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HomeMy WebLinkAboutMAKALLON ATLANTA HUNTINGTON BEACH, LLC (AKA MAKAR) - 2007-03-05REIMBURSEMENT - PLANNING - AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND MAKALLON ATLANTA HUNTINGTON BEACH, LLC THIS AGREEMENT ("Agreement") is made and entered into this 4� o, day of Ot r (1� 2007, by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and MAKALLON ATLANTA HUNTINGTON BEACH, LLC, a Delaware Limited Liability Company, hereinafter referred to as "DEVELOPER." WHEREAS, DEVELOPER and CITY have entered into that certain Owner Participation Agreement by and among the Redevelopment Agency of the City of Huntington Beach and the City and Developer dated October 16, 2006 ("OPA"); and Pursuant to the OPA, DEVELOPER is required to develop, design, install and construct or cause to be developed, designed, installed and constructed, a Senior Center of approximately 45,000 square feet; and DEVELOPER desires to have CITY commit sufficient resources to enable the expeditious processing of applications and other necessary documentation of the Senior Center; and DEVELOPER is willing to advance funds to CITY and/or its consultants as necessary to ensure payment of any and all costs of CITY to complete the environmental review of the proposed Senior Center, provided that any funds so advanced are credited to DEVELOPER, pursuant to the OPA. NOW, THEREFORE, in consideration of the promises and agreements hereinafter made and exchanged, the parties agree as follows: 1. PAYMENT DEVELOPER agrees to reimburse CITY as follows: 1 07-842/7435 A. DEVELOPER will make an initial payment to CITY in the amount of One Hundred Eighty -One Thousand Seven Hundred Forty -Three Dollars ($181,743.00) (hereinafter the "Amount of Deposit") on the first day of March 2007. Thereafter, DEVELOPER shall replenish the Amount of Deposit by paying to CITY Ninety Thousand Dollars ($90,000.00) on June 1, 2007 and by paying to CITY Ninety Thousand Dollars ($90,000.00) on September 1, 2007 (the "Quarterly Payments"), or, if prior to the payment of any Quarterly Payment, the Amount of Deposit is less than Ten Thousand Dollars ($10,000), DEVELOPER shall make the next Quarterly Payment within ten (10) days notice from CITY.. The parties acknowledge that the Amount of Deposit and the Quarterly Payments will be used only to pay the professional environmental review services funded by this Agreement. DEVELOPER acknowledges that the amount referenced in this Agreement is the CITY's best estimate of the costs for the services described herein, and that the actual cost of said services may be higher or lower. In the event that the actual cost of said services exceeds the estimated costs, and the prior Amount of Deposit and Quarterly Payment have been disbursed by CITY, DEVELOPER agrees to pay the actual cost within ten (10) days after receiving CITY's invoice for same. In the event the actual costs of Reimbursement Services are less than the estimated costs, CITY promptly will refund the difference between the actual and estimated costs. B. The estimated cost to cover twelve (12) months of professional environmental review services is Three Hundred Sixty -Three Thousand Four Hundred Eighty -Seven Dollars ($363,487.00). C. If CITY receives any payment later than the thirtieth (30`h) day after that payment is due but unpaid, one and one-half percent (1'/2) interest per month shall be assessed for each month the payment hereunder is due but unpaid (subject to pro -ration). 2 07-842/7435 2. STATEMENT OF INTENT The amounts reimbursed to CITY pursuant to this Agreement will help defray CITY's cost of the environmental services required to process the Senior Center consistent with the terms of the OPA. 3. EXCLUSIVE CONTROL BY CITY CITY will maintain exclusive control over the work described herein. Nothing in this Agreement: A. Shall be deemed to require CITY to approve any plan, proposal, suggestion, application or request submitted by DEVELOPER. B. Shall be deemed to limit, in any respect whatsoever, CITY's sole authority to direct and control the planner(s) assigned to DEVELOPER's various development projects. C. Shall be deemed to impose any liability on CITY different from any liability as may otherwise be established by law. 4. CITY EMPLOYEES AND OFFICIALS DEVELOPER shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any direct financial interest in this Agreement. 5. TERM This Agreement shall be effective on the date of its approval by the City Administrator. This Agreement shall expire when fully performed as provided herein. 6. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to DEVELOPER's agent or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal 3 07-842/7435 Service, to the addresses specified below; provided that CITY and DEVELOPER, by notice given hereunder, may designate different addresses to which subsequent notices, certificates or other communications will be sent: TO CITY: City of Huntington Beach ATTN: City Administrator 2000 Main Street Huntington Beach, CA 92648 Copy to: City of Huntington Beach ATTN: Director of Planning 2000 Main Street Huntington Beach, CA 92648 7. MODIFICATION TO DEVELOPER: Makallon Atlanta Huntington Beach, LLC c/o Makar Properties, LLC Attention: CFO_ 4100 MacArthur Boulevard, Suite 200 Newport Beach, CA 92660 Makallon Atlanta Huntington Beach, LLC c/o Makar Properties, LLC Attention: Ethen Thatcher 4100 MacArthur Boulevard, Suite 200 Newport Beach, CA 92660 No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 8. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 9. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be 4 07-842/7435 unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. Notwithstanding any revision of this Agreement to the contrary, or in the event of any conflict between the terms of this Agreement and the OPA, the OPA shall control. 10. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 11. LEGAL SERVICES SUBCONTRACTING PROHIBITED DEVELOPER and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. DEVELOPER understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by DEVELOPER. 5 07-842n435 12. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 13. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 14. ENTIRETY This Agreement, and the attached exhibits, contains the entire agreement between the parties respecting the subject matter of this Agreement and supersedes all prior understanding and agreements whether oral or in writing between the parties respecting the subject matter hereof. 15. ASSIGNMENT DEVELOPER shall have the right to assign this Agreement to its successor in title, subject only to the provisions of the OPA governing assignment. 6 07-842/7435 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized offices the day, month and year first above written. DEVELOPER, CITY OF HUNTINGTON BEACH, a MAKALLON ATLANTA HUNTINGTON municipal corporation of the State of BEACH, LLC, a Delaware limited liability California company By: Makar Properties, LLC, a Delaware limited liability company, Its Authorized Member By: Aul, print name REVIEWED AND APPROVED: Ci Administrator 7 07-84217435 APPROVED AS TO FORM: \` i.e Attorney I"�r` V �1 �-5" !r �•. •R= • ►-, - 1 • REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic xecutive 15irector CITY OF HUNTINGTON BEACH Interdepartmental Memo TO: Joan Flynn, City Clerk FROM: Scott Hess, Acting Director of FI nning Zj DATE: March 5, 2007 sr► . SUBJECT: Reimbursement Agreement with Makallon Atlanta we Center EIR wd t a Transmitted please find the original reimbursement agreement between the City and Makallon Atlanta Huntington Beach LLC for the Environmental Impact Report for the proposed Senior Center. For your reference please find the RCAs approving the original Owner Participation Agreement with Makallon Atlanta which authorizes the City Administrator to execute ancillary agreements to the OPA including this one, and the RCA approving the professional services agreement with EIP/PBS&J to prepare the EIR. Please contact Chris Davis, Senior Administrative Analyst at x1641 if you have any questions. Cc: Reimbursement Agreement Only Paul Emery, Deputy City Administrator Shari Friedenrich, City Treasurer Dan Villella, Director of Finance Jim Engle, Director of Community Services 0305reimbursementtransmittal -1- 3/5/2007 1:48:00 PM RMECEIV ED Council/Agency Meeting Held: Deferred/Continued to: CITY CITY © Approved U Conditionally Approved © Denied City Clerk's Signaturell U N 1111 " Council Meeting Date: 10/16/2006 Department ID Number: ED 06-20 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIUREDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE MAYOR / AGENCY CHAIRMAN AND CITY COUNCIL I AGENCY MEMBERS SUBMITTED BY: PENELOPE B -GRAF , DP , CIT ADMINISTRATOR I EXECUTIV DIRECTOR PREPARED BY: STANLEY SMALEWITZ, ECONOMIC DEVELOMENT DIRECTOR DEPUTY EXECUTIVE DIRECTOR SUBJECT: Adopt City and Agency Resolutions approving the Owner Participation Agreement with Makallon Atlanta Huntington Beach, LLC (also known as Makar) Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) AMII=2€ L.I Oi= IN BEACH Statement of Issue: The City of - Huntington Beach (City), the Redevelopment Agency (Agency) and Makallon Atlanta Huntington Beach, LLC (Makar) (Participant) have negotiated an Owner Participation Agreement (OPA) for the Pacific City Project to be located on a 31- acre site in the Main -Pier sub -area of the Huntington Beach Redevelopment Project. The Pacific City Project is a 191,100 square feet mixed -use project that includes a 165 room, luxury boutique hotel, approximately 163,000 square feet of retail and 12,000 square feet of restaurant use, 516 condominium units above subterranean parking, surface parking, a 2.0- acre open space/park, public easement corridor, and other public improvements. The purpose of the OPA is to effectuate the public purposes of the Agency by providing for significant public benefits including: (1) An In -Lieu Housing fee to be paid to the Agency for the purposes of causing the construction of, or to otherwise making available, a minimum 117 additional affordable residential units in the City; (2) Development, design and construction of a Regional Urban Runoff Treatment System; (3) Construction of the Pacific View Avenue Extension and additional street enhancements; and (4) Development, design and construction of an approximately 45,000 square foot Senior Center on real property owned by the City including furniture, fixtures and equipment. The Agency and City Council will consider adopting Resolutions that will approve the OPA and make certain determinations and findings. Funding Source: Participant will advance $5,500,000 to the Redevelopment Agency to fund the Agency's Obligation for the Regional Urban Runoff Treatment System and the Pacific View Drive Extension, which will be repaid over twenty years from the tax increment generated by the commercial and hotel portions of the Pacific City Project, Participant will pay to the Agency the In Lieu Housing fee of $20,000,000. The development, design and construction of the. Senior Center will be funded by the Park In -Lieu Fee assessed against the residential portion of the Pacific City Project as calculated pursuant to Zoning and Subdivision Ordinance Section 254.08. REQUEST FOR ACTION MEETING DATE: 10116/2006 DEPARTMENT ID NUMBER:ED 06-20 Agency Recommended Action: Motion to: 1. Approve the Owner Participation Agreement (there is a requirement under Resolution No. 214 (Attachment 1) that there be a 30-day review process of an Owner Participation Agreement prior to its submittal 'for Agency action). It is staffs recommendation that the Agreement be approved regardless of an action by the Agency Board, at the November 20, 2006 City Council meeting which would exceed the 30-day review process period. 2. Adopt Agency Resolution No. 364 (Attachment 2) approving an Owner Participation Agreement (Attachment 4) among the City, the Agency and Makallon Atlanta Huntington Beach, LLC and making certain determinations and findings. City Recommended Action: Motion to: 1. Adopt City Resolution No. 2006-67 (Attachment 3) consenting to payment by the Redevelopment Agency of a portion of the costs of the installation and construction of (i) a Regional Urban Runoff Treatment System, and (ii) the extension of Pacific View Avenue, approving an Owner Participation Agreement (Attachment 4) among the City, the Agency and Makallon Atlanta Huntington Beach, LLC, and making certain determinations and findings. Alternative Action(s): Do not adopt the Resolutions that would approve Owner Participation Agreement and refer back to staff for changes. Analysis: The 31-acre project site for the Pacific City Project (21002 Pacific Coast Highway), entirely owned by Makallon Atlanta Huntington Beach, LLC, is located inland of Pacific Coast Highway bounded by First Street, Atlanta Avenue, and Huntington Street. The project is located in the Main -Pier sub -area of the Huntington Beach Redevelopment Project Area. On June 7, 2004, after hearing a staff report presentation, conducting a public hearing, and discussion, the City of Huntington Beach City Council conditionally approved Coastal Development Permit No. 02-12 with Finding and Conditions of Approval as well as Tentative Tract Map No. 16338, Conditional Use Permit No. 02-20 with Special Permit No. 02-04, and Conceptual Master Plan. Tentative Tract Tract Map No. 16338 was approved by the City Council on June 14, 2004. Concurrent with this action, the Participant is processing an Entitlement Plan Amendment to provide consistency of Tentative Map No. 16338, Conditions No. 2b and 11, with the terms of the OPA. The Pacific City Project, a 191,100 square foot mixed -use project consisting of office, retail, restaurant, cultural, and entertainment uses will also include a 165-room three-story luxury boutique hotel with a 12,000 square foot restaurant, comprised of three buildings consisting of 163,000 square feet, 516 condominium units above subterranean parking, surface parking, a 2.0-acre open space/park and public easement corridor, Pacific View Avenue extension, and other public improvements, including a Regional Urban Runoff Treatment System. Under the terms of the OPA, the Agency agrees to reimburse the Participant with project -generated revenues of $5,500,000 for a portion of the construction of the Regional y T3.2 11Administration\RCAtED06-20_makar rca 10-16.doc -2- 10/912006 5:24 PM REQUEST FOR ACTION MEETING DATE: 10116/2006 DEPARTMENT ID NUMBER:ED 06 20 Urban Runoff Treatment System and a portion of the Pacific View Avenue Extension including street enhancements, respectively budgeted at $1,500,000 and $4,000,000. Public benefits include the following: • A source of funds to the Agency to provide affordable housing within the City; • Funding, design and construction of a Senior Center according to City specifications; • Development and construction of a Regional Urban Runoff Treatment System for the First Street watershed storm flows; and • Development and construction of the extension of Pacific View Avenue from Huntington Street to First Street. On December 23, 2003, the City and the Participant previously entered into an Affordable Housing Agreement for the Pacific City project wherein the Participant agreed to construct affordable housing units as complete satisfaction of Participant's Affordable Housing Obligation. The OPA provides. for Participant to pay to Agency $20,000,000 and for the Agency to cause to be constructed, or otherwise make available for, and occupied by, tow - and moderate -income persons, 117 residential units. Participant's payments will be made in three lump sums payments according to a phasing plan that is consistent with the issuance of building permits for the construction of the residential units in the Pack City Project. The OPA provides that the Participant will satisfy its Park In -Lieu Fee for the residential portion of the Pacific City Project by developing, designing, and constructing an approximately 45,000 square foot Senior Center on City owned property. The OPA also provides that the actual costs and expenses for the design and construction of the Senior Center shall not exceed more than $19,000,000 of the the Park In -Lieu Fee assessed against the residential portion of the Pacific City Project. The Participant will receive a 15% sweat equity credit from its own funds for managing and administering the development of the Senior Center. Should the assessed Park In -lieu fee exceed $19,000,000 in CFD generated funds and the 15% sweat equity credit ($2,850,000) then the Participant shall pay to the City a cash sum equal to the difference between the Senior Center Costs and the Park In -Lieu Fee or request that the City Council consider alternative funding options. After the City formally accepts the Senior Center following completion, the City will be responsible for its on- going maintenance and repair. The installation of the Senior Center on City owned parkland is contingent upon the outcome of a Measure T Vote. In the event that the Participant is not obligated to build the Senior Center, the Park In -Lieu Fee shall be paid in full to the City. And the Participant shall not be entitled to the sweat equity credit. The Regional Urban Runoff Treatment System shall also be designed, constructed, and dedicated to the City as a Participant obligation under the OPA. Under the terms of the OPA, the Agency will fund $1,500,000 as reimbursement to the Participant for a portion of the construction costs. One seventh (117) of the on -going annual operation and maintenance cost for the Regional Urban Runoff Treatment System will be provided for by G:ICaro[\Administration\RCA1ED06-20 makar rca 10-16.doc -3- 10/912006 5:06 PRF F3. 3 REQUEST FOR ACTION MEETING DATE: 10/16/2006 DEPARTMENT ID NUMBERED 06-20 a Property Owner's Association as required by the conditions of approval for the Pacific City project. After the City formally accepts the Regional Urban Runoff Treatment System, the City will be responsible for six -sevenths (6/7ths) of its on -going maintenance and repair. The OPA requires the Participant to develop, design, install and construct the Pacific View Avenue Extension, including enhancements to the pavement, curb and gutter, sidewalk, landscaping, streetlights, water lines and storm drains that go far beyond the scope of improvements detailed in the Agreement Between the City of Huntington Beach and the Huntington Beach Company Concerning the Huntington Beach. Company's Atlanta Avenue Site dated December 15, 1986 (commonly known as the Walnut Avenue Agreement) which will be terminated upon the approval of the OPA. Under the terms of the OPA, the Agency will fund $4,000,000 as reimbursement to the Participant for a portion of the construction costs associated with the improvements to Pacific View Avenue. After the City formally accepts the public improvements, the City will be responsible for its on -going maintenance and repair except for those maintenance obligations required by the conditions of approval for the Pacific City Project. Redevelopment Agency Resolution No. 214 dated June 3, 1991 (Attachment 1) directs the Executive. Director to forward copies of all owner participation agreement and disposition and development agreements to the governing body at least thirty days prior to the Agency taking any action thereon. This requirement can be waived by a majority vote of the members. The Participant and Agency staff executed the OPA on October 5, 2006. The Participant has requested that this item be considered at the first regularly scheduled meeting of the Agency Board upon their execution of the OPA. Environmental Status: Environmental Impact Report No. 02-01, analyzing the potential environmental impacts of the Pacific City project, was certified by the City Council on June 7, 2004. The subject owner participation agreement is a financing mechanism that is exempt pursuant to the California Environmental Quality Act. Any projects that may occur as a result of funds available to the City of Huntington Beach and Redevelopment Agency for which environmental clearance has not already been granted shall require approval of entitlements, including environmental documentation, prior to implementation. .arollAdm7inistration\RCAlED06-20 makar rca 10-16.doc -4- 10/912006 5:05 PM F3.4 REQUEST FOR ACTION MEETING DATE: 10/16/2006 DEPARTMENT ID NUMBER:ED 06-20 Attachments): List attachment(s) below. /�3 • 1. Resolution No. 214 2. Redevelopment Agency Resolution No.3 approving an Owner Participation Agreement among the City, the Agency and Makallon Atlanta Huntington Beach, LLC and making certain determinations and findings. 3. City Council Resolution No.20016-167"consenting to payment by the Redevelopment Agency of a portion of the costs of the installation and construction of (i) a Regional Urban Runoff Treatment System, and (ii) the extension of Pacific View Avenue, approving an Owner Participation Agreement among the City, the Agency and Makallon Atlanta Huntington Beach, LLC, and making certain determinations and findings. ,= J, 4. The Owner Participation Agreement among the City, the Agency and Makallon Atlanta Huntington Beach, LLC. /c3. lD 5. Insurance Certificates F.3• /i 6. PowerPoint Presentation G:CCarol\Administration\RCA\ED06-20 makar rca 10-16.doc -5- 1015120061:18 PM F3.5 b INTENTIONALLY LEFT BLANK CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH RESOLUTION NO. 2 t; ()6 - 6 7 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH CONSENTING TO PAYMENT BY THE REDEVELOPMENT AGENCY OF A PORTION OF THE COSTS OF THE INSTALLATION AND CONSTRUCTION OF: (i) A REGIONAL TREATMENT SYSTEM; AND (ii) THE EXTENSION OF PACIFIC VIEW AVENUE, APPROVING AN OWNER PARTICIPATION AGREEMENT AMONG THE CITY, THE AGENCY AND MAKALLON ATLANTA HUNTINGTON BEACH, LLC, AND MAKING CERTAIN DETERMINATIONS AND FINDINGS WHEREAS, the Redevelopment Agency of the City of Huntington Beach (the "Agency) is engaged in activities necessary to carry out and implement the Redevelopment Plan ("Redevelopment Plan") for the Merged Redevelopment Project Area (the "Project Area") of the City of Huntington Beach; and In order to implement and further the goals and objectives of the Redevelopment Plan, the Agency, the City of Huntington Beach ("City") and Makallon Atlanta Huntington Beach, LLC ("Participant") have negotiated the terms of an Owner Participation Agreement (the "Agreement"). The Agreement provides, among other things, for Participant to design, develop, install and construct: (1) a Senior Center; (ii) a regional urban runoff treatment center for the First Street watershed storm flows ("Regional Treatment System"); and (ill) the extension of Pacific View Avenue from Huntington Street to First Street ("Pacific View Avenue Extension"). The Regional Treatment System and the Pacific View Avenue Extension are collectively referred to herein as the "Public Improvements". The Agreement also provides that the Agency will reimburse Participant, subject to all of the terms and conditions of the Agreement, certain costs related to the Public Improvements. Also pursuant to the Agreement, the Participant will pay the Agency an affordable housing in -lieu fee and the Agency would cause to be developed a certain number of affordable housing units. The Agreement also provides for the termination of an existing agreement between the City and Participant's predecessor -in -interest to the site, Huntington Beach Company, entitled "Agreement between the City of Huntington Beach and the Huntington Beach Company Concerning Huntington Beach Company's Atlanta Avenue Site" dated as of December 15, 1986; and Pursuant to Section 33445(a) of the California Community Redevelopment Law (Health & Safety Code Section 33000 et seq.) ("CRr ), the Agency may, with the consent of the City Council ("City Council") of the City, pay all or part of the value of the land for and the cost of the installation and construction of any facility, structure, or other improvements which is publicly owned either within or outside a project area, if the City Council makes certain determinations; and F3.15 Res. No. 2006-67 Pursuant to Sections 33421 and 33421.1 of the CRL, the Agency may cause, provide or undertake or make provision with other agencies for the installation, or construction of streets, utilities, parks; playgrounds, or other public improvements necessary for carrying out the Redevelopment Plan in -the Project Area upon wconsent of the City Council; and' The fulfillment generally of the Agreement is in the vital and best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable federal, state and Iocal laws and requirements; and It is in the best interests of the City and for the common benefit of residents, employees, business tenants and property owners within the Project Area and the City as a whole for the Public Improvements to be installed and constructed; and Since there are no other reasonable means available to the City to finance the installation and construction of the Public Improvements, the Agency proposes to reimburse Participant a portion of the cost of the installation and construction of the Public Improvements; and The Agency's agreement to pay part of the value of the cost of the installation and construction of the Public Improvements constitutes an indebtedness of the Agency for the purpose of carrying out the redevelopment for the Project Area; and The Public Improvements are of benefit to the Project Area and the immediate neighborhood in which the Public Improvements are located; and The provision of the Public Improvements is necessary to effectuate the purposes of the Redevelopment Plan; and All other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, i3E IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH AS FOLLOWS: The City Council hereby finds and determines that the foregoing recitals are true and correct. 2. Based on substantial evidence in the record, the City Council hereby finds and determines that: a. The construction and installation of the Public Improvements are necessary to effectuate the purposes of the Redevelopment Plan and are of benefit to the Project Area and the immediate neighborhood in which the Public Improvements are located. This determination is based, in part, on the fact that the construction and installation of the Public Improvements are in the 2 F3.16 Res. No. 2006-67 best interests of the City and the health, safety, morals and welfare. of its -taxpayers, employees, business tenants, property owners and residents. In addition, the enumerated goals oftheFive Year implementation Plan include: (i) "[i]mprove public facilities and public infrastructure;" and (ii) "[i]mprove inadequate drainage infrastructure." Furthermore, the improvement of public infrastructure in the Project Area which addresses substandard and inadequate public improvements in the Project Area is a specific project listed in the Five Year Implementation Plan as "Public improvements." Pursuant to the Five Year Implementation Plan, such project will address the following conditions of blight identified in the Project Area: age, obsolescence and deterioration and inadequate public improvements. b. No other reasonable means of financing the Public Improvements are available to the City. This determination is based, in part, on the fact that the City itself is not in a position to finance the Public Improvements. The City is having difficulty fully assuming the costs of anticipated and needed public capital improvements. Without the assistance of tax increment funding from the Project Area, capital improvements in other parts of the City would have to be deferred or eliminated in order to fund the Public Improvements. Given the constraints on financing sources which are under the direction of the City, all anticipated and needed public capital improvements cannot be completed using only City funds. It is clear that there must be a combination of tax increment and non -tax increment funding. C. The payment of funds by the Agency for the costs related to the Public Improvements will assist in the elimination of one or more blighting conditions within the Project Area and is consistent with the Agency's Five - Year Implementation Plan for the Project Area. This determination is based, in part, on the information contained in paragraph a., above. 3. The City Council hereby consents to payment by the Agency for part of the cost of the installation and construction of the Public Improvements as provided in the Agreement. _ 4. The City Council hereby approves the Agreement in substantially the form presented to the City Council. The City Administrator is hereby authorized to execute the Agreement on behalf of the City, together with such non -substantive changes and amendments as may be approved by the City Administrator and City Attorney: Without the requirement of any further approval of the City Council, the City` Administrator or designee is authorized to take any action and .execute any and all --,documents and agreements necessary to implement the Agreement. 5. This Resolution shall take effect immediately upon its adoption. 3 F3.17 Res. No. 2006-67 PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a regular meeting thereof held on the day of 22006. REVIEWED AND APPROVED: CiAdmitistrator F3.18 I Mayor APPROVED AS TO FORM: ru 40 Attorney KANE, BALLMER & BERKMAN, 4 Director of Development Council/Agency Meeting Held: Deferred/Continued to: ❑ Approved 0 Conditionally Approved 0 Denied City Clerk's Signature Council Meeting Date: 2/20/2007 J Department ID Number: PL07-08 U I Y UI= HUNTINGTUN BF-ACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: PENELOPE CULBRETH-GRAFT, DPA, CITY ADMINIS R PREPARED BY: JIM ENGLE, DIRECTOR OF COMMUNITY SERVIC SCOTT HESS, ACTING DIRECTOR OF PLANNIN SUBJECT: APPROVE PROFESSIONAL SERVICES AGREEMENT WITH EIPiPBS&J ASSOCIATES FOR PREPARATION OF ENVIRONMENTAL IMPACT REPORT FOR THE PROPOSED SENIOR CENTER AND APPROPRIATE $363,487 FOR THIS CONTRACT Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachments) Statement of Issue: Transmitted for City Council's consideration is a professional services agreement with EIP/PBS&J Associates for preparation of an Environmental Impact Report (EIR) for the proposed senior center. Funding Source: Funding for this project is provided as part of a reimbursement agreement with Makallon Atlanta Huntington Beach LLC. The reimbursement agreement was executed by the City Administrator per terms of an Owner Participation Agreement with Makallon that authorized the City Administrator to execute any ancillary agreements related to the Senior Center project. This constitutes revenue not anticipated in the adoption of the original budget and will be used to fund the contract. Recommended Action: Motion to: 1. "Approve the Professional Services Contract in the amount of Three Hundred Sixty Three Thousand, Four Hundred Eighty Seven ($363,487.00), as prepared by the City Attorney, between the City and EIP/PBS&J Associates, and authorize the Mayor and City Clerk to sign." REQUEST FOR CITY COUNCIL. ACTION MEETING DATE: 2/20/2007 DEPARTMENT ID NUMBER: PL07-08 2. "Appropriate funds in the amount of Three Hundred Sixty Three Thousand, Four Hundred Eighty Seven ($363,487.00) to account 10060201.69365 for the Professional Services contract between the City and EIP/PBS&J Associates, which is funded by an owner participation agreement." Alternative Action(s): The City Council may make the following alternative motions: 1. "Deny the Professional Services Contract between the City and EIP/PBS&J Associates." 2. "Continue the item and direct staff accordingly." Analysis: A. PROJECT BACKGROUND Applicant: City of Huntington Beach Community Services Department Location: West Side of Goldenwest Street proximate to Talbert Avenue In November 2006, residents of the City of Huntington Beach approved Measure T, which asked: "Shall a centrally located senior center building, not to exceed 47,000 square feet, be placed on a maximum of five acres of an undeveloped 14-acre parcel in the 356-acre Huntington Beach Central Parr, generally located west of the intersection of Goldenwest Street and Talbert Avenue, between the disc golf course and Shipley Nature Center, following City Council approval of all entitlements and environmental review?" The Environmental Impact Report (EIR) will analyze the potentially significant environmental impacts of the proposed senior center and identify mitigation measures to reduce or eliminate these impacts. EIP Associates will be responsible for all studies and documentation necessary to comply with the provisions of the California Environmental Quality Act (CEQA), as well as conducting an impact assessment, development of mitigation measures, review for CEQA adequacy, attendance at public meetings, responses to comments, coordination between City staff and the project team, and the preparation of a mitigation monitoring plan. Necessary studies include Biological, Traffic, Archeological, Viewshed Analysis, and Geological. Ell. 2 -2- 2/6/2007 8:24 AM REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 2/2012007 DEPARTMENT ID NUMBER: PL07-08 B. CONSULTANT SELECTION PROCESS Staff solicited proposals from three qualified consultants for this project: Chambers Group, Inc. EIP/PBS&J Associates Michael Brandman Associates Representatives from the Community Services, Public Works and Planning Departments reviewed the proposals and are recommending approval of the contract with EIP/PBS&J Associates. EIP/PBS&J Associates scored higher on all rater sheets, in particular based on understanding of the scope of work and experience with the City of Huntington Beach and experience with similar projects. EIP prepared the Environmental Impact Report for Pacific City, the Strand, the Waterfront Grand Resort and Conference Center, the Newland Street Residential and the Northam Ranch House project. EIP has also prepared environmental studies for senior centers and community centers for the Cities of Palo Alto, San Francisco, Sacramento and the University of California, Davis. Michael Brandman Associates submitted a proposal that, while meeting the minimum requirements of the RFP, failed to identify some background and key information about the project, did not reference similar projects, and included numerous typographical and grammatical errors. Chambers Group indicated their intention to draft a proposal, but opted against submitting a proposal due to an internal staffing difficulty. C. STAFF RECOMMENDATION: A Professional Services Contract between the City and EIP/PBS&J Associates is necessary to prepare the required EIR. This contract will require an appropriation of funds by the City. Funding for the EIR is included in the owner participation agreement with Makallon Atlanta Huntington Beach LLC, the developer of Pacific City. Staff recommends the City Council approve the contract with EIP Associates, in the amount of $363,487.00, and authorize the Mayor and City Clerk to execute the documents. Environmental Status: Projects over which public agencies exercise ministerial authority, such as this agreement contracting for preparation of environmental documentation, are categorically exempt from the California Environmental Quality Act pursuant to Section 15300.1. Attachment(s): -3- E11 .3 2I612007 8:24 AM