Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
10/19/2016 - STAFF REPORTS - 2.A.
iy Q V N °4<,FOAN�P CITY COUNCIL AS SUCCESSOR AGENCY STAFF REPORT DATE: OCTOBER 19, 2016 PUBLIC HEARING SUBJECT: APPROVE THE PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS WITH ATELIER ZINQUE, LLC, TO DISPOSE OF AND SELL A SUCCESSOR AGENCY-OWNED PROPERTY LOCATED AT 342-344 NORTH PALM CANYON DRIVE, (APN 513-081-017), IN THE AMOUNT OF $425,000 PURSUANT TO SECTION 34191.5(C) OF THE HEALTH AND SAFETY CODE FROM: David H. Ready, City Manager BY: Community & Economic Development Department SUMMARY This action is to approve a Purchase and Sale Agreement and Escrow Instructions between the City of Palm Springs, acting as the Successor Agency of the Community Redevelopment Agency, ("Successor Agency'), and Atelier Zinque, LLC, a California limited liability company, to dispose of and sell the property located at 342-344 N. Palm Canyon Drive, (also known as the "Cork-n-Bottle" liquor store). As a Successor Agency property, its disposition is must follow the requirements of Section 34191.5(c) of the California Health and Safety Code. This action would sell the property for an agreed price of$425,000. RECOMMENDATION: 1. Approve Agreement No. , a Purchase and Sale Agreement and Escrow Instructions in the amount of $425,000 with Atelier Zinque, LLC, a California limited liability company, to dispose and sell the property located at 342-344 N. Palm Canyon Drive, (also known as the "Cork-n-Bottle" liquor store); 2. Authorize the Executive Director to submit the Purchase and Sale Agreement and Escrow Instructions to the Oversight Board for approval; and 3. Authorize the Executive Director or his designee to execute all required documents. ITEM NO. 0 City Council Staff Report October 19, 2016 -- Page 2 Cork n Bottle Purchase and Sale Agreement STAFF ANALYSIS: The requested action is to approve a Purchase and Sale Agreement and Escrow Instructions between the City, acting as the Successor Agency to the Community Redevelopment Agency of the City of Palm Springs, ("Successor Agency"), and Atelier Zinque, LLC, a California limited liability company, (the "Buyer"), for the Successor Agency to sell to Buyer the property located at 342 — 344 N. Palm Canyon Drive, (also known as the "Cork-n-Bottle" liquor store). The "Cork-n-Bottle" liquor store is a Successor Agency owned property and its disposition must follow the requirements of Section 34191.5(c) of the California Health and Safety Code. The proposed agreement would sell the property to the Buyer for the agreed price of $425,000 which exceeds the latest appraised fair market value of $350,000. Background The Cork-n-Bottle property was purchased in October 2006 by the former Community Redevelopment Agency, (the "Agency') with redevelopment funds for $585,000. At that time, the Agency assumed an existing commercial lease with a tenant operating the site as a liquor store and smoke shop. Subsequently, upon dissolution of the Agency, the City, as the Successor Agency, currently receives $2,750 per month from the tenant, on a month-to-month holding over agreement on the expired lease. The Successor Agency, as landlord, has responsibility for facility maintenance, repairs and payment of possessory interest taxes. The site is 2,080 square feet in size, and the building was constructed in 1935-36 and requires significant repairs and improvements. The property was designated as a Class 1 Historic site (HSPB #31) by the City Council on May 1, 1996. An aerial photo of the property is included in Figure 1, a street view photo of the property is included as Figure 2, and a 500 feet radius vicinity map is included as Figure 3. 02 City Council Staff Report October 19, 2016 -- Page 3 Cork n Bottle Purchase and Sale Agreement «'. '* op i `•` Figure 1 uow� 1A Figure 2 03 City Council Staff Report October 19, 2016-- Page 4 Cork n Bottle Purchase and Sale Agreement + .I ° 'o` PIM 6Moi Department of.Planning-Services-% a e 4.�.,.. Vicinity•Map# ° UR RA C00 CU CDD 0 CU o a uCBD RED RA K ° g a 0 3 Ceo U � W u Z J 3 — p 4 AMADD RD t Legend CU ®S4B CBD C00 RA RA 500'RaAMs E]Zomr* Pxc is CITY-OF PALM-SPRINGSrOT ° Figure 3 On January 13, 2016, City Council directed staff to prepare and issue a Request for Proposals ("RFP") to solicit offers from the public to purchase the Cork-n-Bottle property. A public advertisement of the RFP was noticed in the Desert Sun on January 30, 2016, and on February 6, 2016, the RFP was posted on the City's website. During the solicitation process, the RFP was requested by eleven interested parties, and by the deadline of March 3, 2016, responsive proposals were received from: • Jack R Frost, • Aliece Pickett and Edward P, Shroeder; • Atelier Zinque, LLC 04 City Council Staff Report October 19, 2016 -- Page 5 Cork n Bottle Purchase and Sale Agreement Proposals were evaluated on multiple criteria including developer qualifications, economic proforma, development concept/planned use, development schedule and purchase price. The proposal submitted by Atelier Zinque, LLC, was determined the most responsive and highest qualified proposal, with a proposed purchase price of $425,000, and is the owner of adjacent parcels of land which will allow for possible development of the full site. Atelier Zinque, LLC, has already purchased five parcels that surround the Cork-n-Bottle property and would incorporate the property into a larger project that includes a boutique hotel with suites, a full service restaurant, rooftop bar, salon and spa along with a small retail component, as shown in Figures 4 and 5. The proposal submitted by Aliece Pickett and Edward P, Shroeder was considered the second best proposal with a proposed purchase price of $350,000. The proposal submitted by Jack R. Frost was considered the third best proposal, also with a proposed purchase price of $350,000. 1 zMI—M;? F ,.. ' Atelier Zinque _rcels " Cork n Boltle WA J f r • Figure 4 05 City Council Staff Report October 19, 2016 -- Page 6 Cork n Bottle Purchase and Sale Agreement d Figure 5 On April 6, 2016, the City Council reviewed the proposals received for the disposition and sale of the Cork-n-Bottle property, and agreed with staff's recommendation to proceed with the Purchase and Sale Agreement with Atelier Zinque, LLC (as the "Buyer"), including the following main points: • Purchase price of $425,000 to be paid by Buyer at close of Escrow • Initial refundable good faith deposit of $50,000 paid within 2 business days of opening of Escrow • Escrow fees equally paid by City and Buyer • Title fees paid by City • Buyer entitled to 6 month due diligence period, during which Buyer has sole discretion to terminate Escrow, with initial refundable deposit returned to Buyer; upon expiration of due diligence period, the initial $50,000 deposit is non-refundable • Escrow shall close within 60 days following expiration of 6 month due diligence period, with two options to extend the closing date by 30 days each, upon payment of an additional non-refundable $50,000 deposit for each 30 day extension Atelier Zinque, LLC, has filed an application for entitlements with the City's Planning Services Department and is working with staff to review the project with the Architectural Advisory Committee, Historical Site Preservation Board, and Planning Commission. 06 City Council Staff Report October 19, 2016-- Page 7 Cork n Bottle Purchase and Sale Agreement Asset Transfer Report The Dissolution Act called for the Successor Agency, under the direction of the Oversight Board, to dispose of real property it received from the Dissolved Redevelopment Agency either for limited public uses, or for disposition into the private market expeditiously and with a view toward maximizing value, with the disposition proceeds ultimately made available for distribution to the affected taxing entities. One of the requirements under the Dissolution Act was for the Successor Agency to prepare and submit to the State Controller's Office, an Asset Transfer Assessment, showing the assets that were owned by the Agency and transferred to the Successor Agency upon the dissolution on February 1, 2012. Land Disposition Process Under AB 1484 In 2012, the State approved a redevelopment reform act, AB1484, which changed a number of the processes related to the disposition of dissolved Redevelopment Agency assets. AB1484 provided certain flexibility and local benefits in connection with property disposition. At the time of dissolution, the Successor Agency held a total of twelve (12) properties from the dissolved Redevelopment Agency. These properties included sites assembled for future redevelopment, public parking lots and other real property. Disposition of these properties were not able to occur until the California Department of Finance ("DOF") issued a finding of completion and approved the Long Range Property Management Plan ("LRPMP") for the intended disposition of these properties. Assembly Bill 1X 26 added Health and Safety Code Sections 34191.1-34191.5 requiring that successor agencies present a LRPMP to their Oversight Board and submit the LRPMP to DOF no later than six months following the issuance of the finding of completion. The Successor Agency received its finding of completion from the DOF on January 2, 2014. The LRPMP was reviewed by the Oversight Board on December 12, 2013, Prepared in collaboration with a qualified dissolution and real estate consultant, the LRPMP contains detailed information on each property, such as the date and purchase of acquisition, parcel characteristics, estimate of the current value and any lease, rental or other revenues, histories of environmental contamination, and previous development proposals. The LRPMP outlined that the Successor Agency would sell the Cork-n-Bottle parcel; the DOF-approved value in the LRPMP for this 2,080 square foot parcel is $339,620. To ensure the City received the highest offers, an appraisal of the fair market value of the property was completed by Larry L. Simon, MAI, on September 4, 2015, and determined a value of $350,000. The proposed sale amount for the Cork-n-Bottle property is $425,000. 07 City Council Staff Report October 19, 2016 -- Page 8 Cork n Bottle Purchase and Sale Agreement The City and the Oversight Board for the Successor Agency to the Palm Springs Redevelopment Agency have recently completed the process mandated by the State of California applicable to the disposition and use of the Successor Agency property. Having completed the process, the Successor Agency is now capable of conveying the property in accordance with Section 341191.5(c) of the Health and Safety Code. The sales proceeds collected by the Successor Agency (net of transaction costs) would be transferred later to the county Auditor-Controller for dissemination to each of the affected taxing agencies of the former redevelopment project area. Now that the LRPMP has been approved by the DOF, individual transactions are still required to go to the Oversight Board for approval. Upon approval by the City Council as the Successor Agency, the Purchase and Sale Agreement of the Cork-n-Bottle property will be scheduled for approval by the Oversight Board; the Oversight Board's approval of the disposition of the property will then be submitted to the DOF for review and approval. ENVIRONMENTAL IMPACT: The requested City Council action is not a "Project" as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a "Project" means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve a Purchase and Sale Agreement to transfer ownership of property, and is exempt from CEQA pursuant to Section 15378(b), in that a "Project" does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment. Subsequent development of the Cork-n-Bottle property by the Buyer into a larger hotel project will be subject to separate environmental review pursuant to CEQA. FISCAL IMPACT: The recommended actions is to dispose of and sell the property for the agreed price of $425,000. As a taxing agency, the City will receive a share of 27% of the sales proceeds of the transaction ($114,750) into its General Fund from the County Auditor- Controller. The remainder of those sales proceeds will be allocated to other taxing entities, such as the school district and the County. Additional new property tax from the redevelopment of the property will be generated, which will also have a net positive effect on the City. 08 City Council Staff Report October 19, 2016-- Page 9 Cork n Bottle Purchase and Sale Agreement SUBMITTED: Marcus L. Fuller, MPA, P.E., P.L.S. David H. Ready, Esq., Assistant City Manager/City Engineer City Manager Attachments: 1 . Agreement 09 ATTACHMENT 1 10 PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS THIS PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS ("Agreement") is made as of October 4th,2016 (the "Effective Date"), by and between THE CITY OF PALM SPRINGS IN ITS CAPACITY AS THE SUCCESSOR AGENCY TO THE PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY ("Seller"), and ATELIER ZINQUE, LLC,(collectively,"Buyer"),as follows: RECITALS WHEREAS, the Community Redevelopment Agency of the City of Pahn Springs (the "Agency") owned certain real properties in the City of Palm Springs(collectively,the "Properties"); and WHEREAS, the Community Redevelopment Agency of the City of Palm Springs ("Redevelopment Agency") was a redevelopment agency in the City of Palm Springs ("City"), duly created pursuant to the California Community Redevelopment Law (Part 1 (commencing with Section 33000) of Division 24 of the California Health and Safety Code) ("Redevelopment Law"); and WHEREAS, the Redevelopment Agency was responsible for the administration of redevelopment activities within the City; and WHEREAS, Agency desired to implement the Redevelopment Plan for its Merged Project Area No. 1 ("Project Area") by providing for the development of property which is within the Project Area, and which benefits the Project Area;and WHEREAS,AB Xl 26 and AB Xl 27 were signed by the Governor of California on June 28, 2011, making certain changes to the Redevelopment Law, including adding Part 1.8 (commencing with Section 34161) and Part 1.85 (commencing with Section 34170) ("Part 1.85") to Division 24 of the California Health and Safety Code which effectively dissolves the Redevelopment Agency("Dissolution Act"); and WHEREAS, under the Dissolution Act, the term "successor agency" was defined to refer to the dissolved redevelopment agency's sponsoring community (the city, county or city and county that formed the Dissolved RDA), unless the sponsoring community adopted a resolution electing not to serve in that capacity; and WHEREAS, Seller has recently completed the process mandated by the Dissolution Act applicable to the disposition and use of the Property by obtaining a Finding of Completion and approval of a Long Range Property Management Plan under Section 34191.5(c)of the California Health and Safety Code;and WHEREAS, under the Dissolution Act, the term "Successor Agency" must submit all actions to its Oversight Board for review and approval,and all Oversight Board actions are reviewed and approved by the California Department of Finance("DOF"); no action is final until DOE issues its approval. AGREEMENT 1 1190142.1 1 1 1. Purchase and Sale. Upon all the terms and conditions contained herein,Buyer hereby agrees to purchase from Seller and Seller agrees to sell to Buyer the following: (a) that certain unimproved real property consisting of land of approximately 40'by 52' and a 1,600 square foot structure located at 342-244 N. Palm Canyon Drive, Palm Springs, CA (APN 513-081-017)and more particularly described on Exhibit A attached hereto and incorporated herein by this reference, together with any and all of Seller's right, title and interest in and to the rights and appurtenances pertaining to such property(collectively,the "Land"); and (b) any and all of Seller's right,title and interest in and to any intangible property used in connection with the Land, including, without limitation, (i) all architectural and engineering plans, analyses and specifications relating to the Land, (ii) all existing permits, licenses, approvals and authorizations issued by any governmental authority in connection with the Land, and (iii) all guarantees and warranties relating to the Land, to the extent owned by Seller (collectively, the "Intangibles," and together with the Land, collectively,the "Property")- 2. Opening of Escrow. Within five(5)business days following the mutual execution and delivery of this Agreement, Seller and Buyer shall open an escrow (the "Escrow") with Liberty Escrow, 200 N. Sunrise Way, Suite A, Palm Springs, CA 92262; Attn: , ("Escrow Holder') by delivering a fully executed copy of this Agreement to Escrow Holder. Escrow Holder was selected through the City's Escrow Company Rotation Program. Escrow shall be deemed open upon Escrow Holder's execution hereof. Seller and Buyer agree to execute such additional and supplementary escrow instructions as may be appropriate to enable Escrow Holder to comply with the terms of this Agreement; provided, however, that in the event of any conflict or inconsistency between the terms and provisions of this Agreement and the terms and provisions of any supplementary escrow instructions, the terms and provisions of this Agreement shall control. 3. Purchase Price. The total purchase price (the "Purchase Price") for the Property shall be Four Hundred Twenty Five Thousand($425,000)Dollars.The Purchase Price shall be payable as follows: (a) Deposit. Within two (2) business days following the opening of Escrow, Buyer shall deposit into Escrow by wire transfer or cashier's check cash in the amount of Fifty Thousand Dollars ($50,000.00) (together with any interest earned thereon, collectively, the "Deposit'). Escrow Holder shall hold the Deposit in an interest-bearing demand account selected by Escrow Holder, with interest accruing thereon, while held by Escrow Holder, to be credited to the Purchase Price upon Closing. Provided this Agreement has not previously been terminated, upon the expiration of the Due Diligence Period, the Deposit shall be non-refundable to Buyer(except as otherwise provided in this Agreement). (b) Cash at Closing. The remainder of the Purchase Price shall be deposited into Escrow, in cash or by wire transfer of immediately available federal funds, by Buyer no later than the Closing Date. 4. Costs and Proration. (a) Escrow and Title Fees. Buyer and Seller shall each pay one-half(1/2) of the Escrow fees. Seller shall bear the cost of(i) all documentary transfer taxes, and(ii)the premium which would be required for an ALTA Standard Coverage Owner's Policy of Title Insurance with Regional Exceptions if issued by the Title Company (as defined below) insuring Buyer in the amount of the Purchase Price. Buyer shall bear the cost of(i) any increased premium attributable to endorsements and the delivery of an extended coverage ALTA Owner's Policy of Title Insurance (and any survey costs in connection therewith), and (ii) the cost of recording the Grant Deed (as defined below). All other costs or expenses not otherwise provided for in this Agreement shall be apportioned or allocated between Buyer and Seller in the manner customary in Riverside County, California. Buyer and Seller shall each pay the cost of its 2 1180142.1 12 own legal and accounting fees. (b) Taxes and Assessments.All current real property taxes,recurring assessments, and all payments on general and special bonds and assessments on the Property shall be prorated through Escrow between Buyer and Seller as of Closing based upon the latest available tax information, using the customary escrow procedures. Any taxes levied under the Supplemental Tax Roll and attributable to the period prior to Closing shall be paid by Seller, and any such taxes attributable to the period from and after Closing shall be paid by Buyer. To the extent that information required to compute any prorations or adjustments of real estate taxes, recurring assessments and/or payments on general and special bonds is not available at Closing, Seller and Buyer shall make all necessary adjustments by appropriate payments between themselves within thirty (30) days after such information is available to the parties, which such obligation of Buyer and Seller herein shall survive the Closing. 5. Buyer's Diligence. (a) Title Review. (i) Within five (5) days after the opening of Escrow, Escrow Holder shall deliver to Buyer a current preliminary title report (the "Preliminary Report") for the Property issued by Escrow Holder (in its capacity as the title company, the "Title Company"), including all schedules and exhibits thereto and together with true and correct copies of all instruments giving rise to any exceptions to title to the Property. Buyer shall have until 5:00 p.m. Local time on that date which is thirty (30) days following the opening of Escrow(the "Title Diligence Period") to review and object to any exceptions to title shown on the Preliminary Report. Buyer shall notify Seller in writing (the "Title Notice") prior to the expiration of the Title Diligence Period which exceptions to title(including survey matters),if any,are not acceptable to Buyer, in its sole discretion. If Buyer fails to notify Seller in writing of any exceptions to title prior to the expiration of the Title Diligence Period,then Buyer shall be deemed to have approved the condition of title to the Property. If Buyer timely notifies Seller in writing that Buyer objects to any exceptions to title, then Seller shall have until four (4) business days after Seller's receipt of the Title Notice to notify Buyer in writing ("Seller's Title Notice") that Seller(A) will cause such objectionable exceptions to be removed from title on or before the Closing; or(B) elects not to cause such exceptions to be removed. If Seller fails to notify Buyer in writing of its election within said four (4) business day period, then Seller shall be deemed to have elected not to cause such exceptions to be removed from title. If Seller elects (or is deemed to have elected) not to cause such exceptions to be removed from title, then Buyer shall advise Seller in writing within three (3) business days after Seller's election (or deemed election) whether Buyer will (1)nevertheless proceed with the purchase and take title to the Property subject to such exceptions, or (2) terminate this Agreement, in which event the provisions of Section 8 below shall apply. Buyer's failure to timely respond shall be deemed an election to proceed with the purchase and take title to the Property subject to such exceptions. (ii) Seller shall not be obligated to cause any matters listed as exceptions on the Preliminary Report to be removed, except for(A) such matters as Seller agrees in writing to remove as set forth above and (B) any monetary encumbrances, all of which are hereby specifically disapproved by Buyer, and Seller agrees shall be paid off and removed from title by Seller prior to Closing. If Seller fails to remove any such monetary lien prior to Closing, then Escrow Holder shall apply such portion of the Purchase Price as is necessary to cause the removal of such items at or prior to Closing, and the proceeds of Escrow to be otherwise distributed to Seller upon Closing shall be reduced by the amount so applied. In addition,during the period from the Effective Date until the Closing, Seller shall not,without Buyer's prior written approval, cause or permit any additional liens or encumbrances which would be binding on or affect the Property or any owner thereof after the Closing. (b) Property Studies. (i) Buyer shall have until 5:00 p.m. Local time on that date which is one hundred eighty (180) days following the opening of Escrow (the "Due Diligence Period") to enter upon the 1180142.1 3 13 Property, at reasonable times after the giving of at least forty-eight (48) hours' notice to Seller, for the purpose of conducting soil, engineering and other tests, and to undertake any other inspections or investigations as Buyer may deem necessary and desirable to assess the development of the Property in the manner contemplated by Buyer and the cost of any such tests, inspections or investigations shall be home solely by Buyer. Buyer hereby agrees to indemnify, defend and hold Seller harmless from any and all claims, causes of action, losses, damages, costs, liabilities and expenses, including, without limitation, reasonable attorneys' fees (and those fees incurred upon any appeals) and court costs incurred or suffered by Seller arising out of, or resulting from, the entry onto or the inspection of the Property by Buyer or its agents or consultants. The foregoing obligation of Buyer shall survive the Closing or earlier termination of this Agreement. Seller shall make available for inspection by Buyer at Seller's offices, during normal business hours after reasonable notice, all materials in Seller's possession relating to the Property (except for any confidential or proprietary materials such as Seller's financial analyses with respect to the Property) including, to the extent any, all soils reports, hazardous materials studies, hydrology studies, grading plans, compact reports, geological studies, existing access and improvement plans and existing surveys(the"Due Diligence Materials"). (ii) Buyer shall have the right to approve or disapprove of its acquisition of the Property, in its sole and absolute discretion, prior to the expiration of the Due Diligence Period. In the event Buyer approves of the Property, Buyer shall have the right, at any time prior to the expiration of the Due Diligence Period, to give written notice to Seller and Escrow Holder of Buyer's approval of the Property and election to proceed with the Closing (the "Approval Notice"l. If Buyer disapproves of the Property or fails to timely provide an Approval Notice prior to the expiration of the Due Diligence Period (which such failure shall be deemed an election by Buyer to disapprove the purchase of the Property), this Agreement shall automatically terminate and the provisions of Section 8 below shall apply. 6. Intentionally Omitted. 7. Conditions to Closine. (a) Conditions in Favor of Buyer. The Closing is conditioned upon the satisfaction, or waiver in writing by Buyer, of the conditions set forth below in this Section 7(a), which such conditions are for the benefit of Buyer. If any of such conditions are not satisfied (and are not waived in writing by Buyer), Buyer shall have the right to terminate this Agreement,in which event the provisions of Section 8 below shall apply. (i) All representations and warranties of Seller shall be true and correct in all material respects as of the Close of Escrow; (ii) Seller shall have performed all of the obligations required to be performed by Seller under this Agreement; (iii) No material change shall have occurred with respect to the Property since the expiration of the Due Diligence Period; and (iv) Title Company is prepared or committed to deliver to Buyer an ALTA Standard Coverage Owner's Policy of Title Insurance dated as of Closing, subject to only the matters set forth below. If Buyer requires an extended coverage ALTA Owner's Policy of Title Insurance or endorsements, Buyer shall notify Escrow Holder of such requirement and deliver to Escrow Holder, at Buyer's sole cost and expense and in a timely manner so as to not delay the Closing, an ALTA survey adequate for the issuance of such ALTA extended coverage policy. The title policy shall insure Buyer in an amount equal to the Purchase Price,and show title vested in Buyer subject only to: (A) The usual printed title company exceptions; 4 1190142.t 14 (B) All exceptions shown on the Preliminary Report, other than those exceptions, if any, which Seller has agreed or is required to eliminate or cure on or prior to the Closing Date pursuant to Section 5(a) above (including,all monetary encumbrances); (C) Any exceptions resulting from Buyer's entry upon the Property or otherwise created by Buyer;and (D) All other exceptions approved in writing by Buyer. (b) Conditions in Favor of Seller. The Closing is conditioned upon the satisfaction, or waiver in writing by Seller, of the conditions set forth below in this Section 7(b), which such conditions are for the benefit of Seller. If any of such conditions are not satisfied (and are not waived in writing by Seller), Seller shall have the right to terminate this Agreement, in which event the provisions of Section 8 below shall apply. (i) All representations and warranties of Buyer shall be true and correct in all material respects as of the Close of Escrow;and (ii) Buyer shall have performed all of the obligations required to be performed by Buyer under this Agreement. 8. Effect of Termination. In the event Buyer or Seller shall elect to terminate(or shall be deemed to have elected to terminate)this Agreement in accordance with the terms and provisions hereof where this Section 8 is specifically referred to, the electing party shall send written notice thereof to the other party and Escrow Holder. Upon receipt of such notice, then (i) Escrow Holder shall return any documents held by Escrow Holder to the parties depositing the same, (ii) all title and Escrow cancellation charges, if any, shall be paid equally by Buyer and Seller, and (iii)upon return of such documents by Escrow Holder and the applicable party, except for such obligations of the parties which expressly survive the termination of this Agreement, the parties hereto shall have no further rights or obligations under this Agreement, which shall be deemed cancelled for all purposes. 9. Closing of Escrow. (a) The closing (the "Closing" or "Close of Escrow") of the purchase and sale of the Property shall take place through Escrow within sixty (60) days following the expiration of the Due Diligence Period, on a date mutually acceptable to Buyer and Seller (subject to satisfaction or written waiver by the applicable party of the conditions set forth in Sections 7(a) and 7(b) above) (the "Closing Date"). Notwithstanding the foregoing, Buyer shall have two (2) options to extend the Closing Date for a period of thirty (30) days each, by providing Seller with written notice thereof not less than two (2) business days prior to the then-scheduled Closing Date and depositing with Escrow Holder the additional amount of Fifty Thousand Dollars ($50,000.00) for each option (together with interest earned thereon, collectively, the "Closing Extension Deposits" and each a "Closing Extension Deposit"), which such Closing Extension Deposit(s), when made, shall be non-refundable, except in the event of a default by Seller hereunder or the failure of one or more conditions to Closing, but shall be applied against the Purchase Price at the Closing. (b) At Closing, Seller and Buyer shall each perform the obligations set forth in, respectively, Sections 10(a) and 10(b) below, the performance of which obligations shall be concurrent conditions. When all required funds and instruments have been deposited into Escrow by the appropriate parties and when all other conditions to Closing have been satisfied(or waived in writing), Escrow Holder shall record the Grant Deed. Immediately after the Closing, Escrow Holder shall (i) deliver to Seller the Purchase Price(less all other sums and charges to be paid by Seller hereunder and the previously released Deposit),and(ii)deliver to Seller and to Buyer conformed copies of the Grant Deed. 10. Documents and Sums Required at Closing, 1180142.1 5 15 (a) Seller's Obligations. At or prior to Closing, Seller shall deliver, or cause to be delivered,to Buyer through Escrow: (i) a duly executed and notarized grant deed (the "Grant Deed") in the form attached hereto as Exhibit B, conveying the Property to Buyer; (ii) a duly executed Assignment of Intangibles (the "Assimment") in the form attached hereto as Exhibit C; (iii) if applicable, a FIRPTA certificate along with any applicable State or local law equivalent in the forms customarily used by the Title Company duly executed by Seller; (iv) an executed closing statement reasonably acceptable to Seller; and (v) such additional documents as shall be reasonably required by Escrow Holder to consummate the transaction contemplated by this Agreement. (b) Bier's Obligations.At or prior to Closing,Buyer shall deliver to Seller through Escrow: (i) by wire transfer or a cashier's check, funds equal to all sums to be paid by Buyer and delivered to Escrow Holder under this Agreement, including the balance of the Purchase Price and Buyer's share of costs and prorations; (ii) a duly executed Assignment; (iii) an executed closing statement reasonably acceptable to Buyer;and (iv) such additional documents as shall be reasonably required by Escrow Holder to consummate the transaction contemplated by this Agreement. 11. [intentionally Omitted]. 12. [Intentionally Omitted]. 13. Remedies. (a) BUYER'S FAILURE. IF ESCROW DOES NOT CLOSE DUE TO BUYER'S FAILURE TO DEPOSIT ANY REQUIRED SUMS BY TIIE PRESCRIBED TIME OR TO PERFORM ANY OTHER ACT WHEN DUE HEREUNDER, WHICH FAILURE SHALL BE DEEMED A MATERIAL BREACH OF A CONDITION PRECEDENT, AND PROVIDED SELLER IS NOT IN DEFAULT UNDER THIS AGREEMENT, THEN SELLER, AS ITS SOLE AND EXCLUSIVE REMEDY, SHALL HAVE THE RIGHT TO TERMINATE THIS AGREEMENT AND RETAIN THE DEPOSIT T14EN HELD BY ESCROW HOLDER OR SELLER PURSUANT TO THE TERMS OF THIS AGREEMENT AS LIQUIDATED DAMAGES, WHICH AMOUNT IS THE BEST ESTIMATE BY THE PARTIES OF THE DAMAGES SELLER WOULD SUFFER FROM SUCH BREACH, IT BEING AGREED THAT IT IS EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE AND IMPRACTICABLE,TO FIX THE EXACT AMOUNT OF DAMAGE WHICH WOULD BE INCURRED BY SELLER AS A RESULT OF SUCH DEFAULT BY BUYER. THEREUPON ESCROW SHALL BE CANCELED AS PROVIDED ABOVE, THIS AGREEMENT SHALL TERMINATE, AND THE PROVISIONS OF SECTION 8 SHALL APPLY; PROVIDED, HOWEVER, BUYER SHALL PAY ALL TITLE AND ESCROW CANCELLATION CHARGES. 6 1180142.1 16 Buyer's Initials Seller's Initials (b) Seller's Failure. In the event of a breach by Seller of this Agreement, then, provided Buyer is not in default under this Agreement, Buyer may, as its sole and exclusive remedy, either (i) terminate this Agreement by giving Seller and Escrow Holder written notice of such election at any time prior to Closing and seek reimbursement from Seller of Buyer's actual,out-of-pocket costs and expenses in connection with the transaction contemplated by this Agreement, or (ii) enforce specific performance of this Agreement. In the event Buyer elects to terminate this Agreement, then the provisions of Section 8 shall apply,except that all title and Escrow cancellation charges,if any,shall be paid by Seller. 14. Further Documents and Acts. Each of the parties hereto agrees to cooperate in good faith with each other, and to execute and deliver such further documents and perform such other acts as may be reasonably necessary or appropriate to consummate and carry into effect the transactions contemplated under this Agreement. 15. Representations,Warranties and Covenants of Buyer. (a) Organization and Authority. Buyer has been duly organized and is validly existing under the laws of the State of Delaware. Buyer has the full right and authority to enter into this Agreement, and to consummate or cause to be consummated the transaction contemplated by this Agreement. The persons signing this Agreement on behalf of Buyer are authorized to do so. (b)Authorization. This Agreement has been, and on the Closing Date, all documents to be executed by Buyer hereunder will have been, duly authorized, executed and delivered by Buyer, and constitute and will constitute the valid and binding obligations of Buyer enforceable against it in accordance with their respective terms. (c) No Consents Required. No consent, approval or other authorization of, or registration, declaration or filing with, any governmental authority or other third party is required for the due execution and delivery of this Agreement, and/or any of the documents to be executed by Buyer hereunder, or for the performance by or the validity or enforceability thereof against Buyer. (d) As Is, Where Is. Buyer represents and warrants that it is acquiring the Property "AS IS, WHERE IS" and "WITH ALL FAULTS" without representation or warranty of any kind by Seller (except as expressly set forth in Section 16 below), expressed or implied by Seller,by operation of law, or otherwise,as to the physical, environmental or other condition of the Property. 16. Representations,Warranties and Covenants of Seller. (a) Omanization and Authority. Seller has the full right and authority to enter into this Agreement, and to consummate or cause to be consummated the transaction contemplated by this Agreement. The persons signing this Agreement on behalf of Seller are authorized to do so. (b)Authorization.This Agreement has been,and on the Closing Date, all documents to be executed by Seller hereunder will have been, duly authorized, executed and delivered by Seller, and constitute and will constitute the valid and binding obligations of Seller enforceable against it in accordance with their respective terms. (c) No Consents Required. Seller is the fee simple owner of the Property and has the full right and authority to enter into this Agreement, and to consummate or cause to be consummated the transaction contemplated by this Agreement. No consent, approval or other authorization of, or 7 1180142.1 17 registration, declaration or filing with, any governmental authority or other third party is required for the due execution and delivery of this Agreement, and/or any of the documents to be executed by Seller hereunder,or for the performance by or the validity or enforceability thereof against Seller. 17. Condemnation. If at any time prior to Closing all or any substantial portion of the Land is condemned or legal proceedings are commenced under the power of eminent domain, Seller shall promptly give Buyer written notice of the same ("Condemnation Notice"). In the event of the foregoing, Buyer shall have the right to terminate this Agreement by written notice to Seller and Escrow Holder given no later than five (5) days after Buyer's receipt of such Condemnation Notice (and, if applicable, the Closing Date shall be extended to the extent necessary to provide Buyer with the full five (5) day period to make such election), in which event the provisions of Section 8 shall apply. If Buyer fails to timely terminate this Agreement within such five(5) day period, Buyer shall be deemed to have elected to proceed with the purchase of the Property, in which event the parties shall proceed to Closing and Seller shall assign and turn over and Buyer shall be entitled to receive and keep all of Seller's right,title and interest in and to any proceeds in connection with such condemnation or other legal proceedings to the extent relating to the Land. 8 1180142.1 18. Broker's Commission Seller agrees that shall each pay Broker the sum of Five Percent (5.00%) of the Purchase Price at the Close of Escrow payable as follows: Two and a half percent (2.5%) to Del Gagnon Company,Inc., 73-612 Highway 111, Palm Desert, CA 92260, and two and half percent(2.5%) to BRC Advisors Commercial Real Estate,9301 Wilshire Blvd., Suite 206,Beverly Hills,CA 90210. 19. Waiver, Consent and Remedies. Each provision of this Agreement to be performed by either party shall be deemed both a covenant and a condition and shall be a material consideration for the other parry's performance hereunder, and any breach of this Agreement by either party shall be deemed a material default hereunder. Either party may specifically and expressly waive in writing any portion of this Agreement or any breach thereof, but no such waiver shall constitute a further or continuing waiver of any preceding or succeeding breach of the same or any other provision. A waiving party may at any time thereafter require further compliance by the other party with any breach or provision so waived.The consent by one party to any act by the other for which such consent was required shall not be deemed to imply consent or waiver of the necessity of obtaining such consent for the same or any similar acts in the future. No waiver or consent shall be implied from silence or any failure of a party to act, except as otherwise specified in this Agreement. All rights, remedies, undertakings, obligations, options, covenants, conditions and agreements contained in this Agreement shall be cumulative and no one of them shall be exclusive of any other. Except as otherwise specified herein, either parry may pursue any one or more of its rights, options or remedies hereunder or may seek damages or specific performance in the event of the other party's breach hereunder,or may pursue any other remedy at law or equity,whether or not stated in this Agreement. 20. Attorneys'Fees. In the event of any action or proceeding instituted between Seller, Buyer and/ or Escrow Holder in connection with this Agreement, then as between Buyer and Seller the prevailing party shall be entitled to recover from the losing party all of its costs and expenses, including, without limitation,court costs,all costs of appeals and reasonable attorneys'fees. 21. Notices. Any notice, request, demand, consent, approval or other communication (collectively, "Notice" required or permitted hereunder or by law shall be validly given or made only if in writing and delivered in person to an officer or duly authorized representative of the other party or deposited in the United States mail, duly certified or registered(return receipt requested),postage prepaid, or delivered by Express Mail or the U.S. Postal Service or Federal Express or any other courier guaranteeing overnight delivery, charges prepaid. Any Notice may also be transmitted by telecopy (provided such notice is also delivered by one of the other methods provided herein).All Notices shall be addressed to the party for whom intended, as follows: If to Seller: CITY OF PALM SPRINGS 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263-2743 Attention: City Manager With a Copy to: WOODRUFF, SPRADLIN Et SMART, APC 555 Anton Boulevard, Suite 1200 Costa Mesa, California 92626 Attention: Douglas C. Holland, Esq. If to Buyer: If to Escrow Holder: 1180142.1 9 19 l Any parry may from time to time,by written notice to the other, designate a different address which shall be substituted for that specified above. If any notice or other document is sent by mail as aforesaid, the same shall be deemed fully delivered and received forty-eight (48)hours after mailing as provided above. Any notice or other document sent by overnight service shall be deemed delivered one (1) business day after delivery of the same, charges prepaid, to the U.S. Postal Service or private courier. If any notice is sent by telecopy,the same shall be deemed served or delivered upon confirmation of transmission thereof. Any notice or other document sent by any other manner shall be effective only upon actual receipt thereof. 22. Entire Agreement. This Agreement and its exhibits constitute the entire agreement between the parties hereto pertaining to the subject matter hereof, and the final, complete and exclusive expression of the terms and conditions thereof.All prior agreements, representations,negotiations and understandings of the parties hereto,oral or written,express or implied,are hereby superseded and merged herein. 23. Captions. The captions used herein are for convenience only and are not a part of this Agreement and do not in any way limit or amplify the terms and provisions hereof. 24. Incorporation. The Recitals and Exhibits attached hereto are hereby incorporated in this Agreement. 25. Governing Law. This Agreement and the exhibits attached hereto have been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. 26. Invalidity of Provision. If any provision of this Agreement as applied to either party or to any circumstance shall be adjudged by a court of competent jurisdiction to be void or unenforceable for any reason,the same shall in no way affect(to the maximum extent permissible by law)any other provision of this Agreement, the application of any such provision under circumstances different from those adjudicated by the court, or the validity or enforceability of this Agreement as a whole; provided that the invalidity or unenforceability of such provision does not materially adversely affect the benefits accruing to any party hereunder. 27. Amendments.No addition to or modification of any provision contained in this Agreement shall be effective unless fully set forth in writing by both Buyer and Seller. 10 20 1180142.1 28. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original,but all of which together shall constitute but one and the same instrument. 29. Binding Agreement This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs,executors,administrators, successors and assigns. 30. Business Days. As used herein, the term "business day" shall mean any day other than a Saturday, Sunday,or any federal or State of California holiday. If any period expires on a day which is not a business day or any event or condition is required by the terms of this Agreement to occur or be fulfilled on a day which is not a business day, such period shall expire or such event or condition shall occur or be fulfilled, as the case may be, on the next succeeding business day. 31. Construction. The parties acknowledge that each party and its counsel have reviewed and approved this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. 32. IRS Form 1099-5. For purposes of complying with Section 6045 of the Intemal Revenue Code of 1986 ("fig ), as amended, Escrow Holder shall be deemed the "person responsible for closing the transaction," and shall be responsible for obtaining the information necessary to file with the Intemal Revenue Service Form 1099-5, "Statement for Recipients of Proceeds From Real Estate, Broker and Barter Exchange Transactions." 33. No Third Party Beneficiary. The provisions of this Agreement and of the documents to be executed and delivered at Closing are and will be for the benefit of Seller and Buyer only and are not for the benefit of any third party; and, accordingly,no third party shall have the right to enforce the provisions of this Agreement or of the documents to be executed and delivered at Closing. 34. Independent Contract Consideration. Notwithstanding anything in this Agreement to the contrary, One Hundred and No/I00 Dollars ($100.00) of the Deposit is delivered to the Escrow Holder for delivery to Seller as "Independent Contract Consideration", and the Deposit is reduced by the amount of the Independent Contract Consideration so delivered to Seller, which amount has been bargained for and agreed to as consideration for Seller's execution and delivery of this Agreement. Escrow Holder is hereby instructed to release the Independent Contract Consideration to Seller promptly following the opening of Escrow. [Signature Page Follows) 11 21 IN WITNESS WHEREOF,the parties have executed this Agreement as of the Effective Date. SELLER: CITY OF PALM SPRINGS IN ITS CAPACITY AS THE SUCCESSOR AGENCY TO THE PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY By: Name: Its: Approved as to form: City Attorney BUYER: By: i Name:� Emmanuel Dossetti Its: CEO Escrow Holder hereby certifies that Escrow opened as of the day of 201 as Escrow Number# LIBERTY ESCROW INC. By Its: 1180142.1 12 22 LIST OF EXHIBITS EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY EXHIBIT B FORM OF GRANT DEED 1180142.1 23 EXHIBIT A LEGAL DESCRIPTION OF LAND The Land is that certain real property located in the City of Palm Springs, County of Riverside, State of California, described as follows: Parcel 1: That portion of Block 24 of Palm Springs, in the City of Palm Springs, County of Riverside, State of California, as per Map recorded in Book 9, page 432 of Maps, San Diego County Records, described as follows: Beginning at a point of the West line of said Block, 254.00 feet North 00' 08' 00"West on the North line of Lemon Street, 66.00 feet wide, now known as Amado Road, as shown on said Map; Thence continuing North 00' 08' 00" West, 40.15 feet on said West line; Thence North 89' 50' 00" East, 52.16 feet, parallel with the North line of said Lemon Street; Thence South 00° 50' 00" West 52.16 feet, parallel with said North line to the Point of Beginning; Said land is included within the area of a Map filed in Book 10, Pages 95 of Records of Survey, in the Office of the County Recorder of said Riverside County. Parcel 2: A non-exclusive easement and right of way for ingress and egress, in, over and across the North 9.85 feet of the West 52.16 feet of that portion of block 24 of Palm Springs, as per Map recorded in Book 9, page 432 of Maps, San Diego County Records, described as follows: Beginning at a point on the East line of Main Avenue, 80.00 feet wide, now known as Palm Canyon Drive, being the West line of said Block, 254.0 feet North of the North line of Lemon Street, 66.00 feet wide; Thence North 50.00 feet on the West line of said block; Thence East 145.20 feet parallel with the North line of said Lemon Street; Thence South 50.00 feet, parallel with said West line; Thence West 145.20 feet, parallel with said North line, to the Point of Beginning. 1180142.1 24 EXHIBIT R FORM OF GRANT DEED RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO, AND MAIL TAX STATEMENTS TO: (Space Above Line for Recorder's Use Only) The undersigned grantor declares: Documentary Transfer Tax not shown pursuant to section 11932 of the California Revenue and Taxation Code GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,THE CITY OF PALM SPRINGS IN ITS CAPACITY AS SUCCESSOR AGENCY TO THE PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY ("Grantor"), hereby GRANTS to , the following described real property (the "Property")in the City of Palm Springs,County of Riverside, State of California: See legal description attached hereto at Exhibit A. SUBJECT TO: 1. Non-delinquent real property taxes and all unpaid, non-delinquent general and special bonds or assessments. 2. All covenants, conditions, restrictions, reservations, rights, rights of way, easements, encumbrances, liens and title matters of record or which would be discovered by an accurate survey or physical inspection of the Property as of the date hereof. [Signatures on Following Page] 1180142.1 25 IN WITNESS WHEREOF, the undersigned has executed this document as of the day and year indicated. Dated: GRANTOR: CITY OF PALM SPRINGS IN ITS CAPACITY AS THE SUCCESSOR AGENCY TO THE PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY By: Name: Its: STATE OF CALIFORNIA ) )ss. COUNTY OF ) On before me, a Notary Public personally appeared who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of which the person(s)acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Notary Public (SEAL) 1180142.1 26 EXHIBIT A To GRANT DEED LEGAL DESCRIPTION The Land is that certain real property located in the City of Palm Springs,County of Riverside, State of California,described as follows: The Land is that certain real property located in the City of Palm Springs, County of Riverside, State of California, described as follows: Parcel 1: That portion of Block 24 of Palm Springs, in the City of Palm Springs, County of Riverside, State of California, as per Map recorded in Book 9, page 432 of Maps, San Diego County Records, described as follows: Beginning at a point of the West line of said Block, 254.00 feet North 00° 08' 00"West on the North line of Lemon Street, 66.00 feet wide, now known as Amado Road, as shown on said Map; Thence continuing North 00' 08' 00" West, 40.15 feet on said West tine; Thence North 89° 50' 00" East, 52.16 feet, parallel with the North line of said Lemon Street; Thence South 00' 50' 00"West 52.16 feet, parallel with said North tine to the Point of Beginning; Said land is included within the area of a Map filed in Book 10, Pages 95 of Records of Survey, in the Office of the County Recorder of said Riverside County. Parcel 2: A non-exclusive easement and right of way for ingress and egress, in, over and across the North 9.85 feet of the West 52.16 feet of that portion of block 24 of Palm Springs, as per Map recorded in Book 9, page 432 of Maps, San Diego County Records, described as follows: Beginning at a point on the East line of Main Avenue, 80.00 feet wide, now known as Palm Canyon Drive, being the West line of said Block, 254.0 feet North of the North line of Lemon Street, 66.00 feet wide; Thence North 50.00 feet on the West line of said block; Thence East 145.20 feet parallel with the North line of said Lemon Street; Thence South 50.00 feet, parallel with said West line; Thence West 145.20 feet, parallel with said North line, to the Point of Beginning. 1180142.1 27 CITY OF PALM SPRINGS PUBLIC NOTIFICATION Date: October 19, 2016 Subject: Cork n Bottle AFFIDAVIT OF PUBLICATION I, Kathleen D., MMC, Chief Deputy City Clerk, of the City of Palm Springs, California, do hereby certify that a copy of the attached Notice of Public Hearing was published in the Desert Sun on October 9, 2016. 1 declare under penalty of perjury that the foregoing is true and correct. 1 Kathleen D. Hart, MMC Chief Deputy City Clerk AFFIDAVIT OF POSTING 1, Kathleen D. Hart, MMC, Chief Deputy City Clerk, of the City of Palm Springs, California, do hereby certify that a copy of the attached Notice of Public Hearing was posted at City Hall, 3200 E. Tahquitz Canyon Drive, on the exterior legal notice posting board, and in the Office of the City Clerk on October 6, 2016. 1 declare under penalty of perjury that the foregoing is true and correct. A"-a a Kathleen D. Hart, MMC Chief Deputy City Clerk 28 NOTICE OF PUBLIC HEARING CITY OF PALM SPRINGS CITY COUNCIL AS SUCCESSOR AGENCY TO THE PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY PROPOSED SALE OF THE CORK N BOTTLE PROPERTY AT 342-344 NORTH PALM CANYON DRIVE (APN 513-081-017) NOTICE IS HEREBY GIVEN the City Council as the Successor Agency to the Palm Springs Community Redevelopment Agency will hold a public hearing on October 19, 2016, at 6:00 p.m. in the City Council Chamber at City Hall, 3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262. The purpose of this hearing is to consider the sale of the Cork n Bottle property located at 342-344 North Palm Canyon Drive, to Atelier Zinque, in the amount of$425,000, and to review matters regarding the disposition of the property. The Cork n Bottle property is identified as Property Number 6 in the Long-Range Property Management Plan, Assessor Parcel No. 513-081-017. REVIEW OF INFORMATION: The staff report and other supporting documents regarding this matter are available for public review at City Hall between the hours of 8:00 a.m. and 6:00 p.m., Monday through Thursday. Please contact the Office of the City Clerk at (760) 323-8204 if you would like to schedule an appointment to review these documents. Response to this notice may be made verbally at the Public Hearing and/or in writing before the hearing. Written comments may be made to the City Council by email at cityclerk[@palmsprings-ca.gov, or letter (for mail or hand delivery) to: James Thompson, City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Any challenge of the proposed in court may be limited to raising only those issues raised at the public hearing described in this notice, or in written correspondence delivered to the City Clerk at, or prior, to the public hearing. (Government Code Section 65009(b)(2)). An opportunity will be given at said hearing for all interested persons to be heard. Questions regarding this may be directed to Diana Shay, RDA Coordinator, (760) 323-8260. Si necesita ayuda con esta carta, porfavor Ilame a la Ciudad de Palm Springs y puede hablar con Felipe Primera telefono (760) 323-8253 x 8742. AMES THOMPSON City Clerk 29 Judy Deertrack 1333 South Belardo Road, Apt 510 Palm Springs, CA 92264 Home Phone: 760 325 4290 Wednesday, October 19, 2016 To the City Council Palm Springs, California RE: 2. PUBLIC HEARINGS: 2.A. APPROVE THE PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS WITH ATELIER ZINQUE, LLC TO DISPOSE OF AND SELL A SUCCESSOR AGENCY-OWNED PROPERTY LOCATED AT 342-344 NORTH PALM CANYON DRIVE IN THE AMOUNT OF $425,000 PURSUANT TO SECTION 34191.5(C) OF THE HEALTH AND SAFETY CODE: RECOMMENDATION: 1) Open the public hearing and receive public testimony; 2) Approve the Purchase and Sale Agreement and Escrow Instructions in the amount of$425,000 with Atelier Zinque, LLC for property located at 342-344 North Palm Canyon Drive pursuant to Section 34191.5(C) of the Health and Safety Code (APN 513-081-017); 3) Authorize the City Manager to submit the Agreement to the Oversight Board for approval; and 4) Authorize the City Manager to execute all documents related to the Agreement. A To the Honorable City Council: It is my understanding that subsequent to the problems with Casa del Camino and the Prairie Schooner Lots, etc., that the City reconsidered its evaluation process of the Long-Range Property Management Plan (LRPMP), and now has established a policy of appraising the properties prior to sale, and has, accordingly, updated the appraisal for the Cork 'N Bottle sale. I want to extend a very sincere thank you to the City for that change of policy, and its use of comparable and current sales. I also have researched the General Plan Land Use Designation (Central Business District), and the zoning (CBD Zoning) for this lot, and I do understand that hotels are allowed. My concern is that the City concluded in the competitive bids that the lot consolidation was the best option, considering that the applicant has purchased lots surrounding the Cork 'N Bottle, and that an application is pending — but there is little or no information in the staff report for transparency purposes that allows the general public to understand the foundation of the City's recommendation — and exactly why the selected bid was better. Clearly, the determination is not on pricing alone. Out of the three proposals, what is the substance of the other two proposals? The best bid option should relate STRONGLY to this property's classification as a Class I Historic Resource. Incorporating the property into a hotel with the suggested mass and complexity in the city's photograph at page 6 (staff report) indicates to me that this small one-story historic treasure can entirely disappear and absorb into a larger project, doing a complete injustice to its historic character. Therefore, the City Council, in order to make a determination based upon the recommendation of staff, SHOULD have enough information about the other remaining bids to determine whether the Atelier option is the best scenario; but that assessment does not appear in the staff report. My concern is that the City is going to be more concerned about Atelier Zinque, and their investment in the lot consolidation and application—that this project really was planned and supported a LONG TIME before it got to City Council — which prejudices the final decision, and is unfair to the competing bidders — even though the other bids might offer a more traditional use of the site that would better support its historic classification. My fear is that the historic classification has, once again, been sacrificed to maximizing the use of the lot. Despite the Central Business District : CBD zoning designation, and despite the street views showing some of the building mass around Cork 'N Bottle makes it easy to justify crowding a hotel onto a site that might be better suited to 1-2 stories— the real issue is this: will the City, once again, use its Planned Development District (PDD) permit to WAIVE the required open space, setbacks, height, and Floor Area Ratios to achieve another"lot squeeze'—or an overuse of the lot. I would ask the City Council to start taking a very close look at the repeated practice of using lots that are too small, placing buildings on the lot that are too large—causing the buildings to go too high—over and over again. With regard, Judy Deertrack Attachment: GENERAL PLAN AND ZONING MAPS /AERIALS and STREET VIEWS 307 N Palm C"m Dr Q Palm Spwgs,Cm!ouua ©. Su"tvl w JW2016 fit of J � Hide im�yery �Ealewle - n]15r�oh'QrI�,-p.- Ir I MIA JR2 rU 1 * t ..� u . �r - V RIB -- fiNANYIAYAI NONl1 O S CBD RICR1C R1B etcetc RIB UMH RIA CU RSetcceD R1H AL"E50 RD a �i�-= � BD NR MBR-I.L. MBR MBR MBR MBR MBR MR PO I.L. I.L. D cul REO RA Z R2 OICBD • eto I.L. I.L. MR MR ML MR MR LL. a`7 CBD •Ll. LL. p c u • • • • $ ""Y of REO• RA a rrNNUIw -+ • MR MR MR PO RZ JCBD 1-1 I.L. I.L. j CU I.L. MR W • L L. t • m VA_DO�Rpv ft� `O R 7 c : RA MR CU CU RA .y MR etc I.L. CU I.L. 10 I.L. MR I.L. o CBD •RA Icr R1C coo ��o,,.. RA .LL. 4 xADE�AS,rR`D Bo I'L'• L]REO PD RIO PD LL. i coo • RAI.L. tI I RED REO REO [7RIA RA • LL )11 LL. LL. g• • C1AA Section-14 Master-Plan u PD Cc�7 RA • RA RED RED REO C RED RA Gil R.l CBD CBD I.L. • I.L. I.L. I.L. 1•L• I.L. I.L. PD F • = = r =A7RE/VAS.RD*7 PD jo v = 1 J ti r • � f 4 7 N t Z r Q A O i C 4 F Z E • •�� •_ h r I 1, � u.op::c.d a;,nday :w.a, aYE.con 910Z ? i t02�n� mn'.ce,aEr.d ^ Aiatiewl 1PIN J YI f t M ;Zll� ` 1 YAc Y 9LOZ unr-^WIA P011S •d .. CiwoygCO'StuudS wled -i JO IMAMO WRd N LVC City Council Staff Report October 19 2016 -- Page 6 Cork n Botile Purchase and Sale Agreement Figure 5 Jay Thompson From: Roxann Ploss <riploss@gmail.com> Sent: Wednesday, October 19, 2016 12:19 PM To: Jay Thompson; Robert Moon; Ginny Foat; Chris Mills; Geoff Kars;J.R. Roberts Cc: garyjohns; bill lavoie; Dick Burkett; Ken Lyon; Flinn Fagg;Judy Deertrack;todd hays; kip serafin; peter moruzzi; Nickie McLaughlin Subject: Cork 'n' Bottle To: The Mayor and Members of City Council From: Roxann Ploss Date: 19 October 2016 Re: Cork'n' Bottle sale Dear All, For the past several years, I have been quite vocal about the condition and preservation of the Class I designated Cork'n' Bottle,the last surviving commercial example of"Depression Moderne or"Streamline Modern" in the City of Palm Springs. I have written letters,both locally and beyond, spoken at countless HSPB meetings and engaged in many semi-private discussions,including those with sitting councilmembers. The remarkably negligible upkeep during the City's ownership of the building (even after complaints were filed) was usually the main topic of those discussions. Now,with the City's plan to sell the property, it is hoped that the new owners will bring this lovely, distinctive little building back to its former glory. That can only be done, in my opinion, if setbacks are observed, if the facade does NOT become part of a much larger and overpowering edifice and if the required open space is given to let the building"breathe". Historically,the decorative clock tower of the Cork'n' Bottle was a focal point for the downtown. This main feature of the architecture would lose its impact if it is blended into a hovering face of a multi-story building. There is a rapidly diminishing sense of"quaint" in our downtown, soon to.be lost to the homogenous,unimaginative glass canyon which can be found anywhere. BTW: isn't that block supposed to be a "hotel-free"zone? The walkability of downtown has always been reliant upon the variety of small storefronts which tourists adore. Sadly,we may lose a great portion of that if still another abusive PDD is allowed to subvert the General Plan. Again,the Cork'n' Bottle, if carefully restored,would be another glittering addition to the Midcentury Modern allure of our town. Please do not allow its impact to be lost or diminished. Thank you. Roxann Ploss 4eIc1rilemi Aarlerr& The Desert Sun 750 N Gene Autry Trail Certificate of Publication Palm Springs, CA 92262RECEIVED 760.778-4578/Fax 760-778-4731 CITY OF PALM SPaIN �' State Of California as: to OCT 13 AM $s 09 County of Riverside JA CITY CLERK oh! Advertiser: CITY OF PALM SPRINGS/LEGALS PO BOX 2743 PALM SPRINGS CA 92263 Order# 0001644490 1 am over the age of 18 years old, a citizen of the United States and not a party to, or have interest in this matter. I hereby certify that the attached advertisement appeared in said newspaper(set in type not smaller than non panel) in each and entire issue of said newspaper and not in any supplement thereof on the following dates,to wit: Newspaper:The Desert Sun 10/9/2016 No 1465 rNOTICE OF PUBdC�liry=OU OF PALM SPRINGS +I r I qS SSICCESSOR AGENCY 70 THEy` r sy 'III I acknowledge that I am a principal clerk of the x PJ�EM SPRINGS COMMtlNft�':REDEVEEOPf1ENT ENCY printer of The Desert Sun, printed and PROPOSED SALE OFTHE CORK N BOTTLE P, QPERTY ATr��' published weekly in the City of Palm Springs, t*�. , ,Ba234a�+4 PM NYON,�tiv%(A,� 1017) , NOTICE�IS HEREBY GIVEN the City Counal as the Syc e5sar gency jo tfie Palm County Of Riverside, State Of California. The ,5pnn99ss to", I Redevelopmenk�sgency will hold a`,-pub�a:heann bn ono- 6eTc19.rR016 at 00'p.m In th ''Cittyy:Council pha Bert , a I,?3200 E. ! Desert Sun was adjudicated a Newspaper of berA 1)canyon , almSpnngt'cA.52262 1, �+' '�' ` general circulation on March 24, 1988 b the The,Purppse of tinspeafing isSa Wns(der ne ale of he n att1 IraP� , 9 y ofated at 842 344 No th Palm Canyon Anvegto Ateherl�Inque Am rt epemou�nyt Superior Court of the County of Riverside, of�S000 on tc i perty s dRn fed as Pt pe yPNumber+6 t0e ohg f, Raiffya PropartY'Manageinertt Plan,ASsenaYParka!Nw 513 DBSrg1T „4i� i t` State of California Case No. 191236. y ATI 11 q*,e p op INFORM ON, `the staffi{eport end o het sup)aottid a2umen regerJ.n, 41ns dnattlr are evallable for.public reviasv,a't CRy Hall �€tvvee i' h i hours of e.pq a mK and 600p m.•Monday through Ttluisday Ple4se coAta Ili pHice:lof the City Clerk it(760)323-4204 if you would like schedy{G ad`atp poirttrpent to review these documeMLS Response to this notice may be made verbally at the'Public`Heaang and7or Orlin i wilting before the heendg Written co(nments may behns made to the i I declare under anal of perjury that the C6UFu1 by,emall at cRyclerk®p I,J I hgs a gov or{attar(for all or and de penalty P 1 ry lnery)to' , Clerk James Thompson; ty , _ + foregoing Is true and correct. Executed on 3200 E.Tahquitz Canyyon Way ' Palm SPnngs CA B2262' I this 9th day of TOBER, 2010 In Palm Any Challenge of the reposed in court ms. ay be IimkeE to raising only those e-1 sUes:raised et the,pu�lic hearing des[nbetl ��TihsiProtlto thei pubrl c�he.r. Springs, Calif la, s or, a dellvercd'to the Clty Clerk at, p (Government Cod a SeNod 66009 )(2)). a.heaPQQou UnIestltpinvregard 9ng this may be Bir�ecgted toabiana Shay;RDA Coordina to,(JW)323 e260 .. Si n¢te{da ayuda con esta Carta,pPrfavar Ilarne a la Ciudad de Palm Spfit y suede hablar can Felipe Primers teleforin 60)323 8253 x 8742. .I I erk li,HOMPSON Pupbshed;10/gg/2016 City Cl (�v cla a �orlyalb