTOL STREET IMPROVEMENTS PROJECT - PHASE 3A (PROJECT NO. 136792 NONGENERAL FUND) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2" ° Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Approve an appropriation adjustment recognizing the Fiscal Year 2018-19 appropriation of $200,000 in New Transportation Systems Improvement Area F funding of the New Transportation Systems Improvement Area F prior year fund balance and reappropriating the same amount into the New Transportation Systems Improvement Area F, Improvements Other Than Building expenditure account. 2. Authorize the City Manager to execute an agreement with C.R. Manchandia DDS for compensation in the amount of $135,500 for loss of business goodwill related to the full real property acquisition of assessor's parcel number 405-274-10 in May 2017, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION Bristol Street is a north -south transportation corridor designated as a major arterial highway in the City of Santa Ana's Circulation Element of the General Plan. Improving the 3.9-mile Bristol Street segment from Warner Avenue to Memory Lane has been a long-term priority that is being constructed in several phases. Improvements include widening of the street from two to three lanes in each direction, raised landscape medians, and bike lanes. The City is acquiring properties for the development of Phase 3A, bounded by Civic Center Drive and Washington Avenue. Property acquisitions for this phase are complete and construction is anticipated to begin by late summer 2020. Property acquisitions on Bristol Street (Exhibit 1) were necessary to accommodate the improvements and widening for Phase 3A. The business owned by C.R. Manchandia DDS has relocated and has already been compensated by the City for its tenant -owned improvements and movable items. The business owner is now seeking compensation for loss of business goodwill that it alleges has been experienced as a result of displacement. No claim for business goodwill was made at the time of relocation. However, this claim does fall within the allowable three-year statute of limitations period. The City utilized an independent licensed business goodwill appraiser 20B-1 Tenant Goodwill Compensation Bristol Street Improvement Phase 3A April 21, 2020 Page 2 to determine the loss of goodwill value and both parties have agreed to compensation in the amount of $135,500 as a full and final settlement of all claims, pursuant to the corresponding agreement (Exhibit 2). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans/projects). ENVIRONMENTAL IMPACT In 1990, City Council approved the Bristol Street Final Environmental Impact Statement/Environmental Impact Report (FEIS/EIR No. 89-01). Due to several minor design modifications in Phase 3A, which lies between Civic Center Drive and Washington Avenue, an Addendum to the FEIS/EIR was prepared and adopted pursuant to the California Environmental Quality Act by City Council on April 7, 2015. FISCAL IMPACT The funding of $200,000 in New Transportation Systems Improvement Area F was recognized in the Council -approved Fiscal Year 2018-19 Capital Improvement Program (CIP). However, the funding was not added to the project's overall budget therefore making it unavailable to carry forward from FY 2018-19 to FY 2019-20. Staff is requesting Council approval to recognize and reappropriate this funding allocation for expenditure in Fiscal Year 2019-20 from prior year fund balance in the New Transportation Systems Improvement Area F Fund. Approval of an Appropriation Adjustment will recognize $200,000 in Fiscal Year 2018-19 funding in the New Transportation Systems Improvement Area F, Prior Year Carry Forward revenue account (No. 03517002-50001) and reappriopriate the same amount into the New Transportation Systems Improvement Area F, Improvements Other Than Building expenditure account (No. 03517660- 66220). The following table summarizes the budgeted funds of $135,500 for the agreement: Fiscal Accounting Unit -Account Fund Description Accounting Unit, Account Amount Year Number Description 05917661-66220 Select Street OCTA Bristol St Corridor 2019-20 (Project No. 13-6792) Construction Improvements, Improvements Other $11,600 Than Building New Transportation New Transportation System 2019-20 03517660-66220 System Improvement Area F, Improvements $123,900 (Project No.13-6792) ImprovementArea Other Than Building F Total $135,500 NS/EWG/JG/ST Exhibits: 1. Location Map 2. Agreement 20B-2 EXHIBIT 2 AGREEMENT FOR COMPENSATION FOR LOSS OF BUSINESS GOODWILL This Agreement for Compensation for Loss of Business Goodwill ("Agreement") is made by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), and Chandrakant R. Bella C. Manchandia dba Chandrakant R. Manchandia, D.D.S. ("Business"), City and Business shall collectively be referred to as the "Parties". RECITALS A. On or about November 2, 2016, through a voluntary sale, City acquired the real property at 1111 North Bristol Street, in the City of Santa Ana, Assessor Parcel No. 405-274-10 ("Property"), for purposes of the Bristol Street Widening Project Phase 3A, resulting in displacement of the Business. B. The Business had an interest in the Property as a Lessee but voluntarily ceased operations on or about March 14, 20t7, and later relocated to 1915 W. I" Street, Unit B, in the City of Santa Ana. C. The Business has already been provided relocation benefits and been compensated by City for its tenant -owned improvements and movable items and seeks further compensation for loss of goodwill value that it has allegedly suffered as a result of displacement. D. City has agreed to provide such compensation for loss of business goodwill based on a study it has had prepared to determine the loss of goodwill value. E. By this Agreement, the parties desire to settle all present, past and future controversies, claims, causes of action or purported causes of action, defenses, and disputes, both real and potential, which the Business may have against City with respect to City's acquisition and use of the Property and any claim for loss of goodwill which have not been previously resolved. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises and mutual covenants set forth herein, the receipt and adequacy of which is hereby acknowledged, the Parties agree as follows: RECITALS The Recitals are incorporated into and are made a part of this Agreement. The purpose of this Agreement is to resolve, in their entirety, all present, past and future controversies, claims, causes of action or purported causes of action, defenses, and disputes, both real and potential, which the Business may have against City with respect to City's acquisition and use of the Property and any claim for loss of goodwill which have not previously been resolved. Page 1 of 4 PTO 2. CONSIDERATION. In consideration of this Agreement, City shall pay to the Business the sum of One Hundred Thirty -Five Thousand Five Hundred Dollars ($135,500.00) in new compensation as a full and final settlement of all claims by the Business for loss of goodwill alleged to have been suffered by the Business arising from the acquisition of the Property. Payment shall be by check made payable to "Peterson Law Group PC Attorney Client Trust Account" within forty-five days of approval of this Agreement by City's City Council. 3. RELEASE. (a) in further consideration of this Agreement and in recognition of the benefits to be derived therefrom, and except as to matters which have previously been resolved and the rights, duties and obligations of the Parties as set forth in this Agreement, the Business hereby releases, and fully and finally and forever discharges City, and each of its administrators, assigns, agents, directors, officers, partners, employees, representatives, lawyers, and all persons acting by, through, under, or in concert with the City or any of them, of and from any and all manner of actions or causes of action, in law or in equity, suits, debts, liens, liabilities, claims, demands, and damages of any nature whatsoever, known or unknown, fixed or contingent including, but not limited to severance damages, relocation assistance, relocation benefits, claims for inverse condemnation or unreasonable precondemnation conduct, or any other claims for damages or benefits arising from the acquisition of the Property by the City, existing or as the law may change, including without limitation, claims which the Business may now have against the City arising from or related to the acquisition and use of the Property by the City and any claim for loss of goodwill. (b) Except as otherwise provided in this Agreement, it is the intention of the Parties that this Release shall be effective as a bar to all previously unresolved claims, causes of action, actions, damages, losses, demands, accounts, reckonings, rights, debts, liabilities, obligations, and attorneys' fees, of every character and kind, known or unknown, existing or contingent, latent or patent, which are related to the Property or the Business' displacement from the Property; and in furtherance of such intention, the Business expressly waives any and all rights conferred upon it by the provisions of California Civil Code Section 1542, which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. 4. NECESSARY ACTS. Each Party shall perform any further acts and execute and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement. Page 2 of 4 5. AUTHORITY TO SIGN. Each Party warrants that the individuals who have signed this Agreement on behalf of that Party have the legal power, right, and authority to so sign and thereby bind that Party and its heirs, personal representatives, successors and assigns and any person or entity that may otherwise be entitled to grant the Release. 6. ENTIRE AGREEMENT; AMENDMENTS. This Agreement is the entire agreement between the Parties concerning the subject matter hereof, and supersedes any prior negotiations, discussions, oral or written communications, or agreements between the Parties as to such subject matter. The terms of this Agreement may only be modified or amended by an instrument in writing executed by all Parties. 7. GOVERNING LAW; VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any legal action or proceeding concerning this Agreement shall be filed and prosecuted in the appropriate California state court in the County of Orange, California. 8. NO THIRD PARTY BENEFICIARIES. The Parties acknowledge that there are no express or implied third party beneficiaries to this Agreement. No person or entity not a signatory hereto shall have any fights or causes of action against any Party hereto as a result of that Party's performance or nonperformance of any obligation hereunder. 9. NO PRIOR ASSIGNMENTS. The Parties represent and warrant that they have not sold, assigned or transferred, or purported to sell, assign or transfer, and shall not hereafter sell, assign or transfer, any obligations, liabilities, demands, claims, costs, expenses, debts, controversies, damages, rights, actions, or causes of action released pursuant to this Agreement. 10. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon and shall inure to the benefit of the successors, assigns, personal representatives, executors, estate, heirs, agents and related entities of the respective Parties. 11. COUNTERPART EXECUTION, This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. This Page 3 of 4 20B-5 Agreement may be executed on counterpart signature pages and may be signed by fax or scanned email signature. IN WITNESS WHEREOF, each Party has executed this Agreement on the date which appears next to its/his signature below. Dated: CITY OF SANTA ANA M Name: Title: Dated: ' 2 ' CHANDRAKANT R. and BELLA C. MANCHANDIA dba CHANDRAKANT R. MANCHANDIA, D.D.S. APPROVED AS TO FORM /g" J M.Funk Assistant City Attorney ATTEST Daisy Gomez Clerk of the Council RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency By: -Zy4SLj1 PL7GlY1 C( Name: e. P- . 0GeniAz-'(vA1Q Title: Dolt-)'y Name: Title: Page 4 of 4 rI- 4 (NTS) MATCHLINE SEE BELOW RIGHT 10TH STREET 9TH STREET LEGEND ® SUBJECT PROPERTIES -ACQUIRED PROPERTIES SANTA ANA OPWAM o IC q s � KC CIVIC CENTER DR. 1( ILL. ............ i _,_,_,.............. i ---- .,, WASHINGTON AVENUE MATCHLINE SEE TOP LEFT EXHIBIT 1 AUTHORIZE AGREEMENT FOR TENANT GOODWILL COMPENSATION BRISTOL STREET IMPROVEMENTS PHASE 3A (PROJECT NO.136792 NONGENERAL FUND) (Strategic Plan No. 6, 1, G; and 3, 2, C PAGE 1OF1 20B-%