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Home My WebLink AboutPhil and Roxanne Zisakis - 1989-11-20 • Recorded in Official Records, Orange County Hugh Nguyen, Clerk-Recorder lu � II �� I � II NO FEE * $ R 0 0 1 0 9 2 7 5 6 0 $ * Recorded at Request of And When 2019000222164 4:02 pm 06124/19 Recorded Return To: 227 416 C16 12 0.00 0.00 0.00 0.00 33.00 0.00 0.000.000.00 0.00 City Clerk City of Huntington Beach, 2000 Main Street Huntington Beach,CA 92648 CERTIFICATE OF COMPLETION Tl+d document la solely for the ot_ el AND Winos of the City of Huntington Beech se contemplated under Gaysnsrert cod& NOTICE OF TERMINATION Sec.273f33 and should-he recorded free of ch rge. This Certificate of Completion and Notice of Termination is dated this 24th day of June ,2019 and executed by City of Huntington Beach,as the Successor Agency to the former Redevelopment Agency of the City of Huntington Beach with reference to the following facts: WHEREAS, by Grant Deed dated June 23, 1992 and recorded as No. 92-422010 of the Official Records of the Orange County Recorder(the"1992 Deed"),the Redevelopment Agency of the City of Huntington Beach, ("Agency"), conveyed to Philip Zisakis and Roxanne Zisakis, husband and wife,(collectively,"Zisakis"),certain real property situated in the City of Huntington Beach, California described on Exhibit "A" attached hereto and made a part hereof (the "Property"); and, WHEREAS, the Property was conveyed in accordance with and subject to the Redevelopment Plan that the City adopted on November 1, 1982 by Ordinance No. 2582 (the "Plan"), and the Disposition and Development Agreement entered into between Agency and Zisakis,dated November 20, 1989 (the"DDA");and WHEREAS, the Agency required Zisakis to develop the Property pursuant to the terms and conditions of the DDA. The DDA provided that upon completion of all construction and development of the Property, the Agency would execute and record against the Property a "Certificate of Completion" acknowledging the Agency's determination that Zisakis had completed the construction and improvements of the Property as the DDA required; and WHEREAS, the DDA required that Zisakis and the subsequent owners of the Property devote the Property only to the development permitted and the uses specified in the Plan for a fifteen(15) year period following the recordation of a Certificate of Completion; and WHEREAS, Zisakis completed the office space improvements the DDA required for the Property, as evidenced by the Notice of Completion recorded on the Property on April 21, 1993 as Document Number 93-0265991. The 1993 Notice of Completion was recorded to trigger the time for persons providing work to the Property to file mechanics liens; and 1 203368-19-7563/SFF Recorded at Request of And When Recorded Return To: City Clerk City of Huntington Beach, 2000 Main Street Huntington Beach, CA 92648 CERTIFICATE OF COMPLETION AND NOTICE OF TERMINATION This Certificate of Completion and Notice of Termination is dated this 24th day of June , 2019 and executed by City of Huntington Beach, as the Successor Agency to the former Redevelopment Agency of the City of Huntington Beach with reference to the following facts: WHEREAS, by Grant Deed dated June 23, 1992 and recorded as No. 92-422010 of the Official Records of the Orange County Recorder (the "1992 Deed"),the Redevelopment Agency of the City of Huntington Beach, ("Agency"), conveyed to Philip Zisakis and Roxanne Zisakis, husband and wife, (collectively,"Zisakis"), certain real property situated in the City of Huntington Beach, California described on Exhibit "A" attached hereto and made a part hereof (the "Property"); and, WHEREAS, the Property was conveyed in accordance with and subject to the Redevelopment Plan that the City adopted on November 1, 1982 by Ordinance No. 2582 (the "Plan"), and the Disposition and Development Agreement entered into between Agency and Zisakis, dated November 20, 1989 (the "DDA"); and WHEREAS, the Agency required Zisakis to develop the Property pursuant to the terms and conditions of the DDA. The DDA provided that upon completion of all construction and development of the Property, the Agency would execute and record against the Property a "Certificate of Completion" acknowledging the Agency's determination that Zisakis had completed the construction and improvements of the Property as the DDA required; and WHEREAS, the DDA required that Zisakis and the subsequent owners of the Property devote the Property only to the development permitted and the uses specified in the Plan for a fifteen (15) year period following the recordation of a Certificate of Completion; and WHEREAS, Zisakis completed the office space improvements the DDA required for the Property, as evidenced by the Notice of Completion recorded on the Property on April 21, 1993 as Document Number 93-0265991. The 1993 Notice of Completion was recorded to trigger the time for persons providing work to the Property to file mechanics liens; and 1 203368-19-7563/SFF WHEREAS,the Agency never issued or recorded the Certificate of Completion. Had one been issued on or about April 21, 1993, the 15 year period for compliance with the Plan would have expired on or about April 21, 2008; and WHEREAS, since 1993, Zisakis and its assigns conveyed the Property several times. Today, NF Huntington Plaza, LP, a California limited partnership, owns the Property ("Owner"). Owner is redeveloping the Property pursuant to Tentative Parcel Map No.18-005/Conditional Use Permit No.18-002; and WHEREAS, the Agency was dissolved pursuant to Health & Safety Code Section 34173, and the City of Huntington Beach is the Successor Agency to the dissolved Huntington Beach Redevelopment Agency pursuant to Huntington Beach City Council Resolution No. 2012-1 (the "City"); NOW THEREFORE, the City Council of the City of Huntington Beach finds and determines as follows: 1. As provided in the 1992 Grant Deed, the City does hereby certify that the construction and development of the Property in compliance with the DDA has been fully and satisfactorily performed and completed. The 15 year period for the Property to comply with the Plan has long expired. 2. In furtherance of the foregoing, with the exception of Section 6 of the 1992 Deed that continues in perpetuity, any and all provisions of the 1992 Deed that terminate upon the recordation of a Certificate of Completion or following such recordation (including, without limitation, those covenants, conditions and restrictions that terminate following the date that is fifteen (15) years after the date of recordation of a Certificate of Completion) are hereby deemed terminated and of no further force or effect. 3. The Property remains subject to Section 6 of the 1992 Deed, in perpetuity. Section 6 reads as follows: "The Grantee agrees for itself and any successor in interest not to discriminate upon the basis of race, color, creed or national origin in the sale, lease, or rental or in the use or occupancy of the Property hereby conveyed or any part thereof. Grantee covenants by and for itself, its successors, 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,national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall the Grantee 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, sub-tenants, sublessees, or vendees in the Property. The foregoing covenants shall run with the land." 2 203368-19-7563/SFF IN WITNESS WHEREOF, City has executed this Certificate of Completion and Notice of Termination as of the day and year first above written. Mayor ATTEST: APPROVED AS TO RM: -Grt/gL'/ c6,,,gavei City Clerk City At orney N1V REVIEWED AND APPROVED: IATED AND APPROVED: City Manager Deputy Director of ness Development ppl�c nn _bis I �he i � 3 203368-19-7563/SFF A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On June 24, 2019 before me, Donna M. Switzer, Notary Public, personally appeared Robin Estanislau, who 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 she executed the same in her authorized capacity, and that by her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. DONNA M SWITZER WITNESS my hand and official seal. .inwoc k. COMMISSION#2130243 3 VY� - Notary Public-Catifomia ORANGE COUNTY My Comm Exptres Oct 15.2019 1711 (Seal) (Notary Signature) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On 6/24/2019 before me, Donna M. Switzer, Notary Public, personally appeared Erik Peterson who 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 executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. DONNA M SWITZER WITNESS my hand and official seal. COMMISSION N 2130243 3 E i Notary Public-California 3 , ORANGE COUNTY � N .r. My Comm Expires Oct 15 2019 / k it44%, (Seal) (Notary Signature) Exhibit A Legal Description of the Property The Easterly 194.00 feet of Lot 4, Block A Tract 436, as shown on a Map recorded in Book 16, Page 28, Records of Orange County, California. Excepting therefrom the Easterly 107.00 feet of the Southerly 48.00 feet. ALSO KNOWN AS PARCEL 2 OF PARCEL MAP NO. 90-111, AS SHOWN ON A MAP FILED IN 0 ORANGE G3UNTY;9CAI;IFORIIIA.PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER 203368-19-7563/SFF RESOLUTION NO. 208 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH APPROVING THE FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND PHILIP AND ROXANNE ZISARIS WHEREAS, the Huntington Beach Redevelopment Agency (hereinafter referred to as the "Agency") under the provisions of the California Community Redevelopment Law, Section 33000 et seq. of the California Health and Safety Code, is engaged in activities necessary for the development of the Oakview Redevelopment Project Area (hereinafter referred to as the "Project Area") ; and On November 20, 1989 , the Agency approved a Disposition and Development Agreement (the "DDA") between the Agency and Philip and Roxanne Zisakis (the "Developer") , providing for the conveyance of certain property owned by the Agency within the Project Area in the City of Huntington Beach (the "Site") and providing for the development of the Site by Developer; and The Summary Report for the DDA, prepared pursuant to Section 33433 of the California Health and Safety Code and dated October 9, 1989, failed to accurately describe offsite improvements already installed adjacent to the Site and offsite improvements to be installed in conjunction with the Developer ' s development of the Site pursuant to the DDA; and As a result of the failure to accurately describe said offsite improvement expenditures, the purchase price for the Site was overstated; and - 1 - Said deficiency in the Summary Report and its effect on the purchase price was noted by the Developer at the hearing on November 20, 1989; and The Developer indicated at that hearing that he would seek to correct the deficiency and request amendment of the purchase price at a later date, without any assurance from the Agency that it would take action on his request; and A new Summary Report (the "Supplemental Summary Report") has been prepared by the Agency identifying a purchase price of Two Hundred and Fifty-two Thousand, Six Hundred Eighty-Six Dollars ($252, 686) as the correct purchase price (the "Purchase Price") for the Site, taking into account said offsite improvement expenditures; and The Supplemental Summary Report identifies the Purchase Price as representing the fair market value of the Site, assuming the provision of certain perpetual circulation easements, as identified in and as required by, the DDA; and Developer has executed and submitted to the Agency a First Amendment to the DDA (the "Amended DDA") , attached hereto as Exhibit "A" , to purchase the Site at the fair market value identified in the Supplemental Summary Report and to otherwise fulfill his obligations under the DDA; and The Agency has determined that the proposed Amended DDA contains all the provisions, terms and conditions, includes all obligations required by state and local law, and Developer possesses the qualifications and financial resources necessary to acquire and insure development of the - 2 - Site in accordance with the purposes and objectives of the Redevelopment Plan and the Redevelopment Project; and The Planning Commission has approved a development on the Site substantially less in size and with fewer parking spaces than provided in the DDA; and The Developer has agreed to forego any claims under the DDA resulting from the reduced scale of the development on the Site; and The Agency and the City Council of the City of Huntington Beach have held a joint public hearing on the proposed sale of the Site pursuant to the Amended DDA, following published notice as required by State law; and The Staff report pertaining to the Amended DDA, which has been on display prior to the joint public hearing in accordance with Section 33433 of the California Health and Safety Code, contains a detailed description of the provisions of the Amended DDA; and The Amended DDA provides for the participation by Agency in the cost of installation and construction of certain public improvements . The Agency finds that: a . The buildings, facilities, structures, or other improvements are of benefit to the project area or the immediate neighborhood in which the project is located; and b. No other reasonable means of financing such buildings, facilities, structures, or other improvements are available to the community. - 3 - The Agency has duly considered all terms and conditions of the proposed sale and believes that the development of the Site pursuant to the Amended DDA is in the best interests of the City and the health, safety, morals and welfare of its residents, and in accords with the public purposes and provisions of applicable State and local requirements; and The Agency and the City have received and considered the report of the Agency staff on the proposed development to be carried out pursuant to the Amended DDA; and Pursuant to the California Environmental Quality Act (CEQA) the Agency has reviewed the Environmental Impact Report (the "EIR") for the Project Area, which has been approved and certified by the City of Huntington Beach, and the Agency concurs in the adequacy of said EIR and the findings and conditions in the City' s resolution of approval and hereby determines that the impacts of the project are addressed in that EIR and that the project is, therefore, exempt from environmental review, NOW, THEREFORE, the Agency does hereby find, determine, order and resolve as follows : SECTION 1. The recitals set forth above are true and correct. SECTION 2. The proposed project is exempt from environmental review. SECTION 3 . The Agency finds and determines that the sale of the Site at fair market value is justified based - 4 - 111 upon (i) the upgrading influence that the proposed development will have on the Project Area and the community; and (ii) enhanced revenues for the Agency and the community. SECTION 4 . The Amended DDA providing for the sale of the Site by the Agency to the Developer as described in the Amended DDA is hereby approved. SECTION 5 . The Chairman and the Agency Secretary are hereby authorized to execute the Amended DDA and any ancillary deeds and other documents relating thereto and to take any and all other actions necessary or convenient to give effect to this resolution. PASSED AND ADOPTED by the Redevelopment Agency of the City of Huntington Beach at a regular meeting thereof held on 15th day of November , 1990 . Chairman ATTEST: APPROVED AS TO FORM: COA111-- \-L.r1--"Tb'e-) ()3•114- 41-1S, Agency Clerk Agency Counsel O- io/ arn) INITIATED, REVIEWED AND APPROVED: Executive Director - 5 - Res. No. 208 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF HUNTINGTON BEACH) I, CONNIE BROCKWAY, Clerk of the Redevelopment Agency of the City of Huntington Beach, California, DO HEREBY CERTIFY that the foregoing resolution was duly adopted by the Redevelopment Agency of the City of Huntington Beach at a meeting of said Redevelopment Agency held on the 15th day of November , 19 90, and that it was so adopted by the following vote: AYES: Members: MacAllister, Winchell , Green, Mays, Silva, Erskine NOES: Members: None ABSENT: Members: Bannister 601114;.• alar•hatry7 Clerk of the Redevelopment Agency of the City of Huntington Beach, Ca. Marquez, Carlos From: Field, Scott Sent: Tuesday, May 14, 2019 3:00 PM To: Marquez, Carlos; Vigliotta, Mike Cc: Fritzal, Kellee Subject: RE: 19-7563: RLS for Beach/Elm/Certificate of Completion, approved.pdf That is an impressive find, to discover a 29 year old delegation. It doesn't change the signature block, because it still is to be signed by the Mayor, but no Council action is required, because it was granted in 1990. Now Schiff with Decron needs to Ok the Resolution, attach the legal description and have it signed& notarized. Then return it to me & I'll have Michael sign the Agreement, so that the Clerk& Mayor can sign it. Also, the Clerk can record it. Scott Field Deputy City Attorney City of Huntington Beach, CA OFFICE OF THE CITY ATTORNEY CITY OF HUNTINGTON BEACH 2000 Main St., Fourth Floor Huntington Beach,CA 92648 Ph: (714)536-5662 Fx: (714)374-1590 Confidentiality Notice: This email may contain material that is confidential,privileged and/or attorney work-product for the sole use of the addressee. Further,this email is protected under the Electronic Communications Privacy Act, 18 U.S.C. Sections 2510- 2522. Any review by,reliance,or distribution by others or forwarding to others without express permission of the author is strictly prohibited. If you receive this transmission in error,you are advised that any disclosure,copying,distribution,or the taking of any action in reliance upon the communication is strictly prohibited. Moreover,any such inadvertent disclosure shall not compromise or waive the attorney-client privilege as to this communication. If you have received this communication in error,please immediately notify the sender and delete this e-mail. Thank you. From: Marquez,Carlos<carlos.marquez@surfcity-hb.org> Sent:Tuesday, May 14, 2019 12:45 PM To: Field, Scott<sfield@surfcity-hb.org>;Vigliotta, Mike<MVigliotta@surfcity-hb.org> Cc: Fritzal, Kellee<KFritzal@surfcity-hb.org> Subject: RE: 19-7563: RLS for Beach/Elm/Certificate of Completion, approved.pdf Scott, Mike, Please see the attached resolution from the former RDA for the Zisakis DDA.Section 5 of the Reso authorizes the Chairman and Secretary execute the DDA,ancillary deeds and other documents.... 1 SECTION 5 . The Chairman and the Agency hereby authorized to execute the Amended DDA ancillary deeds and other documents relating take any and all other actions necessary or give effect to this resolution . The Certificate of Completion & Notice of Termination (2019) are the City/SA compliance with the original DDA.This should alleviate your concerns. -Carlos From: Field,Scott<sfield@surfcitv-hb.org> Sent:Tuesday, May 14, 2019 10:48 AM To: Marquez, Carlos<carlos.marquez@surfcitv-hb.org> Subject: 19-7563: RLS for Beach/Elm/Certificate of Completion, approved.pdf Carlos, Attached is the Certificate of Completion. Please forward it to Schiff for review, and to obtain the current Legal Description. Also, I discussed approval again with Mike, and we both agree that where there is no delegation of authority, the Certificate must go back to the Successor Agency/Council for approval. Scott Field Deputy City Attorney City of Huntington Beach, CA OFFICE OF THE CITY ATTORNEY CITY OF HUNTINGTON BEACH 2000 Main St.,Fourth Floor Huntington Beach,CA 92648 Ph: (714)536-5662 Fx: (714)374-1590 Confidentiality Notice: This email may contain material that is confidential,privileged and/or attorney work-product for the sole use of the addressee. Further,this email is protected under the Electronic Communications Privacy Act, 18 U.S.C. Sections 2510- 2522. Any review by,reliance,or distribution by others or forwarding to others without express permission of the author is strictly prohibited. If you receive this transmission in error,you are advised that any disclosure,copying,distribution,or the taking of any action in reliance upon the communication is strictly prohibited. Moreover,any such inadvertent disclosure shall not compromise or waive the attorney-client privilege as to this communication. If you have received this communication in error,please immediately notify the sender and delete this e-mail. Thank you. 2 STATE OF CALIFORNIA COUNTY OF y- + SS. m ViOn this 1 day of ,�JT in the year before me, the undersigned, a Notary Public in and for said County and State, personally app red — g. -,V t lr J personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name 0 subscribed to the within instrument and s OFF CAl _ E w z acknowledged that execned the y ��' °pSFh9a Not, nia � same r � -= � p ;c , Uf`1TY a Signature 1 � 6-Lk�;". __ r0M I, nor ex,... _r 4, 1992 m Name (Typed or Printed Notary Public in and for said County and State F2492 R 6/84 FOR NOTARY SEAL OR STAMP STATE OF CALIFORNIA ) COUNTY OF ORANGE ) , On this 91a, day of �� , 19 9_, before me, a otary ublic in and for said unty and State, personally appeared known to me to be the Mayor ark known to me to be the - City Clerk of the City of HuntingtK Beach, the municipal corporation that executed tine within instrument, known to me to be the persons who executed the within instrument on behalf of said municipal corporation and acknowledged to me that such municipal corporation executed the same. OFFICIAL SEAL MAYBR!ICE L ETCHESO'N , �+ NOTARY PUBLIC - CAUFORNIA ORANGE COUNTY "°�°"" 'My comm, expires MAY 11, 1993 PLEASE COMPLETE THIS INK—MATION RECORDING REQUESTED BY: u 9 p A —Ar-P—,194 9 A AND WHEN RECORDED MAIL TO: Lee A, page I of 8 Ir"a-es.. $ v IV 0 00 THIS SPACE FOR RECORDER'S USE ONLY TITLE: THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (Additional recording fee applies) 11/92 9Z -424?05 �� RSCOADE0 IN CFF,'CIA�P�COROS r RECORDING REQUESTED BY AND OF oA"tines CDUN1s►.rr��;rwRh�tA -----; uen 1 r WHEN RECORDED �MAIL TO: 4.00 J U h 1992 5 PM et��t s 177 City, Clerk _ C Q. A4Vona89 � ^ Far• e-E'- E i ty' of Huntington Beach 2000 Main Street `-- Huntington Beach, CA 9264 ----------------Space Above This Line for Recorder 's Use----------- . _ 2ht3 docu=nt is solely for the Official business of the City, Of RuntinCtcn ecn_h, as contem PARKING P.GREErIENT plate3 t:.n4e: CO''c-; cnt Cede +� Sec. 6103 0,^2d shculd be recorded ref free or a I . The Ag-ency' _ Grant—to Zisakis of]2arking Covenant. For value received, the Redevelopment Agency of the City of Huntington Beach (the "Agency") hereby grants to Philip Zisakis 4, and Roxanne Zisakis, husband and wife, (collectively "Zisakis") •� the right to ten (10) non-exclusive, full-size parking spaces on M 'v property owned by the Agency and described in Exhibitor-hereto x (the "Parking Covenant Property") for the benefit of that property `� described in Exhibit B hereto (the "Zisakis Property") . Said ro4Jparking covenant shall also include five additional spaces a necessary to replace those spaces on the"Zisakis Property lost due >, to the addition of access to said ten (10) parking spaces . Until a U � such time as a development by a third party is approved on the V. cr� c, Parking Covenant Property, Zisakis shall (1) be responsible for improving and maintaining said additional parking spaces consistent with- the City of Huntington Beach (the "City") and Y-� r Agency requirements, including landscape requirements, and (2) maintain comprehensive liability insurance naming the City and u.r Agency as additional insured, in a form acceptable to the Agency. s' c Zisakis shall be required to remove said improvements at such time n as a development is approved by the City for the Property, provided said development includes said ten (10) parking spaces to benefit the Zisakis Property, in addition to other parking spaces " of -benefit -to the' Zisakis Property, as -provided in that certain Disposition and Development -Agreement by and between the Agency and Zisakis, approved November 20, 1989 (the "Option Parcel Parking Spaces") . In the event the City or Agency approves a development on the Parking Covenant Property, a condition of said development shall include provision of said ten (10) non-exclusive, full-size parking spaces, free of charge and without time of day restrictions, for the benefit of the Zisakis Property, in addition to the Option Parking Spaces, which provision of spaces shall be evidenced by a first position recorded instrument. Zisakis shall be required to pay the owner of the Parking Covenant Property for the actual proportional operating and maintenance costs of said spaces. The Agency shall use its best efforts to secure a waiver Page 1 of 3 from City parking requirements for the portion of the Zisakis Property dependent on said ten (10) spaces for occupancy during the period the ten (10) spaces are temporarily unavailable to Zisakis. Agency agrees to further condition any subsequent development of the Parking Covenant Property to permit the use of the parking facilities thereon by employees and patrons of the development on the site equal to the rights and costs to members of the general public to use such parking facilities. In the event of subsequent development of the Parking Covenant Property, Developer agrees to reconfigure the parking plan on Developer's property to replace the five (5) parking spaces lost due to the addition of access to the Parking Covenant Property. II . Dedication_of Off-Hours Paryd ng Covenant For value received, Zisakis hereby dedicates to the public, for use by patrons of Guardian Center, a non-exclusive easement for parking on thirty-seven (37) Exterior parking spaces located on the Zisakis Property between the hours of 5:00 P.M. and 7:00 A.M. , Monday through Friday, and all times on weekends and holidays. In no event shall this easement reduce parking available to satisfy code requirements for uses on the Zisakis Property. If it is so interpreted, said easement shall be terminated to the extent necessary to restore required off-hours parking spaces for proposed or existing uses on the Zisakis Property. No payment shall be charged by Zisakis for said parking use. Zisakis shall be solely responsible for maintenance of said parking spaces. Agency may install appropriate signs to inform the public of the availability of the off-hours parking as granted herein. III. Termination. This Parking Agreement shall have no further force or effect in the event that: (1) A lender for the construction of the improvements required by the DDA commits to fund such improvements without said additional -parking' spaces; - and - (2) Zisakis fails to secure the entitlements to construct said additional parking spaces on or before December 31, 1992. Page 2 of 3 IV. PernetuitY. The covenants and easements created hereby shall accrue to the heirs, assigns and successors in interest to the Parking Covenant Property and the Zisakis Property. REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH ATTEST: - &19A By: t. Irma Date Clerk P 4ii is Roxanne Zisakis OFFICIAL SEAL �� sr fteSEMAJY S. MEGMANN rNotary Pub ('al;fornia k ORANCE COUNTY E: g° 0y commis,ion exp. ,' 24, 1992 S . Y - r_ Page 3 of 3 4J 3 4-• � ' J+ .9 i W .41 CIO t_l.f 27 � f W 36 7.4- cc 20 '� PARCEL 11 /q5'�, ° ' :� PARCEL 2 700 'T0BEpf0/GgTE0 TO THE � � CITY of N•B•FOR ST.CEETPU.CPOS�5 � •-•v P.�0fO.5Ep,P�C/P.QOCAL 1� • /33� �� 14o � •,*{f,;:�_L�I✓G!•✓riY L.dSE/7Ei✓T ', , , `.J NoT A PART !_ �. ,�;;.: ) � , "7- A �P.i,zT N 1 �-•� _ 20 $3.4 t i` $7' 7.Oo' TO 8�pip/G4TED To . Tfi•E C OF W.B. Fo�2 ST.PEET P!/.eP05�S CYPRESS STREET EXHIBIT "A" r LEGAL DESCRIPTION IS PARCEL MAP #90-111 RECORDED AT ORANGE COUNTY RECORDER ON 1/14/91 - INSTRUMENT # 91-017242 - PAGE 19 & 20 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No.5907 State of County of �ha►�x �¢ On /99 before me, DATE NAME,TITLE OF O ICER-E.G.,"JANE DOE,NOTARY BLIC" personally appeared &Aei� a la NAME(S)OF SI NER(S) - E�Iproved to me on the basis of satisfactory evidence to be the person(§) whose name(s) ia/are subscribed to the within instrument and ac- knowledged to me that e/they executed the same in hos, he=;their authorized MAYBRICE 1.,IOHNSON capacity ies , and that by h4i ELr-�Otheir 49911rNIs signature(§) on the instrument the person(§), or the entity upon behalf of which the ORANGECOUNW I*0XM.EtpUa MAY 11.19W person(s) acted, executed the instrument. WITNESS my hand and official seal. S16KATURE OF NOTARY OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL ❑ CORPORATE OFFICER TITO OR PE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT NUMBER OF PAGES ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR LJ OTHER: 9 9a DATE OF DOCUMENT SIGNER IS REPRESENTING: NAME OF PERSON(S)OR ENTITY(IES) SIGN ER(S)1,6THER THAN NAMED ABOVE ©1993 NATIONAL NOTARY ASSOCIATION-8236 Remmet Ave.,P.O.Box 7184-Canoga Park,CA 91309-7184 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No.5907 State of County of Caa4 On '!!! . -2 9, N94 before me, 0 Z' e,ac DATE NAME,TITLE OF OfFICER-E.G.,"JAN DOE,NOTARY BLIC" personally appeared NAME(S)OF SIGNER(S) 2--personally known to me - to be the person(s1 whose named is/are subscribed to the within instrument and ac- knowledged to me that he4het'they executed the same in b'�Ttheir authorized capacity ies), and that by "�„��their signature(§) on the instrument the person, MAYBFXM u XW49ON or the entity upon behalf of which the COMM.#Mess person(s) acted, executed the instrument. Way Pubic—CcMar to ORANGE COUMY My Comm.bq* s MAY 11.1997 WITNESS my hand and official seal. SIEKATURE OF NOTARY OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL ❑ CORPORATE OFFICER TIT0E oR1ryPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT NUMBER OF PAGES ❑ TRUSTEE(S) ❑ GUARDIAI N-/QONS_ ERVATOR n ZOTHER: `U cJ4 (,�� b I9I9a DATE OF DOCUMENT SIGNER IS REPRESENTING: , NAME OF PERSON(S)OR ENTITY(IES) SIGNERS)OTHER f HAN NAM D ABOVE 01993 NATIONAL NOTARY ASSOCIATION•8236 Remmet Ave.,P.O.Box 7184•Canoga Park,CA 91309-7184 REQ;; ST FOR CITY COU";C1L/ - REDEVELOPMENT AGENCY ACTION ED92-17 April 6, 1992 Date Honorable Mayor/Chairman & City Ccuncil/Redevelopment Agency Members Submitted to: Michael T. Uberuaga, City Administrator/Chief Executive Officer �- Sibmitied by: Barbara A. Kaiser, Deputy City Ad minis tra tor/Economic Development Prepared by: AUTHORIZATION TO AMEND THE ZLSAKIS DDA TO ALLOW FOR AN S ib)ect: ADDITIONAL TEN (10) PARKING SPACES ON AGENCY OWNED LAND - OAKVIEW PROJECT AREA Consistent with Council Policy? D� Yes I 1 New Policy or Exception Statement of Issue, Recommendation,Analysis, Funding Source,Altern _ nts: NCIL 1 9 STATEMENT OE ISSUE: Mr. Philip Zisakis (Developer) and the Agency entere in o ispos ion' Development Agreement in December 1989 which was amended in November 1990. The Developer now has arranged financing to implement the proposed project. However, the funding is contingent upon an appraisal acceptable to the lender. In order to obtain an acceptable appraisal the third floor, consisting of 2,000 square feet, needs to be available to lease. In order for this space to be leasable, an additional ten (10) parking spaces are needed. The Developer has requested the use of Agency owned land for the additional ten (10) parking spaces. The purpose of this memo is to request direction to staff to prepare a DDA.amendment to allow the Developer to use Agency owned land for an additional ten (10) parking spaces by a covenant placed on the property. The fee for the use of Agency land is yet to be determined. RECOMNIN12A33QN: Direct Agency staff to prepare an amendment to the Zisakis DDA to allow for the use of Agency property for an additional ten (10) parking spaces. ANALYSIS: The Developer has obtained building permits to build the addition of 9,800 square feet to the existing 2,500 square feet for a total of approximately 12,350 square feet. The property is located at Beach Blvd. and Cypress Street. Use Permit No. 90-241 Conditional Exception (Variance No. 90-24) Condition#15 states as follows: "The third floor lease space (storage, unoccupied) shall not be issued a certificate of occupancy until adequate parking can be demonstrated and/or provided." On November 1990, Mr. Zisakis requested Agency assistance to obtain an additional ten (10) spaces to make full use of his building, an additional 2,000 square feet. Discussions with Agency staff were held and letters exchanged. During this time, RTC took over Guardian Savings, which clouded the issue of a Guardian/Agency joint development relative to a parking structure and additional office space. Plo 4184 ED 92-17 April 6, 1992 Page Two The Developer has a building permit extension until June 24, 1992 and a loan commitment conditioned upon full occupancy of his project. The Developer requires an additional ten (10) parking spaces on Agency owned land. The Developer`s concept parking diagram is attached with his letter requesting the use of Agency land under a covenant for the additional parking. Also, attached are two recent letters from Developer's lender. The Developer is aware that a fee will be requested for the use of Agency owned land. In addition, a Zoning Administrator action could provide for the additional parking under Planning requirements. Also, the Redevelopment Committee has reviewed this matter and requested that it be sent to the Agency for action. MDINQ�, URCE: No funds required for this action. ALTERNATIVE ACTION: Deny approval of the request. 1. Letter from Mr. Zisakis dated March 23, 1992. 2. Proposed Parking Site Diagram dated March 35, 1992. 3. Letter from Mechanics Bank dated February 26, 1992. 4. Letter from Mechanics Bank dated March 20, 1992. R1TU/BAK/TA:sar 03/27/92 (0663r) N ,I ONA Tj AUTO G14A.S S Co. 4 17131 BEACH SOVLEVARD •HUNTINGTON BEACH. CA 92647 (714, 842-2525 Tory Andr,:sky 1:edevelopment bept. City of Yuntington Beach ` Main Street Puntington Beach, Ca 92648 March 23, 1992 Doar Mr. Andrusky, In reference to the additional con:ctrucrion of ny buildin;,, I am requesting 10 additional parking spacen. The appraisal cornea in too low for the construction loan to pencil out without occupying the 3rd floor. At one time the parking conditions were approved but due to planning department changes, ve are short 10 spaces. The Lank has sent you a letter reaar.dit:g this prohlem which they will loan if parking is attained. Please call pie if there are any questions or additional inforn!ation is required. sincerely, r` Philip Zisakis ,�dd,��owal A q ¢ c.i r L a r AL fo � ��" �� ITT I�"�t s � �� >•� �� '�; n Mechanics National B ank February 26, 1992 lAr. Tom Andruel<,y Aaslaiant Projoct Manager C►ty of HuntloVton Coach Houa'.ng Redevelopment Uopartmont 2000 Main Stroel Huntington Beach, OA 92848 Doer Mr. Andru61ky- I Wf3 are prosenily revievving the appllcont't; riquest for a loan for IN; business expansion. The acquisition of the additional parcel of land to rneet the parking requirements for tho proposed three-story building would enhance the loan prococs. Based on the documents roviewed thus for, the applicant appears to be an acceptable loan candidate. If you have any further questions please togI free to call rne. Thank you for your cooperation In this matter. Sincerely, StLellorV f Son DnnS:Ct+ !W4cEMP.X E. z C.& �u � CMNO.CA$1115 �� =�-. .. � �' .� •,t:w�is 6hanics 3: N( qtional -�� +P•t+ a ii 1 i! .. '•:- •Ban" k .. . .� r�"-: ` .�••�y' './ " `' March 20, 1992 kphilip Zisakis _ ,.. . .. : �� I ,r, `• _ „� : _ Z3BA, National Auto Glass',;. .�,;.` ..;17131 Beach Boulevard .•' ..: :�', ._ �;... i;: :at,.k.7 z iuntington Beach, California 92645 Am-Philip Zisakis =Rc: SM Loan Application :z,_. •.=.J•y.; ?_ �,�. Dear Dear Mr. Zisakis, . J .. -. l��ti r .f r-•+k•••�. -I rtm pleaseJ to advise you our loan committee has approved your request fof tt oan ink the amount $800,000.00 in accordance with the f nclosed loam agreement. The approval is`- ' w.• f. : t;onditioned upon guaranty of U.S. Small Bwlness Administration and a satisfactory'. appraisal. r •�%-Iin order to obt.tirl tl:e necessary guarantee frcm the Small Business Administratlon, a, ,..•. :':complete loan ack,,t fe must be subtiutted to SBA. Mechanics Nation.7l Bank�4ill ::your loan pac agc for submission to SBA for a fee of $ NIA, subject to guidelines":= _';:�:"'�'�= established by the SIM. i In :addition to the pzckaging fee refer'encccl above, you itlso�rigree,eta xeimburse�'-- `Y'. _' �: pocket texpenses in ed wh c may to l de but:-,.-. :s �Ilt'Ch3rtiCS N1ti0i131 Dank for all out of 4 C e incurred which h y c u , ''' ;;:�e .�; �trc not limited to, credit reports, title policies, and reeordations. _The Bank iequires V.- '-'deposit of $ NSA to cover these out of packet expenses. Should you cancel your loan' request, t11e deposit is subject to a refund of any unused portion.- i �.:• � ,.• :cx �:•+- .� = :;:;-{ ;. .:Mc packaging fee does not include the cost of my required appraisals or ptiriSc --.Site Assessment. You will be notified of these costs which will be determined at the time of I. c: field review by the appraiser and toxic site assessment examiner'at which time such costs`': `mast be paid directly to the Bank. This loan Cottunitnlent is valid for the next seven (?) calendar days: Failure"to�return"' the executed copy of the loan agreernent within the prescribed time could result in the -Tancellation of the loan commitment at the sole discretion of the Bank. Should you have ..: : _ , .p. any question please contact me,directly, r,oZ r_ , �M *: •,,i+17�_-.•may l Vt11cL�Vly • '•' , ~;. '1.' �.... •M' ..}'4 +,1•y ��• .' •''. • a � J +. .,' .1�•ir••.• a.•t.fat Tony Tulloch Reid Loan Officer sa+lrijsro;r :;.. ..: PARAhlOI!`IT, rM �~�Ii: ±: '•.i- •. •�F•.-`.4.. fit• ri-•�,4• REWEST FOR CITY COUAGIL/ - REDEVELOPMENT AGENCY ACTION ED 92-24 May 19, 1992 i Honorable Mayor/Chairman & City Council eedev Submitted to. Michael T. Uberuaga, City Administrator/Chief Executive Offic �— Submitted by: �a—' Barbara A. Kaiser, Deputy City Administrator/Economic Development�`!� Prepared by: SECOND AMENDMENT TO THE ZISAKIS DDA TO ALLOW FOR AN ADDITIONAL FIFTEEN PARKING SPACES ON AGENCY OWNED LAND — Sublect: OAKVIEW PROJECT AREA Consistent with Council Policy? I ] Yes Now Policy or Exception nvLp r. CITY COUNCIL Statement of Issue, Recommendation,Analysis, Funding Source,Altw4aive Actions,Attachments: A•o/ �� $TIEf MENT OF ISSUE: CITY CLEKIC Mr. Philip Zisakis (Developer) and the Agency entered into a Disposition and Development Agreement in December 1989 which was amended in November 1990. The Developer now has arranged financing to implement the proposed project. However, the funding is contingent upon an appraisal acceptable to the lender. In order to obtain an acceptable appraisal the third floor, consisting of 2,000 square feet, needs to be available to lease. In order for this space to be leasable, an additional ten (10) parking spaces are needed. The Developer has requested the use of Agency owned land for the additional ten (10) parking spaces. .Due to the traffic circulation requirements, an additional five (5) spaces are relocated from the original site plan to Agency owned property making a total of fifteen (15) spaces in this additional parking area. On April 6, 1992, the Agency/City Council authorized staff to prepare a DDA Amendment that would allow the Developer the use of Agency owned land by covenant for his additional parking requirements. RECOMMENDATION_: 1) Conduct a public hearing and 2) Approve the Second Amendment to the existing DDA with Phil and Roxanne Zisakis that would allow a perpetual covenant on Agency owned property for fifteen (15) parking spaces for a fee of $48,000 with an allowed deduction for construction of parking improvements. .ANAL�: The Developer has obtained building permits to build an addition of 9,900 square feet to the existing 2,500 square feet for a total of approximately 12,300 square feet. The property is located at Beach Blvd. and Cypress Street. Use Permit No. 90-241, Conditional Exception (Variance No. 90-24), Condition#15 states as follows: "The third floor lease space (storage, unoccupied) shall not be issued a certificate of occupancy until adequate parking can be demonstrated and/or provided." �` tti � ED 92-24 May 18, 1992 Page Two In November 1990, Mr. Zisakis requested Agency assistance to obtain an additional ten (10) spaces to make full use of his building, an additional 2,000 square feet. Discussions with Agency staff were held and letters exchanged. During this time, RTC took over Guardian Savings, which clouded the issue of a Guardian/Agency joint development relative to a parking structure and additional office space. The Developer has a building permit extension until June 24, 1992 and a loan commitment conditioned upon full occupancy of his project. The Developer requires an additional ten (10) parking spaces on Agency ovrned land. The Developer has met with Community Development regarding the parking requirements and an application has been filed with the Zoning Administrator to approve the additional parking. which will be for an additional ten(10) parking spaces plus a relocated five (5) spaces for a total of fifteen spaces on Agency owned land. A site diagram of the proposed additional parking is attached with the proposed DDA Amendment. The cost of constructing the parking improvements is between$15,000 and $20,000 which will be deducted from the $49,000 land value. The deal points of the proposed DDA Amendment are (1) a perpetual covenant provided to Developer for use of an estimated 7,330 square feet of Agency owned land for fifteen parking spaces, (2) Developer to pay Agency $49,000 with a deductible credit for the cost of improvements, (3) Developer is requested to improve the Agency land in keeping with all City Codes, and (4) If the Agency allows a development on the land used for this additional parking, the Developer has a right ten (10) to spaces without additional development costs but with maintenance costs. The remaining 5 spaces will be relocated back to the site purchased by Mr. Zisal:is. Besides allowing for the DDA with the Developer to be implemented, the proposed Amendment will ensure a future opportunity to consolidate two Guardian owned parcels . with the Agency owned parcel. It is planned, that upon the sale of Guardian, staff will contact the new owner of Guardian regarding possible joint development projects. No funds are required for this action. ALIERNAM ACIM: 1) Deny approval of the request. 2) The Developer has also requested that the City Council consider no charge for the parking space covenant in exchange for offering his 31 spaces to the public between 5:00 p.m. and 7:00 a.m. There is no economic value to this offer. There may be benefits to the Oakview area in that there is a shortage of available parking for commercial uses in the area. 1. Summary Report (pursuant to Section 33433 of the California Health and Safety Code). 2. Second Amendment to DDA with Philip and Roxanne Zisakis. 3. Agency approved Staff Report of April 6, 1992 authorizing preparation of an Amendment to the Zisakis DDA. MTU/BAK/TA:sar 0315r 04-29-1992 18:24 213 622 S204 KEYSER MARSTON A550[:. r.vC- SU)Q AY REPORT This su=ary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Second Araondment to the Disposition and Development Agreement ( "Agreement" ) between the Agency and zisakis ( "Participant" ) . The agreement requires the disposition of a real estate interest in a portion of a 71330 square foot site owned by the Agency. Specifically, the Agreement calls for the Agency to convey to the Participant the right to use 15 parking spaces on the Agency parcel on a non-exclusive basis in perpetuity. This report describes and specifies : 1 . The cost of the proposed agreement to the Agency, including relocation costs, site clearance costa: infrastructure costs and the expected interest on any loans or bonds required to finance the Agreement; 2 . The estimated value of the interests conveyed, determined at the highest uses permitted under the Redevelopment Plan; 3 . The purchase price to be paid by the Participant for the Interests to be conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AOREEHENT 1. Zarticipaat Res2gas i b l 4 8 Under the terms of the proposed Agreement, the Participant agrees to improve and maintain 15 parking spaces to be located on the Agency parcel until such time as development by another party occurs on the Agency parcel. The improvements must be constructed and maintained in conformance with the City of Huntington Beach and Agency requirements, including but not limited to landscaping requirements. In the event development subsequently occurs on the Agency parcel, the participant must remove the existing 15 spaces provided that these spaces will be replaced as a part of the approved development. The Participant shall not be required to finance the construction ccets associated with replacing the 15 parking spaces, but the participant shall be required to pay for the pro rats, costs to maintain the 15 parking spaces in their new location an an ongoing basis . 04-29-1992 18:25 213 622 5204 P.LYZLK nj-kKz I WIN MQ,'W%" Page 2 2 . hge= Res2gnsibi, ities The Agency is responsible for and shall commit the following to the project: a. The Agency must convey the right to use 15 parking spaces to be located on the Agency parcel on a non-exclusive basis in perpetuity. b. The Agency shall use its best efforts to aysist the Participant in obtaining entitlements for the use of the 15 parking spaces on the Agency parcel. c. In the event development by another party is approved on the Agency parcel, the Agency must provide the developer with the use of 15 replacement parking spaces, on a non- exclusive basis, at no cost to the developer. d. In the event development by another party is approved on the Agency parcel, the Agency must use its best efforts to secure for the Participant a waiver from City parking requirements for any parking spaces that are te;aporarily unavailable for the Participant's use. 3. Method_of Fig The Agency currently owns tha subject parcel without any encumbrance. 8, COST Of AGREEMENT TO AOEXCY The Agency is not conveying the fee interest in the subject site; rather it is conveying the right to use a portion of the site to provide parking. The Agency maintains all applicable ownership rights in the property. The Agency responsibilities delineated under the terms of the Agreement do not include any items that will create a cost burden for the Agency to bear. Therefore, the net costs to the Agency under the Agreement are zero. C. ESTIMATED VALUS 0T TRZ 2NThRZSTS TO DE CONVETZO TO TER PARTICIPANT DETERMINED AT TUC 1110HEST USE PERMITTED VVDXR TEX RED=VELOPKENT FLAX The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis prepared in August, 1991 . The total value of the interests being conveyed to the participant is estimated at $47,890. This value must be reduced by the amount of the Improvement costs the Participant must bear to construct the 15. 04-29-1892 18:25 213 622 5204 KEYSER MARSTON ASSOC. P.04 Page 3 parking spaces on the Agency parcel. At this time the coats of these improvements are estimated at $15, 000 to $20,000. Thus, the estimated value of the interests to be conveyed to the Participant is within the range of $27, 890 to $32,890. D. PURCHA$e PRICK PAID BY PARTICIPANT AND FAIR MARKET VALUX TOR THS RIGUST USE UNDER TAX REDZV=LCPMZWT PLAN The Agreement requires that the Participant pay the Agency $47,890 for the right to use 15 parking spaces on the Agency parcel . At the close of escrow the Agency shell refund to the developer the cost of constructing the 15 parking spaces at an amount based on construction bids submitted by the Participant and approved by the Agency. As stetted in the August, 1991 Keyser Marston AssoCiates, Inc. analysis, the purchase price to be paid by the participant represents fair compensation to the Agency for the rights being conveyed. An such, the purchase price represents the fair market value of the interests being conveyed to the Participant. SECOND AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, AGENCY, and PHILIP ZISAKIS and ROXANNE ZISAKIS, DEVELOPER. c r Y SECOND AMFj]DMENT TO DISPOSITION AND DEV,ELOPMENT AGREEMENT THIS SECOND AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT ("Second Amendment to Agreement") is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (the "Agency") and PHILIP ZISAKIS and ROXANNE ZISAKIS, husband and wife (collectively the "Developer") and amends that Disposition and Development Agreement by and between Agency and Developer, approved by Agency on November 20, 1989, as amended on November 5, 1990 (the "Agreement") . The Agency and the Developer hereby agree as follows: I . AMENDMENT OF SECTION 206 Section 206 of the Agreement is hereby amended to read as follows : F. [§206] Agency Option Developer hereby grants to Agency the option ("Agency Option") to reacquire that portion of the Site reflected on the Site Map (Attachment No. 1) as the "Option Parcel" pursuant to and subject to the terms set forth in the form of grant deed attached hereto as Attachment No. 7 (the "Option Grant Deed") . Developer shall execute and deposit the Option_ Grant Deed into a separate escrow established with the Escrow Agent prior to conveyance of the Sales Parcel from Agency to Developer. At the same time Developer submits the executed Option Grant Deed to the Escrow Agent, it shall execute escrow instructions which provide as follows: 1. The Option Grant Deed shall be delivered to the Agency only in the event Agency first provides written certification to the Escrow Agent that it has approved a disposition and development agreement or owner participation agreement or other development entitlement , (the "Agency Approval") providing for the construction of a development on the Option. Parcel, which development is required by recorded instrument to provide nine (9) non-exclusive parking spaces, free of charge and without time-of-day restrictions, in perpetuity for use by employees or patrons of the development on the Site. 2. The instrument to be recorded shall also provide that the owner and/or operator of the development pursuant to the Agency Approval will permit the use of parking facilities within said development by employees and patrons of the development on the Site equal to the rights and costs to members of the general public to use such parking facilities. PDAsg 5/92372 -1- II. ADDITION OF SECTION 707 Section 707 is hereby added to the Agreement to read as follows: "G. Parking Agreement. [57071 In addition to those parking spaces provided in Section 206 hereof, Agency shall sell to Developer, at close of escrow for the price of Forty-seven Thousand Eight Hundred Ninety and no/100 Dollars ($47,890.00) , a parking covenant (the "Parking Covenant") for ten (10) non-exclusive, full-size parking spaces on the Agency-owned property described in Exhibit A to the Parking Agreement, Attachment No. 8 hereto (the "Parking Covenant Property") for use as parking for the development of the Site pursuant to this Agreement. Said Parking Covenant shall also include five (5) additional spaces necessary to replace those spaces on Developer's property lost due to the addition of access to said ten (10) spaces . The Parking Covenant shall be mutually executed, delivered and recorded at close of escrow substantially in the form attached hereto as Attachment No. 8. Agency shall use its best efforts to assist Developer in obtaining entitlements for use of said additional parking spaces an the Parking Covenant Property. Developer shall be credited, at the close of escrow, the cost of constructing the improvements associated with and including said parking spaces, at an amount based on construction bids submitted by Developer and approved by Agency. Developer shall also be credited the balance of the parking covenant price in exchange for elimination of the "option parcel" termination date and provision of an easement to the public for exterior parking spaces, as provided in the Parking Agreement. If a subsequent development by a third party is approved on the Parking Covenant Property, Developer shall have no obligation to pay for the replacement of the ten (10) spaces granted herein. However, Developer agrees to pay the owner of the Parking Covenant Property the actual proportional operating and maintenance costs of said spaces. In the event of subsequent development of the Parking Covenant Property, Developer agrees to reconfigure the parking plan on Developer's property to replace the five (5) parking spaces lost due to the addition of access to the Parking Covenant Property. PDAsg 5/92372 -2- Agency agrees to condition any subsequent development of the Parking Covenant Property to permit the use of the parking facilities thereon by employees and patrons of the development on the Site equal to the rights and costs to members of the general public to use such parking facilities. III. ADDITION OF SECTION 708 Section 708 is hereby added to the Agreement to read as follows: H. [§708] Condition-of the RArkiDQ Covenant Property It stall be the sole responsibility of the Developer, at Developer's expense, to investigate and determine the soil conditions of the' Parking Covenant Property for the parking improvements to be constructed by Developer. If the soil conditions of the Parking Covenant Property are not in all respects entirely suitable for the use or uses to which the Parking Covenant Property will be put, then it is the sole responsibility and obligations of Developer to take such action as may be necessary to place the Parking Covenant Property in a condition entirely suitable for the construction of the parking improvements thereon. After the close of escrow, the Developer agrees to indemnify, hold harmless, and defend the City and/or Agency for any claims which may be asserted against the City and/or the Agency under the Comprehensive Environmental Response Compensation and Liability Act; as amended, (42 U.S.C. §9601 gJ sea. ) ("CERCLA") and/or any other federal or state remedial environmental legislation which claims are based on the fact that the City or Agency holds title to the Parking Covenant Property. IV. AMENDMENT OF SCHEDULE OF PERFORMANCE Attachment No . 3 to the Agreement is amended to read as provided in the attached Attachment No. 3 . V. INTEGRATION This Second Amendment to Agreement is executed in three (3) duplicate originals, each of which is deemed to be an original. This Second Amendment to Agreement includes pages 1 through 3 and Attachment Nos. 3, 7 and 8, which constitute the entire understanding and agreement of the parties. This Second Amendment to Agreement integrates all of the terms and conditions mentioned in the Agreement or incidental thereto, 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. Except as expressly provided herein, all terms and conditions of the Agreement shall remain in effect. PDAsg 5/92372 -3- t VI . EFFECTIVE DATE This Second Amendment to Agreement, when executed by the Developer and delivered to the Agency, must be authorized, executed and delivered by the Agency on or before thirty (30) days after signing and delivery of this Second Amendment to Agreement by Developer or this Second Amendment to Agreement shall be void, except to the extent that the Developer shall consent in writing to a further extension of time for the authorization, execution and delivery of this Second Amendment to Agreement. The date of this Second Amendment to Agreement shall be the date when it shall have been signed by the Agency. VII . TERMINATION This Second Amendment to Agreement is approved and executed by Agency in reliance upon the requirement of Developer' s financing entity for additional parking to fully occupy the improvements on the site required by the Agreement. If the lender for the project provides a commitment to construct improvements without said additional parking, then this Second Amendment to Agreement shall automatically terminate. If entitlements for construction of the additional parking on the Parking Covenant Property are not secured by Developer on or before December 31, 1992, then this Second Amendment to Agreement shall automatically terminate. IN WITNESS WHEREOF, the Agency and the Developer have executed this Second Amendment to Agreement on the respective dates set forth below. DEVELOPER: REDEVELOPMENT AGENCY OF THE r CITY OF HUNTINGTON BEACH a /J �Z By: �. hilip i is Date ANY irman Date REVIEWED AND APPROVED: r — Rox �nneZisa Date Executive irector ATTEST: INITIATED AND APPROVED: Clerk Director of Economic Deve 1,ppment CIrf ICIAL SEAL APPROVED AS TO FORM: �' F ROSE" CRY s e v �4Nc-.asy Fu:a a;': ;rn�a1 Clc C_ C y CO rn fi7 ^�l ^3 G 41992 Agency Counsel 3 7-z-9,2 PDA g 5/92372 -4- ATTACHMENT NO. 3 SCHEDULE OF ER ORMANCE I . GENERAL PROVISIONS 1. Execution of Agreement by Completed. Agency. The Agency shall approve and execute this Agreement, and shall deliver one (1) copy thereof to the Developer. 2. S ubmisgion of—Goo-d Faith SUbmitted. Deposit. Developer submits the Good Faith Deposit. 3. Submission of Construction Submitted. Drawing, Related Documents. Developer shall submit construction drawings and all other plans and documents required by Section 304 . 4 . Agency Review Completed. Drawings and Reed Documents. Agency approves or disapproves construction drawings and other documents or plans. 5. Submission of Revised Completed. Construction DrawJ - — L 1 currents . If original submittal or resubmittal disapproved, Developer revises disapproved plans or documents and resubmits to Agency. Page 1 of 3 II . CON,STRUCTIO -DOCUMENTS-AND I3;JILDING PERMIT 6. Submission_o-f Complete Completed. CoDptrM tjon Drawings,and Landscaping to the Agency complete Construction (working) Drawings and a Final Landscaping Plan, Sign Program, and Finish Grading Plan. 7. Agency Reyie_wofComplCte Completed. Drawing$ pnd_Plans. The Agency shall approve or disapprove the Complete Construction (working) Drawings and the Landscaping Plan, Sign Program, and Finish Grading Plan. 8. v if- an Completed. Developer shall prepare revised Construction (working) Drawings as necessary, and submit them to Agency for review. 9 . Final Review of Complete prawinas . The Agency shall approve the revisions submitted by the Developer provided that the revisions necessary to accommodate the Agency's comments have been made. 10. Obtaining gf Building Completed. Permits. Developer shall obtain all building and other permits needed to corrmence construction of the Developer Improvements. Agency shall provide appropriate assistance to Developer as requested from time to time in dealing with all City agencies. Page 2 of 3 III . SITE_ASS£MBLAGE 11. Opening Qf^Esgrow. Agency Comnletgd. shall open Escrow for sale of the Sales Parcel to Developer. 12. Conditions Precedent. Not later than Developer satisfies all of December 31, 1992 the Conditions Precedent to Conveyance. 13 . Depgsitof Purchase-Price Not less than two (2) Developer deposits into the business days prior to Escrow the Purchase Price the close of escrow. and proof of insurance (conforming to Section 308) with the Escrow Agent. 14 . Con yancQ. Agency conveys Not later than Sales Parcel to Developer. January 31, 1993 provided that the Developer has satisfied the Conditions Precedent to the Conveyance. IV. CONSTRUCTIMN PUM 15. CQm enCpment of CoDstruC_tion. Not later than forty-five Developer shall commence (45) days after the construction of the Conveyance. Developer Improvements. 16 . Completion of Construction. Not later than twelve Developer shall complete (12) months after the construction of all of the earlier of (i) the Developer Improvements. commencement of construction. Page 3 of 3 REQUEST FC,.A REDJEV-E,- -9PMENT�GENCY ACTION APPROVED BY CITY COUN(;I ED 90-31 ----� Date November S, 1990 czTV 0-xi Submitted to: Hono lairman and Redevelopment Agency Members Submitted by: Michael T. Uberuaga, Chief Executive Office ��Lim 4�Prepared by: Barbara A. Kaiser, Deputy City Administrator/Economic Development FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT a_ Subject: FOR ZISAKIS —OAKVIEW REDEVELOPMENT PROJECT AREA Consistent with Council Policy? Yes ( j New Policy or Exception 7�" Z Statement of Issue, Recommendation,Analysis, Funding Source,Alternative Actions,Attachments: SIATEMENT OF ISSUE: The City Council has requested a review of a request made by Phil Zisakis for an offsite Improvement reimbursement for improvements made prior to the current Dispositio and Development Agreement (DDA), for development of property located at Beach ld. and Cypress. The DDA was executed on November 20, 1989. c7 n RECOMMNDATION• -, "7 K[7 R1 Approve an amendment to the existing DDA that would allow for a credit of $42,31rfor.-P, offsite improvements constructed by the developers, Phil and Roxanne Zisakis. Theme credit will be against the purchase price of$295,000 for the development site. co � ANALYS1 C On November 20, 1989, a DDA between the Redevelopment Agency and Phil & Roxanne Zisakis (developers) was approved and executed by the Redevelopment Agency. Mr. John BeIsher, attorney for Mr. Zisakis, has requested via several letters that a credit be given to the Zisakis project in the amount of $42,314 for offsite improvements that include curb, gutter, sidewalk, storm drains, water main, and fire hydrant completed as part of development of the site. Bills and check stubs for this work have been submitted to Economic Development and have been reviewed. Also staff has been on site to view the improvements that were made. The matter has been under discussion via letters, phone calls and meetings since the approval of the DDA in November of 1989. After review of all documents, discussions with staff, the developer, developer's attorney, City attorney, and with our economic consultant, it was concluded that the intent of the DDA was to provide a reimbursement for offsite improvements already completed, and for offsites required for the additional development. Keyser Marston, the economic consultant, has stated that the 1989 — Section 33433 report did not reflect the total payment to be provided for the offsite improvements. Attached are the 1999 — Section 33433 repot and the corrected 1990 — Section 33433 report. I'10/1/85 1 ED 90-31 November 5, 1990 Page Two The Zisakis DDA -Section III -Attachment 5 states that the Agency will construct offsites, which include curb, gutter, sidewalk, street paving, storm drains, catch basins, water main and other improvements covered by the North Oakview Redevelopment Project. These costs are currently estimated to be approximately $42,000. If the Agency purchased the Zisakis offsite improvements made prior to the DDA at $42,314 the total offsite costs would be an estimated $34,314. In addition, the Zisakis DDA states that the sale of Agency land to the developer will occur by May 15, 1990. Due to negotiations, and reviews by the Agency, Community Development Department and developer, the provisions of the DDA were not completed as per the May 15, 1990 date. To date, the developer has submitted working drawings to Community Development, a $25,000 cash deposit has been made, escrow opened and an Insurance certificate has been filed. The developer is acting in good faith to comply with the terms of the DDA. It is anticipated that the sale of land to the developer can be completed by January 1991. The $42,314 reimbursement amount for offsite improvements will be a credit against the purchase price of $295,000 with a net cost to the developer of$252,686. EUNDI�I. G SQURCE: No funding source is required for this action. ALTERNATIVE ACTION: Not to grant Zisakis a reimbursement credit for offsites completed prior to the existing DDA. ATTACH-ME 1. Belsher letter of September 13, 1990. 2. 1989 -Section 33433 Report. 3. 1990 -Section 33433 Report. 4. First Amendment to Disposition and Development Agreement. 5. Resolution pursuant to First Amendment to DDA. NITUIBAK1TA:sar 7852r FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, AGENCY, and PHILIP ZISAKIS and ROXANNE ZISAKIS, DEVELOPER. FIRST AMENDMENT TO DISPOSITION_AND DEVELOPMENT AGREEMENT THIS FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT ("First Amendment to Agreement") is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (the "Agency") and PHILIP ZISAKIS and ROXANNE ZISAKIS, husband and wife (collectively the "Developer") and amends that Disposition and Development Agreement by and between Agency and Developer, approved by Agency on November 20, 1989 (the "Agreement") . The Agency and the Developer hereby agree as follows: I. AMENDMENT OF SECTION 201 Section 201 of the Agreement is hereby amended to read as follows: "A. [§201] Disposition of the Sales Parcel The Developer shall purchase from the Agency the Sales Parcel; in accordance with and subject to all of the terms, covenants and conditions of this Agreement, the Agency agrees to sell to the Developer the Sales Parcel. Thereupon, the Developer agrees to and shall ' develop the Site within the times, for the uses and subject to the terms, conditions and provisions as hereinafter provided. The Purchase Price for the Sales Parcel shall be Two Hundred Fifty-Two Thousand, Six Hundred Eighty-Six Dollars ($252,686) payable in cash at close of escrow. In addition to the consideration set forth in this Section 201, the Developer shall pay all of those costs, charges, fees and expenses as hereafter expressly provided to be paid by Developer pursuant to this Agreement and shall, at its cost, provide all of the improvements required by this Agreement to be provided by the Developer (the "Developer Improvements") ." II. AMENDMENT OF SCHEDULE OF PERFORMANCE Attachment No. 3 to the Agreement is amended to read as provided in the attached Attachment No. 3. III. INTEGRATION This First Amendment to Agreement is executed in three (3) duplicate originals, each of which is deemed to be an original. This First Amendment to Agreement includes pages 1 through 2 and Attachment No. 3, which constitute the entire understanding and agreement of the parties. 1 This First Amendment to Agreement integrates all of the terms and conditions mentioned in the Agreement or incidental thereto, 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. Except as expressly provided herein, all terms and conditions of the Agreement shall remain in effect. IV. EFFECTIVE DATE This First Amendment to Agreement, when executed by the Developer and delivered to the Agency, must be authorized, executed and delivered by the Agency on or before thirty (30) days after signing and delivery of this First Amendment to Agreement by Developer or this First Amendment to Agreement shall be void, except to the extent that the Developer shall consent in writing to a further extension of time for the authorization, execution and delivery of this First Amendment to Agreement. The date of this First Amendment to Agreement shall be the date when it shall have been signed by the Agency. IN WITNESS WHEREOF, the Agency and the Developer have signed this First Amendment to Agreement on the respective dates set forth below. REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGT BEACH 19-20 By: Chairman ATTEST: �� Clerk APPROVED AS TO FORM: xg�e 144g-�� ev:0-, z jo APPROVED AS TO CON NT: Special Agency Counsel -� G � PHILIP ZTSAKZS ROXANNE ZISAKIS 13:ZisDev.agr 2 ATTACHMENT NO. 3 SCHEDULE OF PERFORMANCE I. GENERAL PROVISIONS � . Execution of Agreement by Done. Agency. The Agency shall approve and execute this Agreement, and shall deliver one (1) copy thereof to the Developer. 2. Submission of Good Faith Submitted. Deposit. Developer submits the Good Faith Deposit. 3. Submission of Construction Submitted. Drawings and _ ___Related Documents. Developer shall submit construction drawings and all other plans and documents required by Section 304. 4. Agency Review of Within two (2) weeks after .Construction aw' s and submittal by Developer. Related Documents. Agency approves or disapproves construction drawings and other documents or plans. 5. Submission of Revised Within three (3) weeks after Construction Drawings or disapproval, until approval is Related Documents. If granted. original submittal or resubmittal disapproved, Developer revises disapproved plans or documents and resubmits to Agency. Page 1 of 3 r II. CONSTRUCTION DOCUMENTS AND BUILDING PERMIT 6. Submission of Complete Within four (4) weeks after Construction-Drawings and approval of the Construction Landscaping to the Agency Drawings. complete Construction (working) Drawings and a Final Landscaping Plan, Sign Program, and Finish Grading Plan. 7. Agency Review of Complete Within two (2) weeks after Dm-wings and_plans. The submittal. Agency shall approve or disapprove the Complete Construction (working) Drawings and the Landscaping Plan, sign Program, and Finish Grading Plan. S. Revisions,_ if any. Within three (3) weeks after Developer shall prepare receipt of Agency's comments. revised Construction (working) Drawings as necessary, and submit them to Agency for review. 9. Final Review of Complete Within two (2) weeks after prawi_ngs. The Agency shall submittal by Developer. approve the revisions submitted by the Developer provided that the revisions necessary to accommodate the Agency's comments have been made. 10. Obtaining of -puilding Not later than six (6) weeks PerMits. Developer shall after final approval of complete obtain all building and drawings. Approval of the other permits needed to Finish Grading Plan, completion commence construction of of Final Landscaping Plan and the Developer Improvements. Sign Program, the readiness to Agency shall provide close of the Escrow, and the appropriate assistance to satisfaction of the Conditions Developer as requested from Precedent to the Conveyance are time to time in dealing all conditions to the issuance with all City agencies. of building permits. Building permits shall be obtained not later than December 31, 1990. Page 2 of 3 III. SITE ASSEMBLAGE 11. Opening of Escrow. Agency Done. shall open Escrow for sale of the Sales Parcel to Developer. 12. gol3gitions I!recedel3t. Not later than January 15, 1991. Developer satisfies all of the Conditions Precedent to Conveyance. 13. Deposit of Purchase Price. Not less than two (2) business Developer deposits into the days prior to the close of Escrow the Purchase Price escrow. and proof of insurance (conforming to Section 308) with the Escrow Agent. 14. Conveyance. Agency conveys Not later than January 31, 1991, Sales Parcel to Developer. provided that the Developer has satisfied the Conditions Precedent to the Conveyance. IV. CONSTRUCTION PHASE 15. Commencement o f Not later than forty-five (45) Construction. Developer days after the Conveyance. shall commence construction of the Developer Improvements. 16. Completion of Construction. Not later than twelve (12) Developer shall complete months after the earlier of (i) construction of all of the the Conveyance or (ii) the Developer Improvements. commencement of construction. 13:Attach.agr Page 3 cf 3 STATE OF CALIFQRNIA COUNTY OF � SS. On this day of`emu i�-C , is the year v..J • N , before me, the undersigned, a Notary Public in a fQr said County and State,personally a geared _ personally 1 nown to me (or proved to me on the basis of satisfactory _- =� evidence) to be the persnn whose name r,- � CrFICIAL SE L R:SEW.-,,Y S. !7 i_ EnSV subscfLbed to the within instrument and acknowledged that exce-iled the `tea' j' •":o:a:y Pub'iz--4y°.I�rnia �- same. CRA%— CJL'::TY y cor;t :i�W�. ex,,.A-;? 24, 1992 Signatures in Name (Typed or Printe Notary Public in and for said County and State F2492 R 6/B4 FOR NOTARY SEAL OR STAMP r STATE OF CALIFORNIA ) COUNTY OF ORA14GE ) s s n On this day of 19 , before me, a NorRry P ;ic in and for said Cbunty and State, personally appeared known to me to be the Mayor and known to me to be the - City Clerk of the City of HuntingtoW Beach, the municipal corporation that executed the within instrument, known to me to be the persons who executed the within instrument on behalf of said municipal corporation and acknowledged to me that such municipal corporation executed the sam. OFFICIAL SEAL •—` MAKB£!CE L E�CH4N .. kCTRRY PUBLIC-CALTFCRNIA la CRANGE C4UT1T'f My Comm. exvres MAY 11. •"Q3 DISPOSITION AND DEVELOPMENT AGREEMENT by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, AGENCY, and PHILIP ZISAKIS and ROXANNE ZISAKIS, DEVELOPER 1 i ' 1 DISPOSITION AND DEVELOPMENT AGREEMENT by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH and PHILIP ZISAKIS and ROXANNE ZISAKIS TABLE OF CONTENTS x. 1 §100] SUBJECT•OF AGREEMENT 1 A. [ 5101] Purpose of Agreement 1 B. [ §102 ] The Redevelopment Plan 1 C. [ §103 ] The Project Area 1 D. [ §104] The Site 1 E. [ §105] Parties to the Agreement 2 3.. [ §106] The Agency 2 2. 161071 The Developer 2 3 . [ §108] Prohibition Against Change in Ownership, Management and Control of Developer 2 F. [ §109 ] Good Faith Deposit 4 II . [ 6200] ASSEMBLY OF THE SITE 4 A. [ §201] Disposition. of Sales Parcel. 4 B. [ §202] Escrow 5 C. [ 5203 ] Conveyance of Title and Delivery of Possession 8 D. [ §204] Form of Deed for the Conveyance 8 E. [ §205] Condition of Title 9 i T . F. 1 §2061 Agency Option 9 G. 1 §2071 Time for and Place of Delivery of Deed 10 H. [ §208) Recordation of Deed 10 I . [ §209) Title Insurance 10 J. 1 §2101 Taxes and Assessments 10 K. [ §211] Occupants of the Sales Parcel 21 L. [ §212 ] Condition of the Sales Parcel' 11 M. [ §213 ] Preliminary Work • 11 N. [ §2141 Conditions Precedent to the Conveyance 12 0. [ §2151 Zoning of the Sales Parcel and the Participating Parcel 12 III . [ 93001 DEVELOPMENT OF THE SITE 13 A. 1 §3011 Development of the Site by the Developer 13 1. [ §3021 Scope of Development 13 2. ( §3031 Construction Drawings and Related Documents 13 3 . 1 §3041 Agency Approval of Plans, Drawings, and Related Documents 14 4 . [ §305) Cost of Construction 15 5. [ §306] Ccnstruction Schedule 15 6. [ §3071 Bodily Injury and Property Damage Insurance 15 7. [ §308) City and Other Govern- mental Agency Permits 16 8. [ §309) Rights of Access 16 9. [ §310] Local, State and Federal Laws 17 10. 1 §3111 Antidiscrimination During Construction 17 ii 1 B. [ §3121 Taxes, Assessments, Encumbrances and Liens 17 C. [ §313] Prohibition Against Transfer of the Site, the Buildings or Structures Thereon and Assignment of Agreement 18 D. [ §314) Mortgage, Deed of Trust, Sale and Lease-Bach: Financing; Rights of Holders 18 1 . [ 6315) No Encumbrances Except Mortgages, Deeds of Trust, or Sale and Lease-Sack for Development 18 2 . [ §3161 Hclder Not Obligated to Ccnstruct Improvements 19 3 . [ §317] Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure 19 4 . [ §318) Failure of Holder to Complete Improvements 19 S. [ §319) Right of the Agency to Cure Mortgage or Deed of Trust Default 20 E. [ §320] Right of the Agency to Satisfy Other Liens on the Site After Title Passes 21 F. [ 6321) Certificate of Completion 21 IV. ( §400) USE OF THE SITE 22 A. [ §401] Uses 22 B. [ §402) Maintenance of the Site 24 C. [ §403 ] Rights of Access 24 D. [ §404] Effect of Violation of the Terms and Provisions of this Agreement After Completion of Construction 24 iii V. [ §500] GENERAL PROVISIONS 25 A. [ §501] Notices, Demands and Communica- tions Between the Parties 25 B. [ 6502 ] Conflicts of Interest 25 C. [ §503 ] Enforced Delay; Extension of Tames of Performance 26 D. [ §504] Nonliability of Officials and Employees of the Agency 27 E. [ §505] , Inspection of Books and Records 27 VI . [ §600] DEFAULTS AND REMEDIES •27 ' A. [ 6601] Defaults--General 27 B. [ §602] Legal Actions 27 1. [ §603 ] Institution of Legal Actions 27 2. [ §604] Applicable Law 28 3. [ §605] Acceptance of Service of Process 28 C. [ §606] Rights and Remedies Are Cumulative 26 D. [ §607] Inaction Not a Waiver of Default 28 E. [ 5608] Remedies and Rights Prior to Conveyance 28 1 . - [ §609] Damages 28 2 . [ §610] Specific Performance 29 3 . [ §611] Termination by the Developer 29 4. [ 6612] Termination by the Agency 29 i� 1 F. [ §6131 Remedies of the Parties for Default After Passage of Title and Prior to Completion of Construction 30 1. [ §614] Termination and Damages 31 2. [ §615] Action for Specific Performance 31 VII . [ 57001 SPECIAL PROVISIONS 31 A. 157011 Submission of Documents to the . Agency for Approval 31 B. [ §702] Agency Right to Acquire in the Event of Default by the Developer 31 C. 1 §7031 Agency Demolition of Sales Parcel 32 D. [ §704] Real Estate Commissions 32 E. [ §705 ) Successors in Interest 32 F. ( 5706) Amendments to this Agreement 33 VIII. [ §8001 ENTIRE AGREEMENT, WAIVERS 33 IX. [ 6900] TIME FOR ACCEPTANCE OF AGREEMENT BY I%GENCY 33 ATTACHMENTS Attachment No. 1 Site Map Attachment No. 2 Legal Description Attachment No. 3 Schedule of Performance Attachment No. 4 Grant Deed Attachment No. 5 Scope of Development Attachment No. 6 Certificate of Completion V DISPOSITION AND DEVELOPMENT AGREEMENT THIS AGREEMENT is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH (the "Agency") and PHILIP ZISAKIS and ROXANNE ZISAKIS, husband and wife (collectively the "Developer" ) . The Agency and the Developer hereby agree as follows: I . [ §100] SUBJECT OF AGREEMENT A. [ §101 ] Purpose of Agreement The purpose of this Agreement is to effectuate they Redevelopment Plan (as hereinafter defined) for the Oakview Project (the "Project") by providing for the disposition and - development of certain property situated within the Project Area (the "Project Area" ) of the Project. That portion of the Project Area to be developed pursuant to this Agreement (the "Site" ) is depicted on the "Site Map", which is attached hereto as Attachment No. 1 and incorporated herein by reference. This Agreement is entered into for the purpose of developing the Site and not for speculation in land holding. Completing the development on the Site pursuant to this Agreement 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 ] The Redevel02m\-nt Plan The Redevelopment Plan was approved and adopted on November 1, 19 82 by Ordinance No. 2582 of the City Council of the City of Huntington Beach; said ordinance and the Redevelopment Plan as so approved (the "Redevelopment Plan" ) are incorporated herein by reference. C. [ §103 ) The Project Area The "Project Area" is located in the City of Huntington Beach, California (the "City") the exact boundaries of which are specifically described in an instrument recorded July 12 , 19 89 , No. 89-368003 Official Records of Orange County which instrument is incorperated herein by reference and made a part hereof. D. [ §104] The Site The Site is that portion of the Project Area designated on the Site Map (Attachment No. 1) and described in the "Legal Description", which is attached hereto as Attachment No. 2 and is incorporated herein by reference. The Site consists of the following: 1. That certain portion of the Site which is designated on the Site Map (Attachment No. 1) as the "Participating Parcel"; and 2. That certain portion of the Site which is designated on the Site Map (Attachment No. 1) as the "Sales Parcel" . E. [ §105] Parties to the Agreement 1. 1 §1061 The Agency The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under Chapter 2 of the Community Redevelopment Law of the State of California. The principal office of the Agency is located at City Hall, 2000 Main Street, Huntington Beach, California 92648. "Agency", as used in this Agreement, includes the Redevelopment Agency of the City of Huntington Beach, and any assignee of or successor to its rights, powers and responsibilities. 2. ( §107) The Developer The Developer is Philip Zisakis and Roxanne Zisakis, husband and wife. The principal office and mailing address of the Developer for the purposes of this Agreement is: Philip Zisakis c/o National Auto Glass Company 17131 Beach Boulevard Huntington Beach, CA 92647 - 3. [ §108J Prohibitxon_AcLainst Chan ecLin Ownership, Management and Control of Developer The qualifications and identity of the- Developer 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 Developer. No voluntary or involuntary successor in interest of the Developer shall acquire any rights or powers under this Agreement except as expressly set forth herein. 10-25-89 5551n/2460/37 -2- , The Developer shall not assign all or any part of this Agreement or any rights hereunder or without the prior written approval of the Agency. The Agency shall not unreasonably withhold its approval of an assignment or use of a partnership which includes Philip Zisakis and/or Roxanne Zisakis as a general partner, provided that: (1) the assignee partnership shall expressly assume the obligations of the Developer pursuant to this Agreement in writing satisfactory to the Agency; (2) the original Developer shall remain fully responsible for the performance and liable for the obligations of the Developer pursuant to this Agreement; and (3) the assignee (or partnership) is financially capable of performing the duties and discharging the obligations it is assuming. Developer shall only sell, transfer, convey or assign the Site as a whole and is not permitted to subdivide - the Site for the duration of the Redevelopment Plan without prior consent of the Agency. In the event that, contrary to or pursuant to the provisions of this Agreement, the Developer does sell, transfer, convey, or assign any part of the Site or the buildings or structures thereon prior to the issuance of a Certificate of completion for the Site, the Agency shall be entitled to increase the purchase price paid by the Developer for the Sales Parcel by the amoun't that the consideration payable for such assignment or transfer is in excess of the purchase price paid by the Developer plus the cost of improvements and development, including carrying charges and costs related thereto. The consideration payable for such assignment or transfer to the extent it is in excess of the amount so authorized, shall belong and be paid to the Agency and .until so paid the Agency shall have a lien on the site and any part involved for such amount. In the absence of specific written agreement by the Agency, no such transfer, asssignment or approval by the Agency shall be deemed to relieve the Developer or any other party from any obligation under this Agreement. All of the terms, covenants and conditions of this Agreement shall be binding upon and shall inure to the benefit of the Developer and the permitted successors and assigns of the Developer. Whenever the term "Developer" is used herein, such term shall include any other permitted successors and assigns as herein provided. The restrictions of thin Section 108 shall terminate and be of no further force and effect upon issuance by the Agency of a Certificate of Completion for all improvements to be provided by the Developer pursuant to this Agreement as described in Section 321 of this Agreement. 10-25-89 5551n/2460/37 -3- V F. [ §109] Good Faith Deposit The Developer has, prior to the approval of this Agreement by the Agency, delivered to the Agency a good faith deposit in the amount of Twenty-Five Thousand Dollars ($25,000) (the "Good Faith Deposit") as security for the performance of the obligations of the Developer to be performed prior to the return of the deposit to the Developer, or its retention by the Agency as liquidated damages in accordance with the provisions of this Agreement. The receipt of the Good Faith Deposit is hereby acknowledged by the Agency. The Good Faith Deposit, at the option of the Developer, may be in the form of (i) cash; or (fi) cashier' s or certified check. The Developer may change the form of the deposit from time to time, at its option, to any other of the permitted forms of deposit. The deposit, if cash or certified or cashier's check, shall be deposited in an account of the Agency in a bank or trust company selected by it. Upon termination of this Agreement as provided in Section 612 of this Agreement, the Good Faith Deposit, including all interest payable thereon after such termination, or, if a surety bond, the proceeds thereof, shall be retained by the Agency as provided therein. Upon termination of this Agreement as provided in Section 611 of this Agreement, the Good Faith Deposit shall be returned to the Developer by the Agency, as provided therein. The Agency shall be under no obligation to earn interest on the Good Faith Deposit. Upon termination of this Agreement or completion of the "Developer Improvements" (as hereafter defined in Section 302 cf this Agreement) , interest earned shall be retained by or returned to the party entitled to the retention or return of the Good Faith Deposit. If the "Conveyance" (as defined in Section 204) is effected pursuant to this Agreement, the Agency shall return the Good Faith Deposit (together with any interest earned thereon) to the Developer. II . [ §200] ASSEMBLY OF THE SITE A. [ §201 ] Disposition of the Sales Parcel The Developer shall purchase from the Agency the Sales Parcel; in accordance with and subject to all of the terms, covenants and conditions of this Agreement, the Agency 10-25-89 5551n/2460/37 -4- agrees to sell to the Developer the Sales Parcel. Thereupon, the Developer agrees to and shall develop the Site within the times, for the uses and subject to the terms, conditions and l provisions as hereinafter provided. chase Price for the Sales Parcel shall be Two Hundred ! "Thousand, -24-m-4 Dollars payable in cash at close of escrow. n addition to the consideration set forth in thi.s Section 201, the Developer shall pay all of those costs, charges, fees and expenses as hereafter expressly provided to �e paid by Developer pursuant to this Agreement and shall, at its cost, provide all .of the improvements required by this t k Agreement to be provided by the Developer (the "Developer 1� Improvements" ) . l B. ( §202 ) Escrow The Agency agrees to open an escrow (the "Escrow") with Tiempo Escrow, or with another mutually agreeable escrow company (the "Escrow Agent") , by the time established therefor in the Schedule of Performance (Attachment No. 3) . The escrow described in this Section 202 shall be referred to as the "Escrow", and the conveyance provided for in this Section 204 shall be referred to as the "Conveyance" . This Agreement constitutes the joint basic escrcw instructions of the Agency and the Developer for the Conveyance, and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the Escrow. The Agency and the Developer shall provide such additional escrow instructions as shall be necessary for and consistent with this Agreement. The Escrow Agent is hereby empowered to act under this Agreement, and the Escrow Agent, upon indicating within five (5) days after the opening of the Escrow its acceptance of the provisions of this Section 204, in writing, delivered to the Agency and the Developer, shall carry out its duties as Escrow Agent hereunder. Upon delivery of the "Grant Deed" (as hereafter defined) to the Escrow Agent by the Agency pursuant to Section 207 of this Agreement, the Escrow Agent shall record such Deed when title can be vested in the Developer in accordance with the terms and provisions of this Agreement. The Developer shall accept conveyance of title or possession of the Sales Parcel as provided in the Schedule of Performance (Attachment No. 3) . The Escrow Agent shall pay any applicable transfer tax. Any insurance policies covering the Sales Parcel or any parcel are not to be transferred. 10-25-89 5551n/2450/37 -5- The Developer shall pay in escrow to the Escrow Agent the following fees, charges and costs promptly after the Escrow Agent has notified the Developer of the amount of such fees, charges and costs, but not earlier than ten (10) days prior to the scheduled date for closing the Escrow: 1. One-half (1/2) of the escrow fee; and 2. That portion of the premium for the title insurance policy to be paid by the Developer as set forth in Section 209 of this Agreement. The Developer shall also deposit with the Escrow Agent any balance due as all or part of the Purchase Price by the time established therefor in the Schedule of Performance (Attachment No. 3) . The Agency shall pay in escrow to the Escrow Agent the following fees, charges and costs promptly after the Escrow Agent has notified the Agency of the amount of such fees, charges and costs, but not earlier than ten (10) days prior to the scheduled date for closing the Escrow: 1. One-half (1/2) of the escrow fee; 2. Cost of drawing the deed; 3. Recording fees; 4. Notary fees; 5. Any State, County or City documentary stamps; 6. Any transfer tax; 7. That portion of the premium for the title insurance policy to be paid by the Agency as set forth in Section 209 of this Agreement; and 8. Ad valorem taxes, if any, upon the Sales Parcel for any time prior to transfer of title. The Agency shall timely and properly execute, acknowledge and deliver a deed in substantially the' form of the "Grant Deed" (which is attached to this Agreement as Attachment No. 4 and is incorporated herein) , together with an estoppel certificate certifying that the Developer has completed all acts (except deposit of the Purchase Price) necessary to entitle the Developer to such conveyance, if such be the fact. 10-25-89 5551n/2460/37 -6- The Escrow Agent is authorized to: 1 . Pay, and charge the Agency and Developer, respectively, for any fees, charges and costs payable under this Section 202 of this Agreement. Before such payments or charges are made, the Escrow Agent shall notify the Agency and the Developer of the fees, charges and costs necessary to clear title and close the Escrow. 2. Disburse funds and deliver the deed and other documents to the parties entitled thereto when the conditions of this Escrow have been fulfilled by the Agency and the Developer. Funds deposited as part of the Purchase Price shall not be disbursed by the Escrow Agent unless and until the Escrow Agent has recorded the Grant Deed (Attachment No. 4) and has delivered to the Developer a title insurance policy insuring title and conforming to the requirements of Section 209 of this Agreement. 3 . Record any instruments delivered through this Escrow, if necessary or proper, to vest title in the Developer in accordance with the terms and provisions of this Agreement. All funds received in this Escrow shall be deposited by the Escrow Agent, with other escrow funds of the Escrow Agent in an interest earning 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 general escrow account or accounts. All disbursements shall be made by check of the Escrow Agent. All adjustments are to be made on the basis of a thirty (30) day month. If this Escrow is not in condition to close on or before the time for conveyance established in Section 203 of this Agreement, either party who then shall have fully performed the acts to be performed before the conveyance of title may, in writing, demand from the Escrow Agent the return of its money, papers or documents deposited with the Escrow Agent. No demand for return shall be recognized until ten (10) days after the Escrow Agent shall have mailed copies of such demand to the other party or parties at the address of its or their principal place or places of business. Objections, if any, shall be raised by written notice to the Escrow Agent and to the other party within the ten (10) day period, in which event the Escrow Agent is authorized to hold all money, papers and documents with respect to the Site until instructed by a 10-25-B9 5551n/2460/37 -7- mutual agreement of the parties or by a court of competent jurisdiction. If no such demands are made, the Escrow shall be closed as soon as possible. The Escrow Agent shall not be obligated to return any such money, papers or documents except upon the written instructions of both the Agency and the Developer or until the party entitled thereto has been determined by a final decision of a court of competent jurisdiction. Any amendment to these Escrow instructions shall be in writing and signed by both the Agency and the Developer. At the time of any amendment, the Escrow Agent shall agree to carry out its duties as Escrow Agent under such amendment. All communications from the Escrow Agent to the Agency or the Developer shall be directed to the addresses and in the manner established in Section 501 of this Agreement for notices, demands and communicaticns between the Agency and the Developer. The liability of the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Sections 202 to 209, both inclusive, of this Agreement. C. [ §203] Conveyance of Title and Delivery of Possession Subject to any extensions of time mutually agreed upon between the Agency and the Developer, the Conveyance shall be completed on or prior to the date specified therefor in the Schedule of Performance (Attachment No. 3) . Said Schedule of Performance (Attachment No. 3) is subject to revision from time to time as mutually agreed upon in writing between the Developer and the Agency. The Agency and the Developer agree to perform all acts necessary to conveyance of title in sufficient time for title to be conveyed in accordance with the foregoing provisions. Possession shall be delivered to the Developer concurrently with the conveyance of title, except that limited access may be permitted before conveyance of title as permitted in Section 213 of this Agreement. The Developer shall accept title and possession on or before the date established in the Schedule of Performance (Attachment No. 3) for the Conveyance. D. [ §204] Form of Deed for the Conveyance The Agency shall convey to the Developer title to the Sales Parcel, excepting therefrom mineral rights, in the condition provided in Section 205 of this Agreement by grant deed in the fore of the Grant Deed (Attachment No. 4) . 10-25-89 5551n/2460/37 -8- E. [ §205] Condition of Title The Agency shall convey to the Developer fee simple merchantable title to the Sales Parcel, excepting therefrom mineral rights, free and clear of all recorded or unrecorded liens, encumbrances, covenants, assessments, easements, leases and taxes, except for covenants and easements of record at the time of execution of this Agreement which the Developer has approved in writing, the Redevelopment Plan, the provisions contained in the Grant Deed (Attachment No. 4) and such other encumbrances to which the Developer may consent; provided further that the Agency shall retain and Developer shall convey access easements as shown on the Site Map (Attachment No. 1) ("Agency Access Easement") for the benefit of the Agency and the adjacent properties shown on the Site Map (Attachment No. 1) (the "Benefitted Properties") . The condition of title shall be compatible with and not preclude development of the "Developer Improvements" (as hereafter defined) , and the Developer shall review the easement prior to and as a condition of closing consistent with the foregoing. The parties shall act reasonably in evaluation of any encumbrances and shall act diligently and promptly to conform the condition of title to that required for the Developer to proceed with development of the Developer Improvements. In no event shall the Developer be required to accept title subject to a deed of trust or mortgage. The Agency shall reserve and except from the Conveyance all interest of the Agency in oil, gas, hydrocarbon substances and minerals of every kind and character lying more than 500 feet below the surface, together with the right to drill into, through, and to use and occupy all parts of the Sales Parcel lying more than 500 Feet below the surface thereof for any and all purposes incidental to the exploration for and production of oil, gas, hydrocarbon substances or minerals from said site or other lands, but without, however, any right to use either the surface of the Sales Parcel or any portion thereof within 500 feet of the surface for any purpose or purposes whatsoever. F. ( §206] Agency Option Developer hereby grants to Agency the option ( "Agency Option") to reacquire that portion of the Site reflected on the Site Map (Attachment No. 1) as the "Option Parcel" pursuant to and subject to the terms set forth in the form of grant deed attached hereto as Attachment No. 7 (the "Option Grant Deed") . Developer shall execute and deposit the Option Grant Deed into a separate escrow established with the Escrow Agent prior to conveyance of U.e Sales Parcel from Agency to Developer. At the same time Developer submits the executed Option-Grant Deed to the Escrow Agent, it shall execute escrow instructions which provide as follows: 10-25-89 5551n/246O/37 -9- 1. The Option Grant Deed shall be delivered to the Agency only in the event Agency first provides written certification to the Escrow Agent that it has approved a disposition and development agreement or owner participation agreement or other development entitlement (the "Agency Approval" ) providing for the construction of a development on the Option Parcel, which development is required by recorded instrument to provide nine (9) nan-exclusive parking spaces, free of charge and without time-of-day restrictions, in perpetuity for use by employees or patrons of the development on the Site. 2 . The instrument to be recorded shall also provide that no charges of any kind are to be levied against the users . of said nine (9) non-exclusive parking spaces 'for use of said spaces, nor against Developer for any maintenance, expense or other costs of building, operating or maintaining the development pursuant to the Agency Approval. 3. The instrument to be recorded shall also provide that the owner and/or operator of the development pursuant to the Agency Approval will permit the use of parking, facilities within said development by employees and patrons of the development on the Site equal to the rights and costs to members of the general public to use such parking facilities. 4. If Agency has not provided a certification meeting the requirments set forth in this Section 206 within three (3) years of the execution of this Agreement by Agency, the Escrow Agent shall return the Option Grant Deed to Developer and Agency shall have no further right to reacquire the Option Parcel pursuant to the option created by this Section 206. C. 1 §207] Time for and Place of Delivery of Deed Subject to any mutually agreed upon extension of time, the Agency shall deposit the Grant Deed (Attachment No. 4) with the Escrow Agent on or before the date established for the date of the Conveyance pursuant to the Schedule of Performance (Attachment No. 3) . H. ( 5208] Recordation of Deed The Escrow Agent shall file the Grant Deed for recordation among the land records in the Office of the County Recorder for Orange County, and shall deliver the Purchase Price to the Agency after delivery to the Developer of a title insurance policy insuring title in conformity with Section 209 of this Agreement. 10-25-89 5551n/2460/37 -10- • I r ! y I . [ §209] Title Insurance Concurrently with recordation of the Grant Deed (Attachment No. 4) conveying title to the Site, First American Title, (the "Title Company" ) , shall provide and deliver to Developer a title insurance policy issued by the Title Company insuring that the title to the Sales Parcel is vested in Developer in the condition required by Section 205 of this Agreement. The Title Company shall provide the Agency with a copy of the title insurance policy and the title insurance policy shall be for the amount of the Purchase Price. The Agency shall bear that amount equal to the cost of a standard ALTA policy for the Purchase Price. All additional costs incurred for or related to such title insurance shall be borne solely by the Developer. The Developer may, at its option and at its cost, obtain coverage in excess of the Purchase Price and may obtain endorsements or an ALTA policy. All costs for title insurance with respect to the Participating Parcel shall be borne solely by the Developer. J. 1 §210] Taxes and Assessments Ad valorem taxes and assessments, if any, on the Sales Parcel, levied, assessed or imposed for any period commencing prior to conveyance of title, shall be borne by Agency, and any of such taxes imposed after conveyance of title to the Sales Parcel (and ad valorem taxes and assessments, if any, on the Sales Parcel., and taxes upon the Agreement or the Agreement) shall be borne by the Developer. All other taxes on the Sales Parcel, and all taxes with respect to the Participating Parcel, whenever assessed, shall be borne by the Developer. K. 1 §2111 4ccu2ants _of the Sales Parcel Possession of the Sales Parcel shall be delivered to the Developer and title shall be conveyed to it with no possessory rights or possession by others except as set forth in Section 206 hereof. L. ( 6212 ] Condition of the Sales Parcel It shall be the sole responsibility of the Developer, at Developer` s expense, to investigate and determine the soil conditions of the Sales parcel for the development to be constructed by Developer. If the soil conditions of the Sales Parcel are not in all respects entirely suitable for the use or uses to which the Sales Parcel will be put," then it is the sole responsibility and obligations of Developer to take such action 10-25-89 5551n/2460/37 -11- as may be necessary to place the Sales parcel in a condition entirely suitable for the development of the Sales Parcel and the Participating Parcel. After the close of escrow, the Developer agrees to indemnify, hold harmless, and defend the City and/or Agency for any claims which may be asserted against the City and/or the Agency under the Comprehensive Environmental Response, Compensation and Liability Act; as amended, (42 U.S.C. §9601 et seg. ) ("CERCLA" ) and/or any other federal or state remedial environmental legislation which claims are based on the fact that the City or Agency held title to the Site. M. [ §2133 Preliminary_Wcrk Prior to the conveyance: of title, representatives -of ' Developer shall have the right of access to the Sales Parcel at all reasonable times for the purpose of obtaining data and making surveys and tests necessary to carry out this Agreement. Any preliminary work undertaken on the Sales Parcel by Developer prior to conveyance of title thereto shall be done only after written consent of the Agency, - which consent shall not be unreasonably withheld, and at the sole expense of Developer. The Developer shall save and protect the Agency and the City against any claims resulting from all preliminary work, access or use of the Saleh Parcel undertaken pursuant to this Section 213. Copies of data, surveys and tests obtained or made by the Developer on the Sales Parcel pursuant to this Section 213 shall be filed with the Agency within fifteen (15) days after receipt by the Developer. Any preliminary work by the Developer shall be undertaken only after securing any necessary permits from the appropriate governmental agencies. N. 4 §214] Conditions Precedent to the Conveyance Prior to and as conditions to the close of escrow for the Conveyance, the Developer shall complete each of the following by the respective times established therefor in the Schedule of Performance (Attachment No. 3) : 1. the Developer deposits the Good Faith Deposit with the Agency; 2. the Developer has paid into Escrow all funds constituting the Purchase Price; 3. the Developer shall not be in material default of this Agreement and shall have obtained building permits for the Developer Improvements; 10-25-89 5551n/2460/37 -12- 4. the Developer provides proof satisfactory to the Agency that the Developer has obtained a binding loan commitment (for each of construction and take-out financing) for all of the Developer Improvements; S. the Developer provides satisfactory proof (a copy of a preliminary title report) that the title to the Participating Parcel is vested in the Developer; and 6. the Developer provides proof of insurance (certificates) conforming to Section 307 of this Agreement. The foregoing items numbered 1 to 6, inclusive, together constitute the "Conditions Precedent to the Conveyance. " O. I §2151 Zoning of the Sales Parcel and the Participating Parcel T The Developer shall be responsible to make appropriate application to the City of Huntington Beach ("City") to satisfy all provisions of the California Subdivision Map Act (Government Ccde Section 66410, et sect. ) and local enactments pursuant thereto applicable with respect to the development of the Site. Agency agrees to cooperate with the Developer and the City in all such land use applications, including co-signing as applicant prior to conveyance of the Site, so long as said applications are consistent with the development contemplated by this Agreement. III. 1 §3001 DEVELOPMENT OF THE SITE A. 163011 Development of the Site by the Developer 1. 1 §3021 Sca a of Development The Site shall be developed as provided in the "Scope of Development", attached hereto as Attachment No. 5 and incorporated herein. The development shall include any plans and specifications submitted to Agency for approval, and shall incorporate or show compliance with all applicable California Environmental Quality Act mitigation measures. 10-25-89 5551n/2460/37 -13- 2. [ §303) Construction Drawin s and Related Documents By the time set forth therefor in the Schedule of Performance (Attachment No. 3 ) , the Developer shall prepare and submit to the Agency, construction drawings, landscape plan, and related documents for development of the Site for architectural review and written approval. Approval of the drawings and specifications, as provided in the Schedule of- Performance (Attachment No. 3) , will be granted by the Agency if they conform to the Scope of Development (Attachment No. 5) . Any items so submitted and approved in writing by the Agency shall not be subject to subsequent disapproval. The landscaping, and finish grading plans shall be prepared by a professional landscape architect who may be - the same firm as the Developer' s architect. Within the tines established in the Schedule of Performance (Attachment No. 3) , the Developer shall submit to the Agency for approval the name and qualifications of its landscape architect. During the preparation of all drawings and plans, staff of the Agency and the Developer 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 Developer shall communicate and consult informally as frequently as is necessary to insure that the formal submittal of any documents to the Agency can receive prompi and speedy consideration. Except as expressly provided in Section 215 of this Agreement, Developer shall make application to the Department of Community Development of the City of Huntington Beach for all approvals necessary under the statutes, code, ordinances and resolutions of the City of Huntington Beach and any other statutes(s) or code(s) applicable to the Developer Impovements which requires approval, including, but not limited to, all approvals for permits, licenses, and certificates of occupancy. If any revisions or corrections shall be required by the City Department of Community Development or any other official, agency, department, division or bureau of the City of Huntington Beach having jurisdiction, the Developer and the Agency shall cocperate to accommodate such requirements. 3 . [ 004) Agency Approval of Plans, Drawings, and Related Documents The Agency shall have the right of architectural and planning review of all plans and submissions including any changes therein. 10-25-89 5551n/2460/37 -14- Provided that the submissions by the Developer 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 Ferformance (Attachment No. 3) . Failure by the Agency to either approve or disapprove within the times established in the Schedule of Performance (Attachment No. 3) shall be deemed an approval. Any disapproval shall state in writing the reasons for disapproval. The Developer, 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. 3) . If the Developer desires to make any substantial changes in the construction plans after their approval by the Agency, the Developer shall submit the proposed change to the Agency for its approval. If the construction plans, as modified by the proposed change, conform to the requirements of Section 304 of this Agreement and the Scope of Development (Attachment No. 5) the Agency shall approve the proposed change and notify the Developer in writing within 30 days after submission to the Agency. Such change in construction plans shall, in any event, be deemed approved by the Agency unless rejected, in whole or in part, by written notice thereof by the Agency to the Developer, setting forth the reasons therefor, and such rejection shall be made within said 30-day period. 4. [ 5305J Cost of Construction The cost of developing the Site and constructing all improvements thereon shall be borne by the Developer, except for the work expressly set forth in the Agreement to be performed by the Agency or others. S. [ §306] Construction Schedule After the Conveyance, the Developer shall promptly begin and thereafter diligently 'prosecute to completion the construction of the Developer Improvements and the development of the Site. The Developer shall begin and complete all construction and development within the times specified in the Schedule of Performance (Attachment No. 3) . 6. [ §307] Bodily Injury and Property Damage Insurance The Developer shall defend, assume all responsibility for and hold the Agency, its officers .and employees, harmless from, all clams or suits for, and damages to, property and injuries to persons, including accidental 20-25-89 5551n/2460/37 -15- • 1 death (including attorneys fees and costs) , which may be caused by any of the Developer' s activities under this Agreement, whether such activities or performance thereof be by the Developer or anyone directly or indirectly employed or contracted with by the Developer and whether such damage shall accrue or be discovered before or after termination of this Agreement. The Developer shall take out and maintain during the life of this Agreement, a comprehensive liability policy in the amount of One Million Dollars ($1,000,000) combined single limit policy, consistent with the City' s present policy on insurance, as shall protect the Developer, City and Agency from claims for such damages. The Developer shall furnish a certificate of insurance countersigned by an authorized agent of the insurance carrier on a form of the insurance carrier setting forth the general provisions of the insurance coverage. This countersigned certificate shall name the City and the Agency and their respective offices, agents, and employees as additional insureds under the policy. The certificate by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify City and the Agency of any material change, cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation or termination. Coverage provided hereunder by the Developer shall be primary insurance and not contributing with any insurance maintained by the Agency or City, and the policy shall contain such an endorsement. The insurance policy or the certificate of insurance shall contain a waiver of subrogation for the benefit of the City and the Agency. The required certificate shall be furnished by the Developer at the time set forth therefor in the Schedule of Performance (Attachment No. 3) . The Developer shall also furnish or cause to be furnished to the Agency evidence satisfactory to the Agency that any contractor with whom it has contracted for the performance of work on the Site cr otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. The obligations set forth in this Section shall remain in effect only until a final Certificate of Completion has been furnished for all of the Developer Improvements as hereafter provided in Section 321 of this Agreement. 7. [ §3081 City and Other Covernmental Agency Permits Before commencement of construction or development of any buildings, structures or other works of improvement upon the Site or within the Project Area, the 10-25-89 5551n/2460/37 -16- Developer shall, at its own expense, secure or cause to be secured any and all permits which may be required by the City or any other governmental agency affected by such construction, development or work. It is understood that the Developer' s obligation is to pay all necessary fees and to timely submit to the City final drawings with final corrections to obtain a building permit; the Agency will, without obligation to incur liability or expense therefor, use its best efforts to expedite issuance of building permits and certificates of occupancy for construction that meets the requirements of the City Code. 8. [ §309] Rights of Access For the purpose of assuring compliance with this Agreement, representatives of the Agency and the City shall have the right of access to the Site, without charges or fees, at normal construction hours during the period of construction for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed in constructing the improvements, so long as they comply with all safety rules. Such representatives of the Agency or of the City shall be those who are so identified in writing by the Executive Director of the Agency. The Agency shall hold the Developer harmless from any bodily injury cr related damages arising out of the activities of the Agency and the City as referred to in this Section 309. The Developer and •the Agency agree to cooperate in placing and maintaining on the Site one sign indicating the respective parts of the Developer and the Agency in the Project. The cost of the sign shall be borne solely by the Developer. The Developer may additionally erect and maintain one sign pertaining to the leasing of the Site, which may be maintained for a reasonable period of time to initially accomplish its leasing purpose. 9. 1 §3101 Local, State and Federal Laws The Developer shall carry out the construction of the improvements in conformity with all applicable laws, including all applicable federal and state labor standards, provided, however, Developer and its contractors, successors, assigns, transferees, and lessees are not waiving their rights to contest any such laws, rules or standards. 10. [ §311] Antidiscrimination During Construction The Developer, for itself and its successors and assigns, agrees that in the construction of the improvements provided for in this Agreement, the Developer will not 10-25-89 5551n/2460/37 -17- discriminate against any employee or applicant for employment because of race, color, creed, religion, age, sex, marital status, handicap, national origin or ancestry. B. 1 §3121 Taxes, Assessments, Encumbrances and Liens The Developer shall pay when due all ad valorem taxes and assessments on the Site and levied subsequent to a conveyance of title to the Site. Prior to issuance of a Certificate of Completion pursuant to Section 321, the Developer shall not place or allow to be placed on the Site or any part thereof any mortgage, trust deed, encumbrance or lien other than as expressly allowed by this Agreement. The Developer shall remove or have removed any levy or attachment made on any of the Site or any part thereof, or assure the satisfaction thereof within a reasonable time but in any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit the Developer from contesting the validity or amounts of any tax assessment, encumbrance or lien, nor to limit the remedies available to the Developer in respect thereto. C. 1 §3131 Prohibition Against Transfer of the Site, the Buildings or Structures Thereon and Assignment of Agreement Prior to the issuance •by the appropriate governmental authority of a Certificate of Completion (pursuant to Section 321 of this Agreement) as to any building or structure, the Developer shall not, except as permitted by this Agreement, without prior approval of the Agency, make any total or partial sale, transfer, conveyance, assignment or lease of the whole or any part of the Site or of the buildings or structures on the Site. This prohibition shall not be deemed to prevent the granting of .temporary or permanent easements or permits to facilitate the development of the Site or to prohibit or restrict the leasing of any part or parts of a building or structure for occupancy for a term commencing upon completion. D. 1 §3141 Mortgage,_Deed of Trust, Sale and Lease-Back Financing; Rights of Holders 1. 1 §3151 No Encumbrances Except Mortgages, Deeds of Trust, or Sale and Lease-Back for Development Mortgages, deeds of trust and sales and leases-back are to be permitted before completion of the construction of the improvements, but only for the purpose of 10-25-89 5551n/2460/37 -18- securing loans of funds to be used for financing the acquisition of the Site, the construction of improvements on the Site, and any other purposes necessary and appropriate in connection with development under this Agreement. The Developer shall notify the Agency in advance of any mortgage, deed of trust or sale and lease-back financing, if the Developer proposes to enter into the same before completion of the construction of the improvements on the Site. The words "mortgage" and "trust deed" as used hereinafter shall include sale and lease-back. The.Developer shall not enter into any such conveyance for financing without the prior written approval of the Agency, which approval Agency agrees to give if any such conveyance for financing is given to a responsible financial or lending institution or other acceptable person or entity and such lender shall be deemed approved unless rejected in writing by the Agency within fifteen (15) days after notice thereof is given to the Agency. 2. [ §3161 Holder Not Obligated to Construct Improvements The holder of any mortgage or deed of trust authorized by this Agreement shall not be obligated by the provisions of this Agreement to construct or complete the improvements or to guarantee such construction or completion; nor shall any covenant or any other provision in the deed for the Site be construed so to obligate such holder. Nothing in this Agreement shall be deemed to construe, permit or authorize any such holder to devote the Site to any uses or to construct any improvements thereon, other than those uses or improvements provided for or authorized by this Agreement. 3. 1 §3171 Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure With respect to any mortgage or deed of trust granted' by Developer as provided herein, whenever the Agency shall deliver any notice or demand to Developer with respect to any breach or default by the Developer in completion of construction of the improvements, the Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement a copy of such notice or demand. Each such holder shall (insofar as the rights of the Agency are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the 10-25-89 5551.n/2460/37 -19- construction or completion of the improvements (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer' s obligations to the agency by written agreement satisfactory to the Agency. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates, and submit evidence satisfactory to the Agency that it has the qualifications and financial responsibility- necessary to perform such obligations. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 321 of this Agreement, to a Certificate of Completion (as therein defined) . 4. 16318) Failure of Holder to Coriplete Improvements In any case where, thirty (30) days after default by the Developer in completion of construction of improvements under this Agreement, the holder of any mortgage or deed of trust creating a lien or encumbrance upon the Site or any part thereof has not exercised the option to construct, . or if it has exercised the option and has not proceeded diligently with construction, the Agency may purchase the mortgage or deed of trust by payment to the holder of the amount of the unpaid mortgage or deed of trust debt, including principal and interest and all other sums secured by the mortgage or deed of trust. If the ownership of the Site or any part thereof has vested in the holder, the Agency, if it so desires, shall be entitled to a conveyance from the holder to the Agency upon payment to the holder of an amount equal to the sum of the following: a. The unpaid mortgage or deed of trust debt at the time title became vested in the holder (less all appropriate credits, including those resulting from collection and application of rentals and other income received during foreclosure proceedings) ; b. All expenses with respect to foreclosure; c. The net expense, if any (exclusive of general overhead) , incurred by the holder as a direct result of the subsequent management of the Site or part thereof; d. The costs of any improvements made by such holder; and 10-25-89 5551n/2460/37 -20- e. An amount equivalent to the interest that would have accrued on the aggregate of such amounts had all such amounts become part of the mortgage or deed of trust debt and such debt had continued in existence to the date of payment by the Agency. 5. ( 63191 Right of the Agency to Cure Mort_gage_ or_Deed of Trust Default In the event of a mortgage or deed of trust default or breach by the Developer prior to the completion of the construction of the improvements on the Site or any part thereof and the holder of any mortgage or deed of trust has not exercised its option to construct, the Agency may cure the default. In such event, the Agency shall be entitled to reimbursement from the Developer of all proper costs and expenses incurred by the Agency in curing such default. The Agency shall also be entitled to a lien upon the Site to the extent of such costs and disbursements. Any such lien shall be subject to the construction financing mortgages or deeds of trust. E. [ §320] Right of the Agency to Satisfy Other Liens on the Site After Title Passes After the conveyance of title and prior to the completion of construction, and after the Developer has had written notice and has failed after a reasonable time, but in any event not less than fifteen (15) days, to challenge, cure, adequately bond against, or satisfy any liens or encumbrances on the Site which are not otherwise permitted under this Agreement, the Agency shall have the right but no obligation to satisfy any such liens or encumbrances. F. 15321] Certificate of Completion Promptly after completion of all construction and development required by this Agreement to be completed by the Developer upon the Site in conformity with this Agreement, the Agency shall furnish the Developer with a Certificate of Completion upon written request therefor by the Developer. Such Certificate shall be substantially in the form of Attachment No. 6 hereto. The Agency shall not unreasonably withhold any such Certificate of Completion. Such Certificate of Completion shall be a conclusive determination of satisfactory completion of the construction required by this Agreement upon the Site and the Certificate of Completion shall so state. The Agency may also furnish the Developer with a Certificate of Completion for portions of the improvements upon 10-25-89 5551n/2460/37 -21- the Site as they are properly completed and ready to use if the Developer is not in default under this Agreement. After recordation of such Certificate of Completion, any party then owning or thereafter purchasing, leasing or otherwise acquiring any interest therein shall not (because of such ownership, purchase, lease or acquisition) , incur any obligation or liability under this Agreement except that such party shall be bound by (i) any covenants contained in the Grant Deed (Attachment No. 4) , lease, mortgage, deed of trust, contract, other instrument or transfer, or other documents establishing covenants on the Site in accordance with the provisions of Section 401 of this Agreement, and (ii) the provisions of . Section 703 of this Agreement, which shall be applicable according to its terms. A Certificate of Completion of construction for the entire improvement and development of the Site shall be in such form as to permit it to be recorded in the Recorder' s Office of Orange County. If the Agency refuses or fails to furnish a Certificate of Completion for the Site, or part thereof, after written request from the Developer, -the Agency shall, within thirty (30) days of written request therefor, provide the Developer with a written statement of the reasons the Agency refused or failed to furnish a Certificate of Completion. The statement shall also contain Agency' s opinion of the actions of the Developer must take to obtain a Certificate of Completion. If the reason for such refusal 3s confined to the immediate availability of specific items of materials for landscaping, the Agency will issue its Certificate of Completion upon the posting of a bond by the Developer with the Agency in an amount representing a fair value of the work not yet completed. If the Agency shall have failed to provide such written statement within said thirty (30) day period, the Developer shall be deemed entitled to the Certificate of Completion. Such Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any holder of any mortgage, or any insurer of a mortgage securing money loaned to finance the improvements, or any part thereof. Such Certificate of Completion is not a notice of completion as referred to in the California Civil Code, Section 3093. IV. ] §400] USE OF THE SITE A. ( 6401 ] Uses The Developer covenants and agrees for itself, its successors, its assigns, and every successor in interest to the 10-25-89 5551n/2460/37 -22- Site or any part thereof, that during construction and thereafter, the Developer, such successors and such assignees, shall devote the Site to the uses specified in the Redevelopment Flan, the Grant Deed (Attachment No. 4) and this Agreement for the periods of time specified therein. The foregoing covenant shall run with the land. The Developer 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 Developer 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 Developer shall refrain from restricting the rental, sale or lease of the Site 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 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 10-25-69 5551n/2460/37 -23- 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." B. ( 6402] Maintenance of the Site The Developer shall maintain the improvements on the Site and shall keep the Site free from any accumulation of debris or waste materials. The Developer shall also maintain the landscaping required to be planted under the Scope of Development (Attachment No. 5) in a healthy condition. If, at any time, Developer fails to maintain said landscaping, and said condition is not corrected after expiration of thirty (30) days from the date of written notice from the Agency, either the Agency or the City may perform the necessary landscape maintenance and Developer shall pay such costs as are reasonably incurred for such maintenance. I0-25-89 555In/2460/37 -24- Issuance of a Certificate of Completion by the Agency shall not affect Developer' s obligations under this section. C. [ §403 ] Rights of Access The Agency, for itself and for the City and other public agencies, at their sole risk and expense, reserves the right to enter the Site or any part thereof at all reasonable times for the purpose of construction, reconstruction, maintenance, repair or service of any public improvements or public facilities located on the Site. Any such entry shall be made only after reasonable notice to Developer, and Agency shall indemnify and hold Developer harmless from any costs, claims, damages or liabilities pertaining to any entry. D. [ §404] Effedt of Violation of the Terms and Provisions of this Agreement After Com letion of Construction 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, as to those covenants which are for its benefit. The covenants, contained in this Agreement and the Deeds shall remain in effect for a period of fifteen (15) years after the date of recordation of a Certificate of Completion issued pursuant to Section 321 of this Agreement. The covenants against racial discrimination shall remain in perpetuity. ; 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. 10-25-89 5551n/2460/37 -25- V V. [ §500] GENERAL PROVISIONS A. [ §501] Notices, Demands and Communications Between the Parties Written notices, demands and communications between the Agency and the Developer shall be sufficiently given if delivered by hand (and a receipt therefor is obtained or is refused to be given) or dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of the Agency and the Developer. 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 501.. Any written notice, demand or communication shall •be deemed received immediately if delivered by hand and shall be deemed received on the tenth day from the date it is .postmarked if delivered by registered or certified mail . B. [ §502 ] 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 Developer, 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 Developer or successor or on any obligations under the terms of this Agreement. The Developer warrants that it has not paid or given, and will not pay or give, any third party any money or other consideration for obtaining this Agreement, C. [ §503 ] 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; 10-25-89 5551n/2460/37 -26- litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; 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 --he 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 unde. this Agreement may also be extended in writing by the mutual agreement of Agency and Developer. Developer is not entitled pursuant to this Section 503 to an extension of time to perform because of past, present, or future difficulty in obtaining suitable temporary or permanent financing for the acquisition or development of the Site. D. ( 5504) Nonliabilit of Officials and Em to ees of the Agency No member, official or employee of the Agency or the City shall be personally liable 'to the Developer, 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 Developer or its successor:, or on any obligations under the terms of this Agreement. E. [ §505 ] Inspection of Books and Records The Agency has the right at all reasonable times to inspect the books and records of the Developer pertaining to the Site as pertinent to the purposes of this Agreement. The Developer also has the right at all reasonable times to inspect the public records of the Agency pertaining to the Site as pertinent to the purposes of the Agreement. VI . ( §60D] DEFAULTS AND REMEDIES A. ( 5601 ] Defaults--General Subject to the extensions of time set forth in Section 503, failure or delay by either party to perform any term or provision of this Agreement constitutes a default under 10-25-89 5551n/2460/37 -27- this Agreement. The party who so fails or delays must immediately commence to cure, correct, or remedy such failure or delay, and shall complete such cure, correction or remedy with diligence. The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Except as required to protect against further damages, and except for Sections 312 and 314 of this Agreement, the injured party may not institute proceedings against the party- in default until thirty (30) days after giving such notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. B. ( §6021 Legal Actions 1. [ §6031 Institution_ of Legal Actions In addition to any other rights or remedies and subiect to the restrictions in Section 601, either party may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 2 . [ 6604) A22licable Law The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 3 . 1 §6051 Acceptance of Service of Process In the event that any legal action is commenced by the Developer 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 Developer, service of process on the Developer shall be made by personal service upon the Developer 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. [ §6061 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 10-25-89 5551n/2460/37 -28- 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. [ 5607) 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. E. [ §608] Remedies and Rights of Termination Prior to Conveyance 1. [ §609] Dames. If either party defaults with regard to any of the provisions of this Agreement, the non-defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured or commenced to be cured by the defaulting party within thirty (30) days after service of the notice of default (or within such other period as is set forth herein) , the defaulting party shall be liable to the other party for any damages caused by such default. 2. [ §610] 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 thirty (30) days of service of the notice of default, or such other time limit as may be set forth herein with respect to such default, the non-defaulting party at its option may thereafter (but not before) cozrmence an action for specific performance of terms of this Agreement. 3. [ 6611 ] Termination _by_the Developer In the event that the Agency does not tender conveyance of the Sales Parcel or possession thereof, in the manner and condition, and by the date provided in this Agreement, and any such failure shall not be cured within thirty (30) days after the date or written demand by the Developer, then this Agreement may, at the option of the Developer, be terminated by written notice thereof to the Agency; upon such termination, except with respect to the 10-25-89 5551n/2460/37 -29- return of the Deposit as provided in Section 108 hereof, neither the Agency nor the Developer shall have any further rights against or liability to the other under the Agreement with respect to the Sales Parcel . In the event of the Agency failure or default with respect to either event set forth in Section 611(a) or (b) above, said right of termination provided in Section 611 shall be Developer' s sole and exclusive remedy. Upon termination of this Agreement, all monies or documents deposited by either party into escrow shall be returned to -the party making such deposit. 4, 1 §612) Termination by the Agency In the event that prior to the Conveyance: (a) The Developer (or any successor in interest) assigns or attempts to assign the Agreement or any rights therein or in the Site in violation of this Agreement; or (b) There is a change in the ownership of the Developer contrary to the provisions of Section 108 hereof; or (c) The Developer does not submit the Good Faith Deposit by the time established therefor in the Schedule of Performance (Attachment No. 3) ; or (d) The Developer does not submit certificates of insurance, 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 (e) The Developer fails to satisfy the Conditions Precedent to the Conveyance by the time established therefor in the Schedule of Performance (Attachment No. 3) ; or (f) The Developer does not take title to the Sales Parcel under tender of conveyance by the Agency pursuant to this Agreement and such failure is not cured within thirty (30) days of demand therefor by the Agency; 10-25-89 5551n/2460/37 -30- then this Agreement and any rights of the Developer or any assignee or transferee 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 612, the Agency shall retain the Good Faith Deposit as liquidated damages and as its property without any reduction, offset, or recoupment whatsoever, and thereafter neither party shall have any rights against the other under this Agreement. IN THE EVENT OF TERMINATION UNDER THIS SECTION 512, THE GOOD FAITH DEPOSIT OF $25,000, AS SET OUT IN THE EXCLUSIVE NEGOTIATING AGREEMENT HERETOFORE ENTERED INTO BETWEEN THE PARTIES, SHALL BE RETAINED BY THE AGENCY AS LIQUIDATED DAMAGES AS THE SOLE AND EXCLUSIVE REMEDY OF THE AGENCY HEREUNDER. IN THE EVENT OF TERMINATION, THE AGENCY WOULD SUSTAIN DAMAGES BY REASON THEREOF WHICH WOULD BE UNCERTAIN. SUCH DAMAGES WOULD INVOLVE SUCH VARIABLE FACTORS AS THE DELAY OR FRUSTRATION OF TAX REVENUES THEREFROM TO THE CITY AND THE AGENCY, THE DELAY OR FAILURE OF THE AGENCY TO FURTHER THE IMPLEMENTATION OF THE REDEVELOPMENT PLAN, AND LOSS OF OPPORTUNITY TO ENGAGE IN OTHER POTENTIAL TRANSACTIONS, RESULTING IN DAMAGE AND LOSS TO THE AGENCY. IT IS IMPRACTICAL AND EXTREMELY DIFFICULT TO FIX THE AMOUNT OF SUCH DAMAGES TO THE AGENCY, BUT THE PARTIES ARE OF THE OPINION, UPON THE BASIS OF ALL INFORMATION AVAILABLE TO THEM THAT SUCH DAMAGES WOULD APPROXIMATELY EQUAL THE AMOUNT OF THE GOOD FAITH DEPOSIT (WITH ANY INTEREST THEREON) , AND SUCH AMOUNT SHALL BE RETAINED BY THE AGENCY UPON TERMINATION AS THE TOTAL OF ALL LIQUIDATED DAMAGES ?'CAR ANY AND ALL SUCH DEFAULTS AND NOT AS A PENALTY. IN THE EVENT THAT THE DEVELOPER SHOULD CHALLENGE THE APPLICABILITY OR EFFICACY OF THIS PARAGRAPH OR IF THIS PARAGRAPH SHOULD BE HELD TO BE VOID FOR ANY REASON, THE AGENCY SHALL BE ENTITLED TO THE FULL EXTENT OF DAMAGES OTHERWISE PROVIDED BY LAW. THE DEVELOPER AND THE AGENCY SPECIFICALLY ACKNOWLEDGE THIS LIQUIDATED DAMAGES PROVISION BY THEIR SIGNATURE BELOW: eloper IrfitiAl Here Agenc Initial Here F. ( §613 ] Remedies of the Parties for Default After Passage of Title and Prior to Completion of Construction 1. [ §614] Termination and Damages After conveyance of said title and prior to the recordation of a Certificate of Completion, if either the Developer or the Agency defaults with regard to any of the 10-25-89 5551n/2460/37 -31- provisions of this Agreement, the nondefaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured by the defaulting party within thirty (30) days after service of the notice of default, the defaulting party shall be liable to the other party for any damages caused by such default. 2. [ §6151 Action for Specific Performance If either the Developer or the Agency defaults under any of the provisions of this Agreement after the conveyance of title and prior to the recordation of a Certificate of Completion for the improvements and development to be made thereon, the nondefaulting party shall serve written, notice of such default upon the defaulting party. If the default is not commenced to be cured by the defaulting party - within thirty (30) days after service of the notice of default, the nondefaulting party at its option may institute an action for specific performance of the terms of this Agreement. VII. [ 67001 SPECIAL PROVISIONS A. 1 §7011 Submission of Documents to the Agency for Approval. ' - - Whenever this Agreement requires the Developer 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 Developer may submit a letter requiring Agency approval or rejection of documents within thirty (30) days after submission to the Agency or such documents shall be deemed approved. B. [ §7021 Agency Right to Acquire in the Event of Default b the Developer Subject to the conditions set forth below in Section 703, Agency waives its legal right to acquire the Participating Parcel by purchase or eminent domain to enable the Developer to use and develop the Site in accordance with the Redevelopment Plan as more particularly described herein, provided that certain agreements, restrictions, and covenants which are imposed upon the use of the Site by this Agreement shall be, and are, carried out in accordance with this Agreement. 10-25-89 SSSln/2460/37 -32- C. [ §703] Agency Demolition of Sales Parcel Agency agrees to perform all demolition work at Agency expense as to .the buildings and structures situated within the Sales Parcel. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Participating Parcel. The Agency shall not be responsible for soil conditions or placement of fill on the Participating Parcel. It shall be the sole responsibility of Developer, at Developer' s expense, to investigate and determine the soil Conditions of the Participating Parcel and the suitability of such parcel for the development to be constructed by Developer. If the soil conditions of the Participating Parcel are not in all respects entirely suitable for the use or uses to which the Participating Parcel will be put, then it is the sole responsibility and obligation of Developer to take such action as may be necessary to place the Participating Parcel and the soil conditions of the Participating Parcel in all respects in a condition entirely suitable for the development. D. ( §7041 Real Estate Commission Each of the Agency and the Developer represents to the other party that it has not engaged the services of any finder or broker and that it is not liable for any real estate commissions, broker' s fees, or finder' s fees which may accrue by means of the acquisition of the Participating Parcel or the Sales Parcel, and agrees to hold harmless the other party from such commissions or fees as are alleged to be due from the party making such representations. E. [ 6705] Successors In Interest The terms, covenants, conditions and restrictions of this Agreement :hall extend to and shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the Developer. . Upon the termination of the restrictions imposed by Section 108 of this Agreement, which terminate upon the issuance by the Agency of a Certificate of Completion for the entire Site, all of the terms, covenants, conditions and restrictions of this Agreement which do not terminate upon the issuance by the Agency of the Certificate of Completion for the entire Site shall be deemed to be, and shall, constitute terms, covenants, conditions and restrictions running with the land. 10-25-89 5551n/2460/37 -33- F. 1 §7061 Amendments to this Agreement Developer and Agency agree to mutually consider reasonable requests for amendments to this Agreement which may be made by lending institutions, or Agency' s counsel or financial consultants, provided said requests are consistent with this Agreement and would not substantially alter the basic business terms included herein. VIII . I WO] 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 35 and Attachments 1 through 6, which constitute the entire understanding and agreement of the parties. This Agreement integrates ell 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 Developer, and all amendments hereto must be in writing by the appropriate authorities of the Agency and the Developer. ,In any circumstance where under this Agreement either party is required to approve or disapprove any matter, approval shall not be unreasonably withheld. IX. 1 §900) TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY This Agreement, when executed by the Developer and delivered to the Agency, must be authorized, executed and delivered by the Agency on or before thirty (30) days after signing and delivery of this Agreement by Developer or this Agreement shall be void, except to the extent that the Developer 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. 10-25-89 5551n/2460/37 -34- IN WITNESS WHEREOF, the Agency and the Developer have signed this Agreement on the respective dates set forth below. REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH 1�- 19 By „��• G -�' .cam/ Chairman ATTEST: Clerk APPROVED AS TO FORM: 1-75Y�- Adency 'C6unsel /1�a-raj�t 1 APPROVED AS TO CONTENT: Special Agency Cou el P ILIP Z AKIS R XANNE ZISAKIS 10-25-89 5551n/2460/37 -35- 4 STATE OF CALIFORNIA ) ) 55. COUNTY OF rQ 1'lq� ? On this I(o t' day of NOVe!n1ber 1993, before me, the undersigned, a Notary Public in an or id State, personally appeared- ip�ft'i4;—pe-r tie (or proved to me on the basis of satisfactory evidence) to be the person who executed this instrument as the Chairman of THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH and acknowledged to me that said Agency executed it. WITNESS my hand and official seal. OFFICIAL DALIFORNIA R i LAZ m NOTARY Pt13LIC- l ORMCC CO My oomm. �xDlres (SEAL) STATE OF CALIFORNIA ) SS. COUNTY OF _(OY'Ange On this 1G01 day of NC)VeMber 19gq, before me, the undersigned, a Notary Public in and for said State, personally appeared PHILIP ZISAKIS, 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 that he executed the same. WITNESS my hand and official seal. AM (SEAL) OFFICIAL SEAL R.1 LAZ AR NOTAFIf PUBLIC.cP,1Lt,-o;z41A on-'J'E coulm V, cemm. exores JUL 12, 1993 10-25-B9 5551n/2460/37 STATE OF CALIFORNIA ) a5. COUNTY OF do e ) On this day of November 19 gQ before me, the undersigned, a Notary Public in and for said State, personally appeared ROXANNE ZISAKIS, persona4-jy -n. }mo o �►: proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged that she executed the same. WITNESS my hand and official seal. (SEAL) oFF1CIAL SEAL R 3 LAZAR HoTARY pUSl1C-CALIFORMA 02kTiGE COUM W My MMM. pcpiret JUL 12. M 10-25-89 5551n/2460/37 f T'�✓ce C w \. Li I cZ rce I a. \'<t,�\X ?arc2 C� Cf �o -re 107 SITE "LEGAL DESCRIPTION' The Easterly 194.00 feet of Lot 4, Block A, Tract 436, as shown on a Map recorded in Book 16, Page 28, Records of Orange County California. ATTACHMENT NO. 2 1 of 1 ATTACMENT NO. 3 SCHEDULE OF PERFORMANCE 1. GENERAL PROVISIONS 1. Execution of Agreement Not later than forty-five (45)- by Agency. The Agency days after the date of execution shall approve and execute this and submission of three (3) copies Agreement, and shall deliver of this Agreement by the Developer. one (1) copy thereof to the Developer. 2. Submission of Good Faith Prior to approval of this Deposit. Developer submits Agreement by the Agency. the Good Faith Deposit. 3. Submission of Construction Within four (4) weeks after City Drawings and Related Documents. Planning Commission approval of site Developer shall submit plan/land use applications (or within construction drawings and all four (4) weeks after City Council other plans and documents approval of said application, if the required by Section 304. Planning Commission approval is appealed). 4. Agency Review of Construction Within two (2) weeks after submittal Drawings and Related Documents. , by Developer. Agency approves or disapproves construction drawings and other documents or plans. 5. Submission of Revised Within three (3) weeks after Construction Drawings or disapproval, until approval is Related Documents. If original . granted. submittal or resubmittal dis- approved, Developer revises disapproved plans or documents and resubmits to Agency. II. CONSTRUCTION DOCUMENTS AND BUILDING PERMIT 6. Submission of Complete Construc- Within four (4) weeks after approval tion Drawings and Landscaping of the Construction Drawings. to the Agency complete Construc- tion (working) Drawings and a Final Landscaping Plan, Sign Program, and Finish Grading Plan. 10-25-89 ATTACHMENT NO. 3 5551n/2460/37 Page 1 of 3 7. Agency Review of Complete Within two (2) weeks after Drawings and Plans. The Agency submittal. shall approve or disapprove the Complete Construction (working) Drawings and the Landscaping Plan, Sign Program, and Finish Grading Plan. 8. Revisions, if any. Developer Within three (3) reeks after shall prepare revised receipt of Agency's comments. Construction (working) Draw- ings as necessary, and submit them to Agency for review. 9. Final Review of Complete Within two (2) weeks after submittal Drawings, The Agency shall by Developer. approve the revisions submitted by the Developer provided that the revisions necessary to accommodate the Agency's com- ments have been made. 10. Obtaining of Building Permits. Not later than six (6) weeks after Developer shall obtain all final approval of complete drawings. building and other permits Approval of the Finish Grading Plan, needed to commence construction completion of Final Landscaping Plan of the Developer Improvements. and Sign Program, the readiness to Agency shall provide appropriate close of the Escrow, and the satis- assistance to Developer as faction of the Conditions Precedent requested from time to time in to the Conveyance are all conditions dealing with all City agencies. to the issuance of building permits. Building permits shall be obtained, not later than May 15, 1990. III. SITE ASSEMBLAGE 11. Opening of Escrow. Agency Within eight (a) weeks after execution shall open Escrow for sale of of this Agreement. the Sales Parcel to Developer, 12. Conditions Precedent. Not later than May 1, 1990. Developer satisfies all of the Conditions Precedent to Conveyance. 13. Deposit of Purchase Price. Not less than two (2) business Developer deposits into the days prior to the close of escrow. Escrow the Purchase Price and proof of insurance (conforming to Section 308) with the Escrow Agent. 10-25-89 ATTACHMENT NO. 3 -- rCCI- '' AGn /?7 r, -f -c 4 w 14. Conveyance. Agency conveys Not later than May 15, 1990, Sales Parcel to Developer. provided that the Developer has satisfied the Conditions Precedent to the Conveyance. IV. CONSTRUCTION PHASE IS. Commencement of Construction. Not later than forty-five (45)• days Developer shall commence con- after the Conveyance. struction of the Developer Improvements. 16. Completion of Construction. Not later than twelve •(12) months Developer stall Complete after the earlier of (i) the construction of all of the Conveyance or (ii) the commencement Developer Improvements. of construction. 10-25-89 ATTACHMENT NO. 3 55SIn/2460/37 Page 3 of 3 ATTACHMENT 110. 4 Recording Requested by: When Recorded Return to and Mail Tax Statements tat GRAN' DEED For a valuable consideration receipt of which is hereby acknowledged, The REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body, corporate and politic, of the State of California, herein called "Grantor" acting to carry out the Redevelopment Plan, herein called "Redevelopment Plan" for the Redevelopment Project for the Oakview Project, herein called "Project", under the Cow.unity Redevelopment Law of California, hereby grants to PHILIP ZISAKIS and ROXP.Iv'NE ZISAKIS, husband and wife, herein called "Grantee", the real property hereinafter referred to as "Property", described in Exhibit A attached hereto and incorporated herein, subject to the existing easements, restrictions and Covenants on record described therein; providing further, Agency shall retain and Developer shall convey access easements as shown on the Site Map ("Agency Access Easement"), attached hereto as Exhibit B and incorporated herein, for the benefit of the Agency and the adjacent properties as also shown on the Site Map (Exhibit B) (the "Benefitted Properties"). 1. Grantor excepts and reserves from the conveyance herein described all interest of the Grantor in oil, gas, hydrocarbon substances and minerals of every kind and character lying more than 500 feet below the surface, together with the right to drill into, through, and to use and occupy all parts of the Property lying more than 500 feet below the surface thereof for any and all purposes incidental to the exploration for and production of oil, gas, hydrocarbon substances or minerals from said site or other lands, but without, however, any right to use either the surface of the Property or any portion thereof within 500 feet of the surface for any purpose or purposes whatsoever. 2. Said Property is conveyed in accordance with and subject to the Redevelopment Plan which was approved and adopted on , 19_ by Ordinance No. of the City Council of the City of Huntington Beach and a Disposition and Development Agreement entered into between Grantor and Grantee dated (the "DDA") , a copy of which is on file with the Grantor at its offices as a public record and which is incorporated herein by reference. 10-25-89 ATTACHMErU NO. 4 5551n/2460/37 Page 1 of 5 3. The Grantee shall devote the Property only to the development permitted and the uses specified in the applicable provisions of the Redevelopment Plan for the Project (or any amendments thereof approved pursuant to paragraph 10 of this Grant Deed), and this Grant Deed, whichever document is more restrictive. 4. The Property is conveyed to grantee at a purchase price, herein called "Purchase Price", determined in accordance with the uses permitted. Therefore, Grantee hereby covenants and agrees for itself, its successors, its assigns, and every successor in interest to the Property that the Grantee, such successors and such assigns, shall develop, maintain, and use the Property only as follows: (a) Grantee shall develop the Property as required by the DDA, and with parking as approved by the City of Huntington Deach. (b) Grantee shall maintain the improvements on the Property and shall keep the Property free from any accumulation of debris or waste materials. Grantee shall also maintain the required landscaping in a healthy condition. If, at any time, Grantee fails to maintain the said landscaping, and said condition is not corrected after expiration of five+ (5) days from the date of written notice from the Grantor, either the Grantor, or the City of Huntington Beach may perform the necessary maintenance and Grantee shall pay such costs as are reasonably incurred for such maintenance. (c) Grantee shall only sell, transfer or convey the Property as a whole and is not permitted to subdivide the Property without the prior approval of the Grantor, or the City df Huntington Beach if the Agency is no longer in existence at the date of request for approval. (d) Notwithstanding Grantor's reservation of an easement over the Access Easement, if at any time vehicular access is dedicated across the front of the parcel, immediately to the northeast of the Property and Beach Boulevard, Grantor shall relinquish such portion of the Access Easement as is no longer needed. S. Prior to recordation of a Certificate of Completion issued by the Grantor for the improvements to be constructed on the Property: (a) The Grantee shall not make any sale, transfer, conveyance, or assignment of the Property or any part thereof or any interest therein, without the prior written consent of the Grantor except as permitted by paragraph 5(b) of this Grant Deed. In the event that the Grantee does sell, transfer, convey, or assign any part of the Property, buildings, or structures thereon prior to the recordation of a Certificate of Completion, the Grantor shall be entitled to increase the Purchase Price paid by the Grantee by the amount that the consideration payable for such assignment or transfer is in excess of the Purchase Price paid by the Grantee, plus the cost of 10-25-89 ATTACHIar- NO. 4 5551n/2460/37 Page 2 of 5 improvements, including carrying charges. The consideration payable for the assignment or transfer, to the extent it is in excess of the amount so authorized, shall belong and be paid to the Grantor and until so paid the Grantor shall have a lien on the Property and any part involved for such amount. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Property. (b) The Grantee shall no: place or suffer to be placed on the Property any lien or encumbrance other than mortgages, deeds of trust, or any other fora of conveyance required for financing of the acquisition of the Property, the construction of improvements on the Property, and any other expenditures necessary and appropriate to develop the Property. The Grantee shall not enter into any such conveyance for financing without prior written approval of Grantor. No approval will be given for a conveyance of the property to finance the construction or improvements on real property other than the real property described in Exhibit A hereto. 6. The Grantee agrees for itself and any successor in interest not to discriminate upon the basis of race, color, creed or national origin in the sale, lease, or rental or in the use or occupancy of the Property hereby conveyed or any part thereof. Grantee covenants by and for itself, its successors, 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, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall the Grantee 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, sub-tenants, sublessees, or vendees in the Property. The foregoing covenants shall run with the land. 7. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest permitted by paragraph 5(b) of this Grant Deed; provided, however, that any subsequent owner of the Property shall be bound by such remaining covenants, conditions, restrictions, limitations and provisions, whether such owner's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. B. All covenants contained in this Grant Deed shall be covenants running with the land. The covenants contained in paragraph 5 and Grantee's obligation to develop the improvements on the Property provided in paragraph 4(a) of this Grant Deed shall terminate and shall become null and void upon recordation of a Certificate of Completion issued by Grantor for the Property. Grantee's obligation to maintain and use the improvements constructed as provided in paragraph 4 shall continue in effect for a period of fifteen (15) years after the date of recordation of a Certificate of Completion issued by Grantor, and shall terminate and be of no further force or effect at the expiration of said fifteen (15) year period. , Every covenant contained in this Grant Deed against discrimination contained in paragraph 7 of this Grant Deed shall remain in perpetuity. 10-25-89 ATTACHMENT NO. 4 5551n/2460J37 Page 3 of 5 9. All covenants without regard to technical classification or designation shall be binding for the benefit of the Grantor, and such covenants shall run in favor of the Grantor for the entire period during which such covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land or interest therein to which such covenants relate. The Grantor, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper proceedings to enA.oree the curing of such breach. 10. Both before and after recordation of a Certificate of Completion, both Grantor, its successors and assigns, and Grantee and the successors and assigns of Grantee in and to all or any part of the fee title to the Property shall have the right to consent and agree to changes in, or _to eliminate in whole or in part, any of the covenants, easements or restrictions contained in this Grant Deed without th! consent of any tenant, lessee, • • easement holder, licenses, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. The covenants contained in this Grant Deed, without regard to technical classification shall not benefit or be enforceable by any owner of any other real prcperty within or outside the Project area, or any person or entity having any interest in any other such realty. Any amendments to the Redevelopment Plan which change the uses or development permitted on the Property, or otherwise change any of the restrictions or controls that apply to the Property, shall require the written consent of Grantee or the successors and assigns of Grantee in and to all or any part of the fee title to the Property, but any such amendment shall not require the consent of any tenant, lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any other person or entity having any interest less than a fee in the Property. 11. The covenants contained in this Grant Deed shall be construed as covenants running with the land and not as conditions which might result in forfeiture of title. IN WITNESS WHEREOF, the Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this day of 1989. REDEVELOPMENT AGENCY-OF THE CITY OF HUNTINGTON BEACH By By 10-25-89 ATTACHMENT NO. 4 5551n/2460/37 Page 4 of 5 The provisions of this Grant Deed are hereby approved and accepted. PHILIP ZISAKIS ROXANNE ZISAKIS 10-25-89 ATTACHMETST NO. 4 5551n/2460/37 Page 5 of 5 EXHIBIT A LEGAL DESCRIPTION The Easterly 194.00 feet of Lot 4, Block A Tract 436, as shown on a Map recorded in Book 16, Page 28, Records of Orange County, California . Excepting therefrom the Easterly 107.00 feet of the Southerly 48.00 feet. EXHIBIT A TO ATTACHMENT N0. 4 Page 1 of 1 i I"G-✓ce i es i I � - - EXHIBIT B TO ATTACHMENT NO. 4 Page 1 of 1 ATTACF3MENT NO. 5 SCOPE OE' DEVELOPMENT I . DEVELOPER IMPROVEMENTS A. On-Site Requirements Developer shall construct an approximately 4, 170 square foot first floor addition to the existing 1,250 square foot first floor glass shop. The Developer shall also construct a second story office area of approximately 5,700 square feet second and third floor added to the existing 1,200 square foot second floor. The total square footage of the resulting development is approximately 12,320 square feet. Required parking shall be pursuant to the Huntington Beach Ordinance Code subject to review by the Planning Commission of the City of Huntington Beach. All parking shall be met on site, except as provided in Section 206 of the Agreement. The development shall be located as provided in the site plan attached hereto as Exhibit "A" . Building setbacks, landscaping, building height, and parking layout shall be subject to review and approval by the Planning Commission. Building architecture, colors and materials shall be compatible with the existing glass shop and with Guardian Centre, and shall be subject to final review and approval by the Design Review Board. B. Off site Requirements Developer shall be responsible for relocating all utility poles and facilities. Developer shall also be responsible for construction of those offsites not c f ursuant to Section II below. All signs shall be approved by the City of Huntington Beach Planning Department and/or Planning Commission and shall be compatible with existing signage for Guardian Centre. II . AGENCY IMPROVEMENTS The Agency shall construct the following offsites required for the development of the Site-; the approximate cost of which is S42, 314 Curb, gutter and sidewalk Pave-out of the street Storm drains and catch basins Extension of water main Other improvements covered by the North Oakview Street Improvement program 10-25-89 ATTACMIENT N'O. 5 5551n/2459/37 Page 1 of l HA2.I:.DOUZ SUrSTASM I TO >rz::D Cr '.LUST Addel,dum to Laved of Trust .Ind AFsign-nent of Rents Ir..sdv as of R+'I^o :'+. 1991 , executed by rhilir :.isak.ic and Aoxtllll,r S. 7.isakilt, is ,rurtl tie, in tav\7r 1-1 SANK Or Cflr'•MLN%;'S as l+trll.•lieiary. :'ht• TLU10tur hozet:y representb, warrants, Covenants .r.O .lgrees Mats �e+ (AI 'Hazardous or Toxic SUhctance' mrars any substdtice or metrrial, iaclu-ling :txhrstos, defined or designoted as a hazardous ;r toxic s.!:st live, =Btrrial DI laaste by ,wy fedPrdl, Agate a. lode1 law ur envir...rental Statute. regulation or ord-nance pzesrr+tly in effect or 111110 deli cr..•rded or rronmigated in the future, the 'Envirerrental. 1..lwb'. "rusltir warrants and rvt+resents lit that Trustvr has conducted an j 1� ro�rt,lte investigation and that no Ha:arduub S b •rI' 9 or Cxic u.sttnc.•a, -,xce;: those that gave hr.'n previously a:scicltlyd to rene!iciary in uflti.,g, have been used, gerrzated, stored, dillrosed of or, released on, u.tder, from, or about tho property, eyeept such amount*_ as art, lal.fu:ly present and lrwfully u6ed in connection with the Property or 1 vet r'es thereon, provided RUCK use Ss consistrrtt with the use 1 r COAte:!plated in thr 1•[:an Documents, and fiil that -except as rrevieusly � 1 c:isc:•I,rd to Pereficiary in writing, there are nc viteernroond storigr tanks or ru Ti.ansfuramrs serving or Rtorl•d at. the Property. Ibl Trustor warrantµ and reprrsenth that it flap rot rrcri':ea any notice of a violation of any law, regulation or ordiront:e elating to Hazardous or Toxic Substance; nor incurred any previous liabi:ity therefor and +.ill not permit any lien rolat-t:g to Hazardous ur Toxic Suhstancns to attach to the Property and will rot use nor per:r.i* the pr • •^, use, generation, storage, disposal or relciase of \,r Tcxic Substot,ees on, urtwrr. from or ab;,ut tbP Property, exert_: such amounts bs are lawfully prt ,t-.;t and Jai fully used in cunrle.:tion with the prarerty or vehicles thereon, provided such use ix t!ci.si:steut with the use contemplated in the Loan Deeu:.r-ts. W Truster agrees to pror.rtly notify Senoticiary lil upon ! 11rccmi,.q aware of any use, generation, s:era['e, d13?0sit1.M or rolease cf l:a:•ardour cr Toxic Substaaees on, ur:der, fram or a%:scut the. PrepP:'_y. Lill of aLy FroeeedinC, inquiry or notice fro^' .167 1?ovet.'"Jital autlorjty with rtsprct to tfiv use or presence of any 1'-4:6141ous or Tcxic Substancrt an the Trcperty or Petit• n.igraticr. thereof to !rom other prcperty, liiil of all c:ours made or thrratrjlvd t\y ,self e! ir[i party acainst trus* .r yr the t_aperty celdtil.y to losb c. in;ur :rein ony Hazardous or Toxic Substance, livl upo:: C%t•covery of i any cccurrenr.e or condition on any rroptzty adjoining cr in the i::nrc!_ate vicinity of the Property that could c'atlse the Property to be l k ,,,11 remA,M1 In 1011.Yfe a,IJ rlf.Y1 nM1.\1m1w.Ya.,n a,wua.rrw............. d..1 r11.nr au 11duh.AM1+M1+'.1AM h.*4KrurY � 111drMcclnraa as Al•Ln.•d al.lvn.ANIw'n-.1 ed l+.Y7 t1•the•+r..r•f1+1+A^Nn,nt`iN't Y .,lay el a\dlatrA,tl,l lnAn IO STVYIY Ile nF+lgetl,InglYher Yr,lh d+ItYr\I IINY.Mn.INll..olY n•II I..p.h'Clt;�S unn^l__u--^--trd+ the _ _ TI.e 4JIrd at`111U MtY1.ti 4�IYM&^IY AI\M tll'IIM1a.•M M t•1'�tiYlrl'l1Y,n of,i.1 nV�P•1 Y,•\r1.nn-t nee Anlr I\w KntYdt.1"• lN'{7!1!'rYJ undaY Ihr hl•M! STYNM 1.Mre4 A^Y 1+3 `, An ' 1_h,en\'It"'A. !"'meµ!Y"e"'na•••.•IK1MY irnm FIYIy.N]any .,[haul kmn.ae,n C111.11+'n.n CIYd P.nrvdulr ClMlt i .ram+ d•2! M.Y. K,ZY1 lltlgn.Y t!A M1I+'1r d•'+tN''KY 1'9Am.t Tru•t.Y,Ihl wM1V rl,Y..'Y7 n'rc1nrJle•IW 1►a nt•fY-A•-..INeh mA\kM1ld ".Nn.. IIaY. II�AMIY Anv I.A•v e 40,1r.1 Yndr.1:.2 AMl• nl It!A.W dnebl'e\W 11i'Il•I,4't1+env IHM7\"•"•''~l•11 VnIA1 A.,hot, AM1v 1 Any plfwr fA'IY•n I,y Ta'Aanrl,tl(ea NlYw,O11Ar YxIPI•'r•1M1a'f/d la'IM.�Y 11.�•wt hY A..\.i..wM.MA.Y 11M1n hell r.•,YRnw111NYa+,1 TF It D anv 611,Ve1.IntlYdlnl the e.elpM1min[of lrCY..le and she e#CwtllV lntnfeS.la glren to a.[Yre p&►•m••nl of the Indebted• n,ee and oerlorl^ence of all obllyellone of lrwlot Yvan thu deed of Vuet and 1t l{+rn ano.ctented on I)IN following te„ne _ - awa tondllleee: eeylweal eM1d Yn1.Y^.ente w...w,Aw.•^la•••w••h'••'••n••a"t l.w..a•,+•w•+•a . r1Yeb V•Ael'AYY,14..1.Y...e..w...,.•.wlwnl•.Ilea tLwl.a f.rA.nN•r �`!' s i ;;ubj,•ct to restfictiln.s f,- ounerchip, occu,d:ley, trar•e:f•rability or n:s.. urder thy r.Aviruurrntal Law, anu (v) upon obtaining knot.lydgv ui .tr.y iz:currt nce of expenbte by a governmental authority or others in connectiui, with the assessment, el.utainment or removal (A any !la?ardous rr ':uric Stlt:at.lncel loratr4 on, under, iron. or atnnttt the .. 1'vvllt-rty or any property adjvijiinel or in the irsrediatt• vie!initf of the r prupwLty. Durittq tier term of the note fir rxte,f.oions tlrt-roof, Eei.rficiary shall have the right to enter on and iz,speet the f.. Property fur the prr■ujico of Ilayardons or Tf.-xic Substances a-d shall have the right, but not tbP obligation, to joist in and r ;artieirat•• Jr, r.uy legal proceedings or eutions initiated in connection therewith. �r (e) Zle during the term of the• Note or extensions tleseof, t l Ya-aracus or Toxic Substances are discovered oit the Property in r ••iulatiun of any Environmental 1,aw, Trustor shell at its sole expanse elr•;,n up or re:ruvo the sarre from the rrcrt•rty and ittiGrrlyitlg grounduiter it. .eeordance with tier requirements of 1 th, appropriate ooveralei.tal authority. the hac)rdous or , '.exit Substances arr not cleaned up or rt►novea inithin ninety days o! discovery, or such t-..rlier time as required by a i 1 yu•ter:l.:•et.tal ageitcy, then Senrfteiary shall have the -iaht. but i ::ut the al::i9ation, to do so or to Cecl.tre A eefault T t rrur.drr, 1 provide,., ho%vver, that &rnoficinr'y shall not declare a default l fur failure to elr..n ur c.r remove Ilaxardouf, or Tuxic Sul st.-nces do long as this Deed of Trust it not otherwise in def.rt,lt and Reneficiar_1 is satisfied, in its sole discreticn, that Trustor if tliligrll:ly taking all appropriate and necej.sary action to cffrrt a clean up or removal vo as to assure the Prcpt—rty mill comply with all Frvirul.awnt..l Lars. (•.) Should Trustor taste any ectici. that disturbs try zsbestos cr. err in the irrprovem,rits through repair, rn►nuvativs• t•r cthoKuijre, Trustor agrees to take ;roper precautions. ru us I..:t to pose any hazard to human health and _hall eemply %ith all j.rrlicable -edrral, state and local notice, removal and disposal quidol,.:Ie t ai.d ^.rotiro- tent=a1 ;,.lust �s 3 r 1 WM te.•an n 1..'a lave ami rllaYr ,y:.sncr nn d.-rb„r l.Mn•W..kw-.{,a{drlaw.l ohm.e.atcl.rh. .n.ada.n m t:w•M,..eM-.1 amnun,y+tJ.YI.,i..w any Iu�41r.1nMIMe{lisle n.+N'IK+nry � W It dnnrt.n h.an 10 T luvru•C.W Cfr:rxl.xg.yln•r w.h,na rear.lw..,n }..ar,.t..rx w,ra,wvl l•l} 1.. Thn r:•ed of Trvu secures w 4uatnny hrt..ern T,ust•.and Iknr1%wv.and rillet raK datrdV%,c.nr o1w nNymnn%dw t1,•ntlrrut.q uadrr he Ib.e yVUW W wa.vn any ngh•s at drlense%ar"b,•,ra.,•r of iar a-••`r+.e W~_m'anh-A.•r+x cv`L•w.wwl dm2 Y "how 4.nar..on Cahforn.a CWJ hoeedu.e Cock!%5,90 and 726 Jr any;olhcr aw:%AT m.v prevent Hr'n•!K.a,y Iro^t brerg^rg any ot.nn .elaan Inn delK.en[y aga np Truurx.161•^y r:ree.o.Ol eerned.es by 8rreft.ry rinKr.n•ev hrna Trunas,.jhea to p.ncred aga snv rany ndetmed under tiw tide.or Iei a.v d•sab.:ay w drfen.r•al any Mns nderrerl uttdrr th%%me.ant•oehn gua.amor or any ogee prrwn k%cr~of cvsvton*!the u%detwedness due under the Nme lot ark[.•anon dhw than lull movmcn,4.rranl This Deed o1 True,.Including the asolgn+nenl of Interne and the security Intneat.Is fives to aecote payment of the Indebted- ness and pedormancr of all obligations of Truslo►under this Deed of Trutt and t,given and accepted an the following term* and cood!ll•no, ` 1 ps.,nr....d eeAo,r.s.c• T•ut.eJ s,yew.INnrtrrvM a.r..nswar.)ty.n,n.+•1 n1 T..M n•Mv..r[..•neAw t•t.M....rq,.r.l.,.n asd T- ....saN9u.p.,r ells f.� 1 - j !s) All costa and expPrsev vivisrzed by Benef'ciary purruar.t this section ,hall be imY•nediately :]Ise and Feyable upal, CeIr:llld and e_c:: s.rS nhcll bear interest at tbe• re:ault Ratib from datr n: payment r.;pnid. T-.ustor shn11 hull harTrlt•ss and indeansfy Rrneficiary, :.S •Itceei4svru, .cssigns, 0 fict-rs, directurs, trustees, employees and .,_eutc, huth durinq Cana doer 'irustor's ownership a: tbt• Tropetty against any ant] 111 claims, liability, 7at►, daa,age. cost or (•x)+t•nrt• arisirn out of the breach of the Covenantee, rerreavr.tations ana %• ;:rartit,I} of tt is sectst'n ono against all lass, d11ll.i.gr, including + 1-4_l:t-t:t lilr-itatinh ;111 foreseeable cind unforesecab=ta Consequtantial da;:rlrts, liability, cost dad e•xyeniv, including ui:ht,ut limitation all r ir.iestig.tioT: wd clean-up eoxtc, lir.t'k, ftws for cot-sultauts end rpascrn:,tle Sevs "or attorri,.ys employed in eonnec:tititl with the +� _::vrstiy.+.t:rn, essrssment, deterifieation, ea,zitaiur. r.t, clean-up or removal of any l:dzardvu., or Toxic Suhstaneea or., under or about the :.),,•sty, Spit ine.•mliit; in intended to be oper..bl.- under 42 1w.5.r. :6C7 It-) 11), aid any successor section thrre•.f, ana ah;et_1 Lurvive for + release and recenvey.11ltr cf this reed o: Srubt, uht-ther by payment of -!,c :rdobtcdnrs: , foreclt;obure or deed-in-lieu thereof. This Cewd v! ':1114t. hoMevt•r, shall nut secure performance of 7rustar't obligatiura, vr.venants, and rlgrPerwi,to to indrainify Senefitiary under thin scctivn. 1 r t? Z b Y. s ttoxauttf• Date: Att-PURPOSF ACKNOWCF1 aMFNT ..,,.. ss _ r.- .r JJ aye nt! s1 C I, t L 11 I CNAC1IY CU<LMEd QY 5�Ct))CIl CO.-Y ar -t•lOram*. �z;3+-/�►T..-_`i�1. 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TM Deed of I recwt.o sua-eniv hei Y,ern Tit.a O.And Rrfwl.cwv.owl d us enl J..a'(IIy,:.y.r'hc n!al..jv.ont due B.'•.rlr." under the tin. T.va«wa.Yy AAy rghlt M defeAtet ai.t.Aq b�Iraw.M t:,nv'M.e AlI.N"nr'Awh.1•-fr.e•i[y"Lw-,..rl•A.,.y r.fhn.,l i.n#M-.4 tAMorn.a C.wl Arnrr4"CO&a4 SM AM 72h.a Ant',#11.Y IA.lhdr mdt prrr.ml 11ivN'r.C.Mt-lrO.n MdiWfti Any A[1.11.o,Clair.hw dcl.CwfWV 69Aw.a Tr4..nf•%I at"eleel.ew of.enavl.•a I•Y tea-%V1.CW,Y r!xh n.A,I.md T,.rum 4 r.ph!l u.MV ed M}d•nV Any nA•'Y.n11.•1116d Ynlier 111e N.11r.01t[l AMy 1,.lAh1#Y Ar 4tr1{•nM'.lJnY tl l[IV,n.4-�r"11m.h'.If+(\Ma. AnV Vlhrr Q4lNAnlA,Qr Ant MIMI lf.•.1,1 by}fMFn of tr.lwl.e.n!Il.f#NIYl..ed.a[N dtn'41Y(rl IIy,ti".#r h•Anv ry•wv.1.n11•al IhAn lY'+rAum.•hl.iM.rnt This Oved of Tium. nefesdin0 160 sasianme..t at Income and the e.rinf!y fnlfrrat.is•fvfn to aeca.f pe.ment Of the rnd•h(ed• aeee and perlarman,♦of all obllaarleoa at Traatwr wwd.r We Drod of Trust An!is•iron and areepled nro sh,Ulow)np eM.ne bad condillana; 1 !sr•.set W(•..I.a,wa«.. T.W.r.n.cP•Y•."I,r..else,yallwA..r#,a.(.aw11.,IM.I►,w1.JTr..r,..i.r.1w.+.4.1y....1J..rr•.11Yr.,.L..w•a.f i...u....A.rwwns ��. ;�tltti3��7� REG0R3mC REC'ASTED BY L. iRST hA'EB1LA�t TITLE BfS•CO.G0. �- •�'� >4 n:t A l+Eti RECOA7E7 NAIL T4 RE"CAM eN OMM.REMOR�Y i: _� .her q Of C)4&%GC'=NTX C*.If.'r!)6Q;11•b L••-n P. • t11 Avrnit•. Suite 201 "IVW', t:A t21at •11ts AM in23'?2 1• —� - D IA.y NOT11 1 Tit 1• r� 1 ' rf l •c��Fl[CCRD� j [t'AfF AneKF*tent l:tir 1 nq uFCrwltlr w'a DEED 4F TRUST 'r oA'ra June 10. 1992 4 pl:'x17.1 Tallit 7.tsnkt% riml Rnxanoe S. 7.ir;afcis, flushand and tire, Al Joint Tenants uM�cCn!):)Irr54L 17131 Beach Blvd., IluntinSton Rcach, CA 9261•7 14ti1 Bank of '01nncrce, A CAltfarnia Banking Corporation ^R.•rwltcarty"l. j w^ Tlriti. A*rricsn Title Insuraree Company fT1•,.tr-1 T.iv-(ri•.trt'.In T ru•.v or,truo.%mh lwi�tm,of sale allnf Tluuol s t.91m.h1lr,and tntrfM-it And 4 the(rt r vu,q drsctdrd 1VA'r"ni -tv(11tr !IV.. Ptn(w•••y 1. M+:thrr urnh An rcwrdy of whW%n, ruly "weird to etll.ed dnp..iven,enls rR lutmta 101Crs1941 rn tltw CMrMV of I 'range Sidle"! California j l +r Descriptivn AL Here Particularly Described in -he Attached Exhibit "A" .Eli% is a first Trust Deed not to Parcel "A" and a Second Trunt Deed as to PArteI "d" 1 • 1 _c--anly Know- As: Cypress 8 Beach Blvd. and 17131 :.each Blvd.. Huntington Beach. CA 92647 t �� 1 Ttvvm lurw.-ov a•.•rrt in r!t•nr•,t%Wv AI rid Trt,wnr s rrP.INIV.And merry in and M An rrrlri,rrvr""r..tnrm"r.DO.Vre,aml fw.Jnt)OW "lw[or"r•t Iron Ihr Rt•d 1'nyw+tr Aram 0-11111"VC T,Vw,te 9,A1•1 nenrl,r-my a Undnm Cm nicfwl Code ccturev interest rt the Income and to all rqurpmem.1•■w".furnwhrwr;t,a•wt 01h't a-rCCrs of personal pm.eery owned by Tmotor.now or fuliwiturnOV art wW or alh.rtl n1 tht Real Pmfw•rey desereed*lave.Tone*?r,with aA a:[earirs pars.or a iddrirts too.All forA.remems of.and all suhtalArms for any of sucl-prnpenv.and together wdh oil proeerds 6a.6d6q ••satance pintl•rde an 1 IVluntl oil lrrmtu+tl lrnm Any We err ember d•.pr.trtrtn^r"Prrr nAl Pro4erty-1.The Read Prnpeny and 1hr Prttnrtal pm.wrly at.•cn►w•ctnw,1 mitred in At r)st-Tttnpc"if." Trvror authmNes Ser.drrwv.go thr curer*rwMelyd try appltcaat law.W upon drf evl-under the N,tit.under 0,A Wed ed Truv no under Awv whet a7wortirnl I vtw *"Trustat eat Bertei;tary.(b)M arty come ReM•l.t.ary rwawtwa'•lu deem{itself n.ec'It.•.rd(e)in Cape of Ttvuol s dfa•h or mtorvencv.I. ehArye m set• ••S owing on ihr Newt trgawm env n(Tlwu q'.accounts Mah Ften.flemri-1-4rt4w•r eh.Sirt-,.s,.r s rnga or Um:cot!..;._.--.�_rwr'y al!accounts Reid**,eerily urh enmeal.r ar{wi•hr At accrww,l.T.umen may ripen In the frdtrr Far this t)r-7nar.Truilm gran-•to&-nelcuttY a%•curdy rderrsi in all such acc*"eta •-t T•yseor has Agreed to;envtelt the Ptnpr+t I es cyEat.•ral la feewr an oblgalan of X Trw1d t� __ fOb+gnr"l,n chi p'rrlAt Amovnrd f 228.0"1.00 Tars a"eum n iepowblr rah rtlerrse according to the 1er,ns of o ptomtssoty rtwx or other and I ag•eemrnl g•.en to v -Jence such Imictrrdntss June 10. 199.1 I T++e term"the Noie-r.used In ihn Bert'of Trva meant the p,omrtywv oral a oche.tredrt#Wvemrnl describing the rcpa%""!teirrlt of the t Indetrednest.and a- notes.agtrrn en-s.of documents gown in renewal,tnodd,ca,toe.ealensron sut.OVLAWn!err the prom~ry"alit of prd�agteemrnt a'i'ysy w+ved The tote o(rnrerew an the Name rs sub:rcl to rtdrar.g adrvnrrrnl,rrnewd,ow•t,negrylra•ton .tie!rm'Indebtedn..s'a1i used in this Owed of Trim means all prmrrpa(and atlerese parable under fht Nile p!us 181 any A•nnu•tta esMnded o-ad,rancrd by Bener:tars IQ d=schalge oblyaiwns of Trvstor end lb]any r.pertses tn[ur,ed by Benel,yry or Truvev to e,lnr[e rrltlyneroris of Tmerar hwruotl r.at pernre+ed undet this Drrd of True.together w,rh reedit thereon Af the Not rare T',f eer•w"T.trwo n atrtd b sbw Deed d Tru.l iw Cenw"w+we e!lhr Aa.:n.and u'r el tlw te.m shAE sop(Alert the 1.aFilay of any oath per- •� so+at emey on the%we Any Truww,,her co wgrn fits Eked e'!..u,but don rim•.e;tlre the%o•e tall-s(o syn.ng my 7rrd Ol T•tn•••tir ro g a+t a Id co"vey 1 ar Trus+rtr i nrtxa art the Pre rw ey to Tr mi t writer rhr whin of tit rArrd of Trees.lb}nand ik< to ,.arvL*14 vadrr the Note r.cre as other•toe puwtdrd by law er cnnitiwi,and(c)ag•rn that Pw•nr(.cuuV and ami Sher •hay er.T in"tend. 1,44car.W.sic•a-;Tetrrel t.,mALe any trhw aret.,ltmndatrms at aff,"Irwnts torch rryrd to the lc,•na of:h•s 7a•rd of Trust cc - !'t!%+r.w4hoyr err cc to that Trusip,umhnut that Trvw.lr's[OnMnr,and without Wit# erg rhAt T,utto►of tnner:s Q 1319 Ewer,'of it"'at to !Mat Trueo's m•ertat in itr PrarKriv,and fill aclrrwrwivd!1rs that PkntYKtarr•wrwrid nn have entered into the k-,'+g rr:atr+na't,p rrtatrng to :'tt fndtl`rMerst e.e.Tr for feWice wri all n(the oNgAtnna of Aa the Powtow n%trier.,I(in f3.a.f rd Tru.r tC'teri tapAaANeF _ .. u Thine n•mr-slit hero on IFtr Rrai Morwriv.which r,rmr•'rrd by the wuwv ineoumrrn And whreh is And.r.Al.tema•n T Ptnsona!14opetty ❑RtA:P*nperty l ��.. 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TRL'STO4 e _ Zisak' R xynne S. Ztsak!a TR•:tr" r T11U'STOR x4111 ti a r State e!Ca;;(�rsu�^ ;• ) Count' 1� on C I l- ! y .before me. f{ R y. . ' tit' •�( t .I - '� persor1-y aP;,--d 1 .4 personally known tome(or proved to moon the basis of satisfactory evidence)lobe the persons) =T = whose names)is/arc subscribed to the within instrument and acknowledged to me that he/she/ k f theyexecuted the same in his ��/their authorized Ca its.and that b his her their Y 1 / parity(' 1 Y / ! signature(s)on the itstrument the Person(l),or the ena;7 Upnn beh&of whit!%the pc.b-neih)acicd, .. •" • ut:•d the instrument. ^FdAQYAN.V GEiw&1k •'i•KI•w.w Cerro~ w r�.w•.rw O.•...r. WITtiESS my hand wid official scat. (dal) Signatun� l�t�•• �\: ` t ` 1. 1Y� w to REQUEST FOR FULL RECONVEYANCE (To be used only when oblgnuons!lave bc•tn pa-d In tuIP Y - T•Ya.er 4 Tt..-L. •.a n w Yyf.o..•w..nd trtafr.M aY wJ.bwwr..wrwed W Mw Nod N I" A'wen wwA by IM and.V 1•ur wfw Porn lulu Md n•d r l y. +wr tµ.e6f d+rend ow PNr..Irwl w O.b.rl wwy w••N w.•r d M N..r Y'wder I%-Nut or I?-need wl T.YY w py.yy.1.N wN.w to•rfr...,rr..r.%*W . 'r n.•wr•ne..!1'•wl..l by IIy In.r•of o,N Oefil wr T.vr I.n.wy r.ww Grid M wti I.ndn II.+rk.d of Tf.yi F^ew.r ww+ye rwwwrerw.Kf•.•d 1 f .• 1•. '.ewn µ. Z a'r Ila•AeIKJ•y y s eryo.,CP 4.Jen Sr•ree Cwea.hW rwa• j Ad 0-9--aF re•.ef. IL26;ya11M)CA In ExHin We -r -r r"r Ll ?AR._,- 2 OF PAR__'. YAP 110. 90-111, AS SHCk:: C%' A YAP MZ3 IN r 3CC9 260, PAGES 19 A.4'D 20 OF PrLRCE1< jwvs, IY :HI CFF:Cz OF z Ca:.•'r:Y i R_CCR::R ?F CRaMU ='.'(.Y, C.VIFCRNZA. ' f PAR:=- 8: ?A.RCE:. 4 of PARCEL YAP lCo. 90-363, AS sH-4m CN A YAP FILED IN so-..x 185, } �� PACES 17 V3 16 OF PAR2C_:. YAPS. I!f :!{I CF=:CC Cr THS COL':�';Y R_^CR?ER CF :PA.vCE C:.LN Y, Ca':FCR.4M to iy .J rr"t4marn in hat to•Ce a"arises nwrvr.r..wnw.y•.e.u.r.w..•wr•....�• I-&4r6fts at defined ahnvr InCfudes.In addrltnn in the pnft-qW ew•oual at» W above.any fujur@ an•ounra that BsnafrCts'y w,ay ss re dnnst,nn IrMA in Trusim I.x DNger).tognher wah wrr.we the.ean Mwr.er.fIM f••r.rerd�_ �Yhl.rnaerl `,•..Heed of Trua wCYrrl a gyaranty twWren T}rnfew and Br@%4r wv.and dots no drrerly wcutr the nhir)atrO•N due Eunrrhewy w—in the flute Te mar ura+ves any ti&%or defvnare ar"by resw"of Id any'onraar nr or'anh•drfirwv w L..Intludrq rrwhnur Irrnaat.rn CaWnrn,a C.r1 proteduee Corhr it W and"0.tJr--v whrr 4f+.that tnay tr.everrr ffenrftau.y Iran lrfrrg,"any y N5,on at Cla,rn IM 4rlKrnCY aqe o Trusror.(h)any Arclwn of.r.nerl r•by flrnelrrwr y wh eh mov Mw Tfurrnr i rrgh.s M pwwd .N!A,ntt any parry rndebred under the Nnic.o.1C1 My d+sabdsy of de'"w of MY Par IV rndebrrd under the More.env Mha r�uaranrrn o1 e.•enrl•er ing,"b%.reawn of to-wo nn of the mdebrednr.e dw wren the%;nre lot any reesen nMer than fur.Pay.nrw rhweof. This Deed of Truse.Including the a.►Ignrnent al lntorna and the eeterlty InlseMt.fs given in eetute payment of the 1n4ebted- nose and perforenonae of ail obligations of Trustot under this Deed el T. ss4 Is given and eteepred an the following tatrt.a end Cond Ilona: 1 P.r.•.em ewd�,de..w.wcs. �•vr.r u,.s A►Y Io fMne•ewy J+reavne rerwN tr�rh.r Dnd dTrw.M r*n Meats duo_,nd at.J rnKdl rw+ra•ra e!d T.o..n f pbtgs+pw I'MZAIt7C_; SP"S•:ANCrS AtCt.NUIUM i,o tirm or nvs, hCiendum to tared of Trtll;t rnd Assi7n1T.rr.t of Pent* Mode as Of Hire 10, 1)92 , executed by Philip 7.isakis and Roxanne S. Zisakis, an 'rlt.tcr, it: favor of BANY Or CMMERCE as nrneficimry. ?he Truster hert•hy repriesents, warrarts, covennsles and vinrars that: f.:) '1lazar-lotis or Toxic Pubstance' means any Ptihatanee or material, including &.Uestus, define-d or desigtlrlt,-d as a hazardous or taxis : sub9`.al,cr, material or waste by ..ny feder:.l, state or local law or , ervirv:l-(rtol statute, regulation or ordinar.cts presently in effect or ,ter as ar,-ndel. ;jr lrvumulgated in the future, the "Environmental Laws". Truptor warrants and reFrtsrntR lit that Trustvr tins conducted an ..gp._,jriAtr invu&Ug..tiun and that no Razardt;us or Toxic Substancrs, !•xrept thoso that ht<vt• ht•ca previously disclorrd to Beneficiary it, f ur.tlnJ, have been used, Cel,e:ated, stored, disresed of or, released on, tinder, t:I:>w, cis. ohout the rrupextyr •-Yrept ..7ch amoulltu a:; arse a% prevent and la+.fully utred ire connection. with the Frupt•rty or f vehicles t.h-?rron, prcvided st+ch use is consistent with the use ct,:.:�r,FlateT. in the Loan Locumen:s, and fi;) that except as pr-1_ourly cisclused to Beneficiary iu writing, there are no underground storage ; �r to:.ko or Pt::1 Tfanlrfvimerr. nerving or storeu c,n thr Property. lbl Truster uarrdnts ::nd represents that it :dlt not received art notict• of a viclation of any law, regulation or ordindnctt : relating to llaz..daus or Toxic Substancry rur incurred any previous a liability tterr:or sera will rc.t permit any lien relating to lla=ardous or Toxic Su--,stances to attach to the+ property and rill not use nor perr.it the ,arr:ence, use, generation, storage, disposal or release of haztarecits or Toxic Substaaces on, under, from or a`rout the rropt•rty, '• extent such amuut:ts as are lawfully pra•::t•nt end lawfully listed in t:ol:l,ection •.ith t1h- _.arty or vehicles �'te:v=n, provided such use iL cons:utt-nt .its the r.:1e contemplated in the :.Oft, Dccument:4. , 1 (c) Trtlptcr agrees to pr.er..ptly notify Beneficiary lit upon ) Lt:Co:r.ing seem of nits use, generation, storage, disposition or rels•are cf Yaz;.rdous or Toxic Sutstanees on, unefer, f=n or about the Property, (ii) of ar-y procefodJllq, inquiry or notice from any Severromenta: authority with respect to the uhis or presence of d„y Fazardoum cr Toxic Substel,ees oil the Property or the migration thereof to or from ether prLFrrty, (iii) of all claims r.:ade or threatener, by +r:r, thiid Forty anairst trur.toL or the rrcrer_y relating to loss or il,;ury tLor .11:y itaxardous or Toxic Substance, Uv) upon di"covery of r ar.y occur ::ec or eul!dition on ally rroperty ad±caning Qr 11 tlrr ir.. voiate vicinity of tit• rropert; %hat could Lure the Prorrrty to be s f: 1: raa- wA remawr w lug lore•and allot"WiihoaMhny a tiro balance on the more d 1-1 AI`Ivr.Inrhwh•..in a.I'l" r In Ike rwint"I anrw,rt vrhor„'d"Ivwe.my Iulure amounts that flenehe"wv n,AY M d.,'y,.Y"wl IINn NI TlYu,e IIM lllr.l."1.I.er'Itw•,wYh a11MrM Ihw,r.N,krrw'vve.eYw al r.:,'eel 1 1< • t YnMnw .1 '�C 11—rkT s I Trw.t vary,•.A tliwAnly 1w4%"ii T,vu.w M-1 flwel.r.arv.&A rka rim rfwrtrly%Tor.the d.lgwtenn.due 1h in-forYuv Y Y.wlrr It.- -,or Truant ww,.r.Anv"qfd-to 11011n.rt 40•4rn9 lw,rw.nw nl 101 Any�n v,Irl.l.,i M'ann drhKleney IAW.wtludtn9 .i .afv,s Inn:also.Caklrwn a Crvd rr-rt+I tr Cod.to 5mn and 726.at anv rokrr kw Ohm rt.iv 1"•v.•nl 1tr4sl.zMrY hom trtnyw,g env atew,.r to, ors h"dvIewnty M).,n.t T•uaor.1h:any etretr.n of rrmedu•s ht q..nrflr ary wh.rh alas solid Truuor 11 twjh!s In I-r.tred aq.,wt.t an-luny trtdel„rIt unfit+llw hrwe.or 10 env d..aM10v Of defense of Try turry Iwdrlrrd under the bane-*no other 9+,n'.tMM oe A.IV Winn;.,.M,I,tl Ira.Mt nI r.•.Mtrrn ra the Mdrimednes%d w•YMI"Ihr%,ve IM any rra1M1 rdhr Ilia-4-11 ri-VM.•nI dw,rnl This Deed of lft—t.Includlry Ske assignment of meets*and Ike eete,lly 1nle,rel.10 awes to.eture r"t-sent el the Indehled• n.ee and Wov-lance of all011ge11ens of Truslor ender Ihls Deed or Trost and Is given and arcepred on the loflo.atnll terns and conditions, 1 ►syw,ewt ant-Y+Ierw,.wc1.T.u.,A.MwH N w1 I7.wAr._Y ws•r.•".w MM..I M�M..Il.w.l.J Tllrw n rtwyrrHYwe iY,.and.I.,E Mlf't,Irtrktrn ar nt TrYvrr!e�-`'yNNw! .. w r ,:tb;eet to restrirtlrwts on ounrrohir, occ%iancy, transferability &r •.I• tinder any Fnvirontimrtal Law, and M upon ul,tnining kr.ouledge Dt .ny incurrence cf erreLrsv !"y a guverturental atlthurity ur others in c-_1,llvctiusl with the assessment, ul.11tainnent or removal of arty 1'azarduuss ur Toxic Substances locatrr; on, under, from or about the ;rcpe•rty or any property adjcilting or in the immediatr• vicinity of the .. p:ur erty. Duriseg the term of the note or er•:tensions thereof, C •ne-fiv.inry shall have the tight to enter on tsttd insprct the i r =:uperty for the presence of Nazardurt, or wxic Substances and 1Iall h;svv the right, but nut the chIigation, to join in and f r :rticipaty in any legal proceedi.iCn ct actions initiatrd ir i c�s.t,ection therruith. (4) If, during the term of the Note or extensions) thereo_`, F+rardous or Toxic Subat.utces are discovered ott the Property in 1 violation of any Environmental Law, 7ruTs*.or shall at its sole •—r!•rise clean up or remove the Pa." from the Property and utcerlyirg grounduate:r in accordance with the requirements of t'.e aFyrorrinte governmental authority. I: the Hazardous or . :r.ie Suhstatices are not cleaned up er r%,nLved within ninety j dly,• of discover;, or such verlirr tine ns required by h •I c .veromertal agrl.ey, then Denefirlery shtil have the right, hilt r•.t the obligation, to do no or to decl.lrt. is default hereunCer, p.•ovided, hc.wrver, that Beneficiary shall not declare a e vfaulu f, : fai ltlrr• to clean up or remove Hazardous or Toxic Substances r• lul,g as this Deed of Trust is no: otheruise ill aZrfault and B,•1lefieiary is satisfied, in its sole discretion, that Trustor diliger.tly taking .11 appropriate and necessary action to ; y:!ert a clean up or rerlaval to an to assure the Proptity %,Ill comply kith all Fmtirunmental Laws. Should Tru.tur take any action that ::isturbs any +t •1�• o.. or its the Ifrcroveae•s.ts through repair, renov4tior. cr o•heruiar, :'rus=or agrees to takt prej,ter precautiniis 1.w as not to pose a:.y hazeird to hulydn health one ch..31 comply with all appl icdble =,•deral, state anti local notice, removal cnd diapoarll guidelines and r L'..vironmental Lhus. i , 3 • dnn mite sotet the f;ensfMsry's p•eement NO advance to the Tmvw.Th«dewe.the mlreeet rA Denetewy unOet"m&~u v ..ur war T.Yr.w..l r,1ua L.C.n...1 e11eel,rywehgsn.l.g a,e..1 r.alawee.m the Nnre �, llxleTMednrle,M 11.4.1m ohow• Include%.1n addRen to the rr.:nrwj amount.fn.grflYt&61W.onv WIWI,anuwnrs 1h.11 M. lgcwv ,nay m R.d•.t.ermn ban M 7ruuor for oblyo.l.Irtgellner reh minnt she.wn.hn.r.wK.else h.a+c•ed(1 f � �n Thn l c"of Trine wcom a gumanly between Teusia a..d Benele.rrv,and dare mw deectly weure the tlblga,om dw PIM'fittary under the Note Tn•uar wren any nghts or detenws ar4"Nov teasoe of lal any-ong,-wiI•w'at"o-.11•del.ewney-Low.mclsrdmg > wdhout 4.nar.o.,Ca04atn.a CA Procedute Code I W aM 125.at v.y odwe law the,may prevent Benef cGery from brwv, g any scr,an or corn kw def.rwncy age,nu Trusror.rot any rir..on at remedies by Benel.c.a.y whIch m•y bmR Try-w'f"phis to Itroer.•d against ary panv+ncleNed undo*the Not*.or Cc)any d•sab Nv ot defense a'any party mdrbed under the Note.any other guara•IeI Of any what pcewn by reawn of cesulan of the ndebrrdnm due under the Nole for any reason*thee than Ls psyrnem the.eol TAIa Deed of Trost.Including the assignment Of Income and The security Inlereet.to given to secure payment of the Indebter- mess and Warman,!*of all abllgatlone Of Trrstor ands+IMs Deed of Brut and No given aid accepled ow the following come and candltlrnr 1 hrment end pawonod"s. '•.vow Nor Vw x.FI.nMewras•.we...es.•cwrd►�shy 7►ed d 7.w.n.I.ee I.,M.+.e dye rid•,•+:'srah PrAo'•s as a+T.wnr i abrsrer.s MEW- ;� (f) hll eeits and exreuees incurred by arnvflciary pursuart to tF::; suetit,n shall be immediately Cur and payable upun des.,wd and sit:ch .ums rlidll bear interest nt t.te Lrfault Rate frum dtitt. of payment repaid. :'rumor "hall hole: hLrnlels and indemnify 1letirficiaryr , its s :cees.sors, assigns, officeri., dirretu:c, trustees, employers and Jf a•:it .. luth during and ";ter Trustcr's ownership of the Property f•.r,ain :t any and all claims, liability, loss, damage, cost or exFensr . -1 si.•et out u: thv brrach of the coven&nto, reprrltrntatione mid .tra..tiva of this st-utiun tend against all lost., damage, includi,.g +aithc::t limitatiult n11 foreseeable sno uafurt•seesble consequential dorwyt-s, liability, tort and rxpense, irclue.in, withlrit linitation all r .r.:•ev ig,ttion at.d clean-up eoets, firer, fern for consultants and r als c:-able fees fer attorierye ttmployed in connectiuit with the irvvs•.ig.ticn, aosessmvilt, detoxification, containment, clown-ur cr rerc:•:1 of any liaxardeus or Toxic- Sutatances en, under or about the Prttj'arty. This indeuwity la intvvded to be opvr3ble under 12 U.S.C. :+GO? o) (1) r are ary succrtisor soctlon thrzrrtrt, and shall survive the rent-nie and recunveyatict- of this Deers of trust, %lirthaar by pnymt•nt of 1 -he :i ;!:btednrss, fcreclosure or deed-in-lira therrof. This Derd of ':::st, hcw-ever, shall not secure performaice os Trustor's obligations., 1 urven,::,ts, and agret•h:t•ntp to indefrnify Rr.ieficiary under this. sectiun. -r i+> � r / r xanne S. r.isa is s Datet ALL-ruRrocr �,��,;iOr?LtfbaMINT CAPAUNCLAlmaysaim a!Colfnlyol,. On ' /.J—fiolora m4. �r i1 i, A 11h,� ��c'.L r,:'(ramp Jilin of olTc�r). r�'.�. pn.a+nany,:,�•1rw.r11 + �t t t ,t ►•' c: `I;. i�(. t! ..n R.rJ rw.corafly h•,awn}n mq--OM-ter 11+rr1vtlA to mn ern 11+n hnele of x�l+e'artnry�.irinsxn 14 her flit r"rt-r.•;},wl.oeq n�tno(e)Inlnin 0,lhf6raleff le tho within Imtr imenf Anti Ar-hnnwf. n•fy"rffmmnth-•11.PIC11f llAy(isletilnellhngamolnitleltterJl}vllrau,hnrbpdt"f,ntlfy(Ine),anti r,•...« eipnn!mo(c}an Ihn itslnm+nnl a,n r+wrson(s),of film nnhry Irr,rNt hwhntl of .rw� whirls "in pnllon(t) nr•erl,ovnrlsletl tltn 11.,=' -- y 1n�lnnnnnl. �•••� �y 00V,alA6 Poet. VATHESS my hand And ntrrial seal• !y-• MARYANN GE+HM fa�•• +O.wrM{ tYaf•aa ....� fa•+a»a•ss:fre.r.••st►a sr'Kr•s'•'r*s�►sf.�rsrnrtrt►•++tr*frr.•;•re.••r� • • w.nw.n+w.n.wv..w.�r.e...-.err.en r.w.e.r,.�?f..,.rr Ire,al V.a,s'n far A. I..e a...-r w.....w...... •G.r,tr.,affect 11W ftenrfkiary t eq•ff."Ma to advance to the Trust-P.Therefore.1hf ln,erest Of Senehcisty under this Deed nl trust —4 Trawn M lull trace A 1 effect r..ferfheia"d 1 a,om haianre.f.11w N.,,e f.rl.'IM.'IhrM.M tlrlfwd al+.tve,rwhrtrs.m addn.on In ter•ptine•e+A)..w~4.rrittw.i alv,va•a••v htnfe amnrmt IhM n.'nAwwv may w as L&wrrien h.an to Trr,ro,hr DWW1.togrihe,•mh Vn Vrm rhrTean.10vW4 1-ern.t.Cara+')0 3 �bf t.)w+hmnrd. y Thn Geed of TTusl secures a quateniy briviten Tntuar and Ifrretewy.and does cot.:jec++v secure tf+e oNyalom due(SenefK.eey i.ntkt the Noe Trvtior uHwct any t.gh+s a delen,rs&rn.M tv reaw.nr 1d any'r.ne-act,nri rf"..r.u-d,if%wv Lm.each,d,rti' y .rn4,atia>,mr 0%Catetor",a C,wt Ptoaed,re Code{I,`SV and:26.or any taM kW dot n.av p•evfM Rrrvrr.ary from fu..q.nq any astern or loon for delw*r.cv"3,nst Trusior.fb)any rtfnon e're.eedn:s by 8r W11CLO v,.h•ch MAW hnta Trv,ter's T.S'++t 10 rfnceetl N,,mv aav Banv f+deb+ed under the Nair.or kl any d,sab&v to deffnse of a^v Bang mdet+ee u++de the No+e.any Of%"gvaranior or )f Any w+ha+person by teeson of en,s,on or the wictuedtws due under the NOW ie,any rraann,fhe than fur paymen,lt..?%W This')red of True'.Including the afallnmen,of Income and the secu,,ly in,rtset.to live"Io secure payment of the Indebted- neee snd perfotmante daft obgllet,ano of Teustot under this Dred of Trust and is glven And accepled on the lalfarinl,errna and c•ndlt,onet 1 f'.ytwM1 M�efTtf7,at.ef. t 'wn there try rn It+...rfrr ere awrfrw...rt,aed�,n,..ike.1 d Tr W..r,e.•.t.+a•r dw.+nJ o..a•.r'4 nn�w�J d Testa i r,l�.0a.,em i Authorized to Publish Advertisements of all kinds including n , public notices by Decree of the Superior Court of Orange lr,/ County. California, Number A-6214, September 29, 1961,and A-24831 June 11,1963 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 below entitled matter I am a principal clerk of the ORANGE COAST DAILY PILOT, a newspaper of general circulation, printed and published in the City of Costa Mesa, County of Orange, State of Califomia, and that attached*Notice is a true and complete copy as was printed and published in the Costa Mesa, Newport Beach, Huntington Beach, Fountain KELIC NOTICE MIC NOTICE Valley, Irvine, the South Coas. communities and NOTICE of bond aPah trw 110000."M PUBLIC HEArt1N0 Report PrePered perwant Laguna Beach issues of said newspaper to wit CHAM14CENTRM- I*Section 37e33o1 the Call- OAttYtEMf tardy "North and So" the issue(s) of: FR OPEE A4 Inspection � Of HVI1MOCC1 at � CITY COUNCIL! the D"mI.-ent of Econ- REDEYELpPMENT AGtrFi-CY C" D t for October 19, 26, 1990 AMENOMENTTO erhd the erldenee to W ISPOS T1001 ArT �e.ented at the Meeting- DEVELOPMENT October".I= AGREEMENT By- CorrW Brockway, PHIL AND ROXANNE City Ckwk. City of Nunt- ZISAIUs t Beach (MORTHMOT CORNEA unished Orange COasl OF BEACH BOULEVARD Daity P11-1 OC10ber 19, 28. AND CYPRESS STREET 19" F-839 A Public towring will be eld on Novan+bar S, 11►a0 at 79D P.M. et the City Council Charnbers. 2000 Main 91r'Nt In the CRY of 11unHrrpton Hooch, by the 'Huntin ion Enoch City �Counctf M toinl seeelan With the Huntington 111—h 60NOW"Wmot A"" to oaN me andr"at of that oertaln Disposition and Dewbpnrerd Agrw- rnant by and bet reen the Itadevslepmeet AgoMy of the City et Hhehttngtan I declare, under penalty of perjury, that the owRONN„ b.d '` foregoing is true and correct. "bwn1ber o h " orf for Inae bale o praridas r property owned by"in Re- P art x1nnAga Ile I0 Executed on -o, tube r 26 W. , t 99 The atneirdlrlene wa b. at Costa Mesa, Califomia. M= NOTICE Sig ure ZZ�Ze .� PROOF OF PUBLICATION !-i ; I / lr.. . . .. ...... j. \Icy, -ems C�'(----.:._.._- . �' , \I V i\I -._�GtJ Q S__.•_ .� - i I��I . t� ,.•' \ •fir \! -; � _ •� ., 77 EXHIBT A TO AT NO. 5 Page I of• 1 _.. . ,. : ATTACHMENT NO. 6 Recording Requested by: When Recorded Return to and Mail Tax Statements to: CERTIFICATE OF COMPLETION FOR CONSTRUCTION AND DEVELOPMENT WHEREAS, by Grant Deed dated and recorded on as No. of the official records of the County Recorder of the County of Orange, California, the Redevelopment Agency of the City of Huntington Beach, a public body, corporate and politic, hereinafter referred to as "Agency", conveyed to PHILIP ZISAKIS and ROXANNE ZISAKIS, husband and wife, hereinafter referred to as the "Developer", certain real property situated in the City of Huntington Beach, California described on Exhibit "A" attached hereto and made a part, hereof; and WHEREAS, as referenced in said Grant Deed, the Agency shall furnish the Developer with a Certificate of Completion upon completion of construction and development, which certificate shall be in such form as to permit it to be recorded in the Recorder' s Office of Orange County; and WHEREAS, such certificate shall be conclusive determination of satisfactory completion of the construction and development required by the Grant Deed; and WHEREAS, the Agency has conclusively determined that the construction and development on the above described real property required by the Grant Deed has been satisfactorily completed; and NOW THEREFORE, 1. As provided in said Grant Deed, the Agency does hereby certify that the construction and development has been fully and satisfactorily performed and completed. 10-25-89 ATTACHMENT NO. 6 555In/2459/37 Page 1 of 2 2 . Nothing contained in this instrument shall modify in any other way any other provisions of said Deed. IN WITNESS WHEREOF, the Agency has executed this certificate this day of , 19_ REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH By ATTEST: 20-25-89 ATTACHMENT NO. 6 5551n/2459/37 Pane 2 of 2 f l EXHIBIT A LEGAL DESCRIPTION The Easterly 194.00 feet of Lot 4, Block A Tract 436, as shown on a Map recorded in Book 16, Page 28, Records of Orange County, California, Excepting therefrom the Easterly 107.00 feet of the Southerly 48.00 feet. EXHIBIT A TO ATTACHMENT NO. 6 Page 1 of 1 z ". OPTION PARCEL "LEGAL DESCRIPTION" The westerly 19.50 feet of the Easterly 194.00 feet of Lot 4, Block A, Tract 436, ast shown on a Map recorded in Book 16, Page 28, Records of Orange County, California. ATTACHMENT NO. 7 1 of I 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 below entitled ma#ter. I am a principal clerk of the HUNTINGTON BEACH INDEPENDENT, a newspaper of general circulation, printed and published in the City of Huntington Beach, County of Orange, State of PUBLIC NOTICE Califomia,and that attached Notice is a true and NOTICE OF complete copy as was printed and published in PUBLIC Y OHUNCIL/ the Huntington Bh d Fountain Valle REDEVELOPMENT gton eac an Y :AGENCY AMENDMENT. . issues of said newspaper to wit the issue(s)of: TO DISPOSITION AND DEVELOPMENT AGREEMENT PHILIP AND ROXANNE ZISAKIS OAKVIEW REDEVELOPMENT PROJECT AREA April 30, 1992 On Monday, May 18,;, Ma y 1992 at 7:00 p.m., or 7, 1992 as thereafter as the mat- ter may be heard, at the City Council Chambers to., catad at 2000 Main Street, Huntington Beach, Callfor nia,the City Council of the City of Huntington Beach and the Redevelopment Agency of the CIS of Hun- tington Beach will hold a joint public hearing to can-, sider approval of the Sec- and Amendment to the Dis- position and Oevelopment Agreement (the Agree- me by and among the Redevelopment Agency of the City of Huntington Beach (the "Agency"), Philip and Roxanne Zisalds. The proposed Agreement I declare, under penalty ofperjury, that the and a staff report a'including P t}' a summary of the Agree. foregoing is true and correct meat is ava t t e for public inspection at the Office of the City Clerk 2000 Main Street, Huntington Beach, May 7 2 California. Should you de- Executed on , 19S sire further information concerning this matter, at Costa Mesa, Cafffomla. kind call Tom Andrusky at(7t4)538.5224. CONNIE BROCKWAY /� CITY CLERKVAGENCY, City Council ty of lfuntington Beach, Re- Signature development Agency, Clty of Huntington Beach, Published Huntington Besch/Fountaln VA)Iey Independent AprilQ, May T,1992. __043-583 PROOF OF PUBLICATION STATE OF CALIFORNIA County of Orange I am a Citizen of the United States and a resident of the County aforesaid: l am over the PUBLIC NOTICE age of eighteen years, and not a parry to or NOTICE OF interested in the below entitled matter. I am a PUBLIC HEARING CITY COUNCIL/ principal clerk of the HUNTINGTON BEACH REDEVELOPMENT AGENCY AMENDMENT INDEPENDENT, a newspaper of general ANoo�°eo i�N,r circulation, printed and published in the Cy of AGREEMENT Huntington Beach, County PHINIP AND of Orange, State Of � RO ONN�E i�IS Caffonna, and that attached Notice is a true and REDEVELOPMENT complete copy as was printed and published in PROJECT AREA On Monday, May 18, the Huntington Beach and Fountain Valley loan thereafter eaft p.m., or a. soon thereafter as the mat- ter may be heard, at the issues of said newspaperto wit the issue(s) of: d z000MaiR sir Huntington Beach, Callfor. nla,the City Council of the City of Huntington Beach and the Redevelopment Agency of the Cfty of Hurl.tinsrton Beach will hold a joint public hearing to con- A p r i 1 30, 1992 sider approval of the Sec- ond Amendment to the Dis- position and Development Agreement (the "Agree- ment") by and among the Redevelopment Agency of the City of Huntington Beach (the "Agency"), Philip and Roxanne Zisalds. The proposed Agreement and a staff report including a summary of the A e- ment is available for tic inspection at the ce of the City Clerk 2000 Main S&MStreet, Huntington Beach, IGnia. Should you de. sire further information concerning this matter, kindly call Tom Andrusiry at("4,538.5224. CONNIE BROCKWAY I declare, under penalty ofperjury, that the CITY ounollAGENCYf p ty City count:nlCity of foregoing is true and Correct. ' l Beach, Re-development Agency, "City of Huntington Executed on A p r i 1 3 0 r 2 "BPub(shed Huntington 199 Beach/Fountaln Valley at CostaZMS7jgn'k-- 5 independent April 30, May 7,1992. 045�4$3 PUBLIC NOTICE t PROOF OF PUBLICATION 171 _ RECG.V!N:--- of STEO BY ��-az2��a FlHSi Alrtxr�an juLf u:S.CO. •• r Record-n7 Reges ited by: .'t •R J!./ � ti ci,y of Hunt`ngton Beach 1,oe w, s pECOADED IN OF LAL RECORO8 When Recorded Return to and CO OMNGE CAUN"1'•CALIFOANIA ••.e5 � tail tax Scat-Iments to: fir•.•,, z l� Phil-; 2i;akis E Roxanne 2isakis •llss AM, JJS23'92 _,..1 •.a.S�nal t.•Ito Glass _ f - 1113' Seaeh M vd. ,,p I1ur.:irr � `a' ,:on D•'ath, CA 92647 � J � CRX%T oEM E For a valuable consideration receipt of which is hereby acknowledged, �+e REDEYELCM.: ACv—%'_Y OF THE CM OF WN'rI*1311'Ci. BEAC-H, a p'iblic body, cCrp rate ar..3 politic, of the State of Californiae herein called 'Grantor" a=tirg to carry out the Radevelopr.,ent Plane herein called 'Redevelop--tent Plan" , for _he Redeveloprent Project for the Cakview Project, herein called `Project', urrer the Cetrunity Redavelopment Law of California, hereby grants to PHILIP ZISAKI_ and F=%NE S. ZISAKIS, husband and wifet herein called "Grantee", the s rea: prcperty herein after referred to as 'Property', described in Exhibit A attached hereto and '. _..-orated herein, s'abject tc the existing esearwts, restri<.;tioni and covenants on record described the-tin; providing further. Agency stall retain and Developer shall convey access c'lsemerts as shown on the Sire Map ("Agency Access Easer.,ent'), attached Fereto as Exhibit 8 and ircorrrabed hereint fcr the benefit of the Agency an7 the adjacent properties x as alsc shown on the Site Map (Exhibit 8) (the 'Benefitted Prcperties"). 1. Grantor excepts and reserves from the convfyance herein described n all interest of the Grantor in oil, gas, hydrocarbon substances and minerals of every kind and character lying more than 500 feet bel--w the surface, together with the right to drill into, thraagh, and to use and occupy all parts of the Prcperty lying more than 500 feet below the surface ther!of for any and all � pjrposes +n_1Aental to the exploration for and Fro ==ion of oil, gas, ! hydrocarbon substances or minerals from said site or ether land+, but without# hvwever, any right to use either the surface of the Prep.tty or any portion therec` within SW feet of the surface for any purpose or purposes wnatso ver. 2. Said Property is conveyed in accordance with and subject to the itea rle do evelar ::t Flan which vas approved and adopted on Novo—b 9 pe 1 , 11.L by "0 C-dinance Sc. 2582 o: the City Council of the City of Hutton 9esch and a Ciepcsition and dove opl•lent Agreement entered into between Grantor and Grantee , dated Uuver-7er 20. 1999 (the 'CoA`), a copy of which is on file with the s� Gra^ter a- L c is o os ea public record and which is ince;porated herein by reference. _ •�s .totnt 'tenants t 1 14110 LYCIwrt t,t DOClrlltvlwer t;■,eNlr 7WO document 1a ao1•ly for the t■s IS s -..32Y,SQ_ _-_- official Auolno.,% �r t::a City of 1;;+•rLlnr3ee rraG�• t:9 ,•onto:o- COWV1 IP OV Iut v�luF e,re;ry�r, It.Loa 1s•4nr Cc%w*n •7ttt, t4,1v •CO-NIlf`ON i6-tt Ywll1C UA MwS :.00. $103 nud s.hc0 L1 So roeordud . l..CV..P■N{[iJtl..wny,..(A1 U,y frCC Of chnrRe. ,• �) d�.le ' Sna. ,."r N-:- .1 un 7!•�.w.�s+L..rarf -f 1h35-�'9 __�y►• 5551n/=460/37 Page l of 5 •'�� • ` 4f1 `r 3. The Grantee shall devote the Property only to the deve;opment J_� permitted end tilt uses specified in the atplieaGle pro-isions of the Redevelopment Plan for the Project (or arl amendments thereof approved pursuant to paragraph 10 of this Grant bead), and this Grant Deed, whichever _ document is more restrictLve. 4. The Property is conveyed to grantee at a purchase prlee, herein ' called "Purchase Price". determined in accordance with the Uses permitted. Therefore. Grantee hereby covenants "nd agrees for itself, its successors, its assigns, and every successor in interest to the Property that the Grantee, such Successors and Such assigns, shall develop, maintain. and use the f 111 Property only as followse J ii (a) Grantee shall develop the Property as required by the 3_a. and with parkins as approved by the City o; Huntington Beach. (b) Crarttee shall maintain the improvements on the Property and ;y shall ker- the Property free from any a murulation of debris or waste mar.-;r;: ,.,v ntee shall also maintain the required land:rspinq In a hea,Shy condition. If, at any time, Grantee fails •o maintain the said landscaping. and said condition is not corrected after expiration of five�(5) days from the date of written notice from the Grantor, either the Grantor, or the City of Huntington Beach ,may perform the necessary maintenance and Grantee shall pay such costs as are reasonably incurred for suc, maintenance. ;; C• ' r � (e) Grantee shall only sal:. transfer or convey the Property as f a whole ani is not permitted to subdivide the Property without the prior t approval of the Grantor, or the City of Huntington Heath if the aseney is no ? longer in existence at the date of req-x st for approval. , (d) Notwithstanding Grantor's reservation of 4.1 e4sement over the Access Easement, if at any time vehicular access is dediea:ed across the front of the parcel iwnedlately to the northeast of the Property and Beach Boulevard. Grantor shall relinquish sure portion'of the Access Easement as is no longer needed. S. Prior to recordation of a Certificate of Completion issued by the Grantor for the improvements to be constructed on the Property. (a) The Grantee shall net make any sale, transfer, conveyance, er assignment of the Property or any per: thereof or any interest .%ertin. without the prior written consent of the Grantor eac:pt as permitted by paragraph 5(b) of this Grant Deed. In the event that the Grantee does salt. transfer, convey, or assign any part a! the Property, buildings, or structures thereon prior to the recordation of a Certificate of Completion, the Cronter shall be entitled to increase the Purchase Price paid by the Grantee by the amount it-at the eonsilpration payable for such assignment er transfer is in ameaSS or the Purchase Trice paid by tie Grantee, plus the cost of } n .x R .�r 10-2S-89 SSSln/2460/37 pig! 2 of 5 •M ' Y rs. rr -r r� improvements, including carrying eharSes. The consideration pay+ble for the rt assignment or trs-scfer, to the extent it is in excess of the amount so r authorised, shall belong and be paid to :he Grantor and until so paid the - 1 Grantor shall have a lien on the Property and any part involved for such ' amount. This prohibition shall not be deemed to prevent the granting of r easements or permits to facilitate the development of the Property. }} I (b) 'he Grantee shall net place or suffer to be placed on the 1 ri Property any lien or encumbrance other than mortgages, deeds of trust, or any other farm of conveyance required for financing c: the acquisition of the Property, the construction of improvements on the Property, and any other expenditures necessary and appropriate to develop the Property. The Grantee tl shall not enter into any such conveyance for financing without prior writt:t i approval of Grantor. No approval will be given for a conveyance of the property to finance the Construction o- Improvements on real property other than the real property described in Ex4ibit A hereto. "r s. The Grantee agrees for itself and any succ6stor in interest not to discriminate upon the botis of race, color, treed or national origin in the sale,'lesse, or rental or in the use or occupanty of the Property hereby V -conveyed or any part thereof. Grantee covenants by and for itself, its S successors, and assigns, and all persons claiming under or through them that x there shall be no discrimination agair-st or :egregation of, any person or o group of persons on account of race, color, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, oeeupanCy. ten-ire, Cr enjoyment of the Property, nor shall the Gran::e itself or any person claiming under or through it, establish or permit any such practice or practices of i elscrimin4tior. or segregation with refere+ce :9 the selection, location, nueber. use or occupancy of tenants, lessees, sub-tenants, suslessees. or veadets in the Property. The foregoing covenants shall run with the land. 7. Na violation or breech of the covenants, conditions, restrictions, provisions or limitations contained in this Grant peed shall defeat or render invalid or in any way impair the lien or charge of any yy mortgage or deed of trust or security interest permitted by paragrsph 51,b) of 3 this Grant Deed; provided, however, that any subsequent owner of the Property ==t shall be bound by such remaining covenants, conditions. restrictions, limitations and provisions, whether such owner's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. S. All covenants eontaineC :n this Gran: Deed shall be covenants running with the land. ;he covenants contained in paragraph S and Grantee's obligation to develop the improvements on the Property provided in paragr.eh 4(4) of this Grant Deed shall termi-kate and shall become hull and void upon recordation of a Certificate of Comp:etion issued by Grantor for the Property. Grantee's obligation to maintain and use the improvements constructed as provided in paragraph 4 shall continue in effect for a period of fifteen (1S) years after the date of reeordation of a CertSfirate of Completion issued by Grantor, and shall terminate and be of no further forte , or effect at the expiration of said fifteen (15) year period., every covenant :e tC contained in this Grant Deed against discrimination contained in paragraph 7 of this Grant Deed shall remain in perpetuity. `' > a� 10-25-e9 SSSin/2460/37 Pace 3 of S '= 1 `f r�r 9. all covenants without regsrd to technical classification or designation shall Le binding for the benefit of the Grantor. and such r�r covenants shall run in favor of the Grantor for the entire period dying which such covenants shall be in force and effset, without regard to whether the Grantor is or remains an owner of any laZd or interest therein to which such covenants relate. The Grantor, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to Maintain awy actions at haw or suits in equity or other proper proceedings to ' enforce the curing of such breach. 10. both before and after recordation of a Certificate of r~+ Co,rpletion, both Grantor, its successors and assi^.!s, and Grantee and the �er� successors and assigns of Grantee in and to all or any pare of the fee title to the Property shall have the right to consent and agrte to changes in, or to eliminate in whole or in part, any of the covenants, easements or restrictiuns contained in this Grant Deed with-)ut the consent of any tenant, lessee. r easaaent holder, licenses, mortgagee, trustee. beneficiary under a treed of trust or any other person or entity having any interest less than a fee in the ! Property. The covenants contained in tiis Grant Deed, without regard to technic'. .t•s.ifieation shall not benefit or be enforeec_le by any owner of :%r St.71e. real property within or outside the Project area, or ary person or entity having any interest in any other iuch realty. Any amcnd"onts to the a Redevelopment Plan which change the uses or develop-Rent permitted on the L` Property, or otherwise change any of 0e restrictions or controls that Apply 7° :o the Property, shall require the written consent of Grantee or the successors and assigns of Grantee in art to all or any part of the fee title to the Property, but any such amend-%ent shall not require thi consent of any .- tenant, lessee. easement holder, licensee, mortgagee, trustee. beneficiary under a dead of trust or any other persa•s or entity havinq any interest less than a fee in the Property. ; 11. The covenants contained in this Grant Deed shall be construed as covenants running with the land and not as conditions which might reiu+• is ' forfeiture of title. IN w;;r:.SS u}!SM.F, the Granttrr and Granter have caused this instrument to be executed on their behalf by their respective offieers hereunto duly authorised, this 1179 day of rL.w+ai ::oati.14q.7. K CAurpRMA In ! THE CITY r _ �wvr ,M edOerM�+. � �t� J�� 1• •b be r•e WISOnU;w.Wfe nA*md.—Ve f.+t Awd b e+e w.+n ftia:l r ...w.r.++�was A[+rowM•aM0 b.p0 a•„1 r-+.�nK•y a.raAQa�M a+r�n r.w+w.h..+aJea cno+Mv(•'�1. y7 r .rrt p—hr "%wtvoa on P.o nn4r--+r w tho twfe^.,nr d 1M Ww" M.WNW d •.. Tt jlackd e.ecweartr.•er.,W4 OF;IC:4L KCAL µArle+CE t ETCMTS-. .. •,t .0.nylwtE fr.a dL:tiJ fey 'r�j�lt;w N�:ae..�r'.'t•eµ.rot M-A J� :0 Moll DArin s -.• 4u. �y�+� r�mww.wpm IWAT Vy • •w.�s s.� i'l,kSt t w r� 9. All covenants without regard to teennieal classification or L designation shall be binding for the benefit of the Grantor, and such covenants shall run in favor of the Grantor for the entire period curing which rl sueh covenants shall be in force and effect, without regard to whether the j I Grantor is or remains an owner of any lair: or interest 0trein to which such ` covenants relate. The Grantor, in the event of any breach of any such covenants, shall have the right to exereise all the riShts and remedies and to maintain any actions at law or suits in equity or other proper proceedings to r enforce the curing of such breach. 10. boil before and after recordation of a Certificate of Completion. both Grantor, its successors and assign, and Crantee and the successors and assigns of Grantee in and to all or any part of the fee title : to the Property shall have the right to consent and agree to changes in. or to r eliminate ih whole or in part, any of the covenants, easements or restrictions ; contained in this Grant Deed without the consent of any tenant, lessee, easement holder, licenses, mortgagee. trustee, beneficiary under a deed of trust or am other person or entity having any interest less then a fee in :he A Property. The covenants contained in this Crar.t Deed, without regard to teehnf". ,:.aifieatian shall not WWI: or be enforceable by any owner of ' arty other real property within or outside the Project area, or any person or entity having any interest in any other s+ch realty. Any amendments to the Redevelopme-t Plan which change the uses or development permitted on the Property. or otherwise change any of the restrictions or controls that apply K to the Property. stall require the writte-i consent of Grantee or the successors and assigns of Grantee in and to all or any part of the fee title i n to the Property, but any such amen6sent enall not require the consent of any y tenant, lessee, easement holder, licensee, mortgagee. trustee, beneficiary under a deed of trust or any other pericn or entity having any interest less then a fee in the Property. 11. The covenants contained in this Grant Deed $hail be construed Ps I covenants running with the tend and not as conditions which might reau:: !a JJ{ forfeiture of title. —IN WITNESS WrfAEOF. the Grantor and Crantee have caused this instrument to be executed on their behalf by their respective offfetrs hereunto duly authorised. this ILL Coy of Igq.2. �• REDEVELOPMENT AGENCY Of THE CITY OF M1I4TINCT0l1 SEACY V Mayor/Clio Jr Man Bye5ol _ City Clark/Clsr:t p ' 4 y 10—zs-e9 ; SSSIn/2460/37 Page 4 cf 5 k. ��Xa•ps. r� The provisions of the Crant Deed are hereby approved and accepted. w I } ll ��'Ha�,Lr�; 2ISAl; a r� AE S. Zlsnnl5 - ' rl S 4Tt Or Garr nm A Joe brc�y C•.S,1,tP l�j� 1'-t r1�r Eet�e mow. �r�n•t�4 �Y4��f _ ` 7— � • a tawr noawr 10 pw W Tov" 1, .4 M rw O.4 of aMwom0^r MOrxV)10 W Pw VVW(S)wr A+*Ill&we h+4Wcw b Pw*w- ? r$rV^enl nw♦Nnp.400W 101M IN'M ltw 1My heMetl Pw SM.w•1NMW4M+&ANOnteQ C>1SM0aT(•Ni, j x x r-0 Put pT Irlt`N4+er sgvlvelll M 1M rnlnMaw�t M Dalonitil G M r'uM HDOn banit!a trtrU u'e 1•+ c son,t wva.r1.e"ee rb"now". OfPlG&LNOTAR'/SEJ1� f ATWY t,Ta t^t apt •+e �� #letrrgdioDUtMr QAhN3E COu►rT'/ m�...b armor•ar.r awry NI t71 .l r a y 11,-25-e9 t . 5`_-'•ln/2460/37 Page 5 of 5 POOR aRICIHAI. •i�� CIIM>:RA A • � ..uCi.rclic�rr ... __ �Gvrq ; _.�� - 1 �•'•'u—c.�r .Ict►.7_ .. �. � � �'•.�` cT, U�1 - � �jczr�•u:1 .�:�1'i .:Jt' ` ' I 1 S i i r ME tiSNyGy 1 S1 9�"Q 2Zt� ff;.'JRDiV,ftEG!MTED EY fh`i5T AL..E :CAN TITLE INS.I'm � WrtEri RCCOR�Et)MAIL! CS RE.DRJED IN OeFiCIA;FEW" 7,fi Oa 119AhODC COUNTY,CALle0 Bn:lk of Cr•rn+urcv 41014 I"•wn all s 1340 Atli Aventle. Su:te ;01 Snit Diego, CA 92101 -1_2�AM, A 23'92 SEND TAX NOTICE TO c{sr• Q''Y�n.vi4s RCGCRJER �� : iPaCt:AnOVE Tre'S LIVE FCO t E_ DEED OF TRUST !1 ' DATED June 10. 1'192 t �� BFTW, !:%! Phtltp 21takts and Roxanne S..Zisakis. Ilusband.and Iti_e. Ps Jeiat leaants fTru.td"I. 6V.CSE ADI)RFAS 1% 1'131 teach Blvd.,_IluntinCton Bench, CA 92647 AtiD Bank of COar•'rta, A California BanktnC Corporation Plltnrdcmry'7. �� AN"' ricer ,%ncrica s T1tic insurance Coer,.any ,rTra«fe"t Trumi or enwvey.ill T,wol.•r on na,weh pnwer of sole.an of TTusra s"Ithl.10:e.and lnlere.:e,and to the&C.q_ wg d-.nibed real V aiwety Ithe `Reed Propntv7 rl - dh Al cliew ny or tvbscauentfy @.erred or &'herd ttnpemw rnls or I,a•1rn lamed N th.r County of _Orange St.'#*1 tvliforefa " •_ 1 j r Legrtl Dee-°ripttort .i& More Particularly Described In :he Attached L'x:liLit "A" i This is A Second trust Deed as to Parcel "A" and a Third Trust Deed as to Partel "It., i Comm3nly known AS: Cypress A Beach Blvd, and 17131 Beac% 31vd.. Rineirgeon Beach, CA 92h,.7 � r Tfusiol,l le-Mly•Wp•+in F.reel+.ry At nr Ttuuor t ng`n.Idle.and mtetrm,n and to all reins.lewen.les,"n-C.,sunt%,end l rold.Ithe ! • "iMnmt•"I bum++RCA!pent "V&%01 4 J. we Trusty"g.ards ReArLrwy a I:*norm Comris'.tall Code smutty rdetra in the Intmne and In e![fMnp+neM T1{'ores.IurnNlurrls,Mul,dhrr Nticln ell pn-tA fwnfw'ny r Amed lry Truu+x.nor a wbtegwmly attached or sli..rd so the Red Pro h-t r drttobed arw,rr,lfeP4l%V,wth AI acte.sa+n..Itmlt.no AllfarAl tit.All tfplAremrnla of.and all%lautulions for any of surf prof riliy,and Irlmher wish ad f"ocerdt f.rirfurt,n� tllsaf Aw;f f"l YC wft And tt•In..f Fir fvff"n ml hom Anv salt of other d,ormirain ifhe"P.'rv,n.d Preir-mil') The Real Prapeny AM)the'Mv,war" Proptrry arecr.i.Kn.rp rrl vet!so A{the-Prnperly.- Trussor avihwues Bnwle,At•.to the e.tr'.t perrnteed by appleable law.tat upon debuk"ndfr the Nele a+dcr Ih:i Deed of Truitt w etrlrk+ SAY othfT&Vrr,werd"lare-1 Trvr,or and Brnel.ctary,re)of Arty time Bfweltwv reatnnably deans fsel'"iareurr.or lei in Ta.r.,I Truuri s death to inwJwnev,lei rkA*r.;for wolf oil s r.l on the Nwe y&WiC and,of TTunoe's alm-m is wah Unelitwry Iwllethel chef ring.uV ! ergs.o'want 6.hrl K.rw.;% :e.:_.y a.ac.v,m,s held tomr5y vmh someone else O-A all accounts Trill to may cnw A mile f,aute For this = pv"se•T uao,g.&nls to&+ef t.Afy a seculdy woneu r al such aeeounta Tlwkr has as'nd,opiowd•IlePropent:aseorwileral10secufeOnobfigauowof ETfuslor Cf _ rOblyw'1 m+ke pT.nC pal amount d t - 5 81.000.00 Thn amount is repayable wdh In:.+esr&Ccotdlnll to the Isms of a promilsoty note W olher ttedd&g,teTent"ill to evdenet sod,ledeNe,Ir"s 7r dafrd June 10, 19C 2 The tetra'ihe Note-as uses m this Deed of Ttun means the promrs"nelle err odhrr Credit agrerr"cn dt.crtb rtg the rr Nvme 1f k+^t.Ar the f Ihdeb'edness.end aev nolr'.A4rermenes at deteamema ir"ft ei►Mewai.mod,hral.eai,eelrnw-s W µ l-Iolws en fa lht Ixfm..srvv tir"r IV @edit Preemeni"-ally rnitd The few of initirst on the Note is subren to ande-mg,adjustment,tone r&.or rneWwhon. s+ Tile w m-Indrl+edfte ia-as.,led+1 tills Dyed of Trust wlimp&..1 prmryAl end ntere{1 payable under tilt Star plot Iai My amoums e,PC-drd a AdrAnerd by Bewel"rY•3 dgcha•ge oblgatrons of Truuol and Ibs any e-Penses fflcuned by 9ewrlie ary e'•Trositf to enfOlcr ehlyae,or„of Trus+ar hrrf.n,dn.in fw.a red under INS Deed of Tfus,.lognher with antneill the.eW+at the Note rate The teal•'Tfuatn'n uwo,,rhts Defd Of T,uw fcw tonvr+.ertce of lht pmn.rs.a-d use of that term Shan not affect 14 1wabJF1V of an%such per' tow OF retvy on ter Note A+v Truua who CO sans the{Deed of Trull.i.:does nol eseco,e I%*%we tall...e sywmg lhes DcwJ e1 Tta.t only to g'a•"and tonvev that Te woe's mteteat n the Prepeny to Trustee tinder the terms of thm reed of Trust.fht now pefwnsny 6Kr under the Sole eecep at oth rw,te p %,ded Itti sal%rtl tvwnaA.onif Icl agree that f3enef essry and any wetter`rastot twrirndIm miry dg,ee to estrnd. � mod•fy,lwflsear,release a ry co•'latarel er make anv at wr accommadawms or smend.rtwtrs wet w2ml to the le.m..rf th,s Dc:d of Trust or - ]he Nate,wah "t not.Ce to,tilt Ttwoor.wAhow that Trvsfor's consent.and wehoat relrasang lho Truun of mod-Irrig this fired n!T run as to i then Ttuttot s&"net•in th. Property.and Idi ackwowledges that Bewel.ralev would wed M.s•eme•ed rxo the lendd,g Tetal,onth;,felm"Io the Indebtedness eacrpt Ili.tebanre upon all of ihr obl.gailons of al the Bonowns under this Teed of TT,st lCk"k d apphcsb4d 13 Thne n a fiiooar h one on,he Rea:Plopeny.w hKh Is rovrred by Ihy secwny in{numene and wheeti a and Shall rtma"t ❑Personal Property C Red Property ►`� Tt1is Deed o!Ttwv,tower+.a Note undn whet,the ew.endy scheduled Idol payment of sA..nFe:•mid rrtneu,rd1 i-!:e eA o!`e-pt Th.a D"of Trust&I,A at Cwrn all sui•sfit6A 01%.-fte,.All.+w.ddKs.er,f And esarts,orn a!llle Note ❑ The Nat n a se,r'.,nng kne of ned.1 Funds mow k Advanced k1 P-"`f MV.rrPa,d hV Truar.f,e'ed wFta'aurnify feAdVanred by Benel.Nary tier,.-.huand.ng lire amour"ou,stanl•ng at any Wa CylAr'awr.th%N-eu a1 T.,r•i li"Wet the tr+.l moo'dd of eh.'Nolq that is shown ohm a red anpmd b.tUnce of l+w trved"line of tredd under the Node mAv ft renoan lrwes hr MO A r,'nt k.fAnce don m"alle"lkl,hen 4,C oAV s..peran"t to Ad.awre to lht Truaed Thnrlrar.file ante,"-if Reneftwv IrakY thw t k--1.J TraAt Wit temmn an lul I.Are and ell•rl nnlwrlhuanding a mo kadante rwi,the Neap ❑ Indet+edness.at.k•hned sbove.vieludes-on A.kldwn to Stile i%r fttj l Am.arnl.(wYd,aYI Ak•ye.AnV Itewr Anlilld.lr Il,.d li.+ydeary m.v in as d.sc.rtw,+x.an io Ttuwns set Obi.gwl.iogelriee wish irw".-s Ihh,nM,h.te.,•t.rr-raw if esere,l 1.1 S ❑"I'm lyd ❑ T`,n need e1 U.-MTY.r.a!1YAIAMy lil'1WlM T.u{tor and&-nrkaarv.anal wvw-r the r-hi.l on,%,d,w ILYq,krMty ,IT undcf the vole rugor waives env twilrm W defense atnemj IK rr.,ern"f tAl AnV"miler Aew.i."rt arll i'lWft eV"low-VWh.tiny > without kmdaldir Caldorny Ctv.f ProCedwf CLdc i(5M ens 720.Of Any,Ahn in-dad mf••P'eveol Mt t.rwv k.wn NON-oil Awy Y anr.n or e:Adn I—tielic.,o v arta.Ae Tru4w.tbl any el haft At rentedwe hV a.-W&Wv,.s•.eh MAI,ARJ T'lewl'r't.wild.m pr••re'd A--J.A,V any p.rty.xk•Mrd Undo the Nme,o,it)Any d•L,b.tdy ter tlef-w of Any ft-VIV.,,k'r.nl an.k+tlw Slve.any-4her-him Any"no any r"hre p.wV a,•V rrav,n 01 rrr.mi.ri e1 11w mdehtedne.s dur under the N..e I.A M•v rrwr A vsket 14m,101mvPw 4 0"•1r.J This IJeed of Ttuar.Ira i"dtng the saslyament of Inceme and Ike ste"rlty Iniervel.Is glsrn Ie areuff pevmenl of the Indrhlad• wise and perlormener of all obligations of Teyetor andet this Detd of level and la given sod ottrptvd ask Ihv Inllowina lerms and conditions ! p.vwitwtAwdpe*fer.nanre_ - Trrrn.w.aayy,wl4 .aK.�.AaA•,wwn.,..ewrdkerh.e:lard rd T."V n,wr.twY.enrJw Aw.t.t.Arr.-x,,++Few,AaeJ l...w+•...-..•."n 1 a 2 P.• .I..0"iKr!wF.wwwrr off)"rr.Mwv- ..ra.r.w.wA r.rw.a.l.Irl.yr.rr ww�warmer.r Ih.N.+wv wwl•nMr•Owwr..wr 4..r. r 2: p.rrnala..W" dr•w.r I.-r..rr..ar n r I..r 11xr•.•y L.w.�•.1«�.rx1 r.w.rr•.rMY w.v.+Y. 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LC REQUEST FOR FULL RECONVEYANCE {To he used only khan obl.ganons hart been pa.A In lu'h y 'n ,11VNM 7V a.w•+q+rd..Mr.•Y:.Irww.•,d„rwa.•,M a.r,.Irw,rywrN wrwej t%if A 11..d d T•Y„N r,wA Yew.d br Ihd T)red m T..A,wa.Y term IYw P.el Pd ft a.1 fMeb.",~4 M na—M M yea d M1 Wrw.—I W ynr Yn,tw Ihr W w s a Ihy D-4 of T.u.1 w f•l..W M M wa.Wr.Ie,.rnw..y.wlAayl e.rnn !.+gw.Wd be-he"—we Iwy Ored rd T-jet the++ev.wa..held 7,roe wwd.e-m Ned of T,W meow.+aa IW I.e,w.rv.nLe awd •r a'M tlwte^•r+•h p + f By •t- O t Vol CR a.•aen dew"Cwra-br A'.PYrr[artrned. 0'.W Seffd4:llaa Ito . ►_r i E:(HIBIT 'A' r f !i 1_! i PARCEL A: j t PARCEL 2 OF PARCEL MAP NO. 90-111, AS SHOWN ON A MAP FILED IN II BOOK 260, PAGES 19 AND 20 OF PARCEL YAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA. I I f PARCEL B: PARCEL 4 OF PARCEL YAP N0. SC-567, AS SHOWN ON A MAP FILED IN BOOK 185, ?AGES 17 AND 1S OF PARCEL NAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA. i ❑ Indebtedness,as defined above,includes,in addition to the principal amount specified above.any future amounts that Beneficiary may in Its discretion loan io?rustor lot Obligor).together with interest thereon.however.not to exceed❑�S ❑unlimited. ❑ This Deed of Trust secwvs a Suaraniy between Trustor and Bc,teSuary,and.tnes not directly secure the obligations due Beneficiary 9 under the Note.Trustor weives any rights or defenses arising by reason of(a)any'one-action"or"anti-deficiency"law,including without limitation California Civil Procedure Code 54 580 and 726,or any other law that may prevent Beneficiary from bringing any action or claim for deficiency against Trustor.(b)any election of remedies by Beneficiary which may limit TrusiOT S rights to proceed against any party indebted under the Note,or(c)any dnabiluy nr defense of any party indebted under the Note,any other guarantor or any othet pets,n by reason of cessation of the indebtedness due under ih,Note lot any reason other than lull pamrmeni thereof. This Deed of Trust.Including the assignment of l..enme and the security Interest.is given to secure payment of the Indebted- ness and performance of all obligations of Trustor under this Deed of Trust and is given and accepted on the following terms and conditions: I Payment and Performance. Truvor shall pay to E!,dary ell amounn wcured W thy Deed of Trust as they becnme due,and shall unctiy perform all of Trustoi s oUtganom. N 10 03.90 11:35 C805 541 2802 Slnsheimer ET AL 0 002 *+AA U'N A StKS1dfJ►ZR III SINSHEIMER. SCHIESELHUT 8 BACCETT r x.KT sv_4CME3UHUT A ►NonisiONAA.CCA00"TION IL ROZFN SACCM STREET ADDREIS_ MAUCH L TANCEMM ATTORNEYS AT LAW 1010 F'EA01 STREET IdA MM t JAOROW KM OFFfO K X 31 DM!.)A SUHNU TECECOPc£R k SUZONNE FR:£.R SAN tUrS O515PO.CAUZ*RN=A 04'06-0031 M-5.41.2802 SE1FN S.ADA#457C! OLAINE V.Maac KA d[�S-5�� 2604 C7NT1tIA CAMERA SAtTN t O S SOHN V.SUSHU ]ANY.F_STANM ROSM 1L OPJ11ANA MOM 3 S.I+LIODEN 11! September 13, 1990 OF tou.aEL 0.JAN VUfFr THONCIZ U.DUCCGW Art De La Loza VIA TELFCOPY Deputy City Attorney ORIGI?SAL MATLED office of the City Attorney 2000 Main Street Huntington Beach, California 92648 Re: Zisakds DDA and Reinhurs enents for otfsites Dear Art: Folloving our phone conversation the other day, I took a book ;. at some other cases addressing your concerns -with the theory of estoppel against governmental entities. As I understood you, in your opinion the "extraordinary" circumstances present in the ffmSell case were not present in this case. Furthermore, you felt- that there was a question of whether Phil could have reasonably relied on the representations of City and Redevelopment staff. I believe these two issues are debatable in this case, and should be resolved as a factual natter by the City Council/Redevelopment Agency. we therefore will be requesting that the City Council/Redevelopment Agency consider Phil's request for reimbursement for.offsites previously expended in connection with his Guardian Center business. While I agree that Phil's situation does not approximate that of the numerous homeowners in Long Beach discussed in Mansell, ny purpose in citing that case was to point out that the doctrine of estoppel can be applied against a governmental entity, not that the facts of that case compelled a sirilar conclusion in our case. k ouch =ore representative case is Werson v. - City of La 2;esa, lie Cal.App.3d 657, '173 Cal.Rptr. 572 (1981) . In that case, a woman built her residence five feet from a sideyard property line only to learn that the setback was supposed to be ten feet. Because of inspections by the City and other "representations," as well as the coat to her of "bore than $6,000" to correct the error, the court ruled that estoppel could be invoked against the City. This is one example of a case where estoppel was invoked against a local entity in a situation far less "extraordinary" than the situation in Mansell. I0. n340 11:35 %Y805 341 2302 Sinshelmer ET AL Z 003 Art De La Lola September 13, 1990 Page 2 With respect to Phil's reasonable reliance on representations of City and Agency staff, I think a review of the correspondence from Steve Kohler together witIl the staff reports and lAter representations of City and Agency staff would prove informative. In - addition, Phil's reliance was reasonable in that the Agency previously agreed in 1983 to reimburse viola Development Corporation $1.2 million for offsite improvements. See Metio to the Redevelopment Agency from Paul Cook, dated June 27, 1988 and October 17, 1988, attached to lay letter to you, dated May 24, 1990. L Wnile you believe that Fir. Kohler's representations were qualified, Phil did not believe theme to be so. The course and conduct of Agency staff members was to continually represent to Phil that he would be reimbursed for those offsites, in accordance With and as represented by Mir. Kohler in his letter of August 29, 1985. See my letter to you, dated May 24, 1990. In Maboney v. yard of ,.Jrustees of ao Community Col e , 168 Cal.App.3d 788, 214 C_1.Rp:. 370 (1985) , representations by high- level staff as to procedure (for resigning a teaching position) , although mistaken, supported a finding of estoppel against the governmental entity (such that the resignation was not effective) . Phil was led to believe that he was following• the appropriate procedure for obtaining reimbursement for offsite expenditures. Reliance on high--level City and Agency staff representations, and the past pattern and practice of reinburring Mola, made his reliance reasonable, under Ma_ ahone�. Following Mr. Kohler's correspondence with respect to the offsites and lust before Phil began construction of his existing building, Agency staff members Pat- Spencer and Doug LaBelle assured him that he would be reimbursed by the Agency for offsites, in accordance with the earlier representations of Mr. Kohler. Phil proceeded to install offsites and to complete his project based on these assurances. In meetings r attended in 1989, Mr. 7,--Belle and Mr. spencer both independently represented to Phil that staff would recommend in conjunction with the ODA that he be reimbursed for the offsites. Each tine such representations were made, reference was xiade to earlier co=nitments on the part of the Agency to provide such reimbursements. - My notes of a meeting held August S, 1989 confirm this connitment, as does the first staff report to the Redevelopment Agency transmitting the DDA for approval (discussed below) . •1043190 11:36 'Z805 541 2802 Sinsheimer ET AL IZ003 Art De La Loza September 13, 1990 Page 3 At the meeting of August 8, 1989, attended by both Agency counsel Tom Clark and Mr. LaBelle, the notion of reimbursing previous offsite expenses eras discussed. Mr. LaBelle indicated that expenditures by Phil for offsite improvements which the Agency/city could have installed under the North oaakviev Street lmprove=ents program would.be. rem bursed. Mr. La.F3elle informed us that Eric Nicole of Redevelopment staff should be contacted to ascertain which of Phil's expenditures should be submitted for reimbursement. Fir. Nicole reported to Mr. LaBelle, Phil and me at a meeting on August 28 that several of Phil's previous expenditures would have been covered by the North OaRview Street Improvement Project, including pave--out, curb, gutter and sidewalk. Storrs drains and utilities were then discussed by me with Dan Blackman, Jack Miller and other City employees familiar with the North oakview Street Improvement programs. Following these contacts, at Mr. SDencer's request, Phil prepared a list of eligible improvements together With proof of expenditure and submitted them to Mr. Spencer. This list was reviewed by Mr. Spencer, and the s= of $42,314 was agreed upon as the amount of expenditure by Phil on offsites which the Agency staff could reco=end to the Agency for reimbursement. - Hy notes of the August 8, 1989 meeting also indicate that staff had agreed to deduct the previous offsite expenses from the purchase price in the DDA. After informing us of the preliminary acquisition price of $19.60/square foot, my notes shod Mr. LaBelle stated "All eligible improvements shall be deducted from purchase price." In fact, the initial staff report prepared for the DDA by City Administrator Paul Cook* dated November 6, 1989 and received by the City Clerk on October 27, 1989 (attached hereto) , clearly states that the purchase price was being reduced by S42-,314 in order to reimburse Phil for previous expenditures an offsites. It Vas only after your office pointed out inconsistencies between the DDA and the Summary Report that Phil agreed to go forward with a price of $295,000 for the land, with the understanding that we would be able to make a separate request for the offsites. The staff report was then revised to delete a reference to the reimbursement for offsites. The pattern of representations and actions and statements confirming those representations by City and Agency staff, including high-level staff, clearly shows that the Agency all along intended to make good on its early promises to Phil that if he developed the property, he would be reimbursed for expenditures for off�ites. In my letter to Pat Spencer, dated May 2, 1990, we also Pointed out that the purchase price could be reduced by a significant amount based an the fact that Phil is unable to build 10:0340 11:36 TT8n5 5ai 230: Sinshelmer ET ?�L 16 003 Art De La Loza Septenber 13, 1990 Page 4 or park the building assumed by your economic consultant in her Summary Report. In a recent phone conversation, you indicated staff felt that the property was valued by comparison with other vacant pieces of property, independent of the ability of Phil to complete any particular project_ Such a comparable value approach was used in a preliminary analysis by Keyser/Marston Associates, dated Septenber 2, 1986. That analysis was, however, completely superseded by the October 24; 1989 report of Kathleen Head of Keyser/Marston (attached hereto) . In that report you will note that there is no comparable value approach. Instead, the report compares two 'methods based on the value of the property s1fter construction of'Phil's project, as identified in the report. Page three of the October 24 report states: "The residual land value supported by the proposed project has been calculated on two bases, as shown in Table 3. The first method is the return on equity approach, which assumes that the developer will'. maintain long-term ownership of the project: The total T.-arranted investment is determined based an the Maximum loan and equity supported by the estimated net income upon stabilization, at standard coverage ratios. . .The second method of determining the total warranted investme- it is based on the project value upon the completion of construction." Under bath these measures, the value arrived at is based upon the buildout of the site at an assumed density. The same report identifies the assumed, buildout as follows: "Currently, the Agency is negotiating With the owner of the glass works shop to allow the construction of a 12,320 square foot addition to the existing facility. This addition shall include approximately 5,420 square feet of retail space on the ground floor and 6,90o square feet of office space on the second and third -floors. On-site parking for 34 cars (or 2.7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project-" Kathy Read based the above figures on conversations with Planning and Redevelopment Staff_ As you are aware, the Planning commission recently • approved a project which provides for an addition to the existing building of far less square footage -- 9,800 square feet versus 12,320 square feet, of which 2,000 square lu-03 u 11:37 U805 541 280" Siiisheimer ET --IL ( j[3U6 Art be La Loza September 13, 1990 Page 5 feet is available only for storage and 735 square feet may only be occupied when and if additional parking becomes available. The approved project also allows less parking, as a result of the elimination of several interior spaces previously thought to be available, based on conversations with Planning and Redevelopment staff (31 spaces versus 34 spaces) . See Staff Report, dated July 17, 1990, recommending approval of Use Permit No. 90-24. We note the September 2, 1988 Keyser/Marston report indicates nine interior parking spaces would be provided_ Despite detailed discussions with staff throughout the past three years, and several plans showing interior parking spaces submitted since approval of the DDA in November of 1989, no indication of opposition to such spaces was given by Planning staff until one week before the first scheduled hearing on the Use Permit for this project, when a recommendation for denial was submitted by the Planning staff to the Planning Commission- See Staff Report, dated July 10, 1990, recommending disapproval of Use Permit 90-24. up until that staff report, Planning staff had been working with the applicant and had been indicating its intent to recommend approval. Apparently a last- m33;ute change of heart led to the negative recom endation_ Redevelopment staff has never voiced opposition, to the parking configuration. It seems evident that Kathy Head would arrive at a far different lead value using the project buildout, as approved by the Planning Commission. In our opinion, this value, if less than the amount identified in the October 24 report, could support a reduction in the purchase price or other deal point (such as additional parking) equal to the value of Phil's offsite expenditures previously reco=ended by staff for reimbursement by the Agency.. Please give me a call after you have had a chance to review the authorities cited in this letter. Sincerely, SINSM-;ZMER, SCH-TEBEIRUT & BAGGETT Jo A. BELSHER JW3:ehj 13:De1a913.1tr E=nclosuxes Cc' Phil 2 isakls bx= Cbnnie m &c (via telec opy & m�i l} , z+ sQ4_:s ►ciao - 33y 33 AMENDED DISPOSITION AND DEVELOPER AGREEMENT PHIL & ROXANNE ZISAKIS SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12,879 square feet of land to the Participant for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1 . The cost of the proposed agreement to the Agency, includ- ing relocation costs, site clearance costs, infrastruc- ture costs and the expected interest on any loans or bonds required to finance the Agreement; 2. The estimated value of the interests conveyed, determined at the highest uses permitted under the Redevelopment Plan; 3. The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1 . Participant Responsibilities Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5, 420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors. On-site parking for 34 cars (or 2.7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. Additionally, =he Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2 . Agency Responsibilities The Agency is responsible for and shall commit the following to the project: t a, convey two parcels totaling 12, 879 square feet to the Participant, and 1 I b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. 3. Method of Financing The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The total cost of the Agreement to the Agency is presented as well as the net costs for the project after consideration of project revenues. 1. Tot 1 Costs to the Agency The estimated costs of the Agreement to the Agency are as fol- lows: Land Acquisition Parcel I (8, 664 sf) $116,344 Parcel II (41464 sf) 93,786 Off-site Improvements $ 42,000 Costs Related to Proposed Project $252, 130 Plus: Reimbursement to developer for previously completed off-site improvements $ 42, 314 Total Agency Costs $294,444 2. Agenev-Revenues As part of the Agreement the developer has agreed to purchase the site from the Agency for $295, 000 . However, the actual land payment made to the Agency will be equal to $295, 000 less the agreed upon reimbursement for off-site costs previously incurred. Thus, the actual land payment received by the Agency is $252, 686. 3. Comparison of Expenditures and Revenues A comparison of the expenditures and revenues discussed above results in the following tabulation: Total Agency Revenues $252, 686 (Less) Agency Costs (252, 130) Net Gain (Loss) $ 556 2 The analysis above indicates that as a result of implerienta- tion of the Agreement, the Agency can expect to realize a gain of $556, or essentially break-even. C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989 . This value was based on the as- sumption that the developer would provide a perpetual circulation easement, and that all required off-site improvements would be provided by the Agency. Inasmuch as the developer previously financed $42,314 in off-site improvements, which were agreed to be the Agency' s responsibility, the land payment must be reduced to reflect this payment. Thus, the total value of the interests being conveyed to the Participant is estimated at $252, 686. D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9 , 1989 Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295, 000 less the reimbursement for $42, 314 in off-site improvements represents the fair market value of the property, assuming the provision of a perpetual circulation ease- nent is required. 89478.HTB ' 14066.0018 3 Z % T ., %.5 SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12., 879 square feet of land to the Participant for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies : 1 . The cost of the proposed agreement to the Agency, includ- ing relocation costs , site - clearance costs , in- frastructure costs and the expected interest on any loans or bonds required to finance the Agreement;— 2 . The estimated value-of-the interests conveyed, determined.- at the highest uses permitted under the Redevelopment Plan; 3 . The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1. Participant Responsibilities Under the proposed Agreement, the Participant agrees to con- struct a 12, 320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5, 420 square feet of retail space on the ground floor and 6, 900 square feet of office space on the second and third floors. On-site parking for 34 cars (or 2 .7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2. Agency Res onsibilities E The Agency is responsible for and shall commit the following to the project: a. convey two parcels totaling 12, 879 square feet to the Participant, and b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. Page 2 3 . Method of Financings The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The estimated costs of the Agreement to the Agency are as follows : Land Acquisition Parcel I (8,500 sf) $116,344 Parcel II (4, 379 sf) $ 93,786 Off-sites $ 42,314 - Net Costs to Agency -$2527444 C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989. The total value of the interests being conveyed to the Participant is estimated at $295, 000 . D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9, 1989, Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295,000 represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. 69478.HTB 24066.0018 f 7Ltw4.ci 33't 33 XMENDIII DISPOSITION AND DEVELOPER AGREEMENT �. 1 `t `1 v PHIL & ROXANNE ZISAKIS SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ("Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( 'Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12,879 square feet of land to the Participant 'for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1. The cost of the proposed agreement to the Agency, includ- ing relocation costs, site clearance costs, infrastruc- ture costs and the expected interest on any loans or bonds required to finance the Agreement; 2 . The estimated value of the interests conveyed, determined at the highest uses permitted under the Redevelopment Plan; 3. The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1 . Participant Responsibilities r Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5,420 square feet of retail space on the ground ! floor and 6,900 square feet of office space on the second and third floors. on-site parking for 34 cars (or 2.7 spaces per 11000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2. Agency Responsibilities The Agency is responsible for and shall commit the following to the project: a. convey two parcels totaling 12,879 square feet to the Participant, and 1 E b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. 3. Hethod of Financ%nq The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The total cost of the Agreement to the Agency is presented as well as the net costs for the project after consideration of project revenues. 1. Total Costs to the Agency The estimated costs of the Agreement to the Agency are as fol- lows: Land Acquisition Parcel I (8,664 sf) $116,344 Parcel 11 (4,464 sf) 93,786 Off-site improvements $ 42,000 Costs Related to Proposed Project $252,130 Plus: Reimbursement to developer for previously completed off-site improvements _ $ 42,314 Total Agency Costs $294,444 2. Agency Revenues As part of the Agreement the develcper has agreed to purchase the site from the Agency for $295, 000. However, the actual land payment made to the Agency will be equal to $295, 000 less the agreed upon reimbursement for off-site costs previously incurred. Thus, the actual land payment received by the � Agency is $252,686 . 3. Comparison of Expenditures and Revenues A comparison of the expenditures and revenues discussed above results in the following tabulation: Total Agency Revenues $252,666 (Less) Agency Costs (252,130) Net Gain (Loss) $ 556 i 2 ' ! j The analysis above indicates that as a result of implementa- tion of the Agreement, the Agency can expect to realize a gain of $556, or essentially break-even. C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT FLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989 . This value was based on the as- sumption that the developer would provide a perpetual circulation i easement, and that all required off-site improvements would be provided by the Agency. Inasmuch as the developer previously financed $42,314 in off-site improvements, which were agreed to be the Agency's responsibility, the land payment must be reduced to reflect this payment. Thus, the total value of the interests being conveyed to the Participant is estimated at $252, 686. D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9, 1989 Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295,000 less the reimbursement for $42,314 in off-site improvements represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. i 89478.HTB 14066.0018 3 Z�Su�•S 334 'a3 •�'� � � � O c.-�� o.r l ti Sr�l SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12.,079 square feet of land to the Participant for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1 . The cost of the proposed agreement to the Agency, includ- ing relocation costs , site clearance costs , in- frastructure costs and the expected interest on any loans or bonds required to finance the Agreement; 2. The estimated value of the interests conveyed, determined at the highest uses permitted under the Redevelopment Plan; 3. The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT j I. Participant Responsibilities Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5,420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors. On-site parking for 34 cars (or 2.7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2. Agency Responsibilities The Agency is responsible for and shall commit the following to the project: I a* convey two parcels totaling 12, 879 square feet to the Participant, and b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. Page 2 •'} 3. Method of_Einanc na The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The estimated costs of the Agreement to the Agency are as follows: Land Acquisition Parcel I (81500 sf) $116,344 Parcel II (41379 sf) $ 93,786 Off-sites $ 42,314 Net Costs to Agency $252,444 i C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989 . The total value of the interests being conveyed to the Participant is estimated at $295,000 . D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9, 1989, Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295,000 represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. 89478.HTB 14066.0018 REQUEST FGA REDEVELOPMENT,*,.tGENCY ACTION ED 90-3I Date October 15, 1990 Honorable Chairman and Redevelopment Agency Members Submitted to: Michael T. Uberuaga, Chief Executive Officer Submitted b c �`'� Y� Barbara A. Kaiser, Deputy City Administrator/Economic Development'' Prepared by: ZISAKIS DDA - CITY COUNCIL REQUEST FOR INFORMATION REGARDING OFFSITE IMPROVEMENTS-OAKVIEW REDEVELOPMENT Subject: PROJECT AREA Consistent with Council Policy? Yes ] New Policy or Exception Statement of Issue, Recommendation,Analysis, Funding Source,Alternative Actions,Attachments: iIATEMENT OF ISSUE• The City Council has requested a review of a request made by Phil Zisakis for an offsite improvement reimbursement for improvements made prior to the current Disposition and Development Agreement (DDA), for development of property located at Beach Blvd. and Cypress. The DDA was executed on November 20, 1989. C ..y X- H RICOMMENDATI,QIV: Request City Council to set a public hearing for November 5, 1990 to consider an carn amendment to the existing DDA that would allow for a credit of$42,314 for offsite Improvements constructed by the developers, Phil and Roxanne Zisakis. The credit will = �� be against the purchase price of$295,000 for the development site. r ANALYSi�: On November 20, 1989, a DDA between the Redevelopment Agency and Phil & Roxanne Zisakis (developers) was approved and executed by the Redevelopment Agency. Mr. John Belsher, attorney for Mr. Zisakis, has requested via several letters that a credit be given to the Zisakis project in the amount of$42,314 for offsite improvements that include curb, gutter, sidewalk, storm drains, water main, and fire hydrant completed as part of development of the site. Bills and check stubs for this work have been submitted to Economic Development and have been reviewed. Also staff has been on site to view the improvements that were made. The matter has been under discussion via letters, phone calls and meetings since the approval of the DDA in November of 1989. After review of all the documents, it is concluded that there was an initial intent to reimburse Mr. Zisakis for offsite Improvements made prior to the DDA. The Zlsakis DDA -Section III -Attachment 5 states that the Agency will construct offsites, which include curb, gutter, sidewalk, street paving, storm drains, catch basins. water main and other improvements covered by the North Oakview Redevelopment Project. These costs are currently estimated to be approximately $42,000. If the Agency purchased the Zisakis offsite improvements made prior to the DDA at $42,314 the total offsite costs would be an estimated $84,314. P10/1/85 ED 90-31 October 15, 1990 Page Two In addition, the Zisakis DDA states that the sale of Agency land to the developer will occur by May 15, 1990. Due to negotiations, and reviews by the Agency, Community Development Department and developer, the provisions of the DDA were not completed as per the May 15, 1990 date. To date, the developer has submitted working drawings to Community Development, a $25,000 cash deposit has been made, escrow opened and an insurance certificate has been filed. The developer is acting in good faith to comply with the terms of the DDA. 1t is anticipated that the sale of land to the developer can be completed by January 1991. The $42,314 reimbursement amount for offsite improvements will be a credit against the purchase price of $295,000 with a net cost to the developer of approximately$253,000. Setting a public hearing for November 5, 1990 will allow the proper public noticing to occur. 1~UNDINQ=R(:—. No funding source is required for this action. ALTERNATIVE ACTION: Not to grant Zisakis a reimbursement credit for offsites completed prior to the existing DDA. AUACHMI Belsher letter of September 13, 1990. NITU/BAK/TA:sar 7852r 10/03190 11:35 12805 541 2802 Slrshelmer ET Al . 0 002 'VARRPNA.51KNIUdER Ju SINSHFIMEK. 5011EBELHUT 8 BAC(:ETf "MAT r.SCFtJEPWitrr A FROF IONAL CORPOiIATION STRUT ADORM. M 1MN ANGE Ar[OKNM AT LAW 1010 FEACH STFIET MARTEN J,TANG€l�t/lN J.1n1rTJN a MORMU r=Of/EQ KK Jt TEM:01,1VU Jx W)A.Jul NKE 16C W-INNN-1 Mu SAN WIS CSIVO.GLJK)FLWA 93406-0031 805-541-28Z�2 SITWN J•ADAMM C.NTNtA GLAEIRA JALYNNE C.IM JANE E.STANLEY MOW ti OREUAtyA r+CYAS 1.MADDEN lt1 September 13, 1990 a COU . D.JAN OUFFf THoM%5 M. DUC AN Art De La Loza V;IA TET.F:COPF Deputy City Attorney ORIGILIAL MAILED Office of the City Attorney 2000 Main Street Huntington Beach, California 92648 Re: Zisakis DDA and Reiabursezen4s for offsites Fear Art: Following our phone conversation the other day, I took a look at some other •cases addressing your concerns -with the theory of estoppel against governmental entities. As I understood you, in your opinion the "extraordinary" circu=stances present in the Nau-sell case veers:: not present in this case. Furthermore, you felt that there was a question of whether Phil could have reasonably relied on the representations of City and Redevelopbent staff. I believe these two issues are debatable in this case, and should be resolved as a factual ratter by the city Council/Redevel,opJaent Agency. we therefore will be requesting that the City Council/Redevelopment Agency consider Phil's recruest for reimbursement for.offsites previously expended in connection With his Guardian Center business. While I agree that Phil's situation does not approxiztate that cf the n=erous homeowners in Long Beach discussed in Mansell, Ily purpose in citing that case was to point out that the doctrine of estoppel can be applied against a governmental entity, not that the facts of that case compelled a sim.iiax conclusion in our case. A much pore representative case is W. erson v $ o mesa, 118 Cal.App.3d 657, ' 173 Cal.Rptr. 572 (1981) _ In that case, a woman built her residence five feet from a sideyard property line only to learn that the setback was supposed to be ten feet. Because of inspections by the city and other "representations," as well as the cost to her of "More than $6,000" to correct the error, the court ruled that estoppel could be invoked against the City. This is one example of a case where estoppel was invoked against a local entity in a situation far less "extraordinary" than the situation in Manst.11. 10- 03.90 11:35 V805 541 2802 Sir.sheimer ET Al 1Z 003 Art Lae La LOZa September 13, 3990 Page 2 With rcspect to Phil's reasonable reliance on representations of City and Agency staff, I think a review of the correspondence from. Steve Kohler together with the staff reports and later representations of City and Agency staff would prove informative. In ' addition, Phil's reliance --as reasonable in that the Agency previously agreed in 1983 to reimburse Mola Development Corporation $1.2 rtillion for offsite improvements. §ee Memo to the Redevelopment Agency from Paul Cook, dated June 27, 1988 and October 17, 1988, attached to my letter to your dated May 24, 1990. While you believe that Fr. Kohler's representations were qualified, Phil did not believe their to be so. The course and conduct of Agency staff menbers vns to continually represent to Phil that he would be reimbursed for those offsites, in accordance with and as represented by Yr. Kohler in his letter of August 29, 1985. e. my letter to you, dated May 24, 1990. In Y&h_oney v. Board of Trustees of San Diego Community College District, 168 CaI..App_3d 7891 214 Cal.Rptr. 370 (1955) , representations by high- level staff as to procedure (for resigning a teaching position) , although ristaken, supported a finding of estoppel against the governmental entity (such that the resignation was not effective) . Phil was led to believe that he was following", the appropriate procedure for obtaining reimburserent for offsite expenditures. Reliance on high--level. City and Ag=cy staff representations, and the past pattern end practice of reimbursing Mola, made his reliance reasonable, under Mahoney. Following Mr. Kohler's correspondence with respect to the offsites and just before Phil began construction of his existing building, Agency staff ftembers Pat Spencer and Doug LaBelle assured hint that he would be reimbursed by the Agency for offsites, in accordance u-ith the earlier representations of Mr. Kohler. Phil, proceeded to install offsites and to complete his project based on these assurances. In meetings 1 attended in 1989, Mr. LaBelle and Mr_ Spencer both independently repre.-sented to Phil that staff would reco=end in conjunction with the DDA that he be reimbursed for the offsites. Each time such representations were made, reference was made to earlier comm_itmerts on the part of the Agency to provide such reimbursements. ' My notes of a meeting held August 8, 1989 confirm this coanitme.nt, as does the first staff report to the Redevelopment Agency transmitting the DDA for approval (discussed below) . 1Or03.90 11:36 10805 541 2802 SI:Isheimer ET Al. ZIO04 Art De La Lola September 13, 1990 Page 3 At the neeting of august 6, 1989, attended by both Agency counsel Tors Clark and Mr. LaBelle, the notion of reimbursing previous offsite expenses wa- discussed. Mr. LaBelle indicated that expenditures by Phil for offsite improvrents which the Agency/City could have irLstalled under the North oakview Street Improvements program, would.be reimbursed. Xr. LaBelle inforred us that Eric Nicole of Redevelopment staff should be contacted to ascertain which of Phil`s expenditures should be submitted for reimbursement. Mr. Nicole reported to Mr. LaBelle, Phil and me at a rseeting on August 28 that several of-Phil's previous expenditures would have been covered by the North Oakview Street Inprovenent Project, including pave-out, curb, gutter and sidewalk. Storrs drains and utilities were then discussed by me with Don SlacIman, Jack Miller and other City employees farsxliar with the r:orth oakview Street Improvement program. Following these contacts, at Mr. Spencer's request, Phil prepared a list of eligible improvements together with proof of expenditure and sub=itted the: to Mr. Spencer. This list was reviewed by Mr. Spencer, and the San of $42,314 was agreed upon as the amount of expenditure by Phil on offsites which the Agency staff: could recommend to the Agency for reimbursement_ Mx notes of the August 8, 1989 beeting also indicate that staff had agreed to deduct the previous offsite expenses from the purchase price in the DDA. After informing us of the preliminary acquisition pricy: of $19.60/square. foot, ny notes shcw Mr. LaBelle stated "All eligible improvements shall be deducted from purchase price." In fact, the initial staff report prepared for the DDA by City Ad-ministrator Paul Cook, dated November 6, 1989 and received by the city Clerk on October 27, 1989 (attached hereto) , clearly states that the purchase price was being reduced by $42-,31.4 in order to reimburse Phil for previous expenditures on offsites. It was Only after your office pointed out inconsistencies between the DDA and the summary Report that Phil agreed to go forward with a price of $295,000 for the land, with the understanding that we would be able to make a separate recsuest for the offsites. The staff report was then revined to delete a reference to the reimbursement for offsites. The pattern of representations and actions and state-ments confining those representations by City and Agency staff, including high-level staff, clearly shows that the Agency all along intended to make good an its early promises to Phil that if he developed the property, he would be reiiabursed for expenditures for offsites. In bay letter to Pat Spencer, dated May 2, I990, we also pointed out that the purchase price could be reduced by a significant amount based on the fact that Phil is unable to build 10 03:80 11:38 V805 541 2802 Sliishelmer ET AL (0003 �J k1oll Art De La Lora September 13, 1990 Page 4 or park the building assumed by your economic consultant in her Summary Report. In a recent phone conversation, you indicated staff felt that the property was valued by comparison with other vacant pieces of property, independent of the ability of Phil to complete any particular project. such a comparable value approach was used in a preliminary analysis by Keyser/Marston Associates, dated Septe=ber 2, 1988. That analysis was, however, completely superseded by the October 24, 1989 report of Kathleen Head of Keyser/Marston (attached hereto) . In that report you will note that there is nc comparable value approach. Instead, the report compares two methods based on the value of the property after construction of Phil's project, as identified in the report. Page three of the October 24 report states: "The residual land value supported by the proposed project has been calculated an two bases, as shown in Table 3. The first method is the return on equity approach, which assumes that the developer will maintain long-term ownership of the project. The total warranted investment is determined based on the naxinur.: loan and equity supported by the estimated net income upon stabilization, at standard coverage ratios. . .The second method of dete=ining the total warranted investmarit is based on the project value upon the completion of construction.n under both these measures, the value arrived at is based upon the buildout of the site at an assumed density. The same report identifies the assumed buildout as follows: nCurrently, the Agency is negotiating with the owner of the glass work, shop to allow the construction of a 12,320 square foot addition to the existing facility. This addition shall include approximately 5,420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third -floors. an-site parking for 34 cars (or 2.7 spaces per 1,000 square feet of building area) shall be provi&4 adjacent to the project." Kathy Head based the above figures on conversations with Planning and Redevelopment Staff. As you are aware, the Planning Commission recently approved a project which provides for an addition to the existing building of far less square footage --- 9,800 square feet versus 12,320 squax'e feet, of which 2,000 square 10-U3 90 11:37 $SOS 541 2802 Sinsheimer ET AL BOOB 2',.rt De La Loza September 13, 1990 Page 5 feet is available only for storage and 735 square feat may only be- Occupied when and if additional parking becomes available. The approved project also allows less parking, as a result of the elimination of several interior space, previously thought to be available, based on conversations with Planning and Redevelopment staff (31 spaces versus 34 spaces) . fief staff Report, dated July 17, 1990, reco=ending appitioval of Use Permit 110. 90-24. we note the September 2, 19ES Keyser/Mzrston report indicates nine interior parking spaces would be provided- Despite detailed discussions with staff throughout the past three years, and several plans showing interior parking spaces submitted since approval of the DDA in November of 1959, no indication of opposition to such spaces uas given by Planning staff until one creek before the first scheduled hearing on the Use Permit for this project, when a recommendation for denial was submitted by the Planning staff to the Planning Co=fission. See Staff Report, dated July 10, 1990, reco=ending disapproval of Use Permit 90-24. Up until that staff report, Planning staff had been working with the applicant and had been indicating its intent to recommend approval. Apparently a last- =i ute change of heart led to the negative recommendation. Redevelopment staff has never voiced opposition, to the parking configuration. - It seen evident that Kathy head would arrive at a far different land value using the project buildout, as approved by the Planning Commission. in our opinion, this value, if less than the amount identified in the October 24 report, could support a reduction in the purchase price or other deal point (such as additional parking) equal to the value of Phil's offsite expenditures previously recommended by staff for reirbursement by the Agency. . Please give me a call after you have had a chance to review the authorities cited in this letter. Sincerely, SINSEF-E iER, SCHEIEBELEUT & BAGGMT Ja • W. BELSHER J"WB:eh j 33:IIe1a913.Itr Enclosures cc: Phil Zisakis bx_ Crnie Mmdic (via tele0opy & mail) • REQUEST FPS:1EDEVELOPMENL�/-' ENCY ACTION tS Cj1C_S Rif 89-101 ACC (5 4-1 l/- 2.0 - I� Date November 6, p89 Submitted to: Honorable Chairman and Redevelopment Agency Members C=) � .V ^� Submitted by: Paul E. Cook., Executive Direct ['y� ~� � n 1 Z y C9 Prepared by: Paul E. Cook, Executive Director ubject: DISPOSITION AND DEVELOPMENT AGRE-EI.12NT WITH MR. AND MRS PHIL ZISAKJ } + r Consistent with Council Policy? ( ] Yes [ ] New Policy or Exception Lo 71 Statement of Issue, Recommendation, Analysis, Funding Source, Alternatjve Actions, Attachments: i S:ATE.;ENT OF ISSUE: f At your meeting of August 21, 1989, the Agency approved in concept the development of a portion of Agency-owned property located within the Oaktlding ew Redevelopment Project Area at Leach Boulevard and Cypress, in conjunction with a expansion proposal by an adjacent property owner, Phil Zisakis. At that ti , staff was directed to finalize a Disposition and Development Agreement between the R development Agency and Mr. Zisakis. Staff recommends at this time that you approve the Itached DDA outlining the development proposal, scope of development, and the selling pr_e of the Agency property. RECO.—ME' DATION: I. Conduct the necessary Fublic hearing on the Disposition and Development Agreement. 2. Adopt appropriate resolutions between the redevelopment Agency and Mr. and Mrs. Zisakis. L • A,3A PSIS: i The reference Disposition and Development Agreement calls for the conveyance of a 12,629 square foot parcel owned by the Redevelopment Agency within the Oakview Project Area to Mr. and Mrs. Phil Zisakis. This additioVal land area allows the Zisakis's to expand _heir existing facility located at the nbrthwestr corner of Beach Boulevard and Cypress by an additional 12,320 square feet, at construction cost of approximately $940,000. r This agreement allows for the Redevelopment Agency to retain an access casement designed to accommodate future expansion plans being proposed by Guardian Savings, and also e.esignates an "option parcel" which the Zisakis's are required to escrow and relinquish Lack tc the Agency to accommodate the above-mentioned Charter Centre expansion plans. i As outlined in the attached "Summary poport," (pursuant to Section 33433 of the California Health and Safety Code) , value of the;Agency property is $295,000. The agreement reflects a net purchase price by the Zisakis's of $252,686 after credit for offsite improvement costs previously expended by them. Additional costs by the Agency include offsite itprovericnts (sewer, water, storm drain, street, etc.) which are being funded within t.e north Oakview imprbvements approved in the FY 69/90 budget. Staff will continue to negotiate with Air. Lichter on the remaining portion of the access easement necessary across his property, allowing for an ultimate connection between Cypress and Guardian Centex. The agreement's provision requiring the Zisakis's to reconvey the "option parcel" will allow for, when coupled with the remaining Agency parcel, the Guardian Savings Charter Center Phase III expansion. FUND114G SOURCE- None required as a result of this action. ALTERNATIVE ACTION: Do not approve the Disposition and Developwent Agreement, and redirect staff. ATTACHMENTS: 1. Health and Safety Code Section 33433 Report. 2. Disposition and Development Agreement.. 3. Keyser Marston letter of October 24, 1969. 4. Resolutions 5. Staff Report dated August 21, 1989. PEC/CPS:lp 1 Authorized to Publish Advertisements of all kinds including public notices by Decree of the Superior Court of Orange County, Califomia, Number A-6214, September 29, 1961, and A-24831 June 11, 1963 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 below entitled matter. I am a principal clerk of the ORANGE COAST DAILY PILOT, a newspaper of general circulation, printed and published in the City of Costa Mesa, PUBLIC rfoifcE County of Orange, State of California, and that NOTICE OF attached Notice is a true and Complete Copy as PUBLIC HEARING CHARTER CENTRE- was printed and published in the Costa Mesa, OAKVIEW REDEVELOPMENT AREA Newport Beach, Huntington Beach, Fountain HUNTINGTON BEACH CITY COUNCIL/ Valley, Irvine, the South Coast Communities and REDEVELOPMENT Y AGENCY La una Beach issues of said newspaper to wit AMENDMENT TO g DISPOSITION AND DEVELOPMENT the issue(s) of: AGREEMENT PHIL AND ROXANNE ZISAKIS (NORTHWEST CORNER OF BEACH BOULEVARD CYPRESS STREET) A public hearing will be October 15, 22, 1990 00Pm at the City ovember �Councl Chambers,2000 Main Street In the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment, Agency to consider the amendment of that certain Disposition and Develop- ment Agreement by and be- tween the Redevelopment Agency of the City of Hunt- ington Beach and Philip Zisakis and Roxanne Zisakis,dated November 20, 1989,which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice,the Reort declare, under penalty of perjury, that the Sectiion 33433 of thesuant Cali- fornia Health and Safety foregoing is true and correct. Code which is available for Inspection at the offices of 1 the Department of Economic October 22, f3 Development for the City of Executed on , 1 gg- 1 Huntington Beach and the evidence to be presented at at Costa Mesa, California. 1 the meeting. Connie Brockway, City . n /Y\dA (� Clerk City of Huntington Beach � I �tL\fJ � �J\ { Dated: 10/9/90 v Published Orange Coast Signature Da�ilyy Pilot October 15, 22,{ M�.J n l PROOF OF PUBLICATION NOTICE OF PUBLIC HEARING CHARTER CENTRE— OAKVIEW REDEVELOPMENT AREA HUNTINGTON BEACH CITY COUNCIL/REDEVELOPMENT AGENCY AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT PHIL AND ROXANNE ZISAKIS (NORTHWEST CORNER OF BEACH BOULEVARD AND CYPRESS STREET) A public hearing will be held on November S, 1990 at 7:00 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1989, which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice, the Report prepared pursuant to Section 32433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. By: Connie Brockway, City Clerk City of Huntington Beach Dated: October19, 1990 a-,d OcA.a6, i i c o Published Daily Pilot 7957r NOTICE OF PUBLIC HEARING CHARTER CENTRE — OAKVIEW REDEVELOPMENT AREA HUNTINGTON BEACH CITY COUNCIL/REDEVELOPMENT AGENCY AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT PHIL AND ROXANNE ZISAKIS (NORTHWEST CORNER OF BEACH BOULEVARD AND CYPRESS STREET) A public hearing will be held on November 5, 1990 at 7:00 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1989, which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice, the Report prepared pursuant to Section 33433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. By: Connie Brockway, City Clerk City of Huntington Beach Dated: October 9, 1990 Published Daily Pilot 7857r SUMMARY REPORT' !1 N This summary report has been prepared for the Huntington Beach VI Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the ter California Health and Safety Code. This report sets forth certain n details of the proposed Disposition and Development Agreement > k ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12, 873 square feet of land to the Participant for the construction of retail/off ice space. In addi- tion, the Participant agrees to provide parking for 34 cars . This report describes and specifies : 1 . The cost of the proposed agreement to the Agency, includ- ing relocation costs , site clearance costs , in- IF frastructure costs and the expected interest on any loans R or bonds required to finance the Agreement; 2 . The estimated value of the interestA nom .-.� reyed dote . . e at the highest uses permitted under the Redevelopment Plan; 3 . The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1 . Rartici e ltles Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5, 420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors . On-site parking for 34 cars (or 2 . 7 spaces per 1, 000 square feet of building area) shall be provided adjacent to the project . Additionally, the Participant must provide circulation easements , which will remain in force in per- petuity, to provide access to the Charter Center. 2. Acency Responsibilities The Agency is responsible for and shall commit the following to the project: a. convey two parcels totaling 12, 879 square feet to the Participant, and b. £inan�eeaff`i`ste coy£$' `cs8oc�ated:�xithrTprovidingthe curb�R�cjtit�ers;�a'a.dewa�:ks•:"and��oatei�;�a `ti:ce to.��•e=ve:�the�-��' •# project-. Y9 Pa4e 2 01! 3 . Method of E' nanc* my: The Agency currently owns the subject parcels without any en- �: cumbrance . ps B. COST OF AGREEMENT TO AGENCY Rc The estimated costs of the Agreement to the Agency are as follows : Land Acquisition n. Parcel I (8, 500 sf) $116, 344 ow Parcel II (41379 sf) $ 93 , 7861 a Off-sites $ 42 , 314 x Net Costs to Agency $252, 444 1 C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR— ; TICIPANT DETERMI21ED AT THE HIGHEST USE PERMITTED UNDER THE I REDEVELOPMENT PLAN 4 The determination of the estimated value of the interests. to be , conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc . , in an economic analysis dated October 9, 1989 . The total value of the interests being conveyed to the Participant is estimated at $295,000. s s D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR S THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN a As stated in the -October 9 , 1989 , Keyser Marston . Associates, Inc. ! analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $255, 000 represents the fair market value of the property, assuming the provision of a 1)erpetual circulation ease- ment is reaui:ed. i 8 S14 7 e .RTB 14066 .0018 a �.r SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12 ,879 square feet of land to the Participant for the construction -of retail/off ice space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1. The cost of the proposed agreement to the Agency, includ- ing relocation costs, site clearance costs, infrastruc- ture costs and the expected interest on any loans or bonds required to finance the Agreement; 2 . The estimated value of the interests conveyed, determined at the highest uses perrr.itted under the Redevelopment Plan; 3 . The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1. Participant Responsibilities . Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately 5, 420 square feet of retail space on the ground floor and 61900 square feet of office space on the second and third floors . On-site parking for 34 cars (or 2 .7 spaces per 1, 000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2 . Agency Res onsibililies The Agency is responsible for and shall commit the following to the project: a. convey two parcels totaling 12, 879 square feet to the Participant, and 1 b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. 3 . Method of Financincr The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The total cost of the Agreement to the Agency is presented as well as the net costs for the project after consideration of project revenues . 1 . Total Costs to the Agency The estimated costs of the Agreement to the Agency are as fol- lows: Land Acquisition Parcel I (81664 sf) $116, 344 Parcel II (4,464 sf) 93,786 Off-site Improvements $ 42,000 Costs Related to Proposed Project $252, 130 Plus: Reimbursement to developer for previously completed off-site improvements $ 42, 314 Total Agency Costs $294,444 2 . Agency Revenues As part of the Agreement the developer has agreed to purchase the site from the Agency for $2951000 . However, the actual land payment made to the Agency will be equal to $295,000 less the agreed upon reimbursement for off-site costs previously incurred. Thus, the actual land payment received by the Agency is $252 , 686 . 3. Comparison of Expenditures and- Revenues A comparison of the expenditures and revenues discussed above results in the following tabulation: Total Agency Revenues $252, 686 (Less) Agency Costs (252, 130) Net Gain (Loss) $ 556 2 The analysis above indicates that as a result Of implementa- tion of the Agreement, the Agency can expect to realize a gain of $556, or essentially break-Even. C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE - PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of - the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9 , 1989 . This value was based on the as- sumption that the developer would provide a perpetual circulation easement, and that all required off-site improvements would be provided by the F►gency. Inasmuch as the developer previously financed $42, 314 in off-site improvements, which were agreed to be the Agency' s responsibility, the lend payment must be reduced to reflect this payment. Thus, the total value of the interests being conveyed to the Participant is estimated at $252, 686. D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9 , 1989 Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295, 000 less the reimbursement for $42, 314 in off-site improvements represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. 89478.HTB 14066.0018 3 r NOTICE OF PUBLIC HEARING CHARTER CENTRE— OAKVIEW REDEVELOPMENT AREA HUNTINGTON BEACH CITY COUNCIL/REDEVELOPMENT AGENCY AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT PIUL AND ROXANNE ZISAKIS (NORTHWEST CORNER OF BEACH BOULEVARD AND CYPRESS STREET) A public hearing will be held on November 5, I990 at 7:00 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1989, which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice, the Report prepared pursuant to Section 33433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. By: Connie Brockway, City Clerk City of Huntington Beach Dated: October19, 1990 a^J Ock. a6, t O Published Daily Pilot 7857r NOTICE OF PUBLIC HEARING CHARTER CENTRE— OAKVIEW REDEVELOPMENT AREA HUNTINGT'ON BEACH CITY COUNCIUREDEVELOPMENT AGENCY AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT PHIL AND ROXANN'E ZISAKIS (NORTHWEST CORNER OF BEACH BOULEVARD AND CYPRESS STREET) A public hearing will be held on November S, 1990 at 7:00 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1989, which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice, the Report prepared pursuant to Section 33433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. By: Connie Brockway, City Clerk City of Huntington Beach Dated: October 9. 1990 Published Daily Pilot 7857r w t Orange Coast y , DailpiJOA •Orange Coast Daily Pilot • Huntington Beach Independent •Fc:ntain Volley Independent 330 West Bay Street 0 Costa Mesa, California 92627 • 714 642-4321 0 FAX 714 631-5902 Dear Advertiser: Enclosed please find clipping of your ad from the first publication. If you need to make any changes or corrections, please call me at your earliest convenience. r� { - PUBLIC NOTICE` 1'^ The cost of this publication will be $ qA113 NUTICE OF J PUBLIC HEARING v CHARTER CENTRE- OAKVIEW Thanks for your cooperation and patronage. j-.,REDEVELOPMENT AREA E HUNTINGTON BEACH CITY COUNCIL/ REDEVELOPMENT AGENCY i` AMENDMENT TO 1� DISPOSITION AND I Sincerely, DEVELOPMENT AGREEMENT -A- PHIL AND ROXANNE ` ZISAKIS 'tNORTHWEST CORNER OF BEACH BOULEVARD d ettin j CYPRESS STREET) u Y g 6'.A public hearing will be Manager ,"held on November 5,1990 at g , .7:oop.m.at the City Council Legal Advertising Manager •„Chambers,2000 Main Street ,In the City of Huntington Searh, by the Huntington - „'$each City Council in joint ton with the Huntington :I each Redevelopment Agency to consider the dmendment of that certain isposition and Develop- -i'nent Agreement by and be- ` !Zen the Redevelopment ;Agency of the City of Hunt- fngton Beach and Philip Zisakis and Roxanne atisakis,dated November 20, J989,which provides for the sale of property owned by jha Redevelopment Agency to Phil and Roxanne Zisakis. he amendment will be based upon this notice, the Report prepared pursuant Vtron 33433 of the Cali- Health and Safety 'Code which is available for Inspection at the offices of 'nhe Department of Economic Development for the City of Huntington Beach and the ,Evidence to be presented at the meeting. Connie Brockway, City ✓Clerk City of Huntington Beach i Dated: loisiso Published Orange Coast Daily Pilot October 15, 22, 1990 M223 Orange Coast gaily pilaf •Orange Coast Doily Pilot • Huntington Beach Independent • Fanroin Valley Independent 330 West Bay Street • Costa Mesa, California 92627 • 714 642-4321 • FAX 714 631-5902 Dear Advertiser: Enclosed please find clipping of your ad from the first publication. If you need to make any changes or corrections, please call me at your earliest convenience. The cost of this publication will be $ Thanks for your cooperation and patronage. PUBLIC NOTICE Sincerely, HUNTINGTON BEACH CITY COUNCIL/ ! REDEVELOPM%NT AGENCY NOTICE OF PUBLI0,11EARING qudy etting A public hearing will be held on October 15,1990 at Manager 7:30 p.m.at the City Council Chambers,2000 Main Street Legal Advertising Manager In the City of Huntington Beach, by the Huntington Beach City Council In Joint session with the Huntington i.Beach Redevelopment j'Agency to consider the ,amendment of that certain Disposition and Develop- ment Agreement by and be- tween the Redevelopment 'Agency of the City of Hunt- Ington Beach and Philip Zisakis and Roxanne �Zisakis,dated November 20, 1989.which provides for the isale of.property owned by 'the Redevelopment Agency "to the Zisakises.The amend- ment will be based upon this 'notice,the Report prepared [pursuant Section 33433 of the California Health and Safety Code which is avail- able for Inspection at the of- fices of the Department of Economic Development for the City of Huntington Beach and the evidence to be pres- anted at the meeting. ,' Connie Brockway, City Clerk City of Huntington Beach Dated:10/5/90 Published Orange`Coast Deily Pilot Octobner 5, 11. .1990 FTh806 :10/04190 14:56 V805 541 2802 Sinsheimer ET AL 0 003 •J • . 0 v 1+W �v G�� Gr--At h'MTFNGTOII BL"CIl CITY COUNCI I,/RED=-..TDPMKNT AGENCY N� TIVE Uf' IUBLIC BEARITIG � cavwr%ofi Am k�-p �A - hiI f- oX��►�u.a. ��S4k� S �ti eVA 81w(�. A public hearing will be held on October 15, 1990 at 7:30 p.m. at the City Council Chambers, 2000 Main Street in the City of yAvjs Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1.139, which provides for the sale of property owned by the Redevelopment Agency to the Zisakises. The amendment will be based upon this notice, the Report preparod pursuant Section 33433 of the California Health and Safety Code which is ava i 7 ab1 e i'or inspection at the offices of the DE.parrvont uf Economic Development for the City of Huntington Beach and the cvidE:nc n to bu pro.ne:riLc:d at tilt- u:eeGing. Conn 1,4 rncc.kw-4 Y, C'f C(Aok � d s �- Cd 13:Zisnot.=,c OFFICE OF THE CITY CLERK CITY OF HUNTINGTON BEACH 2000 MAIN STREET/P. 0. BOX 190 HUNTINGTON BEACH, CALIFORNIA 92648 Multifax Image Mate (714) 969-5684 ***PLEASE DELIVER THE FOLLOWING MATERIAL AS SOON AS POSSIBLE*** TO: FAX NO. 5�4 oZ� FROM: NUMBER OF PAGES (INCLUDING COVER PAGE) DATE SENT: TIRE SENT: OPERATOR'S NAME PLEASE NOTIFY OPERATOR IMMEDIATELY IF NOT RECEIVED PROPERLY (714) 536-5227 * * * * * * * COMMENTS: CHARGE FOR THIS MATERIAL: PLEASE REMIT_TOTHE ADDRESS AB VE 1038K ,. . . - 10/04/90 14:56 $805 541 2802 Sinsheimer ET AL 1a002 WARREN A SINSHEIMER III SINSHEIMEK. SCHIEBELHUT FK BACC Ti' ROBERT K.SCHIEBELHUTI A PROFESSIONAL CORPORATIO K. ROBIN BACCETT STREET ADDRESS MARTIN J_TANGEMAN ATTORNEYS AT KAW f010 PEACH STREET THO-MA5 bt. DUCrAX WSF OFFICE Bqx at FACSfM11P MARTIN P. MOR05KI DAVID A JUHNKE 5.AN LUIS OvISK). CALHORNIA 93A063-0031 UOS-$41.2$0« M.SU%ANNE FRYER STEVEN I.ADAM5KI 6J:5 SdI-2oU0 DIANE W MOROSKI CYNTHLA CAIDEIRA IA[YNNE GILLS CLIENT 1 4•44 JOHN W.BEhHEK ROY E_OGDEN THOMAS J. MA00Zr% [it UATTEP 1 or cou+su D.JAN DUFFY October 4, 1990 Connie Broc -,way City Clerk City of Huntington Beach P.O. Box 190 Huntington Beach, California 92648 Re: Public Notice for. 7.i.sakis Dear Connie: Enclosed is a public notice for a public hearing, which notice Art De. La Loza requested T forward to you. we appreciate your getting the notice published by tomorrow, if possible. Please call if you have any questions. Sincerely, SIItSFfE E'R, SCIrIEBELHUr & BACGETT JO%fTW. BEI..SHF..R JWB:ehj 13:Brock.104_ltr Enclosure cc: Art De Ld Loza aWtWWd'ki't_ii*WkAMbViPtkt k kx k +f TRANSMISSION REPORT 1HONE/TTI NO. -146315202 -:1 T IE -04 1 E 0 3 3 P!,. DURAT i 01T OV 17 MODE PAGE PESUL7 GOO: 10/04/90 14:56 V805 541 2802 Sinsheimer ET AL 001' •WARREN A.SINSHEIMER III SINSHEIMER• SCHIEBELHUT F3 BAGGM ROBERT K.$CHIE3ELHLIT A PROFESSIONAL CORPOKATION 1C, K08IN $AC= STREET ADDRE55 MARTIN J.TANGEMAN ATTORNEYS AT LAW 1010 PEACH STREET THOMAS 14 DUOCAN POST OFFICE BOX 31 MARTIN IN P MOROSKI FACSIMILE DAvID A.JUHNKE 5AN LUIS ODISPO. CALIFORNIA 93s06-0031 805-541-2602 M.SUZANNE FRYER 5TEVEN J-ADAIMSKI 805-541-2WO DIANE W.MOR051K1 .NTHIA CALDEIRA JALYNNE CILES JOHN W.3EISHEK CLIENT ROY E. OCDEN F'ACSTNTLE TRANSMITTAL THOMAS J.t•LIDDEN ILI u.AI-M OF CiMIME1 D.IAN DUFrY To: COMPANY: PHONE No.: '•-SCE _--. FROM: SUBJECT: DATE: TIC: NUMBER OF PAGES TO FOLLOW THIS COVER PAGE: G— A HARD COPY. WILL OR WILL NOT FOLLOW THIS FACSIMILE. MESSAGE NOTICE This page and the other documents included in this telecopy transmission contain information which is confidential and/or legally. privileged. if you are not the intended recipient, any disclosure, copying, distribution or the taking of any action in reliance on the contents of this telecopied information is strictly prohibited. If you have received this telecopy in error, please notify us at (805) 541-2800 immediately. We are transmitting on a Canon FAX 510 (Automatic) . If you do not receive any or all of the pages, please call us at (805) 541-2800_ UARREN A.SINSHEIMER III SINSHEIMER. 5CHIEBELHUT 8 BACCETT ROIIEKT IL SCHIEBELHUT A PROFESSIONAL C0gP0RAT10N K ROBIN B4GCETT STREET l,DD1LESS MARTIN I. TANCEMAN ATTORNEYS AT LAW 1010 PEACH STREET THOMAS M DUCCAN POST OFFICE BOX 31 MARTIN P. MOROSKI FACSIMILE DM,11)A JUHNKE SAN LUIS OBISP06 CALIFORNIA 9340G-0031 805-541-2802 M. 5UZANNE FRYER STEVE►w I.ADAMSKI 805-541-Z830 DIANE W MOROSKI CYNTHIA CALDEIRA WYNNE 0LES CLIENT 1144 JOHN IV BELSHER Roy E OLDEN THOMAS I. MADDEN III MATTER 1 CC COU451L D I_tiN DUFFY October 4, 1990 Connie Brockway City Clerk City of Huntington Beach P.O. Box 190 Huntington Beach, California 92648 Re: Public Notice for Zisakis Dear Connie: Enclosed is a public notice for a public hearing, which notice Art De La Loza requested I forward to you. We appreciate your getting the notice published by tomorrow, if possible. Please call if you have any questions. Sincerely, SINSHEIMER, SCHIEBELHUT & DAGGETT JO W. BELSHER JWB:ehj 13:Brocklo4.ltr Enclosure cc: Art De La Loza 1 HUNTINGTON BEACH CITY COUNCIL/REDEVELOPMENT AGENCY NOTICE OF PUBLIC HEARING A public hearing will be held on October 15, 1990 at 7:30 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1089, which provides for the sale of property owned by the Redevelopment Agency to the Zisakises. The amendment will be based upon this notice, the Report prepared pursuant Section 33433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. 13:Zisnot.msc from the desk of: CONNIE BROCKWAY, CMC CITY CLERK (714) 536-5404 Art - I gave Mr. Uberuaga a note asking 1 him if he wants to proceed conservative or liberally - - � Also, Art - I'm proceeding with publishing O it on Saturday with all the location and Charter Centre etc; but does that do any t P good since the office isn't open on Sat. when the good legal notice is 1 S published? Also Div. 9 states 10 day notice for P.H. - before Council but I think that would r only apply if-the hearing affected things inDiv. 9 is that correct? V P.S. I think Mr. Uberuaga prefers the conservative approach like you do. i II P.O. BOX 190 HUNTINGTON BEACH, CA 92648 IE�E is aAeq o r to[ �a �,Q c�-t C4 r7 eoP u APJA -AD J�m k! rj'ALW, J Y v :. tOW s OX-rc.e s4r�s /Y dA- s r r 7� Y Asr C o m S'N UA4 pae aep a&a C A v 7` qe/► ago%oIe_ U,&.e F r- 4ujd we eks /R'�U�i4••,/ ��'17 rS iyrGC� S/�/��4r► '��» �� z t�e%ivbe ` Cf� ,s�aS a/va-ys a�uh e . Go ..oee &,4.711 lit z a A,I 9 d�ys � -� � ! � r /t c-C {�L7' IS .Gvr/f 1`� r6t�f ti - d r.•a w .4-_rt't. �`� /� S .VI� (77 //o 74S i NOTICE OF PUBLIC HEARING CHARTER CENTRE-- OAKVIEW REDEVELOPMENT AREA HUNTINGTON BEACH CITY COUNCIUREDEVELOPMENT AGENCY AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT HIL AND ROXANNE ZLSAKIS -� (NORTHWEST CORNER OF BEACH BOULEVARD AND CYPRESS STREET) A public hearing will be held on October 15, 1990 at 7:30 p.m. at the City Council Chambers, 2000 Main Street in the City of Huntington Beach, by the Huntington Beach City Council in joint session with the Huntington Beach Redevelopment Agency to consider the amendment of that certain Disposition and Development Agreement by and between the Redevelopment Agency of the City of Huntington Beach and Philip Zisakis and Roxanne Zisakis, dated November 20, 1989, which provides for the sale of property owned by the Redevelopment Agency to Phil and Roxanne Zisakis. The amendment will be based upon this notice, the Report prepared pursuant to Section 33433 of the California Health and Safety Code which is available for inspection at the offices of the Department of Economic Development for the City of Huntington Beach and the evidence to be presented at the meeting. By: Connie Brockway, City Clerk City of Huntington Beach Dated: October 5, 1990 I r Published Daily Pilot October& 11, 1990 PROOF OF PUBLICATION This space is for the County Clerk's Filing Stamp (20155 C.C.P) ' STATE OF CALIFORNIA, COUNTY OF ORANGE, NOTICE OF A JOINT PUBLIC HEARING BY THE CITY COUNCIL OF I am a citizen of the United States and a HUNTINGTON BEACH' resident of the Countyaforesaid;I am over the AND THE REDEVELOPMENT e age of eighteen years, and not a a! to or AGENCY OF THE CITY g g Y party OF HUNTINGTON interested in the above-entitled matter. I am Proof of Publicat BEACH ON the principal clerk of the printer of the DISPOSITION AND AGREEMENT BETWEEN HUNTINGTON BEACH NEWS THE REDEVELOPMENT AGENCY AND PHIL 6. ROXANNE ZISAKIS NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach and the a newspaper of general circulation,printed and Redevelopment Agency of Lthe City of Huntington Beach will hold a joint public hearing published WEEKLY 7 p p M°In e Coouncil Chambers, City Hall, 2000 HUNTINGTON BEACH Main.Street, Huntington in the City Of Beach.California,to consider and as upon the Disposition County of Orange, and which newspaper has and dDere M Agreement Redevelopmen been adjudged a newspaper of general Agency of the City of circulation by the Superior Court of the County Huntington Beach and Phil of Oran sale ge,State of California,under the o if and pursuant thereto.The Agreement provides for an addition to an existing auto -d ate of August 2 7 t h, 19 3 7 { glass shop and developmer►t of office area.Descriptions of the site and of devel- Case Number A .5 9 3 0' : that the Agreement be red in the he notice,of which the annexed is a rented co T71 1 Bea h of Boproperty p 1?Y Is 17131 Beach Boulevard, (set in type not smaller than nonpareil), has i fton••Beach,ai%y been published in each regular and entire issue �is actionra exempt) •, from of said newspaper and not in any.supplement the provisions of the California t ereof on the followin dates,to-wit: Environmental Quality Act g ppursuant to Section 15312. Class 12. i 9' J Copies of the Disposition vi ! and Development Agreement are on file for public inspection and copying for the cost of all in the year 19 8 9 duplication at the Office of the City Clerk.City of Huntington I certify (or declare) under penalty of perjury Beach, 2000 Main Street, that the foregoing is true and correct. betwee thton e hours of 8:00 A.M.and 5:00 P.M.,Monday Dated-at' HUNTINGTON BEACH through Friday,exdusive of I ►+��- Interested persons may C/0/ submit written comments ad- Cal' 'a, this of 19 O ( dressed to the City Clerk of the City of Huntington Beach, 1011'�? P. Q. Box 190, Huntington 40 Beach,California,92648,prior to 5:00 P.M.on November 3, Signature 1989. jm At the time and place stated above,all persons interested m oopks of this blankmer aav trarc in the above matter may W pear and be heard. California Newspaper Service Bureau, Inc. CITY OF HUNTINGTON AdvertisingClearing House BEACH, Connie Brockway, $ City Clerk ((7714)536.5M. P.O.Box 31 Dated:dctober 18,1989 Los Angeles,CA90053•(213)625-2541 Please request ClUi AL Proof d NbIl attoa when ordertaa this form t r + PROOF OF PUBLICATION This space is for the County Clerk's Filing Stamp (20155 C.C.P) ' STATE OF CALIFORNIA, COUNTY OF ORANGE, I am a citizen of the United States and aNOTICE OF A JOINT resident of the County aforesaid;I am over the [_B,Y PUBLIC HEICITY COUNCIL age of eighteen years, and not a party to or OF HUNTINGTON OFTHECITY interested in the above-entitled matter. I am Proof of Publicati `.:--"-v DE -TH T the principal clerk of the printer of the AGENCY OF THE CITY OF HUNTINGTON HUNTINGTON BEACH NEWS - BEACH ON DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE REDEVELOPMENT a newspaper of general circulation,printed and AGENCY AND PAIL & ROXANNE ZISAKIS NOTICE IS HEREBY GIVEN that the City Council of the City published WEEKLY or Huntington Beach and the p Redevelopment Agency of • the Ci y of Huntington Beach in the City of HUNTINGTON BEACH vein n N Ivember Tth 19hearing, 7:00 P.M. in the Council County of Orange, and which newspaper has Chambers, City Hall.. 2000 been• ad'ud ed a newspaper of general Main street, Huntington I gg Beach,California.to consider circulation by the Superior Court of the County and act upon the Disposition and Deve opment Agreement of Orange,State of California,under the between the Redevelopment Agency of the Cityor -dateof August 27th, 19 37 aanudnRo Zi sursale of W-4 pursuant thereto.The A '5 9 3 0" - additi n�tot an exdissting a o Case Number ; _ that the glass shop and developmem notice, of which the annexed is a printed co of office area.Descriptions - p PY the site and acop a of devel- (set in type not smaller than nonpareil), has opment can be found in the eement. been published in each regular and entire issue Agr The location or the property . •is 17131 Beach Boulevard of said newspaper and not in any,supplement Huntington Beach,California the on he followin ates,to-wit: �47(sty of the NW comer of CypresslBeach) This action is exempt from the provisions of the California Environmental Oualittyy Act ursuant to Section 15312. all in the year 19 8 9 Mass 12. Copies of the Disposition and Development Agreement I certify (or declare) under penalty of perjury are on ale for public inspection ; that the foregoing is true and correct. and copying for the cost of duplication at the Office of the City Clerk,City of Huntington Beach, 20Be Main Street, Dated-at HUNTINGTON BEACH Huntington Beach,California, between the hours of 8:00 A.M.and 5:00 P.M.,Monday Califo 'a, this Ld o . 19 n1Oaidtagys Friday,exclusive or Interested persons may submit written comments ad- dressed to the City Clerk of the City of Huntington Beach, Signature P. O. Box 190, Huntington • Beach,California,92548,prior Free aopiee of this b may cent trorrc to 5:00 P.M.on November 3, 1989.' California Newspaper Service Bureau,Inc. At the time and place stated Advertising Clearing House above.all persons interested 8 S In the above matter may ap- P.O.Box 31 pear and be heard. gCITY O(F7�q TON Los Angeles,CA 90053,(213)625-2541 BEACH, Connie Brockw Please request G8MAX PnW d Publication ay, CA wn ordering this(orm he DCate�dkOetober 18r1989 i REQUEST FOP REDEVELOPMENT Ar:ENCY ACTION Rh 89-101 Date November 20, 1989 Submitted to: Honorable Chairman and Redevelopment Agency Members APPROVED D Submitted by: Paul E. Cook, Executive Directq 1' CLTY CUU`C:._ Prepared by: Paul E. Cook, Executive Director Subject: DISPOSITION AND DEVELOPMENT AGREEMENT WITH MR. AND MR L��YT� ITY C 1:RK Consistent with Council Policy? [ ] Yes [ ] New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments: STATEMENT OF ISSUE: At your meeting of August 21, 1989, the Agency approved in concept the development of a portion of Agency-owned property located within the Oakview Redevelopment Project Area at Beach Boulevard and Cypress, in conjunction with a building expansion proposal by 1 an adjacent property owner, Phil Zisakis. At that time, staff was directed to finalize a Disposition and Development Agreement between the -Redevelopment Agency and Mr. Zisakis. Staff recommends at this time that you approve the attached DDA outlining the development proposal, scope of development, and the selling price of the Agency property. RECOMMENDATION: 1. Conduct the necessary public hearing on the Disposition and Development Agreement, 1 2. Adopt appropriate resolutions between the Redevelopment Agency and Mr. and Mrs. Zisakis. AN XLYS IS: The referenced Disposition and Development Agreement calls for the conveyance of a 12,829 square foot parcel owned by the Redevelopment Agency within the Oakview Project Area to Mr. and Mrs. Phil Zisakis. This additional land area allows the Zisakis's to expand their existing facility located at the northwest corner of Beach Boulevard and Cypress by an additional 12,320 square feet, at a construction cost of approximately $940,000. This Agreement allows for the Redevelopment Agency to retain an access easement designed to accommodate future expansion plans being proposed by Guardian Savings, and also designates an "option parcel" which the Zisakis's are required to escrow and relinquish back to the Agency to accommodate the above-mentioned Charter Centre expansion plans. As outlined in the attached "Summary Report," (pursuant to Section 33433 of the California Health and Safety Code) , value of the Agency property is $295,000. The Agreement reflects a net purchase price by the Zisakis's of $295,000. Additional costs by the Agency include offsite improvements (sewer, water, storm drain, street, etc.) which are being funded within the north Oakview improvements approved in the FY 89/90 budget. s��ws�es Staff will continue to negotiate with Mr. Lichter on the remaining portion of the access easement necessary across his property, allowing for an ultimate connection between Cypress and Guardian Center. The agreement's provision requiring the Zisakis's- to reconvey the -"option parcel" will allow for, when coupled with the remaining 7tgency parcel, the Guardian Savings Charter Center Phase III expansion. FUNDING SOURCE: None required as a result of this action. AL: U'RNATIVIi Acrim Do not approve the Disposition and Development Agreement, and redirect staff. A,rTACI IMENTS: 1. Health and Safety Code Section 33433 Report. 2. Disposition and Development Agreement. 3. Keyser Marston letter of October 24, 1989. 4. Resolutions S. Staff Report dated August: '21, 1989. PEC/CPS:lp { Keys l arstonAssociatesInc. ` Richard L.Botti 500 South Grand Avenue,Suite 1480 Calvin E.Hollis,II Los Angeles,California 90071 213/622-8095 Fax 213/622-5204 _ - SAP!DIEGO619/9d2-0380 Heinz A.Schilling SAN FRANCISCO 4151398.3050 Timothy C.KeIly A.Jerry Keyser Kate Earle Funk Robert J.Wetmore Michael Conlon Denise E.Conley RECEIVED z4, r;C f 2 6 1989 October Z, 1989 REDEVELOPMENT DEPT. Mr. Pat Spencer Director of Housing and Redevelopment Huntington Beach Redevelopment Agency 2000 Main Street Huntington Beach, California 9264E Dear Pat: In accordance with your request, Keyser Marston Associates, Inc. (KMA) has reviewed the latest developer proposal for the 12, 879 square foot site adjacent to the Charter Center in the City of Huntington Beach. BACKGROUND In September of 1988, KMA submitted a preliminary reuse analysis of the site, which addressed a number of issues concerning the viability of the project from a marketing standpoint. These issues pertained primarily to the project's high density and lack of park- ing. Subsequently, a number of alternative development scenarios were reviewed, including a possible linkage with: the Charter Center development. Ultimately it was determined that this large-scale type of development was infeasible in the near--term. Thus, the Agency decided to sub-divide the Agency owned parcel for sale to private developers. Currently, the Agency is negotiating with the owner of the glass works shop to allow the construction of a 12,320 square foot addi- tion to the existing facility. This addition shall include ap- proximately 51420 square feet of retail space on the ground floor and 6, 900 square feet of office space on the second and third floors . On-site parking for 34 cars (or 2 .7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. As before, the two parcels that comprise the site are en- cumbered by an access easement required by the Agency to provide access to the Charter Center. The Agency has requested -that KMA update the original analysis regarding the fair reuse value of the site given the latest development proposal. Real EstateP n lopment&Evaluation Services Mr. Pat Spencer October 9, 1969 Page 2 ANALYSIS To determine the fair reuse value of the site, KMA performed a cost/income analysis based on the proposed scope of development and the market conditions within the area. This analysis is summarized in Tables 1 through 3 attached herewith. The cost estimates are based on construction data obtained from similar type retail/office projects in Southern California. To project revenues, KMA per- formed a rental survey df similar developments located along Beach Boulevard (see Tables 4 and 5) . The major assumptions used in the analysis can be summarized as follows : 1. Shell costs were estimated at $40 per square foot. This cost is reflective of above-average, 2-story construc- tion. 2. Tenant improvements allowances of $10 and $20 were provided for interior finishes to the retail space and office space, respectively. 3 . On-site costs were estimated at $3 per square foot, and include the costs of surface parking, landscaping and lighting. 4. With the: exception of financing fees, interest during construction, and leasing fees, indirect costs were cal- culated as a percentage of direct costs. interest during construction was based on a 9-month construction period assuming a 60% loan balance outstanding and a 12% con- struction interest rate. Leasing fees were based on 15% of gross income. Finally, financing fees were based on 250 basis points of the total loan amount. 5. Based on the rental surveys conducted by KMA, the average achievable rent levels for the retail and office space were estimated at $1 .35 and $1 . 10 per square foot per month, respectively. 6. Project income was offset by a vacancy allowance, a 5% management fee for the retail space, a $4 .50 per square foot allowance for operating expenses, an allowance for common area maintenance and reserves for capital ex- '. penses . Based on the preceding assumptions, the development costs total $939,000, and the net operating income totals $136,000. Kcy5erMarstonAws atesInc. A„� Mr. Pat Spencer October 9, 1989 Page 3 The residual land value supported by the proposed project has been calculated on two bases, as shown in Table 3 . The first method is the return on equity approachi- which assumes that the developer will maintain long-term ownership of the project. The total war- ranted investment is determined based on the maximum loan and equity supported by the estimated net income upon stabilization, at standard coverage ratios . This total warranted investment is reduced by the estimated construction costs to arrive at the residual land value. Assuming a 10.98% mortgage constant (10.5%, 30-year amortization) and an 8% equity return, the total warranted investment in this project equals approximately $1 . 32 million. When this is reduced by the total development costs of $939,000 and carrying costs on the land, the residual land value is estimated at $340,000, or $26 .40 per square foot. The second method of determining the total warranted investment is based on the project value upon the completion of construction. The total value of the project is estimated on the basis of the net income before debt service, capitalized at the rate found for similar projects in the market area. Assuming net income before debt service of $136, 000 and a capitalization rate of 9 . 0%, the project has a total value of approximately $1 .51 million. When this is reduced by the development costs, imputed costs of sale, a ; reasonable developer's profit and carrying costs, the residual land value is approximately $310,000, or $24 . 10 per square foot. As shown in Table 3, the income approach to valuation results in a land value ranging from $24.10 to $26.40 per square foot. However, these values must be adjusted downward to reflect the negative im- pact of the required access easement. Although the easement in- hibits the future development of the site, the area can be used for r ingress and egress purposes, and to provide access to the parking areas . Thus, the applied discount reflects the fact that the ease- ment does not entirely negate the land associated with the easement area. ' Therefore, given the degree of development utility, KMA reduced the value of the 2,403 square foot easement area by 50%, resulting in an adjusted land value of approximately $295,000, or $22.91 per square foot. CONCLUSION Based on the preceding income analysis, the proposed project sup- ports an unadjusted land value of $310,000 to $340,000, and an ad- ) justed value of land value of $295,000 . This conclusion is sup- ported by a recent highest and best use appraisal of the property, which valued the property at $330,000 before any adjustment for the access easement. Using the same adjustment factor for the easement portion of the site, the adjusted appraised value is estimated at $299,200, or $23.23 per square foot. e r�serN[arstonAssociateslnc. Mr. Pat Spencer October 9, 1989 Page 4 Fie appreciate this opportunity to be of assistance, and are avail- able to answer any questions you may have. Yours very truly, KEYSER MARSTON ASSOCIATES, INC. l � Kathleen H. Head KHH:gbd f S a } t f 1 i 5 89449 .HTB 14066.0018 Key scrMarstonA ssoci atesrnc.' TABLE 1 ESTIMATED DEVELOPMENT COSTS ALTERNATIVE A GLASS WORKS EXPANSION BEACH BLVD./ N OF CYPRESS HUNTINGTON BEACH, CALIFORNIA DIRECT COSTS BUILDING SHELL 12,320 Sf 2 S40.00 /Sr S493,000 TENANT IMPROVEMENTS RETAIL 5,935 SF & S1D.DO /SF 59,000 OFFICE 6,385 SF 2 520.00 /SF 128,000 ON SITES 12,B79 SF Q S3.00 /SF 39,ODO TOTAL DIRECT COSTS S719,000 INDIRECT ARCH,EJIG,PERNITS S FEES 7.00% DIRECT COSTS $50,000 INTEREST DURING CONSTRUCTION 49,000 FINANCING FEES 0.025 POINTS 22.000 LEGAL/CLOSIN^Q ALLOWANCE 25,DOD LEASING FEES 15.00% GEI 26,000 TAXES/INSURANCE 1.00% DIRECT COSTS 7,000 DEVELCPHENT MANAGEMENT 2.00%DIRECT COSTS 14,000 CONTINGENCY 5.00% DIRECT COSTS TI'S 27,000 TOTAL INDIRECT COSTS 1220,000 TOTAL DEVELOPMENT COSTS S939,000 f r SOURCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER, 1989 ' TABLE NAME s 12ISAKIS • TABLE 2 V ESTIMATED NET INCOME ALTERNATIVE A GLASS WORKS EXPANSION BEACH BLVD./ N OF CYPRESS HUNTINGTON BEACH, CALIFORNIA INCOME GLASS SHOP 5.935 SF S16.20 /SF S96,100 OFFICE: 2'ND FLOOR 6.3B5 SF S13.20 /SF 84,300 GROSS INCOME S180,400 (LESS) VACANCY i COLLECTION 5.00% &ROSS INCOME 9,000 GROSS EFFECTIVE INCOME 5171,400 OPERATING EXPENSES OFFICE TENANTS 6.385 SF S4.50 /SF S28,700 RESERVES (RETAIL) 5,935 SF SO.15 /SF 900 CAM (RETAIL) 297 SF S3.00 /SF 900 MANAGEMENT (RETAIL) 5.00% CEI RETAIL 4,600 TOTAL EXPENSES S35,100 NET OPERATING INCOME S136,300 OR SAY 5136.000 SOURCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER. 1989 TABLE NAME 12ISAKIS IF e " 4 a TABLE 3 ALTERNATIVE A • GLASS WORKS EXPANSION BEACH BLVD./ N OF CYPRESS HUNTINGTON BEACH, CALIFORNIA ...................................RETURN ON EQUITY................................... NET INCOME BEFORE DEBT SERVICE $136.000 AVAILABLE FOR DEBT SERVICE 1.20 COVERAGE 113,000 NET INCOME AFTER DEBT SERVICE 923,C00 MAXIMUM DEBT 10.98% CONSTANT S1,029,000 WARRANTED INVESTMENT DEBT S1,029,000 EQUIIY 5.00% RETURN 238,000 TOTAL WARRANTED INVESTMENT $1,317,000 ESTIMATED LAND VALUE VARRA4TED INVESTMENT $1,317.000 (LESS) DEVELOPMENT COSTS 939,000 RESIDUAL LAND VALUE PLUS CARRYING COSTS $378,000 (LESS) CARRYING COSTS 40,000 RESIDUAL LAND VALUE $338,000 OR SAY S340,000 $26.40 PER SQUARE FOOT ...................................VALUE UPON COMPLETION................................... NET INCOME BEFORE DEBT SERVICE• S136,000 CAPITALIZED VALUE 9.00% 1,511,000 (LESS) DEVELOPMENT COSTS 939,000 (LESS) COST OF SALE 3.00% VALUE 45,000 (LESS) DEVELOPMENT PROF[t 12.00X VALUE 181,000 RESIDUAL LAND VALUE PLUS CARRYING COSTS 2346,000 (LESS) CARRYING COSTS 37,000 RESIDUAL LAND VALUE S309,000 OR SAY 3310,003 S24.10 PER SQUARE FOOT SOURCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER, 1989 t-{tG?Ut,4-k-� t - - LFFMIN I HUtNUY At; i !ViN j APPAL ED BY T RH 89-75 . = C/111) August 21, 1959 CIT CL Ric Date Honorable Chairman and Redevelopment Agency Members Submitted to:. �Q. Paul Cook, Executive Director Submitted by: -_ V Douglas La Belle, Deputy City Administrator/Economic Development Prepa•ed by: APPROVAL OF ALTERNATIVE DEVELOPMENT CONCEPTS FOR THE Subje.t: NORTHWEST CORNER OF CYPRESS & BEACH, AND AUTHORIZATION TO ADVERTISE DDA FOR PUBLIC HEARING Consistent with Council Policy? bQ Yes [ ) New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments. Av STATEMENT OF ISS' E: At your meeting of May 15, 1989, with regard to Charter Centre Phase III (Guardian Savings), the Agency terminated the Negotiating Agreement that was in effect at the time, and took a series of related actions (see attached staff report). One of those • actions was that staff be directed to prepare an Owner Participation Agreement/DDA for Agency consideration and action with Mr, and Mrs. Phil Zisakis for the property generally identified as Site A on the attachment to the recommended action. This action was intended to provide for the disposition and development of a portion of the Agency-owned E + property at the corner of Cypress and Beach. Before you for consideration this evening, is the approval in concept of a proposed Scope of Development for tfiis portion of the site. A Disposition and Development Agreement is being finalized, and subsequent to your approval of the: proposed Scope of Development, the DDA will be advertised for Agency public hearing. RECMENDATIOT1: Approve in concept the alternative plan prepared for this site, and direct staff to advertise the DDA for public hearing consideration by the Agency at the earliest possible date. ANALYSIS: Since the Agency's ection of May 15, staff has been working to develop plans and conclude negotiations that would provide for the disposition of the various Agency-owned parcels of property pursuant to the Agency's direction. Staff initially, working with the consultant we have previously used to develop the alternative site concepts; prepared several alternative development scenarios that would provide for the development of the parcel generally identified as Site A. Upon the completion of various alternative schemes, two alternative concepts identified as Scheme A and Scheme B were completed and reviewed with Mr. Zisakis. . Fallowing tl:e completion of the development of an alternative for Site A, that would work separately, negotiations were undertaken regarding the completion of a DDA that would allow development to occur at the corner of Cypress and Beach. PYo11135 SCQEE OE D VEL PNMNT $theme A _ Scheme A proposes an approximately 4,830 square foot first floor addition to the existing 1,250 square foot first floor glass shop. Also proposed is a second story office area of approximately 5,340 square feet added to the existing I200 square foot second story. Required parking shall be pursuant to the Huntington Beach Ordinance Code at one space per 300 square feet of office area and one space per 500 square feet of glass shop area. All parking shall be met on site. Scheme A zssumes that the new portion of the building will extend from the existing glass shop to the north property line of the sales parcel, and that reciprocal access with the property to the north (Lichter property) will be obtained for the easterly and westerly drive aisles. Building setbacks, landscaping, building height, and parking layout shall meet the development standards as set forth in the Huntington Beach Ordinance Code, and shall be subject to review and approval by the Planning Commission. Building architecture, colors and materials shall be compatible with the existing glass shop and with Guardian Center, and shall be subject to final review and approval by the Design Review Board. Scheme B Scheme B proposes an approximately 3,230 square foot first floor addition to the existing 1,250 square foot first floor glass shop. In addition, approximately 5,700 square feet of office area is proposed for the second and third floors in addition to the existing 1,200 square foot second story. Required parking shall be pursuant to the Huntington Beach Ordinance Code at one space per 300 square feet of office area and one space per 500 square feet of glass shop area. All parking shall be met on site. Scheme B assumes that { no reciprocal access is obtained, and that a rr_inimum 20 foot wide drive aisle is maintained along the northerly boundary of the sales parcel in order to connect the easterly and westerly parking areas onsite. Building setbacks, landscaping, building height, and parking layout shall meet the development standards as set forth in the Huntington Beach Ordinance Code, and shall be subject to review and approval by the Planning Commission. Building architecture, colors and materials shall be compatible with the existing glass shop and with Guardian Center, and shall be subject to final review and approval by the Design Review Board. (3354d) The process staff has uslhtlto carry out the specific actions 4 ie Redevelopment Agency has been to deal with each parcel-on a separate basis, and has used Jim Wilson of Thirtieth Street Architects to provide for the coordination of various development plans among the several property owners. At this time, staff and Len Lichter, the owner of Site C, are discussing alternatives to determine whether to proceed with a facade improvement program, or a more extensive redevelopment effort that would provide for reciprocal ingress and egress between parcels A & C. The development scenarios as provided for in Scheme A & B with Mr. Zisakis will provide for either alternative to be implemented. 4 In terms of Guardian Center, the preliminary concept that they have submitted provides for the construction of a multi-level parking structure on Site B. The proposed Scope of Development provides for incorporating interim-surface parking on a portion of Site B which would allow for the ultimate development of the multi-level parking structure, should that be the development generated on Site B by the owners of Guardian Center. FUNDING SOURCE: , None required as a result of this action. ALTERNATIVE ACTION: 1) Direct staff to proceed with alternative development scenarios for Site A and defer concept approval at this time. 2) Defer action on this matter until discussions have been finalized with the Sites B & C property owners. ATT CENTS: 1) Request for Agency Action dated May 15, 1999, regarding Guardian Center. 2) Scope of Development - Scheme A & B. 3) Site Plans - Scheme A & 13. PEC/DLB:lp 5O46h t SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) . pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) between the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12, 879 square feet of land to the Participant for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1. The cost of the proposed agreement to the Agency, includ- ing relocation costs , site clearance costs , in- frastructure costs and the expected interest on any loans or bonds required to finance the Agreement; 2 . The estimated value of the interests conveyed, determined at the highest uses permitted under the Redevelopment Plan; 3. The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTS OF THE AGREEMENT 1. P-articipant Responsibilities Under the proposed Agreement, the Participant agrees to con- struct a 12,320 square foot retail/office addition to existing glass works facility. This addition shall include ap- proximately -55, 420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors . On-site parking for 34 cars (or 2 .7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2. Agency Responsibilities The Agency is responsible for and shall commit the following to the project: a. convey two parcels totaling 12, 879 square feet to the Participant, and b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. Page 2 3 . Method ,of Financincr The Agency currently owns the subject parcels without any en- cumbrance. B. COST OF AGREEMENT TO AGENCY The estimated costs of the Agreement to the Agency are as follows: Land Acquisition . Parcel I • (8,500 sf) $116,344 Parcel II (4,379 sf) $ 93,786 Off-sites $ 42,314 Net Costs to Agency $252,444 C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989'. The total value of the interests being conveyed to the Participant is estimated at $295,000. D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9, 1989, Keyser Marston Associates, Inc. analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295,000 represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. 8947B.HTB 14066.0018 Autnorr:ed to Publish AdvertrsomeWs of all t;1r. r+clud.ng pubic notices by Decree of the Supor'or Court of Orange County, CMj Urnra- Number A-6214, dated 29 Septomber, 1961, and - A-241131•dated 11 June. 1963. --• _- - STATE OF CALIFORNIA County of Orange . Pbw ►p.m:*A*~b.-V cp~.d PUBLIC NOTICE . Dr "-a 01 do-d • 0.4 a 7 p0.4 --m +a P�_M Cam+—•^a NOTICE OF A JOINT PUBLIC HEARING BY THE CITY COUNCIL OF HUNTINGTON I am a Citizen of the Uryted States and a resident of BEACH AND THE REDEVELOPMENT AGENCY OF THE the County aforesaid; I ahl over the age of eighteen CITY OF HUNTINGTON years, and not a party to or interested in the below BEACH ON THE DISPOSITION AND. DEVELOPMENT entitled matter. I am a principal clerk of the Orange AGREEMENT BETWEEN - r THE REDEVELOPMENT Coast DAILY PILOT. with which is combined the r AGENCY AND PHIL AND ROXANNE NEVti'S-PrZESS, a newspaper of general circulation. � 1_ ZISAKIS + NOTICE IS HEREBY, printed and pubrished in the City of Costa Mesa, ' t olive thayt oe CHu ounonl Countyof Orange. State of Califomia. and that ..a Beach and the Redevelop- ment ran g - j ment Agency of the City of Notice of Joint Pubfi c HPati riq � ,� Huntington Beach will hold a I joint public hearing on Octo- ber 2, 1989, at 7:00 PM in the Council Chambers, City Hall,2000 Main Street,Hunt-I ington Beach, California, tot consider and act upon the' of which copy attached hereto is a true and complete Disposition and Develop- ment Agreement between copy. was printed and ptibrtshed in the Costa Mesa,_ the Redevelopment Agency of the City of Huntington ' Newport Beach. Huntington Beach. Fountain Valley. Beach and Phil and Roxanne Zisakis, and sale of land Irvine, the South Coast communities and Laguna pursuant thereto. The Agreement provices for an lieach issues of said newspaper for 2 addition to an existing auto - glass shop and development of office area. Descriptions! consecutive weeks to wit-the issue(s) of of the site and scope of de-1 velopment can be found in the Agreement. The terms of the sale of property between the Agen- cy and Phil and Roxanne September 15 198 9 Zisakis are set forth in the • Agreement. . This action is exempt from the provisions of the September 22 Zgg 9 Clifornia Environmental Quality Act pursuant to Sec • ;lion 15312,Class 12. ;t Copies of the Disposition' and development Agree-' • 198 finent are on file for public Jnspection and.copying for 'the cost of duplication at the !Office of the City Clerk,City 198 Hof Huntington Beach, 2000 Main Street, Huntington ';Beach, California, between ,:;Beach, hours of 8:00 AM and 198 5:00 PM, Monday through Friday,exclusive of holidays.! Interested persons may, Fsubmit written comments (addressed to the City Clerk declare under ofperjury, * P •7enat}� that the of the City of Huntington Beach,Post Office Box 190, foregoing is true and correct. - Huntington Beach, Cali- fornia, 92648, prior to 5:00 PM on September 29.1989. At the time and place stated above, all persons in In the Executed on St-Pi-Ptnher 99 , 198 9 te'r mayd appearbove a dmbe California.at Costa Mesa, Ceard.allfOrnta. - City of Huntington Beach Connie Brockway City Clerk - Dated:9/10/89 Signature Published Orange Coast Daily Pilot September 15, • 22.1989 F754 I. P►1O07 OF I=1}'?1_ICA i it]*'! publhz ALII:IL,_1;t� to :ubl:;.t. �C.Ot1:SGT tlof of u lii .an a County. / . .11ccs Dy Geuee o1 Inc SuDor+or Court 9 y GF15rnrj, I�unber A-6214, Gated 29 Saptn nber, 1961, and A-24831.Cared 11 June, 1963. -- -- STATE OF CALIFORNIA County of Orange AZI�CD Me p, ... ►.m... r .. 7 ca.+ ® •o rY+rz._ PUBLIC NOTICE ' NOTICE OF A JOINT PUBLIC HEARING BY THE CITY COUNCIL 1 am a Citizen of the Uryted States and a resident of OF HUNTINGTON BEACH AND THE the County aforesaid: I a over the age of eighteen REDEVELOPMENT AGENCY OF THE years, and not a party to or interested in the below CITY OF HUNTINGTON BEACH ON THE entitled matter. I ant a principal clerk of the Orange DISPOSITION AND - ' DEVELOPMENT Coast DAILY PILOT. with whichis combined the AGREEMENT BETWEEN THE REDEVELOPMENT >~jEW$-PRESS. a newspaper of genera] circulation, AND PHIL r •AND ROXANNE printed and pubftshed in the City of Costa Mesa. - r ZISAKIS e NOTICE IS HEREBY v GIVEN that the City Council County of Orange. State of California. and that 8 �� of the City of.Huntington Beach and the Redevelop- Nr►tice of Joint Publ i r-T-Tea i rig _ ? ment Agency of the City of A' Huntington Beach will hold a joint public hearing on Octo- ber 2, 1989, at 7:00 PM In the Council Chambers, City Hail,2000 Main Street,Hunt- of which copy attached hereto is a true and complete ington Beach,California, to consider and act upon the' , was printed and ptibT�shed in the Costa Mesa„_ Disposition and Develop copy. ment Agreemenr�t between; Newport Beach, Huntington Beach Fountain Valley. the the of Hu Agency �o of the City of Huntington Beach and Phil and Roxanne Irvine. the South Coast communities and Laguna zisakis, and sale of:lana pursuant thereto.• Thet iseach iSSues 2 of Said newspaper for Agreement provices for.; addition to an existing auto ccinsec:t tine We8ks to wit-the Lssue(S) of glass shop and development of office area. Descriptions of the site and scope of de-; / velopment can be found In the Agreement. 'The terms of the sale of property between the Agen- September 15 ;'198 9 cy and Phil and Roxanne Zisakis are set forth In the Agreement. This actionls exempt from- September 22 . 198 9 the provisions of the Clifornia Environmental Quality Act pursuant to Sec tion 15312,Class 12. "Copies of the Disposition and development Agree- ment are on file for public. inspection and copying for the cost of duplication at the • 1913 Office of the City Clerk,City of Huntington Beach, 2000 Main Street, Huntington! Beach, California, between' 198 the hours of 8:00 AM and 5:00 PM, Monday through Friday,exclusive of holidays. Interested persons may submit written comments I declare, under penalty of perjury, that the addressed to the City Clerk of the City of Huntington foregoing is true and correct Beach,Post Office Box 190, Huntington Beach, Cali- fornia, 92648. prior to 6:00 PM on September 29, 1989. 'At the time and place 9 stated above, all persons Executed on Sent-ember 99 , 198 interested in the above mat-. at Costa Mesa, California- • ter may appear and be Heard. ff City of Huntington Beach Connie Brockway y� City Clerk (714)538-5227 Signature Dated:9/10/89 Published Orange Coast • Daily Pilot September 15, 22.1989 —�--_ •. F754 j P 100r OF PUZ!L ICAT 10:1 ` REQUEST FOP REDEVELOPMENT pf'-jENCY ACTION PE 89-101 Date November 6, 1989 x ;submitted to: Honorable Chairman and Redevelopment Agency Members o z Submitted by: Paul E. Cook, Executive Directo ✓_ xcs Prepared by: Paul E. Cook, Executive Director © m�� co v 'Subject: DISPOSITION A14D DEVELOPMENT AGREEMENT WITH MR. AND MRS. PHIL ZISAKJa2__ r Consistent with Council Policy? ( ] Yes E ] New Policy or Exception LD :^ Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments: STATEMENT OF ISSUE: At your meeting of August 21, 1989, the Agency approved in concept the development of a pormion of Agency-owned property located within the Oakview Redevelopment Project Area at Beach Boulevard and Cypress, in conjunction with a building expansion proposal by an adjacent property owner, Phil Zisakis. At, that time, staff was directed to finalize a Disposition and Development Agreement between the Redevelopment Agency and Mr. Zisakis. Staff recommends at this time that you approve the attached DDA outlining the development proposal, scope of development, and the selling price of the Agency property. RECOi1.MENDATIO14: 1. Conduct the necessary public hearing on the Disposition and Development Agreement. 2. Adopt appropriate resolutions between the Pedevelopment Agency and Mr. and Mrs. Zisakis. ANALY S I S-. The reference Disposition and Development Agreement call's for the conveyance of a 12,829 square foot parcel owned by the Redevelopment Agency within the Oakview Project Area to Mr. and Mrs. Phil Zisakis. This additional land area allows the Zisakis's to expand their existing facility located at the northwest corner of Beach Boulevard and Cypress by an additional 12,320 square feet, at a construction cost of approximately $940,000. This agreement allows for the Redevelopment Agency to retain an access easement designed to accommodate future expansion plans being proposed by Guardian Savings, and also designates an "option parcel" which the Zisakis's are required to escrow and relinquish back to the Agency to accommodate the above-mentioned Charter Centre expansion plans. As outlined in the attached "Summary Report," (pursuant to Section 33433 of the California Health and Safety Code) , value of the Agency property is $295,000. The agreement reflects a net purchase price by the Zisakis's of $252,686 after credit for offsite improvement costs previously expended by them. Additional costs by the Agency include offsite improvements (sewer, water, storm drain,' street, etc.) which are being funded within the north Oakview improvements' approved in the FY 89/90 budget. P t�11/85 At � Staff will continue to negotiate with Mr. Lichter on the remaining portion of the access easement necessary across his property, allowing for an ultimate connection between Cypress and Guardian Center. The agreement's provision requiring the Zisakis's to reconvey the "option parcel" will allow for, when coupled with the remaining Agency parcel, the Guardian Savings Charter Center Phase III expansion. FUNDING SOURCE: None required as a result ,of this action. ALTERNATIVE ACTION: Do not approve the Disposition and Development Agreement, and redirect staff. ATTACHMENTS: 1. t[ealth and Safety Code Section 33433 Report. 2. Disposition and Development Agreement. 3. Keyser Marston letter of October 24, 1989. 4. Resolutions 5. Staff Report dated August 21, 1989. PEC/CPS:lp r ' OCT 24 'e9 11:16 KEYSER "STON, L.A. P.9 SUMMARY REPORT This summary report has been prepared for the Huntington Beach Redevelopment Agency ( "Agency" ) pursuant to Section 33433 of the California Health and Safety Code. This report sets forth certain details of the proposed Disposition and Development Agreement ( "Agreement" ) bettiaeen the Agency and Zisakis ( "Participant" ) . The agreement requires conveyance of 12,879 square feet of land to the Participant for the construction of retail/office space. In addi- tion, the Participant agrees to provide parking for 34 cars. This report describes and specifies: 1. The cost of the proposed agreement to the Agency, includ- ing relocation costs , site clearance costs , ir.- frastructure costs and the expected interest on any loans or bonds required to finance the Agreement; 2 . The estimated value of the interpRtR nnn_Vet?PA dete -Ine at the highest uses permitted under the Redevelopment Plan; 3. The purchase price to be paid by the Participant for the interests being conveyed. This report and the proposed Agreement are to be made available for public inspection prior to the approval of the Agreement. A. SALIENT POINTE OF THE AGREEMENT 1. Participant Re-ponLib- liitti2s Under the proposed Agreement, the Participant agrees to con- struct a 12, 320 square foot retail/office addition to existing glass works facility. This addition shah, include ap- proximately 5, 420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors. On-site parking for 34 cars (or 2.7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. Additionally, the Participant must provide circulation easements, which will remain in force in per- petuity, to provide access to the Charter Center. 2 . Agency Responsibilities The Agency is responsible for and shall commit the following to the project: a, convey two parcels totaling 12 ,879 square feet to the Participant, and b. finance the off-site costs associated with providing the curbs, gutters, sidewalks and water service to serve the project. r OCT 24 189 11:17 KEYSER MARSTON, L.R. P.10 Page 2 3. Ilethod of_,�Djancina The Agency currently owns the subject parcels without any en- cumbrance. S. COST OF AGREEMENT TO AGENCY The estimated costs of the Agreement to the Agency are as follows: Land Acquisition Parcel 1 (81500 sf) $116,344 Parcel 11 (41379 sf) $ 93,786 Off-sites $ 42,314 Net Costs to Agency $252,444 C. ESTIMATED VALUE OF THE INTERESTS TO BE CONVEYED TO THE PAR- TICIPANT DETERMINED AT THE HIGHEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN The determination of the estimated value of the interests to be conveyed to the Participant, pursuant to the proposed Agreement, was made by Keyser Marston Associates, Inc. , in an economic analysis dated October 9, 1989 . The total value of the interests being conveyed to the Participant is estimated at $295,000. D. PURCHASE PRICE PAID BY PARTICIPANT AND FAIR MARKET VALUE FOR THE HIGHEST USE UNDER THE REDEVELOPMENT PLAN As stated in the October 9, 1989, Keyser Marston Associates, Inc.' analysis, the proposed use represents the highest and best use of the site assuming near-term development is required. As such, the purchase price of $295,000 represents the fair market value of the property, assuming the provision of a perpetual circulation ease- ment is required. 89478 .HTB 1.4066.0018 Cf'1 24 '89 11-11 KEYSER "-OSTQN, L.A. P.2 ey$erMamtonAssodatesInc. Richard L.Botri 5100 South Grand Avenue.Suite 1430 Ca1r;6I E.Hollis,II 1.os Angeles,California 90071 --- 213/622-6095 Fax 2131622-SN4 SAN DIE00 6l9/942-0380 Heinz A.Schilling SAN F RA NCISCO 4151399-3050 Tinothy C.Kelly A.Jerry Keyser Kate Earle Funk Robert I Wetmore ]Michael Conlon Denise E.Conley October ,8', 1989 Mr. Pat Spencer Director of Housing and Redevelopment Huntington Beach Redevelopment Agency 2000 Main Street Huntington Beach, California 92648 Dear Pat: In accordance with your request., Keyser Marston Associates, Inc. (KMA) has reviewed the latest developer proposal for the 12, 879 square foot site adjacent to the Charter Center in the City of Huntington Beach. BACKGROUND In September of 1988, KMA submitted a preliminary reuse analysis of the site, which addressed a number of issues concerning the viability of the project from a marketing standpoint. These issues pertained primarily to the project'n high density and lack of park- ing. Subsequently, a number of alternative development scenarios were reviewed, including a possible linkage with the Charter Center development. Ultimately it was determined that this large-scale type of development was infeasible in the, near-term. Thus, the Agency decided to sub-divide the Agency owned parcel for sale to private developers. Currently, the Agency is negotiating with the owner of the glass works shop to allow the construction of a 12, 320 square foot addi- tion - to the existing facility. This addition shall include ap- proximately 5,420 square feet of retail space on the ground floor and 6,900 square feet of office space on the second and third floors. On-site parking for 34 cars (or 2 . 7 spaces per 1,000 square feet of building area) shall be provided adjacent to the project. As before, the two parcels that comprise the site are en- cumbered by an access easement required by the Agency to provide access to the Charter Center. The Agency has requested that KMA update the original analysis regarding the fair reuse value of the site given the latest development proposal . Real Estntc dewl rmentt&EvalutztionSmyic k OCT 24 'e9 11:12 KEYSER ►-RSTOM, L.A. P.3 Mr. Pat Spencer October 9, 1989 Page 2 ANALYSIS To determine the fair reuse value of . the site, KMA performed a cost/income analysis based on the proposed scope of development and the market conditions within the area. This analysis is summarized in Tables 1 through 3 attached herewith. The cost estimates are based on construction data obtained from similar type retail./office projects in Southern California. To project revenues, KMA per- formed a rental survey of similar developments located along Beach Boulevard (see Tables 4 and 5) . The major assumptions used in the analysis can be summarized as follows: 1. Shell costs were estimated at $40 per square foot. This cost is reflective of above-average, 2-story construc- tion. 2. Tenant improvements allowances of $10 and $20 were provided for interior finishes to the retail space and office space, respectively. 3. On-site costs were estimated at $3 per square foot, and include the costs of surface parking, landscaping and lighting. 4 . With the exception of financing fees, interest during construction, and leasing fees, indirect costs were cal- culated as a percentage of direct costs. Interest during construction was based on a 9-month construction period assuming a 60% loan balance outstanding and a 12% con- struction interest rate. Leasing fees were based on 15% of gross income. Finally, financing fees were based on 250 basis points of the total loan amount. S. Based on the rental surveys conducted by MIA, the average achievable rent levels for the retail and office space were estimated at $1 .35 and $1 . 10 per square foot per month, respectively. 6. Project income was offset by a vacancy .allowance, a 5% management fee for the retail space, a $4 .50 per square foot allowance for operating expenses, an allowance for common area maintenance and reserves for capital ex- penses. Based on the preceding assumptions, the development costs total S939,000, and the net operating income totals $136,000. _KcMr'MntonAssocistessInr OCT 24 1e9 11:13 KEYSER MgRSTONr L.A. P.4 Mr. Pat spencer October 9, 1989 Page 3 The residual land value supported by the proposed project has been calculated on two bases, as shown -In Table 3. The first method is the 'return on equity approach, which assumes that the developer will maintain long-term ownership of the project. The total war- ranted investment is determined based on the maximum loan and equity supported by the estimated net income upon stabilization, at standard coverage ratios . This total warranted investment is reduced by the estimated construction_ costs to arrive at the residual land value. Assuming a 10. 98% mortgage constant (10.5%, 30-year amortization) and an 8% equity return, the total warranted investment in this project equals approximately $1 .32 million. When this is reduced by the total development costs of $939, 000 and carrying costs on the land, the residual land value is estimated at $340,000, or $26.40 per square foot. The second method of determining the total warranted investment is based on the project value upon the completion of construction. The total value of the project is estimated on the basis of the net income before debt service, capitalized at the rate found for sir.•.ilar projects in the market area. Assuming net income before debt service of $136,000 and a capitalization rate of 9.0% , the project has a total value of . approximately $1 .51 million. When this is reduced by the development costs, imputed costs of sale, a reasonable developer's profit and carrying costs, the residual land value is approximately $310,000, or $24.10 per square foot. As shown in Table 3, the income approach to valuation results in a land value ranging from $24 .10 to $26.40 per square foot. However, these values must be adjusted downward to reflect the negative im- pact of the required access easement. Although the easement in- hibits the future development of the site, the area can be used for ingress and egress purposes, and to provide access to the parking areas . Thus, the epplied discount reflects the fact that the ease- ment does not entirely negate the land associated with the easement area. Therefore, given the degree of development utility, KMA reduced the value of the 2, 403 square foot easement area by 50%, resulting in an adjusted land value of approximately $295,000, or $22.91 per square foot. CONCLUSION Based on the preceding income analysis, the proposed project sup- ports an unadjusted land value of $310,000 to $340,000, and an ad- justed value of land value of $295, 000. This conclusion is sup- ported by a recent highest and best use appraisal of the property, which valued the property at $330,000 before any adjustment for the access easement. Using the same adjustment factor for the easement portion of the site, the adjusted appraised value is estimated at $299 ,200, or $23.23 per square foot. CCT 24 '89 11:15 KEYSER 7STON. L.A. P.6 TABLE 1 ESTIMATED DEVELOPMENT COSTS ALTERNATIVE A GLASS WORKS EXPANSION BEACH BLVD./ R OF CYPRESS HUNTINGTON BEACH, CALIFORNIA DIRECT COSTS BUILDING SHELL 12,320 SF 0 $40.00 /SF S493,000 TENANT IMPROVEMENTS RETAIL 3,935 SF 2 $10.00 /SF 59,000 OFFICE 6,395 SF 0 520.00 /SF 12$,Goo ON SITES 12,879 SF 8 $3.00 /SF 39,000 TOTAL DIRECT COSTS $719,000 I W. I RECT ARCH,ENG,PERMITS 3 FEES 7.00% DIRECT COSTS $50.000 INTEREST DURING CONSTRUCTION 49,000 FINANCING FEES 0.025 POINTS 22,000 LEGAL/CLOSING ALLOWANCE 25.000 LEASIXG FEES 15.00% GEI 26,000 TAXES/IHSURAN.E 1.00% DIRECT COSTS 7,000 DEVELOPMENT MANAGEMENT 2.00% DIRECT COSTS 14,000 CONTINGENCY 5.00% DIRECT CCSTS • TICS 27,000 TOTAL INDIRECT COSTS $220,000 TOTAL DEVELOPMENT COSTS $939,000 SOURCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER, 1989 1ABLE INANE _ 121SAXIS • OCT 24 '£g 11:15 KEYSER�TON, L.A. P.? TABLE 2 ESTIMATED NET INCOME ALTERNATIVE A GLASS WORKS EXPANSION BEACM BLVD./ N OF CYPRESS KMTINGTON BEACH, CALIFORNIA INCOME GLASS SHOP 5,935 SF S16.20 /SF S96,100 OFFICE: 21ND FLOOR 6,385 fF $13.20 /SF 84,300 GROSS INCCFE i1$0,4Q0 (LESS) VACANCY i COLLECTION 5.00% GROSS TNCOPE 9,000 GROSS EFFECTIVE INCOME Sl7t,GQ0 OPERATING EXPENSES OFFICE ZEUNTS 6,335 SF $4.50 /SF $28,700 RESERVES (RETAIL) 5,935 SF $0.15 /5F 900 CAM (RETAIL) 297 SF $3.00 /SF 900 FIAHAGEMEAT (RETAIL) 5.00% CEI RETAIL 4,800 TOTAL EXPENSES $35,100 HET CPERAIING INCOME S136,300 CR SAY %136,000 SOURCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER, 1939 TABLE NWE IZISAKIS s . CCT 24 '89 11:16 KEYSERfir;-ZSTON► L.A. P,8 .�• TABLE 3 ALTERNATIVE A GLASS WORKS EXPANSION BEACH BLVDJ N OF CYPRESS SURTISGTCR BEACH, CALIFORNIA ...................................RETURN ON EQUITY................................... NET INCOME BEFORE DEBT SERVICE $136,000 AVAILABLE FOR DEBT SERVICE 1.20 COVERAGE 113,000 NET INCOME AFTER DEBT SERVICE S23,CO0 MAXIMUM DEBT 10.98% CONSTANT $1.029.000 WARRANTED 1NVESIMENT DEBT $1,029,000 EQUITY 8.00% RETURN 288,000 TOTAL WARRANTED INVESTMENT $1,317,000 ESTIMATED LAND VALUE WARRANTED INVESTMENT $1,317,000 (LESS) DEVELOPMENT COSTS 939,000 RESIDUAL LAND VALUE PLUS CARRYING COSTS S378,000 (LESS) CARRYING COSTS 40,000 RESIDUAL LAND VALUE 5338,000 OR SAY S340,000 $26.40 PER SQUARE FOOT ...................................VALUE UPON COMPLITION................................... NET INCOME BEFORE DEBT SERVICE S136,000 CAPITALIIED VALUE 9.00% 1,S11,000 (LESS) DEVELOPMENT COSTS 939,000 - (LESS) COST OF SALE 3.00% VALUE 45,000 (LESS) DEVELOPMENT PROFIT 12.00% VALUE 181,000 RESIDUAL LAM VALUE PLUS CARRYING COSTS $346,000 (LESS) CARRYING COSTS 37,000 RESIDUAL LAND VALUE $309,000 OR SAY %310,000 S24.10 PER SQUARE FDOT $WRCE: KEYSER MARSTON ASSOCIATES, INC. OCTOBER, 1989 REQUEST FOF---IEDEVELOPMENT AGENCY ACTION RH 89-101 Date November 6, 1989 x Submitted to: Honorable Chairman and Redevelopment Agency Members /PHIL o z Submitted by: Paul E. Cook, Executive Directs Prepared by: Paul E. Cook, Executive Director no mZE o " pSubject: DISPOSITION AND DEVELOPMENT AGREEMENT WITH MR. AND ME: r Consistent with Council Policy? [ ] Yes [ ] New Policy or Exception Statement of Issue, Recommendation,Analysis, Funding Source,Alternative Actions, Attachments: STATEMENT OF ISSUE: At your meeting of August 21, 1989, the Agency approved i concept the development of a portion of Agency-owned property located within the Oakdew Redevelopment Project Area at Beach Boulevard and Cypress, in conjunction with a building expansion proposal by an adjacent property owner, Phil Zisakis. At, that timl, staff was directed to finalize a Disposition and Development Agreement between the Redevelopment Agency and Mr. Zisakis. Staff recommends at this time that you approve the ttached DDA outlining the development proposal, scope of development, and the selling pri, e of the Agency property. RECOMMENDATION: 1. Conduct the necessary public hearing on the Disposition and Development Agreement. 2. Adopt appropriate resolutions between Z edevelopment Agency and Mr. and Mrs. Zisakis. ANALYSIS: The reference Disposition and Developmentsment calls for the conveyance of a 12,829 square foot parcel owned by the Redevelopment Agency within the Oakview Project Area .to Mr. and Mrs. Phil Zisakis. This additional land area allows the Zisakis's to expand their existing facility located at the northwest corner of Beach Boulevard and Cypress by an additional 12,320 square feet, at construction cost of approximately $940,000. This agreement allows for the Redevelo ment Agency to retain an access easement designed to accommodate future expansion plans Bing proposed by Guardian Savings, and also designates an "option parcel" which the Zisakis's are required to escrow and relinquish back to the Agency to accommodate theabove-mentioned Charter Centre expansion plans. As outlined in the attached "Summary peport," (pursuant to Section 33433 of the California Health and Safety Code) , value of thel'Agency -property is $295,000. The agreement reflects a net purchase price by the Zisakis's of $252,686 after credit for offsite improvement costs previously expended by them. Additional costs by the Agency include offsite improvements (sewer, water, storm drain,4street, etc.) which are being funded within the north Oakview improvements approved in the FY 89/90 budget. P10/1/85 Staff will continue to negotiate with Mr. Lichter on the remaining portion of the access easement necessary across his property, allowing for an ultimate connection between Cypress and Guardian Center. The agreement's provision requiring the Zisakis's to reconvey the "option parcel" will allow for, when coupled with the remaining Agency parcel, the-Guardian-'Savings Charter Center Phase III expansion. MI DING SOURCE: None required as a result of this action. ALTERNATIVE ACTION Do not approve the Disposition and Development Agreement, and redirect staff. ATTACHMENTS: 1. Health and Safety Code Section 33433 Report. 2. Disposition and Development Agreement. 3. Keyser Marston letter of October 24, 1989. 4. Resolutions 5. Staff Report dated August 21, 1989. PEC/CPS:lp CITY" OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK November 9, 1989 National Auto Glass Company 17131 Beach Blvd. Huntington Beach, CA 92647 Attn: Phil & Roxanne Zisakis ;he City Council of the City of Huntington Beach at the regular meeting held November 6, 1989 continued the public hearing on the Disposition and Development Agreement between the Redevelopment Agency and Phil and Roxanne Zisakis to November 20, 1989. Connie Brockway City Clerk CB:bt Enc. Mlephone:714536-5277 y LJAJ0 CITY OF HUNTINGTON BEACH te" INTER-DEPARTMENT COMMUNICATION VIOMNUON a+cn To CONNIE BROCKWAY From GAIL HUTTON City Clerk City Attorney Subject Zisakis DDA Publication Date November 15, 1989 for Dec. 4, 1989 Meeting Kindly republish the notice on the above matter at your earliest opportunity. GAIL HUTTON City Attorney cc: Art DeLaLoza, Deputy City Attorney Authorucd to Publish Adverttsamenit of ail kinds encludin9 C public noliciis by Decree of the Supe►ror Court of Orange ounty, -' California, Number A-621ii, dated 29 September. 1961, and A•24E31. dated 11 June. 1963 STATE OF CALIFORNIA Count of Orange •..e•r smoevn a so �+� 1 y eY Mw M�O�rI M r r. 7 OOvi1 L w1� 1O pK&cok~MOM 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 PUBLIC NOTICE PUBLIC NOTICE NEWS-PRESS, a newspaper of general circulation, NOTICE OFA I I Huntington Beach will hold a JOINT PUBLIC i joint public hearing on No printed and published in the City of Costa Mesa, HEARING BY THE ; 'vember 6,1989 at 7:00 P.M. CITY COUNCIL OF ?:In the Council Chambers," County of Orange. State of California, and that a THE CITY OF ' iCity Hall,2000 Main Street,, HUNTINGTON BEACH ., 'Huntington Beach, Cali-' Notice of Joint Public Hearing AND THE fornia, to consider and act REDEVELOPMENT upon the Disposition and AGENCY OF THE ,.Development Agreement CITY OF i between the Redevelopment HUNTINGTON BEACH Agency of the City of Hunt- ON DISPOSITION Ington Beach and Phil and AND DEVELOPMENT Roxanne Zisakis,and sale of of which copy attached hereto is a true and complete AGREEMENT BETWEEN'l land pursuant thereto. The CO Was Anted and published in the Costa Mesa, THE REDEVELOPMENT Agreement provides for an py, p p AGENCY AND addition to an existing auto PHIL 6 ROXANNE glass shop and development Newport Beach, Huntington Beach, Fountain Valley, 23SAKIS of office area. Descriptions, NOTICE IS HEREBY of the site and scope of de-I Irvine. the South Coast Communities and Laguna (31VEN that the City Council, opment can be found In Of the City of Huntington the Agreement. Beach issues of said newspaper for 4 times Beam and the Redevelop The location of the prop-1 ment Agency of the City of arty Is 17131 Beach I consecutive weeks to wit the issue(s) of -- Boulevard, Huntington; Beach, California 92647! (vicinity of the NW corner of Cypress/Beach). This action Is exempt from' the provisions of the Cali-i October 19 , 198 9 fornia Environmental Quality, ct pursuant to Section 15312,Class 12. Copies of the Disposition October 25 egg 9 went aeeelopm on ent purbee-' napection and copying for the cost of duplication at the, Office of the City Clerk,City', October 30 198 9 of Huntington Beach, 2000 Main Street, Huntington Beach, California, between the hour of 8:00 A.M. and November 1 . 198 9 5:00 P.MB,,Monday through Friday,exclusive of holidays. Interested persons may submit written comments 9 addressed to the City Clerk of the City of Huntington Beach,P.O.Box 190,Hunt- Ington Beach, California 92648,prior to 6:00 p.m.on 3. 9. 1 declare, under penalty of perjury, that the November At,the time Band place stated above, all persons foregoing is true and correct. nterestedln the above mat- ter may appear and be Bard. City of Huntington 9 Beach, Connie Brockway, Executed on November 1 98 _ City Clerk,(714)535-SM Dated:October 16,1989 at Costa Mesa, California. (�� ///�� • Daily Piled ot ge 19,C25, oast ��l�f�lc/� ,��%%s ems-✓ 30,November 1,1989 Th857 • �� Signature JNOTICE OF.A 'JOINT PUBLIC HEARING BY THE CITY COUNCIL OF I THE CITY OF HUNTINGTON BEACH O $t i AND THE 4 REDEVELOPMENT ;) ®� — •� AGENCY OF THE • oronge Coos Doily Pilc! • Hunlinaror.6eoch Independen! • FOL'NCin Valley Inctnend�-" i CITY OF.: HUNTINGTON BEACH ON DISPOSITION AND DEVELOPMENT : 330 West Boy Street • Costo Mesa, Colifornio 92627 • 714 642-4321 • FAX 714 631-5902 AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY AND PHIL E ROXANNE ZISAKIS' . NOTICE IS ;HEREBY GIVEN that the City Council of the•City of Huntington Beach and the Redevelop-! ment Agency of the City of Huntington Beach will hold a Joint public hearing on No vember 6,1989 at 7;00 P.M. In the Council Chambers,) City Hall,2000 Main Street,) Huntington Beach, Call-' fornia, to consider and act upon the Disposition and Development Agreement between the Redevelopment Agency of the City of Hunt Ington Beach and Phil and Roxanne Zisakis,and sale of land pursuant thereto. The Dear Advertiser Agreement provides for an addition to an existing auto'. glass shop and development of office area. Descriptions. Enclosed please find clipping of your ad of the site and scope of de-1 velopment can be found Inlfrom the first publication. the Agreement. •I i . �i The location of;the prop-' ertyi Is 17131 „Beach If you need to make any changes or corrections, Boulevard, Huhtingtoh'- - Beach, California 192647,please call me at your earliest convenience. (vicinity of the NW corner of Cypress/Beach).!I -j This action is exempt from The cost of this publication Will be $ / the provisions of the Cali- fornia Environmental Quality Act 'pursuant ,to,;Sec, ; 15312,Class 12.'IThanks for your cooperation and patronage. �i Copies of the Disposition and i Development Agree- ment are on file for public Inspection and copying for the cost of duplication at the Office of the City Clerk,City of Huntington Beach, 2000' Sincerely, Main Street, 'Huntington Beach, California, between' the hours of 8:00 A.M.and 5:00.P.M., Monday through Friday,exclusive of holidays.: Interested persons may submit written)comments udy etting addressed to the City Clerk, Manager of the City of jHuntington Beach,P.Q.Box',190,Hunt- Legal Advertising Manager ington Beach;I;Californis 92648,prior to 5:00 p.m.on � (,�a n Q Oeleberi2-.1989. J At the time 1 and place stated above, all persons Interested In the above mat- I ter may appear and be IheCity of Huntington Beach, Connie Brockway, City Clark,(714)536-W7„ Dated:October 16,1989 Published Orange Coast Daily m Pilot.October 19, 25,� No 30, veber 11 1989 , i ii, Th857' • - 1. -...�' •i.l..!'•11• r SIhL .•. I ..O'. �i. •.ryC �� _ STATE Or CALIFC)Rnm br .•� �.++.+.� � r � 7 tva t arr: a Git�r� of the V-*est States and a resident of he G.�rlt} pfo:es3 t I a-rsi ov, the age of eight�.n yzz-s `nd riot Z Farty-tb Cr interes e-d in the below ��.. _. _C � 1a--a clerk of Zhe G,—nge PUBLIC NOTICE PUBLIC NOTICE t- NOTICE OF - ,<+itth ti'hi..21 LS combined the JOINT PUBLIC heard. Cczst DAILY PILOT. HEARING City of Huntington Beach �+ Of aZ?�} QrC�fafll�i� C. BY THE Cadnis Brockway a tr��3F� CITY COUNCIL CIfy Clerk p:'inled artd pub-:sh� in the City Of C�ta F:� oil F THE CITY A ,Datee14)538-5227 HUNTINGTON BEACH /Dated: September'29, AND THE' 1989 -, ;;�, of (y-L•T�� S ale of Camarrim_ and � m REDEVELOPMENT , Published Orange Coast AGENCY OF THE ! Daily Pilot September 30, 13r+tiIC� aof Joint PUbri �' Hea>"in� _ CITY OF October 5,12, 1989 HUNTINGTON BEAW1 SaTh797 t - ON DISPOSITION' ' I AND DEVELOPMENT AGREEMENT BETWEENTHE REDEVELOPMENTAGE j atdz°d hselD zs a to ue and tornp! PHIL 6NR XANNE r - CY AND of vrti=h 1p) _ px.WES pled �� and ed in the Cmsta I Ate_ NOTICEISAS S to i HEREBY 1 GIVEN that City Council Ne-►7=1 Bea=h. R•-M Beam FoL=tasn Vaffi-1-Y+ _ of the and the Huntington! ed Ingo n ' meet Agency of the City of;' Irvine. the SQ•• �'- I�faIITTC.nzfi_5"and t_agurxe Huntiogton Beach will hold a JQ� h=, al �d mMSPEP f t� 3 boon 8ub1ic 989atr700P.M on t in Council Chambers,City �•. ljy� M.c r,_eyS to y&-the of all,2000 Main Street,Hunt- _ ington Beach, California, to consider and act upon the Disposition and Develop- _ _ ment Agreement between the Redevelopment Agency September 30 .-ZB82 Beacha dltPhia Huntington nne Zisakis, and sale of land - _ pursuant thereto. The October 5 Agreement provides for an �-�s 9 addition to an existing auto glass shop and development of office area.Description of - October 12 g the site and scope of dIn � "f g �velopment can be found in i the Agreement. The location of the prop- erty, is 17131 Beach Z9E Boulevard, Huntington Beach, California 92647 (vicinity of the NW corner of :Cypress/Beach) This action is exempt from T3 the provisions of the Cali- fornia Environmental Quality Act pursuant to Section 15312, Class 12. Copies of the Disposition and De- c� velopment Agreement ae on 1 a�-t?rA, under e.;�}� of perjury, .at ., .,...+ P •) P � •.+• file for public Inspection and i orea Bing is Prue and mrre-t_ copying for the cost of dupli- cation at the Office of the City Clerk, City of Hunt-ington Beach, 2000 Main Street, Huntington Beach, Exe=uied on October 12 , '1S8 9 hoursoof,8:00 A.M betwecane s oo P.M.. Monday through Fri- �t CQS►a McS3, C?_Ii3Drni2_ day,exclusive of holidays. Interested persons may _ submit written comments addressed to the City Clerk of the City of Huntington + Sip-nature .Beach,P.O.Box 190, Hunt-ington Beach, California, _ 92648, prior to 5: P.M. on October 13, 1989. At the.time and place state above, all persons Interested in the above mat- ter may appear and be Pnoo; OF U-_"1 IC ra?IO:J V_,.: : •'' t.. -.:a• f•-E71(. G:tn� :S c,:j^-'.o•,• :�Li. araC ,�� —� STATE OF CALIF-Ozt.t� Of Oranae ..�v --e-9u--•--� J am a Gii�e.? of She U.-sfe:3 States and a residernt of the C-aunty zlc:es3it I aM t7r-' rs the sae of eiotlt°✓'i yea . and not a Farty•i6 a uteri,,_ in the belay J. . e .=z�-a? c rk of Lie Orange PUBLIC NOTICE PUBLIC NOTICE It NOTICE OF Ct✓zst G •iniAILY PILOT. th w1li=� is �mb'tntrd tI1' JOHEAR NGIC heard.City of Huntington Beach a_ Connie Brockway df 5�'7aa'2.� Cr�..S,n O.'i, BY THE City Clerk y -CITY COUNCI - pri.'II -5227 eA and j.:=b- �' � ihe City t7f C�—_•a ):= HUNTINGTON ACH ' 1989 DateOF THE CITY (714)53 Sept Dated: ,September 29, AND TH of CzFrIarn- and that -s _ Published Orange Coast C.t? �, aj QZ.•I�_• state REDEVELO ENT Daily Pilot September _30, _ AGENCY F THE NtatF-w 13t Joint P.3bTi r Hearincr _ OF Octobers,12, 1s8s - HUNTIN ON BEACH SaTh797, ON D POSITION AND VELOPMENT AGRE ENT BETWEEN :Lt THE DEVELOPMENT OJ ,�=Fy 2==he T h3etD'zs a true arn� t�mplstt NIL BNCY AND ROXA NE ZISAKled and � .ice in the C� -a Ff`=2 OTICEE IS HEREBY - EN that the City Council 1qeKi3�+� �� .yz -•tpr► $C3 �L.."i'.3ZS2 1r2�2.�. _ f the City of Huntington' ' Beach and the Redevelop-1 Irvin; !hs South Ct-St �-�IftS-and 2�auz� Hunti g°o�eeacn the nits e � �d �� . 3 point public hearing on P.M.In ber 18, 1989 at 7:00 .M.in, rt to yltu'S SS,S` S) of -- Hall 2000 Main She Council treet,Hunt- ington Beach, California,to I consider and act upon the I Disposition and Develop- , ment Agreement between the Redevelopment Agency September 30 --Zgg_L or Beach city or Huntington Beach and Phil and Roxanne — Zisakis, and sale of land pursuant thereto. The Agreement provides for an October 5 •-Z9R 9 addition to an existing auto glass shop and development of office area.Description of the site and scope'of do- October 12 In . � "Ig 9 vetopment can be found in the Agreement. The location of the prop- erty is 17131 ,Beach _ • 19E Boulevard, Huntington Beach, California 92647 (vicinity of the NW corner of Cypress/Beach) This action is exempt from Z the provisions of the Calk fornia Environmental Quality, Act ,pursuant to Section, 15312, Class 12. Copies of; the Disposition. and De- . e velopment Agreement as on pe ;�_, IlnQer p?.,:3ff}' of perjury, I .at 1h- ! file for public inspection and ioreaoing is Uve and corre=i.- ,! copying aforthecostt the fdupli of - � City Clerk, City of Hunt- *• ington Beach, 2000 Main A,Street, Huntington Beach, CaliforniaEXeauied On October. 12, ; •tgg 9 I4'hoursof8: between the hours of 8:00 A.M.and 5:00'. P.M., Monday through Frl-' at Costa Mesa, CaIiforniz rday,exclusive of holidays. Interested persons may D / 66lob, submit written comments addressed to the Clerk of the City of Huntington Sty+=tore Beach,P.O.Box 190.Hunt- - ington 'Beach, California,' 92648. prior to 5: P.M. on October 13,1989. At the time 'and place -- state above, all persons Interested In the above mat- ter may appear and be Publish 4 9, TO 1t2.t89- � g /o/,3�y�, 1 PX THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH AND THE, REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH ON DISPOSITION AND DEVELOPMENT_AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY Arp PHIS, & ROXANNE ZISAKIE NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach.and the Redevelopment Agency of the City of �� Huntington Beach will hold a joint public hearing on " ` -19$9 at 7:00 P.M. in the Council Chambers, City Hall, 2000 Main ! Street, Huntington Beach, California, to consider and act upon the Disposition and Development Agreement between the Redevelopment Agency of the City of Huntington Beach and Phil and Roxanne Zisakis, and sale of land pursuant thereto. The Agreement provides for an addition to an existing auto glass shop and development of office area. Descriptions of the site and scope of development can be found in the Agreement . The location of the property is 171131 Beach Boulevard, Huntington Beach, California 92647 (vicinity of the 11W corner of Cypress/Beach) This action is exempt from the provisions of the California Environmental Quality Act pursuant to Section 15312, Class 12. Copies of the Disposition and Development Agreement are on file for public inspection and copying for the cost of duplication at the Office of the City Clerk, City of Huntington Beach, 2000 Main Street, Huntington Beach, California, between the hours of 8:00 A.M. and 5: 00 P.M. , Monday through Friday, exclusive of holidays . Interested persons may submit written comments addressed to the City Clerk of the City of Huntington Beach, P. 0. Box 190, Huntington Beach, California, 92648, prior to 5:00 P.M. on 1989 . Noy° �`� 3 At the time and place stated above, all persons interested in the above matter may appear and be heard. City of Huntington Beach Connie Brockway City Clerk (714) 536-5227 Dated: Semis 9 OF A JOINT PUBLIC HEARING O BY T11E ,CITY COUNCIL OF FrUNTINGTON BEACH AND THE REDEVELOPMENT !AGENCY OF THE CITY OF HUNTINGTON REACH ON THE DISPOSITION -AND DEVELOPMENT AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY AND P11IL AND ROXANNE ZISAKIS NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach and the Redevelopment Agency of the City of Huntington Beach will hold a joint public hearing on -Sept-L er 18 , 1989 , at 7 : 00 PM in the Council Chambers , City Hall , 2000 Main Street , Huntington Beach, California, to consider and act upon the Disposition and Development Agreement between the Redevelopment Agency of the City of Huntington Beach and Phil and Roxanne Zisakis , and sale of land pursuant thereto . The Agreement provides for an L5,1S'Ea►��'' addition to an existing auto glass shop and development of office area . Descriptions of the site and scope of development can be tul,s� 4� found in the Agreement . � t � �-F�G�-1� >cw P�ct�`t 1 S l � �j d Phi 1 ' RO �MAgreement . ti This action is exempt from the proviEions of the California � Environmental Quality Act pursuant to Section 15312 , Class 12 . Copies of the Disposition and Development Agreement are on file for ...� public inspection and copying for the cost of duplication at the e Office of the City Clerk, City of Huntington Beach, 2000 Main �1 Street , Huntington Eleach, California , between the hours of 8 : 00 AM and 5 : 00 PM, Monday through Friday, exclusive of holidays . v Interested persons may submit written comments addressed to the Cit 04 Clerk of the City of Huntington peach, Post Office Box 190, Huntington Beach, California, 92648, prior to 5 : 00 PM on At the time and place stated above, all persons interested in the above matter may appear and be heard . City of Huntington peach Connie Brockway City Cleric (714) 536-5227 r- �- 0 4 8 3 d-Y-- , 9/21/89 from the desk of: CONNIE BROCKWAY, CMC CITY CLERK (714) 536-5404 Gail , Here is a copy of the legal furnished to this office by Administration, for a public hearing on 10/2/89. 1. I do not have any supporting documents on file. 2. There is no location stated, however, it does state that description of the site is available, etc. The last one (California Resorts) didn' t have a location either but it was an amendment to existing DDA. Art DelaLo$a OK'd the legal on that one. 3. I am scheduling it on the Agenda for 1012189, however, if there is a problem re: not having supporting documents like the 3343 report if necessary or if the legal is wrong please let me know. P.O. BOX 190 �1 II UNTINGTON BF,AC11, ('A 92648 �V �S . ��-1��.Q.�t,eC�� -Jf t.C�Z�. c Jll� �<<!ci" '//� /,��'c�-( �L� G�C't«�I�-✓��..� (.fit J�4 �- (>/ L�`��t' _.L'c-�c.. PWUC NOgCE NOTICE CF JOINT PUBLIC HEARING CITY COUNCIL 49 OF THE CITY OF •J HUNTINGTON BEACH AND THE REDEVELOPMENT tt AGENCY OF THE CITY OF HUNTINGTON BEACH ON DISPOSITION AND DEVELOPMENT AGREEMENT BETW&_K'v THE REDEVELOPMENTl AGENCY AND "b PHIL&ROXANNE ZISAKIS - NOTICE IS HEREB? GIVEN that the City Council f the City of Huntington Beach and the Redevelop- �Tmnt Agency of the City of Huntington each will hold'@ Joint public hearinga on COO- bar 16, 1989 at 7:00 P.M.In . the Council Chambers,City Hall,2000 Main Street,Hunt- ington Beach, California, to consider and act upon the Disposition and Develop- ment Agreement between the Redevelopment Agency of the, City of Huntington Beach and Phil and Roxanne Zisakis, and sale of Iagd pursuant thereto. The A regiment provides for an addition to an existing auto lass shop and developmmee�� f office area.Description's he site and scope of d� velopment can be found In the Agreement. The location of the prod+ Orly is 17131 Beach Boulevard,, Huntinggtgqn Beach, California 92647 Cvicinity of the NW corner of Cypress/Beach) �b This action is exempt from the provisions of the Ce1i- fomia F�vironmental Quality Act pursuant to Section 15312, Class 12. Copies-of the Disposition and De- velopment Agreement as on 'file for public Inspection anki joopying for the cost of dupli- cation at the Office of the City Clerk, City of Hunt- Beach, 2000 Main Street, Huntington Beacit, California, between the hours of 8:00 A.M.and 5:00 P.M., Monday through Fri- day,exclusive of holidays. Interested persons.may submit written comments addressed to the City Clerk of the City of Huntington Beach,P.O.Box 190,Hunt- ington Beach, California, 92648, prior to 5:•P.M. on October 13,1989. At the time and place state above, all persons Interested in the above mat-.; ter may appear-and be heard., City of Huntington Beach Connie Brockway City Clerk (714)536-5227 Dated: September 29, 1989 Published Orange Coast Daily Pilot September 30, . October 5,12,19898Th78'! NOTICE OF A JOINT PUBLIC HEARING BY THE ,CITY COUNCIL OF HU11TINGTON BEACH AND THE REDEVELOPMENT 'AGENCY OF THE CITY OF HUNTINGTON BEACH ON THE DISPOSITION-AND DEVELOPMENT AGREEMENT BETWEEN THE REDEVELOPMENT .AGENCY AND PHIL AND ROXANNE ZISAKIS NOTICE IS HEREBY GIVEN that the City Council of the City of Huntington Beach and the Redevelopment Agency of the City of Huntington Beach will hold a joint public hearing on er ,1 , 1989, at 7 :00 PM in the Council Chambers, City Hall, 2000 Main Street, Huntington Beach, California, to consider and act upon the Disposition and Development Agreement between the Redevelopment Agency of the City of Huntington Beach and Phil and Roxanne Zisakis, and sale of land pursuant thereto. The Agreement provides for an addition to an existing auto glass shop and development of office area . Descriptions of the site and scope of development can be found in the Agreement . The terms of the sale of property between the Agency and Phil and Roxanne Zisakis are set forth in the Agreement. This action is exempt from the provisions of the California Environmental Quality Act pursuant to Section 15312, Class 12. Copies of the Disposition and Development Agreement are on file for public inspection and copying for the cost of duplication at the Office of the City Clerk, City of Huntington Beach, 2000 Main Street, Huntington Beach, California, between the hours of 8 :00 AM and 5:00 PM, Monday through Friday, exclusive of holidays. Interested persons may submit written comments addressed to the City Clerk of the City of Huntington Beach, Post Office Box 190, Huntington Beach, California, 92648, prior to 5:00 PM on 1989. At the time and place stated above, all persons interested in the above matter may appear and be heard. City of Huntington Beach Connie Brockway City Clerk �✓ (714) 536-5227 J• �f- r 4 -(3483d) #i a a l i t t# 1•Y t l / } i I I I Y I 1 ! • i t t i • , 1 I t l. I I F# f } I a / } I •i • t I f • I l t. • } • f • ! I f /} I •I I • • f • f/ 1 / TRANSMISSION REPORT MAT I W: v. FARE C� 1 1 } . . 1 - . / . • • • f • 1 ! • . f . 1 1 . • . • . . 1 . 1 1 . • 1 . . , • . 1 . . • 1 . . 1 1 . . } . . 1 1 . 1 . . . . I . , . . . . . . 1 1 . . 1 . . t y Oronge Coost l6 �� 'ao�,d coos+aa,r Po-0' •hI�M'ing'a'�6oCCh lndeoendem •FCV�•a11C'i 1+7^D?^3eT § r • 330 West Bay Street • Costa Mesa, CoNforr.ic 92627 • 714 642.4321 • FAX 714 631•5902 Dear Advertiser: Enclosed please find clipping of your ad from the first publication. If you need to make any changes or corrections, please call me at your earliest convenience. p The cost of this publication will be $ 9,?• D Thanks for your cooperation .and patronage. Sincerely, udy etting Manager Legal Advertising Manager ~ Sy-errar C.rurl I ar+�e Cconly. re+•:ct. -i Gr:rts Jf t`p ant, 156i, Yne (r 7�'•'•:.+�'l. /�Jr'1•J Rt A•�71f. ti1RC �s JG.7• Il.•24�,3i,CafaO it �vne�453. - --- ' STATE OF CALIFORNIA County of Or an9e '".K `n°'�'°"""'b ca—� d br W. affta q M b" r PC-" .a so P-0 Cam+•�.erw • PURIC VOTICE ' I at�n a Cit�fai of the urged States and a resident of PAL "uTIc i MOT Ott 1plNT ttte Ccrjnty zlc resaid: I art) aver the age of eighteen Pt7 IC ou"CiNG Y C01lIfCfi yea.•'Si, znd not a party iD or interested in the belaw YEL Y GtS11i'PO!ltTmyT 10M rmtjAed mate. I am a principal Glf rk of the Orange AtiREJEI.W/AND ELol>yn8t1ff . ENT.PiliL AND ROXAMNE Coast DAILY PILOL with which is Combined the LSAXIS(0AIII[VOW REDEVELOPMENT N5%S-f P,L-r>S. a n-_-A-spaper of general eirculaison, PROACT AREA) Not ce of a joint public printed and puSG of Hunti s ed in the City Of CC= McSZ. - unt by the City Counc 1 of Hngton Reach and the C-7jn of C r_an _ State of CaTlarrua. and that-1k R e Ci*yOf Hunt Agency of ty g_. the CYy of Hunttrgton Beach Joint Public Hearit a on Disposition and Develop- W%5--e Of melt Agreement between + - the Recievelop+nertt Agency • ; and Anil and Roxanne' Zisakls. . NOTICE IS HEREBY - GIVEN that the City Council of Vvr t icapy ar.a--ted bmtg0 iS a IrIle and WMP)SZC of the City of Huntington Beech end Redevelopment A ncy Of the City of Hunt, Vr'es' j7TII7t$d andpubF .'ied in the CfaSta Z.�e".�' Y +ngtOn @each wd!hOltl 8 joint 2. lie*pW Beat. Mmtmgton Be=IL Fountain Valley. 190. tilt..00 PMt In the )mind", the South Cast co=unities-arid Lagruna ' Council Chambers.City Hall. 2000 Halo Street, Hunt- 3 tim S +ngton Beach. California. to isi+��S }eora of:aid newspaper forconsfde•and act upon Dis• ..L rositiccn and Developmen! mesa l,'tI1m weak$ to V&the issue(s)of greernenl between the Re. evelcpmenl Agency of the City cf Hintington Beacl' and Phil and Roxanne zisakis- The agreement provides for the develop—Mehl of expanded glass P 19It 9 Alto:)and office space at the northwest corner of Beachl Boulevard and Cypress Av-I September- 25 9 or, ewithin the OdkviewRe•_ develoome-ii Project Arta * Description of tre. site Can Ca found in the agreement. Copies Of the Disposition n se Zs$ antl Development Agree- ment are on file for public inspevion and copying for the Cost of duplication at the . ZEE OlZe of I"-COY Clerk.City of t•iurting•on Beach. 2000 Alain Street. Huntington Beach. Ca•ilornia. between r7�t the lic tro of 8 07 AM and lisp, 500 FM, Monday through Friday.exclusive of holidays Interested persons may, submit wrtten comments- adtlressed to the City Clerk! 1 cieclarei, strider penalty ofperjury, that the the City of Huntington P tY Beach.Post 011ice Box 190, Hunlin !on Beach. Cali. foregoing is tme an mrre.. lorna.92648. prior to the house of 5 00 PM on Sep- ' ember 29.1989 At I" time and place Executed on _ September 28 19S 9 oled above. ail persons nletes'ed in the above mat- er mn appear and be at Costa Mesa„ CasfornIP— heard" y CITY OF HUN7INGTON ':• BEACH L Conrie Srocl4ay. City Clerk Signature Dated September 18, 19&9 • PLblished Orange Coast+ Daily Pilot September 18. 25.28.198fa w �� ✓t` M-442 Pl"100r OF PU:!1C! TlWJ