Loading...
HomeMy WebLinkAbout00509C - RICHARD/STANTON GROMAN RESERVOIR PARCEL CASA DEL CAMINO PARCEL NPC AT STEVENS RD DOCUMENT TRACKING page: 11 Report: All Active Documents Summary March 10, 2008 Condition; Groups=COMMUNITY&ECONOMIC,ALL Services,ALL XREFs Document# Description Approval Date Expiration Date Closed Date A0508C Buyer Assistance Agreement Mountain Gate 10/31/2051 Company Name: Bilonoac, Dennis and Maria Address: 401 West Bon Air Drive, Palm Springs, CA 92262 Gam/✓� °'� �f�✓� f`' Group: COMMUNITY& ECONOMIC Service: In File xRef: JOHN RAYMOND (760) 323-8264 Ins. Status: Certificate and Policies are OK A0509C Exclusive 9-mo agreement to negoiate for 2 parcels NPC and Stevens... 09/20/2006 Company Name: Groman, Richard and Stanton J, 1 ej Address: i Group: COMMUNITY& ECONOMIC i' �.� u(� a +1�✓� '`lam r'" Service: In File xRef: JOHN RAYMOND (760) 323-8264 Ins. Status: Certificate and Policies are OK0f A0510C Exclusive to negotiate for parcel at NEC of Belardo&Alejo 10/04/2006 tsy� Company Name: Global Innovation Development, Inc. Address: V�L-- �} ����K y �/d,/t e Group: COMMUNITY& ECONOMIC j{ Service: MIA (i ca, e', ( UC ��� l• 1� � •E e xRef: JOHN RAYMOND 760 323-8206 1 Ins. Status: Certificate and Policies are OK Y 6 JAC C%L- n �. EXCLUSIVE AGREEMENT TO NEGOTIATE RICHARD AND STANTON GROMAN THIS EXCLUSIVE AGREEMENT TO NEGOTIATE ("AGREEMENT") , is made this ;r4 day of l.+0 I/ 6!W & ,rZJtr , 2006, by and between the PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY("AGENCY"), and RICHARD AND STANTON GROMAN ("DEVELOPER"). RECITALS The parties entered into this Agreement on the basis of the following facts, understandings, and intentions: A. The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under the Community Redevelopment Law of the State of California (Health and Safety Code Sections 33000, et seq.). B. The Agency desires to effectuate the Amended and Restated Redevelopment Plan for Merged Project Area# 1, formerly the North Palm Canyon Redevelopment Project Area, by providing for the development of a mixed use residential and commercial project (the "Project") at the southwest corner of Stevens Road and North Palm Canyon Drive, commonly known as the Reservoir and Casa Camino Parcels ("the Site"). C. The Developer desires to construct a mixed use residential and commercial project (the "Project") at the Site using conventional financing. The term "Developer" as used herein includes the principals, partners, and joint venturers of Developer and all obligations of Developer herein shall be the joint and several obligations of such principals, partners, and joint venturers. D. The Agency and Developer desire, for the period set forth herein, to negotiate diligently and in good faith to prepare an agreement whereby the Developer would develop such a mixed use residential and commercial project on the site. NOW, THEREFORE, and in consideration of the mutual covenants hereinafter contained, it is mutually agreed upon by the parties as follows: SECTION 1. NATURE OF NEGOTIATIONS. A. Good Faith. The Agency and the Developer agree that for the period set forth in Section 2 herein they will negotiate diligently and in good faith to prepare and enter into an agreement (the "DDA") consistent with the provisions of this Agreement for the development of a mixed use residential and commercial project on the Site specified herein, and as described in Exhibit "B." The development will be subject to all rules, regulations, standards, and criteria set forth in the Amended and Restated Redevelopment CRISML BID AND/OR `A'CRFEMEN97 r Plan for Merged Project Area #1, the City's General Plan applicable specific plans and zoning regulations, and with this Agreement. B. Site. The Project shall be located upon the following real property, as described in the Legal Description of the Property," attached hereto as Exhibit "A" and incorporated herein by this reference and shown in the "Site Map," attached hereto as Exhibit "D" and incorporated herein by this reference. A portion of the Site is currently owned by the Community Redevelopment Agency and a portion is owned by the City of Palm Springs. The City shall convey its property to the Agency prior to the Disposition and Development Agreement being presented for approval. C. Construction and Ownership Concept- The Developer's interest shall be fee. The design shall be consistent with the Agency's and the City's design approval process (Architectural Advisory Committee and Planning Commission approvals). Developer's architect shall work with the City's design guidelines to create a harmonious and attractive mixed use residential and commercial project with a distinct identity. The Developer is responsible for financing and constructing all improvements upon the Site. The mixed use residential and commercial project shall be of a quality adequate to achieve the mutual vision of the property. The Site will be subject to a declaration of covenants, conditions, and restrictions controlling the ongoing maintenance of the property. D. Financial Provisions. The Developer is responsible for acquisition of the site and financing and constructing all improvements upon the Site. Developer shall pay for all necessary public improvements and pay all City's fees for processing the Project, without assistance from the Agency. E. Schedule. The Developer's goal is to complete the entitlement and design of the Project by September 30, 2007. The DDA shall contain a Schedule of Performance. The Agency and Developer shall agree on a proposed itemized project schedule through the DDA process; attached hereto as Exhibit "C". Agency and Developer shall meet monthly in order to review Developer's progress In the event that the Agency determines that the Developer's efforts are not progressing to the Executive Director's satisfaction, then, Executive Director will notify Developer of his concerns and propose reasonable options for Developer to rectify them- F. Adjustment of Period of Negotiation. In the event that during the Period of Negotiation, Executive Director and Developer agree that if the Period of Negotiation needs to be adjusted in order to allow more time to complete negotiations due to reasons out of the Developer's control, the Executive Director may adjust the schedule to provide a reasonable opportunity for Developer to complete the development process, where Developer is proceeding in good faith to perform under this Agreement. The Executive Director may not grant more than sixty (60) additional days without the Agreement being amended by the Agency. G. Use and Transfer Restrictions. The DDA will generally be subject to restrictions on use and transfer during construction through recorded restrictions in a manner that would not adversely affect construction financing (i)to assure that the use will be consistent with and promote the commercial and residential project, (ii) to prevent speculation, (iii) to assure that any transferee has the resources, capability and experience to successfully develop the project, (iv) to assure longterm maintenance of the project in attractive condition, and (iv) to provide an adequate financial return to the Agency through additional tax increment from the project- H. Exclusivity. The Agency agrees for the period set forth in Section 2 that it will not negotiate with or enter into any agreement with any other entity for development or sale of the Site. The Developer is a long-time property owner in the City and owns property in the City other than the site. For the period of the Agreement, the Developer shall not propose an identical project for another location in the City. SECTION 2. PERIOD OF NEGOTIATIONS. The intent of this period of negotiation shall be for both parties to proceed with the drafting of the Disposition and Development Agreement, which shall require a CEQA action by the Agency. An Initial Study for CEQA purposes shall be undertaken for the purpose of determining the appropriate CEQA action. Once the appropriate action is determined, a more precise environmental timeline can be developed. Therefore, this Agreement shall be for up to nine months from the date this Agreement is signed by the Agency, and this Agreement shall terminate after the expiration of such period unless extended as follows: A. For sixty (60) days if a Disposition and Development Agreement has been prepared by the Agency and executed by the Developer, and has been submitted to the Agency but has not yet been approved by the Agency Board; or B. For thirty (30) days if the major business terms have been agreed to and the Executive Director determines that further negotiations are likely to result in a written agreement; or C. By mutual agreement of the parties. D. Or the cumulative days of extension granted by the Executive Director per Section 1.F above. Developer and Agency agree that if Developer is proceeding with the entitlement of the project as described in Exhibit B in good faith but the entitlement is not concluded prior to the expiration date for reasons beyond the Developer's control, then Agency staff will bring an extension to the Agency for approval. Developer understands and acknowledges that if negotiations do culminate in an agreement, such agreement shall be effective only after and if the Agreement has been considered and approved by the Agency Board after public meeting thereon as required by law. SECTION 3. DEVELOPER'S RESPONSIBILITIES. During the period of negotiation, Developer will prepare such studies, reports, and analysis as shall be necessary to permit Developer to determine the feasibility of the project. The Developer shall fully cooperate in the development of the Project design and financing plan. As requested by the Agency, the Developer has submitted to the Agency the following: A. Full disclosure of Developer's principals, partners,joint venturers, negotiators, consultants, professional employees, or other associates of the Developer who are participants or principals of the Project, and all other relevant information concerning the above. B. Statement of financial condition in sufficient detail to demonstrate Developer's financial capabilities, those of its principals, partners, joint venturers, and those of its prospective Developers to satisfy the commitments necessitated by the Project. To the extent Developer wants such financial statements to remain confidential, they shall be supplied to the Agency only if the confidentiality of the statements can be maintained. C. All information necessary for the design of the Project to meet the Developer's reasonable requirements D. The Developer shall negotiate exclusively with the Agency's negotiating team and with no other persons unless expressly authorized to do so by the Agency's negotiating team. During the period of negotiations, Developer and Agency shall coordinate community and neighborhood outreach efforts; no statements will be made by the Developer to the media without the approval of the Agency's negotiating team. No prepared statements shall be released to the media without the mutual consent of the respective negotiating teams. The Developer shall also cooperate with Agency, which will manage the environmental review of the project, as well as the project planning contract through the City' Focused Entitlement Process E. Prior to and as a condition precedent to the execution of this Agreement by the Agency, Developer shall submit to the Agency a minimum initial deposit in the amount of Ten Thousand Dollars ($10,000.00) in the form of cash or check, deposited into a trust account selected by the City Treasurer, in his sole discretion, to pay for all costs incurred by the Agency in the preparation, review, and analysis of all applications, entitlements, and approvals required for or related to, the negotiation, preparation, and processing of the DDA and any documents related to the conveyances of interests in real property, the preparation and circulation of all requisite environmental documents and reviews required under law, the conduct of all required and desired public hearings, public reviews, and any ether public meetings, and for any other costs incurred by the Agency, and the Agency's respective officers, staff, employees, agents, and consultants in the furtherance of this Agreement. The Parties estimate that the $10,000 is adequate to cover all the Agency's costs to prepare the DDA and update the appraisal. The term "all costs incurred by the Agency" includes all in-house staff time and expenses and all costs, fees, and expenses reasonably incurred by outside consultant and professional service providers of any kind retained by the Agency to assist the Agency in any or all of the above functions, including any legal, environmental, planning, engineering, financial analysis, negotiations, appraisals, public relations, and any other appropriate services, and all out of pocket expenses incurred by the Agency. . SECTION 4. AGENCY'S RESPONSIBILITIES. A. Negotiate Exclusively. The Agency agrees that, during the Period of Negotiation and provided that the Developer is not in default of its obligations under this Agreement, the Agency shall negotiate exclusively and in good faith with Developer with respect to the DDA. During the Period of Negotiation, the Agency shall not solicit or entertain offers or proposals from other parties concerning the Site. Developer acknowledges, however, that the Agency may, from time to time, be contacted by other developers respecting the Site and that such contact is expressly permitted so long as the Agency does not initiate such contacts and the Agency indicates to such other developers that the Agency has executed this Agreement with Developer and that the Agency is unable to discuss anything concerning these negotiations with Developer, entertain any offer or proposal, or negotiate with any other developer regarding the Site until the Period of Negotiation expires or this Agreement is terminated, as provided in this agreement. B. Preparation of Agreement. If agreement is reached on the business terms for inclusion in the DDA, the Agency shall prepare such DDA for consideration by the Developer. Agency's legal and appraisal expenses shall be chargeable against the initial deposit as provided in Section 3 E of this Agreement. Agency shall notify Developer of the amount of the appraiser contract and provide monthly notification of the legal costs of preparing the DDA. C. Planning Approvals. The Agency will undertake all acts necessary to assist Developer in securing necessary permits as may be necessary to permit the commercial/residential development at the Site, including assisting with the presentations and staff reports made to the City's review boards. D. Contract Authority- The Executive Director is authorized to enter into contracts on behalf of the Agency for the purposes of planning, environmental review, appraisals, and such other services identified in Section 3 E of this Agreement in any amount, provided such contracts have been funded by Developer and the contract amount has been deposited with Agency by Developer under the same terms and conditions described in Section 3 E above. SECTION 5. GOOD FAITH DEPOSIT. Concurrently with the execution of this Agreement, Developer shall submit to the Agency a good faith deposit in the sum of Five Thousand Dollars ($5,000.00) in the form of a cash deposit, cashiers' check, irrevocable letter of credit, or other form of security acceptable to the Agency to ensure that the Developer will proceed diligently and in good faith to negotiate and perform all of the Developer's obligations under this Agreement. If the deposit is in cash or a certified cashiers' check, it shall be deposited in an interest- bearing account of the City. Interest, if any, shall be added to the deposit and held as additional security for the Developer's obligations hereunder. In the event the Period of Negotiations expires without execution of the DDA, there is a breach of the DDA, there is a breach of this Agreement, or there is any other breach of Developer's obligations concerning the "Project", which are the result of the failure of Developer to proceed diligently with the development of the Project, as described in Section 1.A and Section 3 or any other provision of this Agreement or the DDA, then determining the resulting damages would be impracticable or extremely difficult. Therefore, the parties agree that in the event of a breach or other conduct by Developer as described in this Section 5, the Agency shall retain the good faith deposit as its liquidated, sole and agreed damages, representing the cost to the Agency of providing the exclusive negotiating arrangement and assurances provided in this Agreement and the DDA. In the event this DDA is executed, the good faith deposit shall be applied and/or credited against the Developer's formal obligation to the Agency under the DDA. SECTION 6. MISCELLANEOUS. A. Brokerage commission. No brokerage has been retained during the negotiation of this agreement. B. Appraisal of Properties. The Developer has offered and the Agency has preliminarily determined that a price of Nine Hundred Forty Thousand Dollars ($940,000.00), less the cost of remediating the O'Donnell Reservoir not to exceed $100,000, is reasonable for the property, based on a recent(September 2005)appraisal. It is the opinion of both parties that this amount likely represents a fair market price for the parcels. Upon the successful negotiation of a Disposition and Development Agreement between Agency and Developer, however, all properties shall be conveyed at fair market value based on an updated MAI appraisal. Agency shall commission such appraisal,which shall be paid from the Good Faith Deposit described in Section 5. Should the appraised value exceed the offering price, Developer shall have the right to withdraw from this Agreement without penalty. C. Availability of Documents. In the event the Period of Negotiations expires without execution of the DDA and is not extended per Section 2 of this Agreement, Developer shall make available to Agency copies of any reports, studies, analysis, site plan layouts, development cost estimates, engineering studies, regarding the proposed development and prepared during the Period of Negotiations, which copies shall become the property of Agency. Such availability shall be made without any representation or warranty by the Developer as to the accuracy or sufficiency of the contents of such • documents and shall be made subject to the rights of the preparers of such documents including, without limitation, the copyright (if any) associated with such documents. D. Purpose of Contract. It is expressly understood and agreed by the parties hereto that this is an Agreement regarding the conduct of contract negotiations only and does not convey any interest in the property whatsoever. It is further agreed and understood that this Agreement does not imply any obligation on the part of the Agency to enter into any agreement that may result in negotiations contemplated herein. Nevertheless, the Agency would not have entered the Agreement if the Developer's proposal did not fulfill Agency's objectives under the Redevelopment Plan and have merit, as represented. E. Amendment. This Agreement may only be amended by a document in writing signed by the parties hereto. F. Time for Acceptance. This Agreement, when executed by the Developer and delivered to the Agency, shall constitute a binding offer which cannot be withdrawn prior to November 30, 2006, so that the Agreement may be presented to the Agency Board. Notwithstanding any other provision herein to the contrary, Agency shall not be obligated hereunder unless and until the Agency Board authorizes the Chairman to execute this Agreement. G. Corporate AuthoritV. The persons executing this Agreement on behalf of the parties hereto warrant that(i) such party is duly organized and existing, (ii)they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written. "AGENCY" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic 'a x:C�al� Chairman ency-Secretary ' �f .afi APP ED AS TO F M: -1 !'wi° A,genAy Counsel "DEVELOPER" RICHI GROM AI Signature STANTON GROMAN Signature Mailing Address: [END OF SIGNATURES] EXHIBIT "A" TO EXCLUSIVE AGREEMENT TO NEGOTIATE LEGAL DESCRIPTION OF THE PROPERTY RESERVOIR PARCEL. The Land is that certain real property located in the City of Palm Springs, County of Riverside, State of California, more particularly described as follows: THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 10, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND MERIDIAN ACCORDING TO THE OFFICIAL PLAT OF SAID LAND, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 10; THENCE SOUTH 890 51' WEST, 353.00 FEET TO THE CENTERLINE OF THE COUNTY HIGHWAY; THENCE SOUTH ON THE CENTERLINE OF THE COUNTY HIGHWAY, 700.13 FEET; THENCE SOUTH 890 50' WEST, 30.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 890 50' WEST, 205.88 FEET; THENCE SOUTH 000 10' EAST, 211.88 FEET; THENCE NORTH 890 50' EAST, 205.30 FEET MORE OR LESS TO THE WESTERLY LINE OF SAID COUNTY HIGHWAY; THENCE NORTH ON SAID WESTERLY LINE OF THE COUNTY HIGHWAY, 211.88 FEET MORE OR LESS TO THE TRUE POINT OF BEGINNING. CASA DEL CAMINO PARCEL. PARCEL 1: LOT 12 IN BLOCK "A" OF LAS PALMAS ESTATES, AS SHOWN BY MAP ON FILE IN BOOK 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. PARCEL 2: ALL THAT PORTION OF LOTS 5 AND 6 IN BLOCK "A" OF LAS PALMAS ESTATES, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGES 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST EASTERLY CORNER OF SAID LOT 5; BEGINNING ALSO AT THE MOST NORTHERLY CORNER OF SAID LOT 6; THENCE SOUTH 890 50'WEST, ALONG THE BOUNDARY LINE OF SAID LOT 5, 35.77 FEET; THENCE IN THE SOUTHWESTERLY DIRECTION, TO A POINT ON THE NORTHERLY LINE OF CAMINO DEL NORTE, 5 FEET SOUTHEASTERLY FROM THE NORTHWESTERLY CORNER OF SAID LOT 6; TO THE SOUTHWESTERLY CORNER OF SAID LOT 6; THENCE EASTERLY, ALONG THE SOUTHERLY LINE OF SAID LOT 6, TO THE SOUTHEASTERLY CORNER OF SAID LOT; THENCE NORTHERLY, ALONG THE EASTERLY LINE OF SIAD LOT 6, TO THE POINT OF BEGINNING. EXHIBIT "B" TO EXCLUSIVE AGREEMENT TO NEGOTIATE CONCEPTUAL PROJECT DESCRIPTION The conceptual project description as provided in the Developer's proposal is as follows: Developer proposes a mixed use project in an urban setting which will promote not only commercial use of the property on North Palm Canyon Drive but will enhance and support the adjacent Vista Las Palmas neighborhood. The Developers currently own the adjacent undeveloped forty-eight thousand (48,000) square foot parcel immediately to the south of the Agency's and will incorporate that parcel in a single development with the Agency and City parcels. The project proposes 16,500 sq. ft. of retail space facing Palm Canyon Drive located around courtyards and packet parks in order to create nodes of local activities such as coffee shops, small bakeries and cafes; in addition, the project features a variety of residential products. The proposal consists of four major elements: I. The underground parking structure for residents and retail users will bring daylight into the structure through a promenade at ground level and being punctured by light wells, open stairs and elevators. II. The ground floor retail component and second story flats along Palm Canyon creates a building that has appropriately-scaled massing and relates to desert modern architecture by emphasizing its horizontal lines and encourages indoor- outdoor relationships by incorporating courtyards, a promenade and pocket parks, encouraging opportunities for outdoor eating and seating. III. The eleven (11) 1,500 sq. ft. flats above the retail totaling 16,500 sq. ft. of conditioned space also each include 200 sq. ft. decks and 300 sq. ft. patios. They will be oriented to capture the views of the San Jacinto Mountains and the canyons in order to provide privacy to the residents as well as protect them from the noise generated by vehicular traffic on Palm Canyon Drive. IV. Finally, the fifteen (15)2,040 sq, ft. patio homes totaling 30,600 sq.ft, are designed to relate to the Las Palmas Neighborhood as well as create a link with the retail and flats. Working within the conceptual framework as described above—the use of all three parcels, the mix of residential uses above and behind retail, and the retail presence along Palm Canyon Drive, the Developer has the flexibility to amend the project description in the entitlement process. EXHIBIT "C" TO EXCLUSIVE AGREEMENT TO NEGOTIATE ENA MILESTONES/SCHEDULE ENA Terms Negotiated and Executed 11/08/06 Developer enters into contract with consulting firm to undertake Environmental assessment and perform planning services 1/30/06 Developer submits Entitlement Applications with City: Site Plan, Architecture, Project Description 3/1107 City commences CEQA review process 3/1/07 Agency commences appraisal update of property 4/1/07 Appraisal completed and value accepted by Parties 5/15/07 Commence Negotiation of DDA 5/15/07 Complete Negotiation of DDA 6115/07 Complete CEQA Process 7/15/07 Complete City Entitlement Process and Agency Approves DDA 9/10/07 EXHIBIT "D" TO EXCLUSIVE AGREEMENT TO NEGOTIATE MAP OF THE PROPERTY , .- 1i11 �YL'�i�r1 ' ayr a n1ti5 �,I •i tw r.� wA .a is -- .5 /„r✓=; ,.,n, !F Z, IF' i I/p 1 r —•-aS ,� fir, ..„_ ^.. ..�-"�Sl`^�L•Yl '.r� �,I tey,^y '. c :',il ;+ )�, --- `""� �, 1� •. "`M�� � �'� --' _._ '_�.—.iNr �-.ice_ 5;_' ' - t' i�Sli, _ -tq-• ..r -�. C:,�r..•va^r.-:,: _,�^r.,.. ....�t_:.. :/'- 1i'z� ,L�. .� - - ~�¢i.„"'. ' ri@_ W' !S ',: 92262 ,' 'd';,, - 'r _- �•'' ,_' - _• I, ��Y� __ �tt - yp.•' ( .. y rY,[:r��:�. /r _4rl �_ •_ �jn��rv� I .. , ir. . .-.:.� .,.. �., ..:, :.Y1 ivl��lt'Kr•• � r^+d.^ryR•�i _ '!�*i r. 'M_.�.r ^•,,L� M:S^Ti;.t:r'A�� i-`it' A a— En. i•..`. �,i` w.,. W 1.*A p�,il� y,�. ="r,e+'`" = , h'�"' �.ii .1:x'���`.���q�� {+{�514:'..:' I ML,��IsEbj,z•'i1L*5:�5'..j_r e�.gM�aoe.cowmc.oa�.rmRes.Talewrr.onwlu�ro.��� I h,�l• ;,r, "lw ,.. 1�. 1 - - �p4 „re„" 1 soft N CityGIS 6.0 ;. f � �.I C4f IFOCH1¢ Copyright O 2006 All Rights Reserved. The information contained herein Is the proprietary property of the contributor supplied under license and may not be approved except as licensed by Digital Map Products.