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HomeMy WebLinkAbout02840 - VISION PS SENCA DOWNTOWN MASTER PLAN CONVENTION CENTER SEC 14 Vision PS Consortium/SENCA Amended & Restated Pre-Develop Cooperation Agreement AGREEMENT #2840 R17364, 12-19-90 AMENDED -- PRE-DEVELOPMENT COOPERATION AGREEMENT The purpose of this pre-development cooperation agreement (herein referred to as the Agreement) is set forth the basis upon which the City of Palm Springs (herein referred to as the City) , and the Vision Palm Springs Consortium, or a contemplated joint venture subsequently to be formalized (herein referred to as the Developer) , will mutually pursue the development of "Vision Palm Springs/Downtown Core" (herein referred to as the Project) . A. Project The Developer proposes to perform the role of Master Developer for the Project to be designed in phase two of the RFQ/RFP. This Agreement incorporates, by reference, the RFQ/RFP and related documents. B. Study Area The Project study area (the "Study Area") shall consist of: 1. ) the entire greater downtown area from Granvia Valmonte on the north to Ramon Road on the south and from Indian Avenue to the east to the toe of the mountain on the west; 2 . ) The northwest quarter of Section 14, from Indian Avenue on the west to Avenida Caballeros on the east and from Alejo Road on the north to Tahquitz Road on the south; 3 . ) the parcel east of Avenida Caballeros and south of Amado Road which is part of the original convention center lease (Lots 155, 157 and 158 which are under lease #PSL 315) ; 4 . ) the Tachevah Debris basin right of way in Section 10 owned by the Riverside County Flood Control and Water Conservation District; and 5. ) the property owned by the City of Palm Springs in Section 9 located immediately west of the Tachevah Debris Basin which is currently zoned for residential development (20, 000 sq. ft. lot: ) . The study area is inclusive of full rights of way of the above named boundary streets. This Agreement gives the exclusive right to proceed to develop a Master Plan for the Study Area. During the 18 months of this exclusive agreement, other property owners within the Study Area may proceed on an individual basis to develop their property pursuant to established City procedures (see also E. 1) as follows: 1) Anyone can submit a project and plans through the normal channels. 2) The City will consider comments from SENCA concerning such projects during the City's review of the projects. 3) The City will attempt to assure consistency and harmony between the proposed SENCA project and other proposed projects. 4) During the 18 month period, the decision on any project will be at the final discretion of the City Council, not SENCA. C. Assistance to be Provided by the Cit 1) Land Acauisition It is the intent of the City to utilize its best efforts to assist the Developer in land assembly for the Project, if such acreage is necessary for the Project and cannot be obtained by any other means. Any acquisition by City or any agency of City shall be undertaken in accordance with all requirements of law. 2) Financing a) The City, in conjunction with the Developer, will utilize its best efforts to conceive, package, and issue appropriate, properly guaranteed taxable and tax-exempt financing for both public and private improvements associated with the project. This assistance includes, but is not limited to, industrial development bonds, certificates of participation, assessment district bonds, special bonds, sales tax revenue bonds, and tax increment financing. In addition, other innovative financial techniques will be explored including a proprietary financial product being organized by SENCA called "Muni-Fund" , which would serve as a conduit for the above types of revenue sources. It is the intent, to the extent feasible, that the Project financing will stand on its own, however, a significant portion of related tax revenue growth in other parts of the City may be necessary to subsidize the downtown Village scale as envisioned in the Jani- Jerde Vision Report. b) The City recognizes that the Project may not support private installation of all required public infrastructure and assistance from the benefitted public agencies may be required. The extent of such assistance shall depend on the Project and be subject to negotiation by the parties. 3) Processing The City will provide staff assistance and organizational support to assure minimum processing time for review of submitted plans and to expedite processing and construction. SENCA Pre-development Agreement Page 3 4) Amenities Concurrent with the Project implementation, the City will utilize its best efforts to facilitate construction of parking structures, destination resort hotels, golf courses, sports and entertainment facilities, streetscapes, cultural facilities, and other enhancements to the City to further the development of the downtown of Palm Springs. 5) Environmental Following SENCA's proposal of the Master Plan, City shall prepare an EIR and shall process said EIR. D. Developer Responsibilities 1) Drawings and Design Documents The development plan package will include, at a minimum, the following: a) Functional Program(s) A narrative description of the square footage allocated to each functional use within the Project. b) Site Plan(s) A fully dimensional plan illustrating proposed building locations, parking, landscape and hardscape areas, and finished floor and roof elevations. c) Rendered Site Plan(s) A rendering utilizing the above-described site plan(s) to provide a colored overall view of the Project. d) Design Theme(s) A narrative: description of proposed design treatments including architecture, landscape, streetscapes, and design relationships between components. SENCA Pre-development Agreement Page 4 e) Submission requirements set forth in Planned Development District Application. 2) Development Incentives The plan should include business terms for each development incentive the Developer proposed the City of Palm Springs make available to the Project, including a complete financial proforma outlining (a) the City's repayment capacity; (b) any offsetting financial benefits that will be derived by the City; and (c) any financial linkages or synergism between components of the development proposal. 3) Management Strategies The plan should also include the management strategies upon which comprehensive merchandising and design themes for the Downtown Core will be achieved. Further, the plan should detail the basis upon which local merchants, restaurant proprietors and land owners not otherwise involved in the Developer will be provided an opportunity to participate in the Project. 4) Development Schedule The development schedule should contain items pertaining to pre-development, financing and construction. The relationship of developments in different areas of the City should also be addressed in the schedule. 5) Pre-Development Cost Sharina Costs for pre-development activities and services for private sector components of the project shall be the responsibility of the Developer, and costs for pre- development activities and services for public sector components of the project shall be the responsibility of the City. When either party initiates, conducts or causes to be performed services, or otherwise incurs expenses which are wholly or partially the cost responsibility of the other party, it shall obtain prior approval of the :responsible party. Failure to obtain prior approval shall relieve the responsible party from any absolute cost obligation, but shall not preclude the responsible party from choosing at a later date to reimburse the initiating party for the cost of services ordered or performed or expenses incurred without such prior approval. When there is any question by either • SENCA Pre-development Agreement Page 5 party about the private versus public nature of a project component or when costs have been advanced by one party on behalf of the other in excess of those having received prior approval, representatives of the Developer and the City shall meet and confer to decide a fair and appropriate sharing of the pre-development costs for the particular project component in question. 6) Fees Subject to possible future negotiation concerning special allowances and terms, normal development application fees and applications will be required during Project processing. 7) Reporting SENCA shall make a public disclosure presentation of the Project to the Council, press and public on September 18, 1990. The Master Development Team shall report to the Council at least every 90 days reporting of progress on this project. Items shall consist of but not be limited to: Planning and design; economic progress; land acquisition; potential and actual participants; and costs and expenses. The first report shall be on or before August 16, 1990. E. Mutual Responsibilities 1.) Timetable ACTION DEADLINE a. SENCA to develop detailed January 30, 1991 program components of Project including performance schedule and phasing Plan for Project. b. SENCA to develop master land April 1, 1991 use plan. C. SENCA to develop financing June 1, 1991 plan including potential hotel commitments. d. City to prepare EIR February - July, 1991 SENCA Pre-development Agreement Page 6 e. City to approve or dis- August, 1991 approve master plan, financing plan and EIR. f. Parties to negotiate devel- August - opment agreement (18 month October, 1991 period expires November 16, 1991, and excludes City acquisition of property. ) g. City acquisition of November, 1991 - property. January, 1992 h. SENCA commencement of November, 1991 - construction, activities. February, 1992 2) Development Agreement Both parties agree, after approval of master plan and financing plan, to work toward a Development Agreement outlining specific: responsibilities, provisions, schedule of events, construction and performance of all parties connected with the development of the project. It is the intent of the parties that the Development Agreement be completed within the 18 month period, although implementation activities may occur by specific agreement prior thereto. 3) Modification This agreement may be terminated, modified or expanded by supplemental mutual agreement. 4) Termination The City reserves the right to terminate this Agreement prior to the end of 18 months from May 16, 1990, with or without cause, upon 30 days prior written notice. If the City acts to terminate this agreement for any reason other than cause prior to November 16, 1991, it shall simultaneously with such termination reimburse the Developer all public sector costs incurred by the Developer chargeable to the City pursuant to Section D. 5 of this Agreement and shall refrain from using or allowing to be used in any way prior to two (2) years from the termination date The Vision Master Plan, in whole or in part, prepared by the Developer. These SENCA Pre-development Agreement Page 7 obligations shall not apply in the event of termination for cause. 5) Non-liability It is understood by the parties hereto that by its nature, this is an agreement to agree and is an expression of the intent of the parties, but by itself is not an enforceable contract. Neither party shall be liable hereunder for damages to the other party for its failure to comply with any provision hereof, and neither party shall be entitled to enjoin or enforce the terms hereof in law or equity in any administrative or judicial proceeding, except that in the event of termination by City without cause, the provisions of Section E.4 shall apply. The undersigned hereby represent and agree that the foregoing represents their understanding of the agreements between the parties and agree in good faith to finalize a Development Agreement incorporating the above terms. Developer: VISION PALM SPRINGS CONSORTIUM SENCA Real Estate Development Company,, i -s %MM a#npg� Venturer BY ,/ Title: �S ATTEST: CITY OF PALM SPRINGS, CALIFORNIA By _ / City Manager REVIEWED AND/ APPROVED: �- C:\WP51\Document\AGRSENCA.JM1 APPROVED BY THE CITY COUNCIL i . • Vision P.S. Consortium SENCA Real Est Dev Co AGREEMENT #2840 PRE-DEVELOPMENT R17124, 5/16/90 COOIPERATION AGREEMENT The purpose of this pre-development cooperation agreement (herein referred to as the Agreement) is to set forth the basis upon which the City of Palm Springs (herein referred to as the City) , and the Vision Palm Springs Consortium, or a contemplated joint venture subsequently to be formalized (herein referred to as the Developer) , will mutually pursue the development of "Vision Palm Springs/Downtown Core" (herein referred to as the Project). A. Project The Developer proposes to perform the role of Master Developer for the Project to be designed in phase two of the RFQ/RFP. This Agreement incorporates, by reference, the RFQ/RFP and related documents. B. Study Area The Project study area consists of the entire greater downtown; from Sunrise Way on the east to the toe of the mountain on the west; and from Alejo Road on the north to Ramon Road on the south; and encompasses four redevelopment project areas, herein referred to as the Study Area. This Agreement gives the Vision Palm Springs Consortium the exclusive right to proceed to develop a Master Plan for the Study Area. During the 18 months of this exclusive agreement, other property owners within the Study Area may proceed on an individual basis to develop their property pursuant to established City procedures (see also E. 1) as follows: (1) Anyone can submit a project and plans through the normal channels. (2) Council will require SENCA to participate with it on reviewing the project. (3) During the 18 month period, the decision on any project will be at the final discretion of the City Council , not SENCA. C. Assistance to be Provided by the City 1. Land Acquisition It is the intent of the City to utilize its best efforts to assist the Developer in land assembly to acquire the appropriate acreage for the Project. This assistance includes, but is not limited to, condemnation authority of the Redevelopment Agency. 2. Financing a. The City, in conjunction with the Developer, will utilize its best efforts to conceive, package, and issue appropriate, properly guaranteed taxable and tax-exempt financing for both public • • and private improvements associated with the Project. This assistance includes, but is not limited to, industrial development bonds, certificates of participation, assessment district bonds, special bonds, sales tax revenue bonds, and tax increment financing. In addition, other innovative financial techniques will be explored including a proprietary financial product being organized by SENCA called "Muni-Fund", which would serve as a conduit for the above types of revenue sources. It is the intent, to the extent feasible, that the Project financing will stand on its own, however, a significant portion of related tax revenue growth in other parts of the City may be necessary to subsidize the downtown Village scale as envisioned in the Jan!-Jerde Vision Report. b. The City recognizes that costs for a portion of the public improvements will be borne by the City or the Redevelopment Agency. The exact amount and portion of improvements will be the result of future negotiation between the City and the Developer. 3. Processing The City will provide staff assistance and organizational support to assure minimum processing time for review of submitted plans and to expedite processing and construction. 4. Amenities Concurrent with the Project implementation, the City will utilize its best efforts to facilitate construction of parking structures, destination resort hotels, golf courses, sports and entertainment facilities, streetscapes, cultural facilities, and other enhancements to the City to further the development of the downtown of Palm Springs. 5. Liaiion Committee The City Council will appoint a seven-member Liaison Committee to assist the Council . D. Developer Responsibilities 1. Drawings and Design Documents The development plan package will include, at a minimum, the following: a. Functional Program(s) A narrative description of the square footage allocated to each functional use within the Project. b. Site Plan(s) A fully dimensional plan illustrating proposed building locations, parking, landscape and hardscape areas, and finished floor and roof elevations. • • c. Rendered Site Plan(s) A rendering utlizing the above-described site plan(s) to provide a colored overall view of the Project. d. Design Theme(s) A narrative description of proposed design treatments including architecture, landscape, streetscapes, and design relationships between components. e. Submission requirements set forth in Planned Development District Application. 2. Development Incentives The plan should include business terms for each development incentive the Developer proposed the City of Palm Springs make available to the Project, including a complete financial proforma outlining (a) the City' s repayment capacity; (b) any offsetting financial benefits that will be derived by the City; and (c) any financial linkages or synergism between components of the development proposal . 3. Management Strategies The plan should also include the management strategies upon which comprehensive merchandising and design themes for the Downtown Core will be achieved. Further, the plan should detail the basis upon which local merchants, restaurant proprietors and land owners not otherwise involved in the Developer will be provided an opportunity to participate in the Project. 4. Development Schedule The development schedule should contain items pertaining to pre- development, financing and construction. The relationship of develop- ments in different areas of the City should also be addressed in the schedule. 5. Outside Consultant Cost Sharing Upon notification by the City, the Developer will be required to deposit with the City its prorata share of $125,000 as Developer's appropriate share of one-half of the costs of third-party consulting services. These funds will be requested by the City and paid monthly in advance by the Developer as required in order to defray one-half of the actually invoiced costs of related outside consultants involved by the City. The share required from SENCA will be as established by staff unless appealed to the City Council . 6. Fees Subject to possible future negotiation concerning special allowances and terms, normal development application fees and applications will be required during Project processing. 7. SENCA shall make a public disclosure presentation of the project to the Council , press and public on September 18, 1990. 8. The Master Development Team shall report to the Council at least every 90 days reporting of progress on this project. Items shall consist of but not be limited to: Planning and design; economic progress; land acquisition; potential and actual participants; and costs and expenses. This can be in open or closed session as deemed appropriate. The first report shall be on or before August 16, 1990. E. Mutual Responsibilities 1. Timetable Both parties agree to utilize their best efforts to complete the master land use plan and financing plan within 18 months and to review progress, on a quarterly basis, with the community. Both parties acknowledge that other parties may have projects that are being planned within the area and agree to review those projects in the context of the overall Project. 2. Development Agreement Both parties agree to work toward a Development Agreement outlining specific responsibilities, provisions, schedule of events, construction and performance of all parties connected with the development of the Project. 3. Modification This agreement may be terminated, modified or expanded by supplemental mutual agreement. 4. Termination The City reserves the right to terminate this Agreement prior to the end of 18 months to the extent that following thirty days' prior written notice of its default the Developer has not complied with the stated requirements herein, particularly the development schedule. The undersigned hereby represent and agree that the foregoing represents their understanding of the agreements between the parties and agree in good faith to finalize a Development Agreement incorporating the above terms. Developer: VISION PALM SPRINGS CONSORTIUM APPROMfOf SENCA Real Estate Development fS7fS I`�^ " � Company, its Managing Venturer g y .,Ji aa-,yz Title: C E-0 ATTEST: CITY OF PALM SPRINGS, CALIFORNIA ? 7 City Clerk 6e�,-T� City Manager REVIEWED AND APPROVED: P /'IIIIIIIII w • REAL ESTATE DEVELOPMENT COMPANY CORPORATE OFFICES RIVERSIDE OFFICE 9600 THROCKMORTON • SUITE 200 2049 CENTURY PARK EAST • SUITE 1330 FORT WORTH,TEXAS 79902 LOS ANGELES, CALIFORNIA 90067 [B97] 336-3000 • FAX: [B97] 336-3399 [2131 277-7119 • FAX: ]213] 277-6714 Mr. John Mangione, Director Department of Community Development City of Palm Springs P.O. Box 1786 Palm Springs, California 92263 RE: PHASE TWO OF DOWNTOWN REVITALIZATION PROGRAM Dear John: According to Section 2.2 "Schedule of Performance" of the Professional Services Agreement between the City of Palm Springs and SENCA Palm Springs, Inc. in regard to the above-referenced project, both parties need to extend the Agreement to cover Phase II services and related compensation. Specifically, the Agreement provides as follows: "Phase II shall commence on July 1, 1991 and terminate on December 31, 1991; provided that both parties agree in writing to extend the Agreement to the Phase H services. Said written Agreement shall be executed and delivered on or before May 31, 1991." The purpose of this letter Agreement is to extend the scope of services and compensation into the Phase II portion of the work program as specified in the original Agreement. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of this 28th day of May, 1991. CITY OF PALM SPRINGS, CALIFORNIA ATTEST: By: _ Rob Parkins, City Manager City Clerk Date: SEN ALJ, e GC. By: _ J ry Og President D e: FEaL ESTAaTE OEVELOPMC-NT COMPANY CORPORATE OFFICES RIVERSIDE OFFICE 1500 THROCKMORTON • SUITE 200 204S CENTURY PARK EAST • SUITE 1330 FORT WORTH,TEXAS 76102 LOS ANGELES, CALIFORNIA 900r7 [517] 336-3000 • FAX: [917]336-3311 [213] 277-7119 • FAX: [2131 277-6714 Mr. John Mangione, Director Department of Community Development City of Palm Springs P.O. Box 1786 Palm Springs, California 92263 RE: PHASE TWO OF DOWNTOWN REVITALIZATION PROGRAM Dear John: According to Section 2.2 "Schedule of Performance" of the Professional Services Agreement between the City of Palm Springs and SENCA Palm Springs, Inc. in regard to the above-referenced project, both parties need to extend the Agreement to cover Phase II services and related compensation. Specifically, the Agreement provides as follows: "Phase II shall commence on July 1, 1991 and terminate on December 31, 1991; provided that both parties agree in writing to extend the Agreement to the Phase II services. Said written Agreement shall be executed and delivered on or before May 31, 1991." The purpose of this letter Agreement is to extend the scope of services and compensation into the Phase II portion of the work program as specified in the original Agreement. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of this 28th day of May, 1991. CITY OF PALM SPRINGS, CALIFORNIA ATTEST: By: Rob Parkins, City Manager City Clerk Date: SEN PALM S G , INC. By: �� J rry O urn, resident D te: 22 9�i 9CIL