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Huntington Beach Automobile Dealers Association, Inc. - 1992-08-17
CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY,CLERK CONNIE BROCKWAY CITY CLERK October 6, 1992 Orange County Assessor's Office P. 0. Box 149 Santa Ana, CA 92702 Attn*: Real Property Dept. CALIFORNIA 92648' Enclosed is a copy of a Disposition and Development Agreement between the Redevelopment Agency of the City of -Huntington Beach and the Huntington Beach Automobile Dealers Association for possessory interest purposes. If you have any questions, please call the Office of the City Clerk, 536-5405. Connie Brockway City Clerk CB:bt Enc. ( Telephone: 714-536-5227 ) CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CRY CLERK October 5, 1992 Huntington Beach Automobile Dealers Association, Inc. 28141 Bluebell Drive Laguna Niguel, CA 92656 Attn: Jim flpp, Executive Director CALIFORNIA 92648 Enclosed is a copy of a Disposition and Development Agreeement by and between the Redevelopment Agency of the City of Huntington Beach and Huntington Beach Automobile Dealers Association, Inc., which was approved by the City Council on August 17, 1992. Connie Brockway City Cleric CB:bt Enc. f felohone: 7 f 4.53fr5227) REQU,-; ST FOR CITY COLIQILf . REDEVELOPMENT AGENCY ACTION ED92-37 Date August 17, 1992 Submitted to: Honorable Mayor/Chairman & City Council/Redevelopment Agency Members Submitted by: Michael T. Uberuaga, City Administrator/Executive D' prepared by. Barbara A. Kaiser, Deputy City Administrator/Economic Development" Subject: HUNTINGTON BEACH AUTO DEALERS ASSOCIATION DDA TO CONSTRUCT AN ELECTRONIC READER BOARD SIGN—HUNTINGTON CENTER PROJECT AREA Consistent with Council Policy? j Yes 64 New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternativ �CIL AP pp r 192t2- 51ATEMEN-T OF—ISS1I1 : Q rt C]• KK r The Huntington Beach Auto Dealers Association has asked fd is ance to construct an electronic reader board sign in the area of the intersection of the 1-405 Freeway and Beach Boulevard. The Disposition and Development Agreement provides for assistance to allow sign construction. I. Conduct a Public Hearing; 2. Approve and authorize the execution of the. Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and the Huntington Beach Automobile Dealers Association, Incorporated; and 3. Appropriate $361,000 to the Auto Dealers Association for construction and Installation of the readerboard sign. ANALYSIS - The City of Huntington Beach has been working in . a partnership effort with the Huntington Beach Auto Dealers Association to increase new car sales and thereby increase sales tax revenue. There are twelve new car dealers on Beach Boulevard between Heil and Yorktown. In November 1991 the City Council/Redevelopment Agency was presented a completed study entitled. lHuntington Beach AujQ Mall Feasibility Analysis. The report with its conclusions and recommendations was approved and staff was authorized to implement the recommendations. Attached is an Executive Summary. The analysis stated that auto dealership sales make a significant contribution to the City's tax base. In 1991 new car dealers produced over $1.8 million in sales tax. It is in the city's best interest to retain existing dealerships, attract new dealerships and promote Huntington Beach as an auto trade area. The report recommended that the city consider development of a joint advertising program in conjunction with the Huntington Beach Auto Dealers Association that would include a reader board sign on the I-405 Freeway, create identity for all dealers, and promote the City of Huntington Beach Auto Dealers as a group. P10 4184 ED-92-37 August 17, 1992 Page Two The salient points of the DDA are as follows: a. Under the proposed Agreement, the Participant agrees to lease the 5,200 square foot site from the Agency for the construction of an electronic reader board sign. The Participant will contract with a qualified sign company to design, fabricate, install, maintain, program and manage the electronic reader board sign, to be visible from the area of the intersection of Beach Boulevard and the 1-40S Freeway. b. The Participant shall consult with the Agency to review drawings, plans and related documents for the sign. The Participant shall make application to the Department of Community Development for all approvals necessary under the statutes, codes and ordinances of the City of Huntington Beach. c. The Participant will pay for the cost of developing the site and constructing all Improvements, except for the work expressly set forth in the Agreement to be performed by the Agency. d. The Participant shall bear all the expense of maintaining the reader board sign, including programming and providing electrical power to the site. e. The Participant shall provide the Agency with 20% of the use of the message sign for public service announcements, as compensation for the use of the site. f. In the event the sales tax increases are not sufficient in repaying the Agency Loan (as described below in Agency Responsibilities), the Participant shall pay upon demand after five years, the difference between the sum of the sales tax Increases and the sum of $261,000. The Agency is responsible for and shall commit the following to the project: a. Ground lease the site from the City of Huntington Beach. b. Sub -lease the site to the Participant for a lease term of 15 years. c. Contribute the sum of $I00,000 for the construction of the sign. This amount Is a grant. d. Make a construction loan (at zero interest) to the Participant in the amount of $261,000. The loan Is to be repaid by the yearly increase in auto sales tax during a five-year period. The base year in calculating the increase in sales tax is 1991, during which the auto sales tax for the Participants was $1,555,927. if the sales tax increases do not equal $261,000 within 5 years, the Participant shall pay the Agency the difference between the sum of the Increases for each year and the sum of $261,000. 1 ED-92-37 August 17, 1992 Page Three FUNDING SOURCE• Funds are budgeted In the Huntington Center Redevelopment Project account number E-TH-ED-S 10-6-59-00. ALTERNATIVE ACTION: Deny approval of DDA. ATTACEW—NTS: 1. Executive Summary - Huntington Beach Auto Mall Feasibility Analysis September 199I. 2. Summary Report (pursuant to Section 33433 of the California Health and Safety Code). 3. DDA with HBADA. MTUfBAK{TA:sar 1167r Binder No. , , 080630 NAME AND ADDRESS OF AGENCY Abeita Insurance Agency 9042 Garfield Ave., Ste 315 Huntington Beach, CA 92646 NAME AND MAILING ADDRESS OF INSURED Huntington Beach Automobile Dealers Associati P.O. Box 2700 Huntington Beach, CA 92647 Type and Location of Property P R 0 P E R T Y 1 COMPANY Lincoln Insurance Company Effective . m September 22 1992 Expires O 12:01 am ❑ Noon 9/22 , 19 93 ❑ This binder is issued to extend coverage in the above na company per expiring policy # (e.cept .s "eA beb.,l Description of Operation/Vehicles/Property Leased land for sign location. 7991 Center Avenue Huntington Beach, CA 92647 Coverage/Perils/Farms jX11t0vEA AS TO FOE" GAIL HUTTO11— Amt of Insurance Ded. x Type of Insurance Cove%WnrA Attorney Limits of Liabilit Each Occurrence L I ❑ Scheduled Form ❑ Comprehensive Form Bodily Injury $ $ A B ❑ Premises/Operations Property 1 ❑ Products/Completed Operations Winige I $ L ❑ Contractual Bodily Injury & 1i3.�Oth(!r (specify br'^w) Owners, t,andlords/Tenant Property Damage T O Mecl. Pay. $ Pry 1 Pe' or !1 ie'iI i 000,000 jl Pr,um At C Klr�l ❑ Personal Injury ❑ A ❑ B ❑ C Personal Injury s A Limits_of Liability U O Liability ❑ Non -owned ❑ Hired Bodily Injury (Each Person) $ T ❑ Comprehensive -Deductible $ APPROVED A! TO FORM: Bodily Injury (Each Accident) $ 0 ❑ Coll sion-Deductible GAIh 1a,TT01. , City Attorney Property Damage $ M O O Mecical Payments $ By: Deputy 'ity Attorney B O Uninsured Motorist $ Bodily Injury & Property Damage 1 ❑ No fault (specify): �3��� L ❑ Olhur (specify): r Combined $ E ❑ WORKERS' COMPENSATION -- Statutory Limits (specify' states below) ❑ EMPLOYERS' LIABILITY — Limit $ SPECIAL CONDITIONS/OTHER COVERAarS 30 slay rwzicra of cancrilation 500 deductible IN0 EMPLOYEE a NAME AND ADDRESS OF ❑ MORTGAGEE U LOSS PAYEE EX AOD'L INSURED City of Huntington Beach, Its Agents, Officers and Employees and City of LOAN NUMBER Huntington Beach Redevelopment Agency. 2000 Main Street Huntington Beach, CA 92648 000.000 ..W of Authorized Representative Date ACORD 75 (11-77) CITY OF HUNTINGTON BEACH 2000 MAIN STREET RISK MANAGEMENT DIVISION (714) 536-5990 CALIFORNIA 92648 In order to comply with City Council Resolution No. 6277, you are required to provide proof of Workers' Compensation insurance. If you have no employees, this form must be signed and returned to the Risk Management Division, 2000 Main Street, Huntington Beach, CA 92648. DECLARATION OF NON -EMPLOYER STATUS I certify that in the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become subject to California Workers' Compensation insurance requirements. I authorize the- City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if I hire any employee or become subject to the provisions of he laws requiring Workers' Compensation insurance. APPLICANT'S �. DATE l Y 4� TITLE LOCATION SIGNED I TELEPHONE NUMBt Laouna ITAME AND ADDRESS OF COMPANY OR APPLICANT Huntington Beach Auto Dealers Associatjpn P.O. Box 2700 Huntington Beach Ca 92647 J pRom ]Ls 110 goMM GAIT, ITUTTOH CIT7� �T � De City tornar 'DRUG USE is .: A8 -w,% fr�C- ..«�., n4y.i.+�..--;•`. .++ v.,+w►ar�.:' I3SU%..OATI •1;� �► �1lI:11=:. CERT INS RANiG ; � 9 �6 i99z '••`t'4Yr'i-r's.�ii."'.... w. .7,i.A..f............/...._.� ... . .... _. ��S'i+n .w,Nw..rM.�i.a«�Nwwaw.��+h M11ai.t.+.w«'t'fA.Y. - }.\a.iivAa,n.N.•n n .i. •..•..... •.... .oaxcle . E THIS CERTIFICATE 18 ISSUED AS A UATTIIR OF INFORMATION ONLY AND I CONFCRS NO RIGHTS UPON THE CERTWATY HOLDER. THIS CgRTIRCATE Banniator & X43,00. %nS. A543n0y I DOES I40T AWN0, EXTEND OR ALTI A IME COYCRAQE APKIR090 aY THIC 15562 Chomiaai Lane � pouClI,S-8EL101W........................................._...___..................................._....... __ _____._....... Huntington Boach, CA 92649 COMPANIES AFFORDING COVERAGE (714) 091-2331 '............... .............................................................'.......................__.............._...................... CANY A THE OHID CADUP- .TY QTLP 11.14[D i 3LECTRhi[EDIA, INC. ......._C..................................................................... ....................... _...... . COWARY P. 0. 'BOX 3023 .... ................................................................................................................. XANHATTAN BEACH, CA 90266 � p ......................................................................... ....... . ca. my E LrmA -�'G.IA Ei.` v at.w✓fa.e :'r"a rY >e•....>. t. ra o�i�,xs: i .i::wix.ca:c4a ea�r�a..P --ice �•w.-.�-' �..�F:'.-.i:.4".;�..ws_..:.. A.,a»Ara+(apc•Y,-,.-.}. _ _ ____ -,. • y:_..:...x, tea. �..^-�t.. ;. r..{«•,..e A:.,n.,«« ��....r.....�:�:..... ...�� � ..._. ... ... _..... ,. ........+,..wcr�-r .ww. .v".w.w.�n .... :.......,•.•.,1.4 ay,�^':.�....•.�r�.__.+az. w.., .. .....S.R':� w ... :ii<ax,.w. THIS IS l0 CCRTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATM. NOTI ITHSTANDING A.'4Y PEOUMEMENT. TERM OR CONDITION OF ANY CONTAkCT OA OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DLSCAIBEO HEREIN 14 SUBJECT TO ALL THE TERNS. "CLUSIONS AN'J CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN PECUCED BY PAID Cvxst. .............................................. ......7 . . TrF! 0► r+suhsl+cL ; rOIJCr wU>�[FI ; POLICY L"=Trl 'POLICY COvAAt10H tArTt DATE (WAVDJ`M OATt(ti MDfM ORHlwll w.ii'Y QF?IiAAFOATE o .. 00 L A004 oD..A. JA- o LWLITY ;....................---•................................. x � e�w � a� �: u � i o'o oo'o'o � PwJo�,cra�ol.r>or Aoa: _ . � rI . . r...... •i_•_ . CAM WAos ' X..! ocCuR ; 0 3 /0 j9 2 0 5/ 0 6/ 9 3 . PDION&.L Aov. _iuuetr.. : i .. i -.0.n joA'j SOT. EAGt OCQIMF+EI+CE ; ll Q Q (} ............... ............................1 fr+En►uuJ.:I�r...I...) .T 3C•►000 ...... ..._......................OiCD. ' . "?�°M.a'10^i:!........Y. �a.I.a.a.a AaTauo.atLs.rar.'T o"woINOU 1 p00r000 my Auto SAD 60 Od 42 33 ..................... . ALL 'DAM D AJTOS b 5 /0 6 /9 2: G 5/ 0 6/ 9 3': %wLY *UJRT x H> u,*09 i 11MLY KAAY t QAMDE & LAB IL TY ; n1OMtY DAMAOE : i SsCtii L1�.SUTf . .... ...... ... .. i F.�F1 OCCU=e9EHCE .......... `........................... . x tKQPe..LA ►a}+ 8xD 60 Di 42 �3 i0 5/0 6/9 2 d b/ 0 6/ 9 9 •aa�co+ry ;.;; _ i. 3 r 0 0 0 f 0 4 0 _ .......... ... . OTHE* r" 1tAWCLLA F011r.l I YrOrgKO1� COM[1i41T10k.............. .................................................................................-.........................................:.. 'iTATV10HY~LIMTS.....~i' _.. .'�....__...-....'...... AMC � I�fAG l�Q APPROVED S TO FOR11:I � �ioii i�cc►oEur ................'......^..~_ ... ......... GAIL iiUTT Zl , City Atto-_ ney ; D . roL;cY L��r :� lmrwvo.!N' &AZIL TY ..... S By Dept t�► CitX AttorHDy D EtiCNEE1Pl0YEE :i :rHtrl ± I : ",rnoii OF 'o�i zio+esu� e�i�oiiw ;ici i+rEcui tri�a................................ .................................................................................................................. CITY O! HUNTINGTON BEACH CITY OF HUNTINGTON BEACH REDEVELOPXENT AGENCY THEIR AGENTB. OMCER3 - AND E"YLOYZES ARE MITED AS ADDITIONAL INSURED -b.1 -THE (MNARAL -iiKJ�ILITY COVERAGES AS RESPECTS TO Wn'Rr TVIIM"iF T!V rr vTV Wlk dv-r% rwaltb--% "?N." • - � .-. � tea:.. Y°'.. .,..ate,........ c_ �:.%:a.+w�,, ;'=t�:..::s�.+;+w.'+�C ,.,. Y�.w .::�+cf�r:m. �::i.•..�.4.. 3HOY"_7 MY OF THE ADM DE3CRIuEU POLICIES BE 004CE'LIM BUOAE THE 'Y OF HUNTINaTOi` BEACH EXPI?':ION DATE THEREOF. THE ISSUING COMPANY 147LL" � )0 ?LAIN STREET ; I,IARL �Q DAYS WPdTTEN NOTICE TO THE CEATTFICATE HOLDER NAMED TO THE 3'INGTON BEACH, CALIFORNIA 926413 �t LEFT, Wf fwwlm _ r SEP 22 '92 I2104 SCIF WEST L.A. P.O. BOX 420807, SAN FRANCISCO, CA 04142.0807 COPAPSUSATION IhraURANC—K FUN D 0EATIFICATE OF WORKERS' COMPENSATION INSURANCE SEPTEMERR 221 1992 POLICY NUM1l1:R. 1 L IS009-92 CKAYI.PICATE EXPIRES: 11101/93 M CITY OF BUNTINCTON BEACH DEPT OF BUILDING AND SAFETY 2000 MAIN ST RUSTINOTON BEACH, CA 92648 ATTN: DENNIS COULTER L- Tt•is is to cereify Ihit I we have issued a valid Workers' Compensation insurancy policy ink form approved by the California Insure^ce Commiss10ner to the employer named below for the polu period rndleated. Ylhis polity is not Subject 10 cancellation by the Fund 4xCtpt upoXXX-r days' advance written notice to the employer. 3o We wil= also 9i1e youXDM days' edvanca notice should this polity tit Canctlltd prior to its normal expiration. T:.:s :erttIica:k of insurance is not an insurance policy and doss not amend, extend or alter the coverage afforuod by the policies listed l+erein. Notwithstanding any raquiremfnt, t6rm, or eoncition of any contract or other document with respect to VVI-3th this etrtificate of insurance may W issued ar may perlarin, the insurance allordad by the pollclti d!sc►iI}cd here++► i4 subjuct to ill the [reins, exclusions and conditions of such policies. pR[aIDYNT MORSEKENT 92065 ENTITLED CE&TIFICATE FOLDER'S Iv ECTIVLr SEPTEMBRR 22, L992 :.S a ACHED TO AND FORMS, A PART OF THIS POLICY, SPECIMZN ENDORSEMENT #2065 ATTACHED. A4I'ln4 AS TO F'OPJI:i GAIT. VJTTOIT CI'�Y ATTORrIEY BY: Tt�rttty Cit Attorlaer. r � Y T EI..ECTRA—MEDIA, PO IOX-3023 MalMATTAN likOH CJL 90266 THE A.BEiTA INSURANCE octobor. 2, 1992 { City of Huntington Beach 2000 Main St:r.•oot;, 51.h Floor. Huntington Beach, California 92648 Attn: Mr.. Tom Andr.usky Economic. Dovelopment Kra: Huntington Beach Automobiln DNalcer.s; AAsor-iatior► Dear Mr. Andr.usky, Per out, conversation today, ii way ai.jrasd hat; the policy tot, abov„ insurod'% sign is: i.o e effect.i.vr. the starting dat;r, of the const;ru�t:ion at the c.ii.o. Thr. Limits of covr_ragn arty S361,000. and thn of.,LiMated prnm.ium is to bn. hold by Tho Abeit:a Insurance Agency. This pre^_ium will t..on be paid upon the start. of conkCruct. i on at. t-.he E r i to. , Sincerely, b� ENCY Ray A i t.a APP OVED 13 TO PDRUa GAI TrJTT0H CIT ATTO�Jittorner PA: mTn rutp City ?: 1 9042 GARFIEW AVENUE, SUITE 315, HUNTINGTON BEACH, ALIFORNIA 92646 7I4-964.0443 "STATE OF CAUFORNIA County of Orange I am a Citizen of the United States and a resident of the County aforesaid; 1 am over the age of eighteen years, and not a party to or interested in the below entitled matter. I am a principal clerk of the HUNTINGTON BEACH INDEPENDENT, a newspaper of general circulation, printed and published in the City of Huntington Beach, County of Orange, State of California, and that attached Notice is a true and complete copy as was printed and published in the Huntington Beach and Fountain Valley issues of said newspaper to wit the issue(s) of: July 23, 30, 1992 I declare, under penalty of perjury, that the foregoing is true and correct. Executed on July 30 199 2 at Costa Mes California _44vc��� Si ure PUBLIC NOTICE NOTICE OF PUBLIC HEARING CITY COUNCIL/ REDEVELOPMENT AGENCY DISPOSITION AND DEVELOPMENT AGREEMENT HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION HUNTINGTON CENTER REDEVELOPMENT PROJECT AREA On Monday, August 17, 1992 at 7:00 PM, or as soon thereafter as the mat- ter may be heard, at the City Council Chambers lo- cated at 2000 Main Street, i Huntington Beach, Califor- nia, the City Council of the City of Huntington Beach and the Redevelopment Agency of the City of Hun- tington Beach will hold a joint public hearing to con- sider approval of a Disposi- tion and Development Agreement (the "Agree- ment") by and among the Redevelopment Agency of the City of Huntington Beach (the "Agency"), Huntington Beach Automo- bile Dealers Association, The proposed Agreement land a staff report including a summary of the Agree- ment is available for public Inspection at the Office of the City Clerk, 2000 Main Street, Huntington Beach, California. Should you de- sire further information concerning this matter, kindly call Tom Andrusky 'at (714) 536-5224. CITY CLERK/AGENCY, City Council/City of Huntington Beach, Re-, development Agency, City of Huntington Beach. Published Huntington( Beach Independent July[ 23, 30, 1992 074-923 PROOF OF PUBLICATION 10� `1•10-la NOTICE OF PUBLIC HEARING CITY COUNCIL/REDEVELOPMENT AGENCY DISPOSITION AND DEVELOPMENT AGREEMENT HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION TIUNTINGTON CENTER REDEVELOPMENT PROJECT AREA ? - to. 1? �. 7-10-viz On Monday, August 17, 1992 at 7:00 PM, or as soon thereafter as the matter maybe heard, at the City Council Chambers located at 2000 Main Street, Huntington Beach, California, the City Council of the City of Huntington Beach and the Redevelopment Agency of the City of Huntington Beach will hold a joint public hearing ;o consider approval of a Disposition and Development Agreement (the "Agreement") by and among the Redevelopment Agency of the City of Huntington Beach (the "Agency"), Huntington Beach Automobile Dealers Association. The proposed Agreement and a staff report including a summary of the Agreement is available for public inspection at the Office of the City Clerk, 2000 Main Street, Huntington Beach, California. Should you desire further Information concerning this matter, kindly call Tom Andrusky at (714) 536-5224. CITY CLERK/AGENCY, City Council/City of Huntington Beach, Redevlopment Agency, City of Huntington Beach. Published July 23, 1992 and July 30, 1992 -rd o, A SUH)"Y REPORT PUROUANT TO SECTION 33433 of the CAL17ORNIA COMMUNITY REDEVELMENT LAN on a DISPOSITION AND DEVELOBMENT'AGREEMENT by and between the REDEVELOPMENT AGENCY 07 THE CITY Or HUNTINGTON BEACH and HUNTINGTON BEACH AUTOMOBILE DL"ALER6 AS80CIATION, INC This summary report has been prepared for the Huntington Beach Redevelopment Agency ("Agency") pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain detail's of the proposed Disposition and Development Agreement ("Agreement") between the Agency and the Huntington Beach Automobile Dealers Association, Inc. ("Participant"). The Agreement requires the Agency to lease the subject site from the City of Huntington Beach. The Agency will in turn sub -lease the site to the Participant to allow for the construction of an electronic readar board sign. The subject site is an irregularly shaped parcel west of Beach Boulevard, which runs along the east line of center Avenue and south of the Edison right-of-way. The site is located in the Huntington Center Commercial District Redevelopment Project Area in the City of Huntington Beach. This report describes and specifisat 1. The cost of the proposed agreement to the Agency, including construction costa, the expected interest on loans or bonds, etc. i 1 A- C� 2. The estimated value of the interest to be leased, determined at the highest uses permitted under the Redevelopment Plan; 3. The sum of the lease payments to be paid by the Participant for the interest being leased. This retort and the proposed Agreement are to be made Available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEHENT a. Under the proposed Agreement, the Participant agrees to lease the 5,200 square foot site from the Agancy for the construction of an electronic reader board sign. The Participant will contract with a qualified sign company to design, fabricate, install, maintain, program and ranage the electronic reader board sign, to be visible from the area of the intersection of Basch Boulevard and the I-405 Freeway. b. The Participant shall consult with the Agency to review drawings, plans and related documents for the sign. The Participant shall make application to the Department of community Development for all approvals necessary under the statutes, codes and ordinances of the City of Huntington Beach. c. The participant will pay for the cost of developing the site and constructing all improvements, except for the work expressly set forth in the Agreement to be perforr.►ed by the Agency. 2 a d. The Participant shall bear all the expense of maintaining the board sign, including programming and providing electrical power to the site. of The Participant shall provide the Agency with 20t of the use of the message sign for public notice, as compensation for the use of the site. f. In the event the sales tax increases are not sufficient in repaying the Agency Loan (as described below in Agency Responsibilities), the Participant shall pay upon demand, the difference between the sure of the sales tax increases and the sum of $261,000. The Agency is responsible for and shall commit the following to the project: a. Ground lease the site from the city of Huntington Beach for $1.00 per year. b. sub -lease the site to the Participant for a lease term of 15 years. c. Contribute -the sum of $100,OOo for the construction of the sign. d. Make a construction loan to the Participant in the amount of $261, 000. The loan is to be repaid by the yearly increase in auto Bales tax during a five-year period. The base year in calculating the increase in sales tax is 1991, of which the Auto sales tax for the Participants was $1,555,927. If the sales tax increases do not equal $261,000 within 5 years, the Participant shall pay the K IBC Y.7tl'{ PL�4"�J 1lJiV �'+3SUl., • `Llr/ Agency the difference between the sum of the increases for each year and the sum of $261,000. B. COST OF AGREEMENT TO AGENCY The estimated costs of the agreement to the Agency are as follows: Agency Construction Contribution $ 100,000 Agency Loan 261,000 ..rr+-f wrrr Total Cost to Agency $ 3618000 (Less) PV of Loan Repayments * (217,000) rrrr�.r rr-.. Nat Cost to Agency $ 144,000 * Assumes loan is repaid over 5 year period. Calculated at Agencyts Icng term interest rate of 6.5%. C. ESTIMATED VALUE OF THE INTEREST To BE LEABLD TO THE PARTICIPANT DETERMINED AT THE HIGHEST UBE PERMITTED LWIR THE REDEVELOPMENT PLAN The estimated value of the interest to be leased to the Participant pursuant to the proposed Agreement is based on the fact that the site is not developable due to the location, size and configuration of the parcel. The parcel is located adjacent to the 1-405 freeway and is an irregularly-shaF:d narrow strip of land totalling 5,200 square feet. Therefore, due to the proximity to the freeway and the small land arRa, the unusable parcel has a fair market value of $0. 4 • b• BUX OF LYASE PAYMENTS PAID BY THE PARTICIPANT AND REASONS POR DIFFERENCE IN PAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN The participant shall allow the Agency 209 use -of the sign during the 15 year lease term. Because the Agency receives no lease payments by the Participant in sub -leasing the site, there is no difference in the payment paid by the participant and the fair market value for the site 5 ? ary w ve hLvL �,, To, ej� Cler(L (from: roo^ R%Jv4.sr4.j A+64� J,. eJ m OvA w . Tt— N . 6 . Q. -a p ��ev{ �--4 3���3 ,I , aLLA-, yr ec iv c ir.Q= 91.7 odd o9Vq KLYZLF( MAK61lNV ASSUC. P.02 8U)GWY REPORT PURSUANT TO SECTION 33433 of the. CALIYOR= ► COXKUNITY RZDZVZLOPXZNT LAW on a DISPOSITION AXD DZVBLOPXXNT AORERKINT by and between the' REDZVZLOPKINT AQZVCY D? TRZ CITY 07 EMMINGTOR 321CH and HUNTXN3TOX BEACH AUTOMOBILE DEALB.RS ASSOCIATION. INC This summary report has been prepared for the Huntington Beach Redevelopment Agency ("Agency"j'pursui►nt to Section 33433 of the California Health and safety Code. This report sets forth certain details of the proposed Disposition and Development Agr;�,1ment ("Agreement") between the Agency and the Huntington Beach Automobile Dealers Association, Inc. ("Participant"). The Agreement requires the Agency to lease the subject site from the City of Huntington Beach. The Agency will in turn sub -lease the site to the Participant to allow for this construction of an electronic reader board sign. The subject site is an irregularly shaped parcel west of Beach Boulevard, which runs along the east line of Center Avenue and south of the Edison right-of-way, The site is located in the Huntington Center Commercial District Redevelopment Project Area in the City of Huntington Beach. This report describes and specifies: 1. The cost of the proposed agreement to the Agency, including construction costs, the expected interest on loans or bonds,`itc. 2. The estimated value of the interest to be leased, determined at the highest uses permitted under the Redevelopment Plan; 07-22-1932 18:00 213 622 5204 KE75ER MAR5TDN A550C. N.Uj np Page 2 • 7. The mum of the lease payments to be paid by the Participant for the interest being leased. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. At SALIENT POINT8 OF THE AORIM(E T •=tI II.T.T.T.T.TIT34 a, under the proposed Agreement, the Participant agrees to lease the 5,200 square foot site from the Agency for the construction of an elactronic.reader board sign. The Participant will contract with a qualified sign company to design, fabricate, instbil, maintain, program and manage the electronic reader board sign, to be visible from the area of the intersection of Beach Boulevard and the 2-405 Freeway. _ b. The Participant shall consult with the Agency to review drawings, plane and related documents for the sign. The Participant shall make application to the Department of Community Development for all approvals necessary under the statutes, codes and ordinances of the City of Huntington Beach. c. The Participant will pay for the cost of developing the site and constructing all improvements, except for the work expressly set forth in the Agreement to be performed by the Agency. d. The Participant shall bear all the expense of maintaining the board sign, including programming and providing electrical power to the Bite. V f�GG�iJJc iv• VV cirl VGG Jcv� ..� v.�• ..�. .. ..���. Page 3 e. The.Partic;pant shall provide they Agency with 20% of the use of the message sign for public notice, as compensation for the use of the site. f. In the event the safes tax increases are not sufficient in repaying the Agency Loan (as described below in Agency Responsibilities), the Participant shall pay upon demand, the difference between the sum of the sales tax increases and the sum of $261,000. The Agency is responsible for and shall commit the following to the project: a. Ground lease the site from the City of Huntington Beach for $1.00 per year. b. sub -lease the site to the participant for a -lease tern of 15 years. c. Contribute the sum of $100,000 for the construction of the sign. d. Make a construction loan to the Participant in the amount of $261,000. The loan is to be repaid by the yearly increase ' in auto sales tax during a five-year period. The base year in calculating the increase in sales tax is 19910 of which the auto sales tax for the Participants was $1,555,927. If the sales tax increases do not equal $261,000 within 5 years, the Participant shall pay the Agency the difference between the sum of the increases for each year and the sum of $261,000. 07-22-1992 18:00 213 822 5204 KEY5EK MAR5TUN A55UU. ►'.[:5 e �r page 4 E. COST OF AGRZZMZNT TO A0 3XCY The estimated costs of the agreement to the Agency are as follows: Agency Construction Contribution $ 100,000 Agency Loan 261,000 rr rrr—rrrr Total Cost to Agency $ 361,000 (Less) PV of Loan Rephymsnts * (217,000) r r r r r rr r r r Net Cost to Agency $ 144,000 * Assumes loan is repaid over 5 year period. Calculated at Agency's long term interest rate of 6.5%. C. ESTIMATED VALUE OF THE INZAREBT TO BE LEASED TO TEN PARTICIPANT DSTERMiINED AT THE HIGHEST UBE PERMITTED UNDER THE RNDIVELOPXEKT PLAN The estimated value of the interest to be leased to the Participant pursuant to the proposed Agreement is based on the fact that the site is not developable due to the location, size and configuration of the parcel. The parcel is located adjacent to the I-405 freeway and is an irregularly -shaped narrow strip of land totalling 5,200 square feet. Therefore, due to the proximity to the freeway and the small land area, the unusable parcel has a fair market value of $0. D. BUX OF LEASE PAYMKNT5 PAID BY THE PARTICIPANT AND RZABONS FOR DIFFZRENCZ IN FAIR XARX3T MUP FOR THE HIGHEST Use U1DER THE REDZVELOPXZNT PLAN The Participant shall allow the Agency 20% use of the sign during the 15 year lease term. Because the Agency receives no lease payments by the Participant in sub -leasing the site, Page 5 there is no difference in the payment paid by the Participant and the fair market value for the site 9Z411.HTP 14066.0000 1 by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, and HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION, INCORPORATED Page SECTION 1 Subject of Agreement . . . . . . . . . . . . . . .1 1.1 Purpose of Agreement . . . . . . . . . . . . . . . . . .1 1.2 The Redevelopment Plan. .2 1.3 The Project Area . . . . . . . . . . . . . . . . . . . . 2 1.4 The Site. . . . . . . . . . . . . . . . . . . . . . . .2 SECTION 2 Parties to the Agreement .. . . . . . . . . . . .3 2.1 The Agency . . . . . . , .3 2.2 The Auto Dealers. . . . . .3 2.3 Prohibition Against Change in Ownership. . . . . . . . 3 SECTION 3 Development of the Site . . . . . . . . . . . . . 5 3.1 Scope of Development . . . . . . . . . . . . . . . . . . 5 3.2 Construction Drawings and Related Documents. . . . . . .5 3.3 Agency Approval of Plans, Drawings and Related Documents the Property . . . . . . . . . . . . 7 3.4 Cost of Construction . . . . . . . . . . . . . . . . . . 8 3.5 Loan from the Agency . . . . . . . . . . . . . . . .. . . 9 3.6 Construction Schedule . . . . . . . . . . . . . . . . . .10 3.7 Escrow Account. . . . . . . . . . . . . . . . . . . . . 10 SECTION 4 Lease of Site . . . . . . . . . . . . . . . . . . 11 4.1 Term . . . . . . . . . . . . . . . . . . . . . . . . . . 11 4.2 Compensation . . . . . . . . . . . . . . . . . . . . . . 11 4.3 Compliance with CalTrans Permit . . . . . . . . . . . . 11 4.4 Maintenance . . . . . . . . . . . . . . . . . . . . •. . 12 4.5 Mechanics Liens. .12 4.6 Insurance . . . . . . . . . . . . . . . . . . . . . . . .13 4.7 Certificate of Insurance . . . . . . . . . . . . . . . . 14 i M TABLE OF CONTENTS (continued) 4.8 Indemnification, Defense, Hold Harmless. . . . . . . . .15 4.9 Workers Compensation Insurance . . . . . . . . . . . . . 15 4.10 Bodily Injury and Property Damage Insurance. . . . . . 16 4.11 Fire and Casualty Insurance . . . . . . . . . . . . . . la ' SECTION 5 City and Other Governmental Agency Permits. . . . 19 SECTION 6 Rights of Access . . . . . . . . . . 19 SECTION 7 Local, State and Federal Laws. . . . . . . . . . .20 SECTION 8 Antidiscrimination During Construction. . . . . . 20 SECTION 9 Taxes, Assessments, Encumbrances and Liens. . . . 20 SECTION 10 Prohibition Against Transfer of the Site. . . . .21 SECTION 11 Certificate of Completion. . . . . . . . . . . . 22 SECTION 12 Use of the Site . . . . . . . . . . . . . . . . . 24 12.1 Uses . . . . . . . . . . . . . . . . . . . . . . . . . .24 12.2 Rights of Access . . . . . . . . . . . . . . . . . . . .24 SECTION 13 General Provisions . . . . . . . . . . . . . . . .25 13.1 Notices, Demands and Communications. . . . . . . . . . 25 13.2 Conflicts of Interest . . . . . . . . . . . . . . . . . 25 13.3 Enforced Delay . . . . . . . . . . . . . . . . . . . . .26 13.4 Nonliability of Officials . . . . . . . . . . . . . . . 27 13.5 Inspection of Books and Records. . . . . . . . . . . . 28 SECTION 14 Defaults and Remedies . . . . . . . . . . . . . .28 14.1 Defaults --General . . . . . . . . . . . . . . . . . . . 28 s 14.2 Institution of Legal Actions. . . . . . .29 14.3 Applicable Law. .29 14.4 Acceptance of Service of Process. . . . . . . . . . . .29 14.5 Rights and Remedies . . . . . . . . . . . . . . . . . .30 14.6 Inaction Not a Waiver of Default. . . . . . . . . . . .30 ii 109 TABLE OF CONTENTS (continued) ;r - SECTION 15 Remedies and Rights of Termination. . . . . . . .31 15.1 Damages . . . . . . . . . . . . . . . . . . . . . . . . 31 15.2 Specific Performance . . . . . . . . . . . . . . . . . .31 SECTION 16 Special Provisions . . . . . . . . . . . . . . . .32 16.1 Submission of Documents to Agency. 32 16.2 Amendments to this Agreement . . . . . . . . . . . . . .32 SECTION 17 Entire Agreement, Waivers. . . . . . . . . . . . 33 SECTION 18 Time for Acceptance of Agreement. . . . . . . . .33 ATTACHMENTS 1. A -Site Maps B -Site Map C -Concept Drawing 2. Location of Site 3. Scope of Development 4. Schedule of Performance 5. Certificate of Completion iii THIS AGREEMENT is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (hereinafter referred to as "Agency") and the HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION, INCORPORATED (hereinafter referred to as "Auto Dealers"). The Agency and the Auto Dealers hereby agree as follows: SECTION 1 SUBJECT OF AGREEMENT .. • 021617TI' The purpose of this agreement is to effectuate the Redevelopment Plan for the Huntington Center Commercial District Project (the "Project") by providing for the disposition and development of certain property situated within the Project Area (the "Project Area") of the Project. That portion of the Project Area to be developed pursuant to this agreement (the "Site"), is depicted on the "Site Maps", which are attached hereto as Attachment Nos. 1-A and 1-B, and are incorporated herein by this reference. The development shall consist of the building of a Readerboard sign and no other purpose. Completing the development of this Site pursuant to this agreement is in the vital and best interest of the City of AJFk 7/92386 1 �f Huntington Beach, California (the "City") and the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements under which the Project has been undertaken. The Redevelopment Plan was approved and adopted on November 26, 1984 by Ordinance No. 2743 of the City Council of the City of Huntington Beach, said ordinance and the Redevelopment Plan as so approved (the "Redevelopment Plan") are incorporated herein by reference. 1.3 , hT a PsQiect Area The Project Area is located in the City of Huntington Beach, California, the exact boundaries of which are specifically described in an instrument recorded November 27, 1984, No. 84494382 Official Records of Orange County, which instrument is incorporated herein by reference and made a part hereof. 1.4 The Site The Site is that portion of the Project Area designated on the Site Maps and described in the "Location of Site", which is attached hereto as Attachment No. 2 and is incorporated herein by reference. AJFk 7/92386 2 2.1 ,he Agency The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under Chapter 2 of the Community Redevelopment Law of the State of California. The principal office of the Agency is located at City Hall, 2000 Main Street, Huntington Beach, California 92648. "Agency", as used in this Agreement, includes the Redevelopment Agency of the City of Huntington Beach, and any assignee of or successor to its rights, powers and i responsibilities. 2.2 The Auto Dealers are an incorporated non-profit association. The principal office and mailing address of the Auto Dealers for the purposes of this Agreement is: Huntington Beach Automobile Dealers Association, Inc. P.O. Box 2700 Huntington Beach, CA 92647 AJFk 7/92386 3 • •.! �.M. . . - •IMMMJ�- The qualifications and identity of the Auto Dealers are of particular concern to the City and the Agency. It is because of those qualifications and identity that the Agency has entered into this Agreement with the Auto Dealers. No voluntary or involuntary successor in interest of the Auto Dealers shall acquire any rights or powers under this Agreement except as expressly set forth herein. Except as otherwise permitted by this agreement, the Auto Dealers shall not assign all or any part of this agreement or any rights hereunder without the prior written approval of the Agency. The Agency shall not unreasonably withhold its approval of an assignment provided that: (1) the assignee entity shall expressly assume the obligations of the Auto Dealers pursuant to this agreement in writing satisfactory to the Agency; (2) the Auto Dealers shall remain fully responsible for the performance and liable for the obligations of Auto Dealers pursuant to this agreement; and (3) the assignee is financially capable of performing the duties and discharging the obligations it is assuming. Nothing in this agreement shall prohibit individual members of Auto Dealers from assigning, by whatever legal means available, their individual rights, obligations and benefits AJFk 7/92386 4 which they may be entitled to as an association member participating in the reader board sign. All of the terms, covenants and conditions of this Agreement shall be binding upon and shall inure to the benefit of the Auto Dealers and the permitted successors and assigns of the Auto Dealers. Whenever the term "Auto Dealers" is used herein, such term shall include any other permitted successors and assigns as herein provided. SECTION 3. DEVELOPMENT OF THE SITE BY AUTO DEALERS c •.- . 1- •.i -� The Site shall be developed as provided in.the "Scope of Development", attached hereto as Attachment No. 3, and incorporated herein. The development shall include any plans and specifications submitted to Agency for. approval, and shall incorporate or show compliance with all applicable California Environmental Quality Act mitigation measures. By the time set forth therefor in the Schedule of Performance (Attachment No. 4), the Auto Dealers shall prepare AJFk 8/92386 5 and submit to the Agency, construction drawings, and related documents for development of the Site for architectural review and written approval. Approval of the drawings and specifications, as provided in the Schedule of Performance, will be granted by the Agency if they conform to the Scope of Development. Any items so submitted and approved in writing by the Agency shall not be subject to subsequent disapproval. At the conclusion of construction, Auto Dealers shall restore the landscape to its original condition to the satisfaction of Agency. City is to maintain the site. During the preparation of all drawings and plans, staff of the Agency and the Auto Dealers shall hold regular progress meetings to coordinate the preparation of, submission to, and review of drawings, plans and related documents by the Agency. The staff of Agency and the Auto Dealers shall communicate and consult informally as frequently as is necessary to insure that the formal submittal of any documents to the Agency can receive prompt and speedy consideration. The Auto Dealers shall make application to the Department of Community Development of the City of Huntington Beach for all approvals necessary under the statutes, code, ordinances and resolutions of the City of Huntington Beach and any other statute(s) or code(s) applicable to the Auto Dealers AJFk 7/92386 6 Improvements which requires approval, including but not limited to, all approvals for permits, licenses, and certificates of occupancy. If any revisions or corrections shall be required by City Department of Community Development or any other official, agency, department, division or bureau of the City of Huntington Beach having jurisdiction, the Auto Dealers and the Agency shall cooperate to accommodate such requirements. The Agency shall have the right of architectural and planning review of all plans and submissions including any changes therein. Provided that the submissions by the Auto Dealers are made timely and are complete, the Agency shall approve or disapprove the plans, drawings and related documents referred to in Section 3.2 of this Agreement within the times established in the Schedule of Performance. Failure by the Agency to either approve or disapprove within the times established in the Schedule of Performance shall be deemed an approval. Any disapproval shall state in writing the reasons for disapproval. The Auto Dealers, upon receipt of a disapproval based upon powers reserved by the Agency hereunder, AJFk 7/92386 7 shall revise such portions and submit to the Agency as soon as possible after receipt of the notice of disapproval as provided in the Schedule of Performance. If the Auto Dealers desire to make any substantial changes in the construction plans after their approval by the Agency, the Auto Dealers shall submit the proposed change to the Agency for its approval. If the construction plans, as modified by the proposed change, conform to the requirements of Section 3.2 of this Agreement and the Scope of Development the Agency shall approve the proposed change and notify the Auto Dealers in writing within 30 days after submission to the Agency. Such change in construction plans shall, in any event, be deemed approved by the Agency unless rejected, in whole or in part, by written notice thereof by the Agency to the Auto Dealers, setting forth the reasons therefor, and such rejection shall be made within said 30-day period. The cost of developing the Site and constructing all improvements thereon shall be borne by the Auto Dealers, except for the work expressly set forth in the Agreement to be performed by the Agency or others. The Agency shall contribute the sum of One Hundred AJFk 7/92386 8 Thousand Dollars ($100,000) for the construction of the sign. These sums shall be paid into an escrow account as called for in paragraph 3.7 herein. The Agency shall make a construction loan to Auto Dealers in the amount of Two Hundred and Sixty -One Thousand Dollars ($261,000), to be placed into an escrow account in accordance with Section 3.7 of this agreement. The loan is to be repaid by Auto Dealers by the total increase in the City's portion of the sales tax generated from auto sales, service and parts sales, as applicable, by the Auto Dealers over a five-year (60 month) period beginning one month after full operation of the sign begins. The base year to be used in calculating the increase in the City's portion of the sales tax shall be 1991. The City's total portion of the sales tax generated for the Auto Dealers in the association for the year 1991 was $1,555,927. After the sixty (60) month period, if the total increase in the City's portion of the sales tax does not equal an increase over the amount of Two Hundred and Sixty -One Thousand Dollars ($261,000), the Auto Dealers shall pay to the Agency an amount equal to the difference between the sure of the increase over the base year and the sum of Two Hundred and Sixty -One Thousand Dollars ($261,000). If at any time during the sixty (60) month term the City': portion of the sales tax has increased to or exceeded Two Hundred and Sixty -One Thousand Dollars ($261,000) over the base year, Auto Dealers shall be AJFk 7/92386 9 deemed to have met its obligations in full under this agreement and no further payment to the Agency shall be required. In the event the City's allocated portion of the sales tax shall be modified or changed during the life of this agreement, the obligations of the Auto Dealers under this section shall be proportionately changed and modified. The purpose of this agreement is to promote fairness in the face of uncertain future allocations and assessments. After the approval by the City of necessary entitlement, the Auto Dealers shall promptly begin and thereafter diligently prosecute to completion the construction of the Auto Dealers Improvements and the development of the Site. The Auto Dealers shall begin and complete all construction and development within the times specified in the Schedule of Performance. 3.7 EScrgw Account Auto dealers shall establish an escrow for the purpose of managing funds during the construction of the sign. The Agency shall, upon approval of the construction permits, pay into the escrow account for the full sum of Three Hundred Sixty -One Thousand Dollars pursuant to Section 3.4 and 3.5 herein. Responsibility for funds disbursed from the escrow account once AJFk 7/92386 10 the Agency's payment has been made shall rest exclusively with the Auto Dealers and the chosen escrow agent. Auto Dealers shall accordingly hold Agency harmless from any liability arising from such disbursal. SECTION 4 LEASE OF SITE Agency will lease the site from the City of Huntington Beach and hereby agrees to lease this Site to the Auto Dealers under the following terms and Conditions. 4.1 Term The term of this lease shall be fifteen (15) years commencing on the date the completion certificate is issued and continuing for fifteen (15) years thereafter, unless terminated earlier as provided in this Agreement. As compensation for the use of the Site Auto Dealers will provide Agency with twenty per cent (20%) of the use of the message sign for public notice and business announcements subject to consultation with Auto Dealers. The Agency shall select the time of day for Agency use of the sign. 4.3 Compliance with_Ca1Trans_Permit AJFk 8/92386 11 v u The Auto Dealers will comply with all of the CalTrans sign permit requirements, including maintaining an office in the Huntington Center Redevelopment Project Area. BROMFUMPUMMMM The Auto Dealers shall, at their sole expense, maintain the reader board sign including programming and providing electrical power to the Site. 4.5 Inechanigg Liens At all times within the term of this Agreement, Auto Dealers shall keep the Site and all improvement free and clear of all liens and claims for liens for labor, services materials, supplies or equipment performed on or furnished to Site. Should Auto Dealers fail to pay and discharge or cause the Site to be released from any such lien or claim of lien within 20 days after service on the Auto Dealers of written request from the Agency to do so, Agency may pay, adjust, compromise and discharge any such lien or claim of lien and in any manner that the Agency deems appropriate. Auto Dealers shall, on or before the first day of the next calendar month following any such payment by Agency, reimburse Agency for the full amount paid by Agency in paying, adjusting, compromising, and discharging that lien or claim of AJFk 7/92386 12 `.f lien, including any attorney fees or other costs expended by Agency, together with interest at the then -maximum legal rate from the date of payment by Agency to the date of repayment by Auto Dealers. 4.6 Insur-ance Auto Dealers shall carry at all times incident hereto, on all operations to be performed hereunder, general liability insurance, including coverage for bodily injury, property damage, products/completed operations, and blanket contractual liability. Said insurance shall also include automotive bodily injury and property damage liability insurance. All insurance shall be underwritten by insurance companies in forms satisfactory to Agency for all operations, subcontract work, contractual obligations, product or completed operations and all owned vehicles and non -owned vehicles. Said insurance shall name the Agency and City, its officers, agents and employees and all public agencies as determined by the Agency as Additional Insureds. Auto Dealers shall subscribe for and maintain said insurance policies in full force and effect during the life of this Agreement, in an amount of not less than One Million Dollars ($1,000,000) combined single limit coverage. If coverage is provided under a form which includes a designated general aggregate limit, such limit shall be no less than One Million Dollars ($1,000,000). In the event of aggregate coverage, Auto Dealers shall immediately notify AJFk 7/92386 13 Agency of any known depletion of limits. Auto Dealers shall require its insurer to waive its subrogation rights against Agency and City and agrees to provide certificates evidencing the same. Prior to commencing performance of the work hereunder, Auto Dealers shall furnish to Agency certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; said certificates shall provide the name and policy number of each carrier and policy, and shall state that the policy is currently in force and.shall promise to provide that such policies will not be cancelled without thirty (30) days prior written notice to Agency. Auto Dealers shall maintain the foregoing insurance coverages in force until the work under this Agreement is fully completed and accepted by Agency. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of Agency by Auto Dealers under this Agreement. Agency or its representative shall at all times have the right to demand the original or a copy of all said policies of insurance. Auto Dealers shall pay, in a prompt and timely,manner, the premiums on all insurance hereinabove required. AJFk 7/92386 14 A separate copy of the additional insured endorsement to each of Auto Dealers'S insurance policies, naming the Agency, its officers and employees as Additional Insureds shall be provided to the Agency Attorney for approval prior to any payment hereunder. Auto Dealers hereby agree to protect, defend, indemnify and hold and save harmless Agency, its officers, and employees against any and all liability, claims, judgments, costs and demands, however caused, including those resulting from death or injury to Auto Dealers' employees and damage to Agency's property, arising directly or indirectly out of the obligations or operations herein undertaken by Auto Dealers, including those arising from the passive concurrent negligence of Agency, but save and except those which arise out of the active concurrent negligence, sole negligence, or the sole willful misconduct of Agency. Auto Dealers will conduct all defense at its sole cost and expense. Agency shall be reimbursed by Auto Dealers for all costs or attorney's fees incurred by Agency in enforcing this obligation. Pursuant to the California Labor Code Section 1861, Auto Dealers acknowledges awareness of Section 3700 et seq. of AJFk 7/92386 15 said code, which requires every employer to be insured against liability for workers' compensation; Auto Dealers covenants that it will comply with all such laws and provisions prior to commencing performance of the work hereunder. Auto Dealers shall maintain such Workers' Compensation Insurance in an amount of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, and Two Hundred Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all times incident hereto, in forms and underwritten by insurance companies satisfactory to Agency. Auto Dealers shall require all subcontractors to provide such Workers' Compensation Insurance for all of the subcontractors' employees. Auto Dealers shall furnish to Agency a certificate of waiver of subrogation under the terms of the Workers' Compensation Insurance and Auto Dealers shall similarly require all subcontractors to waive subrogation. The Auto Dealers shall defend, assume all responsibility for and hold the Agency, its officers and employees, harmless from, all claims or suits for, and damages to, property and injuries to persons, including accidental AJFk 7/92386 16 k.% death (including attorneys fees and costs), which may be caused by any of the Auto Dealers' activities under this Agreement, whether such activities or performance thereof be by the Auto Dealers or anyone directly or indirectly employed or contracted with by the Auto Dealers and whether such damage shall accrue or be discovered before or after termination of this Agreement. The Auto Dealers shall take out and maintain during the life of this Agreement, a comprehensive liability policy in the amount of One Million Dollars ($1,000,000) combined single limit policy, consistent with the City's present policy on insurance, as shall protect the Auto Dealers, City and Agency from claims for such damages. The Auto Dealers shall furnish a Certificate of Insurance countersigned by an authorized agent of the insurance carrier on a form of the insurance carrier setting forth the general provisions of the insurance coverage. This countersigned certificate shall name the City and the Agency and their respective officers, agents, and employees as additional insureds under the policy. The certificate by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify City and the Agency of any material change cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation or termination. Coverage provided hereunder by the Auto Dealers shall be primary insurance and not contributing with any insurance maintained by the Agency or City, and the policy shall contain such an endorsement. The insurance policy or the Certificate of AJFk 7/92386 17 Insurance shall contain a waiver of subrogation for the benefit of the City and the Agency. The Auto Dealers shall also furnish or cause to be furnished to the Agency evidence satisfactory to the Agency that any contractor with whom it has contracted for the performance of work on the Site or otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. The obligations set forth in this Section shall remain in effect only until a final Certificate of Completion has been furnished for all of the Auto Dealers Improvements as hereafter provided in this Agreement. 4.11 Fire_ and Casualty Insurance Auto Dealers shall at its own cost and expense, at all times during the term of this Agreement, keep all improvements on the Site insured for their full replacement value by insurance companies authorized to do business in the State of California against loss or destruction by fire and'the perils commonly covered under the standard extended coverage endorsement to fire insurance policies in the County of Orange. For as long as there is any leasehold encumbrance in existence, that policy shall also contain a standard lender endorsement. AJFk 8/92386 18 IN SECTION 5 CITY AND OTHER GOVERNMENTAL AGENCY PERMITS Before commencement of construction or development of any buildings, structures or other works of improvements upon the Site or within the Project Area, the Auto Dealers shall, at its own expense, secure or cause to be secured any and all permits which may be required by the City or any other governmental agency affected by such construction, development or work. It is understood that the Auto Dealers' obligation is to pay all necessary fees and to timely submit to the City final drawings with final corrections to obtain a building permit; the Agency will, without obligation to incur liability or expense therefor, use its best efforts to expedite issuance of building permits and certificates of occupancy for construction that meets the requirements of the City Code. SECTION 6 RIGHTS OF ACCESS For the purpose of assuring compliance with this Agreement, representatives of the Agency and the City shall have the right of access to the Site, without charges or fees, at normal construction hours during the period of construction for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed in constructing the improvements, so long as they comply with all safety rules. Such representatives of the Agency or of the City shall be those who are so identified in writing by the Executive AJFk 7/92386 19 0A M Director of the Agency. The Agency shall hold the Auto Dealers harmless from any bodily injury or related damages arising out of the activities of the Agency and the City as referred to in Section 4.8. SECTION 7 LOCAL, STATE AND FEDERAL LAWS o= The Auto Dealers shall carry out the construction of the improvements in conformity with all applicable laws, including all applicable federal and state labor standards, provided, however, Auto Dealers and its contractors, successors, assigns, transferees, and lessees are not waiving their rights to contest any such laws, rules or standards. SECTION 8 ANTIDISCRIMINATION DURING CONSTRUCTION The Auto Dealers, for itself and its successors and assigns, agrees that in the construction of the improvements provided for in this Agreement, the Auto Dealers will not discriminate against any employee or applicant for employment because of race, color, creed, religion, age, sex, marital status, handicap, national origin or ancestry. SECTION 9 TAXES, ASSESSMENTS, ENCUMBRANCES AND LIENS The Auto Dealers shall pay when due all ad valorem taxes and assessments on the Site and levied subsequent to a AJFk 7/92386 20 Auto Dealers taking possession of the Site. Agency warrants clear title. Prior to issuance of a Certificate of Completion, the Auto Dealers shall not place or allow to be placed on the Site or any part thereof any mortgage, trust deed, encumbrance or lien other than as expressly allowed by this Agreement. The Auto Dealers shall remove or have removed any levy or attachment made on any of the Site or any part thereof, or assure the satisfaction thereof within a reasonable time but in any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit the Auto Dealers from contesting the validity or amounts of any tax assessment, encumbrance or lien, nor to limit the remedies available to the Auto Dealers in respect thereto. SECTION 10 PROHIBITION AGAINST TRANSFER OF THE SITE, THE BUILDINGS OR STRUCTURES THEREON AND ASSIGNMENT OF AGREEMENT Prior to the issuance by the appropriate governmental authority of a Certificate of Completion as to any building or structure, the Auto Dealers shall not, except as permitted by this Agreement, without prior approval of the Agency, make any total or partial sale, transfer, conveyance, assignment or lease of the whole or any part of the Site or of the buildings or structures on the Site. This prohibition shall not be deemed to prevent the granting of temporary or permanent easements or permits to facilitate the development of the Site AJFk 7/92386 21 or to prohibit or restrict the leasing of any part or parts of a building or structure for occupancy for a term commencing upon completion. SECTION 11 CERTIFICATE OF COMPLETION Promptly after completion of all construction and development required by this Agreement to be completed by the Auto Dealers upon the Site in conformity with this Agreement, the Agency shall furnish the Auto Dealers with a Certificate of Completion (Attachment 5) upon written request therefor by the Auto Dealers. The Agency shall not unreasonably withhold any such Certificate of Completion. Such Certificate of Completion shall be a conclusive determination of satisfactory completion of the construction required by this Agreement upon the Site and the Certificate of Completion shall so state. The Agency may also furnish the Auto Dealers with a Certificate of Completion for portions of the improvements upon the Site as they are properly completed and ready to use if the Auto Dealers are not in default under this Agreement. After recordation of such Certificate of Completion, any party then owning or thereafter purchasing, leasing or otherwise acquiring any interest therein shall not (because of such ownership, purchase, lease or acquisition), incur any obligation or liability under this Agreement except that such party shall be bound by (i) any covenants contained in the Grant Deed, lease, mortgage, deed of trust, contract, other instrument or transfer, or other documents establishing covenants on the Site. AJFk 8/92386 22 V. A Certificate of Completion of construction for the entire improvement and development of the Site shall be in such form as to permit it to be recorded in the Recorder's Office of Orange Cunty. If the Agency refuses or fails to furnish a Certificate of Completion for the Site, or part thereof, after written request from the Auto Dealers, the Agency shall, within thirty (30) days of written request therefor, provide the Auto Dealers with a written statement of the reasons the Agency refused or failed to furnish a Certificate of Completion. The statement shall also contain Agency's opinion of the actions the Auto Dealers must take to obtain a Certificate of. Completion. If the reason for such refusal is confined to the immediate availability of specific items of materials for landscaping, the Agency will issue its Certificate of Completion upon the posting of a bond by the Auto Dealers with the Agency in an amount representing a fair value of the work not yet completed. If the Agency shall have failed to provide such written statement within said thirty (30) day period, the Auto Dealers shall be deemed entitled to the Certificate of Completion. Such Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of the Auto Dealers to any holder of any mortgage, or any AJFk 7/92386 23 insurer of a mortgage securing money loaned to finance the improvements, or any part thereof. Such Certificate of Completion is not a notice of completion as referred to in the California Civil Qde, Section 3093. SECTION 12 USE OF THE SITE 22.1 Uses The Auto Dealers covenants and agrees for itself, its successors, its assigns, and every successor in interest to the Site or any part thereof, that during construction and thereafter, the Auto Dealers, such successors and such assignees, shall devote the Site to the uses specified in the Redevelopment Plan, and this Agreement for the periods of time specified therein. 12.2 Rights of Access The Agency, for itself and for the City and other public agencies, at their sole risk and expense, reserves the right to enter the Site or any part thereof at all reasonable times for the purpose of construction, reconstruction, maintenance, repair or service of any public improvements or public facilities located on the Site. Any such entry shall be made only after reasonable notice to Auto Dealers, and Agency shall indemnify and hold Auto Dealers harmless from any costs, claims, damages or liabilities pertaining to any entry. AJFk 7/92386 24 SECTION 13 GENERAL PROVISIONS Written notices, demands and communications between the Aency and the Auto Dealers shall be sufficiently given if delivered by hand (and a receipt therefor is obtained or is refused to be given) or dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of the Agency and the Auto Dealers. Such written notices, demands and communications may be sent in the same manner to such other addresses as either party may from time to time designate by mail as provided in this section. Any written notice, demand or communication shall be deemed received immediately if delivered by hand and shall be deemed received on the tenth day from the date it is postmarked if delivered by registered or certified mail. 13.2 No member, official or employee of the Agency shall have any personal interest, direct or indirect, in this Agreement, nor shall any member, official or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership or association in which he is directly AJFk 7/92386 25 or indirectly interested. No member, official or employee of the Agency shall be personally liable to the Auto Dealers, or any successor in interest, in the event of any default or breach by the Agency, or for any amount which may become due to the Auto Dealers or successor or on any obligations under the terms of this Agreement. The Auto Dealers warrant that it has not paid or given, and will not pay or give, any third party any money or other consideration for obtaining this Agreement. In addition to specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in default, and all performance and other dates specified in this Agreement shall be extended, where delays or defaults are due to: war; insurrection; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; act or omissions of the other party. - acts or failures to act of the City of Huntington Beach or any other public or governmental agency or entity (other than the acts or failures to act of the Agency which shall not excuse AJFk 7/92386 26 1w� performance by the Agency); or any other causes beyond the control or without the fault of the party claiming an extension of time to perform. Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty (30) days of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the mutual agreement of Agency and Auto Dealers. Auto Dealers are not entitled pursuant to this Section 13.3 to an extension of time to perform because of past, present, or future difficulty in obtaining suitable temporary or permanent financing for the acquisition or development of the Site. No member, official or employee of the Agency or the City shall be personally liable to the Auto Dealers, or any successor in interest, in the event of any default or breach by the Agency (or the City) or for any amount which may become due to the Auto Dealers or its successors, or on any obligations under the terms of this Agreement. AJFk 8/92386 27 %101 The Agency has the right at all reasonable times to inspect the books and records of the Auto Dealers pertaining to the Site as pertinent to the purposes of this Agreement. The Auto Dealers also have the right at all reasonable times to inspect the public records of the Agency pertaining to the Site as pertinent to the purposes of the Agreement. SECTION 14 DEFAULTS AND REMEDIES 14.1 Defaults --- General Subject to the extensions of time agreed to by the parties, failure or delay by either party to perform any term or provision of this Agreement constitutes a default under this Agreement. The party who so fails or delays must immediately commence to cure, correct, or remedy such failure or delay, and shall complete such cure, correction or remedy with diligence. The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Except as required to protect against further damages, the injured party may not institute proceedings against the party in default until thirty (30) days after giving such notice. Failure or delay in giving such AJFk 8/92386 28 L..i notice shall not constitute a waiver of any deafault, nor shall it change the time of default. 14.2 ,Institution !af�Lega3 ActjonZ In addition to any other rights or remedies either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 14.3 Applesable Law The laws of the State of California shall govern the interpretation and enforcement of this Agreement. ! .i 4W1fARMTW--X-a- In the event that any legal action is commenced by the Auto Dealers against the Agency, service of process on the Agency shall be made by personal service upon the Director or in such other manner as may be provided by law. AJFk 8/92386 29 In the event that any legal action is commenced by the Agency against the Auto Dealers, service of process on the Auto Dealers shall be made by personal service upon the Auto Dealers and shall be valid whether made within or without the State of California or in such other manner as may be provided by law. MWIF.M. U Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party or one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 14.6 Inaction Not a Waiver of Dgfault Any failures or delays by either party in asserting any of its rights ad remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. AJFk 7/92386 30 SECTION 15 REMEDIES AND RIGHTS OF TERMINATION PRIOR TO CONVEYANCE 15.1 Damages If either party defaults with regard to any of the provisions of this Agreement, the non -defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured or commenced to be cured by the defaulting party within thirty (30) days after service of the notice of default (or within such other period as is set forth herein), the defaulting party shall be liable to the other party for any damages caused by such default. PPIFORMUTMUT4. u.� If either party defaults under any of the provisions of this Agreement, the non -defaulting party shall service written default is not cured by the defaulting party within thirty (30) days of service of the notice of default, or such other time limit as may be set forth herein with respect to such default, the non -defaulting party at its option may thereafter (but not before) commence an action for specific performance of terms of this Agreement. AJFk 7/92386 31 SECTION 16 SPECIAL PROVISIONS Whenever this Agreement requires the Auto Dealers to submit plans, drawings or other documents to the Agency for approval, which shall be deemed approved if not acted on by the Agency within the specified time, said plans, drawings or other documents shall be accompanied by a letter stating that they are being submitted and will be deemed approved unless rejected by the Agency within the stated time. If there is not time specified herein for such Agency action, the Auto Dealers may submit a letter requiring Agency approval or rejection of documents within thirty (30) days after submission to the Agency or such documents shall be deemed approved. 16.2 Amen,dmentst,�Q this Agreement Auto Dealers and Agency agree to mutually consider reasonable requests for amendments to this Agreement which may be made by lending institutions, or Agency's counsel or financial consultants, provided said requests are consistent with this Agreement and would not substantially alter the basic business terms included herein. AJFk 8/92386 32 SECTION 17 ENTIRE AGREEMENT, WAIVERS This Agreement is executed in three (3) duplicate originals, each of which is deemed to be an original. This Agreement includes pages 1 through 34 and Attachments 1 through 5, which constitute the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement must be in writing by the appropriate authorities of the Agency and the Auto Dealers, and all amendments hereto must be in writing by the appropriate authorities of the Agency and the Auto Dealers. In any circumstances where under this Agreement either party is required by approve or disapprove any matter, approval shall not be unreasonably withheld. _. SECTION 18 TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY This Agreement, when executed by the Auto Dealers and delivered to the Agency, must be authorized, executed and delivered by the Agency on or before thirty (30) days after r signing and delivery of this Agreement by Auto Dealers or this AJFk 8/92386 33 Agreement shall be void, except to the extent that the Auto Dealers shall consent in writing to a further extension of time for the authorization, execution and delivery of this Agreement. The date of this Agreement shall be the date when it shall have been signed by the Agency. IN WITNESS WHEREOF, the Agency and the Auto Dealers have signed this Agreement on the respective dates set forth below. DATED: ATTEST: Clerk APPROVED AS TO FORM: Agency Counsel •7 .?•.1 °��' 7-LZ�1Z- REDEVELOPMENT AGENCY OF THE CITY OF TINGTON BEACH By: airman HUNTINGTON BEACH AUTOMOBILE DEALERS CIATION, I NCORPO T By, ge Its By. /7 17, /Xz, D q%:De '116 7 Its:, AJFk 7/92386 34 man we 0 ftj. liO AM: 44 0 A A A! Eff ft.! CENTril Dnivc- 1"VF'fJ 4 KA.'11V141 . ..... 4b S /V o /V IN. — - — -- -------------- C�FiJcE :/Cj:/v cn n AV' a f. r J all f. 9. a N—o'N a moor in a m a a ' 1 ' 1 I 1 I, --� ""Noon &man wwwwwom ...... HUNTINGTON CENTER COMMERCIAL DISTRICT REDEVELOPMENT PROJL HUNTINGTON BEACH. C4LIFORNIN AREA *PLANNING DIVISION ATTACHMENT 110.. ns� 4 �.IY 1 L 1 . ••.M CI -gat 1 >tCR.7 • f — C. 71 • 'SCE Co. � , �� ''\ , _ (FEE) DX157 N URB \ fib rr~ _ l•: ! LIS 22 0k-\K, � O �i� A11T OF 0V'RHF�D PROPOSED, CURB �, FVER LINES 148.15' Z 47' 586' pp ����� DFp � %a ©,c �` -% Zug G J• \� \ s, zet a 1 \ do 2,29' -ATTACHMENT NO. 1-S G 1 IWA. ENGINEERS _ r. V,omcEr � o • -- - 41'-(f y I � H H n ti a.a H z O SP£C F?cATIQNs- I��TtFls�T10P� asP�� . - ALL LETTERS HAVE INTEPN AL NEON ILLUMINAT04. Cams TO BE SPEC>FIED - BACKGROUND PANEL IS WTAL FINISHED WHITE STUCCO WES - 32 x 80 LMAP UArRIX - 4 LINES OF 3X CKARACTERS OR GRAPHIC CM8NAT04S - 3OR20 MAPS THROUGHOUT - VENUS• SERIES CONTROUJM - 100% SOLID STATE CONSOLVATED LAW RCIRCUITS - COPY AREAS ARE APNOXI)ATELY 3'-1(r H01 x 26'-11' ME - COPY TO BE SPECInED — DOU BL£ FACE - DISPLAY FWASH IS WHITE STUCCO - T NSETS. COLOR TO 8E SPEOFO A Iong narrow irregularly shaped parcel containing approximately 5,200 sq. ft. The parcel Is west of Beach Blvd. running along the east line of Center Avenue and south of and contiguous to the southerly line of the Edison right-of-way. A more detailed description Is located in Book 12491, pages 294-296 Official Records, County of Orange, California. Note: Please see site diagram for dimensions of the site. 0651r ATTACHME14T NO. 2 k..) j $ 1 J The Huntington Beach Auto Dealers Association will contract with a qualified sign company to design, fabricate, install, maintain, program and manage an electronic reader board in the area of the intersection of Beach Boulevard and the I-405 Freeway within the City of Huntington Beach in the area designated on the location map marked Attachment No. 1-A and Attachment No. I-B. The concept of the sign to be built is shown in Attachment No. 1-C. The sign concept includes a double faced electronic reader board and a double faced changeable panel display. ATTAM'IENT NO. 3 ATTACHMENT - SCHEDULE OF PERFnRMANCE 1. Execution of,Aereement by A eg, n_cv The Agency shall approve and execute this Agreement and shall deliver (1) copy to the Auto Dealers. 2, Submission of Construction Drawines and Related The Auto Dealers shall submit construction drawings and all other plans and documents required by this Agreement. 3. AgMncy_RevieA of Construction Drawines and Related Documents Agency approves or disapproves construction drawings and other documents or plans. 4. Submission of Revised Construction Drawines or Related Documents If original submitted or resubmittal Is disapproved. Auto Dealers revise disapproved plans or documents and resubmits to Agency. Not later than forty five (45) days after the date of execution and submission of this agreement by the Auto Dealers. Within four (4) weeks after City Planning Commission approval of of site planAland use applica— tions (or within four (4) weeks after City Council approval if Planning Commission approval is appealed). Within four (4) weeks after submittal by Auto Dealers Within two (2) weeks after disapproval until approval Is granted. S. SubmissiQU of Complelen Within two (2) weeks after Drawing5 gndn submittal. The Agency shall approve or disapprove the complete construction (working) drawings. 6. Revisigns. (if any) Within two (2) weeks after Auto Dealers shall prepare revised receipt of Agency comments. construction (working) drawings as necessary, and submit them to the Agency for review. 7. Final Review of Complete Drawing] Within two (2) weeks after The Agency shall approve the revisions submittal by developer. submitted by Auto Dealers provided that the revisions necessary to accommodate Agency's comments have been made. ATTACHMENT No. 4 Schedule of Performance (&hlt') ATTACHMENT 8. Obtaining Building Permits Auto Dealers shall obtain all building and other permits needed to commence construction of the sign project. Agency shall provide assist— ance from time to time in dealing with all City Agencies. 9. Commencment,oUonstrUCtion Auto Dealers shall commence construction of the sign project. 10. Qmmpletioq of Construction Auto Dealers shall complete construction of all sign project improvements. 11. CertifIcatp_of Completions of Construction The Agency to provide a Certificate of Completion to the Auto Dealers Not later than four (4) weeks after final approval of construction (working) drawings. Not later than eight (9) weeks after receipt of permits. Not later than six (6) months after commencement of construc— tion . As per the guidelines in Section 11 of DDA/Lease Agreement. ATTACHMENT NO. 4 09 Q RECORDING REQUESTED BY ) AND WHEN RECORDED MAIL TO ) AND MAIL TAX STATEMENTS TO: ) City of Huntington Beach ) City Clerk ) 2000 Main Street } Huntington Beach, CA 92648 ) ) Exempt, Gov't Code S6103 A. WHEREAS, on or about the Redevelopment Agency of the City of Huntington Beach, a public body, corporate and politic ("Agency") entered into a Disposition and Development Agreement (the "Agreement") with Huntington Beach Automobile Dealers Association, Inc. ("Developer"), which Agreement provides for the acquisition, disposition, and development of certain real property (the "Property") situated in the City of Huntington Beach, County of Orange, State of California, and more particularly described in said Agreement; and B. On or about , Agency entered in a Lease (the "Lease") with Developer with respect to the Property; and C. As required in Section , of the Agreement, Agency is required to furnish Developer with a Certificate of Completion upon completion of construction of the improvements required to be constructed by Developer with respect to the Property, which Certificate shall be in such form as to permit it to be recorded in the Recorder's Office of Orange County; and D. Such Certificate of Completion shall be conclusive determination of the satisfactory completion of the construction required by the Agreement with respect to the Property; and E. Agency has conclusively determined that Developer's construction on of the improvements required to be constructed by Developer with respect to the Property have been satisfactorily completed in accordance with the Agreement; NOW, THEREFORE, 1. As provided in said Agreement, Agency does hereby certify that Developer has fully and satisfactorily performed and completed all construction required with respect to the Property. AJFk 7/92397 1 Attachment 5 09 2. Nothing contained in this instrument shall modify in any way any provision of said Agreement. 3. After recordation of this Certificate of Completion, any person or entity then owning or thereafter purchasing, leasing, or otherwise acquiring any interest in the Property will not (because of such ownership, purchase, lease or acquisition) incur any obligation or liability under the Agreement, except that such party shall be bound by any and all of the covenants, conditions, and restrictions which survive such recordation set forth in the Agreement. 9. This Certificate of Completion shall be effective as of . 5. This Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of Developer to any holder of a mortgage, or any insurer of a mortgage securing money loaned to finance the improvements to the Property, nor any part thereof. This Certificate of Completion is not a certificate of occupancy, nor is it a notice of completion as referred to in Section 3093 of the California Civil Code. b. The Recitals above are incorporated in full as part of the substantive teat of this Certificate of Completion. IN WITNESS WHEREOF, Agency has executed this certificate this day of , 1992 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH ATTEST: By: Chairman Clerk Developer hereby consents to the recording of this Certificate of Completion. HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION, INC. By: Its: By: Its: AJFk 7/92397 2 Attachment 5 STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE ) On this day of , 19 , before me, the undersigned, a Notary Public in and for said State, personally appeared , personally known to me to be the person who executed this instrument as the of the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH and acknowledged to me that the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH executed it. Notary Public (SEAL) STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE } On this I day of , 19 , before me, the undersigned, a Notary Public in and for said State, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument as the of the HUNTINGTON BEACH AUTOMOBILE DEALERS ASSOCIATION, INC., and acknowledged to me that said association executed it. (SEAL) Notary Public Attachment 5