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HomeMy WebLinkAboutMS VICKERS - 2000-06-19Council/Agency Meeting Held: ie-00 Deferred/Continued to: Approved ❑ Conditionally Approved D Denied W-- G*-tI69 Signature Council Meeting Date: September 18, 2000 Department ID Number: CK2000-06 CITY OF HUNTINGTON BEACH REQUEST FOR ACTION f p SUBMITTED TO: HONORABLE MAYOR AND COUNCILMEMBERSnil SUBMITTED BY: CONNIE BROCKWAY, CITY CLERK Lv PREPARED BY: CONNIE BROCKWAY, CITY CLERK Y L SUBJECT: Receive & File City Clerk's Clarification of the Record — Re: Consent for Pending Sale of Property — Yorktown/Goldenwest — MS Vickers II to Huntington Beach Union High School District Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachmentis) Statement of Issue: On June 19, 2000 the City Council approved Consent for Pending Sale of a 1.09 acre property located on the south side of Yorktown Avenue east of Goldenwest Street from MS Vickers II, LLC to the Huntington Beach Union High School District. The Planning Department has informed the City Clerk's Office that the Certificate of Consent is not needed as the property is not included in the Holly-Seacliff Development Agreement area. Funding S urce: N/A Recommended Action: Direct that the City Council record reflect the City Clerk's Office notification relative to the June 19, 2000 Council action on the Certificate of Consent to Sale of Property from MS Vickers II to Huntington Beach Union High School District. Alternative Actions : N/A • REQUEST FOR ACTION • MEETING DATE: September 18, 2000 DEPARTMENT ID NUMBER:CK2000-06 Analysis: City Council approval of this Receive and File document will serve as a permanent record to clarify the reason there is not an executed and recorded Certificate of Consent per the Council's approval on June 19, 2000. The City Council minutes are by State law permanent and are never destroyed, even if microfilmed or imaged. In contrast, a memorandum of explanation placed in a file will eventually be destroyed per the Destruction Schedule causing there to be no record as to why the Certificate of Consent was not executed and recorded. Environmental Status: Attachments : RCA Author: C. Brockway ck2000-06 -2- 09/08/00 7:45 AM 0 • ATTACHMENT #1. Ja � CITY OF HUNTINGTON BEACH Inter -Department Communication TO: Connie Brockway, City Clerk FROM: Gail Hutton, City Attorney DATE: August 4, 2000 SUBJECT: Consent Item Requiring AF!N' 023-020-07 (RLS 0 -785) We believe that a consent item to note that the above -referenced Certificate of Consent to Sale, which was unnecessarily adopted, is an appropriate way to clear up the official city record. P--t 8� -� GAIL HUTTON City Attorney c: Mary Beth Broeren, Senior Planner PD':2000Memos: Consent Item E 0 .HMEN ....#2 0 CITY OF HUNTINOTON BEACH Inter Office Communication 3 Planning Department TO: Chris Cleary, Deputy City Clerk FROM: Mary Beth Broeren, Senior Planne DATE: July 12, 2000 SUBJECT: Certificate of Consent (RCA #PL 00-35) The Certificate of Consent for transfer of property from MS Vickers II, LLC to the Huntington Beach Union High School District does not need to be signed or recorded because the Certificate is not required. Certificates of Consent are only required for properties subject to the Holly Seacliff Development Agreement (DA). The seller had thought that this particular property was' included in the DA area and therefore the Consent was requested and processed through the City Council. However, upon further research it has been determined that it is not covered by the DA. The file may therefore be closed and the document should not be recorded. Should you have further questions please call me at ext. 5550. Thank you. Encl. xc: Howard Zelefsky, Director of Planning Paul D'Alessandro, Assistant City Attorney G:\BROEREN\HOLLYSEAkCONSENTS\clerkmm.doc 0 0 RCA ROUTING SHEET � INITIATING DEPARTMENT: City Clerk SUBJECT: Clarification of Record Re: Consent for Pending Sale of Property - Yorktown/Goldenwest - MS Vickers II to Huntington Beach Union High School District COUNCIL MEETING DATE: September 18, 2000 RCA:ATTACHMENTS : -STATUS =' Ordinance w/exhibits & legislative draft if applicable) Attached Resolution (w/exhibits & legislative draft if applicable) Attached Tract Map, Location Map and/or other Exhibits Attached Contract/Agreement (w/exhibits if applicable) (Signed in full by the Dty Attome Attached Subleases, Third Party Agreements, etc. (Approved as to form by Ghty Attome Attached Certificates of Insurance (Approved by the City Attorney) Attached Financial Impact Statement Unbud et, over $5,000 Attached Bonds If applicable) Attached Staff Report if applicable) Attached Commission, Board or Committee Report If applicable) Attached Findings/Conditions for Approval and/or Denial Attached - -EXPLANATION. FOR'. MISSING ATTACHMENTS' -- REVIEW D, RETURNED -_ `. `FORWARDED Administrative Staff 9 &6 Assistant GRy Administrator (Initial )- Administrator Initial -City City Clerk EXPL . NATIOWFOR RETURN- OF ITEM:. RCA Author: CITY O 'UNTINGTON BEACH RLS No. �2000_ REQUESOR LEGAL SERVICES Assn To i' P4 Gail Hutton, City Attorney Date u3lew Date: Request made by:. Telephone: Departmenf: 7/20100 1 Connie Brockway 536-5404 1 City Clerk INSTRUCTIONS: File request in the City Attorney's Office. Outline reasons for this request and statE facts necessary for City Attorney to respond. Please attach all pertinent information and exhibits, TYPE OF LEGAL SERVICES REQUESTED: ❑ Ordinance ® Opinion ❑ Stop Notice ❑ Resolution ❑ Lease ❑ Bond ❑ Meeting ❑ Contract/Agreement ❑ Deed ❑ Court Appearance ❑ insurance ❑ Other: Is Request for Preparation of Contract form attached? ❑ Yes ❑ No Are exhibits attached? ❑ Yes ❑ No If for City Council action, Agenda Deadline Council Meeting If not for Council action, desired completion date: 7128/00 Unless otherwise specified herein, I consent to the disclosure of the information contained in this RLS to all mgmbers of the City Council. �e9L !� Signature of Departm t Head .COM M ENTS Please advise as to whether it is preferable that a consent calendar item be submitted to Council to "Receive and File" whir would clarify that the 6/19100 Council approval of the attached Consent For Pending Sale is not needed and is not agreement on file in the Clerk's Office. (See Planning Department memorandum to City Clerk attached.) LLJ Shaded areas for City Attorney's Office use only. CiN e?-3 —00 .7—o :2 Q G X Syo� TO FROM CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION Honorable Mayor and City Council Members Connie Brockway, City Clerk QS DATE: July 20, 2000 SUBJECT: Approved Consent For Pending Sale of a 1.09 acre property located on south side of Yorktown, east of Goldenwest (APN 023-020-07) in the Holly Seacliff Development Agreement Area Attached is a Request for Legal Services we have written to the City Attorney. June 19, 2000 City Council minutes show this item was approved, The Clerk's Office is asking the Attorney if minute action by Council is necessary to rescind Council approval as Council approval was never required per the Planning Department memorandum. I would prefer that a consent calendar item be submitted clarifying the fact that an agreement was not_necessary. Otherwise the minute action will serve as the official record and there will be no subsequent record reflecting that a Consent for Pending Sale Agreement was not needed and does not exist. CB:cc G:CbmemoS12000ebmem/RLSCouncilapprovai �._ 0(- 0 City of Huntington Beach 2000 MAIN STREET CALIFORNIA 9260 Yi. 1 i :.. DEPARTMENT OF PLANNING Prone Fax June 26, 2000 or 536-5271 374-1540 374-1648 Dan Slater Ratan & Tucker 611 Anton Blvd., 14t' Fir. Costa Mesa, CA 92626-1998 I Subject: Certificate of Consent for Huntington Beach Union High School District Dear Mr. Slater: The City of Huntington Beach has determined that a certificate of consent is not required for the sale of the Yorktown property from M'.S. Vickers II, LLC to the Huntington Beach Union High School District. Exhibits A and B to the Holly Seacliff Development Agreement No. 90-1 do not include the subject property, known as Assessor's Parcel Number 023-020-07. Rather the Development Agreement southern boundary terminates on the north side of Yorktown Avenue. Should you have any questions regarding this determination, please call me at 536-5550. Very truly yours, Mary Beth Broeren,: " Senior Planner Encl. Cc: Dr. Patricia Koch Patrick Gibbons Paul D'Alessandro m. PARC•E i PARCEL -- 9 ' 41 CLAY AVENUE PARCEL I q N.T.S. _ MOLLY-SEACUFF SPECIFIC : PLAN BOUNDARY DEVELOPMENT IICREEMENT. . ` .. PARCEL LINES ALDEN k�""� �,� SSOC[AfES tin �ts•rtau HOLLY--SEACLSFF DEVELOPMENT AGREEMENT 1++1+ [i+a•Y. I'M el+. ur-ul. V K71% 4710 +++-+tu t•L ++e-ou+ EXHI9iT AS' 6a71s L 7a1f O� k't 1M+* i�1Y Council/Agency Meeting Held: Deferred/Continued to: proved ❑ onditionall Approved ❑ Denied { Signature Council Meeting Date: June 19, 2000 Department ID Number: PL 00-35 CITY OF HUNTINGTON BEACH x REQUEST FOR COUNCIL ACTION r; SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS a - �r• -� SUBMITTED BY: RAY SILVER, City Administratoro/V PREPARED BY: HOWARD ZELEFSKY, Director of Planning SUBJECT: Approve Consent For Pending Sale of a 1.09 acre property located on south side of Yorktown, east of Goldenwest (APN 023- 020-07) in the Holly Seacliff Development Agreement Area Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of issue: Transmitted for your consideration is a request by MS Vickers II, LLC for the City Council to provide consent to the pending sale of a property to the Huntington Beach Union High School District (District). The property is subject to the Holly Seacliff Development Agreement. Section 4.2 of the Holly Seacliff Development Agreement requires the City to provide consent to the safe of the properties covered by the Development Agreement if the sale is to a party not affiliated with the Developer and if all public improvements have not been completed. Staff has performed due diligence regarding the pending sale of the property and recommends that the City Council provide consent to the sale to the District. Funding Source: Not applicable. Recommended Action: Motion to: 1. "Pursuant to Section 4.2 of the Holly Seacliff Development Agreement, approve the request by MS Vickers II, L.L.C. for the City Council to provide consent for the pending sale of a 1.09 acre property (APN 023-020-07) to the Huntington Beach Union High School District; and 2. Approve and authorize the Mayor and City Clerk to execute the Certificate of Consent to the Sale of Property and the Assumption of Rights, Duties and Obligations by and between the City of Huntington Beach, MS Vickers 11, L.L.C. and the Huntington Beach Union High School District, and authorize the City Clerk to record said document with the Orange County Recorder." i *REQUEST FOR COUNCIL OTION MEETING DATE: June 19, 2000 Alternative Action: DEPARTMENT ID NUMBER: PL 00-35 The City Council may make the following alternative motion: "Continue the request for consent for the pending sale of a 1.09 acre property (APN 023-020-07) and direct staff accordingly." Analysis: A. PROJECT PROPOSAL: Applicant: MS Vickers II, LLC, 1999 Avenue of the Stars, Ste. 2000, Los Angeles, CA 90067 Location: Approximately 1.09 acres located on the south side of Yorktown, east of Goldenwest St. B. BACKGROUND: On November 5, 1990, the City Council adopted the Holly Seacliff Development Agreement (DA) for the properties owned by Pacific Coast Homes and other Chevron Land and Development Company subsidiaries in the Holly Seacliff area. The DA requires the Developer to provide numerous public improvements. To date, the Developer is in compliance with the terms of the DA as determined by the annual compliance reports reviewed by the Planning Commission and the City Council. The most recent report, for 1999, was approved by the Planning Commission on February 8, 2000 and the City Council on April 17, 2000. On May 6, 1996 the City Council approved the consent for the pending sale of approximately 65 acres of property governed by the DA to MS Vickers II, LLC. The subject parcel was included in the 65 acre total. C. STAFF ANALYSIS AND RECOMMENDATION: MS Vickers 11, LLC has entered into a purchase and sale agreement with the Huntington Beach Union High School District the sale of a 1.09 acre property on the south side of Yorktown. (Attachment No. 2). The property is located in the Holly Seacliff DA area. Pursuant to Section 4.2 of the Holly Seacliff DA, the City Council must provide consent prior to the sale br transfer of properties to buyers not affiliated with the Developer. The letter from the applicant indicates that the majority of the DA obligations were assumed by PLC, not MS Vickers II, LLC at the time of purchase from Chevron Land and Development Company. The buyer will be responsible for any fees and on -site infrastructure PL00.35 -2- 616100 5:00 PM • REQUEST FOR COUNCIL ION MEETING DATE: June 19, 2000 DEPARTMENT ID NUMBER: PL 00-35 associated with developing the property when this occurs. The Fire Department does not have any concerns regarding the proposed sale. The City Attorney has determined that all of the obligations of the DA run with the land covered by the DA and with the buyer. The City Attorney's office has agreed to language which recognizes the jurisdiction of the District in terms of what the City may require of the District when it develops the site. A Certificate of Consent Agreement (Attachment No. 3) has been prepared which has been reviewed and approved to form by the City Attorney's office. The Huntington Beach Union High School District's escrow is due to close on July 1, 2000. District staff anticipate bringing this item to their Board on June 13, 2000. Due to the short time frame involved, the District is requesting that the City agree to the sale even though the Certificate of Consent has not been fully signed by all the parties. Staff supports the District's request because there is no potential risk to the City if the parties decide not to consummate the sale. In addition, acquisition and use of the subject property by the School District is appropriate and consistent with the City's General Plan, and delaying action on the Consent would cause the District to miss the escrow date and potentially lose the site. Staff recommends that the City Council provide consent to the sale of the subject property and authorize the Mayor to execute the Certificate of Consent. There are no outstanding public improvement issues related to the property, and the terms of the DA will be fulfilled. Environmental Status: The Holly Seacliff DA No. 90-1 is covered by Final Environmental Impact Report No. 89-1 which was certified by the City Council on January 8, 1990. No additional environmental review is necessary. Staff has prepared a mitigation measure compliance matrix for Final Environmental Impact Report No, 89-1 which requires the Developer to complete necessary studies and complete the requirements of the studies prior to development. Attachment(s): 1. Vicinity Map 2. Letter from GCI Group dated May 10, 1999 3.' Certificate of Consent Agreement MBB PLOO-35 -3- 616100 5*00 PM CITY* HUNTINGTON BEACH Rus No. REQUEST FOR LEGAL SERVICES Assn To Gail Hutton, City Attorney Date Date: Request made by: Telephone: Department: 7/20/00 Connie Brockway 536-5404 City Clerk INSTRUCTIONS: File request in the City Attorney's'Office. Outline reasons for this request and ste facts necessary for City Attorney to respond. Please attach all pertinent information and exhibits. TYPE OF LEGAL SERVICES REQUESTED: ❑ Ordinance ® Opinion ❑ Stop Notice ❑ Resolution ❑ Lease ❑ Bond ❑ Meeting ❑ ContracdAgreement ❑ Deed ❑ Court Appearance ❑ insurance ❑ Other: Is Request for Preparation of Contract form attached? ❑ Yes ❑ No Are exhibits attached? ❑ Yes ❑ No Unless otherwise specified herein, I If not for Council action, consent to the disclosure of the If for City Council action, desired completion date: Information contained in this RL,S to all m bers of the City Council. Agenda Deadline u2 Council Meeting 7128/00 Signature of Departm t Hea( . V.- Please advise as to whether it is preferable that a consent calendar item be submitted to Council to "Receive and File" wt would clarify that the 6/19/00 Council approval of the attached Consent For Pending Sale is not needed and is not agreement on file in the Clerk's Office. (See Planning Department memorandum to City Clerk attached.) [` Shaded areas for City Attorney's Office use only. FJ . TO: FROM: CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION Honorable Mayor and City Council Members Connie Brockway, City Clerk DATE: July 20, 2000 SUBJECT: Approved Consent For Pending Sale of a 1.09 acre property located on south side of Yorktown, east of Goldenwest (APN 023-020-07) in the Holly Seacliff Development Agreement Area Attached is a Request for Legal Services we have written to the City Attorney. June 19, 2000 City Council minutes show this item was approved. The Clerk's Office is asking the Attorney if minute action by Council is necessary to rescind Council approval as Council approval was never required per the Planning Department memorandum. I would prefer that a consent calendar item be submitted clarifying the fact that an agreement was not necessary. Otherwise the minute action will serve as the official record and there will be no subsequent record reflecting that a Consent for Pending Sale Agreement was not needed and does not exist. CB:cc G.,Cbmemos/2000cbmem/RLSCouncitapprovat 4 CITY OF HUNTINGTON BEACH Inter Office Communication Planning Department TO: Chris Cleary, Deputy City Clerk FROM: Mary Beth Broeren, Senior PlanneF DATE: July 12, 2000 SUBJECT: Certificate of Consent (RCA #PL 00-35) The Certificate of Consent for transfer of property from MS Vickers 1T, LLC to the Huntington Beach Union High School District does not need to be signed or recorded because the Certificate is not required. Certificates of Consent are only required for properties subject to the Holly Seacliff Development Agreement (DA). The seller had thought that this particular property was included in the DA area and therefore the Consent was requested and processed through the City Council. However, upon further research it has been determined that it is not covered by the DA. The file may therefore be closed and the document should not be recorded. Should you have further questions please call me at ext. 5550. Thank you. Encl. xc: Howard Zelefsky, Director of Planning Paul D'Alessandro, Assistant City Attorney G:',HROEREVIHOLLYSEN.,CON SE\ TS'.elerkmm. doe re City of Huntington Beach 2000 MAIN STREET CALIFORN1A92648 DEPARTMENT OF PLANNING Phone 536-5271 Fax 374-1540 374-1648 June 26, 2000 Dan Slater Rutan & Tucker 611 Anton Blvd., 14t' Flr. Costa Mesa, CA 92626-1998 Subject: Certificate of Consent for Huntington Beach Union High School District Dear Mr. Slater: The City of Huntington Beach has determined that a certificate of consent is not required for the sale of the Yorktown property from M:S. Vickers II, LLC to the Huntington Beach Union High School District. Exhibits A and B to the Holly Seaciiff Development Agreement No. 90-1 do not include the subject property, known as Assessor's Parcel Number 023-020-07. Rather the Development Agreement southern boundary terminates on the north side of Yorktown Avenue. Should you have any questions regarding this determination, please call me at 536-5550. Very truly yours, Mary Beth Broeren . Senior Planner Encl. Cc: Dr. Patricia Koch Patrick Gibbons Paul D'Alessandro �y f 1111111n1 In��nllll� - �,, . . -. - � , ��Illllul Illtlininl I��i�ir': 1 N N.T.S. � i 1 i HOLLY— S EAC LIFF SPECIFIC PLAN BOUNDARY i DEVELOPMENT AGREEMENT. PARCEL LINES r � 5 r ' &SOCIATES DEN & „ HOLLY--S£ACLiFF' aM*°'s DEVELOPMENT AGREEMENT 1w13 C&I&T. Wirt 316. rl►ug. c. uu* "J 61 Yi.1i �� f4A �N—OaU EXHIBIT IS' 04fm L 2"%h m 1MH WIR y 0 KR Ty, 40 A Council/Agency Meeting Held: Deferred/Continued to: proved ❑ onditionall Approved ❑ Denied 181 Signature Council Meeting Date: June 19, 2000 Department ID Number: PL 00-35 CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION � `y SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrator4giV `~' PREPARED BY: HOWARD ZELEFSKY, Director of Planning /�---� z�.--, s� SUBJECT: Approve Consent For Pending Sale of a 1.09 acre property located on south side of Yorktown, east of Goldenwest (APN 023- 020-07) in the Holly Seacliff Development Agreement Area Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Transmitted for your consideration is a request by MS Vickers II, LLC for the City Council to provide oonsent to the pending sale of a property to the Huntington Beach Union High School District (District). The property is subject to the Holly Seacliff Development Agreement. Section 4.2 of the Holly Seacliff Development Agreement requires the City to provide consent to the sale of the properties covered by the Development Agreement if the sale is to a party not affiliated with the Developer and if all public improvements have not been completed. Staff has performed due diligence regarding the pending sale of the property and recommends that the City Council provide consent to the sale to the District. Funding Source: Not applicable. Recommended Action: Motion to: 1. "Pursuant to Section 4.2 of the Holly Seacliff Development Agreement, approve the request by MS Vickers II, L.L.C. for the City Council to provide consent for the pending sale of a 1.09 acre property (APN 023-020-07) to the Huntington Beach Union High School District; and 2. Approve and authorize the Mayor and City Clerk to execute the Certificate of Consent to the Sale of Property and the Assumption of Rights, Duties and Obligations by and between the City of Huntington Beach, MS Vickers II, L.L.C. and the Huntington Beach Union High School District, and authorize the City Clerk to record said document with the Orange County Recorder." ✓l IAUEST FOR COUNCIL ACTI16 MEETING DATE: June 19, 2000 Alternative Action: DEPARTMENT ID NUMBER: PL 00-35 The City Council may make the following alternative motion: "Continue the request for consent for the pending sale of a 1.09 acre property (APN 023-020-07) and direct staff accordingly." Analysis: A. PROJECT PROPOSAL: Applicant: MS Vickers II, LLC, 1999 Avenue of the Stars, Ste. 2000, Los Angeles, CA 90067 Location: Approximately 1.09 acres located on the south side of Yorktown, east of Goldenwest St. B. BACKGROUND: On November 5, 1990, the City Council adopted the Holly Seacliff Development Agreement (DA) for the properties owned by Pacific Coast Homes and other Chevron Land and Development Company subsidiaries in the Holly Seacliff area. The DA requires the Developer to provide numerous public improvements. To date, the Developer is in compliance with the terms of the DA as determined by the annual compliance reports reviewed by the Planning Commission and the City Council. The most recent report, for 1999, was approved by the Planning Commission on February 8, 2000 and the City Council on April 17, 2000. On May 6, 1996 the City Council approved the consent for the pending sale of approximately 65 acres of property governed by the DA to MS Vickers Il, LLC. The subject parcel was included in the 65 acre total. C. STAFF ANALYSIS AND RECOMMENDATION: MS Vickers II, LLC has entered into a purchase and sale agreement with the Huntington Beach Union High School District the sale of a 1.09 acre property on the south side of Yorktown. (Attachment No. 2). The property is located in the Holly Seacliff DA area. Pursuant to Section 4.2 of the Holly Seacliff DA, the City Council must provide consent prior to the sale or transfer of properties to buyers not affiliated with the Developer. The letter from the applicant indicates that the majority of the DA obligations were assumed by PLC, not MS Vickers II, LLC at the time of purchase from Chevron Land and Development Company. The buyer will be responsible for any fees and on -site infrastructure PL00-35 -2- 616100 5:00 PM AUEST FOR COUNCIL ACTI18 MEETING DATE: June 19, 2000 DEPARTMENT ID NUMBER: PL 00-35 associated with developing the property when this occurs. The Fire Department does not have any concerns regarding the proposed sale. The City Attorney has determined that all of the obligations of the DA run with the land covered by the DA and with the buyer. The City Attorney's office has agreed to language which recognizes the jurisdiction of the District in terms of what the City may require of the District when it develops the site. A Certificate of Consent Agreement (Attachment No. 3) has been prepared which has been reviewed and approved to form by the City Attorney's office. The Huntington Beach Union High School District's escrow is due to close on July 1, 2000. District staff anticipate bringing this item to their Board on June 13, 2000. Due to the short time frame involved, the District is requesting that the City agree to the sale even though the Certificate of Consent has not been fully signed by all the parties. Staff supports the District's request because there is no potential risk to the City if the parties decide not to consummate the sale. In addition, acquisition and use of the subject property by the School District is appropriate and consistent with the City's General Plan, and delaying action on the Consent would cause the District to miss the escrow date and potentially lose the site. Staff recommends that the City Council provide consent to the sale of the subject property and authorize the Mayor to execute the Certificate of Consent. There are no outstanding public improvement issues related to the property, and the terms of the DA will be fulfilled. Environmental Status: The Holly Seacliff DA No. 90-1 is covered by Final Environmental Impact Report No. 89-1 which was certified by the City Council on January 8, 1990. No additional environmental review is necessary. Staff has prepared a mitigation measure compliance matrix for Final Environmental Impact Report No. 89-1 which requires the Developer to complete necessary studies and complete the requirements of the studies prior to development. Attachmentu: 1. Vicinity Map 2. Letter from GCI Group dated May 10, 1999 3. Certificate of Consent Agreement MBB PL00-35 -3- 616100 5:00 PM 0 • ENT ATTACHM 1 • • H-M, ..NT TA CI ROU P 0 R E A L E S T A T E April 30, 1999 Ms. Mary Beth Broeren City of Huntington Beach Department of Community Development 2000 Main Street P.O. Box 190 Huntington Beach, CA 92648 NAY 10 1999 C O N S U L T I N G S E R V. P C3 41--G S RE: Request for City Consent to Sale of Property Holly Seacliff Development Agreement No. 90-1 APN. 023-020-07 Dear Mary Beth: KI MS Vickers 11, LLC has entered into an agreement to sell the above referenced parcel of land to the Huntington Beach Union High School District. In accordance with Section 4.2 of the Development Agreement, we are formally requesting the City's consent to this sale. As you may recall from the City's consents to the purchase of this property from Chevron Land and Development Company, et. al., the majority of the Developer's Obligations under Section 2.2 of the Agreement were assumed by PLC. Any remaining site specific obligations will be transferred to the Buyer and triggered by the further development of this property. Those obligations are described more fully in Exhibit B, attached hereto. If you have any questions regarding the requested consent or need additional information, please call me at your convenience. Thank you for all your help and expeditious handling of this matter. Sincerely, Patrick A. Gibbons enclosures cc: Mr. David Simon Mr. S. Robert Yi 198M MacArthur Blvd., Suite 300, Irvine, CA 92612-2424 tel 949.474.9620 Fax 949.474.7350 REQUEST TO CONSENT TO SALE OF PROPERTY DEVELOPMENT AGREEMENT No. 90-1 HOLLY SEACLIFF AREA Date: Property Location: Property Address: April 30, 1999 South side of Yorktown Avenue, west of Main St. Assessor's Parcel No(s).: 023-020-07 Legal Description: Lots 9 through 11 inclusive, and the west one-half of lot 8, in Block B of Garfield Street Addition Acreage: 1.09 Acres Current Owner Name: MS Vickers H, LLC Address: CIO Morgan Stanley Real Estate Fund H, L.P. 1999 Avenue of the Stars Suite 2000 City/State/Zip: Los Angeles, CA 90067 Telephone: (310) 788 - 2200 Contact: Mr. David Simon Assignee/Buyer: Name: Huntington Beach Union High School District Address: 10251 Yorktown Avenue City/State/Zip: Huntington Beach, CA 92646 Telephone: (714) 964-3339 Contact: Dr. Patricia Koch Existing Use of Property: Vacant Land Intended Use of Property: Future development consistent with ad'oinin ro erties. Existing Entitlements/Permits:. Approval Date: Environmental Impact Report No, 89-1 January 8, 1990 General Plan Amendment No. 89-1 _ Janu2a 8, 1990 Development Agreement No. 90-1 November 5, 1990 Hok Seacliff Specific Plan April 20, 1992 Recording Requested By And When Recorded Return to: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Attn: City Clerk (SPACE ABOVE FOR RECORDER'S USE) (EXEMPT FROM RECORDING FEE PER GOV. CODE § 6103) CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSIGNMENT AND ASSUMPTION OF RIGHTS, DUTIES, AND OBLIGATIONS BY AND AMONG THE CITY OF HUNTINGTON BEACH, MS VICKERS II, L.L.C., AND THE HUNTINGTON BEACH UNION HIGH SCHOOL DISTRICT This CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND THE ASSIGNMENT AND ASSUMPTION OF RIGHTS, DUTIES, AND OBLIGATIONS ("Certificate of Consent to Assignment") is made and entered into this 19th day of June , 2000 ("Reference Date"), by and among the CITY OF HUNTINGTON BEACH, a charter city and municipal corporation ("City"), MS VICKERS II, L.L.C., a Delaware limited liability company ("MS Vickers"), and the HUNTINGTON BEACH UNION HIGH SCHOOL DISTRICT, a school district ("Buyer"). RECITALS: WHEREAS, MS Vickers is the owner of that certain real property described in the legal description attached hereto as Exhibit "A-l" and as shown on the sketch attached hereto as Exhibit "A-2" (the "Property"); and WHEREAS, the Property is part of a larger site that is subject to Development Agreement No. 90-1 (hereinafter referred to as the "Agreement"), by and between the City, on the one hand, and Pacific Coast Homes, a California corporation, and Garfield Partners, a California corporation, on the other hand, which Agreement was recorded on November 14, 1990 in the Official Records of Orange County, California as Instrument No. 90-599766; and WHEREAS, on May 6, 1996, the City Council of the City gave its consent to the sale of property and assignment of rights, duties, and obligations arising under the Agreement to PLC and MC Vickers II, L.L.C.; and WHEREAS, by that certain grant deed, dated March 1, 1996, and recorded on May 9, 1996 as Instrument No. 19960234746 of Official Records of Orange County, California, MS Vickers II, L.L.C. acquired all right, title, and interest in and to the Property; and WHEREAS, MS Vickers II, L.L.C. now desires to sell the Property and to assign certain of its rights, duties, and obligations under the Agreement to Buyer; and 394:047004-0013 56517.04 a06205.00 WHEREAS, Paragraph 4.2 of the Agreement states, in pertinent part: Prior to making the dedications and improvements required herein, Developer may sell, assign or transfer the Property in whole or in part with the consent of the City, such consent not to be unreasonably withheld. City's consent will not be required if such assignment is made to an affiliate of Developer. Any purchaser, assignee, or transferee shall have all of the rights, duties, and obligations arising under this Agreement insofar as such rights, duties, and obligations are applicable to the Property or portion thereof purchased, assigned, or transferred. and; WHEREAS, the City is willing to consent to the sale of the Property and to the assignment of the rights, duties, and obligations arising under the Agreement with respect to the Property from MS Vickers II, L.L.C. to the Buyer, and the Buyer wishes to memorialize its acknowledgment of the rights, duties, and obligations under the Agreement it shall assume with respect to the Property upon the sale of the Property and the assignment of the Agreement; AGREEMENT: NOW, THEREFORE, in consideration of the foregoing Recitals and the covenants and promises hereinafter contained, and for good and valuable consideration, the receipt and sufficiency is hereby acknowledged, the parties hereto agree as follows: 1. CONSENT TO SALE OF PROPERTY. The City hereby consents to the sale of the Property to Buyer. 2. CONSENT TO ASSIGNMENT. The City hereby consents to the assignment of the rights, duties, and obligations arising under the Agreement with respect to the Property from MS Vickers II, L.L.C. to the Buyer as described herein. City acknowledges and agrees that Buyer's use of the Property for purposes related to Buyer's activities as a school district are consistent with and permitted by the Agreement, including but not limited to Section 2.3.1 of the Agreement, and with the Existing Land Use Regulations referred to in the Agreement. 3. ACKNOWLEDGMENT OF ASSIGNMENT OF ASSIGNED RIGHTS DUTIES AND OBLIGATIONS. Buyer hereby acknowledges that accepting this assignment, Buyer accepts those rights, duties, and obligations arising under the Agreement that are applicable to the Property which are expressly set forth in Paragraph 4 of this Certificate of Consent to Assignment (hereinafter referred to as the "Assigned Rights, Duties, and Obligations"), and no others, and except for the Assigned Rights, Duties, and Obligations Buyer does not assume any other rights, duties, or obligations set forth in the Agreement applicable to the Property or applicable to any other real property. City acknowledges and agrees that the Assigned Rights, Duties, and Obligations set forth herein are consistent with and implement the last sentence of 394;047004.0013 56517.04 a06.105100 2 Paragraph 4.3 of the Agreement, which reads as follows: "Any purchaser, assignee, or transferee shall have all of the rights, duties, and obligations arising under this Agreement insofar as such rights, duties, and obligations are applicable to the Property [as defined in the Agreement] or portion thereof purchased, assigned, or transferred." 4. ASSIGNED RIGHTS, DUTIES, AND OBLIGATIONS. The following are the Assigned Rights, Duties, and Obligations referred to in Paragraph 3 above: a. No rights, duties, or obligations under the Agreement shall apply to the Property so long as the Property is owned and occupied by Buyer or is otherwise occupied by Buyer. Nothing in this Certificate of Consent to Assignment is intended, during the period of Buyer's occupancy of the Property, to exempt the Property from the application of City's zoning ordinance. to the extent the City's zoning ordinance would otherwise apply in accordance with applicable law. b. If Buyer transfers, assigns, sells, leases, or otherwise conveys the Property to a subsequent buyer (the "Subsequent Buyer") and thereafter the Property is occupied by or is to be occupied by Buyer, subparagraph a of this Paragraph 4 shall apply. C. If Buyer transfers, assigns, sells, leases, or otherwise conveys the Property to a subsequent buyer (tile "Subsequent Buyer") and thereafter the Property is not occupied by or is not to be occupied by Buyer, the Subsequent Buyer shall have the rights set forth in the Agreement and shall be subject to the following duties and obligations set forth in the Agreement that are applicable to the Property, if Subsequent Buyer's development occurs during the term of the Agreement: (1) Subsequent Buyer shall assume the obligation to improve and maintain private perimeter landscaping, walls, and signage on the Property as set forth in Paragraphs 2.2.3(b) and 2.2.3(c) of the Agreement.. . (2) Subsequent Buyer shall be responsible for the payment of any fees levied pursuant to Paragraph 2.2.4(f) of the Agreement that are applicable to Subsequent Buyer's development of the Property. (3) Subsequent Buyer shall be responsible for the payment of any future traffic fees, if any, imposed by a generally applicable City ordinance that is applicable to the Property and that are required as a result of Subsequent Buyer's development of the Property, pursuant to Paragraph 2.2.4(g) of the Agreement. (4) Subsequent Buyer shall be responsible for the cost of undergrounding any overhead utilities required for Subsequent Buyer's development of the Property, pursuant to Paragraph 2.2.5(d) of the Agreement. (5) Subsequent Buyer shall be responsible for the connection of onsite irrigation systems to the "Green Acres" backbone reclaimed water project system in conjunction with Subsequent Buyer's development of the Property. 394 047004.0013 565 17-04 a06 05 00 3 (6) Subsequent Buyer shall be responsible for the payment of all fees under Paragraph 2.2.10 of the Agreement that result from Subsequent Buyer's development of the Property. 5. INCORPORAT OIL OF EXHIBITS. Attached hereto and incorporated by this reference as though fully set forth herein are the following exhibits: A-1 Legal Description of the Property A-2 Sketch of the Property B Copy of MS Vickers' Letter to City dated May 7, 1996 6. RELEASE OF MS VICKERS. The City acknowledges that as of the Effective Date (as that term is defined in Paragraph 9 below) of this Certificate of Consent to Assignment, MS Vickers shall have no further rights, duties, or obligations with respect to the Property except as may otherwise be provided herein. 7. COMPLETION OF DEVELOPMENT AGREEMENT OBLIGATIONS. All terms and conditions of the Agreement not explicitly assigned to Buyer or Subsequent Buyer in this Certificate of Consent to Assignment shall not be the responsibility of the Buyer or Subsequent Buyer, and with respect thereto and without limitation, MS Vickers shall be responsible for the construction of all infrastructure in conformance with Pages 20 and 21 of the Agreement and as further clarified by the Developer in its letter to City, dated February 7, 1996, a true and correct copy of which is attached hereto as Exhibit "B" ("Specified Infrastructure"), and neither Buyer nor Subsequent Buyer shall any responsibility therefor. MS Vickers shall enter into an implementation agreement with the City that provides a schedule for construction of the Specified Infrastructure. 8. ADDITIONAL TERMS a. This Certificate of Consent to Assignment is not an amendment to the Agreement but is an assignment and consent to assignment pursuant to the terms of the Agreement. b. No termination of the Agreement, or amendment to the Agreement that affects the Property, shall be effective unless approved in advance in writing by Buyer. C. Notices pursuant to Section 4.16 of the Agreement shall be sent to Buyer at the following address: Huntington Beach Union High School District 10251 Yorktown Avenue Huntington Beach, CA 92646 Attn: Superintendent's Office d. This Certificate of Consent to Assignment shall be governed by and construed under the laws of the State of California. The Superior Court of the State of California in and for 394.047004-0013 5 651 ? 04 A6-0i:00 4 the County of Orange shall have exclusive jurisdiction of any litigation between the parties hereto concerning this Certificate of Consent to Assignment, and the prevailing party in such litigation shall be entitled to its expert witness fees and reasonable attorney's fees in addition to any other relief such party is granted. e. The officers, officials, directors, members, employees, representatives, and agents of City and Buyer shall have no personal liability for any default by City or Buyer, as the case may be, of the terms of this Certificate of Consent to Assignment, or for any amounts which may become due under or pursuant to this Certificate of Consent to Assignment. 9. EFFECTIVENESS OF CERTIFICATE OF CONSENT TO ASSIGNMENT. This Certificate of Consent to Assignment shall be effective as the date Buyer closes escrow on its acquisition of fee title to the Property (the "Effective Date"). If the Effective Date has not occurred on or before December 31, 2000, this Certificate of Consent to Assignment shall, as of January 1, 2001, be deemed void ab initio. IN WITNESS WHEREOF, the parties hereto have executed and entered into this Certificate of Consent to Assignment by and through their respective authorized officers as of the Reference Date set forth in the preamble to this Certificate of Consent to Assignment. "MS Vickers" MS VICKERS II, L.L.C. David Simon, Vice President By: Amy J. Wissmann, Senior Vice President & Chief Financial Officer [signatures continued on following page] 3941047004-O013 56517.04 06 05100 "Buyer„ HUNTINGTON BEACH UNION HIGH SCHOOL DISTRICT Its Superintendent ATTEST: Secretary APPROVED AS TO FORM RUTAN & TUCKER, LLP Z,lw L V-Z4- District Legal Counsel [signatures continued on next page] 394i047004-0013 56517.04 46`05 00 0 • ATTEST: City Clerk APPROVED AS TO FORM: City Attorney p � O REVIEWED AND APPROVED: City Adm' strator INIT ATED AND APPROVED: erector of Pl ng 394047004-001_3 56- 17.04 a06 0i100 "city" CITY OF HUNTINGTON BEACH Mayor [end of signatures] 0 '6 STATE OF CALIFORNIA ) SS. COUNTY OF ) On , 2000, before me, a notary public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. M [SEAL] [NOTARY NAME] 394047004-0013 56517.04 060500 -8- STATE OF CALIFORNIA ) ss. COUNTY OF ) On , 2000, before me, a notary public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. [NOTARY NAME] [SEAL] 394047004-0013 5651'.04 n06:05;00 -9- STATE OF CALIFORNIA ) ss. COUNTY OF ) On , 2000, before me, a notary public, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. 0 [SEAL] [NOTARY NAME] 394,047004-0013 565I7 04 a06:05100 -10- STATE OF CALIFORNIA } } ss. COUNTY OF } On , 2000, before me, a notary public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seat. ME [SEAL] [NOTARY NAME] 394!047004-0013 56517-04 06'05`00 -I �- • • EXHIBIT A-1 LEGAL DESCRIPTION OF THE PROPERTY All that certain land situated in the City of Huntington Beach, County of Orange, State of California, described as follows: THE EASTERLY 238.00 FEET OF THE NORTHERLY 200.00 FEET OF THAT PORTION, OF LOT A OF TRACT NO. 260, AS SHOWN ON A MAP RECORDED IN BOOK 13, PAGE 34 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. Assessor's Parcel Dumber 023-020-07 391 04700+-JQ13 565!'..04 a-06;�35.0G EXHIBIT A-2 SKETCH OF THE PROPERTY [SEE FOLLOWING PAGE] 394:047004-0013 5 65 ] 7.04 46!05100 -1- 1' ner`iw ofraR N. N! 1/4, S.W. 1/4, 5'FC.2, r. 6 S., P.f1 W. fw �v ro as MW MOMES A4K" ' mw. tc a�:rar MP 1 ro s �pDU= +' AU r:. • * wwrt:A we ' • * eilSrnrNi1S PREPARED FOB OMNGE r`<' OUNIr' DEPT,PDBP08ESONLY t� NOES NO GUARANTEE AS to ,,,t + :�►� WORASSUYESMYUABM y.. -T TO BE REPROQUOED ►iiQ, jp V�Eo:000NTY � ASSBO'199E 7 ►�^. IiErl,y` ' l.•,rh..y1.' j`:.t A� al. TRACT I4.80AC . '.3i '' y�Z t�f.k1 {' r t• �t � r • V. NOTE •, , ` 1 • . ` i` YI �. O SO 28 s9; *� AAAItCH '1�s8 lrtnCT N0. 51 M., 9-49 MorE — ASSESSOR'S OLOCK A , i � t TRACT NO. 260 MA /3-34 PARCEL AAA ASERS !;t 7 $HOWN N OTCLES t-1 • ' rt N! i BOOK 23 PAGE 02 COUNTY OF ORAAcE 23-02 • • EXHIBIT `B" COPY OF MS VICKERS' LETTER TO CITY DATED MAY 7,1996 [SEE FOLLOWING PAGE(S)] 394 04700:-zj013 56517.04 aO6 0500 1- • • MS VICKERS LIMITED PARTNERSHIP February 7, 1996 Mr. Robert Franklin Associate Planner Community Development Department 2000 Main Street Huntington Beach, CA 92648 1999 AVENUE OF THE STARS SUITE 2000 LOS ANGELa CALIFORNM 90067-6086 FACSIMILE: (310) 203-9703 TELEPHONE: (310) 203-9600 Re: City Consent to Sale of Property and Assignment of Developer's Rights and Obligations Under Development Agreement No. 90-1 Dear Mr. Franklin: The purpose of this letter is to set forth the obligations contained in Development Agreement No. 90-1 (the "Development Agreement') which will be assutned by MS Vickers, L.P., a Delaware limited partnership ("MS Vickers"), upon its acquisition of certain properties from Pacific Homes/SeaCliff Partners. MS Vickers will assume those obligations of the Developer under the Development Agreement contained within the following sections: MS Vickers will assume the obligation to dedicate rights -of -way from its properties for arterial improvements to Garfield Avenue, GoldenWest Street,. Gothard Street and Main Street. Section2.2.3 - MS Vickers will assume the obligation to improve and maintain private perimeter landscaping, fencing and signage on.its properties. MS Vickers will assume the responsibility for design of local streets within subdivisions of its properties (i.e., the Mixed Development area). Section 2.2.44c3: In the event future design and development of the Mixed Development area creates the need for additional traffic signals or modifications to existing traffic signals, MS Vickers will be responsible for such additional or modified signals. Section 2.2.41fl: MS Vickers will pay applicable traffic impact fees at the time of development of its properties, subject to any available credits. Mr. Robert Franklin • February 8, 1996 Page 2 r • Seclion 2.2.41&LMS Vickers will pay any future fees required by applicable ordinances relating to its properties. 5=ign 2.2.M-' 1v1S Vickers will be responsible for any on -site drainage improvements required for the development of its properties. c • MS Vickers will be liable for any upsizing needed due to density transfers to its properties. ec ion_2.2.5(d): MS Vickers v�ill be responsible for the undergrounding of overhead utilities located on its properties at the time of development. e r%(1;, MS Vickers «ill be responsible for connections and on -site irrigation systems at the time of development of its properties. NIS Vickers %ill be responsible for payment of impact fees to the Huntington Beach City School District for its properties pursuant to the applicable Mitigation Agreement. Sion 2 ?.9(a): NIS Vickers %trill assume this obligation. ire tion 2.2.10: NIS '4 is -e:s %trill be liable for the fees applicable to the development of its properties. As set forth in a separate letter sent to you by PLC, the remaining obligations under the Development Agreement «ill be assumed by PLC. Specifically, PLC will be responsible for all off -site improvements, even to the extent such off -site improvements relate to the NIS Vickers properties. Sincerely, Jeffrey A. Dritley Director JAD:gb V. RCA AOUTING &iEET INITIATING DEPARTMENT: PLANNING DEPARTMENT SUBJECT: Approve Consent For Pending Sale of a 1.09` acre property located on south side of Yorktown, east of Goldenwest (APN 023-020- 07) in the Holly Seacliff Development Agreement Area COUNCIL MEETING DATE: June 19, 2000 RCA ATTACHMENTS STA°TUS :. Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution (wlexhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) (Signed in full by the City Attomey) Attached Subleases, Third Party Agreements, etc. (Approved as to form by City Attomey) Not Applicable Certificates of Insurance (Approved by the City Attomey) Not Applicable Financial Impact Statement (Unbudget, over $5,000) Not Applicable Bonds (If applicable) Not Applicable Staff Report (If applicable) Not Applicable Commission, Board or Committee Report (If applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable :EXPLANATION FOR; MISSING ATTACHMENTS REVI WED 'RETURNED : FORWARDED Administrative Staff tn ( ) { c ) Assistant City Administrator (I itial) ( } } City Administrator (Initial) City Clerk ( } ZXPLANATION.:FORRETURN .OFITEM: (Below Space For City Clerk's Use Only)