HomeMy WebLinkAboutMOLA DEVELOPMENT CORPORATION - OWNER PARTICIPATION AGREEMENT (OPA) FOR CONSTRUCTION OF CHARTER CENTRE - 1984-06-04i �.
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CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF REDEVELOPMENT
May 10, 1985
Mr. Frank Viola, President
Mola Development Corporation
8072 Adams Avenue
Huntington Beach, California 92646
Dear Frank:
CALIFORNIA 92648
Enclosed you will find a fully executed copy of the Charter Centre Disposition and
Development Agreement for transmittal to your appropriate staff members to Implement
the provisions of the Agreement and related attachments.
We look forward to the successful completion of your project, and thank you for your
continuing cooperation in respect to this matter. Should you have any questions regarding
the Agreement, please feel free to contact me, Paul Cook, Jim Palin, or Les Evans at
your convenience.
incerely,
ouglas La Belle,
Deputy Ci y Administrator/Redevelopment
DLB:lp
Enclosure
xc: Paul Cook, Public Works Director
Les Evans, City Engineer
Jim Palin, Development Services Director
Dick Harlow, Harlow & Associates
Telephone 1714) 536-5582
Authorized to Publish 1 dve 1SuP ent Court Io1�an9eng ublic
notices by Decree
California, Number A-6214, dated 29 September, 1961. and
A-24831. dated 11 June. 1963.
STATE OF CALIFORNIA
County of Orange atl�Kll.Moo"
w+e 10 p• er+a'—wnh
I am a Citizen of the United States and a resident of
the County aforesaid: I 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 Orange
Coast DAILY PILOT, with which is combined the
NEWS -PRESS, a newspaper of general circulation,
printed and published in the City of Costa Mesa,
County of Orange. State of California, and that a
Notice of Public Hearing
of which copy attached hereto is a true and complete
copy. was printed and published in the Costa Mesa,
Newport Beach, Huntington Beach, Fountain Valley,
Irvine, the South Coast communities and Laguna
Beach issues of said newspaper for 2 --
consecutive weeks to wit the Issue(s) of
April 4 , 198 5
April 11 ' 198 5
, 198
198
I declare, under penalty of perjury, that the
foregoing is true and correct.
Executed on April i 1 1198 5
at Costa Mqia. California.
Signature
APP1tOYED BY CITI' CO Usti CIL
I90
PUBLIC MOTtCE
NOTICE OF .
JOINT PUBLIC
. HEAPING
"EoEVE�op1teff A
AaERCr
USE OF TAX
INCREMENT ra"AINUEY
CHARTER CENTRE
PROJECT
NOTICE IS HEREBY
GIVEN . Prat a Point public
i,at
e" M W be Reif by the
C I t y C 0 u n-
cil/Redovlllppment Agrlcy
Of the Cdy of HuninVion
Beach, • in the Council
Chamber of the Civic
Center, Hunbr%lon Basch.
at the hour or 7.30 PLM., or
Soon thereeftar as poss-
ible an Monday, the ISM day
of April, 1985. for the
purpoaa of considaring the
use of certain tax increment
rwwnueo lag doacrtbed In
Sectloq 3WO (b) of the Cali-
: fornie Haafth and Sefsty
Coda to pay the cost of lamp
for and Inglagown and con-
structkn of IkAft )000,ned
buadPngs or taoWtiae as pa►1
Of the Charter CwNre Proiat
wthin the Oaavielr Re-
devoloPrrlent Pro(ett Area
(warner . Avenue -Beach
Boulevard).
A summary of PIN Im.
prorMneME to be provWed
OW the cos. Merew IS avail.
theme City CWk'S �
MOM Streed. HunfNgton
Baad1. California. -
AN imartism pavane an
Irw+lfod to atteWe said how -
lag and eapreas - their
apP WIS for Or ■gaMae seed
Mettler.
rmrvw dhorn tPet]f
be obrine�e
Of the 0.1y Clerk. 2000 Main
Street. Hun 0a-01.
California 4w - (714)
53e-li227.
CM OR HUNTBi07.ON
ItEACN, By: Alfela M.
Nei Nei 016 Cft Choir , CHY
Kafllfs Bosch C�•
Puwwed orange cow
)My Plkt April 4, 11. INS .
CITY CLE1t.K
y 3 PROOF OF PUBLICATION
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NOTICE OF JOINT PUBLIC HEARING
CITY COUNCILIREDEVELOPMENT AGENCY
USE -OF JAX -INCREMENT REVENUES
LHARILR Mit(c-eROjELI
NOTICE 15 HEREBY GIVEN that a joint public hearing will be held by the
City Council/Redevelopment Agency of the City of Huntington Beach, in the
Council Chamber of the Civic Center, Huntington Beach, at the hour of 7:30
P.M., or as soon thereafter as possible on Monday, the 15th day of April,
1985, for the purpose of considering the use of certain tax increment revenues
(as described in Section 33670 (b) of the California Health and Safety Code to
pay the cost of land for and installation,and construction of publicly -owned
buildings or facilities as part of the Charter Centre Project within the D Ak%)itAu
Redevelopment Project Area (Warner Aver.ue-Beach Boulevard).
A summary of the improvements to be provided and the cost thereof is available
for public inspection at the City Clerk's Office, 2000 Main Street, Huntington
Beach, California,
All interested persons are invited to attend said hearing and express
their opinions for or against said matter.
Further information may be obtained frcm the Office of the City Clerk,
2000 Main Street, Huntington Beach, California 92648 - (714) 536-5227.
Dated: April 3, 1985
CITY OF HUNTINGTON BEACH
By: Alicia M. Wentworth
City Clerk, City of Huntington Beach
Clerk, Huntington Beach Redevelopment Agency
U10
FID
MUNTINGTON BEACH
! i
CITY OF H UNTINGTON BEACH
CITY COUNCIL COMMUNICATION• • •
CITY COUNCILMEMBERS and CHARLES W. Redevelopment Procedures
TO THOMPSON, City Administrator FROM Committee
SUBJECT CHARTER CENTRE DATEApril 15, 1985
The Charter Centre project is in the Oakview Redevelopment area
and as such is the redevelopment project with the greatest
potential for providing tax increment funds to date.
In assisting such a project to come into a redevelopment area
and in encouraging the most beneficial project for the city,
redevelopment law empowers the redevelopment agency to negotiate
a development agreement with the developer. The terms of such
an agreement can include incentives to development such as
financial assistance, write down of property cost, provision of
physical improvements, etc.
In the case of Charter Centre, the city is not assisting in
financing. It has, however, negotiated an agreement for providing
offsite street improvements and the council has agreed to defer
fees.
Completely aside from the redevelopment aspect of such a project,
the procedural- steps -and- hearings - at-- the planning__commiss ion ---_-_' .----__ _
and development services level must be adhered to. The Charter
Centre project has gone through all these steps.
It is in the meshing of the redevelopment and planning procedures
that there has been confusion.
Last June, the City Council approved a development agreement and
at the same meeting agreed to a deferral of fees, if legal, on -
the Charter Centre project.
The Council has been unaware that during the months that have
passed since that action, revisions to the development agreement
were being negotiated. Also being discussed were alternatives
for handling the deferral of fees. Participants in these dis-
cussions were Redevelopment attorney, City Attorney representative,
Development Services, Administration and the developer.
-
The alternatives of final choice looked at for deferring fees
were the adoption of an ordinance, recommended by the City
Attorney's office, or the payment of the fees by the redevelopment
agency to be repaid by the developer to the agency at 11% interest.
The latter method is the recommendation of -the redevelopment staff,
partly because the ordinance route would seem to encourage fee
deferral which is not necessarily the goal.
Charter Centre Memo
Page Two
April 15, 1985
The delay in the re -negotiation of the development agreement
was largely caused by study of whether the Huntington Beach
Company needed to be part of the agreement. Huntington Beach
Company concerns about the agreement details became cumbersome
since all decisions had to go to San Francisco for approval.
It was determined after careful legal analysis, that the company's
interest was only in thb underlying land ownership and not in
the development. Therefore, the Huntington Beach Company did
not need to be part of the agreement. All of this took an inor-
dinate amount of time.
In the meanwhile, the project had gone through the full spectrum
of development approvals. The only step remaining was the deter-
mination of the proper method to defer fees. The Planning
Director allowed the project to start but required the developer
to provide letters agreeing to pay the fees within 7 days if for
any reason there was a decision of the council not to defer fees.
Permits were issued. On the high rise and. parking structures,
grading and foundation permits were issued but the Director held
back the building permits, feeling this -would hasten a resolution
of the fee question and development agreement negotiations. All
inspections of the project have taken place. There is no question
that the Director of Development Services had the legal authority.
From everything -the committee has read and heard, the only
difference in handling this project as opposed to other projects,
from the standpoint of the Development Services Department, has
been the vacillation on the method of establishing fee deferral.
The only harm seems to have been from the anonymous innuendos.
The fee deferral was a clear direction of the council. Such a
deferral can be handled legally. The project receives and received
proper scrutiny. Fee deferral is not unique to this project.
Fees were waived in the Lyons development agreement for the senior
housing and condominium redevelopment project and park fees were
deferred in the Breakers redevelopment project. The Sanitation
District'de£ers fees also.
There is, however, a procedural and record -keeping weakness in
the redevelopmental process which must be clarified and corrected.
At the present time, we have relatively few'redevelopment projects
to follow. If the redevelopment direction continues, there will
be a number of large redevelopment projects in the near future.
If the policy of the council is to provide financial incentives
particularly in encouraging the first large downtown redevelopment
projects, a clear trail of decisions and steps must be available
at all times. This can only be maintained if consistent basic
procedures are agreed on and followed.
-41 Charter Centre Memo
Page Three
April 15, 1985
In conclusion, the committee feels there has been no basic
wrong doing. The criticism the cormittee has is of the delay
in this case, particularly because no effort was made to keep
the council informed; and the lack of clear-cut procedures.
The committee recommends that the council insist on knowing where
the city is in any redevelopment project at all times; and, that
the type of enabling steps or choices of steps for implementing
the various redevelopment goals be readily available so that any
special treatment negotiated under redevelopment law can be
comfortably and easily handled by the various departments of the
city.
Attachment
141,Wr
CHARTER CENTRE -
CHRONOLOGY OF OPA AND RELATED EVENTS
5-21-84 OPA considered and continued by Agency/City Council.
6-01-84 Mola transmits estimate of costs for planning studies.
6-04-84 OPA and attendant resolutions approved by Agency/City Council.
Additional direction that fees be deferred if legally possible
given by Agency/City Council (fee deferral transcends scope of
agreement as approved).
6-11-84 Proposed Ordinance as means•to defer fees transmitted by City
Attorney to interested parties.
6-12-84 Health Club plans submitted for plan check.
6-20-34 Foundation permit only; office building and parking structure issued.
•6-22-24 Final structural plans submitted; office buildings.
7-84 - First Amendment to OPA to accommodate fee deferral drafted and
8-84 circulated.
7-24.84 Proposed Amendment and attendant resolutions transmitted to City
Attorney for review and approval.---
8-27-84 Redevelopment staff requests City attorney to draft "pro -forma"
amendment to City/agency Cooperation Agreement, specifically
referencing applicability to pending Charter Centre Agreement.
10-03-84 Huntington Beach Company provides written comments on draft
Agreement to Mola.
10-15-84 Building permit issued for Health Club.
10-17-84 Redevelopment staff transmits Huntington Beach Company comments
to Agency Special Counsel.
10-22-84 Redevelopment staff meets with Mola representatives regarding
Agreement and potential cash payment to Mola from sale of Tax
Allocation Bonds. '
10-231-84 Redevelopment staff and Department Heads meet with Mola, Huntington
Beach Company representatives. Department Heads to comment on
Agreement.
10-30-84 Redevelopment staff receives Department Head comments.
11-01-84 Redevelopment staff received phone message from Mola incating that
he is considering document and wants to discuss with his staff who are
out of town.
V
k'..)
CHARTER CENTRE
CHRONOLOGY OF OPA AHD RELATED EYEINTS
Page Two
12-04-84 Agency Special Counsel transmits revised draft Amendment
incorporating provisions of prcposed amendment, deferral of fees,
and requiring developer to obtain consent from any other involved
parties. Huntington Beach Company removed as signator. Tax
Allocation Bonds prove infeasible and discussion regarding Tax
Allocation notes terminates.
12-26-84 Redevelopment staff transmits revised draft Agreement to Mola.
Various meetings cccured to discuss Agreement.
1-11-85 Restaurant plans submitted for plan check.
1-21-85 Agency Special Counsel transmits revised draft incorporating
comments received to data.
2-06-85 Theatre plans submitted for plan check.
2-08-85 Redevelopment staff transmits revised Agreement to City Attorney.
3-08-85 Building permit Issued on restaurant building.
3-14-85 Agency Special Counsel transmits revised draft incorporating..
provisions that developer construct public improvements (not
Agency) and Agency agrees to purchase improvements upon completion.
3-31-85 Agency Special Counsel transmits revised draft based on comments
received to date.
4-01-85 Final draft received by Agency staff and Agenda packet prepared.
4-08-85 Second restaurant plans submitted for plan check.
9
SPECIFIC IMPLEMENTATION AGREEMENT
AN AGREEMENT BETWEEN THE CITY OF HUNTINGTDN BEACH
AND THE HUNTINGTON BEACH REDEVELOPMENT AGENCY
CARRYING OUT OPERATIVE; AGREEMENT NO. 3
WITH RESPECT TO THE OAKVIEW REDEVELOPMENT PLAN
THIS AGREEMENT is entered into this /,j ZZ, day
of �i� _ ^, 1985, by and between the City of Huntington
Beach, a municipal corporation (the "CITY") and the Redevelopment
Agency of the City of Huntington Beach, a public entity authorized
to transact business pursuant to the provisions of Section 33000
et se . of the California Health and Safety Code (the "Agency").
W I T N E S S E T H:
WHEREAS, pursuant to Section 33220 of the Health and Safety
Code, the City may enter into agreements with respect to the
furnishing of certain public improvements; and
Pursuant to the Cooperation Agreement between the City and the
Agency, dated June 20, 1983, the City has agreed to assist the
Agency in carrying out the implementation of the Oakview
Redevelopment Plan; and
Pursuant to the Operative Agreement No. 3 between the City and
the Agency, dated June 30, 1983, the City has further agreed to
assist in the construction of public improvements as set forth in
development agreements for the Oakview Project Area; and
The deferral by the City of receipt of certain fees as set
forth in an Owner Participation Agreement (the "OPA") by and
between the Agency and Mola Development Corporation, a California
corporation, (the "Participant") is necessary to facilitate the
orderly completion of the development activities encompassed by
such CPA; and
The implmentation of the OPA is in the best interests of the
public health, safety, welfare and morals, and shall benefit the
Oakview Project Area;
NOW, THEREFORE, the City of Huntington Beach and the
Redevelopment Agency of the City of Huntington Beach agree as
follows:
Section 1. In consideration of the agreement by the Agency
to pay such fees pursuant to the OPA, the City agrees to defer
receipt of fees arising from the undertaking and construction of
those improvements to be provided by the Participant pursuant to
the OPA. The deferral shall be for so long as is necessary for
the Agency to accumulate sufficient tax increment funds (funds
received by the Agency pursuant to Section 33670(b) of the
California Health and Safety Code) to pay to the City the amounts
of such fees consistent with the implementation of the Oakview
Redevelopment Plan. The obligation of the Agency to make payment
hereunder shall, at the election of the Agency, be subordinated to
all other obligations of the Agency heretofore or hereafter
incurred. The obligation of the Agency to the City hereunder
shall constitute an indebtedness within the meaning of Sections
33670 and 33675 of the California Health and Safety Code. The
amounts due hereunder shall bear interest at the rate of ten (10%)
per annum.
Section 2. The City shall keep such accounting records as
will enable the City and the Agency to determine the amount of
fees receipt of which is deferred by the City, and the amounts
owing by the Agency to the City hereunder.
Section 3. This Agreement has been authorized to be executed
by action taken by the Huntington Beach City Council
on April 15 , 1985, by Resolution No. 55n9 , and by
the Redevelopment Agency of the City of Huntington Beach
on April 15 , 1985, by Resolution No. 118
Section 4. If any portion or section of this agreement is
declared to be contrary to law or unenforceable, then only that
portion or section shall be stricken as mutually agreed by the
parties to this Agreement. Such declaration of invalidity or
unenforceability shall not affect the remainder of this Agreement.
IN WITNESS THEREOF, the parties hereto have executed this
Agreement as of the date first above written.
REDEVELOPMENT AGENCY OF THE
CITY OF HUNTINGTON BEACH
CITY OF HUNTINGTON BEACH
ATTEST:
City/Agency Clerk
REVIEWED -AND AP
nistrat
APPROVED AS TO FORM:
City Attorn /Agency Cer&sel
G5 "
ces
APPROVED:
City Administra or/Ch' f Executive
Officer
INITIATED AND APPROVED:
Deb ty Director of
Redevelopmentent
APPROVED AS TO FORM:
Special Agency unse:i
REQUEST FOR CITY COUNCIUREDEVELOPMENT AGENCY ACTION RH 85-15
Date
April 3, 1985
F
Submitted to: Honorable Mayor and City Council Members/Honorable Chairman and
Redevelopment Agency Members .�,--
Submitted by: Charles. W. Thompson, City Administrator/Chief Exe utive ffi r 01
Prepared by: Douglas N. La Belle, Deputy Director of Redevelopmen
Subject: CHARTER CENTRE OWNER PARTICIPATION AGREEMENT
C;3nsistent with Council Policy? [x j Yes [ j New Policy or Exception
Statement of Issue, Recommendation, Analysis, Furxlinq Source, Alternative Actions, Attachments: �2
STATEMENT OF ISSUE:
Consistent with the approval in concept and further direction offered by the City
Council/Redevelopment Agency at its meeting of June 4, 1984, transmitted herewith
is a revised Owner Participation Agreement between the Redevelopment Agency and
Mola Development Corporation regarding the Charter Centre Project in the Oakview
Redevelopment Project Area.
RECOMMENDATION:
After the conduct of the required public hearing, approve and authorize the execution
of the Owner Participation Agreement between the Redevelopment Agency and Mola
Development Corporation and adoption of the attached resolutions.
ANALYSIS:
Since the original approval by the City Council/Redevelopment Agency of the Owner
Participation Agreement between the Redevelopment Agency and Mola Development Corpo-
ration for the Charter Centre Project, the document has been revised to include
additional points of clarification. While the business points of the Agreement
remain the same as in the originally approved document, there have been three
alterations to its structure. These three changes are as follows:
1. The Huntington Beach Company — has been removed
as the signator to the document.
2. Consistent with the Agency intent - language has been
incorporated to accommodate the deferral of building
permit fees.
3. Language has been incorporated to accommodate the
agreement through which Mola Development will build
the public improvements related to the project, which
will subsequently be acquired by the Redevelopment Agency
and conveyed to the city.
The developer and Redevelopment Agency obligations under this Owner Participation
Agreement are summarized in the attached memo (April 1, 1985) and in the summary of
the Owner Participation Agreement required by Section 33679 of the Health and Safety
Code, also attached.
**'*'V , C'..
ALTERNATIVE ACTIONS:
1. Do not approve the OPA.
2. Refer the OPA back to staff for further amendments.
FISCAL IMPACT:
This agreement creates financial obligations for the Redevelopment Agency as
outlined in the attachments. Debt to be repaid through periodic payments of
tax increment accruing to the Redevelopment Agency.
� t
1. Resolution Numbers , ', , <
2. Memo dated April 1, 1985.
3. Summary of Owner Participation Agreement.
DNL:SVK:lp:sr
tj Re)
LAV
HLATNGTON BE404
CITY OF HUNTINGTON BEACH
INTER -DEPARTMENT COMMUNICATION
To Charles W. Thompson
City Administrator
Subject OUTLINE OF BUSINESS POINTS
CHARTER CENTRE OWNER PARTICIPATION
AGREEMENT
From Douglas N. La Bell
Deputy City Admin for RedevelopmE
Date April 1, 1985
I would like to take this opportunity to summarize for you the business points of
the pending Owner Participation Agreement between the Huntington Beach Redevelopment
Agency and Mola Development, Inc. regarding the Charter Centre project. The most
pertinent business points are as follows:
Developer Obligations
1. Mola Development, Inc. agrees to build Charter Centre improvements of a
value not less than $35 million.
2. Mola Development, Inc. agrees to prepare plans for and build all public
improvements required for the Charter Centre project and sell these
improvements to the Redevelopment Agency at cost plus expenses.
Redevelopment Agency Obligations
1. The Agency agrees to advance to the City the permit fees normally due on
the Charter Centre project (approximately $260,000) and the developer
agrees to repay the Agency this amount over a maximum of five.years at
11 percent interest per annum:
2. The Redevelopment Agency agrees to purchase the public improvements at cost.-
(approximately $1,160,000) plus escrow fees and other expenses, plus $438,930
for acquisition of street right-of-way, plus interest at 11 percent per annum.
To repay this debt, the Agency will pay the lesser of:
The Agency may make annual installments on July 1 each year until principal and
interest (as described in 2 above) are fully paid; OR the Agency may pay 65 percent
of the tax increment accruing from the Charter Centre improvements each year on
July 1 for a period of ten years.
I hope this information will be of assistance to you in summarizing the contents of
the pending Owner Participation Agreement between the Huntington Beach Redevelopment
Agency and Mola Development, Inc. If you should have any questions, please do not
hesitate to contact me.
ONL:SVK:sar
�+ SUMMARY OF CHARTER CENTRE OWNER
PARTICIPATION AGREEMENT BETWEEN THE REDEVELOPMENT
AGENCY OF THE CITY OF HUNTINGTON BEACH AND MOLA
DEVELOPMENT CORPORATION
The following summary of the Owner Participation Agreement for the Charter Centre
Project is provided pursuant to the requirements of Section 33679 of the California Health
and Safety Code (as amended).
a) The principal amount of the Redevelopment Agency's
obligations through the provisions of this OPA to
acquire public improvements and public right-of-way is
estimated at approximately $1,700,000, excluding
interest payments. The maximum obligation of the
Agency will not exceed $350,000 per annum for a period
of ten (10) years or Three Million Five -Hundred
Thousand Dollars ($3,500,000), including principal and
interest installments. The public improvements are
more fully described in the Scope of Development
(Attachment No. 4 to the OPA).
b) The legislative body has fount] that the construction and
acquisition of the public improvements will be of
benefit to the Project Area and the immediate
neighborhood; and that there is no other reasonable
means of financing such public improvements available
to the community without limitation, including the
deferral of city fees.
c) The Agency has carefully reviewed a draft of the OPA
between the Agency and Mola Development
Corporation and has determined that the execution and
implementation of the OPA will promote the
Redevelopment Plan and the public health, safety and
welfare.
0774h
EXHIBIT "A"
4 a , ,
OWNER PARTICIPATION AGREEMENT BY AND BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
AND MOLA DEVELOPMENT CORFORATION FOR THE CHARTER
CENTRE PROJECT WITHIN THE OAKVIEW REDEVELOPMENT AREA
CITY OF HUNTINGTON 8�,:ACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
June 20, 1988
Mola Development Corp.
808 Adams Avenue
Huntington Beach, CA 92646
Enclosed you will find a conformed, recorded copy of a grant
deed which was executed concurrently with the Charter Centre
Disposition and Development Agreement.
Alicia M. Wentworth
City Clerk
AtTd:bt
Enclosure
(Telephone: 7145-34"2271
RECORDING REQUESTED tso)
Sre W9114 11Cek11e Il+lri 1n11 s1ES gas Sal11s SINHUM Seem
ak1e� Mall ia; IrA1lYkei 1/•
NOMS )LA
DEVELOPMENT CORPORATION
s+reel 8072 Adams Avenue
Aaateea Iluntington Heach, Calif. 92646
c+lr a
seise L J
r� MAIL TAX STAYEI.IENTs TO '' l
Name 1 1
Aa sea SAE AS ABOVE
Lehi &
a1
e1e L _..]
tint note It Eueerr ao.
SPACL ARM THIS t.INr POlI IIECORDEII'tt USE
QUITCLAIM DEED
THE UNDERSIGNED GRANTOR(S) DECLARE(S)
DOCUMENTARY TRANSFER TAX Is $
[] computed on full value of property conveyed, or
[] computed on full value less value of flens or encumbrances remaining at lime of sale.
[] unincorporated area 0 cityofr. I11111t 1110011 ficact] ,AND
FOR A VALUABLE CONSIDERATION, receipt of which Is hereby acknowledged,
TIIC REDEVELOPMENT ACENCY OF THE CITY OF 11UNrINGTON BEACH, A PUBLIC AGENCY
hereby remise, release and forever QUITCLAIM to
HoLA DEVELOPMENT CORPORATIONS A CALIFORNIA CORPORATION
the following described real property In the CITY OF IttINTIt1GTON hEACl[,
County of ORANGE , State of California:
TIMT REAL NROPEit'rY DESCRIBLD IN EXIMSIT "A" ATTACHED IILRrrO AND MDE A VART HeRE:OF.
TIITS phElu IS GIVEN TO RECONHY TO GRANTEE THE REAL PROPERTY ERRONEOUSLY CONVEYED
BY CHANTI-_'E IIE'REIN TO CRA14TOR HEREIN IN IIEEI) RECORDED .111149 131 1985 AS INSTRIMEN't.
ZvUt1Bt K 135-21559I. ���-
TIIE ItEDEVELOPH <N'f AGENCY OF THE
CITY OF HUNTINGTON BEACH
STATE of CALIFORNIA SS,
COUNTY OF
—On — before me. Ilia
undersigned, A Notary Public In and for sold Stale. personally
&;peered
known to me to
bd the person whose name - subscribed
10 the wlthln Instrument snd acknowledged that
axsculed the same.
WITNESS my fiend and offlclal seal.
Signature
NOTARY PUALIC IN AND FOR SAID STATE IThle erect lot olhelal 66160141 eesl)
;*.
FXII l IS 1T NAy
PARCEL I:
Commencing at Lite NorLheasL corner of Lite Northeast quarter of Lite Northeast
civarter of Section 26, Township � South, Range 11 West, S.B.B.6 It.; theur.e Went,
along the North line of said Section 26, 417.42 feet; thence South, parallel to
tl(e East line of said Section 26, 417.42 feet; thence last, parallel to Lite North
line of Bald Section 26, 4E7.42 feet and thence North altutg the Fast line of
said Section 26, 417.42 feet to the point of beginning.
Excepting Lite interest In that portion of said land conveyed to the County of
Orange for public highway purposes by deed recorded March 31, 1954, in Book 2699,
Page 412 of Official Records and re -recorded April 20, 1954, in Book 2713, rage 147,
of Official Records incltided within Lice following described land:
A strip of land 40 feet in widLli adjoining and Southerly of the Northerly line of
Section 26, Township 5 South, Range 10 West, S.B.B. S M.; anti extending from a
line which is parallel with and 30 feet West of the Easterly line of said Section 26,
said parallel line being also Lite West line of tl(e right of way of Iluntington Beach
Boulevard, Westerly a distance of 843.42 feet to the center line of Ash Street as
shown on a map of Tract No. 368, recorded Lit Bonk 15, Page 31 of Miscellaneous flaps,
records of Orange County, California.
The intersection of the Southerly line
line of the right of way for ]iuntingLon
curve having a radius of 17.00 feet.
PARCFI. 2:
of the said 40-foot strip with the Westerly
Beach Boulevard shall be rounded with a
Lots 1 to 16 both inclusive of Block A of !inures Home Place, Tract No. 368, as
shown on a map recorded in Book 15, Page 3t of Miscellaneous flaps, records of Orange
County, California, together with all that certain alley 20.00 feet in width in
Block A and all of Elm Street 40.00 feet in width adjolning Lite Easterly line of
said Block A, as shown on a map of Tract 368, recorded in Book 15, Page 31 of
111scellaneous flaps, records of Orange County, California, abandoned by Order of the
Board of Supervisors of the County of Orange, n copy of which was recorded July 23,
1948, 1n Rook 1674, Page 321 of Official Records.
Excepting the interest In that portion of said lan(1 willeli was conveyed to the
County of Orange, for public higliway purposes by deed recorded March 31, 1954, in
Book 2699, rage 412, of Official Records and re -recorded April 20, 1954, in Book
2713, Page 147 of official Records included within the followtng described land:
A strip of land 40 feet in width adjoining and Southerly of Cite Northerly line of
Section 26, Township 5 South, Mange 10 West, S.B.B. 6 It; and extending from a line
which is parallel with and 30 feet West of the Easterly line of said Section 26,
Bald parallel line being also the West line of Lite right of way of Iluntington
Beach Boulevard, Westerly a distance of 643.42 feet to the center tine of Ash
Street as shown on a map of Tract No. 368, recorded In Book 15, rage 31 of
fliscellaneaua 11aps, records of orange Cout(ty, California.
The intersection of the Southerly line of the said 40 foot strip with tl(e Westerly
line of the right of way for ilunt ington Beach Boulevard Hlfall be rounded with a
curve 1(aving a radius of 17.01) feet.
PARCEL. 3:
LoL 1 in Block A of Tract 436, is shown on a map recorded in Bonk 16, Page 28
of Ills(-ellan-otss flaps, records of Orange County, California.
PAR(:I;l. 4:
The Went 193.71 feet of l.ot 2 in Block A of Tract No. 436, Morels flume Place Nu. 2,
as shown on a map recorded in Book 16, Page 28 of Itlscellaneous flaps. records of
Orange County, California.
continued....
Y
EX1:BIT'A CONTINUED.....
PARCEL 5:
The North 48 feet of the West half of Lot 3 In Block A of Tract No. 436, Moore's
Home Place No. 2 as shown on a map recorded in Book 16, Page 28, of Miscellaneous
Maps, records of Orange County, California.
PARCEL 6;
The North 48 feet of the East 193.71 feet of Lot 2, Block A, Tract No. 436,
in the City of Huntington Beach, as per map recorded in [took 16, Page 28 of
Miscellaneous Naps, in the office of the County Recorder of said County.
F1,,.AMONT INSURANCE COMFY
Burbank, Colifornla
POWER OF ATTORNEY
KNOW ALL MEN BV THESE PRESENTS.
That FAIRMONT INSURANCE COMPANY, a California Corpt)ration, does hereby make, constitute and
appoint Kim R. Smith
as its true lawful Attorneys) -in -Fact, with full power and authority, for and on behalf of the Company as surety. to execute
and deliver and affix the seal of the Company thereto, if a seal is required, bonds. undertakings, mcognizances, consents of
surety or other written obligations in the nature therof. as follows:
Any and all bonds, undertakings, recognizances, consents of surety or other written obligations in the nature
thereof,
and to bind FAIRMONT INSURANCE COMPANY thereby, and all of the acts of said Attomey(s)-in-Fact,
pursuant to these presents, are hereby ratified and confirmed.
This appointment is made under and by authority of the following Bylaws of the Company, which Bylaws
are now in full force and effect:
ARTICLE IV. Section 11. ATTORNEYS -IN -FACT AND ACENTS. The chairman of the board, the president, the vice
president, the c le �nancu officer. or the secretary o the corporanon may appoint attorneysin fad or agents with power
and authority, as defined or limited in their respective powers of attorne , for and on behalf of the corporation to execute
and deliver, and affix the seat of the Corporation thereto, bonds. undertakings, recognizances, consents of surety or
other written obligations in the nature thereof and any of said oficers may remove any such attorney -in -Fact or agent
and revoke the power and authority given to him or her.
ARTICLE IV, Section 14. AUTHORITY TO BIND. Any bond, undertaking, recognizance, consent of surety or written
obligation in the nature thereof shali be valid and binding uppool the corporation when signed by the chairman of the
'board, the president, the vice president, the chief financial olfXer, or the secretary of the corporation and duly attested
and staled, if a seal is required, by the secretary or assistant secretary, or shall be valid and binding upon the corporation
when duly executed and sealed, if a seal is required, by a duly authorized attorney -in -tact or agent, pursuant to and
within the limits of the authority granted by his or her power of attorney.
This power of attorney is signed and sealed by facsimile tinder and by the authority of the following Resolu-
tion adopted by the Board of Directors of FAIRtitONf INSURANCE COMPANY at a meeting drily called
and held on the Ord day of October, 1983:
RESOLVED that the signature of any officer authorized by the Bylaws, and the seal of the corporation, may be affixed
by facsimile to any power of attorney or special power of att�tnty or certification of either given for the execution of
any bond, undenak'n , recognizance consent of surety or other written obligation in the nature thereof; such signature
and seal, when so used, being hereby adopted by the corporation as the original signature of such officer and the original
seal of the corporation, to be valid and binding upon the corporation with e same force and effect as though manually
affixed.
IN WITNESS WHEREOF, FAIRMONT INSURANCE COMPANY has caused these presents to be signed
by its proper officer and its corporate seal to be hereunto affixed this 22nd day of March of 1985
ae �
moo;
aet
6'
o+
►r=•'"'••:.`F N.FAIRMONT INSURANCE COMPANY
APR.10 ! �_= By
ISTO a
rf
CAL�T ss�,� 5i8wature t1enry r Wright, Vi� President
�nhrMl{t1N�, � l
t4.nt#d n U-S A
CD1 , (Z/Aril
State of California
County of Cos Angeles .
Henry F. Wright _ personally known to me, was by me duly sworn, and did depose and say: that
he/she resides in the State of California; that he/she is the duly elected vice president of
FAIRMONT INSURANCE COMPANY, the corporation described in and which executed the above instru-
ment; that he/she knows the seal of said corporation; that the seal affixed to said instrument is such cor-
porate seal; that it was so affixed by authority of his/her office under the Bylaws of said corporation, and
that helshe signed his/her name thereto by like authority.
Subscribed and sworn to me this 22nd day of March , 1985
OFFICIAL SEAL
" HARRIET LAMBELL
NOTARY PUBLIC" CALIFORNIA
PRINCIPAL OFFICE IN
LOS ANGELES COUNTY
My Commission Expires Apr. 27,1983
CERTIFICATION
Notary Public in and
for said County and State.
I, Trade A. Tsu7innW , the Assistant Secretary of FAIRMONT
INSURANCE COMPANY, certify that the foregoing power of attorney and the above quoted Sections 13.
and 14. of Article IV of the Bylaws have not been abridged or revoked and are now in full force and effect.
Signed and Sealed at Burbank, California, this
APR. 10 v
i9TO:
CALIF!,
15th day of JULY , 19 85
Originated by:
Surety Manager.
J
Date of Origin:
State of California
County of ORANGE L , SS
1yl
On this 15tfl
djy of JULY in the year Ili 135 before me personcliy
appeared KIM R. SMITH personally known to me
(or proved to me on the bass of sotisfatfory evidence) to be the person whose name is subscribed to this instrument as the
Anorney-in-Foct of- Fairmont Insurance Company , and Ccknowly that he subscribed the name of the J�id
company thereto as surety, and his own name as Atto►nev-1n4ov. l _ /
f
OFFICIAL SEAL
SHELLY L HOWERTON
• +� �
y � r
Kotary Pectic - Cat; emirs
ORANGE COUNTY
Y toWt«,s.on fxCres tt� 6. 1?tlT
S-318 (10-83) r�r+o*er "4H+MN4*H**+"N
STATE OF CAUFORNIA
COUNTY 0.- �_ } SS.
On this A5 day of 195.E , before me, the undersigned.
a Notary Public in and for said County and Swe. pelynally appeared
persona y knovrn 14 or proved to mme on the tki_is of sat i factory evdence) to be the
President. and Q -1 err _. s L V &,K,
personally known to me (or proved to me on the basis of satisfactory evidence) to be the
Secretary of the corporation that executed the within instrument,
and known to me to be the persons who execoW the within
instrument on behalf of the corporation therein named, and
acknowledged to me that such corporation executed me same.
pursuant to Its by laws. or a resolution of its Board of Directors.
WITNESS my hand and official seat.
V
Nt f/signk1s%+re .. v..r
061156:DAWSOM L
rorKAY
E4MOU�rFWJCOF
awxt sr C.++ tpn0. ItM
qr
(TV"$ Afes for ortboai .0av)
BOND
BOND NO. FB 007578
PREMIUM $12,960.00
KNOW ALL MEN BY THESE PRESENTS, That MOLA DEVELOPMENT CORPORATION
as Principal, and the FAIRMONT INSURANCE COMPANY, A Corporation organized and
existing under the laws of the State of California and authorized to transact
surety business in the State of California as Surety, are held and firmly bound
unto CITY OF HUNTINGTON BEACH REDEVELOPMENT AGENCY as Obligee,
in the sum of SEVEN HUNDRED TWENTY THOUSAND & NO/100--------------------Dollars
($720,000.00 ), for the payment whereof, well and truly to be made, said Principal
and Surety bind themselves, their heirs, administrators, successors and assigns,
jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH, That WHEREAS, the Principal on
APRIL 15, 19 85, entered into a certain Agreement or Contract with the
Obligee where in the Principal agreed to complete the followingimprovements:
CHARTER CENTRE PROJECT WITHIN THE OAKVIEW REDEVELOPMENT AREA
OFFSITE IMPROVEMENTS
as more fully set forth in said Agreement.
NOW THEREFORE, if the Principal shall well and truly perform and fulfill all of
the covenants, terms and conditions of the said Agreement, then this obligation
shall be null and void; otherwise to remain in full force and effect. Provided,
however, 1) That the consent of Suret shall be required for any extension of
time to complete said improvements; 2� That no right of action shall accrue
hereunder to or for the benefit of any person, firm or corporation other than:
the Obligee named herein.
Signed, sealed and dated July 15,
1985 .
MOLA DEVEL PMENT CORPORATION
..By:
Fairmont nc m an
By:
KIM R. SMITH, Attorney -in -Fact
ADDENDUM TO CERTIFICATE OF INSURANCE ISSUED 8/26/85
CERTIFICATE HOLDER IS INCLUDED AS AN ADDITIONAL INSURED:
Huntington Beach Redevelopment Agency, City of Huntington
Beach and their officers and employees while acting in the
scope of their duties against all claims, suits, or other
actions of any nature brought for or on account of any deaths,
injuries, damage or loss, arising out of or connected with
work of participating or development of each of the public
improvements and Charter Centre improvements undet this
agreement.
ISSUE DATE (MUDD"
a
8/26/85
PReOLCER
1
LiBRAKKE-SCHAFNITZ ASSOCIATES
17911 Pitch Avenue
Irvine, California 92714
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS
NO RIGHT'S UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND,
EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
I COMPANIES AFFORDING COVERAGE
EM HOME INSURANCE COMPANY
COMPANY
Ei
INSURED L� MISSION NATIONAL INSURANCE COMPANY
KOLA DEVELOPMENT CORPORATION
8072 Adams Avenue LETTER C
Huntington Beach, California 92646
coMPANY
LETTER
COMPANY r.
LETTER
THIS IS TO CERTIFY THAT POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUEOTOTHE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. I
NOTWITHSTANDING ANY REQUIREMENT, TERIA OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY
BE ISSUED OR MAY PERTAIN, THE IpSURANCE AFFORDED BY THE POLICIES DESCRISED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDI-
TIONS OF SUCH POLIGIES-
01)
LT
TYPE OF INSURANCE
POLICY NUMBER
pater EWMPE
WIE WDWM
POLLY �,M�
DAM I "W"
LIABILITY LIMITS IN THOUSANDS
EACH
0CCURRFNr-V
AOGRECLATE
GENERAL
LIABILITY
$
$
CDMPFIMNSWE FORM
INJURY
A
�$
CCP 206150
9/11/84
9/11/85
U+17ERGROUHD
DAMAGE
$
$
ExPLOSM d CMIMISE KAM
Paoot.CTSM!PLM OPERAW
CarRACTLUL
SHED
$
$
1tffYEWM MNTRX7=
Soo,
Soo,
X
8F= PORM PROPERTY DA141AGE
X
PERSDNAL IILIURY
PERSONAL INJURY
$
500,
AUTOMOBILE LIABILITY
BUYUP
$
ANY AUTO
P:A F0.S7�4
ALL OW%TD AUTOS (PRIG. PASS)
A j?R0'1ED AS TO
FOFX 1
env
ALL MMO AUTOS ( 'f p
GAIL HUT20:T
xMM
$
HIRED ADDS
City Attorney
PROPERTY
NCN-0IYhED AM
rk
D ZE
$
S
GARAGE LNIUTY
Q
BYS
► D
r .d-
-
EXCESS LL &LITY
kj 0 -1�, Z V. 7
+
B
X uAWLtAF"
MN 038593
11/4/84
9/11/85
SHED
$10,00
$10,000
DTNER THAN UM4 U A FORM
STAT1JT1pRY
A
WORKERS �PERSATIOH
PWC1184458
10/17/8
10/17/8
$ 100 (EACH A=.Vn
N
10 0 OMAM41MCY LIMIT)
EMIPLOYE LIABILITY
$ ... (OISEASEtACH EMOYE0
OTHER
DESCRIPTION OF OPEFLATIONSlLOC ATIONSlVEHrLESISPECtAL ITEMS
CERTIFICATE HOLDER IS INCLUDED AS AN ADDITIONAL INSURED PER ADDENDUM ATTACHED
Location: Beach & Warner, Huntington Beach, "CHARTER CENTRE"
Huntington Beach Redevelopment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE U-
Agency, etal PIRAT" DATE THEREOF, THE ISSUING COMPANY WILL GNCCAYO -TO
2000 Main Street �. IT --S"�°,� T CERTIFICATE HOLDER NAMED TO THE
MAMMA I Mn ORtbUMMT
Huntington Beach, CA 92648 urp4Tr-RTUMw " 5C1tRET SE'4Txf14l
AUTHORIZED REPRfe6PNTATIVE � n i
PROOF OF PUBLICATION
(20155 C.C.P)
STATE OF CALIFORNIA,
COUNTY OF ORANGE,
I am a citizen of the United States and a
resident of the County aforesaid; I am over the
age of eighteen years, and not a party to or
interested in the above -entitled matter. I am
the principal clerk of the printer of the
HUNTINGTON BEACw Nr-WS
a newspaper of general circulation, printed and
published
weekly
in the City of Huntington Beach
County of Orange, and which newspaper has
been adjudged a newspaper of general
circulation by the Superior Court of the County
of Orange, State of California, under the
date of AuEmc;t P7 , 19-37
Case Number A ; � 30 ; that the
notice, of which the annexed is a printed copy
(set in type not smaller than nonpareil), has
been published in each regular and entire issue
of said newspaper and not in any supplement
thereof on the following dates, to -wit:
3/ 3
all in the year 19 89
I certify (or declare) under penalty of perjury
that the foregoing is true and correct.
Dated at Huntington Leach
California, this rd day of 14ar., 19—Lc-
Signature
Free copes of this blank form may be seared imam
California Newspaper Service Bureau, Inc.
Advertising Clearing House
P.O. Box 31
Los Angeles, CA 90053 (213) 625-2541
Please request CENERAL Proof of Publication
when ordering this form
This space is for the County Clerk's Filing Stamp
Proof of Publication of
+ - PUBLIC iNOTICE :r
DRAFT ENVIRONMENTAL
't IMPACTAEPORT -
AMENDMENT At t.TO OAKVIEW i
;REDEVELOPMENT PROJECT
NOTICE IS HEREBY GIVEN that
the Huntington Beach Redevelop-
merd Agency has directed that an
Envtronmental ImpactiReport be
prepared to -assess environmental
concerns related to 00 proposed
Amendment No. One to to Oakwiiew
Redevelopment Projea.�
vlronmental Irtnpad Report (DEIR)
has been prepared. Copiea of the
DEIR are ;avalable for public
-Inspection at the office of the Hunt-
ington Beech City Clerk. 2000 Main '
Street. Huntington Beads. California
and at the Huntington Beach Central
Library at 7111,TaPAn Avenue.
Huntington Beach_Cadffomla.
-Individuals Interested In corn-
rW*V on the DEIR should do so
prior a Apr17.1989. I
DATED: February 2ll.19M
! Connie Brockway
< City Clerk
of Huntington Beach
Published In the HuuMinnggton i
Beach News Mar 3.1989.
_ Recalling Requkla by:
City of Huntington Beach
vow). �-:
GRAN' DEED
AP 4165-364-OI
EXEh1PT
C7.
AErCRCED'N CFF+CIAL RECCRCS
CF ORANGE COUNTY CAUFGFNu
01-7 oo RM AW 13'85
When Recorded Mail To: '--�'��-G'y".;,� CC4)h?•
o
Redevelopment Agency of the
City of Huntington Beath
2CCC Main Street
Huntington Beach:, California 92643
Attn: City Clerk ! l
(scace above this Lire for recorder's use)
Nail Tax Statements To:
a-EAccnpt-Government AEener
City of Huntington Beach
Alicia W. Wentworth
City Clerk
V.
GR.A-', DE - D Ae��Y City Clerk
For valuable consideration, the receipt of which is
hereby ack.^cwledged,
MCL?► WELOP9 ENT CORPORATION, a California corporation
hereby GRANT(S) to the Redevelopment Agency of the City of
Huntington meach, a public agency, the real property in the
City of Huntington Beach, County of Orange, State of
California, described as
That real property described in Exhibit A, which is
attached hereto and incorporated herein by reference.
Dated: �_�� >80-
M.3L?► DEVELOP :+ANT CORPORAT +CN
A Cali_`grnia corporation
� ;
By:
raps maia, rresiaenr.
By:
its:
03-3i-85
82I8P/2273/05
NAIL TAX STATEMENTS TO RETURN ACCRESS AEVE
Page 3 of 6
v
STAVE OF CALIFORNIA
55.
COUNTY OF ORANCE
On Sri 4--t,4 %r % % �� before me, -.he
undersigned, a Notary Public in anal for said State, personally
personally known to me or proved to me on the basis of
satisfactory evidence to be the person who executed the within
instrument as the President,
and C^. YE�-�� :;�f//�L�� �;�t �_ personally knout"..
to me or proved to me on the basis of satisfactory evidence to
be the. person who executed the within instrument as the
of the Corporation
that executed -the within instrument and acknowledged to tie that
such corporation executed the within instrument pursuant to its
bl-laws or a resolution of its boar: of directors.
W=IESS my hand and cffi=ial seal.
r �
Z/f /I f �f
L� �J
55- 1J591
City of Huntington Beach
P.O. BOX 190 CALIFORNIA 9ZS49
DEED CERTIFICATION
This is to certify that the interest in real property conveyed by the
deed dated April 9, 1985 from Mola Development Corporation
to the City of Huntington Beach a municipal corporation, ;is hereby
accepted by the undersigned officer or agent on behalf of Che City
Council of the CITY OF HU:TINGTON BEACH, pursuant to the authority
conferred by Resolution No.3537 of the City Council of the City of
Huntington Beach adopted on August 7, 1972, and the grantee consents
to the recordation thereof by its duly authorized officer.
Dated: June 4, 1985 CITY OF HUNTINGTON BEACH
City Clerk
By:
85--21559:.
DEED AU i OR I Z a.: ON
This is to certify that the interesw in real property
conveyed by the grant deed of even date re.ewiSk from MOLA
DE' ELUMz,NT .CUPORATION, a California co roration, to the
Z`*: r �!C'J Or T: Cl
R...AP:=-N AGENCY CR a'ir?++ING:ON BEACH, (the
"Agency") , a governmental agency, is hereby accepted by the
undersigned officer of agent on behalf of the Agency pursuant
to authority conferred by Rescluticr. Its of the Agency as
�t recordation thereof by its duly authorized
grantee consents to •
officer.
Dated: !S� 98r :S:D&r....0 " t:' AC
E.1C'. 0_ ::. CI._
DE 'riGilT IINGT60N BEACH
I -.01
C: a-1 =an f
iiTTE'S T : t,/!
Agency Clerk
STATE OF CAL IFORN IA }
CCUNTY CF CRAJgG6 }
tln _ 19�T, before me, a Notary Pub of the State of
Cal 1 f orni a, personally appeared _1100K S , ANKA , k ncwn to me
to be the Chairman. and Alicia M. Wentworth, kncwn o me ,e to be the Clerk,
of the Redevelopment Agency of the City of Huntington Beach and known to
me to be the persons who executed the within instrument an behalf of said
Public agency and ackncwledged to me that such public agency executed the
same.
- C
C AL :..at
• �..
ism;
IVY =MMISSICN Z77 E: CCP 10 191S L
pro
'PF
03-31-85 ATTACHMENT NO. 3
8239P/2273/06 Pace 3 of 6
85---215531
EXHIBIT A
LEGAL DESCRU ION OF TPV PROWT'.
[Insert legal description of the Prope ctyj
03-31-85 ATTACHMENT NO. 3
8219P/2273/06 Page 4 of 6
4 t • .�
✓ Fxh"t *As*
PA:2CEL 1:
ss-21sss1
Cominenc:ng at the Northeast ecrner of the Nomheast quarter of the Noctheas: quarter of
Sec�.:on 26, Township 3 South, Range u crest, S. B. B. & hi.; thcr+c- West, along the North
line of sala SeGicn 26, 417.42 feet; shake South, parallel to the East lint of said Section
26, 417.42 feet; thyme East, parallel to the North tine of said Section 26, 417.42 feet and
theme . Nord% along the East lien of said Sect;on 76, 417.42 teet to the point of beglr+n n.w.
Except.'ng site interest In that portion ct said land vas conveyed to the C=rzy of Crange
foe public hlghwar ptrposes by deed recccrded Uarr..h 31, 1934, In Book 2699, Page 412 of
QfIIIcW Retards and re`rrcorded April 20, 1934, In Book 2713, Page 147, of Official
Records inciuch-.i witf in the following described land:
A strip of IaN 40 feet In width adjobning and Southerly of the Ncrtherlr lire of Sec.Icn
26,r Township S South, Range 10 crest; S. V. bs & M.; and extending from a line which 13
parallel wi:.'t and 30 feet crest of the Easte ;y line of said Section 26, sald parallel line
bc:ng also the West llnc of the right of way of iimt;ngton Beach Boulevard, Ves:eriy a
a.istance of 343.42 feet to the c=tcr Line of Ash Street as shown on a map of Tract No.
363, recorded fn Bock 13, Page 31 of Liisce larwous Mlap3, rctordcd cf Grange Ccutty,
Call, :o<nla-
Tie lnteruction of the Southerly line of t c said 40-foot strip with the Westerly lien bt
%!"c right of way for HLmt!nSton Beach OcAdevard shalt be rocnced with a cave raving a
raclt s ct 17.00 f"t.
PARCEL 2:
Lc Ls, I to 16 both lnciusiye In Block A of -+vexes Horne Place, Traco. No. 363, 3s shown on a
map rMorded 1n Bock 13, Page 31 of MIsce:Lancous 'Mars, rccores of Orange Cotmty,
Califocriia, toget.`ter wit.'► all that certain alley 20.00 feet in -width In Liocx A and all of
Elm 5ueet 44.GQ feet In wldta't adjoining the Easterly Ilre of said Nock A, as on a
map of Tray. No. 363, recorded In Book L3, Page 31 of Ulscellarm� ldaps, records of
Cvange County, California, abandoned by Crdsr of the Board of Supervisors of the Coknrf
ct Crange, a copy of which was recorded July 23,1943, In Boole 1674, Page 3Z of Oft:e;al
Records..
Excepting the Interest in that portion of said Lane; w:tich ,vas conveyed to the County of
Orange. foc pui:lle pur c3cs by deed rec:oeded I%tart:h 31, 1954, In Book 2699, Page 412, of
Ofllclal Rctcrs.'s and re-recerCea April 20,1954 In Bcok 2713, Pave 147 of CRIciai Rcccres
inctudea within the following desa lbed larxts
A st::p of lard 40 for« in width adlolraino and Southerly of the ,tiorLherly line of Scczlcrn
26, Township 3 &%uth, Range 10 West, 5. & B. & Lt.; and ex.crdino from a line whicn Is
parsiiel with and 30 feet West of Lhe Easterly fine of said Sect!cn 26, sale parallel line
being also the Vest Line of the right of way of Muntirbton Sc1ch 6oulevara, Westerly a
cistamm of 343.42 feet to *.e ecnter Line of'Ash Strert'as shown on a map of Tract No.
363, reccrc ed In B"-k 13, Pne 31 of Mlseellanc-a s Maps, records of grange Cotr.ty,
Calif ocrua.
ATTACHMENT NO. 3
Pace 5 of 6
w w
on � • tied i:shlhlt A C tin
• . , ,
1
The Intersection of the Southerly line of the said 40 feet strip with the Westerly line of
the right of war for Huntington► Beach Boulevard shall be rounded with a curve having a
radius of 17.00 feet. :
PARCEL -
Lot 11n Block�A of Tract No. 436, as shown on a map recorded in Book 16, Page 28 of
Miscellaneous Maps, records of grange County, California.
PARCEL 4:
The West 193..71 feet of Lot 2 In Stock A of Tract No. 436, ,{pore's Home Place No. 2, as
shown on a map re-cceded In Book 16, Page 2E of Miscellaneots ',Maps, records of Orange
County, California.
PARCEL 5:
The Nor-th 48 feet of the West half of Lot 3 in Block A of Tract No. 436, 1docre's Home
Place No. 2 as shown on a map recorded In Book 16, Page 23, of Mlsceilarx% u- .Baps,
records of Orange County, Callfornia.
Parcel 6:
The Nocth 48 feet of the Fast 193.71 feet of Lot 2, Block A. Tract No. 436, in the Clty of
Huntington Beach, as per map recorded In Book 16, Page 28 of Miscellanecus Maps, In the
office of the County Recorder of said County.
ATTACHMENT NO. 3
7/
C"."L A
Authorized to Publish Advertisements of all kinds including public
notices by Decree of the Superior Court of Orange County,
California Number A-6214 dated 29 September 1961 and
A-24831, dated 11 June 1963
STATE OF CALIFORNIA
County of Orange Puonc Notice Adv.rllw+ g co~@d
CY this a111dawt i7 Sol ,n 7 point
wltn 10 pica column wtdln
I am a Citizen of the United States and a resident of
the County aforesaid, I 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 Orange
Coast DAILY PILOT, with which is combined the
NEWS -PRESS, a newspaper of general circulation,
printed and published in the City of Costa Mesa,
County of Orange, State of California, and that a
Notice of Draft Environmental RpI oort-_
of which copy attached hereto is a true and complete
copy, was printed and published in the Costa Mesa,
Newport Beach, Huntington Beach, Fountain Valley,
Irvine, the South Coast communities and Laguna
Beach issues of said newspaper for 1 t i me
consecutive weeks to wit the issue(s) of
March 4
198 9
198-
198-
198-
198-
I declare, under penalty of perjury, that the
foregoing is true and correct.
Executed on March 4 , 198 1?
at Costa Mesa, California.
California.
Signature
PUBLIC NOTICE
PUBLIC NOTICE
Draft Environmental
Impact Report
Amendment #1
to Oakvlew
Redevelopment
Project
NOTICE IS HEREBY
GIVEN that the Huntington
Beach Redevelopment'
Agency has directed that an
Environmental Impact Re-
port be prepared to assess
environmental concerns re-
lated to the proposed
Amendment No. One to the
Oakview Redevelopment
Project A' Draft ' En-
vironmental Impact Report.
(DEIR) has been prepared,
Copies of the DEIR are avail
able for public Inspection at
the office of the Huntington
Beach City Clerk, 2000 Main
Street, Huntington Beach,
California and at the Hunt-
Ington Beach Central Li-
brary at 7111 Talbert Av-
enue, Huntington Beach,
California
Individuals interested In
commenting on the DEIR
should do so prior to April 7,
1989
,DATED February 28,
1989
Connie Brockway, City
Clerk, City of , Huntington
Beach
Published Orange Coast
Dally Pilot March 4, 1989
Sa349
PROOF OF PUBLICATION
Recording Requested by:
City of Huntington Beach
CON FORMED 'CaPY
Not GompassQ with 4ttgtA31 RECORDING UESTED By
ORANGE COAST TITLE Cp 7PAhY
foA INALFRNAoGECOUT. CIO
GRANT DEED .2 s5 PM MAY 25'88
'nhen Recorded Mail To: a.MCORoW
Redevelopment Agency of the '
City of Huntington Beach
2000 Main Street C�5
Huntington Beach, California 9264B
(space above this line for recorder's use)
Mail Tax Statements To:
iax-.xtaryt-Government Agency
...� "ity of Huntington Beach
'� ��•� �� Alicia M. Wentworth
CRY Clerk
4myy'clerk
GRANT DEED
For valuable consideration, the receipt of which is hereby
acknowledged,
MOLA DEVELOPMENT CORPORATION, a California corporation hereby
GRANT(S) To the Redevelopment Agency of the City of Huntington
Beach, a public agency, the real property in the City of
Huntington Beach, County of Orange, State of California, described
as
That real property described in Exhibit A. which is attached
hereto and incorporated herein -by reference. -
Dated: April 9, 1985 MOLA DE PMENT CORPORATION
A Calif rnta gorporation
By:
By:
rahi Mola, President
ts: Vice President
ATTACHMENT NO. 3
Page 1 of 6
STATE OF CALIFORNIA)
COUNTY OF ORANGE )
ss.
On April 9, 1985, before me, the undersigned, a Notary Public
in and for said State, personally appeared Frank J. Mola,
personally known to me or proved to me on the basis of
satisfactory evidence to be the person who executed the within
satisfactory evidence to be the person who executed the within
instrument as the President, and _Peter E. von Elten personally
known to me or provided to me on the basis of satisfactory
evidence to be the person who executed the within instrument as
the Secretary of the Corporation that executed the within
instrument and acknowledged to me that such corporation executed
the within instrument pursuant to its bylaws or a resolution of
its board of directors.
(SEAL)
official
j
WITNESS my hand and
ATTACHMENT NO. 3
Page 2 of 6
`)
DEED AUTHORIZATION
This is to certify that the interest in real property conveyed
by the grant deed of even date herewith from MOLA DEVELOPMENT
CORPORATION, a California corporation, to the REDEVELOPMENT AGENCY
OF SHE CITY OF IiUNTINGTON BEACH, (the "Agency"), a governmental
agency, is hereby accepted by the undersigned officer of agent on
behalf of the Agency pursuant to authority conferred by Resolution
16 of the Agency as grantee consents to recordation thereof by its
duly authorized officer.
Dated: April 15, 1985
ATTEST:
Agency Clerk
REDEVELOPMENT AGENCY OF THE
CITY OF HUNTINGTON BEACH
By:_
Chairman
STATE OF CALIFORNIA)
COUNTY OF ORANGE)
On pyv4t � 14J5 , before me, a Notary Public of the State of
California, personally appeared Robert P. Mandic, known to me to
be the Chairman, and Alicia M. h entworth, known to me to be the
Clerk of the Redevelopment Agency of the City of Huntington Beach
and known to me to be the persons who executed the within
instrument on behalf of said public agency and acknowledged to me
that such public agency executed the same.
OFFICIAL SEAL %�Oflil�r F'k6%'G
EVELYN SCHUBERT
Notary PUbik-Ca ftnti
ORANGE COUNTY
wry Comm. Up. Mar. 30.1907
ATTACHMENT NO. 3
Page 3 of 6
EXHIBIT "A"
Parcels A, B, and C of Parcel Map 83-564,
as shown on a map recorded in Book 204,
pages 33 thru 35 of Parcel Maps, Records
of Orange County, California
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r EiRNOT
"KKE•SCHAFNITZ F� ASSOCIATES, INC. NO ,1 'SUA TER THON THE E Ct?vEPAOE Ar""EATIFIChrE FaO:tD pµBT TI'EIP9r10ESiES LMyyO'
' F:SK h' ".AGENIENT SERVICES
1�811 Fitch Avenue CO:'FANIES AFFORDING COVERAGE
Irvine, Catifom6a 82714
{714) 5E3 t830 ET7_a,,Y A r:orthwestern Pacific inda-Lnity
LETTEFI
•"� ".':! a Development Corporation dba: C01oALY
_r= Cnarter Centre I LETTER C
r. -r" 072 Adams Avenue �
►'�urlt=ngton Beach, California 9254 LETTER D
+ LET''ER t
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TAI,: 1, TO CERTIFY Tn :T POLICIES OI:INSO4ANCE LISTS^ 13ELO h! VE BEEF! WuEO TO TKC INSURED 14AMS'J ABOVE FOR THE POLICY PER;:)" I•:)1CATED.
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$A..L 30 DAYS w'rTEa :ME NOTICE TO CER'IFICATE MOLDE''s AAUEJ TO THE
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itr.rUMTO: CERTIFICATE OF INSURANCE
City of Huntington 64-idi TO
Ins.•& Ilen.Officc CITY OF HUNTINGTON BEACH, CALIFORNIA
P. 4. Rux 190
Approved as to Form:
Gail Hutton, City Attorney
Huntington Beach, CA 926-18 a. A MUNICIPAL CORPORATION
This is to certify that the policies of insurance as described below have been issued to the Insured by the undersigned and are in force
at this time. if these policies are cancelled or changed in such a manner that will affect this certificate, the insurance company agrees
to give 10 days prior written notice, by mail, to City of Huntington Beach, P. 0. Box 711. Huntington Beach, California 92648. ALL
ITEMS MUST BE COMPLETED, ANY DELETION OR CHANGE IN THIS FORM SHALL BE SIGNED AND DATED BY AN
AUTHORIZED REPRESENTATIVE OF THE INSURANCE COMPANY A MUST BE AP OVED IN WRITING BY THE CITY
ATTORNEY. / 11 R0 j1T
Name of Insured 11OLA DEVELOPMENT CORPORATICN —I r ��
Address of Insured 8072 Adams Avenue, Huntington Beach, CA 92646
Location of Work or Operations to be performed
Description of Work or Operations
CHARTER CENTRE Warner & Beach, I:untinaton Beach
t]L3dY1YAT E S
LIMITS OF LIABILITY
NAME OF COMPANY
Effective I
Expiration
POLICIES IN FORCE
POLICY NO.
In Thousands 40001
(INS.i
GENERAL LIABILITY
( COMPREHENSIVE FORM
500
HOME INSURANCE
[ PREMISES OPERATIONS
CP206150
9
: CSL
—
9/11/84
/11/85
Each Dcwranu
13 EXPLOSION AND
COLLAPSE HAZARD
y
j •� UNDERGROUND HAZARD
t }I PRODUCTS COMPLETED
OPERATIONS HAZARD
[ CONTRACTUAL
INSURANCE
tX BROADFORM
PROPERTY DAMAGE
[ )J INDEPENDENT
CONTRACTORS
�t
t •t PERSONAL INJURY
-
IK COMPREHENSIVE FORM
BA2993102
9/11/84
/11/85
500,
HOME INSURAACE
(� OWNED
S CSL
Each Occurance
t� HIRED
[� NON -OWNED
EXCESS LIABILITY
.[K UMBRELLA FORM
-1N012500
11/4/84
/11/85
S 10, O!1G ,
MISSION NATION)"
INSURANCE CO.
UMBRELLA FORM
PlORKERS' COMPENSATION
and
kC118445
10/17/84
0/17/R5
100,
HOME INSURANCE'
EMPLOYERS LIABILITY
CO
CO
�L
Additional Insured Endorsement:
'The insurer agrees that the City of Huntington Beach and its City Council, and/or all City Council appointed groups, committees,
commissions, boards and any other City Council appointed body, and/or elective and appointive officers, servants or employees of the
City of Huntington Beach, when acting as such are additional insureds hereunder, for the acts of the insured, and such insurance shall
be primary to any insurance of the City of Huntington Beach, as their interest may appear.
Date May 23, 19>;5 AUTHORIZED REPRESEt T E OF 1N5 RANCE COMPANY
INSURANCE COMPANY Horne Insurance CO. iss n By 17911 FiAneakke—Schafnitz
�� Addr.ss uAddress 1 :1 911 ri t'.b— uanue, T—UQT CA Cit Irvine, a1 1 orw-a
Y
City
inone
(to be executed by iniured)
The insured • .agrees to o ect, defend, indemnify, save, and hold harmless the City of Huntington Beach its
officers, agents, and employees against an/ers
li biltry. loss, arnage, cost, or expense by reason of any and all liability, suits, claims,
demands, judgments and causes of action eed insur dl his employees, agents or any subcontractor or by any third party arising
out of or in consequence of the performanof a or an perations or activity for which this certificate of insurance is furnished.
'(1) Sole Proprietorship (21 Part ' A }fin (4) Other (state)
HOLD 14ARMLESS SIGNED: �Bylnsur Title President
(All narr»s shall be printed Or tyPed
Wow each signature.) By Insured: Title 'Vice President
PETER E. von.ELTEN
CO
it Corporation, TWO Officers must sign, or present evidence of authorization to bind Corporation.
ra
EXHIBIT "A"
(To be Inserted : Insert Copy of Amended OPA;
Mola Owner Participation Agreement)
t 1 f
IM
OWNER PARTICIPATION AGREEMENT BY AND BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
AND MOLA DEVELOPMENT CORPORATION FOR THE CHARTER
- CENTRE PROJECT WITHIN THE OAKVIEW REDEVELOPMENT AREA
TABLE OF CONTENTS
I. [§100]
SUBJECT
OF AGREEMENT
A.
[§101]
Purpose of Agreement
B.
[§102]
Glossary of Terms
C.
[§103]
The Redevelopment Plan
D.
[§104]
The Site
E.
]§105]
The Property
F.
[§106]
Parties to the Agreement
1.
[§107] The Agency
2.
[§108] The Participant
3.
[§109] Prohibition Against
Change in Ownership,
Management and Control
of Participant
II. [§200] ACQUISTION OF THE PROPERTY
A.
[§201]
Sale and Purchase of the Property
B.
[6202]
Property Escrow
C.
[5203]
Form of Deed for Property
Conveyance
D.
[6204]
Condition of Title for Property
Conveyance
E.
[§205]
Time for and Place of Delivery of
Grant Deed
F. [6206] Conveyance Free of Possession
G. [§207] Title Insurance
i
H. [§208] Taxes and Assessments
III. (§300] DEVELOPMENT OF IMPROVEMENTS ON THE SITE
A. [§301]
Development of Improvements
1.
[§302]
Scope of Development
2.
[§303]
Design Concept Drawings
3.
[§304]
Construction Drawings
and Related Documents
4.
[§305]
Agency Approval of Plans,
Drawings, and Related
Documents
5.
[§306]
Cost of Construction
•6.
[§307]
Construction Schedule
7.
163081
Bodily Injury and
Property Damage Insurance
8.
[§309]
Inspection Access
9.
[§310]
Local, State and Federal
Laws; Antidiscrimination
IV. [§400] USE OF THE SITE
A. [§401] Uses
B. [§402] Rights of Access
C. [§403] Effect of Violation of the
Terms and Provisions of this
Agreement After Completion of
Construction
V. [5500] DEFAULTS AND REMEDIES
A. [§501] Defaults --General
B. [§502] Legal Actions
1. [6503] Institution of Legal
Actions
ii
j i +
�l
2. [§504] Applicable Law
3. [§505] Acceptance of Service
of Process
C. [§506] Rights and Remedies Are
Cumulative
D. [§507] Inaction Not a Waiver of
Default
E.
[§508]
Damages
F.
[§509]
Specific Performance
G.
[§510]
Remedies and Rights Prior to
the Property Conveyance
1.
[§511] Termination by the
Participant
2.
[§512] Termination by the
Agency
VI. [§600]
GENERAL
PROVISIONS
A.
[§601]
Notices, Demands and Communica-
tions Between the Parties
B.
[§602]
Conflicts of Interest
C.
[§603]
Enforced Delay; Extension of
Times of Performance
D.
[§604]
Inspection of Books and Records
E.
[§605]
Non-libility of Officials and
Employees of the Agency
VII. [6700] SPECIAL PROVISIONS
A. [§701] Submission of Documents to the
Agency for Approval
B. [§702] Guaranty
C. [6703] Planning Studies
iii
U
D. [§704] Supplemental Conveyance
E. [§705] Additional Participant
Obligations
F. [6705] Amendments to this Agreement
IX. [§$00] ENTIRE AGREEMENT, WAIVERS
X. [5900] TIME FOR ACCEPTANCE OF AGREEMENT BY
AGENCY
ATTACHMENTS
Attachment No. -I
Attachment No. 2
Attachment No. 3
Attachment No. 4
Attachment No. 5
Site Map
Schedule of Performance
Grant Deed
Scope of Development
Guaranty
iv
. ' ' 6
S. "Improvement Price": Section 306.
9. "Participant": The first paragraph of this
Agreement.
10. "Participant Increment": Section 306.
11. "Participant Property": Section 108.
12. "Permit Fees": Section 306.
13. "Project": Section 101.
14. "Project Area": Section 101.
15. "Property": Section 104.
16. "Property Conveyance": Section 201.
17. "Property Escrow": Section 202.
18. "Public Improvements", Section 302.
19. "Redevelopment Plan": Section 102.
20. "Site": Section 103.
21. "Total Improvements": Section 302.
C. [5103] The Redevelopment Plan
The Redevelopment Plan was approved and adopted by
Ordinance No. 2582 of the City Council of the City of
Huntington Beach; said ordinance and the Redevelopment Plan
(the "Redevelopment Plan") are incorporated herein by reference.
D. [§1041 The Site
The Site is that portion of the Project Area so
designated on the Site Map (Attachment No. 1).
E. [§105) The Property
The Property is that portion of the Project Area
designated by cross -hatching on t-he Site Map (Attachment No. 1).
F. [§106] Parties to the Agreement
1. [§107] The Agency
The Agency is a public body, corporate and
politic, exercising governmental functions and powers and
03-31-85
3994p/2273/06 -2-
OWNER PARTICIPATION AGREEMENT
THIS AGREEMENT is entered into by and between the
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
(the "Agency") and MOLA DEVELOPMENT CORPORATION, a California
corporation (the "Participant"). The Agency and the
Participant hereby agree as follows:
I. [6100] SUBJECT OF AGREEMENT
A. [§101] Purpose of Agreement
The purpose of this Agreement is to effectuate the
Redevelopment Plan (as hereinafter defined) for the Oakview
Redevelopment Project (the "Project") by providing for the
development or improvement of certain property situated within
the Project Area (the "Project Area") of the Project. That
portion of the Project Area to be developed or improved
pursuant to this Agreement (the "Site") is depicted on the
"Site Map", which is attached hereto as Attachment No. 1 and is
incorporated herein by reference. This Agreement additionally
provides for the Participant to convey or cause to be conveyed
to the Agency certain real property located within the Project
Area (the "Property"). Completing the development on the Site
pursuant to this Agreement and the acquisition by the Agency of
the Property is in the vital and best interest of the City of
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.
B. [§102] Glossary of Terms
Certain terms used in this Agreement are defined in
the Sections or paragraphs designated as follows:
1. "Agency": The first paragraph of this Agreement.
2. "Agency Advance": Section 306.
3. "Charter Centre Improvements": Section 108.
4. "City": Section 101.
5. "Escrow Holder": Section 202.
6. "Grant Deed": Section 202.
7. "Ground Lease": Section 107.
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
responsibilities.
2. [§108] The Participant
The Participant is a California corporation. The
principal office and mailing address of the Participant for
purposes of this Agreement is 8072 Adams Avenue, Huntington
Beach, California 92646. The Participant is the ground lessee
and Huntington Pacific, a California corporation, is the ground
lessor with respect to the Property pursuant to which ground
lease (the "Ground Lease") Participant is charged with
developing the Property.
The Participant shall construct on certain
property within the Project Area and the Site at a certain area
west of Beach Boulevard, south of Warner Avenue, north of
Cypress Avenue, and east of Ash Street (the "Participant
Property"), a commercial and office complex including
approximately three hundred sixty five thousand square feet of
gross leaseable area, at an approximate cost of thirty-five
million dollars ($35,000,000). Such development, which shall
be provided by the Participant, is referred to herein as the
"Charter Centre Improvements."
3. [§109] Prohibition Against Change in Ownership,
Managementand Control of Participant
The qualifications and identity of the
Participant 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
Participant. No voluntary or involuntary successor in interest
of the Participant shall acquire any rights or powers under
this Agreement except as expressly set forth herein.
Until completion of the Charter Centre
Improvements, as evidenced by a Certificate of Occupancy, and
completion of the Public Improvements upon acceptance by the
City, the Participant shall not assign all or any part of this
Agreement or any rights hereunder without the prior written
approval of the Agency except as set forth in the Ground Lease
and related documents as described in Section 108 hereof, or to
an entity in which the Participant is entitled to receive not
03-31-85
3994p/2273/06 -3-
less than fifty percent (507.) of profits, provided that the
Participant maintains complete operational and managerial
control of such entity and the•Participant remains fully
responsible to perform pursuant to this Agreement. The Agency
shall not unreasonably withhold its approval of an assignment,
provided that: (1) the assignee partnership shall expressly
assume the obligations of the Participant pursuant to this
Agreement in writing satisfactory to the Agency; (2) the
original Participant shall remain fully responsible for the
performance and liable for the obligations of the Participant
pursuant to this Agreement; (3) any guarantees provided to
assure the performance of the Participant's obligations under
this Agreement shall remain in full force and effect; and
(4) each of the assignor and the assignee execute documents
which clearly specify, to the reasonable satisfaction of the
Agency, which of those entities shall and which shall not
receive such payment as may be required pursuant to Section 306
of this Agreement.
All of the terms, covenants and conditions of
this Agreement shall be binding upon and shall inure to the
benefit of the Participant and the permitted successors and
assigns of the Participant. Whenever the term "Participant" is
used herein, such term shall include any other permitted
successors and assigns as herein provided.
II. [§200] ACQUISITION OF THE PROPERTY
A. [§201] Sale and Purchase of the Property.
The Participant agrees to sell and, subject to all of
the terms, covenants and conditions of this Agreement, the
Agency agrees to purchase from the Participant the Property as
set forth herein. The conveyance whereby the Participant
conveys the Property to the Agency shall be referred to as the
"Property Conveyance."
B. [§202] Property Escrow
The Agency agrees to open an escrow for the purchase
of the Property from the Participant (the "Property Escrow")
with Safeco Title Insurance Company or any other title company
or escrow approved by the Agency and the Participant, as escrow
holder (the "Escrow Holder"), in Orange County, California, by
the time established therefor in the Schedule of Performance
(Attachment No. 2). Sections 202 to 208, inclusive, of this
Agreement constitute the joint escrow intructions of the Agency
and the Participant, and a duplicate -original of this Agreement
shall be delivered to the Escrow Holder upon the opening of the
Escrow. The Agency and the Participant shall provide such
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w
additional escrow instructions as shall be necessary and
consistent with this Agreement. The Escrow Holder hereby is
empowered to act under this Agreement and, upon indicating its
acceptance of the provisions of this Section 202 in writing,
delivered to the Agency and to the Participant within five (5)
days after the opening of the escrow, shall carry out its
duties as Escrow Holder hereunder.
Payment of consideration by the Agency to the
Participant as part of the Property Conveyance, which payment
shall occur as otherwise provided in this Agreement (including
without limitation Section 306), is a matter that will be
handled outside of escrow pursuant to this Agreement, and is a
matter with which the Escrow Holder need not be concerned. The
making of any payments by the Agency and the close of escrow is
conditioned upon the prior submission to the Agency of consents
and approvals reasonably determined by the Agency to be
necessary to assure the timely completion of all improvements
to be provided by the Participant pursuant to this Agreement.
The Participant shall properly execute, acknowledge
and deliver to the Escrow Holder, by the time established
therefor in the Schedule of Performance (Attachment No. 2), a
grant deed tin the form of Attachment No. 3, the "Grant Deed")
for conveyance of the Property to the Agency.
The Participant shall pay in escrow to the Escrow
Holder, the following fees, charges and costs promptly after
the Escrow Holder has notified the Participant of the amount of
such fees, charges and costs, but not earlier than ten (10)
days prior to the scheduled date for the close of escrow:
1. Costs necessary to place the title to the
Property in the condition for conveyance required
by the provisions of this Agreement;
2. The escrow fees and costs;
3. The cost of drawing the deed;
4. Recording fees;
5. Notary fees;
6. Any state, county or city documentary stamps;
rM
8.
Any transfer tax; and
The premium for the title
paid by the Participant as
207 of this Agreement.
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insurance policy to be
set forth in Section
Upon delivery of the "Grant Deed", which is attached
to this Agreement as Attachment No. 3 and is incorporated
herein, to the Escrow Holder, the Escrow Holder shall record
such deed when title can be vested in the Agency in accordance
with the terms and provisions of this Agreement. The Escrow
Holder shall buy, affix and cancel any transfer stamps required
by applicable law, and pay any transfer tax required by law.
The Escrow Holder is authorized to:
1. Pay, and charge the Participant for any fees, charges
and costs payable under this Section 202 of this
Agreement. Before such payments are made, the Escrow
Holder shall notify the Participant of the fees,
charges and costs necessary to clear title and close
the escrow.
2. Deliver the Grant Deed (Attachment No. 3) as duly
recorded, to the Agency, and other documents to the
parties entitled thereto when the conditions of this
escrow have been fulfilled by the Agency and the
Participant. Payment of consideration by the Agency
to the Participant is a natter that will be handled
outside of escrow, and is a matter with which the
Escrow Holder need not be concerned.
3. Record any instruments delivered through this escrow
if necessary and proper to vest title in the Agency
in accordance with the terms and provisions of this
Agreement.
All funds received in this escrow shall be deposited
by the Escrow Holder with other escrow funds of the Escrow
Holder in a general escrow account or accounts with any state
or national bank doing business in the State of California.
Such funds may be transferred to any other such general escrow
account or acounts. All disbursements shall be made on the
basis of a thirty (30) day month.
I£ this Escrow is not in condition to close before
the time for conveyance established in Section 205 of this
Agreement, either party who then shall have fully performed the
acts to be performed before the conveyance of title herein may
herein, in writing, terminate this Escrow and demand the return
of its money, papers or documents. If neither the Agency nor
the Participant shall have fully performed the acts to be
performed before the time established in the Schedule of
Performance (Attachment No. 2) for the Property Conveyance, no
termination or demand for return shall be recognized until ten
(10) days after the Property Escrow Holder shall have mailed
copies of such demand to the other party or parties at the
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address of its or their principal place or places of business.
If any objections are raised within the 10-day period, the
Escrow Holder is authorized to hold all money, papers and
documents with respect to the Property until instructed by
mutual agreement of the parties to such escrow or, upon failure
thereof, by a court of competent jurisdiction. If no such
demands are made, the Escrow shall be closed as soon as
possible.
The Escrow Holder shall not be obligated to return
any such money, papers or documents except upon the written
instructions of both the Agency and the Participant or until
the party entitled thereto has been determined by a final
decision of a court of competent jurisdiction.
Any amendment of these escrow instructions shall be
in writing and signed by both the Agency and the Participant.
At the time of any amendment, the Escrow Holder shall agree to
carry out its duties as Escrow Holder under such amendment.
All Communications from the Escrow Holder to the
Agency or the Participant shall be directed to the addresses
and in the manner established in Section 601 of this Agreement
for notices, demands and communications between the Agency and
the Participant.
The liability of the Escrow Holder under this
Agreement is limited to performance of the obligations imposed
upon it under Sections 202 to 208, both inclusive, of this
Agreement.
Neither the Agency nor the Participant shall be
liable for any real estate commissions or brokerage fees which
may arise herefrom. Each of the Agency and the Participant
represents that it has engaged no broker, agent or finder in
connection with this transaction.
C. [§203] Form of Deed for Property Coveyance
The Participant shall convey to the Agency title to
the Property by grant deed in the form of the Grant Deed
(Attachment No. 3).
D. (§204] Condition of Title for Property Conveyance
The Participant shall convey to the Agency fee simple
merchantable title to the Property free and clear of all
recorded or unrecorded liens, encumbrances, covenants,
assessments, easements, leases and taxes, except that title
shall be subject to the Redevelopment Plan and such
encumbrances as may hereafter be expressly approved by the
Agency at its discretion.
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u
E. 1§2051 Time for and Place of Delivery of _Grant Deed
The Participant shall obtain title to the Property in
sufficient time to enable the Participant to convey to the
Agency the Property by the date established therefor in the
Schedule of Performance (Attachment No. 2). Thereupon, the
Participant shall deposit the Grant Deed (Attachment No. 3)
with the Escrow Holder on or before the date established
therefor in the Schedule of Performance (Attachment No. 2).
F. 1§2061 Conveyance Free of Posession
Except as hereafter expressly agreed to in writing by
the Agency and subject to those encumbrances permitted pursuant
to Section 204 of this Agreement, the Participant shall convey
to the Agency the Property free of any possession or right of
possession by any person except that of the Agency.
G. [62071 Title Insurance
Concurrently with the recordation of the Grant Deed
(Attachment No. 3) conveying title to the Property to the
Agency, the Title Company shall provide and deliver to the
Agency an ALTA owner's (extended coverage) title insurance
policy, or such other coverage and for such amount as is
hereafter designated by the Agency, at its discretion, issued
by the Title Company insuring that title to the Property and
all improvements thereon is vested in the Agency in the
condition required by Section 204 of this Agreement. All costs
and fees of the Title Company with respect to providing such
title insurance shall be borne by the Participant.
H. [§2081
Taxes and Assessments
Ad valorem taxes and assessments, if any, on the
Property or improvements and taxes upon this Agreement or any
rights hereunder, levied, assessed or imposed for any period
prior to the Property Conveyance shall be borne by the
Participant.
III. [§300] DEVELOPMENT OF IMPROVEMENTS ON THE SITE
A. [§301) Development of Improvements
1. [§302] Scope of Development
The Site shall be developed with public
improvements (the "Public Improvements") as provided in the
"Scope of Development", which is attached hereto as Attachment
No. 4 and is incorporated herein. In addition, the Participant
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shall develop on the Site the Charter Centre Improvements
conforming to the Scope of Development (Attachment No. 4), by
the time established therefor in the Schedule of Performance
(Attachment No. 2). The Public Improvements and the Charter
Centre Improvements together constitute the "Total
Improvements".
The development shall include any plans and
specifications submitted to Agency for approval, and shall
incorporate or show compliance with all applicable mitigation
measures.
2. [§303] Design Concept Drawings
Concurrent with submittal of this Agreement to
Agency, the Participant shall prepare and submit to the Agency
for its approval Design Concept Drawings and related documents
containing the overall design for development of the Total
Improvements in sufficient detail to enable the Agency to
evaluate the location and scope of the public improvements.
The public improvements shall be developed by the Agency as
established in this Agreement and such documents.
[ §304 ] Constructi_o_n_ _Drawings and Related
Documents
By the time set forth therefor in the Schedule of
Performance (Attachment No. 2), the Participant shall prepare
specifications and submit to the Agency, construction drawings,
landscape, and related documents for development of the Public
Improvements. Approval of the drawings and specifications, as
provided in the Schedule of Performance (Attachment No. 2),
will be granted by the Agency if they conform to concept
drawings and this Agreement. Any items so submitted and
approved in writing by the Agency shall not be subject to
subsequent disapproval unless consented to by the parties.
During the preparation of all drawings and plans,
staff of the Agency and the Participant 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 Participant 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.
If any revisions or corrections of plans approved
by the Agency shall be required by any governmental offical,
agency, department or bureau having jurisdiction, the
Participant and the Agency shall cooperate in efforts to obtain
waiver of such requirements or to develop a mutually acceptable
alternative.
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153051 Agency Approval of Plans, Drawings, and
Related Documents
Subject to the terns of this Agreement, the
Agency shall have the right of architectural and planning
review of all public improvement plans and submissions
including any changes therein.
Provided that the submissions by the Participant
are made timely and are complete, the Agency shall approve or
disapprove the plans, drawings and related documents referred
to in Sections 303 and 304 of this Agreement within the times
established in the Schedule of Performance (Attachment No. 2).
Failure by the Agency to either approve or disapprove within
the times established in the Schedule of Performance
(Attachment No. 2) shall be deemed an approval. Any
disapproval shall state in writing the reasons for
disapproval. The Participant, upon receipt of a disapproval
based upon powers reserved by the Agency hereunder, shall
revise such portions and resubmit to the Agency as soon as
possible after receipt of the notice of disapproval as provided
in the Schedule of Performance (Attachment No. 2).
If the Participant desires to make any
substantial changes in the construction plans after their
approval by the Agency, the Participant shall submit the
proposed change to the Agency for its approval in the manner
set forth in Section 601 of this Agreement. If the
construction plans, as modified by the proposed change, conform
to the requirements of Section 305 of this Agreement and the
Scope of Development (Attachment No. 4) the Agency shall
approve the proposed change and notify the Participant in
writing within 30 days after submission to the Agency. If the
submittal conforms to Section 601 and contains a reference to
the provisions of this Section 305, such change in construction
plans shall, unless such submittal would require discretionary
approval by the Agency or the Planning Commission, be deemed
approved by the Agency unless rejected, in whole or in part, by
written notice thereof by the Agency to the Participant,
setting forth the reasons therefor, and such rejection shall be
made within said 30-day period.
5. [§306) Cost of Construction
(a) In order to promote the expeditious completion of
the Public Improvements, the Participant shall prepare plans
for the Public Improvements and shall construct or cause to be
constructed the Public Improvements all in conformity with
standards normally applied by the City with respect to such
Improvements. Prior to commencement of construction, the
Participant shall solicit bids and award a construction
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contract or contracts in accordance with the usual practices of
the City where the City uses bidding procedures.
• Prior to commencement of construction of the
Public Improvements, the Participant shall post or cause to be
posted with the City or the Agency a completion guarantee
acceptable to the City Attorney and bonds at least equal to the
estimated costs of construction, and determined by the City's
Director of Public Works to conform to normal City requirements.
Upon completion of all of the Public Improvements
in conformity with City Standards, as reasonably determined by
the City's Director of Public Works, the Agency agrees to
purchase from the Participant the Public Improvements. The
purchase price for such -Improvements shall be equal to the
actual cost paid by the Participant for the construction of the
Public Improvements. The Participant shall provide to the
Agency originals of invoices and such other documentation as
the Agency reasonably deems necessary to determine and verify
costs of construction; thereafter the Agency shall with all due
diligence determine the amount of the Participant's
construction costs for the Public Improvements. Such resulting
amount (the "Improvement Price") shall be payable by the Agency
to the Participant only as part•of the amounts payable by the
Agency to the Participant pursuant to subparts (i) and (ii)
below of part (a) of Section 306 of this Agreement.
Prior to the execution of this Agreement, the City
has agreed to defer its receipt of normal City building permit,
plan check and similar fees which would be payable arising from
the Charter Centre Improvements and the Public Improvements
(the "Permit Fees"), in view of relevant provisions of the
applicable municipal code. By executing this Agreement, the
Agency agrees to be responsible to make payment of the Permit
Fees to the City, which payment shall constitute the "Agency
Advance". The Participant shall be obligated to repay to the
Agency the Agency Advance with interest accruing thereon at the
rate of eleven percent (11%) simple per annum from and based
upon the amount of each portion of the Agency Advance.
Payments shall fully amortize the Agency Advance over a five
(5) year period. The Participant agrees to execute a
promissory note or other similar instrument evidencing its
obligation to pay hereunder if deemed necessary by the Agency.
At the option of the Agency, the Agency may elect to (i)
receive repayment from the Participant (which right to receive
payments shall be assignable by the Agency) or to (ii) set off
such amounts against the amounts payable to the Participant
pursuant to the provisions of this part (a) of Section 306.
Provided that the Property Conveyance is effected and
the Participant has provided to the Agency planning studies
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pursuant to Section 703, and subject to the completion of the
Public Improvements, the Agency shall be obligated to pay to
the Participant annually on or before July 1 of each year only
from tax increment revenues from the "Participant Increment"
(as hereafter defined) the lesser of (i) or (ii) as follows:
(i) those costs related to the Property Escrow
that are paid by the Participant pursuant to Section 202, plus
the Improvement Price, plus the cost to Participant of
preparing studies with respect to the public improvements, plus
the amount of Four Hundred Thirty -Eight Thousand Nine Hundred
Thirty Dollars ($438,930) (which amount represents the purchase
price for the Property Conveyance) plus interest thereon at the
rate of eleven percent (11%) simple per annum. Interest shall
accrue from the date of -the Property Conveyance except that,
with respect to payment of the Improvement Price, interest
shall accrue from the date the Public Improvements are
determined to be complete. Payments shall be made until the
principal (as delineated above) with interest has been paid to
the Participant unless this Agreement is earlier terminated as
provided hereinbelow; or
(ii) an amount equal to sixty-five percent (65%)
of the tax increment revenues (pursuant to Section 33670[b] of
the California Health and Safety Code) directly caused by and
attributable to the Charter Centre Improvements (the
"Participant Increment") and received and payable by the Agency
during the ten (10) calendar years commencing with the first
year following the issuance of a Certificate of Occupancy for
Phase I improvements as set forth in Attachment 1.
Any obligation of the Agency pursuant to this
subsection (a) of Section 306 shall be limited to the
Participant Increment as received by the Agency. The Agency
shall have no liability or obligation hereunder except as
expressly set forth above. The Agency may, at its option,
prepay without penalty. The obligation of the Agency hereunder
is not an obligation or liability of the City of Huntington
Beach or any other public body.
Payment by the Agency to the Participant shall be
suspended and the accrual of and any obligation to pay interest
shall cease during any period in which (i) the Participant
fails to fulfill its obligations under Section 705 hereof, (ii)
the Participant is otherwise in material default of this
Agreement, or (iii) any consent or permission of any person or
entity which the Agency determines is necessary for the
construction of operation of the improvements to be provided by
the Participant pursuant to this Agreement lapses, is not
obtained, or is not in effect for any reason.
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V
(b) All of the cost of the Charter Centre
Improvements shall be borne exclusively by the Participant.
. 6. [§307] Construction Schedule
Contracts for the construction of any
improvements developed on the Property by the Participant prior
to conveyance of the Property to the Agency and contracts for
the Public Improvements shall be let to the lowest responsible
bidder substantially in conformity with those procedures
followed by public agencies required to follow competitive
bidding procedures. The Participant may submit a bid for such
work on an equal basis with any other potential bidder.
Provided that a bid or bids are received which are (i)
responsive to and conform to the request for bids, (ii)
submitted by a responsible bidder, and (iii) are not excessive
as to the amount sought to be charged, a contract or contracts
shall be awarded for construction of the Public Improvements.
The Participant reserves the right to reject all bids and to
seek additional bids, at its discretion.
Upon award of the construction contract or contracts,
the Public Improvements are to be promptly commenced and shall
thereafter be diligently prosecuted to completion.
The Participant shall commence and complete the
Charter Centre Improvements by the respective times established
therefor in the Schedule of Performance (Attachment No. 2).
7. [§308] Bodily Injury and Property
Damage Insurance
Prior to the commencement of any construction
hereunder, the Participant shall obtain a policy of
comprehensive bodily injury and property damage liability
insurance and maintain such policy in effect until the
completion of all of the Total Improvements (as determined by
the Agency) providing coverage for bodily injury and property
damage in the minimum amount of One Million Dollars
($1,000,000) combined single limit per occurrence. The policy
shall name, as additional assured, Agency, the City of
Huntington Beach, and their officers and employees, while
acting within the scope of their duties, against all claims,
suits, or other actions of any nature brought for or on account
of any deaths,.injuries, damage or loss, arising out of or
connected with the work of Participant or the development of
each of the Public Improvements and the Charter Centre
Improvements under this Agreement.
Participant shall furnish Agency a certificate of
insurance from the insurer evidencing compliance with this
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'%..) fir)
paragraph and providing that the insurer shall not cancel or
modify the policy without thirty (30) days' written notice to
Agency. Participant shall give Agency prompt and timely notice
of any claim made or suit instituted. Agency, City, and their
officers and employees, shall also be named as additional
insured in any policies of Participant's contractors covering
work under this Agreement, and such policies shall comply with
this paragraph.
Participant shall comply with all of the
provisions of the Worker's Compensation Insurance and Safety
Acts of the State of California, the applicable provisions of
Divisions 4 and 5 of the California Labor Code, and all
amendments thereto, and all similar State or Federal acts or
laws applicable, 'and Participant shall hold Agency and City
harmless from any claims arising thereunder. Participant shall
furnish to Agency a certificate of Worker's Compensation
insurance providing that the insurer shall not cancel or modify
the policy without thirty (30) days' prior written notice to
Agency. In the alternative, Participant may show proof of a
certificate of*consent to self -insure issued by the Director of
Industrial Relations according to California Labor Code Section
3800.
The Participant shall release the Agency from any
liability or responsibility for damage, costs, losses, or suit
arising in any manner from the approval of this Agreement or
activities conducted pursuant to this Agreement, including
without limitation the construction (and supervision of
construction) of the Public Improvements.
S. [§309] Insnection_Access
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 Public Improvements and the Charter Centre Improvements.
9. [ §310 ] Local, State and Federal Laws;
Antidiscrimination
The Participant shall carry out the construction
of the Public Improvements and the Charter Centre Improvements
in conformity with all applicable laws.
The Participant, for itself and its successors
and assigns, agrees that in the construction of the Public
Improvements and the Charter Centre Improvements, the
Participant will not discriminate against any employee or
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applicant for employment because of race, color, creed,
religion, age, sex, marital status, handicap, national origin
or ancestry.
IV. [§400] USE OF THE SITE
A. [§401] Uses
The Participant 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 Participant, 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. The foregoing covenant shall run with the
land.
The Participant covenants by and for itself and any
successors in interest that there shall be no discrimination
against or segregation of any person or group of persons on
account of race, color, creed, religion, sex, marital status,
age, handicap, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the
Site, nor shall the Participant itself or any person claiming
under or through it establish or permit any such practice or
practices of discrimination or segregation with reference to
the selection, location, number, use or occupancy of tenants,
lessees, subtenants, sublessees or vendees of the Site. The
foregoing covenants shall run with the land.
The Participant shall refrain from restricting the
rental, sale or lease of the property on the basis of race,
color, creed, religion, sex, marital status, handicap, national
origin or ancestry of any person. All such deeds, leases or
contracts shall contain or be subject to substantially the
following nondiscrimination or nonsegregation clauses:
1. In deeds: "The grantee herein covenants by and for
himself or herself, his or her heirs, executors,
administrators and assigns, and all persons claiming
under or through them, that there shall be no
discrimination against or segregation of, any person
or group of persons on account of race, color, creed,
religion, sex, marital status, age, handicap,
national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or
enjoyment of the land herein conveyed, nor shall the
grantee himself or herself' -or any person claiming
under or through him or her, establish or permit any
such practice or practices of discrimination or
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V
segregation with reference to the selection,
location, number, use or occupancy of tenants,
lessees, subtenants, sublessees or vendees in the
land herein conveyed. The foregoing covenants shall
run with the land."
2. In leases: "The lessee herein convenants by and for
himself or herself, his or her heirs, executors,
administrators and assigns, and all persons claiming
under or through him or her, and this lease is made
and accepted upon and subject to the following
conditions:
"There shall be no discrimination against or
segregation of any person or group of persons on
account of race, color, creed, religion, sex, marital
status, handicap, age, ancestry or national origin in
the leasing, subleasing, transferring, use,
occupancy, tenure or enjoyment of the premises herein
leased nor shall the lessee himself or herself, or
any person claiming under or through him or her,
establish or permit any such practice or practices of
discrimination or segregation with reference to the
selection, location, number, use or occupancy of
tenants, lessees, sublessees, subtenants or vendees
in the premises herein leased."
3. In contracts: "There shall be no discrimination
against or segregation of, any person, or group of
persons on account of race, color, creed, religion,
sex, marital status, age, handicap, ancestry or
national origin, in the sale, lease, sublease,
transfer, use, occupancy, tenure or enjoyment of the
premises, nor shall the transferee himself or herself
or any person claiming under or through him or her,
establish or permit any such practice or practices of
discrimination or segregation with reference to the
selection, location, number, use or occupancy of
tenants, lessees, subtenants, sublessees or vendees
of the premises."
The covenants established in this Agreement and the
deeds shall, without regard to technical classification and
designation, be binding for the benefit and in favor of the
Agency, its successors and assigns, the City and any successor
in interest to the Site or any part thereof. The covenants,
contained in this Agreement and the Deeds shall remain in
effect until the termination date of the Redevelopment Plan.
The covenants against racial discrimination shall remain in
perpetuity.
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B. [§402] Rights of Access
In addition, to those rights established pursuant to
Section-309 of this Agreement, the Agency, for itself and for
the City and other public agencies, 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 Participant.
C. [§403] Effect of Violation of the Terms and
Provisions of this Agreement After Completion
of Construction
The Agency is deemed the beneficiary of the terms and
provisions of this Agreement and of the covenants running with
the land, for and in its own rights and for the purposes of
protecting the interests of the community and other parties,
public or private, in whose favor and for whose benefit this
Agreement and the covenants running with the land have been
provided. The Agreement and the covenants shall run in favor
of the Agency, without regard to whether the Agency has been,
remains or is an owner of any land or interest therein in the
Site or in the Project Area, The Agency shall have the right,
if the Agreement or covenants are breached, to exercise all
rights and remedies, and to maintain any actions or suits at
law or in equity or other proper proceedings to enforce the
curing of such breaches to which it or any other beneficiaries
of this Agreement and covenants may be entitled.
V. [§500] DEFAULTS AND REMEDIES
A. [§501] Defaults -General
Subject to the extensions of time set forth in
Section 603, failure or delay by either party to perform any
term or provision of this Agreement constitutes a default under
this Agreement. A party claiming a default (claimant) shall
give written notice of default to the other party, specifying
the default complained of.
Except as otherwise expressly provided in Sections 508
and 509 of this Agreement, the claimant shall not institute
proceedings against the other party if the other party within
forty-five (45) days from receipt of such notice immediately,
with due diligence, commences to cure, correct or remedy such
failure or delay and shall complete such cure, correction or
remedy as soon as reasonably practicable after receipt of such
notice.
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V
B. [§502] Legal Actions
1. [§503] Institution _of_Legal_,Actions
In addition to any other rights or remedies and
subject to the restrictions in Section 501, either party may
institute legal action to seek specific performance of the
terms of this Agreement, or 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 institutued 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.
2. [§504] Applicable Law
The laws of the State of California shall govern
the interpretation and enforcement of this Agreement.
3. [•§505] Acceptance of Service of Process
In the event that any legal action is commenced
by the Participant 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.
In the event that any legal action is commenced
by the Agency against the Participant, service of process on
the Participant shall be made by personal service upon a
corporate officer of the Participant and shall be valid whether
made within or without the State of California or in such other
manner as may be provided by law.
C. [§506] Rights and Remedies Are Cumulative
Except as otherwise expressly stated in this
Agreement, the rights and remedies of the parties are
cumulative, and the exercise by either party of 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.
D. [§507] Inaction Not a Waiver of Default
Any failures or delays by either party in asserting
any of its rights and 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.
03-31-65
3994p/2273/06 -18-
E. [§508] 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 by the defaulting party
within sixty (60) 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, and the non -defaulting party
may thereafter (but not before) commence an action for damages
against the defaulting party with respect to such default.
F. [§509] Specific Performance.
If either party defaults under 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 by the defaulting party within forty-five
(45) 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.
G. [§510] Remedies and Rights Prior to
the Property Conveyance
1. [§511] Termination by Participant
In the event that at the time established for the
Property Conveyance in the Schedule of Performance (Attachment
No. 2) the Participant is not in default of this Agreement but
the Agency refuses to accept the conveyance and possession of
the Property upon tender by the Participant made in conformity
with this Agreement, then this Agreement shall, at the option
of the Participant, be terminated by written notice thereof to
the Agency, and thereupon neither the Agency nor the
Participant shall have any further rights with respect to the
Property by virtue of or with respect to this Agreement;
provided, however, that all monies or documents deposited by
either party into Escrow shall be returned to the party making
such deposit.
2. 165121 Termination by the -Agency
In the event that, prior to the Property
Conveyance:
(a) The Participant (or any successor in interest)
assigns or attempts to assign the Agreement or
03-31-85
3994p/2273/06 -19-
any rights therein or in the Site or the Property
in violation of this Agreement; or
• (b) There is a change in the ownership of the
Participant contrary to the provisions of Section
109 hereof; or
(c) The Participant does not submit certificates of
insurance, planning studies (pursuant to Section
703), the guaranty of Frank Mola (pursuant to
Section 702), construction plans, drawings and
related documents as required by this Agreement,
in the manner and by the dates respectively
provided in this Agreement therefor any such
default or failure shall not be cured within
forty-five (45) days after the date of written
demand therefor by the Agency; or
(d) The Participant fails to execute the Grant Deed
(Attachment No. 3) by the time established in the
Schedule of Performance (Attachment No. 2) for
the Property Conveyance; -
then this Agreement and any rights of the Participant or any
assignee or tranferee in the Agreement, or arising therefrom
with respect to the Agency or the Site, shall, at the option of
the Agency, be terminated by the Agency. In the event of
termination under this Section 510, neither party shall have
any rights against the other under this Agreenent.
VI. [§600] GENERAL PROVISIONS
A. [§601] Notices, Demands and Communications
Between the Parties
Written notices, demands and communications between
the Agency, to the attention of its Chief Executive Officer,
and the Participant shall be sufficiently given if delivered by
hand or dispatched by registered or certified mail, postage
prepaid, return receipt requested, to the principal offices of
the Agency and the Participant. 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 601.
Any written notice, denand 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.
03-31-85 -
3994p/2273/06 -20-
B. [§602]
Conflicts of Interest
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
or indirectly interested. No member, official or employee of
the Agency shall be personally liable to the Participant, 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 Participant or successor or on any obligations under the
terms of this Agreement.
C. [§603] Enforced Delay; Extension of Times of
Performance
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; strikes; 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; the failure of the Agency to receive
bids conforming to Section 307 of this Agreement; acts 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 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 Participant.
D. [6604] Inspection of Books and Records
The Agency shall have t:he right until five (5) years
after the completion of the Public Improvements upon reasonable
advance notice to the Participant and during normal business
hours, to inspect those records and accounts of the Participant
03-31-85
3994p/2273/06 -21-
which shall pertain to the development of the Site or the
determination or verification of amounts payable to the
Participant hereunder. The Participant has the right, until
completion of the Public Improvements upon reasonable notice
and during normal business hours, to inspect the public records
of the Agency pertaining to the development of the Site.
E. [§605] Non -liability of Officials and Employees of
the Agency
No member, official or employee of the Agency or the
City shall be personally liable to the Participant, 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 Participant or its successors, or on any obligations
under the terms of this Agreement.
VII. [§700] SPECIAL PROVISIONS
A. [§701-] Submission of Documents to the Agency for
A proval
Whenever this Agreement requires the Participant 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 Participant may
submit a letter in the manner described in Section 601 of this
Agreement which specifically references the language of this
Section 701, which may, except with respect to matters which
would require discretionary approval by the Planning Commission
or the Agency, require Agency approval or rejection of
documents within thirty (30) days after submission to the
Agency or such documents shall be deemed approved.
B. 16702] Guaranty
Concurrent with the execution by the Participant of
this Agreement, Frank Mola, an individual, is executing and
delivering a Guaranty of all of the Participant's obligations
to the Agency pursuant to this Agreement (an executed
counterpart of which is attached hereto as Attachment No. 5,
which is incorporated herein),
C. [§703] Planning Studies
The Participant has caused to be prepared planning
studies pertaining to the Project Area or the Public
03-31-65
3994p/2273/06 -22-
V
Improvements, and has incurred substantial expenses therefor.
The Participant shall provide such studies to the Agency within
thirty (30) days after the execution of this Agreement. The
Participant shall substantiate all costs so incurred upon
request therefor by the Agency.
D. [§704] Supplemental_ Conveyance
After the completion of the Public Improvements and
following the Property Conveyance, the Agency shall convey the
Property to the City. No monetary consideration is to be paid
by the City to the Agency in connection with such conveyance.
E. 1§7051 Additional Participant Obligations
The Participant shall cooperate with the Agency in
providing access from the site of the Charter Centre
Improvements south to Cypress Avenue.
The Participant shall participate (including the
provision of funds) in a parking study of the surrounding area,
and if parking is determined to be required, the Participant
shall cooperate in securing additional parking (including
parking on the parcel located immediately to the south of the
site of the Charter Centre Improvements).
E. 1§7061 Amendments „to this Agreement
The Participant and the Agency agree to mutually
consider reasonable requests for amendments to this Agreement
which may be made by either party hereto, provided said
requests are consistent with this Agreement and would not
substantially alter the basic business terms included herein.
VIII. 1§8001 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 24 and Attachments 1 through
5, which constitutes 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
03-31-85
3994p/2273/06 -23-
Participant, and all amendments hereto must be in writing by
the appropriate authorities of the Agency and the Participant.
In any circumstance where under this Agreement either
party is required to approve or disapprove any matter, approval
shall not be unreasonably withheld.
IX. (§9001 TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY
This Agreement, when executed by the Participant and
delivered to the Agency, must be authorized, executed and
delivered by the Agency on or before forty-five (45) days after
signing and delivery of this Agreement by Participant or this
Agreement shall be void, except to the extent that the
Participant 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 Participant have
signed this Agreement on the respective dates set forth below.
April 15 19 a5 REDEVELOPMENT AGENCY OF THE
CITY OF HUNTINGTON BEACH
ATTEST:
Agency Clerk
r
By: Chairmtan
MOLA DEVELOPMENT CORPORATION,
a Califopiia corporation
By:
FiAaizk Mola, President
By: :t
its:
03-31-85
3994p/2273/06 -24-
�.wo
APPROVED AS TO FORM:
��Wr. 6?Klal
Agency Special Coun
INITIATED AND APPROVED AS TO
CONTENT:
De10
u y Director of Redevelopment
APPROVED:
City Administrator/Chic
Executive Officer
REVIEWED AND APPROVED
AS TO FOPM :
dq. _Y/ .-*
y Agency Attorney �_{445
w
-25-
SCHEDULE OF PERFORMANCE
AGENCY OBLIGATIONS
EXECUTION OF AGREEMENT
Within 30 days of submittal
by Participant
APPROVAL OF PLANS AND
SPECIFICATIONS FOR PUBLIC
IMPROVEMENTS AND BUILDINGS
Within 45 days after initial
submittal by Participant
and within 30 days after sub-
mittal of corrections
ATTACHMENT 2
PARTICIPANT OBLIGATIONS
PREPARATION AND SUBMITTAL
OF PLANS AND SPECIFICATIONS
Within 60 days after execution
of Agreement by Agency
CONVEYANCE OF ALL STREET RIGHT-
OF-WAYS AND PUBLIC UTILITIES
EASEMENTS TO AGENCY
Prior to awarding of con-
tract on public improvements
SOLICIT BIDS ON PUBLIC IMPROVE-
14ENTS
Within 15 days after approval
of plans and specifications
DEPOSIT WITH AGENCY ACCEPTABLE
GUARANTEES AND BONDS FOR
FINANCING PUBLIC IMPROVEMENTS
10 days prior to commence-
ment of construction
AWARD CONTRACT ON PUBLIC
IMPROVEMENTS
Within 45 days after solicita-
tion of bids but no sooner
than Participant's deposit of
acceptable financing guarantees
3994p/2273/06 Page I of 2
PARTICIPANT OBLIGATIONS
CONSTRUCT PUBLIC IMPROVEMENTS
Within 360 days after awarding
of contract and/or in coordin-
ation with Participant's on -
site development activities
COMMENCE CONSTRUCTION OF
PHASE I ONSITE IMPROVEMENTS
Within 30 days of City approval
of Plans and Specifications
COMPLETE CONSTRUCTION OF
PHASE I ONSITE IMPROVEMENTS
Within 36 months of commence-
ment of construction
OPEN ESCROW
Within 60 days after commence-
ment of construction or
execution of this Agreement by
the Agency, whichever is later
CLOSE ESCROW
Within 30 days after
completion of the Public
Improvements as certified by
the City
3994p/2273/06 Page 2 of 2
Recording Requester)� ' v: k� �I�rS''�•�1'0l
City of Huntingt64each
-ATTACHMENT N0. 3 a �`
GRANT DEED d'
When Recorded Mail To:
Redevelopment Agency of the
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
__ (s2ace above this line for recorder's use)
Mail Tax Statements To:
GRANT DEED
For valuable consideration, the receipt of which is
hereby acknowledged,
MOLA DEVELOPMENT CORPORATION, a California corporation
hereby GRANT(S) to the Redevelopment Agency of the City of
Huntington Beach, a public agency, the real property in the
City of Huntington Beach, County of Orange, State of
California, described as
That real property described in Exhibit A, which is
attached hereto and incorporated herein by reference.
Dated: y1 198 MOLA DEVELOPMENT CORPORATION
A Califgz;nia corporation
By: ^-
_
Fra k M a, President
By:
Its: /;..� •..
03-31-BB ATTACM7-= NO. 3
8219P/2273/06 Page 1 of 6
W"
M
STATE OF CALIFORNIA ) -
ss.
COUNTY OF ORANCE )
• On before me, the
undersigned, a Notary Publ c in a d for said State, personally
appeared
personally known to me or proved tome on the basis of
satisfactory evidence to be the person who executed the within
instrument as the President,
and _ nQ / 4 k dpersonally known
to me or proved td me on the basis of satisfactory evidence to
be the, person who executed the within instrument as the
.1I1 '�S of the Corporation
that executed -the within instrument and acknowledged to me that
such corporation executed the within instrument pursuant to its
by-laws or a resolution of its board of directors.
WITNESS my hand and official seal.
Vlq J, � 71
(SEAL) �*�� ''�; Fr �_L .
fi
•,.�:
a
03-31-85 ATTACBXMT NO. 3
8219P/2273/06 Page 2 of 6
V
DEED AUTHORIZATION
• This is to certify that the interest in real property
conveyed by the grant deed of even date herewith from, MOLA
DEVELOPMENT CORPORATION, a California corporation, to the
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, (the
"Agency"), a governmental agency, is hereby accepted by the
undersigned officer of agent on behalf of the Agency pursuant
to authority conferred by Resolution. 1L. of the Agency as
grantee consents to recordation thereof by its duly authorized
officer.
Dated: %S� 198r REDEVELOPMENT AGENCY OF THE CITY
OF HUNTINGTON BEACH
�
Chairman
ATTEST:
Agency Clerk
STATE OF CALIFORNIA
COUNTY OF ORANGE
On t S 19:�g befp_re me, a Notary Public of the State of
California, personally appeared Art to me
to be the Chairman, and Alicia M. WentworC. nown o me to beknown the Clerk,
of the Redevelopment Agency of the City of Huntington Beach and known to
me to be the persons who executed the within instrument on behalf of said
public agency and acknowledged to me that such public agency executed the
same.
OFFICIAL SEAL
tiONN't A. E+ROCKWAY
NO ABY FULLIC - CAL.:C;V:A n
PRINCIPAL CFFICe IN �.
ORAN ;E COUNTY �.
MY COMMISSION EXPIRES OCTAD 1985 3
03-31-85 ATTACHMENT NO. 3
8219P/2273/06 Page 3 of 6
1",1
EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
jInsert legal description of the Property)
I
03-31-85 ATTACHMENT 140. 3
8229P/2273f06 Page 4 of 6
✓ Exhibit "A"
PARCEL 1:
Commencing at the Northeast corner of the Northeast quarter of the Northeast quarter of
Seetlon 26, Township 3 South, Range 11 West, S. B. B. & M.; thence West, along the North
line of said Section 26, 417.42 feet; thence South, parallel to the East line of said Section
26, 417.42 feet; thence East, parallel to the North line of said Section 26, 417.42 feet and
thence North along the East lien of said Section 26, 417.42 feet to the point of beginning.
Excepting*the interest in that portion of said land was conveyed to the County of Orange
for public highway purposes by deed recorded March 31, 1954, in Book 2699, Page 412 of
Official Records and re -recorded April 20, 1954, In Book 2713, Page 147, of Official
Records included within the following described land:
A strip of land 40 feet In width adjoining and Southerly of the Northerly line of Section
26, Township 3 South, Range 10 West, S. B. B. & M.; and extending from a line which is
parallel with and 30 icet Vest of the Easterly line of said Section 269 said parallel line
being also the West line of the right of way of Huntington Beach Boulevard, Westerly a
distance of 343.42 feet to the center line of Ash Street as shown on a map of Tract No.
363, recorded in hook 15, Page 31 of Miscellaneous Maps, recorded of Orange County,
California.
The intersection of the Southerly line of the said 40-foot strip with the Westerly lien of
the elpht of way for Huntington Beach Boulevard shall be rounded with a curve having a
raelus of 17.00 feet.
PARCEL 2:
Lots 1 to 16 both inclusive in Block A of Moores Home Place, Tract No. 368, as shown on a
neap recorded in Book 15, Page 31 of Miscellaneous Mats, records of Orange County,
California, together with all that certain alley 20.00 feet in width In Block A and all of
Elrn Street 40.00 feet In wldtri adjoining the Easterly line of said Block A, as shown on a
map of Tract No. 368, recorded In Book 15, Page 31 of Miscellaneous Maps, records of
Orange County, California, abando6ed by Order of the Board of Supervisors of the County
of Orange, a copy of which was recorded July 23,1943, In Book 1674, Page 321 of Official
Records.
Excepting the interest in that portion of said land which was conveyed to the County of
Orange, for puiWc purposes by deed recorded starch 31, 1954, in Book 2699, Page 412, of
Official Records and re -recorded April 20, 1954 In Book 2713, Page 147 of Official Records
Included within the following described land:
A strip of land 40 feet in width adjoining and Southerly of the Northerly line of Section
26, Township S South, Range 1Q West, & B. B. & M.; and extending from a tine which is
parallel with and 30 feet Nest of the Easterly line of said Section 26, saic parallel line
being also the Vest line of the right of way of Huntington BcwA Soulevara, Westerly a
-- distance of 943.42 feet to the center line of Ash Street'as shown on a map of Tract No.
363, recorded in Book 15, Page 31 *of Miscellaneous Maps, records of Orange County,
California.
ATTACHMENT NO. 3
Page 5 of 6
-, Exhibit "A" Continued -
The intersection of the Southerly line of the said 40 feet strip with the Westerly line of
the right of way for Huntington Beach Boulevard shall be rounded with a curve having a
radius of 17.00 feet.
PARCEL 3.-
Lot I In B1aek A of Tract No. 4369 as shown on a map recorded In Book 16, Page 28 of
Miscellaneous Maps, records of Orange County, California.
PARCEL 4:
The West 193.71 feet of Lot 2 In Block A of Tract No. 436, Moore's Home Place No. 2, as
shown on a map recorded in Book 16, Page 28 of Miscellaneous Uaps, records of Orange
County, California.
PARCELS:
The North 48 feet of the West half of Lot 3 In Block A of Tract No. 436, Moore's Horne
Place No. 2 as shown on a map recorded in Book 16, Page 23, of Miscellaneous Maps,
records of Orange County, California.
Parcel 6:
The North 48 feet of the East I93.71 feet of Lot 2, Block A, Tract No. 436, In the City of
Huntington Beach, as per map recorded In Book 16, Page 28 of Miscellaneous Maps, In the
office of the County Recorder of said County.
ATTACHMENT NO. 3
Page 6 of 6
V
ATTACHMENT NO. 4
SCOPE OF DEVELOPMENT
I. PRIVATE IMPROVEMENTS
The Developer shall cause the commencement and
completion of the Charter Centre Improvements, as referred to
in Section 107 of the Agreement and as approved by the Planning
Commission on March 6, 1984, and as may be subsequently amended.
The Charter Centre Improvements shall conform to the
Redevelopment Plan and to all City requirements.
II. PUBLIC IMPROVEMENTS
Subject to all of the terms and conditions contained
in the Agreement (including without limitation the prior
completion of the Property Conveyance and receipt by the Agency
of the Advance Amount), the Agency shall cause the construction
of the following items numbered I to 5, inclusive, which
collectively constitute the "Public Improvements":
ITEM
1.
2.
3.
ESTIMATED
DESCRIPTION COST COMMENTS
Street Improvements $440,000 Streets, walks, curbs,
(Off -Site) water, sanitary sewer,
storm sewer, & mist.
improvements at Beach,
Warner, Ash, &
Sycamore Streets
Traffic Signal 120,000 Re -work Beach &
Revisions & Additional Warner signal and add
(Off -Site) signal at Beach & Ash
Relocate Utility.
Cables Below Grade
(Off -Site)
Power Lines &
XFMR Vaults
(On -Site)
03-31-85
8219P/2273/06
260,000 Relocate Power,
Phone, & Cable T.V.
Lines & Poles on
Beach, Ash, & Sycamore
Streets. All cables
in public right of way
and on adjacent
construction easements
to be installed below
grade.
80,000
ATTACHMENT NO. 4
Page 1 of 2
Installation of
transformer vaults &
below grade conduit/-
V
5.
Additional Public
Improvements
(On -Site)
03-31-85
8219P/2273/06
duct bank for
electrical & phone
service in future
easements. Easements
to run from public
streets to each
building pad, 10 LF x
$40/LF = $32,000,
2 vaults x $12,000/ea.
= 24,000
$260,000 Installation of potable
water, firewater, fire
hydrants, sanitary
sewer & storm sewer in
future easement.
Improvements to
service all buildings.
ATTACHMENT NO. 4
Page 2 of 2
W"
ATTACMENT NO. 5
GUARANTY
GUARANTY made as of the 9th day of April
1985, given by FRANK MOLA, an individual (hereinafter called
the "Guarantor") to THE REDEVELOPMENT AGENCY OF THE CITY OF
HUNTINGTON BEACH (hereinafter tailed the "Agency").
A G R E E M E N T
In order to induce the Agency to enter into a
Disposition and Development Agreement by and between the Agency
and MOLA DEVELOPMENT CORPORATION, a California corporation (the
"Developer") (the "Agreement") and, in consideration of good
and valuable consideration, receipt of which is hereby
acknowledged by Guarantor, Guarantor hereby agrees as follows:
1. Guarantor hereby guarantees to the Agency the
performance and observance by the Developer of all of the
terms, covenants and conditions to be performed or observed by
the Developer with respect to the conveyance of the Property,
and all obligations of the Developer with respect to the
Agreement. The Guarantor guarantees the performance of all of
the terms, covenants and conditions to be performed or observed
by the Developer under the Agreement.
2. This Guaranty is unconditional and may be
enforced directly against the Guarantor. Any modification of
the Agreement, or the giving by the Agency of any extension of
time for the performance of any of the Developer's obligations
or any other forbearance on the part of the Agency, or any
failure by the Agency to enforce any of its rights under the
Agreement, shall in no way release Guarantor from liability
hereunder or terminate, affect or diminish the validity of this
Guaranty or Guarantor's obligations hereunder. Guarantor
expressly agrees that it shall not be released from any
liability hereunder and the validity of this Guaranty and of
Guarantor's obligations hereunder shall in no way be
terminated, affected or diminished by reason of the assertion
by the Agency against the Developer of any of the rights or
remedies reserved to the Agency under the Agreement.
3. The Guarantor hereby waives all of the suretyship
provisions of the California Civil Code Sections 2788 through
2855, including without limitation the right to require that
the Agency proceed first against the Developer as a condition
to enforcing this Guaranty.
03-31-85 ATTACHMENT NO. 5
8219P/2273/06 Page 1 of 3
4. Guarantor agrees to pay all reasonable attorneys'
fees and all other costs and expenses which may be incurred by
the Agency in enforcing or attempting to enforce this Guaranty,
whether the same shall be enforced by suit or otherwise.
S. The undersigned hereby waives notice of any
demand by the Agency, as well as notice of any default of the
Developer.
6. The Agency may assign this Guaranty. When so
assigned, Guarantor shall be bound as above to the assignees
without in any manner affecting Guarantor's liability hereunder.
7. This Guaranty shall remain in effect
notwithstanding any bankruptcy, reorganization or insolvency of
the Developer or any successor or assignee thereof or any
disaffirmance by a trustee of the Developer.
S. This Guaranty shall inure to the benefit of and
bind the successors and assigns of the Agency and the Guarantor.
9. Whenever the Agency or the Guarantor shall desire.
to give notice to the other hereunder, such notice shall be
sufficiently given if dispatched by registered or certified
mail, postage prepaid, return receipt requested, addressed to
the other party as follows:
To Guarantor: by addressing the same to
Frank Mola
8072 Adams Avenue
Huntington Beach, California 92646
To Agency: by addressing the same to
Redevelopment Agency of the
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Either party may, however, at any
by mailing, as aforesaid, a notice st
setting forth the new address. r
e cha ge its address
g W� hange and
ranK Mola
4
03-31-85
8219P/2273/06
ATTACHMENT NO. 5
Page 2 of 3
STATE OF CALIFORNIA )
ss.
COUNTY OF&AMC-
On before me, the
undersigned, a Notar P li�.,zn and for said State, personally
appeared •-,i✓� �1.�?1.Z4
personally known to me or proved to me on the basis of
satisfactory evidence to be the person_ whose name GCS
subscribed to the within instrument and acknowledged that
H 6 executed the same.
WITNESS my hand and official seal.
/V,. 'Qpw�/'
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(SEAL)
OFFICSAL SE1lL
CARON KAY cAMON
WTAiY PurLIC - cAura;N:A
tirJ GRANCC COUNTY
' MyCo,we E.q�KMa,.h iJ. ;988
03-31-85 ATTACHMENT NO. 5
821SP/2273/05 Page 3 of 3
fl ��-1� R QUEST FOR C�Y-JUNCIUREDEVE:.OPMENT A E �( . ACTION
Dace June 1 1984
itted to: Ilonordble Mayor/Chaitrian and City Council/Redevelopmen , gq' cy
`'aibmittec! by: Charles W. Thompson, City Administrator/Chief Execu+ v ricer
Prepared hy: Thomas U. Tincher, Redevelopment Coordinator /
Subject: OWNER PARTICIPATION AGREEMENT WITH MOLA DEVELOPMENT CORP0%. NTION
FOR THE CONSTRUCTION OF CHARIER CENTRE
Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments:
:" 11A'!'CMENT OF ISSUE:
Under California Redevelopment Law, the Redevelopment Agency is authC)ri7:ad
to provide certain kinds of assistance which is directed at supporting
and promoting private sector investments in redevelopment project .areas.
Mola Development Corporation has previously requested Agency assistance
in helping carry out the Charter Centre Project. The attached agr,rement
provides limited support fo'r the project by the F.edevelopment Agency
conuiiitting to construct the certain puk ' is improvements and acquire the
additional public right-of-way which is needed. The t1ola Corporation
is obligated to advance to the Agency the necessary funds to undertake
thc: required construction. The Mola Corporation would be reimbursed for
this advance of funds through future tax increment dollars generated by
,,,Lht:- completed project.
Th r :: agreement is consistent with the (•stablished vddevelopmc•nt goals
I car 1-he oakview Area and the authorizing provisions of State Law.
Al!.., attached is a latter. from the Fula Corporation, requesting tt.at
certain Ices be deferred until the Certificate of Occupancy is
issued for the office building.
..001N MENDAT I ONS :
1. City !'ouncil approve Resolution No, 5378.
2. Redevelopment Agency approve Res••Lution No. 80.
3. Redevelopment Agency approves Charter Centre Owner Participation
Agret ment.
a_ the stated fees and, if there
are no legal constraints, authorize the deferral of said•fees'until
the issuance of the: Certificate of Occupancy for the 14-story Phase t
office building, but in no case longer than 24 months from the
issuance of the related building permits.
5_ Study the reduction or elimination of the Library Fee as it =elates
to parking structures.
r r''
�,YsfS:
Approval of the attached Owner Partic cation Agreement would cvr-.nit
thy: Redevelopment Agency to acquire pertain land for public right-of-way
and construct designated public improvements. Mola Development Corporation
would supply certain relevant engineering and traffic studies to the
H A 64-17
.Tune 1, 1984
Page Two
Agency for which the Corporation would be reiiitbursed. The stated and
estimated costs to -the Agency that will be financed by the P1ola
Development Corporation are:
Right -of -Way Acqusition
$ 438,930
Engineering and Design Studies
59,600
Street Improvements
440,000
Traffic signal Revisions &
120,000
Additions
Relocate Utility Cables Below Grade
260,000
Power Lines & Vaults
80,000
Other Public Improvements
260,0D0
$ 1,658,530
The Agreement provides that the Redevelopment Agency would reiriburse
Mola Development Corporation for these costs by an annual allocation
of no more -than 65% of the tax increment generated by the Charter
Centre Project. Payments would commence in the year following the
issuance of the Certificate of Occupancy for the 14-story office
building. It is estimated.that Phase I of the project will cost
approximately $35,000,000 which will generate an estimated $300,000
in tax increment annually. The Agency's annual payment to the Mola
Corporation under this condition, would be $195,000 and no more.
The amount represents 65% of the available incremenr. The Agency
will receive the total amount. of tax increment for other uses, prior
W the issuance of the Certificate of Occupancy and for nearly twenty
yoars after the obligation to the Mola Corporation is met. Even
with the support being provided the Corporation, the project will
generate an additional $7,000,000 plus, over its life for other Agency
activities. --
,%LTERNATIVES
1. Not provide support and face a possible reduction in the scope
of the project.
FUNDING:
1. Advances from the Mola Development Corporation which will be
remibursed with future tax increment funds.
ATTACHMENTS:
1. Resolution No. 5378 and Resolution No. 80
2. Letter from k1ola Development Corporation, dated 5/31/84.
3. Charter Centre Agreement,
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May 31, 1984
Mr. Charles Thompson
City Administrator
CITY OF Hl1wriNGTON BEACH
2000 Main Street
Huntington Reach, CA 92648
Subject: Charter Centre Fees
Dear. Mr. Thompson:
It is my pleasure to advise you that we will be starting construction
on Charter Centre in the next few creeks.
As you know, the "up -front" costs for a project of this size are very
high and the cost to carry them through construction is an added
financial burden. A significant part of these costs are fees paid to
the City of Huntington Beach.
The following is a breakdown of our fees for Phase I of our. project:
Building Plan Check
$ 400157
'. Building Permit
61,778
Library Fee
53,400*
Sewer
5,482
Water-
2,550
Drainage
211,850
Grading
635
Conservation Fee
1,699
O.C. Sanitation Dist.
14 700
202, 51
*Library Fee includes a $24,000 fee for the parking structure.
The cost to carry fees paid when permits are issued can be higher
than normal carrying costs because interest on a construction loan is
higher than for a "take-out' loan.
"1
Air. Charles Thompson
city OF HUNTINGTON BEACH
May 31, 1984
Page Two
In order to assist us in keeping our initial coats within a
reasonable limit, we respectfully request that paynent of these fees
be postponed until the Certificate cf Occupancy for the 14-story
office building is issued. Tyre also request that the Library Fee for
the parking structure be waived, since the parking structure is not
useable or habitable and serves as support to the main structures,
also, parking facilities are not normally provided in a structure.
Thank you for considering this request. If we can provide you with
additional information, please feel free to contact our office.
Vety truly yours,
,-�&A DEVELOPMENT CORPORATION
Fraik J. Mola,
Pre ident
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RESOLUTION NO. 5378
.n
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
HUNTINGTON BEACH DETERMINING THAT THE
CONSTRUCTION OF CERTAIN PUBLIC IMPROVEMENTS
IS OF BENEFIT TO THE OAKVIEW REDEVELOPMENT
PROJECT AND THE IbWEDIATE NEIGHBORHOOD IN
WHICH THE PROJECT IS LOCATED AND DETERMINING
THAT THERE ARE NO OTHER REASONABLE MEANS OF
FINANCING SAID PUBLIC IMPROVEMENTS.
WHEREAS, the Redevelopment Agency of the City of Huntington
Beach (the "Agency") is authorized to carry out the redevelopment of
the Oakview Redevelopment Project Area (the "Project"); and
WHEREAS, the Redevelopment Plan for the Project Area (the
"Redevelopment Plan") authorizes and directs the Agency to pay all or
part of the value of the acquisition and construction of public improve-
ments; and
WHEREAS, the City Council of the City of Huntington Beach
(the "City") desires to construct certain public improvements within or
adjacent to the Project Area as depicted in the map attached here as
Exhibit "A" and incorporated herein by reference ("the Site Map"); and
WHEREAS, California Health and Safety Code Section 33445
n provides that the Redevelopment Agency may, with the consent of the
legislative body, pay all or part of the value of public buildings,
.�. facilities, structures, or other improvements upon A finding that
such public improvements are of benefit to the Project Area or the
immediate neighborhood in which the Project is located and that there
is no other reasonable means of financing such public improvements
available for the community.
NOW, THEREFORE, the City Council of the City of Huntington
Beach does hereby resolve as follows:
Section 1: This City Council hereby determines that the
construction of the Public Improvements will be of benefit to the
Project Area and the surrounding neighborhood in which the Project
is located.
Section 2: This City Council further determines that no
other reasonable means of financing the construction of the Public
Improvements is available except having the Agency pay all or part
of the value of such acquisition, clearance, regrading, and construc-
tion of the Public Improvements.
Section 3: This City Council finds and determines that the
provision of the Public Improvements is necessary to effectuate the
purposes of the Redevelopment Plan.
Section 4: This City Council consents to the payment by the
Agency of alof r part of the value of land for and the cost of clearance,
regrading, installation, and construction of the Public Improvements.
PASSED, APPROVED, AND ADOPTED this day of , 1984,
at a regular meeting of the City Council of the City of Huntington Beach
by the following vote:
AYES:
HOES:
ABSENT:
ABSTAIN:
ATTEST:
City Clerk
APPROVED AS TO FORM:
Ci ty A orn y
Mal
Mayor
•
INITIALED AND APPROVED:
U� ✓
Redevelopment Coordinator
_ � ' � ..::. • ram.. .�.. r s� �' �� � f'
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RESOLUTION 140. 80
RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF HUNTINGTON BEACH DETERMINING THAT THE
CONSTRUCTION OF PUBLIC IMPROVEMENTS IS OF
BENEFIT TO THE OAKVIEW REDEVELOPMENT PROJECT
AND THE IMMEDIATE NEIGHBORHOOD IN WHICH THE
PROJECT IS LOCATED AND DETERMINING THAT THERE
ARE NO OTHER REASONABLE MEANS OF FINANCING SAID
PUBLIC IMPROVEMENTS
WHEREAS, the Redevelopment Agency of the City of
Huntington Beach (the "Agency") is authorized to carry out the
redevelopment of the Project Area for the Oakview Project (the
"Project"); and
WHEREAS, the Redevelopment Plan for the Project Area
authorizes and directs the Agency to pay all or part of the
value of the acquisition and construction of public improvements;
and
I WHEREAS, the City Council of the City of Huntington
Beach (the "City") desires to construct certain public improve-
ments within or adjacent to the Project Site as depicted in the
map attached here as Exhibit "A" and incorporated herein by refer-
ence (the "Site Map"); and
WHEREAS, California Health and Safety Code Section
33445 provides that the Redevelopment Agency may, with the
consent of the legislative body, pay all or part of the value
of public buildings, facilities, structures, or other improve-
ments upon a finding that such public improvements are of benefit
to the Project Area or the immediate neighborhood in which the
Project is located and that there is no other reasonable means
of financing such public improvements available for the community.
NOW, THEREFORE, the Redevelopment Agency of the City of
-Huntington Beach does hereby resolve as follows:
Section 1: The Agency hereby determines that the
construction of the Public Improvements will be of benefit to
the Project Area and the surrounding area neighborhood in which
the Project is located.
Section 2: The Agency further determines that no other
reasonable means for financing the construction of the Public
Improvements is available except having the Agency pay all or part
of the value of such acquisition, clearance, regrading, and
construction of the Public Improvements.
kWj
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PASSED, APPROVED, AND ACOPTED THIS day of
, 1984, at a regular meeting of the Redevelopment
Agency of the City of Huntington Beach by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Agency Clerk
APPROVED AS TO FORM:
Agency Couryse p� 1-
APPROVED AS TO FORM:
Special Agency Counsel
APPROVED:
Chief Executive Offic r
Chairperson
INITIALED AND APPROVED:
edeve opment Loordinator
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NEA AVE ��.....'i '�—_� CA ••
t( , ly ;
. a ���•{._; `�.Illiilllll�il i�ic�Yl_ ! 1
M M.. 1000 MN b ff I •+ �r I ft I L �— ��.JJr.R/ i+ � •.w �.w
N I 77.600 ■ 1. I I 4 ,f.7Ff I i
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w,
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PROJECT SUMMARY
/f0 1.0 { 110.000 ■A swig Ifllf■q
►f0 M4 f /{000.f 0fr■.p 000 ��. • •�i-wri. • II
►■
..00 N0.7 ff 000 ff, {I■uGl�■N 1 f { I
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rho h0{ /000 ff ►Np.GlO IU01(c
►.0 f10� { 7,706 •t. ," I...w.r r
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CHARTER CENTRE.
5)-rE MAP
2100000 { '
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