Loading...
HomeMy WebLinkAboutNS-1802 - Approving a Development Agreement Between the City and Metro AssociatesREL: adg 9/27/85 ORDINANCE NO. NS-1802 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY AND METRO ASSOCIATES WHEREAS, California Government Code Sections 65864- 65869.5 authorize any city to enter into a development agree- ment with any person having a legal or equitable interest in real property for the development of such property; and WHEREAS, Metro Associates is the owner of certain real property in the City of Santa Ana and has requested that the City of Santa Ana enter into a development agreement for the development of such property; and WHEREAS, the Planning Commission of the City of Santa Ana, after public hearing, duly noticed in the manner required by law, has recommended approval of such development agreement; and WHEREAS, the City Council of the City of Santa Ana has held a public hearing on such development plan, duly noticed in the manner required by law; NOW, THEREFORE, the City Council of the City of Santa Ana does ordain as follows: .~ 1. That certain Development Agreement between the City of Santa Ana and Metro Associates, in the form attached hereto as Exhibit A and incorporated herein by reference, is hereby approved. 2. In approving the said Development Agreement, the City Council finds and determines that the provisions of said agreement are consistent with the General Plan of the City of Santa Ana, and that there are no applicable specific plans. ORDINANCE NO. NS-1802 PAGE TWO 3. The Mayor is authorized to execute said Devel- opment Agreement following its execution by Metro Associates, and the Clerk of the Council to attest to the same. 4. The Clerk of the Council is directed to cause the said Development Agreement to be recorded in the official records of Orange County, California, following the effective date of this Ordinance and its execution by both parties. ADOPTED this 4th day of N0vember , 1985. ATTE ST: /~anice C. Guy f/Clerk of the Cou~{cil Daniel E. Griset Mayor COUNCILMEMBERS: Griset A e Acosta Hart Johnson A~e Luxembourger A~e McGuigan Absent Young A~e APPROVED AS TO FORM: E-~wafd-~.~Coo~er City AttorT~y RECORDING REQUESTED BY= City of Santa Aha WHEN RECORDED, MAIL TO= City of Santa Aha Planning Department Manager 20 Civic Center Plaza M-20 Santa Aha, California 92701 DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT (hereinafter "Agreement") is made and entered into as of this day of , 1985, by and between the CITY OF SANTA ANA, a municipal corporation ("City") and METRO ASSOCIATES, a California limited partnership ("Developer"). RECITALS This Agreement is entered into on the basis of the following facts, understandings, and intentions of the parties: A. California Government Code Sections 65864-65869.5 authorize the City to enter into binding development agree- ments with persons having legal or equitable interests in real property for the development of such property. B. Pursuant to California Government Code Section 65865, City has adopted its Resolution No. 82-98, establish- ing procedures and requirements for consideration of such development agreements. C. Developer has requested the City to consider entering into a development agreement and proceedings have been taken in accordance with the City's rules and regula- tions. D. The City Council of the City of Santa Ana ("City Council") has found that the development agreement is consis- tent with the General Plan. E. On , 1985, The City Council adopted Ordinance No. approving the development agreement with Developer, and the ordinance thereafter took effect on , 1985. NOW, THEREFORE, the parties agree as follows: 1. Description of Progerty. The real property (the #Property") which is the subject of this Agreement is located in the City of Santa Aha and is more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference. 2. Interest of Property Owner. Developer represents that it is currently the owner of fee title to the real property described in Exhibit "A". The parties hereby agree that the terms and conditions of this Agreement shall apply to the subject property as of the effective date hereof. 3. Assignment. The rights of Developer under this Agreement may not be transferred or assigned unless the written consent of City is first obtained, which consent shall not be unreasonably withheld. 4. Binding Effect of Agreement. The burdens of this Agreement shall bind, and its benefits shall inure to, the successors in interest to the parties hereto. 5. Relationship of Parties. It is understood that the contractual relationship between the City and Developer is such that Developer is an independent contractor and not an agent of City. 6. Effect of Transfer of Real Property to Another Jurisdiction. If all or a portion of the real property which is the subject of this Agreement is annexed or otherwise becomes a part of another city, this Agreement shall thereupon terminate. 7. Permitted.Uses of the Property. The parties hereby agree that, for the term of this Agreement, the use and development of the Property as illustrated in Exhibit "B", including, but not limited to, the density (intensity of use), maximum height and size of the proposed structures and required parking on the Property, shall be as described in Exhibit"C". Developer shall have those benefits granted and obligations created to permit development of the Property in accordance with this Section. 8. Parcel Map Compliance. Developer shall comply with all conditions of Parcel Map 79-879, including, but not limited to, the dedication of land for public purposes as required therein. 9. Covenant to Hold as One Parcel. Within one month of the effective date of this Agreement, Developer shall duly execute and record in the official records of Orange County a Covenant and Agreement to Hold Property as One Parcel in the form set forth in Exhibit "D", attached hereto and incorpo- rated herein. 10. Time for Construction and Completion of Pro~ect. Developer shall ma~e a reasonable ana olllgent e££ort to complete the development of the Property in accordance with this Agreement before the expiration of the term of this Agreement. Promptly after completion, City shall provide developer with an instrument so certifying. The certification shall be a conclusive determination that the obligation of Developer under this Agreement has been met. The certifica- tion shall be in such form as will enable it to be recorded in the Official Records of the County of Orange. 11. Hold Harmless. Developer agrees to and shall hold City, its officers, agents, employees and representatives harmless from liability for damage or claims for damage for personal injury including death and claims for property damage which may arise from the direct or indirect operations of Developer or those of its contractor, subcontractor, agent, employee or other person acting on its behalf which relate to the development of the Property. Developer agrees to and shall defend City and its officers, agents, employees and representatives for actions for damages caused or alleged to have been caused by reason of Developer's activities in connection with the development of the Property. 12. Effect Of Agreement on Land Use R~ulations. The parties hereby agree that, for the term of thls Agreement, the rules, regulations and official policies of the City governing the design, improvement and construction standards and specifications applicable to development of the Property shall be those rules, regulations and official policies in force on the effective date of this Agreement, except for those rules, regulations or official standards which conflict with the development standards established by Exhibit "B" of this Agreement, and except for changes in the building codes and construction specifications, occurring from time to time, which do not conflict with said development standards, and which are generally applicable to all other applicants in the City. Developer shall pay those generally applicable processing, inspection and similar fees and charges required by the City in connection with development of the Property in the amounts in effect at the time payment is made. This Agreement does not prevent the City, in subsequent actions applicable to the Property, from applying new rules, regula- tions and policies which do not conflict with the development standards established by Exhibit "B" of this Agreement or the rules, regulations and policies applicable to the Property as set forth herein. e 13. Periodic Review of Compliance with Agreement. City shall review this Agreement at least once every twelve (12) month period from the date this Agreement is executed. During each periodic review by City, Developer is required to demonstrate good faith compliance with the terms of this Agreement. Developer agrees to furnish such evidence of good faith compliance as City in a reasonable exercise of its discretion may require. Evidence of good faith compliance may include, but is not necessarily limited to, conformance with the requirements of the Development Proposal as outlined on Exhibit "C~. 14. Amendment or Cancellation of Agreement. This Agreement may be amended or cancelled in whole or in part only by mutual consent of the parties or their successors in interest, in the manner provided for in California Government Code Sections 65865.1, 65867.5, and 65868. 15. Enforcement. Unless amended or~ cancelled in accordance with the terms of this Agreement, this Agreement is specifically enforceable by either party. Notwithstanding the foregoing, City's ~emedies under this Agreement shall be limited to the right to specifically enforce the terms and provisions of paragraph 12 hereof, the right to terminate this Agreement as provided herein, and the right to specifically enforce the provisions of paragraphs 3 and 11. City specifi- cally agrees that City has no right or power hereunder whatsoever to specifically enforce nor in any way to compel Developer to either start or complete the Project. Neither party shall be liable in damages to the other by reason of any default under this Agreement. 16. Events of Default. a. Developer shall be in default under this Agreement upon the happening of one or more of the following events or conditions: (1) If a material warranty, representation or statement was made or furnished by Developer to City with respect to this Agreement which was known to be false in any material respect when it was made; (2) A finding and determination by the City Council, made following a periodic review under the procedures provided under Government Code Section 65865.1 and paragraph 13 hereof, that upon the basis of substantial evidence Developer has not complied in good faith with one or more of the material terms or conditions of this Agreement. b. City shall be in default under this Agreement if it imposes upon Developer rules, regulations or official policies governing the permitted uses, density, maximum height and size of ~roppsed structures, provi s£ons for reservation or ded~catlon of land for public purposes, required parking or the design, improvement and construction standards and specifications applicable to the development of the Property, which are not the same in all material respects as those rules, regulations and official policies in effect on the effective date of this Agreement, except as otherwise expressly permitted herein. City shall not be in breach of this Agreement by reason of any subsequent changes of laws or regulations of another local agency not created or controlled by City which prevents or precludes compliance by City or Developer with this Agreement. City agrees not to initiate or promote any such change. 16. Procedure Upon Default. a. Upon Default by or modify this Agreement dures set forth herein. Developer, City may terminate in accordance with the proce- b. City shall not be deemed to have waived any claim of default by Developer if, on periodic review, City fails to modify or terminate this Agreement based upon such purported default. c. The adoption of a law or other governmental activity which is consistent with this Agreement, but which makes performance by Developer more difficult or more expensive, shall not excus~ the performance of Developer herein. d. Non-performance of a party shall be excused if it is prevented or delayed by acts of God or an emergency declared by the governor of the State of California. e~ Except as provided in this Agreement, all remedies at law or in equity, whether or not specifically governing development agreements, are available to the parties to pursue in the event of default, expressly including remedy of specific performance of this Agreement. f. Upon the occurrence of an event of default by either party, the party not in default (the "Non- Defaulting Party") shall give the party in default (the "Defaulting Party") written notice of the default. The Defaulting Party shall have thirty (30) calendar days from the date of notice to cure the default if Such ® default is curable within such thirty (30) days. If such default is so cured, then the parties need not take any further action except that the Defaulting Party may require the Non-Defaulting Party to give written notice that the default has been adequately cured. g. Should the default not be cured within thirty (30) calendar days from the date of notice, or should the default be of a nature which cannot be reasonably cured within such thirty (30) day period and the Defaulting Party has failed to commence within said thirty (30) day period and thereafter diligently prosecute the cure, the Non-Defaulting Party may then take any legal or equitable action to enforce its rights under this Agreement. 17. Notices. Unless otherwise specifically provided in writing, all notices, demands or other communications given hereunder shall be in writing and shall be deemed to have been delivered upon actual personal delivery or as of three (3) business days after mailing by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to City: Planning Department Manager City of Santa Aha 20 Civic Center Plaza M-20 Santa Aha, California 92701 If to Developer: Metro Associates 840 Newport Center Drive, Suite 620 Newport Beach, California 92660 Attn: Roger Torriero A party may change its address by giving notice in writing to the other party, and thereafter notices shall be delivered or sent to such new address. 18. Term of Agreement. The term of this Agreement shall commence on the effective date of this Agreement and shall continue, unless sooner terminated pursuant to the terms hereof, for ten (10) years. 19. Severability. If any provision of this Agreement shall be held to be invalid by a court of competent jurisdiction, the remainder of this Agreement shall not be affected thereby, unless the court shall specifically find that the invalid part is so fundamental and essential to the 6a12b 6. understanding of the parties that the entire Agreement shall be invalidated. IN WITNESS WHEREOF, the parties hereto have caused this Development Agreement to be executed as of the day and year first above-written, its effective date. CITY OF SANTA ANA, a municipal corporation By: Daniel G. Griset, Mayor DEVELOPER: METRO ASSOCIATES, a California limited partnership, By: Hutton Centre Properties, a California limited partnership, its sole general partner By: Griffin Realty Corp., a California corporation, its sole general partner By: ATTEST: By Jan C. Guy, Clerk of the Council APPROVED AS TO FORM: City EXHIBIT A THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALI- FORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA AND IS DESCRIBED AS FOLLOWS: PARCEL A: PARCEL 7 AS SHOWN ON THAT CERTAIN LOT LINE ADJUSTMENT NO. 83-2, RECORDED MAY 20, 1983 AS INSTRUMENT NO. 83-215091, OFFICIAL RECORDS. PARCEL B: PARCELS 19 AND 20 AS SHOWN ON PARCEL MAP NO. 79-879, AS PER MAP RECORDED IN BOOK 151, PAGES 21, 22 AND 23 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXHIBIT "A" EAST ELEVATION NORTH ELEVATION GRIFFIN TOWERS O' 32' 64' ~ment Agreement EXHIBIT "C" DEVELOPMENT PROPOSAL Griffin Towers At Hutton Centre Development Standards/Design Criteria A. APPLICABILITY. The property development standards/design criteria set forth in this section shall apply to all land and build- ings within the Property. The standards contained herein are to be used for the development and review of plans submitted to the Planning Department for site plan review. B. USES PERMITTED; DENSITY; BUILDING SIZE. The Property may be developed with two office buildings, each containing at least 260,000 square feet of leasable area. The two structures may be linked by a three-story atrium/lobby area and serviced by a multi-level parking structure. C. PARKING REQUIREMENTS. Required parking shall be in conformance with the Santa Aha Muncipal Code in effect at the adoption date of this ordinance. D. DESIGN AND DEVELOPMENT STANDARDS. Development of the site shall be subject to the City's Design and Development Standards adopted by the City Council pursuant to Resolution No. 84-63 on June 4, 1984. E. HEIGHTS AND SETBACKS. There shall be no height limit applicable to the pro- perty, provided Developer maintains minimum setbacks as delineated in Addendum 1 to Exhibit "C". 128alj Exhibit "C" ADDENDUM i - EXHIBIT "C" LU il EXHIBIT "D" Recording requested by and mat1 to: CitZ cE Santa Ant (Name/ 20 Civic Centre Plaza (Address) Santa &nat CA 92701 SPACE ABOV£THIS LINE FOR R£COROER;S USE COVENANT AND AGREEMENT TO HOLD PROPERTY AS ONE PARCEL The undersigned hereby certtfy that we are the owners of the hereinafter legally described real property located tn the City of Santa Aha, County of Orange, State of Callfotnla: All of Parcels 19 and 20 o£ Parcel Map No. 79-879, per maps fi%ed in Book 151, ph99a 21, 22 and 23 of Parcel Maps, together with all of'parcel 7 of lot line adjustment no. LL83-2 recorded May 20, 1983 as instrument No. 83-215091 of Official records Property Address #5 HUTTON CENTER And, for the purpose Of satisf¥in~ buildin~ code requirements which would (state purpose) otherwise apply because of interior lot lines within the sub~ect, real property. We do hereby covenant and agree with said City that tNe above legally described land she1! be held as one parcel and no portton shall be sold separately. Thls covenant and agreement she1! run with the land and $hall be blndt~g upon ourselves, and futura owners, encumbrancers, their successors, heirs, assignees and shall conttnue tn effect until such time that the 5ants Ana Huntctpal Code unconditionally permtts the use or purpose heretn above referred to or unless otherwise released by authority of the Plarm~gPm~agero£theC~.tyof Oared: Thts loth day of Jul'~ __19 85 METRO ASSOCIATES) a California ~imited Partnership by (type name) ,~[~si~ ' ~tgn) (t~pe name) ~ER ~O~Z~O Planning Depa~:.,~, City of Santa Arm (CORPORATION~ Approved for Recording: o, . July i0. 198~ before me. thc undersigned. · Notary Public h and for sald State, personally appeared Rouer Torrieto per~onnlly know~ to me ot proved to me on the basi~ of s~tlsfactoty evidence to be the'person=._who executed the partnership that executed the within instrument, and acknowled d to me that th executed the same on behalf of ~tro ASsociates ' , a parmerthip, and that ~id lut ri·reed pannerthip executed the ~ame. :ate, persona11~ President, Secretary .'u--t-6d the wtthtn Corporation Iged to me that m within tnstru- ; or a resolution ! seal. ~ Commission exptres RyCo~tsstonexptref - 1-85 ....... II ' II