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HomeMy WebLinkAboutAGENDA REPORT 2001 0905 CC REG ITEM 11RTO: FROM: DATE: MOORPARK CITY COUNCIL AGENDA REPORT The Honorable City Council Hugh Riley, Assistant City Manager August 29, 2001 ITEM rr• %�'. CITY CALTT`0R1AUA cl,tycei Cn 1B$�i Of ACTION. raved reEO M SUBJECT: Consider Acceptance of Grant Deed for Lots 4 and D, Special Devices Business Park, Tract 5004 in Accordance with the Development Agreement between the City of Moorpark and Special Devices, Inc. DISCUSSION On August 21, 1996, the City Council adopted` ' Resolution No. 96-1222 approving General Plan Amendment No. 95-1, Vesting Tentative Tract- Map No. 5004, and Industrial Planned Development Permit No. 95-2 and on August 28, .1996, the Development Agreement between the City of Moorpark (the "City") and Special Devices, Incorporated ("SDI" or the "Developer") was executed. The project, now known as the Special Devices Business Park, consists of approximately 241 acres including designated open space and is partially developed with the industrial manufacturing facilities occupied by SDI. Section 6(h) of the Development Agreement provides that the developer dedicate Lot 4 and Lot D, as described in Condition No. 16 of VTTM No. 5004, in fee simple interest to the City concurrently with the recordation of the final map for VTTM Map No. 5004. - These lots are to be used for public benefit as determined by City in its sole discretion. Lot 4 contains 10 acres and can be developed. Lot D contains 11.98 acres and is located in the Arroyo Simi floodway. Council Agenda Report September 5, 2001 Page 2 The City's acceptance of the dedication of the property is contingent upon the removal of the City as a participating owner in the Business Park Owner's Association so that the City would not be subject to the Declaration of Covenants and Restrictions (CC&:Rs) governing the park. Therefore, an amendment to the CC&Rs has been executed by the park owners, SDI and New L.A. Associates LLC, eliminating Lots 4 and D from the park property. A copy of the Amendment document is attached. A review of the title for this property also revealed a lien of Bankers Trust Company as to Lots 4 and D in addition to other properties in the project. Therefore a Partial Release of Lien executed by Bankers Trust Company releasing the lien will be recorded concurrently with the Grant Deed. A copy of the Partial Release of Lien is attached. STAFF RECOMMENDATION 1. Accept the Grant Deed for Lots 4 and D, Amended Map of Tract Map No. 5004. Attachments: 1. 3. 2. First Amendment to CC&Rs Partial Release of Lien Grant Deed e 0 0 k-30'7 4 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Gibson, Dunn & Crutcher 333 South Grand Avenue, # 4919 Los Angeles, CA 90071 Attn: Eric Remensperger MAIL TAX STATEMENTS TO: Special Devices, Incorporated 14370 White Sage Road Moorpark, CA 93021 Attn: Chief Financial Officer FIRST AMENDMENT TO DECLARATION OF COVENANTS AND RESTRICTIONS FOR SPECIAL DEVICES BUSINESS PARK THIS FIRST AMENDMENT TO DECLARATION OF COVENANTS AND RESTRICTIONS FOR SPECIAL DEVICES BUSINESS PARK ( "Amendment ") is dated as of May _, 2001, and is made and entered into by and between SPECIAL DEVICES, INCORPORATED, a Delaware corporation ( "SDP'), and NEW L.A. ASSOCIATES LLC, a California limited liability company ( "New L.A. ") (f/k/a New LA Avenue Associates). RECITALS A. SDI and the City of Moorpark (the "City ") entered into that certain Development Agreement dated September 10, 1996 and recorded as instrument number 96- 124171 in the Official Records of Ventura County (the "Development Agreement "). The Development Agreement sets forth certain terms and conditions affecting the development of the Special Devices Business Park, which is legally described on Exhibit A -1 to the Development Agreement (the 'Business Park "). B. SDI conveyed a portion of the Businss Park to New L.A. in April, 1999. SDI and New L.A. subsequently executed that certain Declaration of Covenants and Restrictions for Special Devices Business Park (the "Declaration ") and recorded the Declaration on August 20, 1999 in the Official Records of Ventura County as instrument No. 99- 158203. The Declaration encumbers real property within the Business Park, which real property is legally described on Exhibit A to the Declaration (the "Property "), and, among other things, sets forth restrictions governing the use of the Property. C. The Development Agreement requires that Lots 4 and D of the Property be dedicated to the City to be used by the City for public benefit, with such public benefit to be determined in the sole discretion of the City. 000375, D. Applying the Declaration to Lots 4 and D is inconsistent with the terms of the Development Agreement requiring dedication of Lots 4 and D to the City and providing for subsequent use by the City for public benefit as determined in the City's sole discretion. E. , The parties desire to amend the Declaration to eliminate Lots 4 and D from the Property and to enable dedication of Lots 4 and D to the City in accordance with the Development Agreement. DECLARATIONS NOW, THEREFORE, the parties agree as follows: 1. Definition of the Property. Exhibit A to the Declaration, which describes the "Property" subject to the Declaration, is now deleted. Exhibit A (Revised) to this Amendment is substituted in its place. The term "Property" now refers to that certain real property located in the County of Ventura, State of California more particularly described in Exhibit A (Revised) to this Amendment. 2. No Maintenance Obligation to City Under the Declaration, SDI, New L.A., and the Special Devices Business Park Owners Association have no maintenance or other obligations of any kind to the owner(s) of Lots 4 & D. 3. Miscellaneous. Except as modified by this Amendment, the Declaration remains valid and in full force and effect. Capitalized terms used in this Amendment and not defined herein shall have the respective meanings given to such terms in the Declaration. The modifications to the Declaration set forth herein shall be effective as of the date of this Amendment. 2 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the date first written above. "Declarant" Special 1),gyices, Incorporated By: Donald C. Campion, Executive Vice President and Chief Financial Officer "Declarant" New L.A. Associates LLC, formerly known as New LA Avenue Associates By: Daniel F. SelfgO�, Managing Member By: Vd'w'a 'BalEjr-., —ng'i'ng Member 3 Exhibit "A (Revised)" LOTS 1, 2, 3, A, B, AND C OF TRACT NO. 5004, IN THE CITY OF MOORPARK, COUNTY OF VENTURA, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 137, PAGES 97 TO 102 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. SUCH PROPERTY DOES NOT INCLUDE EITHER LOT 4 OR LOT D OF TRACT NO. 5004, IN THE CITY OF MOORPARK, COUNTY OF VENTURA, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 137, PAGES 97 TO 102 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ()q,0,3-;y8 m INSTRUMENT PREPARED BY RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: GIBSON, DUNN & CRUTCHER LLP 3 3 3 South Grand Avenue Los Angeles, California 90071 Attention: Eric D. Remensperger PARTIAL RELEASE OF LIEN THIS PARTIAL RELEASE OF LIEN is made this day of May, 2001 (the " Partial Release ") by BANKERS TRUST COMPANY, a New York banking corporation ('Bankers Trust "), as Collateral Agent for the Secured Creditors named in that certain Deed of Trust, Security Agreement, Assignment of Leases, Rents and Profits, Fixture Filing dated December 15, 1998 and recorded as instrument No. 98- 226284 in the Official Records of Ventura County (the "Deed of Trust "). RECITALS A. In order to secure the repayment of certain indebtedness owed by SDI, SDI executed the Deed of Trust, whereby SDI granted Bankers Trust Company, as Collateral Agent, a security interest in the real property owned by SDI and legally described in Exhibit "A" to the Deed of Trust (the "Trust Property "). B. Prior to SDI's execution and delivery of the Deed of Trust, SDI and the City of Moorpark entered into that certain Development Agreement dated August 28, 1996 and recorded as instrument No. 96- 124171 in the Official Records of Ventura County. The Development Agreement affects at least some (if not all) of the Trust Property. C. Pursuant to the terms of the Development Agreement, SDI must dedicate a portion of the Trust Property to the City. D. In order to comply fully with its obligations under the Development Agreement, SDI has requested that Bankers Trust execute this Partial Release, and Bankers Trust has agreed to do so subject to the terms and conditions set forth below. 0 00 7" RELEASE 1. Release and Termination. Effective upon the execution of the Release, the lien of the Deed of Trust affecting the portion of the Trust Property described in Exhibit A hereto ( "Released Property") is hereby released and terminated (without recourse and without representation or warranty). 2. Partial Release. This release is only a partial release. The lien of the Deed of Trust remains valid and fully enforceable with respect to the Trust Property other than the Released Property. 3. Credit Documents Remain in Effect. Except as expressly set forth herein, the Credit Agreement, Deed of Trust and other Credit Documents shall remain in full force and effect. 4. Miscellaneous. Capitalized terms used in this Partial Release and not otherwise defined have the meanings given them in the Deed of Trust. IN. WITNESS WHEREOF, this Partial Release has been duly executed as of the date set forth above. BANKERS TRUST COMPANY, a New York 2 EXHIBIT A Legal Description of the Real Property That certain real property located in the City of Moorpark, County of Ventura, State of California, more particularly described as follows: Lot 4, Tract No. 5004, in the City of Moorpark, County of Ventura, State of California as shown on map filed in Book 137 Pages 97-102 in the office of the County Recorder of said county. Lot D, Tract No. 5004, in the City of Moorpark, County of Ventura, State of California as shown on map filed in Book 137 Pages 97-102 in the office of the County Recorder of said county. 0001381 3 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Moorpark 799 Moorpark Avenue Moorpark, CA 93021 Attn: Cheryl Kane, City Attorney MAIL TAX STATEMENTS TO: City of Moorpark 799 Moorpark Avenue Moorpark, CA 93021 Attn: Cheryl Kane, City Attorney GRANT DEED The undersigned Grantor declares that the amount of Documentary Transfer Tax, if any, is shown on a separate writing pursuant to Cal. Rev. & Taxation Code Section 11932 and is not part of the public records. FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, SPECIAL DEVICES, INCORPORATED, a Delaware corporation ( "Grantor "), hereby GRANTS, BARGAINS, SELLS and CONVEYS to the CITY OF MOORPARK, a municipal corporation ( "Grantee "), that certain real property located in the City of Moorpark, County of Ventura, State of California and more particularly described in Exhibit A attached hereto and incorporated herein by this reference (the "Property "), together with (i) all improvements owned by Grantor and located thereon, if any, (ii) all rights, privileges, easements and appurtenances owned by Grantor appertaining to the Property, and (iii) all right, title and interest of Grantor (if any) in, to and under adjoining streets, rights of way and easements, SUBJECT TO all matters of record in the Official Records of Ventura County that are applicable to the Property, which matters are incorporated herein by this reference. IN WITNESS WHEREOF, Grantor has caused its duly authorized representatives to execute this instrument as of the date hereinafter written. DATED: May 1 5, 2001 GRANTOR: SPECIAL DEVICES, INCORPORATED, a Delaware corporation B Y: Thomas W. Cresante, Pr dent and Chief Executive Officer By: De�-4& — Donald C. Campion, Executive Vice President and Chief Financial Officer Assessor's Parcel Number(s): 2 0 00 EXHIBIT A. Legal Description of the Real Property That certain real property located in the City of Moorpark, County of Ventura, State of California, more particularly described as follows: Lot 4, Tract No. 5004, in the City of Moorpark, County of Ventura, State of California as shown on map filed in Book 137 Pages 97 -102 in the office of the County Recorder of said county. Lot D, Tract No. 5004, in the City of Moorpark, County of Ventura, State of California as shown on map filed in Book 137 Pages 97 -102 in the office of the County Recorder of said county. 000 STATEMENT OF TAX DUE AND REQUEST THAT TAX DECLARATION NOT BE MADE A PART OF THE PERMANENT RECORD IN THE OFFICE OF THE COUNTY RECORDER (Pursuant to Cal. Rev. and Tax Code Section 11932) To: Registrar — Recorder County of Ventura Request is hereby made in accordance with the provision of the Documentary Transfer Tax Act that the amount of tax due not be shown on the original document which names: SPECIAL DEVICES, INCORPORATED, a Delaware corporation, as Grantor, .m the CITY OF MOORPARK, a municipal corporation, as Grantee.. The property described in the accompanying document is located in the City of Moorpark, Ventura County, California. The amount of tax due to the County of Ventura on the accompanying document is Zero and No /100 Dollars ($0.00), and the amount of tax due to the City of Moorpark on the accompanying documents Zero and No /100 Dollars ($0.00), each computed on full value of property conveyed. Pursuant to Cal. Rev. & Taxation Code Section 11921, et seq., this transaction is exempt from Documentary Transfer Tax. SPECIAL DEVICES, INCORPORATED, a Delaware corporation By: s' Thomas W. Cresante, President and Chief Executive Officer By: Donald C. Campion, Executive Vice President and Chief Financial Officer NOTE: After the permanent record is made, this form will be affixed to the conveying document and returned with it. 3 ACKNOWLEDGMENT STATE OF CALIFORNIA ) COUNTY OF VENTURA ) On May, , 2001 before me Christy Daniels personally appeared Thomas W. Cresante, personally known to me (or proved to me on the basis of satisfactory` evidence) to be the person whose name is subscribed to the within Grant Deed and Statement of Tax Due And Request That Tax Declaration Not Be Made A Part Of The Permanent Record In The Office Of The County Recorder and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instruments the person, or the entity on behalf of which the person acted, executed the instruments. WITNESS my hand and official seal. s ♦ . t. s Notary Public 01 0 ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF VENTURA On May i'47 1, 2001 before me Christy Daniels personally appeared Donald C. Campion, personally known to me (or proved tome on the basis of satisfactory evidence) to be the person whose name is subscribed to the within Grant Deed and Statement of Tax Due And Request That Tax Declaration Not Be Made A Part Of The Permanent Record In The Office Of The County Recorder and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instruments the person, or the entity on behalf of which the person acted, executed the instruments. WITNESS my hand and official seal. [SEAL] Notary Public 000