HomeMy WebLinkAboutRobert L. Mayer - 1993-06-14 ii
1 r • • Y
1WA16
1
1
I
i
i
I ,
1
STATE +OFCALIFORNIA
County of Orange
` I am a Citizen of the United Slates and a
resident o; 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 w„' AWM - I
principal clerk of the HJN1'1"JGTON BEACHOP ' ,i
INDEPENDENT, a newspaper of general '
circulation, printed and published In the City of
Huntington Beach, Countyof Orin e, Slate of
California, and that attache Notice is a true and w""'� "IT CX
N1
compieto capy as was printed and published in 11*� �,,, al ft,
tl.a Huntington Beach and Fountain 'Valley
issues of said newspa;er to cull the Issue(s) of:
f DA .1 �RViy,
AI0PiP.�lt1J1
PAL
May 27 , 1993
June 3 , 1993
Tu&
�11 Pill A bi rig
�d= '
: f 9lsD!Q
MiN .
1 declare, under penalty of perjury, that the �, W
foregoinrg Is true and c:orrem or 1he =4 L ,
1
!1 A,iw� ,k�•
June 3
Execut�;d on , 199_... ,
at Costa Mess, CaGfomla,.
- Signature
DROOP OF PUBLICATION • 01,W-6114 f4iW1j;i47K
, aka
Ell
i
NQTICE QE PUBLIC HEARING
ANNUAL REVIF•W OF THE WATERFRONT DEVELOPMENT AGREEMENT
NOTICE IS HEREBY UIVEN that the Huntington Beach City Council will
hold a public hearing in the Council Chamber at the Huntington Beach
Civic Center , 2000 Main Street , Huntington Beach, California, on the
date and at the time indicated below to receive and consider the
statements of all persons who wish to be heard relative to the
application described below,
Monday, June 7, 1993 , 7 : 00 FM
LE2L=- ',Q,N UUMBER: Waterfconi: Development Agreement -- Annual
Review
APPLU N .: Robert Mayer Corporation/City of Huntington Beach
LOCATIM Northside of Pacific Coast Highway between Huntington
Street and Beach Boulevard.
REQUEST: Annual raview of developer ' s compliance with the
y Waterfront Development Agreement purruant to Section 2
of the agreement .
ENVTRQNMWMALL-5TAT•S : Categorically exempt pursuant to Section
15301, Class 1 of the Califo!!nia
En:►iy.onmental Quality Act .
COASTAL SlL$,.,��: Not applicable
0 FIDE : A copy of the propo!,_ed request is on file in the
Community Development Department, 2000 Main Street ,
Hurtingto" Beach, California 91648 , for inspection by the
public . A copy of the staff report will be available to
interested parties at City Hall o- the Main t".ity Library
(7111 Talbert Avenue) after Junes 3 . 1993 .
ALL 111TERESTED PERSONS a:e invited to attend said hearin, and
express opinions or submit evidence for or against the anplicati.nn
as outlined rbove . If thero are any further questions please call
Scctc Hess, Senior Planner at 536-5271.
J CONNIE BROCKWAY, CITY CLERK
CITY OF HUNTINGTON BEACH
20OU MAIN STREET - !'= 17,C?OR
11MINOWN DRACH, CALIFORNIA 92648
(714) 536-5227
NATERFROIJ DEVELOPMENT AGREEKENT
MA1LIFIs LIST (June 1991)
(12170)
St9phoo K. Bone Carbara Kaiser Stove Kohler
The Waterfront, InL. 9eputy City Administrator Economic nevr0 opment Dept.
560 Newport Ctr. Dr., Ste 1050 EcnnmN Devolopment City of Huntington Beach
+ Newport Breach, CA 92658-8680 City of Van tington BearF
Connie Brockway Robert L. Mayer
City Clerk Robert Mayer Corp.
City of Huntington Beach P. 0. Box 8680
5E0 Newport Ctr. Jr., Ste 1050
r
Newport beach, CA 926C8-8680
I
1
I
.e
:1
r�>
Sca(t C
REQUEST FOR CITY COUNCIL ACTION
date June 7 , 1993 r
Submitted to: Honorable Mayor and City Council Mein 6 r' f
Submitted by: Michael T. Llberuaga , City Admini strai:o - r
Prepared by: Michael Adams , Di rector of Community De:velop►ti
subject: ANNUAL REVXEW OF WATERFROWT DE'VFLOPKENT AGREL^%MNT
ly ' ,1►�I i _10010"L157, APPRUVFI) I3Y CITY COUNCIL•+
Consistent with Council Policy? Yes ] Now Policy or Excepd n
Statermnt of Issue, Recotn►=.endation, Analysis, Funding Source, Ai;ernative ;
ATEMIEPT QX ISSUE:
Transmitted for your review is the annual review of the Waterfront
Development Agreement . The purpose of this review is to determine
whether or not the developer, Labert L. Mayer , has complied with the
terms and conditions of the Agreement . It was approved by the City
Council in August 1988 and recorder- lr, 3anuary 1989 , Phase X,
Milton Hotel, of the Agreement was completed in July 1990 . Thin is
the second Annual review.
�OI��iB101T I Ci!i
Motion to :
"F,pprove the Annual Review of the Waterfront Development Agreement
and deem the Developer , Robert I, . Mayer , in substantial compliance
with the terms and conditions of the Agreement" .
Planning Commisalon action and recommendation -on April 20 , 1993 .
ON NOTION BY BOURQUIGNON AND &ECOND BY GORMAN, THE; PLANNING
COMMISSION VOTE,) TO DETERMINE THAT THE DEVELOPER, ROBERT L . MAYER,
HAS SUBSTANTIALLY COMPLIED WITH THE TERMS AND CONDITIONS OF THE
WATERFRONT DEVELOPMENT AGREEMENT AS REQUIRED UP UNTIL THIS DATE AND
FORWARD TO THE CITY COUNCIL FOR APPROVP_L, BY THE FOLLOWING VOTE:
AYES : Cook, Bourguignon, Biddle, Richsrdso;n, Dettloff , Gorman,
Inglee
NAES : None
ABSENT: Norte
ABSTAIN: Noae
111
MO all"
}
Mom► .,
Ri0176Y/S�� •
The Waterfront Development Agreement is an agreement ne':.ween the
City of Huntington Beach and Robert Mayor Corp . for development: of
the Waterfront Mixed Use Project . it provides acsu.ran.ce to the
applicant that the project may proceed with a development in
accordance with the C{ty' s erist,ing rules, regulations cnd official
policies in effect at tic: eff-active date of the Agreement
The purpose of the annual review is to monitor the Agreement and
evaluate the performoace of the dr %"e oper , Attachment No . 1 lists
the a,-ctions of the Agreement which are the responsibility of the
developer and whether o: not; they have comp!;ed.
All t':e requirements of, the Agreement, as well ar' applicablle
mitigation -neauures of the supplemental EIR No. 82-2 . have been
complied with . All but one of the entitlement conditions on the
first phase hotel have been met . Condition No. 10 of Conditional
Use permit No . 87-1: requires ths.: an affordable Mousing plan be
submitted and approved prior to issuance of a Certifii:ate of
Occupan:y. Currently, the Robert L. Maya: Cor,pot ati on i:; working
jointly *rith the Economic Development Department in an effort to
develop a plan which complies with the Ci�yla dousing Element,
addresses the Redevelopment law for providing affordable housing in
a project area , and will comply with the Cify' s proposed affordable
housing ordinance. This effort satisfies the intent of the
condition and will be completed before the second phase
(Residential/Commercial ) of the Waterfront project is processed .
EMIG 6MCE:
Not applicable .
Motion to:
"Continue action on the Annual. Review for further Information . "
1 . Waterfront Development Agreement Comp Vance Matrix
2 . Development Agreement by and bG1%.-ween the City of Huntington
Beach and Robert: L . Mayer recorded January 13 , 1989
3 . planning Comntissiun Staff Report dated April 20 , 1993 .
MTU:MA: SH: 1p
KCh 6/7/93 -2- ( 1916d)
• •r
�i
WATERFRONT DEVELOPMENT AGREEMENT
DEVELOPER COMPLIANCE MATRIX
i
(APRIL 1993)
.i
Uction Rxu IlLen S t a u
I .D(2) a( 1) (a) 15 Phase l : first claw hotel C
(b) 15 Phase 2 : recreation facility F
i
(c) 15 Phase 3 : first class hotel F
(d) 16 Phase 4 : all-suite hotel F
(e) 16 Phase 5 : specialty retail F
(f) 16 Phase 6 : luxury hotel F
i (2) (a) 16 Phase 1 : 438 residential units F
(b) 17 Phase 2 : 219 residential units F
(c) 17 Phase 3 : 218 r. esidentizl units F
(3) 17 Parking & Reciprocal.. Parking
kgreement C1.
(4) 18 Miscellaneous Site Improvements C1
(5) 18 walnut Extension
and the "sv:ur" street C1
20 Walnut Ave , Extension (phase 1) C1
(6) ( a) 20 Miscellaneous Public
Improvements-overcrossing ft'
(b) 21 Miscellaneous Public
Improv.,ements-overc:rossing F
(c) (i) 21 Street Widening Cl
(ii) 21 Street Improvements C1
(111) 21 Signalizarion C1
(iv) 21 Waterline extension C1
(v) 21 Utility Extension C1
(d) 22 Reabandon oil wells C1
(e) 23 Improvements accepted by City C1
1 .D(2)b. 22 Setbacks Cl
ce 23 Bulding Construction Cl
d. 23 Signs !?SP) C1
e. 23 Screening C1
9 ► 24 Landscaping C1
g . 24 utilit:"as Cl
h . 25o. Vehic+alar Access C1
C Complied
Cl Complied with an part of Phase 1 ; other requirements
necessary with fut ,,.e ;hazes
F Non-Compliance
r Future Development
(9946d)
AT I'Autimr-ii 1 14v, ,
1
r
1
I
i
section 'Uem
1'
l , J (1) 25 Permitted Uses M.
(2) 25 Alcoholic Brfverage Sales
and Consumption. C1
(3) 26 Dana^ng & Line Entertainment C:
Z . 26 Phasing of Development C1 '
I .G 29 Utilities C1
: . I 30 Cost of Development Cl,
• •1 . x 30 Applicable Ordinances ,
Regulations, Rules , and��-��
Official Policies
1 .J 32 OtAer Gol,ernment a 1
Ageocy Permits C1
1 .X 33 Traiusient Occupancy
Tax Ordinance C1
C - Complied
C1 = Complied with ns part of Phase 1 ; other requirement;
necessary with future phases
N w Non--compliance
F Future Development
* Sea SFXR No . 62-2 Xitiga!-ion Measures and CUP No ,
87-19 Conditions of Approval
(9946d)
(j Cn11F0r' 'h f1lE D DOpy �
slot Conv2re� with original89-22849
When recordFd re turn to and
Recording' Ae'quested By: REr OR08D 1N OFFICIAL RFCA;►ps
City of Huntington Beata OF CkAI40.E Cour.TV, CAL!FO ONoL
2000 Main Street
'huntingtan Beach , CA ;Atty City Cle k 1 ;00 JAN 13 1989
2!ail Tax Statements to: Phi
Robert Mayes, Corporation EXEMPT a
P. 0: Boy; 8680 C(y �� tR600RCIR
650 Newport Center Drive,#1050
Newpnrt Beach, CA 92658-8680
Attn . Stephen K. Bane
DEVELOPMENT AGREEMENT
By and Between
"
THE CITY OF HUNTINGTON BEACH
and
ROBERT L. AAYER, as 'Trustee
of the Robert L. Mayer Trust of 1982 ,
dated June 22 , 1982 , as amended
This Uoumont is 80161yt for, the
officiA! bueiness of the City
of Huntington Beach) an canteen
Plated under Government We
$so. 6103 and should be recorded
free of eharge.
03/15/88 FINAL
r
1
h r d
t
eA_ Iw'
, 1
} r -
,r
i � 1
i w _
r-
Ah-
1
W21PUDIOV 7q,- A.H.Cf
LLNOWAIJaIvAk 9HI
r.f
\. I Ij
♦
• r
` ♦- - f
' • ' .
� _w
1
• r
L
J) f
. r .
r 1
F i
Ir
}� I
' 1
TABLE OF CONTEN:J
' P arc e
Section 1. Deve102men"" of the Site . . . . . . . . , . . . , . . . 9
A. General : Developer's Right to Develop ;
City' s Right to Requ,lat2 Devc,7.opment . . . . . 9
B. Permitted Develapment On and Uses of the
Site; Permits and Approvals Required . . . . . 9
C. City Reltiew of Developer' s plans and
Related Documents 11
D. Scope of Development . . . . . . . . .. . . . . . . . . . . . . . . 13
( 1) Architectural. and Design . . . . . . . . . . .. . . . 13
( : ) Developer's Responsibilities . . . . . . . . . . 1.4
a . Developer' s Imp,%ovements . . . . . . . . . . 14
(1) Ccmmerci.ai Portion 1.5
(2) Residential Portion 16
(3) Parking and Reciprocal
Parking Agreements . . . . . . . . . . . . 1/
(4) Miscellaneous Site
Improvements . . . , . . . . . . . , 1s
(5) Walnut Avenue Ext ensicn and
the "Spur" Street . . . . . , . . . . . . 18
(6) Miscellaneous Public
Improvement. . . , . . . . . . .. . . . . . . . 20
b . Setbacks 22
c . Building Construction 23
r
d . signs 23
e.. Screening 23
f . Landscaping 24
g. Utilities 24
h. Vehicular Access . . . . . . . . . . . . . . . . . . 25
E . P': rm:.tted Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
( 1) General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
(2) Alcoholic Beverage Sales and
consumnzion . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
(3) Dancing and Livia Entertainment . . . . . . . . 26
F. Phasf_ng of Devel,)pmant . . . . . . . . . . . . . . . . . . . . . 26
G. Utilities . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . 29
H. Cost of Development 30
06/15/88 FINAL 20
17. Cooperation; Execution of Documents . . . . . . . . 47
K. Justifiable Reliance . . . . . . . . . . . . . . . . . . . . . . . 4-7
L. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
M . Entire Agreement; Waivers 49
N. Ef factive ••bats . . . . . . . . . . . . . . . . . . . . . . . . . 50
EXHIB cT.9
A site :4ap
B Legal' -Uescripti►on
C Technical Sits: Plat, Project Description, and Site
Statistics (Approved Master Plan for commercial
Portion of Site and Conceptual Site Play; for
RW.dential Portion of Site)
D Conceptual Residential Phasing Exhibit
E Approved Title Exceptions
08/15/83 FINAL
1 ,
t .y
DEVELOPMENT AGREEMENT BY AND BETWEEM
THE CITY OF HUNTINGTON BEACH AND
ROBERT L. MAYER, as Trustee of the
Robert L. Mayer. Trust of 1982 ,
dated June 22 , 1982 , as amended
TH:S DEVELOPMENT HGRLiM.rNT ( "Agreement" ) is entered into
by and hetween ROBERT L, MAYER, ' as Trustee of the Robert L.
Mayer Trust of 1982 , dated June 22 , 1982 , as amended
(hereinafter "Developer") , and the CITY OF HUNTINGTON BEACH ,
a municipal corperation ', hereinafter "city" ) , pursuant to the
authority of Sections E5854 trough 65859 . 5 of the Government
Code of the State of California (the "Development Agreement
Statute" ) .
R E C I T A I, S :
A . To strengthen the public planning process ,
encourage private parti:ipation in comprah�-isive planning end
reduce the economic risk of development , the 'Legislature of
the State of California adopted the Develonir nfi Agreement
Statute , which statute; authorizes the City to enter into a
development agruerient with any person having a legal or
equitable interest in real property for the purpose of
establishing certain development rLgAts in the property which
is the subject of a development prioject Application .
Pursuant ti the authorization set forth in California Govern-
i
f ...1
I � '
O8/15/88 I'INAL "'
1
rj
S'
1l'
II
'14P rc ,
d,
ti
R
1
1
1 7
meat Code Section 65864 et. sect. , the ("ity Council adopted
Resolution No . 5390 on June 18 , 1984 , establ -ishing procedures
and requirements for consideration of Development Agreements .
R. Pursuant to the California Community Redevelopment
1..
Taw (California Health and Safrt_•y Code Section 33000 et
seq. ) , the City Council has previously adopted Ordinance Nos .
2578 and 2534 establishing a Redevelopment ,lin for the
Main-Pier Redevel r-pment: p:of ec:t Area (the "Redevelopment
1
Project Area" ) The purpose of the Redevelopment Plart ir- to
eliminate blight and redeveloP the Redevelopment Project
Area . Pursuant to Se:.t ton 3 . 1 of the Redevelopment Plan , the
Citir is committed to aidincy and cooperating with the
Redevelopment Agency of the City of Huntington Beach (the
"Agency" ) to carry out the Redevelopment Plan .
C . The purpose: of this Agreement is to establish
development rights and obligations in certain real property
(the "Site" ) situated within the Redevelopment Project Area ,
to assist in the Agency 's implen:entaticn of the Redevelopment
Plan , to provide a secure means of financing needed public
improvements, to provide additional visitor-serving facili-
ties , employment opportunities , :4nd housing and to generate
substant;al, additional revenues to the nity and Agency to
enable the*+ t,.j maintain and improve vital public services
prop Adee to the ci tiz tns of Huntirlgtcn Beach .
y
M
i --2-
i
rII
1'
a
11
I
1
i
1 ,
M . 1! 1•
1
ff � rl
1
I
I
D. Th4 Site is that portion of the Redevelopment
Project Area so designated on the "Site Map" and more
� I
part:l%;:larly described in the "Le-gal. De,cript4.on" which. are
attached hereto as Exhibits "A'3 and "B", respectively, and 1
incorporated herein by this reference. The site includes the
"Devel.oper Parcel , " whe "City Beach Maintenance Facility
1'
Parcel, " and the "Beach Boulevard Remnant Parcel , " which are
I
i
each so designated on the Site Map .
E. On or before the Effective LPF,.te o+: this Agreement,
Develaper and the Agency will be entering into a Disposition
and Development Agreement (the "DDA" ) , which DVA provides for
tha disi.osit-ion of the Sit,: to Developer and its development ,
as an integrated , multi-phased corkimezci,al and residential
complex ( the " Project") . The DDA will be a public racord on
file in the office of the City Clerk of the City Unless
otherwise specifically set fox -.h herein., all of the defined
terms in this ,Agreement shall have the same meanings as such
tF_:rms have in the DO&.
,I
F . As of t;Ae Effective Date or this Agreement, the
1
City owns fee simple title to the Site. Developer is the
pro sent lessee of that portion of the Site consisting of the
Developer Parcel , pursuant to the terms of that certain
l
Second Amr-4nded and Restated I-ease ( "Existing Lease" ' between
the City and Developer dated on or about August 15 , 198e , and
expiring on or -Nbout January 31 , 2013 . After the Effective �
0$,/15/38 FINAL
1
4
i,
1
I
11
1
I
1
$1 1 y r
I)at.F of tt-�t :; At�l-o —1cnt, i.h(� A�j,.•ncy and City •.gill be �:oterinq
into .: Purchci.,ce e,,1d Lc 1:f. ement the. 11City-?agency
kgreeiaent:" ) pursuant. f•o the City will convey to the
Agency all of the City ' s i•igh'c , title, and interest in and to
t.he. var .ous "Separate Developmcnt Parcelsl' within the Site
( as 'i:hzit: t-- rm In cjefi nee 1.)-t�low) , including all improvements
thoreorn which are owned 'Ov the City, excepting only certain
raserve6 City interests in oil , gas , hydrocarbon substances ,
and mineral anti water ri.ghcs , all as more Particularly
de ,cribed in the City-Agency AgL eeoent . ri the DDA.
Such conveyances sha11 occur in time ror the
Disposition Transfers " of st�c,h Separate Development Parcels
fr.t-,m Agenc�ji tc Developer transfers of fee title to that
Varti.on of the Site to be developed for residential rises ( the
"<<eS-idential Portion" ) and transfers of new and revised
leases with respect to that portion of the 'Site to bp
developed with cummsrcia.l uses (the "Commercial Portion" ) ,
all as set forth in the DDT? .
G . Pr.ior to and as a condition to each Disposii- ion
Transfer, the Developer will be required to obtain C,.ty
approval of the following specific land use approvals and
building and construction permits ( the "Approvals" 'I to the
extent applicable to each Separate Development Parcel, to be
so transferred : ( i.) a "Master Site Plan" for the Separate
Development Parcels in tha Commercial Portion ; ( U) a
1
_aw
`; o$/15/80" FINAL
q+i
I
"Conct ptual P.1z n" fo? the ',eoar tc Development Parc:c,lr in th^
I
llr�,ia-.nt:icil Portion ; ( i ) c-onditional on,e permit or
er,inits and a coastal cteielo }Vent: permit or or~' iLs fo:' eacll
p F 1- � p ..
phase ; ( iv) a "speciial permit" for any requested devi,attons
! fro„ normal development standards and requirements ; (v) a
' Parcel or tract map fcr the worsol idations/d ivi s ions o t the
f existing parcels �.dthin the Site to create the various
1
Separate Development Parcul.s; (vi. ) approval of the "change of
use" or the existing mebilehome patk on the Developer Parcel
( including without limitation the removal of the 1IM--H ttverlav
I
Zone" therefrom, the approval of the Impact of Ccnversion
Report, and the approval of a Relocation Assistance Flan)
' (vii ) as to the Separate Development Parcel (s) on which an --
i
identified, wetlands is located, approval of wetlands
mitiriatirn in accordance with the Coastal F'.lement: of the
City ' s General elan and `she Downtown Specific: Plan ; (vii i)
finaI building plan/permit approval for the Developer
Improvements on a Separate Development Parcel and approval of
the plans and specifications or construction drawings for any
public improvements to be constructed fay the Developer vi �.hi,ri
pvtbli.c rights-of-way ; and ( ix) an encrcachrtent parmit or
permits for work to 'be undertaken by the Developer in public;
ri.ght.;•'of•-way. As of the Effective Date of this Agreements,
tni foll.owinq Approvals will have been issued : ( i) approval
of the Master Site Plan for the Commercial Po, -#-ion (which
_5_
ae/li/88 FINAL
;�r
I
r
LM,Am
1 1 ti
eonsi�.ts' of the appl.ic-dole porti.on:ti of the 'IT chnical aitr.
1
Plan; Project Description and Site Statistics" which i,
attachad to this Agreement ar Exhibit "C" ) ; ( ii ) approval of
the "charicre of uce" of the exJ.sting mohilehome park on the
Daveloppr I'arcel (including wit.-iout i,imitation the removal of
the- "M-Ii bviarl7y Zone" then i.from . ['LC No 87•--7 ) anti approvc 1
of thF Impact of Conversion Report and Relocation AS .istanr_e
Plan therefor) ; ( iii, the corditiorial use: permit (CUP
No. 8 7 -7 ) and coato ta? development per..,At ( CDP No . 8 7 --7 ) for
the Phase I hotel. ; ( iv) approval of any ',special peL►nits" for
deviation from normal de-elopment standards or requi.remants
for the Phase 1 hotel ; and (v) the tentative tract map
(TT No . 13045) for the Phase 1 hotel. . In addition, as of the
Effective Date of this Agreement, the City has adopted a
Precise Plan of Alignment i:.ar Walnut Avenue through the Site
consistent with the Approvals so granted . Thai balance of the
aEoresaid Approvals have not tamer, issued .
H . Insofar as the California Environmental Quality Act
( public Resources Sections 21000 et seq . , (CEQA) ) is concern-
ed , the Project is a part of the area included within the
Downtown Specific Plan which was adopted by the City Council
on July 180 1983 . Environmental Impact Report 82--2 prspar•ed
fcr the Downtown Specific Plan considered jenerally the
I
impacts of the land uses proposed ry the Project. In
! addition, the City, as lead agency fo*: the Project, prepared
08/15/88 FINAL �'`
,
y u
f ,1r I
I
»A Supplement to Env.iroCinent••t)1 Impact Report 52-2 for the
Pro jert. Prior to the AAffective Date of this Agreement, the
City has certified the ,Supplement to Environment al Impact`
Rel ort 82-2 , adopted certai.n initigat.ion measures witli respect
co '--he PY.•eiect , and made certain firAings with respect
t�hereLo, all as r��qui:-ea ' cr-QP, . The �'_�t'�.� has ft1,7.).y
considered the cnx ronmenta.l impacts of the Project and the
Supplement: tc Ell%, 82 -2 prior to approvinn the Project .
I . On Jane 22 , 1983 , the City Planning Commission , the
advisory agency for purposes of development agreement review
pursuant to Government Code 6586'7 ; held a duly-noticed
public hearing regarding t;Lis Agre-rnent and , at the ooan-
clusion o-,:' the hearing , end after considering the evidence
i
e:,nd argument submitted by ;.he City staff, the Developer, and
all interested parties , -adopted its Resolution Na. 1400
recommending that- the City Courc:il apprcve this Agreement ,
J . Can August 15, 1988 , the City Council held a duly-
noticed public hearing regarding this Agreement , and
considered the recommendation of the Planning Commission and
the evidence and argument submitted by the City staff, the
Developer , and all interested parties .
Y.. Development* of the Project on the Site in
accordance with this Agreement and the Approvals is in
accordance with the policies and goals set: .forth in the
City's General Plan and Downtown Specific. Plan .
N -7--
OS;15/8 6 FINAL
r
w 1
�W
1
I
b. For the ;:ecited herein , the parties hereto
1 have determined that the P-t oject is a development for which a
Development Act,reitient: is approp'r.iat,0 . This ?agreement will
eliminate uncertainty in planning for and secure the orderly
development of: the Project, r,ssure. progrossive installation
of necessary public iwprovuw-._,►it , provide. for puk-li:: - icy:,;
appropriate to e,ch, stage of development of the project,
ensure attainment of the maximum effective utilization of
resources within the city , generate substantial revenues
needed by the City and Agency to maintain and expand vital
public services for, the benefit of all citizens of the City,
and otherwise achieve th% important public goals and purpo:.sr_,s
for which the Developmr.nt Agreement Statute was enacted. In
exchange for these benefits "0 the City, the City has deter-
mined that it is appropriate that the Developer receive the
assisrance that it may proceed with the Project in accordance
with the terms and conditions of this Acreernent and the
Citry ' S OXisting ordinance, , resoltit ions , regulations , males ,
and official policies as of the Effective Date of this
Agreement.
, ' 09/15/98 FINAL -
t
b 'q
r,
t r
C O V is rr A N T S : 1
Sectiall 1 . Development o.: the Site .
fA . General : Develoner ' s Right to Develop ;
"ii.ty!s Ftj c�ht_ �-� R2!aul.ate Dr�veZormeni_ D�ve).opEr sh�,1.1 1-��ve
the r.i 'ht� t o proceed with the Project on the Site in
5
I accordalice. with the Cexms and crjnditlon!� of this Agreement,
{ and City zhall have the rights to regulate development of the
lsite in accordance with. the ;erms a-i.d conditions of thin
Agreement and all City ordinances , regulations , rules , and
cf,icial policies in force as of the Effective Date of this
Agr. eemont .
B. Permitted Development On and Uses of the Site;
1 Permits and_ Anrarovals Required. The City shall. permit the
Project to he developed on the Site in accordance with the
teruiis and conditions net forth in this Agreement ( including,
Without limitation , Section 1 . C ;and 1 . 1 below) and the
Approvals referenced in Recital G above . 'Phis 'pp. permitted uses
of the Site , the density and intensity of use, the ma;ci.mum
height, bulk and size of proposed buildings , provisions for
reservation or dedication of land for public: purposes , the
location and design of public. improvements , the uses to be
permitted on the Separates Development Parcels , and all other
terms and conditions of developmcat applicable to the Site
shall be those set forth in this Agreement, the Master Site
,t
06/15/88 'FINAL
r..r.
w
1
•
;
Plan for the Commercial Portion of the Site, the conditional
u sin permit , coastal development permit:, and to ntat ive -ratct
map to be approved for the Phase l hotrol nrior to or
concurrently with the Ef tect.i,.�F Date of this Agreement, the
t approvr_ci "chance of use" of the existri nc? mobil.4honto park on
t h u Davalopor Parcel ( icluding w ithou t: l.im-5.tat.ion t►►e.
approved Impact o£ Conversion Report and Relocation
i
Assistance Plan) , all of the other terms and conditions of
e
this Agreement ( including without limitation, and to the
extent not superseded by the specific provisions hereof, all
applicable City erdinances, regulations, rules , and official
policies .in force as of the Effective Date of this
Agreement) , and the development plans and permits tc be
secured by the Developer after the Effective mite rf this
Agreement, as referenced in Recital G above_ . Notwithstanding
the foregoing, the city raccgnizes that Developer may request
approval, of plans ,)r permits welch differ from the Approvals
previously granted and the specific provisions of the Scope
of Development (Section I . D below) based upon refinements in
planning or changes in market- financial feasibility
between the Effective Date of this Agreement and the time of
actual developimenc , provided ►-hAf. such plans shall in all
events be consistent with the Downtown Specific Plan and
other General Plan and zoning requirements applicable to the
Site as of the Effective Date of this Agreement . The City
_10-
q
LL 08/13/88 FINAL
y+'
i
1 .
f1
t cic ree:; to act reasonably In r.eviewinc� any such p�up�:seri
ehang;e (s) based u,ior, legitimate land use planning concerns .
In the event: ray.° any inconsistency bat•4een the approved plans
f and this Agroement.., the: approved plans shall govern .
With specific regard to the Residential Portion of
the Site, the Developer and City each recognize that they
Developer is required to obtain Planning -commission approval
of a Conceptual Site Plan for the Resi.denti.al. Portion prior
to approval of any conditional use permit for residential
development , ir, accordance with Section 4 . 10 . 02 of the
Downtown Specific Flan . The Developer and City hereby agree
that the portion of the Technical Site Plan, Project
Description,, and Site Statistics attached hereto as Exhibit
"C" applicable to , the Residential Portion of the Site is �
provided by the Developer for informati.ona:. purposes only to
allow the City to analyze the nature of the planned
dovelopment of the Residential Portion .
The City agrees to cooperate with the Developer in -
issuing encroachment permits reasonably required by the
Developer tor any construction to be undertaken by the
' I
Developer in City rights-of-way.
C. City Review of �Lj!veloper 's Plans and Related
Documents . The City agrees to promptly commence and dili-
gently proceed to complete the review of all of Developer's
applications fcor development and building permits and
i �
-il-
r
08/15188 MAL
R �+
s4
1
t
M approvils . Tho City ' y evaluation of such riatters shall be
conducted in a,-c:ordance with City ordinances, , regulations,
rules, aril off.1cial pol irieo in force as of the Effective
Date of. th:'a Aelreorient . Ouring the preparation of all
drawings, plans , and related , documents, -%tart - of the City and
Developar shall hold regul.ii: progress maetinc a an needed to
coordinate the preparation and review of such items . The
staff of the City and Developer shall communicate and consult
inform .11y as frequently as is necessary t u ensure that the
formal submittal of any documents to the City can receive
rrompt and speedy attention . Upon the Developer' s request:
and payment of all City casts therefor, the City may retain a
contract plan checker or checkers to enable the City to
oxpedite the processing and review of Final building plans
and construction drawings .
No plan, pernit , or approval required for the
development of the Project shall be revc.ked or. subsequently
disapproved once issued - by the City provided that the
development is consistent with the plan , permit, e r approval
Any disapproval by the City shall state in % 6 - .t•.ing the
reasons for disapproval. .
If Developer dasires to make any substantial
change in any of the plans after their appro�ral by the- City,
Developer shall submit the proposed change to the City for
approval . The ,processing , review, and approval of any such
08/15/88 FXNAL
i n
1 i
M
revised submittal ,:.Mill be s1jb;r-ct to the same provisions as
are seat forth above for the Initial submitt• al. .
D. Sco_pe _ot� Development . Tide Project shrill be
planned, designed. and conri:rutted in accordance with this
Section 1. D.
{ ( 1 ) Architectural * and Design . The Commer .:i,al
�( Portion and the 'Reside;tt-ial Portion of •the Site
1
shall be dinAgned and developed as inte:grp. ta3
completes in which the buildings will have
architectural excellence, both individually, ar
well as in the ccntext or the total commercial
complex and residential complex , respectively . The
1
architecture and design of each phaae of the
Project Ishall be subject to the Ity 's normal
Design Review Board approval process .
i
i
a.ie improvements to be constructed on the Site
shall be of high architectural quality, shall be
well landscaped , and shall ne effectively and
aesthetically designed . The shape , scale of
volume, exterior design, and exterior finish of
each building, structure, and other improvement
must be consonant with, visually related to,
physAically related to, and an enhancement to each
other and, to the extent reasonably practicable, to
adjacent improvements existing or planned within
00/15/68 FINAL
A�
r
` a
f
L r
{
•. the Rccle��Flc���mertit Project Area . The Developer'
_ plann. , drawinas , and proposals submitted to the
f,gei%c y for approval. shall dr.. c�ribe in reasonable
a 11. the 6rchi tectural c h'Aracter intanded for the
Developer. _.mprovements .
1
The open spa:P!s between buildings, where they
exist -,hall be designed , landscaped and developed
1
with the same degree of Lxcellence . The tofial
development shall be in conformity with t:ia
Bede ve-lopment Plaa for. the Redevelopment Prow ect
i
Area ,
t ( 2 ) Developer' s Responsibilities .
a . Developer Improvements . Subject to
all of the other rorovisions of 'this AgreemeAnt , the
Develops:- agrees to develop and construct, or cause
f
the development and construction of the
improvements (herein the "Developer ?'r. nrovements" )
defined below, or such additional size, intensity,
and character of improvements as may be permitted
and, -.pproved under applicable land rise regulations
of the City and Agency .
The Site will be developed in six ( 6)
commercial phases and three ( 3 ) residential phases .
i The boundaries between and anr,ong the phases of
development shall be generally consistent with the
}yy
FINAL �.
r' J'•.a� R
I 1
I phasing plan included in Exhibit "C . " It is
Ia .7
) linger-,hand t h a i, phase s may be dcveloped
con current.'.yF subject to the limitations set forth
' in Section 1 . F of this Agreement. The six ( C )
commercial phasos ar.d the three ( 3 ) residential.
ph►ices. are de:-eri.bed i.n Exhibit "C" and are
described generally below,
( 1) C:nn' ercial Portion . The
Developer Improvements on the Commercial Portion of
the Site shall include :
(a) Phase 1 ; S±: _crate Develop--
irent _Farc el. No. 1 , A maximum 300--room f irst-
class hotel on an approximately 3 , 6 acre
parcel. .
(bl Phasi: ; Separate Develck-
ment Parcel No . 2 : h zcreation/'tennisjhealtt.
and fitness facility, including a swimming
pool , exercise/weight training room. sauria ,
and spa on an approximately 3 . 5 acre parcel. .
(c) Phase 3 ; Separate Develap7
ment Parcel No. 3 : A first-elass hotel with
conference facilities, with a maximum of 500
rooms , located on ai-i approximately 2 . 9 acre
parcel .
r�
-15-
1 .
1
(d) P lase _4 ; SEtaaratu Develop_
me'nt: Par. c An a.11. --au;."e hotel with a
Maximut!l (if 250 rooms , located on an
I approximately 1. . 2 arse parcel .
( e) Phase 5 ; SE arale Devalgp
' meat ParcE►l No. 5 : A. specialty retail c:ernter
on an approximately 3 . 8 acre parr•el , with
approximately 75 , 000 square feet of
improvemnn is .
f) Phase 6 ; Separate Dever
i
inert Parcel No . 6 : R luxury motel with ,a
maximun of 400 rooms , located an an
approximately 5 acre parcel .
12) Residential Portion . The
Developer Improvements on the Residential, Portion
1
of the Site shall be phased in general conformity
witi. the "Conceptual Residential Phasing Exhibit"
attached hereto as Exhibit " D" and shall include :
(a) Phase 1 ; Separate Develop-
ment parcel No . 7 : Approximately one--half
( 1/2 ) of the residential units to be
constructed on the Residential Portion (4:38 ,
1 based upon the raxiinum development of 875
residential units contemplated in the
Supplement to EXR ,"2-2 ) .
E �
t
08/15/88 FINAL �.
Y 1':l:i
Web
M
�1
1
(b) Phase 2 ; Separ<a te Deve l.op-
f atent P .rcel No. 9 : Approximately one -fourth
( 1/41, of the, reside.nt{a an t.s to b
} constructed on the: Residential Portion ( 219 ,
' based upon the naximum development. of 5 75
.t residential unit ; c:on inemp l a ted ..11 t-he
Supplement to Efk 82-2 )
(e) Pbase 3 ; Separate Dev�12p::
rtent Marcel IT(:) . 9 : Approximately one-fourth
( 1/4 ) of 'the residential snits to be
constructed on the Residential Portion ( 218 ,
based upon the maximum developments of 875
residential units contemplated in the
Supplement to ETR 82-2) .
( 3 ) Parking and Reci2rocal Parkin
Lgreements . The Developer shall. pz"ovid.e all off-
street parking required pursuant -to the applicable
provisions of the Huntington Beach Ordinance code
(the "Cods" ) , including any permitted
nodifi cations , per the approved plans . The City
has agreed treat the parkinq for the Phase 3. hotel
(including guest: rooms , lounges , meting rooms ,
}call rooms , and quest--serving retail uses) shall be
determined can the basis of the City' s parking
requirement for hotels ,.)f 1 . 1 parking spaces per
a
r
guest room, nursuant, tc-' Article 9606 (a) (w) of the
' Code . If the City determines after the Phase. 1
hotel As complet,-d and operating that the parking
is rot adequate, the Developer agrees to cure such
deficiency by providing additional. parking (above
the Code requiremeriL) in 1:Ile subsequent commercial
phase or phases . The City and Developer agree to
address such parking deficiency by obligating "-uch
:subsequent commercial phase or phases to provide
joint-use or shared park'L.g for the ;:ena it of the
;phase 1 Motel , Parking for the other hotels
planned for the Commercicl Portion ( Phases 3 , 4 ,
arid 6) may be handled in the same manner. Parking
def.Lcienc.ias may not be cured by providing
additional. Narking along the beach side of Pacific
Coast Highway.
( 4 ) Miscellaneous Site Impruye-
ments. The Developer s�.all provide all
..ardscapirg , open areas , driveways , and other
�.ncidental. on--Site improverne its required for each
i Separate Development Parcel as develupnent occurs ,
in accord rice with the approved plans .
(5) 'Walnut Avenue Extension and the
"Spur" Str4et. Walnut Avenue :mall be extended
through the site consistent with the Precise Pla•r
-za-
}
�� 08/15/'88 FINAL
Fa
i of klignment for Walnut Avenue previously approved
+ by the City. The north-south connector street
between commercial Phases 3 and 4 (the 'spur"
street) shall extend across a portion of the Site,'.
from pacific Coast Highway to Walnut Avenue,
between the Phase 3 commercial development .
(Separate Development Parcel No . 3 ) and the Phase 4
commercial development (Separate Development. Parcel
No . 4 ) , as shown on the approved Master Plan for
the Commercial Portion.
I
Walnut Avenue and the spur street
shall each consist of approximately 80 fleet cf
pavement, including the landscaped median strip,
within 90 feet of. right-of-way and shall include
(i) traffic signalization at the intersections of
t
Huntington/Walnut , Walnut/"spur" street , Walnut/
y Beach. , and "spur" street/PCH, ( ii ) median
.landscaping and perimeter landscaping designed to
f i enhance the quality and aesthetic character of the.
1
Developer' s development on the Site , and (iii ) all
i
of the curbs , gutters , sidewalks , street lights ,
bus benches , storm drains , utilities, parkway
landscaping, and other required improvements in the
g p
P
$tree•;: rt.ght-af-way .
t. Y
r
Q8/ 1 /88 FINAL
y
X;
�fk•
P.
The extension of Walnut Avenue shall
be phased as follows : ( i) the first phase shall be
the stub--in from Huntington Street to the area
adjacent to the rear of the Phase 1 hotel (Separate
• Development Parcel. 140 . l) , and shall be:
accomplished *rior to completion of the Phase 1.
hotel ; and ( ii) the balance of the construction
shall be accomplished by, the completion of the.
Phase 3 conmercial development (Separate
bevel op:,ient Parcel NO . 3 ) .
(6) Miscellaneous Public Improve-
ments . Lhe Developez): shall be responsible for the
full owina limited and specific off-site public
impruvements and site work :
(a) A pedestrian overcrossi.ng
of Faci c it: Crsast Highway in the general
Location of the Phase 3 commerc:ial development:
(Separate Development Parcel No . 3 ) , if
incorporated into the approved plans (and Cal
Trans provides its approval ) . Said overcros-
sing shall be in conformity with the City' s
existing Downtown Design uuidelinns and
MS . Ca1Trans minimum design standards as described
in Section 7-105 of the State of Californ� .
L
i
,1! 1
j -2 O-
l�
y � „
llllll,�,k .
l
i
'v
1 ' ,
Ir �,
Highway [design Manual (using pedestrian-only
design standards) .
(h) At the Developer ' s option
(and assuming all necessary governmental
''�' •:�`, approvals are obtained) , an additional
r pedestrian overc;:ossi.ng of Pacific Coast
+ Highway in the general location of the Phase 5
commercial development (Separate Development
Parcel No . 5; , with said over. .rossing to be
consistent with the overcrossing referenced in
subparagraph (a) and in conformity with the
engineering and design standards referenczd
therein .
(c) The following additional
public improvements : ( i) any street widening
i
required around the perimeter of the Sits;
( .ii; curbs , gutters , sidewalks , street lights,
street furnitu:-e , and landscaping within
public rights-of-way on the Site; ( iii)
signalization improvements or modirications at
r the intersections of Beach/PCH and PCH/
F'
Huntington. Street ; ( iv) extension of the City
domestic water line from its existing terminus
y,
at Olive and Third Streets to the Site ; and
(v) extension of all other utilities required
a , r
y^ �
—1
08/25/08 FINAL
t
ram►
Y
P
y 1
l�
for development of the Project. froin thoi•r
existing locations at thi perimeter of the
Site across •tha public: rights-of-way oa or
adjacent to the Site and each Separate
y Development Parcel thereof.
(d) In connection with - 'the
' preparvition of each Separate. Deve'lopmerct
Par, cep for construction of the Developer
Improvements , the Developer shall reanandon
any existing abandoned oil wells on such
Parcel to the then -current: standards of the
California Division of Gail and vas .
(e) Auer the Developer
s.ati.sfactorily completes each of the public:
improvements requirad to be constructed in
: accordance with this Agr. eemant, such
improvements small be accented by the City nz
Agency. The City shall maintain such
improvements at no expense to the Developer,
and the Developer shall have no responsibility
therefor, except that the developer shall
JY
maintain at its solo expense the sidewalk and
landscaping behind the curb .
b. Setbacks. Minimum building and
parking setbacks shall be in accordance with the
_22_
4 .
06/15/84 FINAL
applicable existing proviai.ons of the Huntington ,
} Beach Ordinance Coe
f C. Building _ Construction . Buildings
shall be constructed in accordance with the
applicable exist] ng provisions of the - Hunt] ngton
Beach ordinance Code dnd the approved final
4
building plans .
d. S LcLns . Signs shall be in accordance
with the applicable existing provisions of the
Huntington Beach ordinance Code and, more
specifically, the Downtown Specilic Plan and design
criteria . No signs shall be enacted on the
exterior of the improvements unless such signs and
signing have been submitted to and approved by the .
i
Planning Commission . D`velooer shall submit for
approval by the Planning Commission and shall
implement a Planned Signage Program with respect to
all sxgnage on the ,." tp prior to the installation
of any signs .
e . screening . All outdoor storage of
materials or equipment shall be enclosed or
f. Screened by :rally, landscaping, or enclosure to the
extent and in the manner reasonably required by the
City/Agency staff and applicable existing
provisions of the Huntington Beach Crdinance Code.
,
-2 3-
1; •
US/15/88 FINAL
;i
�
i
f . Landscaping . The Developer shall
provide all landscaping and irrigation required on
d the Site, including the landscaping and irrigation
within the public rights-of- ways on or adjacent to
the Site, in accordance •with , the approved ,landscape
plans. the Developer shall rnaintain all
landscaping on the Site behind the curb. After
{
satisfactory installation of the median landscaping
and .1arrigati.on systems witnin Chi public right s-
o t-way on the S.,to in connectzoil with the
development of earth Separate Development Parcel ,
the City shrill accept such improve;ents and
maintain the same: at no expense to the Developer,
and the Developer shall have no fur•ther
re r,ponsib;.lity therefor.
g. Uti.litiP.s , The Developer aclrc;es •uo
extend all utilities required for the development,
use and maintenance of the improvements on the Site
from the 1 -ications to which such utilities will be
brouyht pursuari.t to Section 1 . G below to the
privatq improvements to be located on each
4
applicable Separate Development Parcel .
I All utilities on the Site shall. be
!, located underground.
R
08/15/88 FINAL
r ,
I
• is
►. J
I
� l
h. Vehicular Access . The number and
location of vehicular driveways and curb breaks
shall be in accordance with the approved plans .
E. Permitted Uses .
(1) General . After completion of construc-
tion 'an each Separate Development Parcel , the , Developer (and
I y I
permitted successors and assigns) shall be entitled to use
and occupy the Sitc in accordance with the development
approvals referenced in Recital G and Section l . B of this
Agreement and otherwise in accordance with all applicable
i
existing provisions of the: Huntington Beach Ordinance Code .
( 2) Alcoholic: Beverage Saleo, and Consumption .
The hotels to be developed in the Commercial Portion of the
Site ( including the restaurants , lounges , and similar
t
accessory uses located within such hotels) shall be permitted
to sell alcoholic beverages for on-premises consumption ,
subject to the Developer' s obtaining the necessary liquor
licenses) from the California Department of Alcohol_ and
y
Beverage Control ( IIABC") . The City recognizes tha`
E
restaurants and other commercial uses located elsewhere
within the commercial Portion of the Site may recidre
permission for the sale of alcoholic beveragAs for or.-
premises consumption as well , and the city agrees that such
uses shall be permitted subject to the: city ' s reasonable
review of location, type of use , and other similar land-use.
-•2 5
p� 08/1 /88 FINAL,
t
i► considerations and economic factors to assure a continued
i h- ualit Project that is compatible with neighboring
h g q Y 3 p g 9
residential and commercial uses .
(3) Dancinq_ and Live Entertainment. The
_ `• ' }totals to be devc�. .vped in the Commercial Portion of the Si'��:
,
i .
-( including -he restaurants , lounges, and similar accessory
uses located within such hotels) shall be permitted to
provide- live% entertainment and dancing in accordance with the
City ' s urdinr.,ncea, regulations , rules, ar.d offici�il policies
in force as of the, Effective Date of this Agreement , vie
City recognizes that restaurants and other commercial uses
located elsedhere eii:1-Lin thn Commercial Portion of the L,ite
may require pertni.ss,ion for live entertainment and/or dancing
as t•te_l , and the City agrees that; such uses shall be
permitted sub j ect to the City' s reasonable ;•eview of
location, type of use , and other similar factors to assure a
continued high-quality Project that is compatible with
neighboring residential and commercial uses .
F. Phasina of Deyel ment , tiotwithstanding any
other provisions of this Agreement to the contrary, without
the City' s writtan consent , which consent may be withheld in
the City ' s sole and absolute discretion , the time, order, and
r phasing of the development of the Separato Development
ftrcels within the Site shall be consistent with the
N.
following requirements and 1imitat; ons
_26_
08/1t/88 FINAL r'
u 4,
•1�r. Iwi i "
Y ,
1 1
1
( i) within the commercial Portion of the
l Site.. the order of development shall be
+ as follows : Phase 1 , Phase 2 , Phase 31
1 Phase 4 , Phase 5 , ar.d Phase 6 (Separate
I Development Parcel Noa. 1-6 ) (as such-
.
- phases are described in Section l . D
above) •
t
( ii) Within the Residential Portion of the
Sitp , the order of development shall be
as follows : hay-,a 11 Phase 21 and
1?hase 3 (Separate Development Parcel Nos .
7 -9) ( as such phases are described in
Section 1 . D above) .
( ifi.) The commencement iof conc.tructi.on of the
Phase 1 residential development (Separate
Development Parcel No. 7 ) shalll occur no
earlier than the demolition of the
Huntington peach Inn and the commencement
of construction of the Phase 3 commercial
development (Separate Development Parcel
No. 3 ) .
( iv) The commencement of construction of t e
Phase 2 ras;dential development (Separate
4 !" Development Parcel No . 8 ) shall occur no
earlier than the cormencement of
-27-
r
08�I5/8� FINAL - _ '�
j,
i
' ��• construction of the Phase a commercial
development (Separate Development Parcel
No . 4 ) .
(v) The commencement of construction of the
Phase 3 residential development (Separate
Development Parcel No. ) shall occur no
earlier thaas the commencement of
coaistruc:tion of the Phase 6 commercial
development ( Scparat:e Develr�pment Parcel
No . 6) .
This Section 1 . F shall be inter preted consistently
with Section I . D above . The taming and phasing of
development shall be further restricted as set forth in the
DOA.
During the term of this Agreement , no moratorium or
other ordinance , regulation, rule, or official policy
limiting or conditioning the rate, timing , or sequencing of
development of the Site ( including without limitation any
ordinance., regu laticn, rule, or official policy which
purport, to limit or condition the rate , timing, or
sequencing of development "ba-sed upon levels of service on
roadv&ys, roadway capacities , capacities of drainage
facilities, capacity .f sewer facilities; , provision of
eriie.rgency service, or similar matters) shall apply to the
Site .
08/15/80 FINAL � .
fi 3x•
G. Uri.l itmes . The city represents that , with the
exception of the domestic water lines referenced below, all
utilities ( including sanitary sewer, gas, electrical, storm
drainage, telephone, and cable TV) are available at the
perimeter of the: Site and that the capacities of such
util tties are and shall remain at; all times sLxff icient to
adequately service the construction, operation , and
i
maintenance of the ti provements contemplated for the Site,
1
provided that the Project is developed i : accordance with the
pleasing schedule set: fo-.'th in Section A. r' and E;chibit. "C. "
The Devel :per agrees to extend the City domestic water line
from its exist:ircr terminus at Olive and `J"hird Streets to the
Site . In general , the line shell be extended to Walnut
Avenue and thence along Walnut Avenue ( including the planned
extension there:-)f" east of Huntington Stieet j to the, Si.tc,
with the precise alignment as determined by the City . Within
sixty (60) days after the Effective Data ,?f thts Agreement,
the City shall astablish a precise alignment for the water
line and provide the Developer. with all engineering
requirements and specifications f:or the water line and all
information available to the City regarding the physical
conditions along the propo3ed ,alignment that are pertinent to
construction. The Developer shall prepare puns and
specifications for the water line and submit the same to the
City for approval no later than the date on whicl, the
13
` 08/.15/88 . MIAL
err
M
Ii
F. N
1
a
j
Developer submits its Oi.nal building plans for the Fhase 1
hotel , provided that the City understands that the Developer
at its option may submit the utility plans and commence
construction of the water line i:i advance of the submittal of
plans and commencement of construction of the Phase 1 hotel .
The City skull review and approve the plans a%nd
specifications for the water line in the same manner as set
forth in Section 1 . 0 above for th_ review of final building
plans and construct ion drawings .
H. Cost: of Development. The Developer shall ;ae
responsible for all costs of develo-ping the Project,
excep-cing only those costs which have been expressly assumed
I
by the City under this Agreement or by the Agency under the:
d Dry.
I . Apol.icable ordinances , Regulations , Rules , ,and
Official Policies . The City' s ordinances , regulations ,
rules , and official t ;licias governing permitted uses of the
Site, and the development, density , intensity of use , design ,
improvement, construction and, building standards , oc:cuoancy ,
levels of service of t::arfic improvements and traffic
mitigation requirements, police, fire , and paramedic
prote.ti.on, drainage protection and flood control , dark
standards , restrictions (if any) on the timing, sequence, and
phasing of developme>>t, and all other City land use
requirements applicable to the Site and i_he Project shall be
'i
•_3Q" r
09/15/88 FINAL
�YMM.
ordinance.,s , regulations , rul s , and of poll.t-A.eA
ti
n forc;2 as the Eff,--!ctive Dat,:_, c)C thl.s ).greeinant . Any
or ork' ' nT,.nc:2s r amendrent. to s,mid egulatiorls , rules ,
P oliz.ies after tho Fffective ',),�te of .' r-Treement. �11311 not
be applicable. to the. site 0). Q,(i Pro juct %.j.t _hou . Do.ielopei.
- nse--nt .
prior w r it.ten co
VAlis Soction shall not prp.,-Iadc.�, the ap))1i,.a1,-.-'1on -to
the Site nr thic; Projrrct of chemgc.- i'n City lzlws , Ord , 11an ces ,
r e cl L, I a t- ico n rulr_.s , o,: policies , t!le tcro-i; of �,:hich art-_
rcasonabl�,f reqiilred '01: Public hea". 1.1i or s:,. fE_,tY reason, or
which are SP'_7(AL-iGML1Y Mandated and r,aqjklired by
ch,. riqi s in :_--tatu or federal or regtilaticmn , as provi.Jed
f or in Gove rnmert Cada, Sect ion 0 5 8 69 5
Thio Section shell not bt: construed to li-mit. Lhe
alxthorj.t,' o f t h e Ci.t y to -r a cf u it Developer to p y h
C-a b 10- j.)rC)CL,_,.5ir)rj and devr-!Iopmcrnt fees ;,.r.d c-;har-t: s for
lar 3 1,,s e p r,r o v ii 3.s bu i I d in q -:permit s =end otl!er similar
pei_-T,_-,.ts and Ahic'L-i are in force and efteci, on a
uniform city-wide basis at the time :such f e es are due,
5;ubject orly to the fol1cwtmi :
( i) That Developer shall not be responsible
for paying any now or -i.ricreased fee or
charge to provide or contribute to
impro:/eme,-ta or services not required to
be Providrd or contributed 'to by the
09/ 150188 F 1"NA L
1 a
SA
' r
1 ,
o
il
r Developev under the City's ordinances,
%• regulations, rulers , and official policies
in force as of the Effective Data of this
Agreements and
(ii) The •amount of any increased fee ,or charge.
after the Effective date' of.. -this
Agrotement shall notexceed the increase
in the reasonable cost of providing the
improvement or service for which -the fee
or charge is imposed .
J. other Governmental P ency. Permits. The City
agrees to assist the Developer and Agency, at no cost or
expense to the City (tither than overhead and employea staff
time) , in securing, any and all permits (but not the payment
of lees) which tray to required by any other governmental
agency affected by such construction, devalopment , or work,
including without limitation ( i) encroachment permit ( s) frum
w
the California Department of Transportation for any work
within the right-of-way along the Beach Houluvard and pacific
:oast Highway frontages of the Bite (such as curb cuts and
the pedestrian overpass (es) ; ( ii) approval from the
California Department of Fish and Game and United States Fish
and Wildlife Service for the wetlands mitigation required for
any identified wetlands on the Beach Boulevard Remnant
Al
_,Zw
k �
08/15/88 FINAL
7
r ,
y'w
1 .
�f I ,'1'i�^il 'W it ..• '. 1
11
1 1
Y '
Part-MI i and ( iti) approval of any coastal development
Perm a) required from the California Coastal Commission,
K. Transient 0ccM3ncy,�Ta x Ordinances . prior to
j the Effective Data of this Agreament, the City, and Agency
have each adopted ordinances under California Revenue and
Taxation Code Section 7280. 5 which ordinances in effect
1
transfer from the City to the Agency the authority to levy
and/or collect a► sufficient ' amount of transient occupancy
taxer, generated from the hotels on the Site to enable the
Agency to timely satisfy its payment obligations to the
Developer in accordance with the DDA. Said ordinances
provide that, in the event that the Agency fails at any time
l
to make payments to the Developer in the full amounts
required to be paid in accordance with :.he DDA, and such
1
failure continues for a period of thirty (30) days after
4
written notice from Developer , such ordinances shall
automatically become operative . The city agrees to take all
actions necessary and appropriate to implement such
ordinances in order to accomplish the patties' mutual
objective of enabling the Agency to timely meet its financial
obligations unde%7 the DDA . Until the Developer has been paid
or reimbursed all amounts due from the Agency under the DDA
1
(or , as to the payments to be made under Paragraph 4 only of
Attachment Ko. 5 to the DDA, any unpaid balance is forgiven
and discharged as provided therein) , the City shall not
33
08/15/88 FINAL
repeal, modify, or amend the City ordinance on this cubject
s
in a manner that Jeopardizes or impairs the Developer's right
to receive payments in the amounts, at the timers, and subject
r ,
to the conditions set forth in the DDA.
Section 2 . Annual Review W.I.
Devel,oeer's Compliance With
' ..��lIAIA ■��� IA..1..�� �
Agreement ; Default; Remedies ; Termination .
A. Annual Review. 1n accordance with Government
Code Section 65865 . 11 the City shall periodically review
whether Developer is proceeding in good faith to comply with
this Agreement. shall be conducted annually, with
the first such review to occur within twelve (12) months
after the Effective Date and the last such review to occur no
later than the final expiration date referenced in clauses
( f) , '( ii) , and ( iii) of Section 3 . E below.
The City shall begin the review proceeding by
giving notice to Developer that the City intands to undertake
a periodic review of the Agreement . The notice shall be
delivered to Developer at least thirty (30) days in advance
of the time at which the matter will be considered by the
planning commission.
The Pla'Aning Commission shall conduct a public
hearing and shall determine on the basis of the evidence
presented at the hearing whether or -not Developer has , for
the period under review, complied with the terms and
conditions of the Agreement . At the conclusion of the public
-34-
i• '
09/15/88 FINAL
I
b' 4' N
y
R'
'' �•jar�!l'1 elm
1
hearing, the Planninq Commission shall either find that
"7 oevelgper has complied with the Agreement or, if it finds to
the contrary, make its recommendation in writing to the city
Council regarding the appropriate action, if any, to be
tiken. Tae City Council shall consider the recommendation of
i
the Planning Commission and, if the City Council determines
on the basis of the evidence that the Developer has not
1,
complied with the terms and conditions of this Agreement , the
4
City shall have such remedies for default as are set forth in
Section 2 . 8 below. A City Council determination that
Developer has not complied with any of the terms or
_ conditions of this Agretiment: shall be a final administrative
determination of sul.:h matter, but shell not be conclusive in
any subsequent Ji7,dicia'l action and Developer does not waive. . �
any of its rights or defsnses with respect thereto.
Failure of the City to timely conduct a periodic
1
review pursuant to thi.6 Section 2 .A shall not in any manner
invaildate this Agreement, nor shall any such failure in any
way diminish, impede, or ah -ogate the rights and privileges
of the Developer hereunder or the obligations at the city
hereunder or ' the ok-ligations of the Agency under one DDA.
H. Def,sults- General . Subject to extensions of
time by mutual co,isant in writing or as sets forth in Section
I 2 . 0 below, failu,,a or delay by either party to perform any
term or provisJon of this Agreement shall constitute a
� .1
-35-
08/ 15/'88 FINAI, "
r. .
�• P11•MI •1
1 MY d•, i ,
Orr
his!•C
:4,
r r •
t
t,
P i l ef�
. ` default under this Agreement. In the event of an alleged
A
rr
A: default or breech of Any termm or conditions of this
r
Agreement, the panty alleging such default or breach shall.
i .,i give the other party not less than thirty - (30) days notice in
,r
writing specifying the nature of the alleged default and the
manner in which 'said default may be satisfactorily cured.
during any such, 30- day period, than party charged shall not be
considered in default. if the nature of the default in
question is Such that it cannot reasonably -be cured within
such 30-day period, the commencement of the cure within such
time period and the diligent prosecution to completion of the
cure shall be deemed a cure within such period.
Subject to the foregoing, after notice and
ex ixati,on of the 30-day period without cure, the non-
„;' defaulting party, at ' itr )ptionf may institute legal
pro::eedingra pursuant to this Agreement and/or give notice of
intent to terminate the Agreement. Any action by the City to
terminate this Agreemen•c shall be in accordance with Govern-
ment Crode . Sections 658651 65867 , and 65868 and Section 7 of
s' city 'Council Resolution No. 5390 .
Evidence of default may also arise in the course of
r
a regularly scheduled periodic review of this Agreement
pursuant to Government Code Section 65865 . 1 , as described in
Section 2 .A above. if City determines that Developer is in
default following the completion of the normally scheduled
--36-
08/15/8a FINAL.
dr
, r
i' ."
r
periodic review (and assuming that such a default does in
fact exist) , the City shall give Developer not less than
thirty (30) days ' notice in writing specifying the nature of
they alleged default and thee manner in which said default may
be satisfactorily cured. During any such 30-day Period
DOVelolpar shall not . ba considered in default.
ault. Yf the nature
,- .,V.
of the default in 'queation is such that it cannot reasonably
be cured within such 30-day period , the commencement of the
cures within such time period and the diligent prosecution' to
compleation of the cvaree shall be deemed a cures within such
ariod. If the default is not so cured the City ,P � y , at its
option, may institute legal proceedings pursuant , to this
i '
Agreement and/or give notice of intent to terminate this
Agreement, as provided in the preceding paragraph above. r�
i r
C . Enforced Delay; vxtensioi� of Times of
- _
Performance . In addition to speci,f:.c provisions of this
Agreement, performance by either party hereunder shall not be
4• deemed to be in default, and all performance a'nd other dates
i specified in this Agreement shall bee extended , where delays
or defaults are due to any causes beyond the reasonable
control and without the fault of the party claiming an
extension of time to perform. An extension of time for any
1 '
Such cause shall be for the period of the enforced delay only
and shall commence to run from the commencement of, the cause,
and yhall commence upon notice by the party claiming such
I
a -3,_
08/:5/8e FINAL
extension, which shall be deli.verod within thirty (30) days
after commencement of the cause.
04. legal Actions. in addition to any other
� rights or remedies and subject to the restrictions in
paragraph A above, either party tray institute legal action to
our*, correct, or remedy any dtfEault, 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 than Superior Court of the County of Orange,
State of California, ' in an appropriate municipal court in
that county, or in the Federal Court in the central district
of California. Notwithstandina the foregoing, the city and
Developer agrea that, subject to the provisions of Paragraphs
S and C above, tha Cityts sole and exclusive remedy for a
default by the Developer in failing to timely close a
disposition Transfer as to a Separate Development parcel.
shall be to terminate this Agreement with respect: to such
portions of the Site as to which the DDA is terminated in
accordance with the provisions of the DDA; provided, that a
ter'Aihation of this Agreement shall not limit or restrict the
Agency' s remedies for default under the DDA .
r •
E. Applicable Law and Attorney's Fees. This
Agreement shall be construed in accordan, s with the laws of
the State of California . Should legal action be brought by
either party for breach of this Agreement or to enforce any
-38-
08,/15/88 FINAL
J' A'
'C„!h•,
is
'r
Y�
provision, the prevailing party in such action shall be
entitled to treasonable attorney's feeds, court costs, and zuch
Other costs as may be fixed by the court .
V. Inaction Not a Waiver of Default. Any failure
or dehay by a party in asserting any of its rights and
remedies as to any default shall not operate as ar wrai,4-er • of
any default or of any such rights or remedies , or deprive
such Harty of its right to institute and maintain any actions,
or proceedings which it may deem necessary to protect,
a is'ert., or enforce any such rights or remedies .
• G. No Cross-defaults . Subsequent to either a
Disposiition Transfer of - a particular separate Development
parcel. or `;'an assignment by Developer of its interest in such �y
Separate Development Parcel to an assignee permitted under
the DDA and Seot.ion 3 .A below, no default by the Developer or
a pe=rnitted assignee as to any other portion of the Site
sh&4 be deemed a default by the Developer or a permitted
aissicjn' ee with respect to said separate Development Parcel and
-no default by the developer or a permitted assignee with
:. respect to said Separate Development Parcel shall. be de.% .ned a
default hereunder as to any other portion of the site;
provided, that nothing in this section 2 . a shall be
interpreted to tntitle the Developer to proceed with any
phase of development prior to or in violation of the phasing
schedi%le set fc:rth in section 1 . F above .
,
-39-
i 08/ 1 5/88 FINAL
t '
ll'' rr•,.
i
�.s
f section 3 . Qengral Provisions.
A. Assignment . Developer shall have the right to
assign its rightsa and obligations under this Agreement, the
site, the Developer Parcel , or Separate Development Parcels
only to a parson or persons or entity or entities to which
Developer is permitted to assign and ; has assigned the DDA,
the Site, the Developer Parcel , or a Separate development
Parcel or rarcelsssR, as applicable, as provided in the DDA. As
N; used herein, the term "Developer" includes Robert L. Mayer,
as Trustee of the Robert to. Mayer Trust of 19821 dated June
221 19521 as amended, and any permitted assignee of or
successor to any of its rights, powers , and responsibilities
her*lander..
B . No Joint Venture or Partnership . City and
Developer mutually deny any intention to form a joints venture
or partnership , and agree that nothing contained herein or in
any document executed in connection herewith shall be
construed as making city and developer joint venturers or
partners .
k C . Covenants . The provisions of this Agues-
. . .
ment shall constitute covenant3 which shall run with the land
comprising the Site, and the benefits and burdens hereof
shall bind and inure to all succes.nrs in interest, to the
parties hereto . Not by way of limitation of the foregoing,
upon the termination of this Agreement with respect to any
-•40- +�
08/15/88 FINAL
r5, • . 1 • w 1
r1 �L,,41 •1 7
I ,
wpm-
'.I
+!
portion of the site that is not the subject of a Disposition '
Trainsfer to Developer, the Agency shall •uacaad to any and
all rights of Developer hereunder. Within tan (lo) days
i
After, the EffeCtiVe Date of this Agreement, the City shall
1 cause a copy of the Agreement to be recorded against the
' Site, in accorda►rice with Government. Coda section 65869 . 5 .
D. I cenduent of Agreement. This Agreement may be
amended ' trom time to time by mutual consent of the City and
Developer in accordance with the provisions of Government
Code Sections- OnV and 65868 and pursuant to the procedures
set forth in City Council Resolution No . 5390.
E . Term. The term of this Agreement shall
commence upon the Effective Date and shall expire upon the
eaeliest of the following dates:
( i) As to each Separate Development Parcel within
the Site which is the 'subje.ct of a Disposition
Transfer to Developer, the dat,% on which the
Agency issues its Certificate of Completion
for the Developer Improvements to be
constructed on and with respect to said
parcel ; or
( ii) As to any portion of the Site that is not the
subject of a Disposition Transfer to Developer
(ands except as provided in Section III + D
above) , ;.he earlier of (a) the termination of
-41-
08/15/88 FINAL
1 R
+di • 1.1
k
: the DDA with respect tco such portion of the
Site, or (b) December 21, 2010 ; or
( i i i) Such earlier datrl# that this Agreement may be
terminated in accordance with section 2 abova.
' Notwithstanding claysre % i) above, as to each Separate
Development Parcel within the Site which is the subject of a
>` Disposition Transfrar to Developer, the following specific
r
sections of this Agreement shall continue in affect after the
da .e on which. the Agency issues its Certificate of completion .
and shell not expire ^ or terminate until the following dates,
provid"' that the Developer is riot in default of it.s
,. ' ob1 .r,�stions hereunder:
( iv) With respect to Section 1 .E ( "Uses") , until
r December 31, 2087 .
r
(v) With respect to Section 1 . L ( "Transient
Occupancy Ordinances" ) , until the Dev41oper
has been paid or reimbursed all amounts due
from the Agency under the DDA.
Upon. the expiration or termination.. of this Agree-
r
went for any reason as to the Site or any portion thereof,
the City and Developer agree to cooperate and e,xecuts any
document reasonably requested by the other party tc remove
this Agreement of record an to the Site or applicable. portion
thereof. It is understood that a termination of this
Agreement shall not constitute a termination of the DDA, the
-42 -
08/15J88 FINAL
1
r
',i�ih r r � .. •ram•
1,
44
Existing toeeseg or any other agreement to which Developer and
City or Daveloper and Agency may be parties ; the termination
r
of such other agreements being 4overned by the provisions of
those agreements themselves.
• � r
F. Cooperation ,in the Event of Legal Challenge.
► Xn the event of - any legal action instituted by any third
party challenging the validity or enforceability of any
provision of thin Agreement, or any of the City 's Approvals
for the Project (including but not limited to approval of the
"change *f use'$ of the existing mobilehome park on the
'Developer Parcel, relocation of the tenants therefrom, and
• r
., thse Relocation Assistance Plan) , or the Mobilehome
Acquisition and relocation Agreement dated September 19 ,
1988, by and among the Agency, Developer, the Driftwood Beach
Club Mobile Homeowners Association, Inc . , and individual J
mobilehome owners or tenants , or any other action by either
party in performing hereunder or under the aforementioned
Relocation Assistance plan or Mobilehome Acquisition and
Relocation Agreament, as the same may be amended from time to
time, the parties hereby agree to cooperate in defending said
action as set forth in this section z . F.
The) City shall have the right , but not the obli-
gation, to defend any such action ; provided, that without the
Developer' s prior written consent:, which consent shall not be
unreasonably withhald , City shall not allow any default or
i -
08/15/88 FINAL
j �
i
1'
I
r^ r
J'u► ent to he taken against it and shall not enter into any
settlement or Oompromiee of any claim which has the effect ,
directly or indirectly, of prehibitinq, preventing, delaying ,
or !wither conditioning or impairing the Developer's develop--
ment, use, or maintenance of any portion of the Site ov
impairing any of the Developer' s rights hereunder or under
the DDA. In addition, Clay shall provide reasonable
assistance to Developer In defending any such action , such
assistance to include (i) making available upon reasonable
P:
not.!-,ce, and at no cost to Developer, City officials and
employees who area or may be witnesses in such action, and
(ii) _provision of other information within the custody or
control of City that is relevant to the subject matter of the
j. action.
Developer shall have the obligation to defend any
such action; provided , however, that this obligation to
defend shall not be effective if and to the extent that
Developer determines in its reasonable discretion that such
' section is meritorious or that the interest3 of the parties
justify a conpromise or a settlement of such action. In this
regard, Developer' s obligation and right to defend shall
include the right to hire (subyect to approval by the City)
attorneys - and experts necessary to defend, the right to
',1.
process Rnd settle reasonable claims , the right to enter into
reasonable settlement agreements and pay amounts as required
�.✓
� _44 -
O
Imo}
08/15/88 FINAL
' rf { h 1
by the terms of such settlement agreements , and the right to
r pay &ny j udquents assessed against Developer, Agency, or
City. If D4iveloper defends any such action , as set forth
' Above,, it shall indemnify and hold harmless Agency and City
from and against any claims, losses, liabilities , or damages
i
assessed or awarded against either of them by way of
�udcjment, settlement, or stipulation, but not including any
litigation expenses or attorneys fees incurred by either
City or Agency In defending said action as set forth
herainabnve or in ,the DDA. Natwithstanding any other
provision of this Agreement to the contrary, all costs and
exp*rises incurred by Developer in defending any litigation
e iming out: of the .processing, approva)., and/or implamenta••-
f; Lion of the "chance - 'of use" of the existing mohilehome park
i
t 6n the Developer parcel, tho' relocation of the occupants of
such mobilehome �ark and P aymetits to or for the benefit of
P _
'such persons shall be reinbursa6le pursuant to the ODA . In
the event any such litigation involves other claims or
issues, the reimbursement due to the Developer shall be a.
fair proration based upon the percentage of time and expense
allocable to tftnse claims and issues for which the Developer
is entitled to reimbursement and those claims and issues for
which the Developer is not entitled to roi,mbursemert-
G . Enforceability of Agreement . The City and
Developer agree that unless this Agreement is amended cr
i
-•45,
08/15/88 FINAL ��
4 !r
.r .. @
terminated pursuant to the provisions of this Agreement, this
r) Agremmnt shall be enforceable, by either party hereto
notwithstanding Any ch6ngs hereafter in any applicable
YY.
oaneral Plan, R6development Plan, Spe ific Plan, zoning
ordinnno*, subdivision ordinance or any other land use
ordinance or building ordinance , reaolution, or regulation,
policy adopted by City.
M. findings.
1. City hereby finds and determines that
execution* of this Agreement is in the best interest of the
public health, s aZety, and general welfare and the provisions
of' this Agroement are consistent with the City's General
A,
Plan.
Except as specifically provided in the ODA,
2 . City further finds, based upon all
information mada available to the city pri.)r to or concur-
rently with the execution of this Agreement, that there are
no City ordinances, regulations , rules, or official policies
in force as of the Effactive Date of this Agreement that
would proh)5.lit or prevent the full completion and occupancy
of the Project., described herein.
r
' X. SeyerabilltX. . If any tarm, provijion, Cove-
nant or, conditiion";of this Agreement is held by a court of
cnapeteht Jurisdiction to be in4alid, void or unenforceable,
r '
4
s thee remaining provisions of this Agreement shall continue in
r
full force and affact:, unless the rights and obligations of
.-46-
,r
OSJ15Jes PYN�.1. •
V,a.,
e
the parties have bean Waterially altered or abridged by such
invalidation, voiding or unenforceabflity.
z
r
J . Co2peration; Execution of Documents . Each
party shall execute and deliver to the other all such other
further instruments and documents as may be necessary to
carry out this Agreement in order to provide and secure to
the other party the full and complete enjoyment of its rights
t
and privileges hereunder.
K. Justifiab'iQ Reliance . city and Devsloper each
acknowledge that, in investing its time, money, and expertise
for the development of the Project, it will be reasonably and
justifiably relying upon the other party' s covenants contain-
ad in this Agreement, and those specifically articulated in the DDA .
City, further acknowledges t;at the project is and
shall. be considered a single integrated development proiect,
and that the Developer' s development of each corn orient of the
P P p
t Project is dependent upon its right to complete and occupy
each ether component, and that the economic viability of each
' component of the Project is and shall be depcndent upon the
Developer' s right to complete and occupy each other component
and upon the City ' s fQ11 performance of its obligations under
this Development Agreement.
L. Notices. Any notice or communication hereunder
between City or Developer shall be in writing, and may be
given either personally or by registered or eertiftad mail,
-47-
08/15 f 88 FINAL
r
0 1 w
I , GrAft T
7 'M
return receipt requested . If given by registered or carti-
fied mail, the same shall be deemed to have been given and
recaived on the first to cedar of ( i) actual receipt by any
of the addresses designated below as the party to whom
: Motions are to be sent , or (i i) five (5) days after a
registered or certified letter containing such notice,
properly addressed, with postage prepaid, is deposited in the
Unitvd Stakes mail . If personally delivered, a •notice shall
be deemed to have been given when delivered to the party to
wham it is addressed. Any panty hereto may at any time, by
giving ton ( 10) days written notice to the other party
hereto, designate any other address in substitution of the
address to which such notice or communication shall be given .
Such notices or communications shall be given to the parties
at their addresses set forth below
;rl• .
T
If to City :
City Administrator
City of Huntington Beach
2000 Main $treat
Huntington Beach, CA 92648
`. Copy to;
,. City-.Attorne'
City o f .Huntington J aach
2000 fain Street
Huntington ,Uach, CA 52648
r
05/13/88 FINAL ,
4 .
• + �ant r ,
K A I
'q,l�I`• � i1ltlijM�• Y
R ,
AV
Oo
w iw
If to Developer
Robert L. Mayer, as Trustee of the
Robert L. Mayer Trost of 1982
s a/o The Robert Mayer Corporation
660 Newport Center Drive,, Suite 1050
Newport Beach, CA 92660
Y .
Copy to:
r ;
Jeffrey M. oderman, Esq.
Rutan 6 Tucker
611 Anton, Suite 1400
Costa MeZ a , CA 92626
.1r.
M. Entire Agreement�waivers. This Agreement is
executed in two duplicate originals , each of which is deemed
' to , nee an original . 'This Agreement consists of fifty--one ( 51)
pages and five (5) exhibits which constitute the entire
Understanding and agreement of the parties . This Agreement
integrates all of the terms and conditions mentioned herein
ror incidental hereto, and supersedes all negotiations or
previous agreements between the parties with respect to all
or any part of the: subject matter hereof, excepting 7nly the
DOA, the Existing Lease, the new and revised Leases to be
a
shte3reed into with respect to Separate Development Parcels 'in
the Coameercial Portion, and any other agreements referenced
herein.
All waivers of the provisions of this Agreement
$hall ba ' in writ ;n� and signed by the appr•)priate authorities
of the City and Developer , and all amendments hereto must be
, r
r
-49-- _.
r
08/15/88 FINAL
r
y
y 1 . • 1 1 '
.4r
f ■ • 1
snob
A
in writing and signed by the appropriate authorities of the
City and Developer.
k.: N . Sffective bate . The Effective date of this
Agreement shall be the date that the City ordinance adopting
this Agreement becomes effective, which date shall be thirty
(30) days after the city Council meeting at which such
ordinance is adopted.
ATTEST: CITY OF HUNTINGTON BEACH, a
municipal corporation ,
1
By: By :
Xts : City Clerk its : ay
THE OSERT L. MAYER TRUST OF
1982
,
1
i'
7 7
BY:
Its : Trust e
Approved as to k•orm:
,,• C41ty At r Y
6/112/065500-0001/009
-s
-so- C:)' 08/15/86 FINAL
:y •
}'r
,i
;f:
1
b
m: y
11
1
1
soft
y y I•A�� .
3TXTE OF CALIFORNIA )
ss.
COUNTY OF ORANGE )
on this day of , 1988 , before me, the
undersigned, a biota Pu C Mon and for said state, person-
ally appeared" , personally known to me
(or proved to me on t e basis satisfactory evidence) to be
the person who executed the within instrument as. Trustee of
`1 the r- tbe�rt L. Mayer Trust of 1982 , dated : , ne 22 , 1982, as
amended, the entity therein named, and acknowledged to me
that he executed the within instrument .
WITNESS my hand and official seal .
/
No-Mary Public
AN1E Cwly
�,.. � 1q► 1 lxp. JM.a, iMd
f STATE OF' CALIFORNIK )
�a. wA
COONTY OF ORANGE
` On this 04 o. day' of ' , 1988 , before me, the
i undersigned, a otary Publ c in and �r said state , person-
ally appeared , personally known to me ,11ij
(or prov.ed to m an the basis of. satisfactory evidence) �
} the ,person who executed the within instrument as the Mayar. of
' the CITY Of . HUNTYNGTON BEACH, the public ,, entity therein
E named, a.hd' acknowledg:a- d to me that such entity executed the
within instrument.
WITNESS my hand and official seal .
.
Notary Public
COFFICIAL SEA
Moury Pup�k-C�Mlarn�
6E COUNTY
-51 Cz
-
08/15/88 FINAL
•
'r
t
EXHIBIT "A"
JVS CITY BEACH MAINTENANCE FACILITY
.61
"Wim14i pab•
�� � Y �- '�,� N�1 �t� �tb � 11a�•'1Q
�s
.� �� • DEVELOPER PARCEL
Am
fr
BEACH BOULEVARD AEW;NANT PARCEL
PREPARED BY:
+' `� EXHIBIT "A"
"'6*44 N
EXHIBIT "B" 1
L, E�A,L. S�ESC FtX3Pfr :LC N
E ALL THAT CERTAIN LAND IN THE CITY OF HUNTINGTON BEACH, COUNTY OF
ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS :
THAT PORTION OF SECTION 24, TOWNSHIP 6 SOUTH RANGE 11 WEST IN THE
RANCHO LOS BOLSAS, AS PER MAP, FILED IN BOOK 51 , PAGE 14 OF
MISCELLANZOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY, DESCRIBED Ali,. FOLLOWS
88GYNNING AT THE INTERSECTION OF A LINE THAT IS PARALLEL WITH AND
50. 00 FEET WEST OF THE EAST LINE QF SAID SECTION 14 WITH THE NORTH -
i LINA, OF THE SOUTH HAMT OF THE NORTHEAST QUARTER OF SAID SECTION;
I THENCE SOUTH 06 44 ' 22" EAST 1920. 36 FEET ALONG SAID PARALLEL LINE
i TO THE'.NORTH LINE OF THE LAND DESCRIBED IN BOOK 2351 , PAGE 5 OF
OFFICIAL RECORDS OF SAID COUNTY; THENCE SOUTH 74 ' 34 ' 12" WEST
45 .01 FEET ALONG SAID NORTH LINE TO THE NORTHEAST LINE OF THE LAND
DESCRIBED AS PAR"., L 2 IN BOOK 826, PACE 379 , SAID OFFICIAL
!. RECORDS; THENCE NORTH 530 05 ' 49" WEST 172 . 33 FEET ALONG SAID
!' f NORTHEAST LINE TO THE WEST LINE OF THE LAND DESCRIBED IN BOOK 261,
PAGE 41 OF DEEDS, RECORDS OF SAID COUNTY; THENCE NORTH 00 44' 22"
WEST 12. 63 FEET ALONG SAID WEST LINE TO THE NORTHEASTERLY RIGHT OF
WAY LINE OF PACIFIC. COAST HIGHWAY AS DESCRIBED IN BOOK 455, PAGE
'• 400 OF SAID - OFFICIAL RECORDS; THENCE NORTH 53 ' 05 ' 49 " WEST
224241:93 FEET ALONG SAID NORTHEAST LINE TO THE EAST LINE OF THE
f LAND DESCRIBED IN BOOK 13500, PACE 1394 OF SAID OFFICIAL RECORDS;
THENCE ALONG THE BOUNDARY OF SAID LAND THL FOLLOWING COURSES;
SOUTH 30 46' 53" EASY' 5 . 78 FEET TO A POINT ON A NON-TANGENT
1250.'00 FOOT RADIUS CURVE THAT IS CONCAVE SOUTHWESTERLY A RADIAL
TO SA]CD POINT SEARS NORTH 32 ' • 06 ' 11 " EAST; NORTHWESTERLY 5' . 48
FEET ,ALONG SAID CURVE T11ROUGH A CENTRAL ANGLE OF 2' 21 ' 34" ; NORTH
t 60' 15' ,*23" WEST 71 - 94 FEET;, NORTHERLY 45 . 79 FEET ALONG A 27. 00
FOOT RADIUS CURVE , THAT IS CONCAVE EASTERLY THROUGH A CENTRAL ANGLE
! OF •97' 091 34" ;. NORTH 36 * 54 ' 11 " EAST 141 . 52 FEET TO THE
NORTHEAST LINE OF THE LAND ',DESCRI BED AS PARCEL 1 IN BOOK 80200
PADS 73 Ole SAID OFFICIAL RECORDS ; THENCE NORTH 53 ' 05 ' 49 " WEST
17. 00 FEET" ALONG SAIb . NORTHEAST LINE TO SOUTHEAST RIGHT OF WAY
LINE OF HUNTINGTON AVENUE 60. 00 FEET IN WIDTH; THENCE NORTH36'
54 ' 'i 1" EAST 147 . 95 FEET ALONG SAID, RIGHT OF WAY LINE TO AN ' ANGL+E
POINT THEREIN; THENCE NORTH 0" 42 ' 59 " WEST . 21 . 81 FEET ALONG SAID
RIGHT OF WAY TO THE NORTH LINE OF SAID SOUTH HALF; THENCE NORTH
89' 42 ' 58" EAST 1.905, 70 FEET TO THE POINT OF BEGINNING.
j (HARRIS E. COUTCHIE, L . S .
EXPIRATION DATE ; JUNE 30, 1988
c7 �,At�O SG
MA MIS E.
- 141TCNIE '
u fit.
LGy0222 EXHIBIT " B" J�, NO. 311a �q
13 4 . 1201
-_ -� •. --. -` .. <• .�aMt.-_ � - •� Via/. `r+�-./ t�v,' -
Wim
77
_ -- - - may. •
T H E "\VAT E R F
R. C)N Tag
to
COM.MERCIAL MASTER SIZE PLAN
N
s3
n
Pursuant to Downtawti'Spedfic Plan Section 4.11 .02
r. !' s
r •
i
���. •r _ :►� * � i���, Yam•.•' i �� ►- �' � L � '�'t 1
5 r
1
Y
c
.f i �
« r
' P r. • �•
.• � � � � ���� � � � R• � .fir.
IL
33
. .
ir
r1 Y w� • pw
f:.
r
i
+N
Y•� �M
db
14 a R 0 6 2/j�*Cow pw3sf 12
.
.adiao"e Fie M fTwOVIOpM� M. !��opper s: Ogg =
Each l►y d wo:maim be awte idics atd aNtppt7d Tk building O&M, -6, to Ntc stwtitttvaa gtiva- /�illtlaftaf ie tldt ItaaRlti site plan.the�Ij�rial; 1Mo�ati'w iris i�dear/ai ie iriarasiea
acr"CC4= 0MMyeomsiccdwd iaMftkoftheeata 1""afatresirooatao K bxkfins sgtrsr=balsa w"w are OwAtSC4 r.t k sNl d%)PMSPSN.6 .a.i..+bWCiM6 JE@Adwn
lacks baari>Sed sad � a wortaai fcnitrae cf avt3 ( Pw�a,hei�Y,;t�6iargc�i■dfcaae@ C3oa�t 1`filatM.fratd widd�at�aeate+d atsaMolt►at>br� as+r'�rri�s�Oeasriisasaal�rti�ae
bolds alto restxe*aaq lowabCs wad bartgttct apata= 'a!- the igrstralios eatitled ""ilraliat daatAwroppore ai ialmmetheupperl ilonsilde die peejew ri rs plewi in stitsnr■sr�
Prot»wrw new akaboiiebew1ato fat 0841a Cott. lhlti waLaiticd herein, how nadential deaekpnww be dw amb(Rcm- bdmJmUkpMd&Manwid160 OPINUP t
swtuptios aw aim Provide Grc dta id OnUW *M� Addidwselly, the pobCc vA i■[f&A torus /lidk luieped a+aes Owe j
dsetratt�. piara we"in t&c iagck.ac MwU t7aiW M/Ik pd,6g SweW rwAdad dws*Am t
rcuA doppin5 ptua artc iodated above the head]of pabiie aetaw da met exonad as 611MINd e It vac foot
Pacific CUK !lidhltrap 16 pconide uaobanscaod .. 21tallarts+ra7tltaadltiUbKt NgMM[McgsW
Architectural Design: Tt+aittl of Detrekvmnesw vim liorwarria tlrc ata. l�On
All,oriian of the pc*cl sh-1 diary x to tMctktefra- atwaaltaatr[beswideradasitewrerale.Saetie
scars usteitcrl>stal slpk stkt ship :ohf«rntheT'°"'�of dcrclopliteatt will be iaAttcnced by ma- POCK-,
het conStissw bets estimated as follow:_ a00ti0a *e a`
arckacaura) lukkiir:cs of Lhe Downtown Specific on pme JsiCrawOad�x�
Plea. Eaclr phase of the ptoica shall be dcsiV"ao Phase!: ihimt Clow Hied AN vciikWat so;c= will be lakrA kost WINUMC
Ikat ahc buildinp wili havc aech4tctacaL"wiletteR AMCOUC.. the eortttcam strew.Hunduslorr Street
Coaatrrraioa le pfiaaocd t�srtiatatttcti is the ia31 of
hurts iadividyalhr as MIl as ttl the C<Miellt Of!{oral iked Hcai i Roolmrd.-Ma vekka vv sems;wA be
tswaarlbe gtw4Actcd in The sprinlof 1990E Web"
Wcjraicd dcvckgw)cnt. It is itttcnded that sacb m taken kcw lra dec Coed Hgl%"w to avoid stalk
�'lrnnwue to be extended fro Huntaagton Street to
oil buikhng, fol:ow a consiucat pnWam of caiark de. camera edlieof the Phan I site. wq aas ca the hiSIPM wA to provide ttoiuer-
x tale exteriar ftnWus and tl estimicckmcsta%wh as rWUA pedestrian Mu Miort abaj the -PadGe
X tilt rueft. arched windows MaJ batoomic orieaterld nmw 2: Teaak artd M Mttr Cettdee Ptowteaa&-Knear park.
I~ wwarda ills sea so trat each baa�iug is rclated to a+a�t
s-t an:nhaacettMctst of eael►aher.'Iae a areas Mina is i992 Ph>r+e 2 is ptaasled to be eoo-
oa �� zi.rucicJ coomacrily Trish phase].
shall be dcsisncd.I"JwApcd and ttiwsirsctcd with Pedawiaa Ckcaeadow
tie spree dcpcc of cstsikncc awd arshAcccurat l b wX. e.' g now
r) consistcwy. _ _ Cowtpktiort is M2. faltcasion of Walpnt Alen., Mw fxd sbM vem"t Pwwk PCJud1p U"s
and cowwxwr suett to pacific Cons Wshway bemvc.each plww via the'Pacific haftaraW
I linear pant honors f fadific Cxw "M*A" and
��d,•aE•: Pbww L All-SwIle r:2td Bead{Dou6cnr4 and a VA&side.trslk as Walnut
COmOctiots in 1W4. AvMM and Hswainom Shed. Adsfila wally.a.a
A Cabcsive sigesgc ptogfA3n Will be 2c.3p1cd for the pedcsltisa Ovetpasm orr_s PacifficCoasa HcOww
ptt*ct that w"I control all signqc at the site. Thc p%&"5• Rela:!Shoppint plus will be praridt•.d that vrA Weivide a l itoct AMM
upatc wdl be tksigncd to reflcct the intcgraicd C,mp&caia"IM bctwccn the pcojcet ad the bunch. Lastlf. two
nature cl all the phases of Ilie projcet and to blend pedestrian paths dworlti the pr*a w A fiat tie
acuhctitally with the archilecluxe of the proica• Phut f: fury Nk4d fuives:residential de+telop wit to the monk lRssi-
Czmpk6ot Oft dkalid Lktldt Ot b) wiii dk. Wdestrim OLw- -
paatsa ant tadfic CMA Higf twV.See the dkofira-
Wit entitled-Pubitc lsnlxove+w ou .
LIQ+HX:j
in F�
jr
Ir
hp
' w R w � • � r, r
*�i•mvav�rv��nrr..r.�r�.w• cur r�rr.�r� , � O r � � � .
I
�,�;^�'�r��� � � � � � � 'ter � � rr•r �r�
Ab r
•� 0.446
�k ■ '� IT
1
< mow•
1
r 1 �
iMOra a71M11 f vtvu 5.466ma ulerr luny-7M "saw wv"llU`OJ 1.17oI"iy+ """Is 1I4Ow 419+n)fssr
i.
r
. �aalaarc.-�e e�ari*r _ aka "' v
_- 7taeia&&ATM _ W411"ma/+w.[ -umm alwrYw WiN VMWW-Aw Z1Im sm"al/
VA INV" A IfV" iu.itvm
- - 05 monyd -
I;Z . 77 = _
o _
4_.. - •r- - 140�
1
ZT.j
- �.� �� .z•. �+ tom! �w�!. ��. - a��w. --wws�.-� ,�.�r' wy- -- _.mow.,.. •M+�r w.'r-•� - -�w+ _ -