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Resolution No. 2011 -243
REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK
REGULAR MEETING AGENDA
WEDNESDAY, FEBRUARY 2, 2011
7:00 P.M.
Moorpark Community Center 799 Moorpark Avenue
1. CALL TO ORDER:
2. ROLL CALL:
3. PUBLIC COMMENT:
4. REORDERING OF, AND ADDITIONS TO, THE AGENDA:
S. CONSENT CALENDAR: (ROLL CALL VOTE REQUIRED)
A. Consider Lease Agreement with Moorpark Chamber of Commerce for Office
Building and Parking Area at 18 High Street. Staff Recommendation:
Approve Lease Agreement, subject to final language approval by the
Executive Director and Agency Counsel. (Staff: David Moe)
All writings and documents provided to the majority of the Agency regarding all open- session agenda items are
available for public inspection at the City Hall public counter located at 799 Moorpark Avenue during regular
business hours. The agenda packet for all regular Redevelopment Agencymeetings Is also available on the
City's website at www.ci.moorpark.ca.us.
Any member of the public may address the Agency during the Public Comments portion of the Agenda, unless it
is a Public Hearing or a Presentation /Action/ Discussion item. Speakers who wish to address the Agency
concerning a Public Hearing or Presentations /Action /Discussion item must do so during the Public Hearing or
Presentations /Action/ Discussion portion of the Agenda for that item. Speaker cards must be received by the City
Clerk for Public Comment prior to the beginning of the Public Comments portion of the meeting; for a
Presentation /Action /Discussion item, prior to the Chair's call for speaker cards for each Presentation /Action/
Discussion agenda item; and for a Public Hearing item, prior to the opening of each Public Hearing, or beginning
of public testimony for a continued hearing. A limitation of three minutes shall be imposed upon each Public
Comment and Presentation /Action /Discussion item speaker. A limitation of three to five minutes shall be
imposed upon each Public Hearing item speaker. Written Statement Cards may be submitted in lieu of speaking
orally for open Public Hearings and Presentation /Action /Discussion items. Any questions concerning any
agenda item may be directed to the City Clerk's office at 517 -6223.
Redevelopment Agency Agenda
February 2, 2011
Page 2
5. CONSENT CALENDAR: (continued)
B. Consider Option Agreement with the City of Moorpark to Purchase Agency
Land Held for Resale. Staff Recommendation: 1) Approve Option
Agreement with the City of Moorpark for the right to purchase Agency's land
held for resale, subject to final language approval by Executive Director and
Agency Counsel; and 2) Authorize the Executive Director to execute the
Option Agreement. (Staff: Hugh Riley)
C. Consider Resolution Agproving and Authorizing Reimbursement Agreement
Between the Redevelopment Agency of the City of Moorpark and the City of
Moorpark for the Construction of the High Street Streetscape and
Neighborhood Park at 161 Second Street and Amending the Fiscal Year
2010/11 Budget. Staff Recommendation: 1) Adopt Resolution No. 2011-
; and 2) Authorize the Executive Director to execute the Reimbursement
Agreement, subject to final language approval by the Executive Director and
Agency Counsel. ROLL CALL VOTE REQUIRED (Staff: David Moe)
6. CLOSED SESSION:
A. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION
Significant exposure to litigation pursuant to Subdivision (b) of Section
54956.9 of the Government Code: (Number of cases to be discussed - 4)
B. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION
Initiation of litigation pursuant to Subdivision (c) of Section 54956.9 of the
Government Code: (Number of cases to be discussed - 4)
C. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
(Pursuant to Government Code Section 54956.8)
Property: 61 East High Street (APN 512 -0- 091 -070)
Agency Negotiator: Redevelopment Agency of the City of Moorpark - Steven
Kueny, Executive Director
Negotiating Parties: Kirk Aiken
Under Negotiation: Price and terms of sale
7. ADJOURNMENT:
In compliance with the Americans with Disabilities Act, if you need special assistance to review an agenda or
participate In this meeting, including auxiliary aids or services, please contact the City Clerk's Division at (805)
517 -6223. Upon request, the agenda can be made available in appropriate alternative formats to persons with a
disability. Any request for disability - related modification or accommodation should be made at least 48 hours
prior to the scheduled meeting to assist the City staff in assuring reasonable arrangements can be made to
provide accessibility to the meeting (28 CFR 35.102 - 35.104; ADA Title II).
Redevelopment Agency Agenda
February 2, 2011
Page 3
STATE OF CALIFORNIA )
COUNTY OF VENTURA ) ss
CITY OF MOORPARK )
AFFIDAVIT OF POSTING
I, Maureen Benson, declare as follows:
That I am the City Clerk of the City of Moorpark and that a notice for a Regular Meeting of
the Redevelopment Agency of the City of Moorpark to be held Wednesday, February 2,
2011, at 7:00 p.m. in the Council Chambers of the Moorpark Community Center, 799
Moorpark Avenue, Moorpark, California, was posted on January 28, 2011, at a conspicuous
place at the Moorpark Community Center, 799 Moorpark Avenue, Moorpark, California.
I declare under penalty of perjury that the foregoing is true and correct.
Executed on January 28, 2011.
Maureen Benson, City Clerk
ITEM 5.A.
CITY OF MOORPARK, CALIFORNIA
MOORPARK REDEVELOPMENT AGENCY Redevelopment Agency Meeting
AGENDA REPORT of 4-A-9011
ACTION:
TO: Honorable Agency Board
v✓^
FROM: David C. Moe II, Redevelopment Manager
DATE: January 21, 2011 (MRA Meeting of 2/2/11)
SUBJECT: Consider Lease Agreement with Moorpark Chamber of
Commerce for Office Building and Parking Area at 18 High
Street
BACKGROUND & DISCUSSION
The Moorpark Redevelopment Agency owns the office building and improved
parking area at 18 High Street. The building is currently leased to the Moorpark
Chamber of Commerce ( "Chamber ") at a rate of one dollar per year. The current
lease expired on September 30, 2010 and the Chamber is now a hold over
tenant.
In 2004, the City was providing payments to the Chamber as compensation for
the provision of certain services and activities. The initial compensation was
$6,000.00. The subsequent year this compensation was increased to $20,000.00
and continued at that level until the Chamber leased the building at 18 High
Street beginning in March 2007 for $1.00 per year.
The Chamber was previously paying $28,200.00 per year for rent and common
area maintenance fees at the Moorpark Town Center. Considering a leased area
of 1,500 square feet at an adjusted fair market rent for leased office space of
$1.45 per square foot, the value of this "lease contribution", from March 1, 2007,
through January 30, 2010, totaled $97,875.00. In addition, the Agency has spent
$25,875.00 from March 1, 2007, through January 30, 2011, for repairs and
maintenance.
The Chamber agrees to provide the City in kind services in exchange for reduced
rent. The in kind services include the Chamber maintaining certain office hours;
publishing an annual business directory and providing 8 pages in the publication
for City use free of charge; promote tourism; sponsor certain events, activities
and programs; market City - sponsored economic development assistance
programs; and provide, at no cost to the City, participation the following for
special events:
Honorable Agency Board
February 2, 2011
Page 2
• 15 attendees at Annual Installation Dinner at no cost to City of Moorpark
• 5 attendees at Annual Community Awards Luncheon
• Free booth space at the Country Days Event of no less than 10 foot in
depth and 80 feet long
In addition to the in kind services listed above, the Chamber is also required to
submit an annual activity report describing these activities and providing
membership information.
FISCAL IMPACT
The fiscal impact of the proposed lease is the loss of possible annual rental
revenue of $26,100.00 as well as continuing maintenance expenses estimated at
an average of $3,000.00 per year.
STAFF RECOMMENDATION
Approve Lease Agreement with the Moorpark Chamber of Commerce for the
building and property at 18 High Street subject to final language approval by the
Executive Director and Agency Counsel.
Attachment A: Lease Agreement
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Attachment A
LEASE AGREEMENT
BY AND BETWEEN
MOORPARK CHAMBER OF COMMERCE
MOORPARK, CALIFORNIA
AND
THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK
EFFECTIVE DATE
February 1, 2011 thru
January 31, 2012
july 15, 2009 thFu
SeptembeF 30, 2010
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AWW-
LEASE AGREEMENT
THIS LEASE AGREEMENT, (hereinafter "Lease ") is made and entered into as of
this _ , 20114 -e day of july, 2009, by and between the
Redevelopment Agency of the City of Moorpark (hereinafter "Agency "), Lessor, and
Moorpark Chamber of Commerce, (hereinafter "Tenant ") Lessee.
THE PARTIES AGREE THAT:
SECTION 1. PROPERTY LEASED
Agency, in consideration of the rents herein agreed to be paid and of the
indemnifications, covenants, and agreements agreed to herein, hereby leases to
Tenant, and Tenant hereby leases from Agency, that certain real property known
as 18 High Street, Moorpark, California, amted iR Exhibit "A" "LOT
attanhed hereto and by this refer enr+e inr nrneFated herein together with any and
all improvements thereon (all of which are hereinafter referred to as the
"Premises ").
SECTION 2. TERM
The term of this Lease shall commence on February 1, 201 liuly 15, 20 and all
terms and conditions of this Lease shall continue through January 31, 2012.
SeptembeF 30, . Agency's obligations hereunder shall be contingent upon
Tenant's payment in full of any obligations described in Section 4 below, Tenant's
furnishing Agency with the certificates of insurance described in Section 5 below
and Tenant's complying with all other provisions set forth herein. The Agency
may terminate this Lease gFeement for any reason including the need to vacate
the premises for future development.
SECTION 3. HOLDING OVER
It is further agreed that if Tenant shall retain possession of the Premises beyond
the original term of this Lease or any extension thereof, without the express
written consent of the Agency, Tenant shall continue to be a Tenant #erg - month-
to -month during such holdover period.
Tenant shall be subject to all of the terms, covenants and conditions of this
Lease, including the obligation to pay rent during any such holdover period, at
the prevailing rate specified in Section 4, (A) hereof, or as may be adjusted
pursuant to this Lease.
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SECTION 4. RENT
Tenant shall pay Agency, without abatement, deduction or offset, rent in the
amount of One Dollar ($1.00) per year ( "Annual Rent ") payable in advance on or
before March 1. 2011. the �5 ;� �h
of each year dWino the term of the 1 e'+ e
In consideration for the reducedrn*n imum rent for the premises Tenant shall
provide the following services and in -kind considerations at no cost to the Agency
or City of Moorpark ( "City "):
A. OFFICE HOURS: Provide and maintain for the duration of the
Agreement open office hours a minimum of 5 days per. week, 4
hours per day with regular business hours. In addition, an
answering machine or service to receive messages when the
office is closed shall be provided.
B. MEMBERSHIP: The City ("Gity") Membership
shall receive a *RGIude all beRefits --ofF egg laF Meatier
membership package t
atsG iRGI the Tenant's organization. beRefits inGluded in the
eaGh of the City . The membership shall
include Legislative Membership ir,nludes attendance for the City
Council and City Staff at all events sponsored by the
TenantOhamber including Networking Breakfasts, Mixers,
Annual Community Awards Luncheon, Installation Dinner,
Annual Mega Mixer and other special events.
C. ANNUAL PUBLICATION: Publish a 2011 - 122089 -10 directory
or similar publication, as approved in writing by the Executive
Director, and provide for its general distribution to City
residences and businesses without charge. Tenant fiber
may utilize information from City's business registration program
to augment this effort and shall provide information to verify
data. The City shall have a minimum of eight (8) pages in such
directory to provide City information and shall have final editorial
authority for any content and photographs on the City's pages of
a publication that pertain to the City, its projects, facilities,
activities and programs.
D. ECONOMIC DEVELOPMENT PROGRAMS: Upon City's
request, actively market to Tenant's membershipG4a444er
members, all City- sponsored Economic Development
Assistance Programs including advertisements in Chamber
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promotional materials, newsletters, e- mails, fax transmittals and
on the Chamber website.
E. ANNUAL OFFICER INSTALLATION EVENTDINNER: Provide
at no cost to the City up to 15 attendees at Tenant's Annual
Officer Installation event where its board of directors officially
assumes officeeF.
F. COMMUNITY AWARDS LUNCHEON: Provide at no cost to the
City up to six attendees at the Community Awards Luncheon.
G. BOOTH SPACES AT COUNTRY DAYS: Provide at no cost to
Agency and the City- eig#t, no less than a 10 -foot depth by 80
feet long area to setup booths spaces (80 linear fo at the
Annual Country Days Event if sponsored or co- sponsored by
the TenantG4an4ber and requested booth spaces for any other
special events that may occur in the future.
H. ANNUAL ACTIVITY REPORT: TenantChamber agrees to
submit a written report to City Manager beginning February 28,
2011284 -9 and annually thereafter for the term of this Lease,
describing the activities and programs listed above. The report
will also include the Tenant's Chamber's Annual Budget,
membership information including the total members on that
date, the number of new members, and the activities the
TenantChambef undertook to increase /maintain member
numbers.
SECTION 5. LIABILITY INSURANCE
Tenant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit A attached to and part of
this Lease.
SECTION 6. INDEMNIFICATION AND HOLD HARMLESS
To the fullest extent permitted by law, Tenant shall, at Tenant's sole expense and
with counsel reasonably acceptable to Agency, defend, indemnify, and hold
harmless Agency and Agency's officers, employees, and agents and the City of
Mee and City's officers, employees, and agents from and against all
claims (including demands, losses, actions, causes of action, damages, liabilities,
expenses, charges, assessments, fines or penalties of any kind, and costs
including consultant and expert fees, court costs, and attorneys' fees) from any
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cause, arising out of or relating (directly or indirectly) to this Lease, the tenancy
created under this Lease, or the Premises, including without limitation:
A. The use of occupancy, or manner of use or occupancy, of the
Premises or Building by the Tenant;
B. Any act, error, omission, or negligence of Tenant or of any
subtenant, invitee, guest, contractor or licensee of Tenant or
any subtenant in, on, or about the Real Property;
C. Tenant's conducting of its business;
D. Any alterations, activities, work, or things done, omitted,
permitted, allowed, or suffered by Tenant in, at, or about the
Premises or Building, including the violation of or failure to
comply with any applicable laws, statutes, ordinances,
standards, rules, regulations, orders, decrees, or judgments in
existence on the Lease Commencement Date or enacted,
promulgated, or issued after the date of this Lease;
E. Any breach or default in performance of any obligation on
Tenant's part to be performed under this Lease, whether before
or during the Lease Term or after its expiration or earlier
termination; and
F. This indemnification extends to and includes, without limitation,
claims for:
1. Injury to any persons (including death at any time
resulting from that injury);
2. Loss of, injury or damage to, or destruction of
property (including loss of use at any time resulting from that
loss, injury, damage, or destruction); and
3. All economic losses and consequential or resulting
damage or any kind.
Tenant's indemnification obligation hereunder shall survive the expiration or
earlier termination of this Lease until all claims against Agency involving any of
the indemnified matters are fully, finally, and absolutely barred by the applicable
statutes of limitation.
Agency does not and shall not waive any rights that it may have against Tenant
by this Section, because of the acceptance by Agency, or deposit with Agency, of
any insurance policy or certificate required pursuant to this Lease.
IN
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SECTION 7. USE
Tenant shall use the Premises for professional office space associated with the
functions of the Moorpark Chamber of Commerce subject to all applicable
governmental statutes, ordinances, codes, standards, rules and regulations. The
Premises shall not be used for any other purpose, except with the prior written
consent of the Agency Executive Director for the particular purpose, which
consent Tenant agrees may be withheld by the Agency Executive Director at his
or her sole and absolute discretion._ Tenant shall not allow any political action
committee to meet at the Premises.
Tenant agrees that parking area of Premises shall be available for public parking
on weekends and weekdays after business hours from time to time unless
parking spaces are needed for TenantCttambe use during these times. Tenant
also acknowledges the fact that one parking space, located in the northeast
corner of the parking lot, is to be reserved at all times for the General Manager of
the High Street Arts Center. The Agency or designee shall maintain sign
designating this space. The Agency, not Tenant, is responsible for monitoring
usage of this reserved space.
Agency acknowledges that the Tenant is allowing City of Moorpark based
nonprofit organizations at no cost to utilize the Premises for meetings. The
Agency believes this is a benefit to the City and such use of the Premises is
allowed under this Lease.
SECTION 8. UTILITIES
Tenant agrees to pay all charges and assessments for or in connection with
water, including water for landscape irrigation, sanitary sewer, electric current,
gas, and telephone or other utilities which may be furnished to or used upon the
Premises by Tenant during this Lease. Agency shall provide refuse disposal
services and landscape maintenance services. It is further agreed that in the
event Tenant shall fail to pay the above mentioned charges when due, Agency
shall have the right to pay the same on demand, together with interest thereon
and any other fees that may be due. The Agency shall be reimbursed by Tenant
for the amount of payment and interest thereon at the maximum rate allowed by
law with an additional fee in the amount of fifteen percent (15 %) administrative
costs within five (5) days of notice from Agency for any such payment by Agency.
SECTION 9. TAXES, ASSESSMENTS AND LIENS
Pursuant to subsection (b) of Section 107.6 of the Revenue and Taxation Code,
the property interest may be subject to property taxation. Tenant shall pay
directly to the tax collector, if and when due, all taxes and assessments which
may be levied against Tenant's possessory interest in the Premises and upon all
s
improvements and personal property which are located on the Premises. Within
five (5) days after the date when any tax or assessment would become
delinquent, Tenant shall serve upon Agency receipts or other appropriate
evidence establishing the payment.
Tenant shall keep the Premises and improvements free from all liens and
encumbrances by reason of the use or occupancy of the Premises by Tenant. If
any liens or encumbrances are filed thereon, Tenant shall remove the same at its
own cost and expense and shall pay any judgment and penalties which may be
entered thereon. Should Tenant fail, neglect or refuse to do so, Agency shall
have the right to pay any amount required to release any lien or encumbrance or
to defend any action brought thereon, and to pay any judgment or penalty, and
Tenant shall be liable to Agency for all costs, damages, and attorneys' fees, and
any amounts expended in defending any proceedings, or in the payment of any
lien, encumbrance, judgment or penalty. Agency may post and maintain upon the
Premises notices of non - responsibility as provided by laws. Upon demand by
Agency, Tenant shall post the bond contemplated by Civil Code Section 3143.
I
SECTION 10. WAIVER OF RELOCATION ASSISTANCE
Tenant hereby expressly and knowingly waives any and all rights that it may
have as an occupant of the property under the Relocation Assistance Act,
Government Code Section 7260, and the California Community Redevelopment
Law, Health and Safety Code Section 33000 et seq., or under any similar or
successor statutes.
SECTION 11. REMEDIES
In case of the failure or refusal of Tenant to comply with and perform each and all
of the terms and covenants on its part herein contained, this Lease and all rights
hereby given shall, at the option of the Agency, cease and terminate, and the
Agency shall have the right forthwith to remove Tenant's personal property from
the Premises at the sole cost, expense and risk of Tenant, which cost and
expense Tenant agrees to pay to Agency upon demand, together with interest
thereon at the maximum rate allowed by law from the date of expenditure by
Agency. Such action shall be proceeded by a 30 day written notice in accordance
with Section 2, defining procedures for termination of Lease by Agency,
contained herein.
SECTION 12. INSTALLATION BY TENANT
Tenant shall not make any alterations, additions, or improvements upon the
Premises without the prior written consent of the Agency Executive Director or
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his /her designee. Any alterations, or additions or improvements installed or
caused to be installed to the building or site, or any signage, fencing, floor
covering, interior or exterior lighting, plumbing fixtures, shades or awnings, or any
other improvements on the Premises (collectively "Installations ") shall be solely
at Tenant's cost and is not reimbursable by the Agency at any time, includinq at
the time of termination of the Lease by either the Tenant. or Agency. All
alterations, additions and improvements shall be done in a good and
workmanlike manner and diligently prosecuted to completion, and shall be
performed and maintained in strict accord with all federal, state, county, and local
laws, ordinances, codes, standards, and requirements relating thereto. Unless
otherwise expressly agreed to by the Agency, any alterations, additions and
improvements shall remain on and be surrendered with the Premises upon the
expiration or termination of this Lease. Tenant agrees to and shall indemnify,
defend and save Agency free and harmless against all liability, loss, damage,
costs, attorneys' fees and other expenses of any nature resulting from any
Tenant alterations, additions or improvements to the Premises.
SECTION 13. MAINTENANCE
Throughout the term of this Lease, Tenant shall, at Tenant's sole cost and
expense, maintain the Premises and all Installations, with the exception of the
landscaping and irrigation system thereon, in good order, condition, and repair
and in accordance with all applicable statutes, ordinances, rules and regulations.
Agency shall not be obligated to repair or maintain the Premises or Installations
in any manner throughout the term of this Lease, which repair shall include
vandalism, graffiti or caused by Tenant. Agency may elect to perform any
obligation of Tenant pursuant to this Section if Tenant fails or refuses to do so
and at Tenant's waiver of any rights or remedy for Tenant's default. Agency shall
be responsible for the structural integrity of the building, including foundation,
walls, heating, ventilation, and air conditioning systemHVAG Sy6 plumbing
system, electrical system and roof structure.
Tenant shall reimburse Agency for the cost and expense it incurred in the
performance of Tenant's obligation within fifteen (15) days of Agency's request
for payment. Should Agency perform any of the foregoing, such services shall be
at the sole discretion of Agency, and the performance of such services shall not
be construed as an obligation or warranty by Agency of the future or ongoing
performance of such services.
SECTION 143. PESTICIDES
Tenant shall be responsible for pest abatement on the Premises. Tenant shall
use pesticides and heFbiGi on the Premises only in strict accordance with all
applicable statutes, ordinances, rules and regulations. Tenant shall dispose of all
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pesticides and heFbiGide6, and any containers, clothing, equipment and other
materials contaminated therefrom in the manner prescribed by law. Tenant shall
indemnify, defend with legal counsel approved by Agency and hold harmless
Agency and its officers, employees, servants and agents from and against all
claims, actions, liabilities, losses, damages, costs, attorneys' fees and other
expenses of any nature resulting from Tenant's use of pesticides and - herb+c+des
anywhere on the Premises. The indemnification, legal defense and hold
harmless provisions of this Section shall survive the termination of the tenancy
and shall relate back to all periods of Tenant's previous possession of the
Premises.
SECTION 154-4. HAZARDOUS MATERIALS INDEMNITY
Tenant shall indemnify, defend with legal counsel approved by Agency and hold
harmless Agency and its officers, employees, servants and agents from and
against any and all claims, actions, liabilities, losses, damages, costs, attorneys'
fees and other expenses of any nature including, without limitation, (a) all
foreseeable and all unforeseeable consequential damages, directly or indirectly
arising out of the presence, use, generation, storage, release or disposal of
Hazardous Materials on the Premises, or arising out of the presence or use of
any underground tanks presently or hereafter located on the Premises, and (b)
the cost of any required or necessary repair, cleanup, or detoxification, and the
preparation of any response, remedial, closure or other required plans, to the full
extent that such action is attributable, directly or indirectly, to the presence, use,
generation, storage, release, or disposal of Hazardous Materials on the
Premises. The Tenant shall not be respORGible for HazaF o is Materials as sot
foFrh -*n SeGt'!E)R 14 of th4s Lease.
As used in this Section, and SeGtiGR 14 of this Lease Agreement, Hazardous
Materials means any substance, product, waste or other material of any nature
whatsoever which is or becomes listed, regulated or addressed pursuant to: (1)
the Comprehensive Environmental Response, Compensation and Liability Act of
1980, 42 U.S.C. Section 9601, et seg.( "CERCLA "); the Hazardous Materials
Transportation Act, 49 U.S.C., Section 1801, et seq.; the Resource Conservation
and Recovery Act, 42 U.S.C., Section 69011 et seq.; the Substances Control Act,
15 U.S.C., Section 2601, et seq.; the Clean Water Act, 33 U.S.C. Section 1251,
et seq.; the California Hazardous Waste Control Act, Health and Safety Code
Section 25100 et seq., the California Hazardous Substance Account Act, Health
and Safety Code Section 25330, et seq.; the California Safe Drinking Water and
Toxic Enforcement Act, Health and Safety Code Section 25249.51 et seq.;
California Health and Safety Code Section 25280, et M. (Underground Storage
of Hazardous Substances); theThe California Hazardous Waste Management
Act, Health and Safety Code Section 25170.1, et seq.; California Health and
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Safety Code Section 25501, et seg. (Hazardous Materials Response Plans and
Inventory); or the Porter - Cologne Water Quality Control Act, Water Code Section
13000, et seq., all as amended; (2) any other federal or state law or any local law
regulating, relating to, or imposing liability or standards of conduct concerning
any hazardous, toxic or dangerous waste, substance or material, as now is, or at
any time hereafter may be, in effect; and (3) any rule or regulation adopted or
promulgated under or pursuant to any of said laws.
If Tenant receives any notice, whether oral or written, of any inquiry, test,
investigation, enforcement proceeding, environmental audit or the like regarding
any Hazardous Material on the Premises, Tenant shall immediately serve
Agency with a copy of such notice.
The provisions of this Section shall survive the termination of the tenancy and
shall relate back to all periods of Tenant's previous possession of the Premises.
The provisions of this Section are intended to operate as an agreement pursuant
to Section 107(e) of CERCLA, 42 U.S.C. Section 9707(e), and California Health
and Safety Code Section 25364 to insure, protect, hold harmless and indemnify
Agency from any liability pursuant to such law. The Tenant shall not be
responsible for any conditions as stated above that existed prior to occupancy.
Tenant shall be responsible for any addition, increase or expansion of such
conditions.
SECTION 1645. NO WARRANTIES BY AGENCY
The Premises are accepted by Tenant in an "as is" condition and without any
representation or warranty by Agency as to the condition of the Premises or as to
fitness of the Premises for Tenant's use. Absence of markers does not
constitute a warranty by Agency of no subsurface installations.
SECTION 174-6. CASUALTY INSURANCE
Agency shall not be obligated to keep the Premises and the Installations thereon
insured against any insurable risk, nor shall Agency insure Tenant for any
personal injury or property damage. Tenant hereby and forever waives all rights
to claim or recover damages from Agency in any amount as the result of any
damage to the Premises or any Installation thereon or as a result of any injury to
any person upon the Premises.
SECTION 184-7. GOVERNING LAW
Tenant agrees that in the exercise of its rights under this Lease, Tenant shall
comply with all applicable federal, state, county and local laws and regulations in
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connection with its use of the Premises. The existence, validity, construction,
operation and effect of this Lease and all of its terms and provisions shall be
determined in accordance with the laws of the State of California.
SECTION 194-9. ENTRY BY AGENCY
During the tenancy, Agency may enter upon the Premises: (1) at any time in
case of emergency to examine the condition thereof and for the purpose of
undertaking such remedial action as Agency, at its sole and absolute discretion,
deems appropriate, and (2) at all reasonable times during normal business hours
to examine the condition thereof, including its environmental condition, and for
the purpose of undertaking such maintenance and repairs as Agency elects to
make pursuant to Section 13 above.
SECTION 204-9. ASSIGNMENT OR SUBLETTING
No portion of the Premises or of Tenant's interest in this Lease shall be
transferred by way of assignment or other voluntary or involuntary transfer or
encumbrance except as noted in Section 7 for uses by City of Moorpark based
nonprofit organizations at no cost.- No portion of the Premises or of Tenant's
interest in this Lease shall be transferred by way of sublease without the prior
written consent of the Agency Executive Director or his designee, which consent
Tenant agrees may be withheld by the AgencVExecutive Director at his sole and
absolute discretion. Sublease shall be limited to those uses directly related to
business promotion, economic development and historic preservation. Any
sublease without consent shall be void, and shall, at the option of the Agency,
terminate this Lease.
SECTION 2120. DEFAULT OR BREACH
Except as otherwise provided, at any time one party to this Lease is in default or
breach in the performance of any of the terms and conditions of this Lease, the
other party shall give written notice to remedy such default or breach. If the
default or breach is remedied within 30 days following such notice, then this
Lease shall continue in full force and effect. If such default or breach is not
remedied within 30 days following such notice or if the nature of the default is
such that it cannot reasonably be cured within 30 days, if one party fails to
commence to cure within the 30 day period, the other party may, at its option,
terminate this Lease. Such termination shall not be considered a waiver of
damages or other remedies available to either party because of such default or
breach. Each term and condition of this Lease shall be deemed to be both a
covenant and a condition.
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15
SECTION 2224. INSOLVENCY OR BANKRUPTCY
If Tenant shall be adjudged bankrupt or insolvent, this Lease shall thereupon
immediately terminate and the same shall not be assignable by any process of
law, or be treated as an asset of the Tenant under such adjudication, nor shall it
pass under the control of any trustee or assignee by virtue of any process in
bankruptcy or insolvency, or by execution or assignment for the benefit of
creditors. If any such event occurs, this Lease shall immediately become null and
void and of no effect, and Agency may thereupon repossess said Premises and
all rights of the Tenant thereupon shall cease and terminate.
SECTION 2322. DISPOSSESSION
In the event Tenant is lawfully deprived of the possession of the Premises or any
part thereof, at any time during the tenancy, by anyone other than Agency, it
shall notify Agency in writing, setting forth in full the circumstances in relation
thereto. Upon receipt of said notice, Agency may, at its option, either install
Tenant in possession of the Premises or terminate the tenancy and refund to
Tenant the pro rata amount of any pre -paid rent. No claim for damages of
whatsoever kind or character incurred by Tenant by reason of such
dispossession shall be chargeable against Agency.
SECTION 2422. CONDEMNATION
If the whole of the Premises should be taken by a public authority under the
power of eminent domain, then the term of this Lease shall cease on the day of
possession by the public authority. If only a part of the Premises should be taken
under eminent domain, Tenant shall have the right to either terminate this Lease
or to continue in possession of the remainder of the Premises. If Tenant remains
in possession, all of the terms hereof shall continue in effect, the rental payable
being reduced proportionately for the balance of this Lease. If a taking under the
power of eminent domain occurs, those payments attributable to the leasehold
interest of the Tenant shall belong to the Tenant, and those payments
attributable to the reversionary interest of the Agency shall belong to the Agency.
SECTION 2524. WAIVER
A waiver by either party of any default or breach by the other party of any
provision of this Lease shall not constitute or be deemed to be a waiver of any
subsequent or other default or breach. No waiver shall be binding, unless
executed in writing by the party making the waiver. No waiver, benefit, privilege,
or service voluntarily given or performed by either party shall give the other party
any contractual right by custom, estoppel, or otherwise. The subsequent
13
16
acceptance of rent pursuant to the Lease shall not constitute a waiver of any
preceding default or breach by Tenant other than default in the payment of the
particular rental payment so accepted, regardless of Agency's knowledge of the
preceding default or breach at the time of accepting the rent; nor shall
acceptance of rent or any other payment after termination of the tenancy
constitute a reinstatement, extension, or renewal of the Lease or revocation of
any notice or other act by Agency.
SECTION 262. ACQUIESCENCE
No acquiescence, failure or neglect of any party hereto to insist on strict
performance of any or all of the terms hereof in one instance shall be considered
or constitute a waiver of the rights to insist upon strict performance of the terms
hereof in any subsequent instance.
SECTION 272. PARTIES BOUND AND BENEFITED
The covenants and conditions herein contained shall apply to and bind the heirs,
successors, executors, administrators, and assigns of all the parties hereto, and
all of the parties hereto shall be jointly and severally liable hereunder.
SECTION 282. CONDITION UPON TERMINATION
Upon termination of the tenancy, Tenant shall surrender the Premises to Agency
including all installations, broom clean and in the same condition as received,
except for ordinary wear and tear which Tenant was otherwise obligated to
remedy under Section 13 4-2— above. Any Installations, which Tenant installs
during occupancy in accordance with Section 12 Hof this Lease shall become
the possession of the Agency. Tenant shall repair at Tenant's expense any
damage to the Premises caused by the Tenant.
Any installations, improvements, or additions to the Premises prior to the
execution of this Lease shall be deemed as part of the Premises and shall be the
possession of the Agency.
SECTION 292. TENANT'S FAILURE TO REMOVE PERSONAL PROPERTY
Upon termination of the tenancy, Agency may reenter and retake possession of
the Premises and store Tenant's personal property for a period of 30 days at
Tenant's cost and expense. If Tenant fails to pick up said personal property and
pay said cost and expenses during said 30 day period, Agency may dispose of
14
17
any or all of such personal property in any manner that Agency, in its sole and
absolute discretion, deems appropriate.
If any of Tenant's personal property remains on the Premises after the
termination of the tenancy, Agency may use, dispose of, or sell any of said
property, in its sole and absolute discretion, without compensating Tenant for the
same and without the Agency having any liability whatsoever therefore.
SECTION 3029. NO RECORDATION
Neither this Lease nor a memorandum thereof shall be recorded by Tenant.
SECTION 3130. ATTORNEYS' FEES
In the event any action, suit or proceeding is brought for the enforcement of, or
the declaration of, any right or obligation pursuant to this Lease or as a result of
any alleged breach of any provision of this Lease, or for an unlawful detainer
action, the prevailing party shall be entitled to recover its costs and expenses,
including reasonable attorneys' fees, from the losing party, and any judgment or
decree rendered in such a proceeding shall include an award thereof.
SECTION 3234. NOTICES AND PAYMENTS
All notices required under this Lease, including notices of change of address,
shall be in writing, and all notices and payments shall be addressed as follows:
Agency: Redevelopment Agency of the City of Moorpark
799 Moorpark Avenue
Moorpark, California 93021
Attn: Executive Director
Tenant: Moorpark Chamber of Commerce
18 High Street
Moorpark, California 93021
Attn: Patrick Ellis, President & CEO
Either party may, from time to time, by written notice to the other, designate a
different address, which shall be substituted for the one specified above. Except
as otherwise provided by statute notice shall be deemed served and received
upon receipt by personal delivery or upon the second (2nd) day after deposit in
the United States mail, certified or registered, return receipt requested, with
postage prepaid.
15
SECTION 3332. PARTIAL INVALIDITY
If any provision of this Lease is found by a court of competent jurisdiction to be
invalid, void or unenforceable, the remainder of this Lease shall nonetheless
remain in full force and effect to the full extent allowed by law.
SECTION 3433. GENDER AND NUMBER
For the purpose of this Lease wherever the masculine or neuter form is used, the
same shall include the masculine or feminine, and the singular number shall
include the plural and the plural number shall include the singular, wherever the
context so requires
SECTION 3534. SECTION HEADINGS
Section headings in this Lease are for convenience only, and they are not
intended to be used in interpreting or construing the terms, covenants and
conditions of this Lease.
SECTION 3636. INTEGRATION AND MODIFICATION
This Lease constitutes the entire agreement of the parties concerning the subject
matter hereof and all prior agreements and understandings, oral or written, are
hereby merged herein.
This Lease may not be modified or amended except: (1) in a writing signed by all
of the parties hereto; or (2) upon expiration of 30 days service in accordance with
Civil Code Section 1946, or any successor statute in effect on the date the
written notice is served by Agency on Tenant of a written notice setting forth the
modification or amendment.
The parties agree that no estoppel argument can be raised during legal
proceedings in order to avoid the provisions of this Section.
SECTION 3736. TIME
Time is of the essence of this Lease.
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19
SECTION 3837.
INTERPRETATION
Should interpretation of this Lease, or any portion thereof, be necessary, it is
deemed that the Lease was prepared by the parties jointly and equally, and the
Lease shall not be interpreted against either party on the ground that the party
prepared it or caused it to be prepared.
SECTION 3939. VENUE
This Lease is made, entered into, and executed in Ventura County, California,
and any action filed in any court for the interpretation, enforcement or other
action arising from any term, covenant or condition herein shall be filed in the
applicable court in Ventura County, California.
SECTION 4039. NON - DISCRIMINATION
In accordance with Health and Safety Code Section 33435 of the California
Community Redevelopment Law, the Tenant shall not discriminate against any
person or class of persons by reason of race, color, creed, national origin,
religion, age or sex or for any other reason prohibited by law.
IN WITNESS WHEREOF, the parties have caused this Lease to be executed by their
duly authorized representatives as of the date first written above.
TENANT:
Lm-
Patrick Ellis, Moorpark Chamber of Commerce
LESSOR:
Redevelopment Agency of the City of Moorpark
Date:
By: Date:
Steven Kueny, Executive Director
ATTEST:
By: Date:
Deborah S. Traffenstedt, Agency Secretary
17
Exhibit A
Insurance Requirements
TenantLessee, at Tenant's Lessee's expense, shall throughout the term of this Lease,
maintain:
Commercial Property Insurance covering the leased premises, fixtures, equipment,
building, all property situated in, on, or constituting a part of the premises and any
improvements. Coverage shall be at least as broad as the Insurance Services Offices
broad causes of loss form CP 10 20, and approved of in writing by City. Coverage shall
be sufficient to insure 100% of the replacement value and there shall be no coinsurance
provisions. The policy shall include an inflation guard endorsement, 100% rents
coverage, contents coverage, coverage for personal property of others, ordinance or
law and increased cost of construction coverage. City shall be included as an insured
and as loss payee on any such insurance. City shall not be liable for any business
income or other consequential loss sustained by Lessee. City shall not be liable for any
loss of Lessee's personal property even if such loss is caused by negligence of City,
City's employees or agents.
Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no
event to be less than $100,000 per accident. If TenantGensu#aet owns no vehicles, this
requirement may be satisfied by a non -owned auto endorsement to the general liability
policy described above. If TenantGonsu or Tenant's employees will
use personal autos, or autos rented from a Car Rental Agency, in any way on this
project, TenantGORS ►ltaRt shall provide evidence of personal auto liability for each such
person.
Commercial General Liability Insurance and Umbrella Liability Insurance (with
drop down coverage applicable when underlying does not apply) that pays on behalf of
the insured, provides defense in addition to limits, concurrent starting and ending dates
for both primaryy and umbrella coverage, naming City as additional insured. Said
coverage to encompass bodily injury and property damage during the policy period,
personal injury and advertising injury caused by an offense during the policy period.
Coverage will not exclude suits between insureds.
Coverage and limits shall apply to the full extent of the policy with no limitations to
vicarious liability for additional insureds and extending coverage to any location for
operations or activities necessary or incidental to the operations of the leased premises.
Coverage limits for primary and umbrella liability insurance combined to be no less than
$1,000,000 per occurrence and $2,000,000 annually in the aggregate. This is the
minimum requirement and is not considered as precluding City from availing itself of any
additional coverage or limits available from Lessee. Coverage provided by Lessee is
IM]
21
intended to apply first on a primary non - contributing basis in relation to any insurance or
self- insurance of City. City shall approve deductibles.
Lessee agrees to waive rights of subrogation as to City and to have all policies of
insurance required here endorsed to permit such waiver. All insurance provided
pursuant to this requirement is to be provided by insurers admitted and authorized to do
business in the state of California with minimum Best's rating of A:VII. The insurance
coverage and limits required here shall not be construed as a limit of Lessee's liability.
Rent shall not abate by any reason of damage to or destruction of the premises. Any
rent insurance proceeds received by City by reason of such damage or destruction of
leased premises shall be applied by City to the payment of rent, but this shall not relieve
Lessee of any obligation under the lease including the obligation to pay rent.
Proof of insurance using certificates of insurance and standard ISO endorsement No.
CG 2010 with an edition prior to 1992 must be delivered to City no later than 30 days
following execution of this Lease. If Lessee fails to comply, City has the right but not the
duty to purchase such coverage and charge the premium to Lessee who must promptly
pay said premium. Lessee agrees to be personally responsible for all losses not
covered by insurance whether by reason of coverage being inapplicable or by Lessee's
failure to obtain coverage.
Workers' Compensation on a state - approved policy form providing statutory benefits
as required by law with employer's liability limits no less than $1,000,000 per accident or
disease.
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22
ITEM 5.13.
CITY OF MOORPARK, CALIFORNIA
Redevelopment Agency Meeting
of a -a -010 it
MOORPARK REDEVELOPMENT AGE91CY a -d-fW
AGENDA REPORT °e�'�"
BY
To: Honorable Agency Board of Directors
J�
From: David C. Moe II, Redevelopment Manager Qv
Date: January 27, 2011 (Agency Meeting of 2102111)
Subject: Consider Option Agreement with the City of Moorpark to Purchase
Agency Land Held for Resale
BACKGROUND & DISCUSSION
On Monday, January 10, 2011, Governor Jerry Brown released his FY 2011 -12 State
budget proposal. The proposed budget has a $25.4 billion deficit. The Governor
proposes $26.4 billion in solutions to close the budget deficit. One of the solutions
would completely eliminate redevelopment agencies in an effort to divert $1.7 billion to
the State General Fund. The elimination of redevelopment agencies after the passage
of Proposition 22 last November raises many legal, technical, and political issues.
The Governor's proposal to abolish redevelopment agencies as of July 1, 2011, also
calls for urgency legislation to prohibit existing agencies from creating new contracts or
obligations. On January 12, the Legislative Analyst released an analysis of the
Governor's Budget proposals and suggested that the Legislature take action as soon as
possible to pass urgency legislation prohibiting redevelopment agencies "from taking
further actions that increase their debt." State actions on the budget could also impact
the Redevelopment Agency of the City of Moorpark (Agency) opportunity to utilize
property acquired for projects, Therefore, Staff recommends entering into an agreement
with the City of Moorpark to safeguard the Redevelopment Agency of the City of
Moorpark's (Agency) land held for resale. Attachment A is an option agreement
between the Agency and the City of Moorpark (City). This agreement will provide the
City an option to purchase all of the Agency's land held for resale.
This proposed action does not increase the Agency's debt and is intended to allow
completion of planned Agency activities consistent with the Five -Year Implementation
Plan. These activities include affordable housing and economic development objectives
that could not be accomplished without the acquisition and public ownership of the land.
The activities, when completed would return the land to private ownership or hold it for
general public benefit such as street widening, parking facilities and parks.
23
Honorable Agency Board of Directors
January 27, 2011
Page 2
If in the future the City exercises its options it would be because the Agency is no longer
in a financial position to do the projects, no longer exists, or has been legally prohibited
from doing so.
Regardless of the Agency's legal existence, the intended uses of the land affected by
this Option Agreement would facilitate not only Agency objectives but long- standing
identified community objectives as well.
According to the California Redevelopment Association and the State Building and
Construction Trades Council of California, AFL -CIO, if Governor Brown's budget is
adopted:
o It will kill 300,000 jobs a year provided by redevelopment projects, most of
them construction jobs; and
o It will encourage sprawl development and increase greenhouse gas
emissions in the future and limit the construction of affordable housing; and
o It will deprive the state and local agencies of $2 billion in new revenues
generated from these projects.
FISCAL IMPACT
The Agency will receive $1.00 per parcel from the City in exchange for the option to
purchase the Agency's land held for resale.
STAFF RECOMMENDATIONS
1. Approve option agreement with the City of Moorpark for the right to purchase
Agency's land held for resale, subject to final language approval by Executive
Director and Agency Counsel; and
2. Authorize the Executive Director to execute the Option Agreement.
Attachment "A ": Option Agreement
RZ
ATTACHMENT A
OPTION AGREEMENT
This Option Agreement (the "Agreement ") is made on ,
2011 ( "Effective Date ") by and between the City of Moorpark, California (the
"Optionee "), and the Redevelopment Agency of the City of Moorpark (the
"Optionor "), who agree as follows:
1. Recitals. This Agreement is made with reference to the following
facts and circumstances:
a. The Optionor is the present owner of certain real property
located in Ventura County, California, and more particularly described on Exhibit
"A" attached to this Agreement. The real property is referred to herein as the
"Agency Property."
b. Optionee desires to acquire the exclusive right to purchase
the Agency Property without becoming obligated to purchase it.
C. Optionor and Optionee agree on the prices and conditions of
purchase for the Agency Property.
2. Grant of Option. Optionor grants to Optionee the exclusive right
and option (the "Option ") to purchase the Agency Property, or any portion of the
Agency Property, at a purchase price and under the terms and conditions set
forth in this Agreement. A memorandum of the Option in the form of Exhibit "B"
hereto will be recorded concurrently with execution of this Agreement.
3. Option Period. The Option will commence on the Effective Date
and will remain in effect and continue for a period of 1 year thereafter ( "Option
Period "). Upon written notification presented to the Agency prior to the expiration
of the initial Option Period or the expiration of an extended Option Period, the
City may unilaterally extend this Option for two (2) additional one -year periods.
4. Consideration. The Option is granted in consideration of the
payment by Optionee to Optionor of the sum of Dollars and
No Cents ($ .00) (the "Option Price "), receipt of which is hereby
acknowledged by Optionor.
5. Retention of Option Price. If the Option is not exercised, or if the
Option is not exercised in accordance with the terms of this Agreement, then the
Option Price will be retained by Optionor in consideration of the granting of this
Option.
6. Method of Exercise. Optionee may exercise this option as to the
entirety of the Agency Property or as to any individual parcel constituting the
25
Agency Property by giving written notice to Optionor (the "Exercise Notice "). To
be effective, the Exercise Notice must include justification for the public purpose
of the Agency Property to be acquired sufficient for Optionor to make findings
pursuant to that version of California Health and Safety Code section 33445 in
effect on the Effective Date so as to justify the transfer of the property to
Optionee. The Exercise Notice shall be accompanied by the sum of One Dollar
and No Cents ($1.00) for each parcel of Agency Property to be acquired
pursuant to the Exercise Notice. The foregoing shall not be construed to disallow
the making of multiple Exercise Notices if Optionee determines that it is best
served by making multiple purchases of the parcels constituting the Agency
Property during the term of the Option Period.
7. Contract for Purchase and Sale of Real Property. In the event that
the Optionee exercises the Option as provided for herein, Optionor agrees to sell
and Optionee agrees to buy an interest in the Agency Property, or any portion of
the Agency Property denoted in an Exercise Notice, and both parties agree to
execute a contract for such purchase and sale.
8. Automatic Termination. If Optionee fails to exercise the Option in
accordance with the terms contained in this Agreement, then this Agreement and
the Option will automatically and immediately terminate without notice. In that
event, Optionee agrees to execute, acknowledge and deliver to Optionor, within
five (5) days of request, a release, quitclaim deed or any other document
required by Optionor or a title insurance company to verify or confirm the
termination of this Agreement.
9. Assignment. This Agreement and the Option granted under it are
personal to the Optionee. The Optionee may not assign, convey or in any other
manner transfer or encumber all or any part of this Agreement, the rights and
duties of Optionee under this Agreement or the Option granted under this
Agreement, without prior written permission from Optionor. If such an
assignment, conveyance or other transfer is attempted or made by Optionee
without prior written permission from Optionor, the Optionee's rights under this
Agreement and the Option will automatically terminate without notice.
10. Notices. All notices and other communications required or permitted
to be given under this Agreement by one party to the other shall be in writing
addressed to the recipient party's Notice Address set forth below and shall be
deemed to have been duly given or made (a) if delivered personally (including by
commercial courier or delivery service) to the party's Notice Address, then as of the
date delivered (or if delivery is refused, upon presentation), or (b) if mailed by
certified mail to the party's Notice Address, postage prepaid and return receipt
requested, then at the time received at the party's Notice Address as evidenced by
the return receipt, or at the time shown on the return receipt as the date on which
the post office determined the notice could not be delivered, or (c) if mailed by first
class mail to the party's Notice Address, postage prepaid, then at the time received
E
ee.
at the party's Notice Address. A party may only change its Notice Address by a
notice given in the foregoing form and manner. The Notice Addresses of the
parties are as follows:
Optionor Executive Director
Community Redevelopment Agency of the City
of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
Optionee City Manager
City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
11. Other Provisions.
a. This Agreement shall be governed by and construed in
accordance with the laws of the State of California. The terms of this Agreement
were freely and voluntarily negotiated between the parties and none of the parties
to it shall have any term or provision construed against it solely by reason of its
having drafted the same.
b. This Agreement and all exhibits attached to it constitute the
entire agreement of the parties with respect to the subject matter hereof and
supersede all prior or contemporaneous agreements, promises, negotiations,
representations or understandings (whether written or oral) with respect thereto.
c. If either party hereto brings an action to enforce the terms
hereof or declare rights hereunder, the prevailing party in such action, on trial or
appeal, shall be entitled to reasonable attorneys' fees to be paid by the losing party
as fixed by the court.
d. No amendment of this Agreement and no waiver of any term
or condition of this Agreement shall be effective or enforceable unless contained in
a writing signed by Optionor and Optionee.
e. Except as otherwise provided herein, this Agreement shall
inure to the benefit of and be binding upon the parties hereto and their respective
successors and assigns.
3
27
IN WITNESS WHEREOF, Optionor and Optionee have executed this Agreement
as of the date written by their signatures.
CITY OF MOORPARK ( "OPTIONEE "):
By:
Dated:
Janice Parvin, Mayor
ATTEST:
IS
Maureen Benson, City Clerk
Dated:
REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK ( "OPTIONOR "):
By:
Steven Kueny, Executive Director
Dated:
ATTEST:
Dated:
Maureen Benson, Agency Secretary
4
Agency Owned Properties:
511 -0- 050 -140 / 661 Moorpark Avenue
511 -0- 050 -080 / 47 West High Street
511 -0 -050 -175 / 83 West High Street
512 -0- 062 -120 / 798 Moorpark Avenue
512 -0- 062 -020 / 782 Moorpark Avenue
512 -0- 093 -080 / 296 Charles Street
512 -0- 090 -105 / Azkenazy
68 High Street / Old BBQ Joint
104 High Street/Maria's Family Restaurant
18 High Street/Chamber of Commerce
220 & 222 High Street/Moorpark Active Seniors
512 -0- 081 -110 / 81 Charles Street
511 -0- 101 -350 / 347 Moorpark Avenue
512 -0- 081 -110 / 467 High Street
512 -0- 091 -080 / 45 High Street
512 -0- 103 -040 / 81 First Street
511 -0- 050 -090
511 -0- 090 -230 / West of Moorpark
512 -0- 090 -100 /West of Moorpark
512 -0- 150 -765 / Fitch Avenue
512 -0- 171 -225
512 -0- 171 -245
506 -0- 020 -130 / 250 E. Los Angeles Avenue
512 -0- 081 -020, 030, 040 / 396 Charles Street
512 -0- 081 -080 / 484 Charles Street
512 -0- 081 -050 / 450 Charles Street
512 -0- 081 -060 / 460 Charles Street
511 -0- 030 -300 / 1063 Walnut Canyon
511 -0- 030 -290 / 1073 Walnut Canyon
511 -0- 030 -270 / 1095 Walnut Canyon
511 -0- 030 -260 / 1113 Walnut Canyon
511 -0 -040 -130, 1401 1293 Walnut Canyon
512 -0- 091 -090 / 33 E. High Street
511 -0- 040 -120 / 1331 Walnut Canyon
512 -0- 062 -110 / 765 Walnut Street
512 -0- 063 -010 / 780 Walnut Street
506 -0- 050 -080 / Surplus parcel DD2 -03 -01
511 -0- 030 - 280/1083 Walnut Canyon
513 -0- 024 -105, 135 / Princeton - 2 parcels
512 -0- 102 -100 / 112 First Street
512 -0- 102 -110 / 124 First Street
450 High Street
29
EXHIBIT "B"
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Executive Director
Community Redevelopment Agency
of the City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
MEMORANDUM OF OPTION
This Memorandum of Option Agreement for Purchase of Real Property
( "Memorandum ") is made and entered into as of , 2011, by and
between the Community Redevelopment Agency of the City of Moorpark
( "Optionor "), and the City of Moorpark, California ( "Optionee ").
1. Optionor hereby grants to Optionee an option (the "Option ") to
purchase the real property and improvements described in Schedule 1" attached
hereto (collectively, the "Optioned Property ") on the terms and conditions set
forth in that certain Option Agreement of even date herewith between Optionor and
Optionee, and as mores specifically set forth therein (the "Option Agreement ").
Capitalized terms not expressly defined herein shall have the meaning set forth in
the Option Agreement.
2. Optionee shall have the right to exercise the Option in the mariner
provided in the Option Agreement at any time during the Option Period(as
defined in the Option Agreement).
3. The parties have executed and recorded this instrument to give
notice of the Option Agreement and the respective rights and obligations of
Optionee and Optionor. The price and other terms are in the unrecorded Option
Agreement, which is incorporated by reference in its entirety in this Memorandum.
In the' event of any inconsistency between this Memorandum and the Option
Agreement, the Option Agreement shall control. This Memorandum and the
Option Agreement shall bind and inure to the benefit of the parties and their
respective heirs, successors, and assigns, subject, however, to the provisions of
the Option Agreement on assignment.
4. This Memorandum and the Option Agreement are governed by
California law.
0
e.
IN WITNESS WHEREOF, the parties have executed this Memorandum as
of the date first set forth above.
"Optionor"
By:
Name:Steven Kueny
Title: Executive Director
"Optionee"
By:
Name:Janice Parvin
Title: Mayor
31
Agency Owned Properties:
511 -0- 050 -140 / 661 Moorpark Avenue
511 -0- 050 -080 / 47 West High Street
511 -0- 050 -175 / 83 West High Street
512 -0- 062 -120 / 798 Moorpark Avenue
512 -0- 062 -020 / 782 Moorpark Avenue
512 -0- 093 -080 / 296 Charles Street
512 -0- 090 -105 / Azkenazy
68 High Street / Old BBQ Joint
104 High Street/Maria's Family Restaurant
18 High Street/Chamber of Commerce
220 & 222 High Street/Moorpark Active Seniors
512 -0 -081 -110 / 81 Charles Street
511 -0- 101 -350 / 347 Moorpark Avenue
512 -0 -081 -110 / 467 High Street
512 -0- 091 -080 / 45 High Street
512 -0- 103 -040 / 81 First Street
511 -0- 050 -090
511 -0- 090 -230 / West of Moorpark
512 -0- 090 -100 / West of Moorpark
512 -0- 150 -765 / Fitch Avenue
512 -0- 171 -225
512 -0- 171 -245
506 -0- 020 -130 / 250 E. Los Angeles Avenue
512 -0- 081 -020, 030, 040 / 396 Charles Street
512 -0- 081 -080 / 484 Charles Street
512 -0- 081 -050 / 450 Charles Street
512 -0- 081 -060 / 460 Charles Street
511 -0- 030 -300 / 1063 Walnut Canyon
511 -0- 030 -290 / 1073 Walnut Canyon
511 -0- 030 -270 / 1095 Walnut Canyon
511 -0- 030 -260 / 1113 Walnut Canyon
511 -0- 040 -130, 140 / 1293 Walnut Canyon
512 -0- 091 -090 / 33 E. High Street
511 -0- 040 -120 / 1331 Walnut Canyon
512 -0 -062 -110 / 765 Walnut Street
512 -0- 063 -010 / 780 Walnut Street
506 -0 -050 -080 / Surplus parcel DD2 -03 -01
511 -0- 030 - 280/1083 Walnut Canyon
513 -0- 024 -105, 135 / Princeton - 2 parcels
512 -0 -102 -100 / 112 First Street
512 -0 -102 -110 / 124 First Street
450 High Street
W
ITEM 5.C.
CITY OF MOORPARK. CALIFORNIA
Redevelopment Agency Meeting
MOORPARK REDEVELOPMENT AfIG -Y a �a •a o I
da
AGENDA REPORT arnoN: �
- a 74A
TO: Honorable Agency Board of Directors
FROM: David C. Moe II, Redevelopment Manager
DATE: January 21, 2011 (Agency Meeting of 2/2/11)
SUBJECT: Consider Resolution Approving and Authorizing Reimbursement
Agreement Between the Redevelopment Agency of the City of
Moorpark and the City of Moorpark for the Construction of the High
Street Streetscape and a Neighborhood Park at 161 Second Street,
and Amending the Fiscal Year 2010/11 Budget
BACKGROUND AND DISCUSSION
Staff is proposing the Redevelopment Agency of the City of Moorpark ( "Agency ")
finance the acquisition of 161 Second Street ( "Property "), construction of a 15,000
square foot neighborhood park and construction of the High Street Streetscape
Improvements ( "Streetscape "). The proposed park would be larger than Magnolia Park
and have similar amenities. The design of the park would not begin until the Property
has been acquired by the City of Moorpark. The Streetscape has already been
conceptually designed and is ready to process with construction drawings. The
proposed neighborhood park and Streetscape are collectively called "Public
Improvements"
The Property is partially improved with a single family dwelling. The purchase price of
the Property is $520,000.00, which includes escrow related costs to this transaction.
The cost to remove the improvements is estimated at $10,000.00 and the cost to
relocate the tenants is estimated to be $30,000.00. The cost of a professional service
agreement to conduct the relocation would be approximately $20,000.00. Staff
anticipates the cost to construct the park with contingencies to be approximately
$420,000.00. The total cost to acquire the Property and construct the park is
$1,000,000.00 from the MRA 2006 Tax Allocation Bond Fund, which currently has
$2,500,000.00 available for projects.
The cost to construct the Streetscape as planned is approximately $5,000,000.00. Staff
is proposing to encumber $1,500,000.00 from the MRA 2006 Tax Allocation Bond Fund
33
Honorable Agency Board of Directors
February 2, 2011
Page 2
for the first phase and utilizing any net available tax increment to finance the remainder
of the project.
Attachment B is a reimbursement agreement between the Agency and the City of
Moorpark in the amount of $2,500,000.00. This agreement provides the City of
Moorpark with the needed funds to construct the Public Improvements consistent with
the City's Park Master Plan and Five Year Implementation Plan.
FISCAL IMPACT
A budget amendment in the amount of $2,500,000.00 from the MRA 2006 Tax
Allocation Bond Fund (2905) is needed to close escrow for the purchase of the Property
and supply the needed funds to construct the neighborhood park.
STAFF RECOMMENDATION (ROLL CALL VOTE REQUIRED)
1. Adopt Resolution No. 2011 - ; and
2. Authorize the Executive Director to execute the reimbursement agreement,
subject to final language approval by the Executive Director and Agency
Counsel.
Attachment "A" Resolution No. 2010 -
Attachment "B" Reimbursement Agreement
34
Attachment A
RESOLUTION NO. 2011 -
A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF MOORPARK, CALIFORINA APPROVING AND
AUTHORIZING EXECUTION OF A PUBLIC IMPROVEMENT
REIMBURSEMENT AGREEMENT BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK
AND CITY OF MOORPARK FOR THE CONSTRUCTION OF THE
HIGH STREET STREETSCAPE; ACQUISITION OF PROPERTY
AND CONSTRUCTION OF A NEIGHBORHOOD PARK TO BE
LOCATED AT 161 SECOND STREET; AND AMENDING THE
FISCAL YEAR 2010/2011 BUDGET BY APPROPRIATING
$2,500,000.00 FROM THE MRA 2006 TAX ALLOCATION BOND
PROCEEDS FUND (2905)
WHEREAS, the Redevelopment Agency of the City of Moorpark ( "Agency ") is
carrying out the Redevelopment Plan ( "Redevelopment Plan ") for the Moorpark
Redevelopment Project ( "Project "); and
WHEREAS, under the Redevelopment Plan, the City of Moorpark ( "City ") shall
aid and cooperate with the Agency in carrying out the Project and shall take actions
necessary to ensure the fulfillment of the purposes of the Redevelopment Plan and to
eliminate and prevent the recurrence or spread of conditions causing blight within the
area of the Project ( "Project Area "); and
WHEREAS, pursuant to Section 33220 of the California Community
Redevelopment Law (Health and Safety Code Section 33000, et seq.) (the "CRL "), for
the purposes of aiding and cooperating in the planning, undertaking, construction or
operation of redevelopment projects within the Project Area, the City may, among other
things, exercise the following powers: sell or lease any of its property to the Agency;
cause public improvements to be furnished in connection with redevelopment projects;
plan or replan and zone or rezone any part of a redevelopment project and enter into
agreements with the Agency respecting actions to be taken pursuant to any such
powers; and
WHEREAS, pursuant to Section 33445(a) of the CRL, the Agency may, with the
consent of the City Council of the City of Moorpark ( "City Council "), pay all or part of the
value of the land for and the cost of the installation and construction of any buildings,
facilities, structures or other improvements which are publicly owned and located inside
or contiguous to a project area upon a determination by the City Council that such
building, facilities, structures or other improvements are of benefit to the project area by
helping to eliminate blight within the project area, that no other reasonable means of
financing the acquisition of the land or installation or construction of such buildings,
facilities, structures or other improvements that are publicly owned are available to the
community, that the payment of funds for the acquisition of the land or installation or
construction of the building, facilities, structure or other improvements that are publicly
owned is consistent with the implementation plan adopted by the Agency pursuant to
Section 33490 of the CRL; and
OAK #4817- 9704 -5256 v3
35
Honorable Agency Board
February 2, 2011
Page 2 of 4
WHEREAS, pursuant to Section 33445(c) of the CRL, when the value of the land
or the cost of installation and construction of a building, facility, structure, or other
improvement that is publicly owned, or both, has been, or will be, paid or provided for
initially by the City, the Agency may enter into a contract with the City under which the
Agency agrees to reimburse the City for all or part of the value of the land or all or a
part of the cost of the building, facility, structure or other improvement that is publicly
owned, or both, by periodic payments over a period of years; and
WHEREAS, the Agency will have a remaining balance of $2,500,000.00 in the
MRA 2006 Tax Allocation Bond Fund (2905) available for additional projects after the
construction of the Ruben Castro Human Services Center; and
WHEREAS, the Agency and City Council have prepared and wish to enter into a
Public Improvement Reimbursement Agreement ( "Agreement ") to provide for City's
development and construction of the High Street Streetscape and a neighborhood park
located at 161 Second Street ( "Public Improvements ") within the Project Area and
Agency's reimbursement of City for the costs of the Public Improvements; and
WHEREAS, a program Final Environmental Impact Report was prepared and
certified on the Redevelopment Plan ( "Final EIR ") in accordance with the California
Environmental Quality Act ( "CEQA "), which included analysis of public improvements on
a programatic level; and
WHEREAS, at this time there are no preliminary drawings, plans or other
sufficient information to enable a meaningful environmental assessment of the specific
Public Improvements, therefore, the Agreement provides that the commitment of funds
to and commencement of the specific projects set forth therein shall be subject to
completion of additional environmental review and analysis, as required by CEQA; and
WHEREAS, on June 16, 2010, the Board of Directors adopted the Operating
and Capital Improvement Projects Budget for Fiscal Year 2010/2011; and
WHEREAS, a staff report has been presented to the Board of Directors
requesting a budget adjustment in the aggregate amount of $2,500,000.00 in the MRA
2006 Tax Allocation Bond Proceeds ( "TAB ") Fund (2905); and
WHEREAS, Exhibit "A ", attached hereto and made a part hereof, describes said
budget amendment and the resultant impacts to the budget line item.
NOW, THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF
MOORPARK DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1. Agency hereby finds and determines that the provision of the
proposed Public Improvements are of benefit to the Project Area as they will help to
eliminate blight within the Project Area, that no other reasonable means of financing the
OAK #4817 - 9704 -5256 02
36
Honorable Agency Board
February 2, 2011
Page 3 of 4
Public Improvement are available to the community; and that the payment of funds for
the Public Improvement is consistent with the Agency's Implementation Plan for the
Project adopted pursuant to Section 33490 of the CRL. These findings and
determinations are based upon the following facts:
a. The Public Improvements are located within the Project Area
and will assist in eliminating the blighting condition of
inadequate recreation facilities in the downtown
neighborhoods.
b. Although the City is able to aid and assist the Agency by
undertaking the Public Improvements and initially providing
the funds necessary for the acquisition of land or the
construction or installation of the Public Improvements, the
City lacks the resources necessary to fund the Public
Improvements from the General Fund, and other potential
sources of funds are not available at this time.
C. The Implementation Plan for the Moorpark Redevelopment
Project contains the specific goals and objectives of the
Agency for the Project Area, the specific programs, including
potential projects, and estimated expenditures proposed to
be made during the next five years, and an explanation of
how the goals and objectives, programs, and expenditures
will eliminate blight within the Project Area set forth in the
Community Redevelopment Law. The Public Improvement
is consistent with the Implementation Plan, as the goals and
programs provide funding for public facilities, such as
parking facilities, parks and recreation facilities, landscaping
and other amenities, which serve properties and people in
the Project Area.
SECTION 2. Agency hereby approves the Public Improvement Reimbursement
Agreement and hereby authorizes and directs the Executive Director of the Agency to
execute the Agreement on behalf of the Agency, subject to any minor, technical or
clarifying changes that may be approved by the Agency's legal counsel. The Agency
hereby further authorizes and directs the Executive Director to take all actions and
execute all documents as necessary to carry out the Agreement and accomplish the
acquisition of land and construction of the Public Improvements and the Agency's
reimbursement of City for the costs of the Public Improvements as provided for in the
Agreement.
SECTION 3. A budget amendment in the amount of $2,500,000.00 from the
MRA 2006 TAB Fund (2905), as more particularly described in Exhibit "A ", attached
hereto, is hereby approved for the Public Improvements.
OAK #4817 -9704 -5256 v33
37
Honorable Agency Board
February 2, 2011
Page 4 of 4
SECTION 4. The Agency Secretary shall certify to the adoption of this resolution
and shall cause a certified resolution to be filed in the book of original Resolutions.
PASSED AND ADOPTED this day of February, 2011.
Janice S. Parvin, Chair
ATTEST:
Maureen Benson, Agency Secretary
Attachment: Exhibit A — Budget Amendment
OAK #4817 -9704 -5256 v34
KZ
EXHIBIT A
BUDGET AMENDMENT FOR
MRA 2006 TAB PROCEEDS FUND (2905) FOR ACQUISITION OF 161 SECOND STREET, AND
RELOCATION, DEMOLITION, AND PARK IMPROVEMENT EXPENSES, AND DESIGN OF HIGH STREET
STREETSCAPE IMPROVEMENTS
FUND ALLOCATION FROM:
Fund
Account Number
Amount
MRA 2006 TAB PROCEEDS FUND
2905 -5500
$ 2,500,000.00
2905.2410.5056.9601
$ -
$
Total
$
$ 2,500,000.00
DISTRIBUTION OF APPROPRIATION TO EXPENSE ACCOUNTS:
Account Number
Current Budget
Revision
Amended Budget
2905.2410.5056.9601
$ -
$
1,500,000.00
$
1,500,000.00
2905.2410.5081.9609
$ -
$
50,000.00
$
50,000.00
2905.2410.5081.9610
$ -
$
520,000.00
$
520,000.00
2905.2410.5081.9611
$ -
$
10,000.00
$
10,000.00
2905.2410.5081.9613
$ -
$
420,000.00
$
420,000.00
Total
$ -
$
2,500,000.00
$
2,500,000.00
Approved as to Form: W —
39
Attachment B
PUBLIC IMPROVEMENT REIMBURSEMENT
AGREEMENT
THIS PUBLIC IMPROVEMENT REIMBURSEMENT AGREEMENT
( "Agreement ") is entered into this day of , 2011, by and between the
CITY OF MOORPARK ( "City ") and the REDEVELOPMENT AGENCY OF THE CITY OF
MOORPARK ( "Agency "), with reference to the following facts:
A. Agency has prepared Redevelopment Plans ( "Redevelopment Plans ") for
the Moorpark Redevelopment Project Area ( "Project Area "), which result in the
allocation of property taxes from the Project Area to the Agency ( "Tax Increment ")
pursuant to Section 33670(b) of the California Community Redevelopment Law
(Health & Safety Code Section 33000 et seq.) ( "CRL ") for purposes of redevelopment.
B. The intent of the Redevelopment Plan is, in part, to provide for the
construction and installation of necessary public infrastructure and facilities and to
facilitate the restoration and /or replacement of existing public facilities; to take all other
necessary actions to implement the Redevelopment Plan for the respective Project Area
and to expend Tax Increment to accomplish the goals and objectives of the respective
Redevelopment Plan.
C. The Agency has adopted a Five -Year Implementation Plan for the Project
Area ( "Implementation Plan ") establishing goals for elimination of blight, production of
affordable housing, construction of infrastructure and public improvements and
community and commercial revitalization. To implement the programs and activities
associated with each goal, the Agency has committed redevelopment funds from the
Project Area based on estimated available Tax Increment revenue and debt financing
structures. The Redevelopment Plan, the Implementation Plan and all official records of
the Agency, as amended from time to time, are incorporated herein by reference.
D. Pursuant to Section 33220 of the CRL, certain public bodies, including the
City, may aid and cooperate in the planning, undertaking, construction, or operation of
redevelopment projects. Agency desires assistance and cooperation of the City to carry
out the construction of the High Street Streetscape and acquisition of property and
construction of a neighborhood park located at 161 Second Street ( "Public
Improvements "). The programs and activities associated with the Public Improvements
include but are not limited to acquisition of property, development of design criteria,
design, planning, preparation of construction bid documents, financial analysis,
financing, project administration and new construction.
E. The City is willing to aid and cooperate with the Agency to expeditiously
implement the Public Improvements in accordance with the Redevelopment Plan and
Implementation Plan, on the condition that Agency pledge $2,500,000.00 of MRA 2006
Tax Allocation Bond Proceeds ( "TAB ") Fund (2905) and Net Available Tax Increment,
.,
as defined in Recital F below, to finance the Public Improvements in this current fiscal
year and in fiscal year 2011/2012.
F. For purposes of this Agreement, "Net Available Tax Increment" means any
and all Tax Increment revenues, including (1) any and all Tax Increment funds currently
held by the Agency, which are not budgeted or appropriated for payment of other
indebtedness or obligations of the Agency; (2) any and all net proceeds of bonded
indebtedness currently or hereafter held by the Agency or any lawful successor of
Agency (except to the extent otherwise determined by the City Manager on behalf of the
City and the Executive Director on behalf of the Agency), to pay indebtedness of the
Agency after the Agency or its successor has made all necessary annual payments with
respect to other outstanding debt obligations of the Agency, including without limitation
bonded indebtedness, pass- through payments owed to affected taxing entities under
written agreement or Sections 33607.5 or 33607.7 of the CRL, written agreements with
other persons or entities, and any other statutorily required payment obligations of the
Agency; provided, however, with respect to those Projects that are not affordable
housing related, the Agency's pledge of Net Available Tax Increment shall only include
those Tax Increment revenues which Agency is not required pursuant to Section
33334.3 of the CRL, to deposit into the Agency's Low and Moderate Income Housing
Fund.
G. The City Council ( "Council ") and the Agency Board by resolution have
each found that the use of Agency's 2006 TAB and Net Available Tax Increment for the
publicly -owned improvements is in accordance with Section 33445 of the CRL and other
applicable law. Said Council and Agency resolutions are each based on the authority of
the Agency, with the consent of the Council, to pay all or part of the cost of the land and
the installation and construction of any facility, structure, or other improvements which
are publicly owned either inside or contiguous to a project area, if the Council makes
certain determinations.
H. By approving and entering into this Agreement, the Agency has approved
the pledge of 2006 TAB and Net Available Tax Increment from the Project Area to pay
for the Public Improvements. The obligations of the Agency under this Agreement shall
constitute an indebtedness of the Agency for the purpose of carrying out the
Redevelopment Plans for the Project Area and a pledge of 2006 TAB and Net Available
Tax Increment received by the Agency from the Project Area to pay such indebtedness
under the provisions of Article XVI, Section 16 of the Constitution of the State of
California, the CRL, and the Redevelopment Plans.
J. This Agreement is in addition to, and does not supersede any other
cooperative, repayment or reimbursement agreements entered into between the
Agency and the City.
41
NOW, THEREFORE, the parties hereto do mutually agree as follows:
1. INTRODUCTORY PROVISIONS
1.1 The recitals above are an integral part of this Agreement and set forth the
intentions of the parties and the premises on which the parties have decided to enter
into this Agreement and are incorporated into the terms and conditions of this
Agreement.
2. AGENCY'S OBLIGATIONS
2.1 The Agency agrees to pay to the City the amount of $2,500,000.00, or
such lesser amounts to the extent the costs incurred by City to carry out the Public
Improvements, to reimburse City for all costs incurred by the City in connection with the
Project, including without limitation all costs of planning, land acquisition, financing,
development, permitting, design, site testing, bidding, project administration,
construction and construction management. The Agency's obligations under this
Agreement, including without limitation the Agency's obligation to make the payments to
the City required hereunder, shall constitute an indebtedness of the Agency for the
purpose of carrying out the redevelopment of the Project Area and are obligations to
make payments authorized and incurred pursuant to Section 33445 and other
applicable statutes. The obligations of the Agency set forth in this Agreement are
contractual obligations that, if breached, will subject the Agency to damages and other
liabilities or remedies.
2.2 The obligations of Agency under this Agreement shall be payable out of
2006 TAB and Net Available Tax Increment, as defined in Recital F above allocated to
the Agency or any lawful successor of the Agency to carry out the Redevelopment
Plans and /or pay indebtedness of the Agency pursuant to Section 33670 et seq. of the
CRL, Article XVI, Section 16 of the Constitution of the State of California, and any other
applicable constitutional provision, statute or other provision of law now existing or
adopted in the future.
2.3 The indebtedness of Agency under this Agreement shall be subordinate to
the rights of the holder or holders of any outstanding bonds, notes or other instruments
of indebtedness (all referred to herein as "indebtedness ") of the Agency incurred or
issued to finance redevelopment of the Project Area, including without limitation any
pledge of 2006 TAB and Net Available Tax Increment revenues from the Project Area to
pay any portion of the principal and interest (and otherwise comply with the obligations
and covenants) of any bond or bonds heretofore issued or sold in the future by the
Agency with respect to the Project Area.
2.4 All payments due to be made by the Agency to the City under this
Agreement shall be made by the Agency and as otherwise necessary to reimburse the
City for the costs incurred by City in performing its obligations hereunder. City shall
provide Agency with a report from time to time as requested by Agency, accompanied
by evidence reasonably satisfactory to the Agency's Executive Director that the City's
progress in the development and construction of the Public Improvements for which
42
payment is requested is commensurate with the amount of the requested payment and
that City has incurred costs or obligations equal to or greater than the amount
requested.
3. CITY'S OBLIGATIONS
3.1 The City shall accept and devote any and all funds offered by the Agency
pursuant to this Agreement solely to completion of the Public Improvements by
(i) reimbursing the City's acccounts or using such funds to make City expenditures to
perform the work required to carry out and complete the Public Improvements; (ii)
utilizing such funds to pay debt service on bonds or other indebtedness or obligations
that the City has or will incur for such purposes; and /or (iii) paying such funds into a
special fund of the City to be held and expended only for the purpose of satisfying the
obligations of the City hereunder.
3.2 It is the responsibility of City to pay all development and construction costs
in connection with the Public Improvements from funds paid to the City by the Agency
under this Agreement.
3.3 Prior to commencement of work on the Public Improvements, all
necessary environmental review required by CEQA shall be completed. This
Agreement in no way limits the discretion of the Planning Commission, the Agency
Board, or the City Council in completing environmental review of the Projects.
3.4 The City shall perform its obligations hereunder in accordance with the
applicable provisions of federal, state and local laws, and shall timely complete the work
required for the Project.
4. LIABILITY AND INDEMNIFICATION
4.1 In contemplation of the provisions of California Government Code Section
895.2 imposing certain tort liability jointly upon public entities solely by reason of such
entities being parties to an agreement as defined by Government Code Section 895, the
parties hereto, as between themselves, pursuant to the authorization contained in
Government Code Sections 895.4 and 895.6, shall each assume the full liability
imposed upon it, or any of its officers, agents or employees, by law for injury caused by
negligent or wrongful acts or omissions occurring in the performance of this Agreement
to the same extent that such liability would be imposed in the absence of Government
Code Section 895.2. To achieve the above - stated purpose, each party indemnifies,
defends and holds harmless the other party for any liability, losses, costs or expenses
that may be incurred by such other party solely by reason of Government Code Section
895.2.
5. DEFAULT
5.1 If either party fails to perform an obligation required by this Agreement
within thirty (30) calendar days of receiving written notice from the non - defaulting party,
the party failing to perform shall be in default hereunder. In the event of default, the
43
non - defaulting party will have all the rights and remedies available to it at law or in
equity to enforce the provisions of this Agreement, including without limitation the right
to sue for damages for breach of contract. The rights and remedies of the non -
defaulting party enumerated in this section are cumulative and shall not limit the non -
defaulting party's rights under any other provision of this Agreement, or otherwise waive
or deny any right or remedy, at law or in equity, existing as of the date of the Agreement
or hereinafter enacted or established, that may be available to the non - defaulting party
against the defaulting party. All notices of defaults shall clearly indicate a notice of
default under this Agreement.
6. MODIFICATION OF PUBLIC IMPROVEMENTS
6.1 The City and Agency may modify the Public Improvements from time to
time to provide for the use of additional federal, state and local funds; to account for
unexpected changes in available revenues; to modify or delete a particular project; to
maintain consistency with the City's General Plan or the Redevelopment Plans; or to
take into consideration unforeseen circumstances including circumstances that may
come to light as a result of subsequent CEQA review. Any such modifications shall be
in writing and subject to approval by the City Council and Agency Board.
7. TERMINATION OF AGREEMENT
7.1 This Agreement and the obligations of the City and Agency hereunder,
shall terminate upon the earlier of completion of the Projects by the City and Agency's
reimbursement of City's costs incurred in connection therewith, or December 30, 2016.
8. MISCELLANEOUS
8.1 This Agreement may be executed in multiple originals, each of which is
deemed to be an original.
8.2 This Agreement integrates all of the terms and conditions mentioned
herein or incidental hereto, and supersedes all negotiations or previous agreements
between the parties with respect to the subject matter of this Agreement.
8.3 This Agreement is intended solely for the benefit of the City and the
Agency. Notwithstanding any reference in this Agreement to persons or entities other
than the City and the Agency, there shall be no third party beneficiaries under this
Agreement.
8.4 All waivers of the provisions of this Agreement and all amendments to this
Agreement must be in writing and signed by the authorized representatives of the
parties.
8.5 If any term, provisions, covenant or condition of this Agreement is held by
a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of
the provisions shall continue in full force and effect.
..
8.6 This Agreement shall be binding on and shall inure to the benefit of all
successors and assigns of the parties, whether by agreement or operation of law.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first set forth above.
CITY OF MOORPARK
By:
Mayor
Attest:
City Clerk
REDEVELOPMENT AGENCY OF THE
CITY OF MOORPARK
Executive Director
Attest:
Agency Secretary
45
Resolution No. 2011 -243
Page 5
EXHIBIT A
BUDGET AMENDMENT FOR MRA 2006 TAB PROCEEDS FUND (2905) FOR
DEMOLITION OF 192 HIGH STREET, ACQUISITION OF 161 SECOND STREET,
RELOCATION, DEMOLITION, AND PARK IMPROVEMENT EXPENSES, AND
DESIGN OF HIGH STREET STREETSCAPE IMPROVEMENTS
FUND ALLOCATION FROM:
Fund
Account Number
Amount
MRA 2006 TAB PROCEEDS FUND
2905 -5500
$ 2,500,000.00 1
2905.2410.5056.9601
$ -
$
Total
$
$ 2,500,000.00
DISTRIBUTION OF APPROPRIATION TO EXPENSE ACCOUNTS:
Account Number
Current Budget
Revision
Amended Budget
2905.2410.5056.9601
$ -
$
1,150,000-00
$
1,150,000-00
2905.2410.5038.9611
$ -
$
350,000.00
$
350,000.00
2905.2410.5081.9609
$ -
$
50,000.00
$
50,000.00
2905.2410.5081.9610
$ -
$
520,000.00
$
520,000.00
2905.2410.5081.9611
$ -
$
10,000.00
$
10,000.00
2905.2410.5081.9613
$ -
$
420,000.00
$
420,000.00
Total
$ -
$
2,500,000.00
1 $
2,500,000.00
Approved as to Form
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