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Annual Review of Waterfront Development Agreement
Council/Agency Meeting Held: f4 Z __ 400.30 Deferred/Continued to: al"Approved ❑ Conditionally Approved ❑ Denied City Clerk's S nature Council Meeting Date: March 17, 1997 Department ID Number: CD 97-16 CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: MICHAEL T. UBERUAGA, City Administra PREPARED BY: MELANIE S. FALLON, Community Development Director . SUBJECT: ANNUAL REVIEW OF THE WATERFRONT DEVELOP NT AGREEMENT (CONTINUED FROM MARCH 3, '1997) Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status, Attachments) Statement f Issue: Transmitted for your consideration is an annual review of the Waterfront Development Agreement. The purpose of this review is to determine whether or not the developer, Robert L. Mayer, has complied with the terms and conditions of the Agreement. It was approved by the City Council in August 1988 and recorded in January 1989. This is the eighth annual review. This item was continued from the March 3, 1997 City Council meeting to allow for review of the relationship between the Waterfront Disposition and Development Agreement and the Waterfront Development Agreement. Staff has concluded that because the developer did not exercise one of the options of the Disposition and Development Agreement that the developer has also forfeited the right to construct certain phases specified in the Development Agreement. Staff recommends the City Council approve this annual review because the developer is in compliance with the terms of the Agreement subject to the facts and circumstances set forth in this Request for Council Action. Eun ingsagurce: Not applicable. Reurnmended Action: hT tiM PLANNING COMMISSION AND STAFF RECOMMENDATION: K'� ro a Motion to: co � 1. 'Approve the Annual Review of the Waterfront Development Agreement and Veeem the developer, Robert L. Mayer, in substantial compliance with the terms and conditions of the Agreement subject to the facts and circumstances set forth in this Request for Council Action. (ATTACHMENT NO. 2)." � - J .. .= r 4EDC CaT:p fed with MEMO 9-OZZ849 When recorded return to and - Recording' Requested By: � • City of Huntington Beach of AAh FCC OFFICIAL, L RECORDS 21300 Main Street ' 'Huntington Beach, CA /Attn: City Cle k 1:00 J AN � 3 1989 Mail. Tax Statements to: PM Robert Mayer Corporation EXEMPT � P. 0. Box 8680 C6 C1.clsuw#.,RECOABER 660 Newport Center Drive,#1050 Newport Beach CA 926584680 Attn: Stephen K. Bone DEVELOPMENT AGREEMENT By and Between i ^� THE:_CITY.:OF_-HUP(TxIQGTON-BEACH_ ..�'.Swr`�r,—i•.• �:-�.^�+�•L)^-1����—��TJ�W'7L�•���'.!�'e+F•.Y��-1'nr�"`.�';tiw`.��F=_' �r�-.� -�..w._- - ....— - .... _ - .ir Lam+--k'� -.- �«�"I�.-{7•� •l':�K�-....'� +• � � � ROBERT L. 2'.AYER, as Trustee of the Robert L. hayer Trust of 1982, dated June 22, 1982 ,, as amended This document is solely for the . official business of the City of Huntington Beach,' as contem— plated ►:ndor Ccvernzmant Codes Sec. 6103 sad should be recorded free of eharge. Gf�-A)kE•.j /t-o • a� i� .. .�. � .rw-J1•^.++�.a.��J—.±-s�L;s�_tiv•4--4rti't__ .. h/...•- '.....� _.- .... •..�.a....JI + �.. •ity,:.i,:�� ��.--.. s+rt::'.r` .;1..� "' -•�. =:t •,.`•...: iY� +''..y - .�+ _ -f..'�S•`.�-^•'- - -- - •-1';. - .tip' -:s ':� - .. i^"vs'�{�.��"�y,-.:.ti,i��-cam ��•- ���•� °� �r - - -�-08��1 S �8 8•: -'FINAIr `• -�`_.'': -�r1J K s.�:�� =,5,�-�;<<..>_.._ �� �,Y- _ r-,� �- .�ti.:�..i...i..:.--.�f'+;..�.1•.'�t�' ..,..',: _ ..f..�:,:�:,aatiiV.iLI.�.,..+ri�.x:.�.:i.'.C:�.:_..� _ ��_ +:.~�:� .-F +f� � - ,�. : .: - , •: . .. ._ : -ATTACI�hENT': • �:=wssvu:�?�."Rr.'._d'.w��':.ir1,�[drL�:��ii•r;c':e�^�4 t�•«�-�_:...��:���-'��--_.—�',r�",i`C^*�?iy7l,1�IC:�•Lz_it�rct$ u •r.� r.• �_ _ �. ��y�w-w` fir._:.' '_�'•.!- -f �/ M �� Y'.r .a,...... �'Y:.ra` '�ii�i.-.r-�.�T=` �..'�.�L�Cb�•'a.,`++....�ya�sc�t;-'!�!?v::r�L.:"ii+gar`�'.�':.'s�:.Y�_.{.s•sc'���...�7. ��7cb.��C"S-c.•=a.'.'.'%.'.,..� �� • • ��t• • +? 1 I I'I�1 JI'I'• �� i t!� 'r' ,,•�ti�f r i t � .�� Ali�.'Al.'' +.•�1!! �. mow.•. t '+''T",, a� ",1,�1�1,�. .• �.1 ,f: ' ;,;{ �: ii •�,'t:�/pert ;, '+ �. 1 � �' �? I'•44�I1` 1� ,I 1 CD of • f }4 i 1 � 1'�• 1 It qp -;i. iyi � . i';1pp��{I�••fi�t t •+; .t i •` :`tor ��Y}i •I per t��� • IlA •'M1.�'�r; � y . r TABLE OF CONTENTS Page Section 1. Development of the Site . . . . . . . . . . . . . . . . 9 A. General: ' Developer's Right to Develop; Gity's Right to Regulate Development 9 B. Permitted Development on and Uses of the Site; Permits and Approvals Required . . . . . . 9 C. City Review of Developer's Plans and - - 'Related Documents D. Scope of Development . . . . . . . . . . . . . . . . . . . . . . . 13 (1) Architectural and Design 13 (2) Developer's Responsibilities . . . . . . . . . . 14 i a. Developer's Improvements 14• s Cormei;cial ,Portion z : sa� �aIPortivn - (3) Parking and Reciprocal Parking Agreements. . . . . . . . . . . . 17 (4) Miscellaneous Site Improvements . . . . . . . . . . . . . . . . . 18 (5) Walnut Avenue Extension and . the "Spur" Street . . . . . . . . . . . . 18 (6) -Miscellaneous Public Improvements . . . . . . . . . . . 20 b. Setbacks 22 C. . Building Construction . . . . . . . . . . . . . 23 d. signs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 e. Screening 23 f. Landscaping . . . . . . . . . . . . . . . . . . . . . . . 24 g. Utilities . . . . . . . . . . . . . . . . . . . . . . . . . 24 h. Vehicular Access . . . . . . . . . . . . . . . . . . 25 E. Permitted Uses 25 (1) General . . . . . . . . . . . . . . . . . . 25 (2) Alcoholic Beverage Sales and Consumption. . . . . . . . . . . : . . . . . . . . . . . . . . . 25 (3) 'Dancing and Live Entertainment 26 F. Phasing of Development 26 G. Utilities . . . . . . . . . . . . . . . . . . . . 29 H. Cost of Development . . . . . . . . . . . . . . . . . . . . . . . . 30 ' --..'�'i� - •' -�.;.a.- Yam.. ..• .• f v :"�_�.:'•�,�_•...;:-•v�.tida;y-r�••f---��•asti-..IG-1+:�- •._r2 ���.fir. . '..S r.. .y... ...y•f.-cf� �• � a.•...-�.•...�.r- -. --4M ' ..= s+r �WC'r•�r .}Y'•i• - J� +�'i%-�- ��.w �+�-+�+.����r w+do.�r�=.w..�e*�r+�•.irv7r�a�+•��. �s_� -ti.1=w•ti�ra�erL+v�-•:+r—�..-�'."r..r�'=:-r=+--:i-i=c�--r'--r--.-?•.^.'�.� _ - ... � - .:��. � �w.�►a�c��:-=-y..a�^--'.l•''=:R�t�"' _�=:�y. l.�'�.;r-'�l"„��1Ci'-...wti: .�ti�:� =T'�...!'_��.'Y:�1-..�: '�+- "^Y+� ��f`-W- 1 _ .„C-�_�� .�ti�fi����I.'�"•_�`.it-�'_ �.•Ly_.�i�r►_�4 t_�x•,f.i.�•-�.-e .'• .. ':Tta��_�'^.��.,��Yr •.+s�.�=in�rfLy'!!:T-ate'• �•-i,_�..�L�. JC�+y�'r-''s-N•"S�l -i-s i_a+...tea_w`.i /�Ya-.L y..C��.l�Fi'}eL�l.J yR�;.li �• �`�.A. :.S�:Y�r....�'r..•max..+ram-,.=�.i:+i..a a.+. rr+].. •+.:� ..._�flo7157ES _-FIN �rAL"_ .-. . . _.. ..._.... .._ •t•.ie�±e.�SC'=,r.'�'`= �3^���c"�5�a�'.i+31�+_T!'�t~r��z*�;�t:�••=.��=•�~",Y�:.�='�.�- s k�9ytS_.YiJ1=�ee!•�:.+_+.'s:.`a c� 'f`7:'+�•.���'�.*ra 1. Applicable Ordinances, Regulations, Rules, and Official Policies . . . . . . . . . . . . . . . . . . . . . . 30 J. Other Governmental Agency Permits . . . . . . . . . . 32 K. Transient occupancy Tax Ordinances 33 Section 2 . Annual Review of Developer's Compliance W th A reement; Default; Remedies; Termination 34 ......... _."..A. Annual. Review . . . . . . . . . . . . . . . . . . . . . . . . . . ... .. ._. . _ .34 .. B. Defaults--General 35 C. Enforced Delay; Extension of Times of Performance . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . 37 S D_.�.ega.3.,,,A.Gtiori �,�. :__._...: :.__ _ _. __.. .. .,. ._... . � •,� __ ._.' - _ -_ _- - -M r::.3���-_ ��._ _'. ..:. •' Kw.►�....7_,r�w�+rwetwL,v l.r+_.'t•C.:a�U'.�'..^=. ( s.�L- •`t:r-y��f-+�_-.� �•«S��T_T-iG�Z'+ •-....+--r... .. ... .�.�.._-. .`�i--i:='�':g=ra��rr:r:^a•�z-_ .� ___ . �r__r�� _- .:-, _ .-.__..-_r•�:.�.i - E. Applicable Law and Attorney's Fees . . . . . . . . . 38 F. Inaction Not a Waiver of Default . . . . . . . . . . . 39 'G. No Cross-Defaults 39 Section 3 . General Provisions 40 A. Assignment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 B. No Joint venture or Partnership . . . . . . . . . . . . 40 C. Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 D. Amendment of Agreement 41 E. Term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 F. • Cooperation 'in the Event ,of Legal Challenge . . . . .. . . . . . . . . . . . . . . . . . . . . . . 43 G. Enforceability of Agreement . . . . . . . . . . . . . . . . 45 - H. Findings: . . . . . . . . . . . . . . . . . . : .'. . . . . . . . . 46 I. severability . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . 46 s, _-L-.. -..�4 '_y- T �:.i: yF. ..+ �-.�'.�._••�-.a s.---r-�•�r.y..:_.%.�-.•V:d-ti�dV:.r�t'%r.3`r'�r�- r'•. +;� .._.- _. .a..- �. _TL.� r '•L.... +ram•.. _=w"i ...,- - �;•,r."r•ire..��rir• :=u.-a:r ..:t:.�{%L+S.:..r.:sr�_eP� ttik +►..}y .�:. 0 :Lii+.-..,y-}i.+...�.:::r. r..�_17....�- -+t• _ -at -i-•t- _ -/: ``"• Tom' ••s .��3��+t'e-.f�•�•r�.:}•_ '.:•'. '�;'�- •:ice +=•'-a-�-►l,r; �•�.i�.• o: :.ice�.: '".� •i-i'.� L+;:F �`-_�.-.._�9 — r .y�►.yT w'#t-l:.�ri-.r�tit..f.h.+�c...�_��r.-'=:•� _�T�s_�,^�...:+.;..-...>..::: _..-,.....fit :a+�'.." . .-.Ls-: �• l-S�i a.�,..�•�.-:.`.::.•r2• 7- 'is��.- �,w-.:y.-•.. ..-..+•cam-':� ..^ �� �.e.-.+.rr.�:.;. �...._.•.._.�=a+•.e=:.ayiy.�.,.�-.-�W+y �.'-rC""t- - ties.+��,Rr'= +M�.� y�_•iA'�i••iJ�.A►ri#ti:L(•'�1�:' •dl'4:t... ��Cf:` a.�.:4F.iT.b.'_"t i+..nw*Lit-��9t; .` - iaawii. ter".-."_�== s"'�..-. .r - .. - _ _ .. _ ,�•L -. - --08/15/88=:.:FINAL -:a rt "r���?�` -rr�++s +.;rL�SP`.i"s" ??-:' . ��r, -SL•!^"�-- . >- TX='.'' �'`` - y J. cooperation; Execution of Documents . . . . . . . . 47 K. Justifiable Reliance . . . . . . . . . . . . . . . . . . . . . . . 47 L. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47- M. Entire Agreement; Waivers 49 N. Effective Date s0 _ EXHIBITS'' A Site Map B Legal Description i _ K - c echnicalSite3atTlPr-0Sect��escrpti�nTaa= sit e�� -�-,�=SStati.stics-z' Approve'd `Master=P - .. 3: ii-for=-cominercia Portion of Site and Conceptual Site Plan for Residential. Portion of Site) - D Conceptual Residential Phasing Exhibit E Approved Title Exceptions �.. •y !"„e.: '.n: ._rti •.w- -:..�5 t...r.:•i-�a� '�:+. .__ ;..`�'�f-�.T^..�j^i` •O>>'%::.�'{a'� �-:.4 a-'��.�=s�1 f���{�'vr.%., _ •�:..f..t±-ti>�^i".�..:5 +t.+ia t- c.- -I_' ..a_;i.A• e.;+�a'.r+".we.'.l lcr r�..r}r:',`s' +' i.2'-:TY='=�f�' ��.!! •,. Ft s 6,:_:..1L�.}..:.._-...r..=,:•:_ ---..:�.. a_ _ - ..�.,,.- :1.•-'�a^ �••-i�• w'•a � l+!^-r�t�� �•'r_:ss..i.7�f�1+`h'.'.C' �y.'='�jv"Wiw,'�:� a;rfi.','frEF !rWfys'sties_ t•r r.rx� �•-n3t7.w:.,•'Y.i�-i�. :J.�:-l+ �:'-�.-r:•� S. __ - _ - - - C s,,. _-" +_ .a..;r++ ,y�a•' 7.� �^.•!:—�•__ - �•��:�G r :i�: •:1�i'w. t...- '._._ a i r�l�i.F� y„�_•':'•`i' '.1_ _� —.. ��'� .-. �. . •: ='-..� � �!►.f•z..". s' . icy---t�-L:_wrri'•+•::f. .:..-....+ -� t.-c �► ,✓�•' �_.�Fir.• ti 1+._ ._;:.saiw. '�+c�,r±t-xr�-�..�c,•L+ia,cbr:sJ'!d�s�.x�vr:•., -•i:,it'�~ � �1..�11 .;if.�.vc�;.F,..o.•s►:a,�x-..•i��1.� a;r��•"•.. ..Yscr.x _-08/15/88 ls�`.X7r >T '1!- ' ".', '3t" 1. ..�f-`w3�'}.'.�-fEi�-+�r�'^� !�"�•hw.Ar f-U!Ci.�::_r's+ 9-�ti±:.a�x.."". :.::fs'!�n_r_ 4`A�`.�'_rTf- 'r--'-�i (',`��L'r+e�.{Z'!.�'a_ '+�r..sx.`!+ r'`�`,:c�-�c-L��?��e�3G�:"r:�-`�T.:'�f"S^' �.'�.e-^w--"'y'' .+=E�r��. - .•r-....r.+ - y t- i DEVELOPMENT AGREEMENT BY AND BETWEEN 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 THIS DEVELOPMENT AGREEMENT ("Agreement") is entered into by and between 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 corporation (hereinafter "City") , pursuant to the authority of Sections 65864 through 65869 . 5 of the Government s -fjoriiia ' the?--.e oSz;iei�t=Ag_ee -.-. -� _._ - Statute") . . R 'E C I T A L -S: A. To strengthen the public planning process, ' encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted the Development -. Agreement Statute, which statute authorizes the -City to enter into a development -agreement with any . person having a. legal or equitable - interest in real property for- the, purpose of establishing certain development rights 'in the property which is - - the subject • -of. a development project -- applicat•ion. Pursuant to the authorization set forth in .California Govern- rsvi - :.:i�iaw�.�y�F r.. i . a :, . . .ti;�:�.�►:��• ;*- _{,.yam,-..:wy�' �:'•y r..=4_?r-_i�:+.:c•�-•"�;`�.'�:�.:�-L..: - ti.r .:.. �=. .. :it3.iY'aj .:ti::T,• -- •`+: - -�:r T_ h'.a.i�-ri-�•• r'. •}� --�•' -'4�tii.y:_.•'- `..!%a.��...•,_Sim:G�..:�-4'r:'�t�:�.+.��r rk�:l��t?rY�..ati.i.1-rFal1'.�+.�J7e}:1�' 7^:�:'_�1-"�-.a r�.�:s�:rF-r��•?Y �-4•st1: •b - -� .-• .rfr •��s.c. -- _ L:� .T---- yam.._ `J 1.�_��'r:'!t :1-�- � •1- '�- -� .t: .:.. �- � • _ r•. ilk Q f'' -• --r ���:. �_t:�i�.-::*�.:���s'•".-�i--.w.r.- ..:�e-.'-! '- a r-►r rf.,�.'-:..wt -1-►=-''rv��=-..^t��._.:.i..... ;rj.-.'y::+r.r+�+.- i'.'_-s--. sr'- ;=--=::-t ...•t-'sra`{)g'.}tj�88"`'~'FINALJ` '; .raw...o.:+tti...s..a�f-- �.s +. :. ,f'.�-ryy� - 7-••,: Y-�w-.stirs- .�:i.�' Y:,a..,... ,.� _ :c r�s'�•e+ �~• 'x:�F�a�'fit71:�3�:".,..ti�}:.7.`,'�:�?c�,X'w+;/::�•t���:�t �t�n��„��,.-r7:E.�T1��s�:.`f.::.ti..7.«`` ����{_+A�'�L' �`ti�=�r.,'Yrt����•: -••.•+.., - - .� _�ac�+ss--r�../"rrr.'�"��:ire•_.Y��.r��P:'�"•:�':Ti' r�..���`�'"(I`r�C..-�:ZX.�:7-dLa-�. X. The developer must begin construction of all six phases commercial development by December 3l,2004. If this deadline is not met,the lease term of the developer parcel that has not been conveyed will expire on December 31, 2010. J=ea.se Summary bird Amended&Restated Lease) 1. Lease Term The lease begins on April 28, 1989. The lease end on January 31,2013. 2. Early Termination As for any portions of the subject property that have not been conveyed to the lessee on or before December 31,2004;the lease will expire on j December 31,2010. In no event does this lease go on beyond January 1,2013. Disposition Transfer lease Revisions Upon the disposition transfer of a parcel, the lease terms Will be altered. The new lease will begin on the date of transfer and will terminate on December 31, 2086. City of Huntington Beach 20DO MAIN STREET CALIFORNIA92648 DEPARTMENT OF ECONOMIC DEVELOPMENT February 7, 1997 Director •7141536-5582 Redevelopment 714/536-5582 FAX 714/375-5487 Housing 7141536-5542 Bob Biddle,President HB Tomorrow,Inc. PO Box 865 Huntington Beach, California 92648 Dear Bob: Thank you for your letter of February 5, 1997,to the Mayor and City Council regarding the i Disposition and Development Agreement(DDA)for the Waterfront project. . T You are correct in identifying that a deadline of December 31, 1996 for certain actions passed and that these actions did not occur. I have attached a memorandum which summarizes this and other future deadlines set forth in the DDA for your information. First,please rest assured that the staff actively monitors the deadlines in the DDA for compliance. It should be noted that the developer had a series of i n with associated payments,which would have extended this first deadline. The developer chose not to exercise this option. This does not, however, mean that the developer is in default. There are repercussions for the developer in having elected to not exercise this option. The developer has now lost the right to develop the sixth phase commercial component and the third phase residential component of the currently entitled project. In addition, the termination date for the existing ground lease underlying these components is shortened to 20I0 from 2013. There are similar future deadlines and defined repercussions in the DDA should the developer not perform . - in the future. As you are undoubtedly aware,the developer is finalizing a proposed new scope of development - for the site. The scope of development set forth in the DDA has proven to be.economically infeasible given changes in the economy. This new scope of development is expected to be a project which can be financed and built in the current market place. The City and developer will be commencing intensive negotiations this spring on a new DDA to ---.-- replace the existing DDA Ultimately,this new DDA will be the subject of a public hearing prior . to approval, as will the land use entitlements for the revised scope of development. This proposed revised scope of development,while not yet finalized, has been the subject of public sessions of the City Council, and has involved at least one joint study session of the City Council and Planning Commission. Bob Biddle February 7, 1997 Page Two I fully expect that we va be able to negotiate a new DDA which results in a project with positive benefits to the community. However, should we be unable to reach agreement on a new DDA with the developer, it is important to note that the developer still maintains control of the site until at least 2010 under tho existing groundleast. This letter attempts to respond to the questions and points raised in your letter,which addresses a relatively complex topic. As such,please feel free to call me if you would like clarification or further details. Sincerely, • i; pDaPdC.Biggs Y Economic Development Director .DCB:ls Attachment xc: .Mayor and City Council Members Chairman and Planning Commissioners Michael T.Uberuaga, City Administrator Ray Silver,Assistant City Administrator Melanie Fallon Community Development Director f •�~ter' V � J . Huntington Beach Tomorrow,Inc. Rft:ftvl:0 t,, CtrYCL11�i Box 365 • t Runfin "MIM.CA92648 Phone 714-536-4181 �.. _ Fax71496&1642 �7`�� 5 p 2 11)! tJp7 EmAtMots� mwtAOL ` February 05, 1997 Mayor and City Council City of Huntington Beach 2000 Main Street. Huntington Beach,CA 92648 Dear Ma3w Bauer and Counalmembers, At the January 25th Planning Commission meeting,during the public hearing for the annual review of the Waterfront Development Agreement,I brought up the issue of the DDA deadline. The DDA states that the developer,by December 31, 1996 shall have the old H.B.Inn demolished and that phase 3 of the7commercial development be under construction. The DDA further states that if this does not take place the developer can apply for an extension at the cost of$500,000 this year(with annual payments for more wensions being required). To date,none of this has been accomplished,and without public review we are left to wonder what is going on. We are satisfied with the staffs analysis that the Development Agreement and the Disposition and Development Agreement art M-o separate documents tin fact,research sbow•s that the Development Agreement is a part of the DDA). However,we are not satisfied with the Mayer Corporation's position on this issue and that is the subject of this letter. Clearly the DDA,which was agreed to by the Mayer Corporation and the City,is now in default since original timetables have not been adhered to and left to expire by the developer. Before the Planning Commission,the Mayer representatbm publicly stated that they have no intention of completing the required phases of the development and they will not pay for any extension of time. I would suggest that you view the tape of the meeting for verification. The Mayer Corporation is on record as declaring that they will not abide by the agreement for which they lobbied y and signed -- Our organization believes that these events open up the entire agreement for review and netiv negotiations and wt are requesting that the Council/Agency take a hard look at the existing DDA and the newly proposed timeshare projed• As this is a ter}•complex issue,we further believe that it deserves a public hearing and an im'estigation. I Iook fornard to your careful consideration of this situation. Sincerely, Bob Biddle President,HBT �i a l -- Council/Agency Meeting Held: 313 f 97 _ Deferred/Continuedto: 3Jj?)Z2 Q,� ❑Approved ❑Conditionally Approved ❑ Denied City Clerk's SF6nature Council Meeting Date: March 3, 1997 Department ID Number: CD 97-1 D CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: MICHAEL T. UBERUAGA, City Admi or [ PREPARED BY: MELANIE S. FALLON, Community Development Director A • SUBJECT: ANNUAL REVIEW OF THE WATERFRONT DEVELOPMENT AGREEMENT Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status, Attachmengs) %atement of Issue: Transmitted for your consideration is an annual review of the Waterfront Development Agreement. The purpose of this review is to determine whether or not the developer, Robert L. Mayer, has complied with the terms and conditions of the Agreement. It was approved by the City Council in August 1988 and recorded in January 1989. This is the eighth annual review, and there have been no changes since last year's review. Staff recommends the City Council approve this annual review because the developer is in compliance with the t.arms of the Agreement. runding Source: Not applicable. jfecommended Action: PLANNING COMMISSION_AND STAFF RECOMMENDATION- Motion to: 1. "Approve the Annual Review of the Waterfront Development Agreement and deem the ceveloper, Robert L. Mayer, in substantial compliance with the terms and conditions of the /+greement. (ATTACHMENT NO. 2 )." �� . 4 -� Rl'--QUEST FOR COUNCIL ACTIN MEETING DATE: March 3, 1997 DEPARTMENT ID NUMBER: CD 97-10 P_lannina Commission Action onJanuary2a 97- THE MOTION MADE BY BIDDLE, SECONDED BY INGLEE, TO DETERMINE THAT THE ROBERT MAYER CORPORATION IS IN COMPLIANCE WITH THE WATERFRONT DEVELOPMENT AGREEMENT AND FORWARD TO CITY COUNCIL FOR REVIEW AND ACCEPTANCE CARRIED BY THE FOLLOWING VOTE: AYES: LIVENGOOD, BIDDLE, HOLDEN, KERINS, TILLOTSON, INGLEE NOES: NONE ABSENT: SPEAKER ABSTAIN: NONE M4T101V Em= lternatim"ction(s): The City Council may make the following alternative motion: "Continue action on the Annual Review for more information! Analysis: Applicant: Robert Mayer Corporation, 660 Newport Center Drive, Suite 1050, Newport Beach, CA 92658 Location: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard A. SIAEF ANAM9, IS D RECOMMENDATION: The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L. Mayer Corporation for the development of the Waterfront Mixed Use Project. The project will be built in several phases and includes visitor serving commercial components, including the Waterfront Hilton Beach Resort built in July 1990, and a residential component not yet constructed. The Development Agreement was approved by the City Council in August 1988 and recorded in January 1989. It provides assurance to the applicant that the project may proceed with a development in accordance with the City's existing rules, regulations and official policies in effect at the effective date of the Agreement. The purpose of the annual review is to monitor the Agreement and evaluate the performance of the development. Attachment No. 1 lists the sections of the Agreement which are the responsibility of the developer and whether or not they have complied with the terms of the Agreement. CD9740.DOC -2- 021181971:59 PM R QUEST FOR COUNCIL ACTION MEETING DATE: March 3, 1997 DEPARTMENT ID NUMBER: CD 97-10 There have been no changes since last year's annual review. All the requirements of the Agreement, as well as applicable mitigation measures of the supplemental EIR No. 82-2, have been complied with_ All but one of the entitlement conditions have been satisfactorily met. Condition No. 10 of Conditional Use Permit No. 87-19 requires that an affordable housing plan be submitted and approved. It will be completed before the second phase of the Waterfront project is processed. B. PLANNING COMMISSION MEETING SUMMARY: At the .January 28, 1997 Planning Commission meeting to consider the Annual Review, Commissioner Biddle inquired about certain options that are specified in the Waterfront Disposition and Development Agreement (DDA). These options are available to the Robert Mayer Corporation but have expiration dates. The specific option referenced by Commissioner Biddle pertained to the Driftwood site; this option expired in late 1996. Staff explained that the DDA was a separate document from the Development Agreement and did not have bearing on the annual review. Shawn Millbern, representative for the applicant, responded that they chose not to exercise that particular option because it was not economically viable. No other persons spoke on this project. Subsequently, Huntington Beach Tomorrow submitted a letter of inquiry regarding the DDA, and a response was prepared by the Economic Development Department. These letters are provided in Attachment No. 5. C. SUMMARY The first phase of the Waterfront Project has been completed and the developer has met the required milestones set forth in the Agreement. Subsequent phases will trigger other requirements for the developer, including the outstanding issue of the affordable housing agreement. Staff recommends that the City Council approve this annual review for the Waterfront Development Agreement finding that the developer is in compliance with the terms of the Agreement. Environmental Status: The original approval of the Waterfront Development Agreement was covered by Environmental Impact Report No. 82-2. This annual review is exempt from the California Environmental Quality Act. CD97-1 D.DOC -3- 021181971:59 PM REQUEST FOR COUNCIL ACTION MEETING DATE: March 3, 1997 DEPARTMENT ID NUMBER: CD 97-10 Atta;hmentf'sl: . • 1. Waterfront Development Agreement Compliance Matrix dated January 28, 1997 2. Development Agreement by and between the City of Huntington Beach and Robert L. Mayer recorded January 13, 1989 3. Conditional Use Permit No. 87-191Tentative Tract No. 130451Coastal Development Permit No. 87-17 Conditions of Approval 4. Planning Commission Staff Report dated January 28, 1997 5. Correspondence regarding Disposition and Development Agreement CD97.10.DOC -4- 0211819T 1:59 PM Annual Review of Waterfront ANNUAL REVIEW OF THE WATERFRONT DEVELOPMENT AGREEMENT -r PURPOSE *Determine whether or not the developer, Robert L. Mayer, complied with Agreement. #City Council approved August 1988. #This is the eighth annual review. 3/3119 "D .1 7 .1 moo. 7 Annual Review of Waterfront ANALYSIS ♦No changes since last year's annual review. *All requirements of Agreement have been complied with. ♦AII requirements of EIR No. 82-2 have been complied with. *Affordable Housing condition of CUP 87-19 must be submitted prior to 2nd P of Waterfront. j SUMMARY *First phase of the Waterfront Project has been completed and developer has met the required milestones set forth in the Agreement. OSubsequent phases will trigger other requirements for the 'r developer. 313197 Annual Review of Waterfront RECOMMENDATION +Staff recommends that the City Council approve this annual review for the Waterfront Development Agreement finding that the developer is in compliance with the terms of the Agreement. 313197 ac a/i f/Q 7 7 dazE, W-4/9 7 NOTICE UE-11111LIC 11EARING OF 7 :,FORE TILE CITY CQUNCIL OF THE CITY_OF 10TINGTQN-BEACH NOTICE IS HEREBY GIVEN that on March 3, 1997,at 7:00 PM in the City Council Chambers, 2000 Main Street, Huntington Beach,the City Council will hold a public hearing on the following planning and zoning item: 1. AnUALREYIEWN_T IF.WATERFRONT DEVELOPMENT AGREF.i1IEN1: Applicaul► Robert Mayer Corporation/City of Huntington Beach Request: Annual review of developer's compliance with the Waterfront Development Agreement. Location Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard Per ject r1gnnCrm Mary Beth Broeren NOTICE IS HEREBY GIVEN that ltem(s)#1 is categorically exempt from the provisions of the California Environmental Quality Act. ON ETLE: A copy of the proposed request is on file in the City Clerk's Office,2000 Main Street, Huntington Beach, California 92648, for inspection by the public. A copy of the staff report will be available to interested parties at the City Clerk's Office afler February 27, 1996. ALL INTERESTED PERSONS are invited to attend said hearing and express opinions or submit evidence for or against the application as outlined.above. If you challenge the City Council's action in court,you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice,or in written correspondence delivered to the City at,or prior to, the public hearing. If there are any further questions please call the Planning Division at 536-5271 and refer to the above item. Direct your written communications to the City Clerk. Connie Brockway, City Clerk City of Huntington Beach 2000 Main Street,2nd Floor Huntington Beach, California 92648 (714)536-5227 (97cc0303) l i Stephen K.Bone Waterfront Development Agreement Robert L.Mayer The Waterfront,Inc. Mailing List Robert Mayer Corp. r 660 Ne wport Center Drive,Ste.1050 g:Iabels:wtrfrt PO Box 8680 Newport Beach,CA 92658-8680 660 Newport Center Drive, Ste. 105 Newport Beach,CA 8680 _ Connic Brockway David Biggs Steve Kohler City Clerk Economic Development Economic Development Dept. City of Huntington Beach City of Huntington Beach City of Huntington Beach ",",. i a 1� LaC Council/Agency Meeting Held: Deferred/Continued to: >d1 pproved ❑Conditionally Approved ❑ Denied City Clerk's Sign ure Council Meeting Date: March 18, 1996 Department ID Number: CD 96-11 CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: MICHAEL T. UBERUAGA, City Administratorzf',�9 L PREPARED BY: MELANIE S. FALLON, Community Development Directo SUBJECT: ANNUAL REVIEW OF THE WATERFRONT DEVELOPMENT AGREEMENT Statement of Issue,Funding Source,Recommended Action,Alternative Action(%),Analysis,Environmental Status,Attachments) Statement of Issue: Transmitted for your consideration is an annual review of the Waterfront Development Agreement. The purpose of this review is to determine whether or not the developer, Robert L. Mayer, has complied with the terms and conditions of the Agreement. It was approved by the City Council in August 1988 and recorded in January 1989. This is the fourth annual review, and there have been no changes since last year's review. Staff recommends the City Council approve this annual review because the developer is in compliance with the terms of the Agreement Funding Source: Not applicable. Recommended Action: PLANNING COMMISSION AND STAFF RECOMMENDATION: Motion to: 1. "Approve the Annual Review of the Waterfront Development Agreement and deem the developer, Robert L. Mayer, in substantial compliance with the terms and conditions of the Agreement. (ATTACHMENT NO. 2 ).' 5 Planninc_Commission Action on January 23, 1996: THE MOTION MADE BY KERINS, SECONDED BY SPEAKER, TO DETERMINE THAT THE ROBERT MAYOR CORPORATION IS IN COMPLIANCE WITH THE WATERFRONT DEVELOPMENT AGREEMENT AND FORWARD TO CITY COUNCIL FOR REVIEW AND ACCEPTANCE CARRIED BY THE FOLLOWING VOTE: AYES: LIVENGOOD, BIDDLE, HOLDEN, KERINS, SPEAKER, GORMAN NOES: NONE ABSENT: TILLOTSON ABSTAIN: NONE MOTION PASSED Altemative Action(s): The City Council may make the following alternative motion: 2. "Continue action on the Annual Review for more information! REQUEST FOR COUNCIL ACTI641 MEETING DATE: March 18, 1996 DEPARTMENT ID NUMBER: CD 96-11 Analysis: Applicant_ Robert Mayer Corporation, 660 Newport Center Drive, Suite 1050, Newport Beach, CA 92658 Location: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard A_ STAFF ANALYSIS AND RECOMMENDATION: The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L. Mayer Corporation for the development of the Waterfront Mixed Use Project. The project will be built in several phases and includes visitor serving commercial components, including the Waterfront Hilton Beach Resort built in July 1990, and a residential component not yet constructed. The Development Agreement was approved by the City Council in August 19BB and recorded in January 1969. It provides assurance to the applicant that the project may proceed with a development in accordance with the City's existing rules, regulations and official policies in effect a,"the effective date of the Agreement. The purpose of the annual review is to monitor the Agreement and evaluate the performance of the development. Attachment No. 1 lists the sections of the Agreement which are the responsibility of the developer and whether or r,ot they have complied with the terms of the Agreement. There have been no changes since last year's annual review. All the requirements of the Agreement, as well as applicable mitigation measures of the supplemental EIR No. 82-2, have been complied with. All but one of the entitlement conditions have been satisfactorily met. Condition No. 10 of Conditional Use Permit No. 87-19 requires that an affordable housing plan be submitted and approved. It will be completed before the second phase of the Waterfront project is processed. B. PLANNING COMMISSION MEETING SUMMARY: At the January 23, 1995 Planning Commission meeting to consider the Annual Review, Shawn Millbern, representative for Robert Mayer Corporation, reported that the affordable housing plan had been submitted and was not an outstanding issue. Approximately two years ago, the developer did submit an affordable housing document to the Economic Development Department. The document was deemed insufficient, however, and was returned to the developer for modification. No other affordable housing agreements have been submitted since then for the Waterfront project. No other persons spoke on this project. CD96-11.DOC -2- 02/21/96 8:51 AM RIE-61JEST FOR COUNCIL ACTIW MEETING DATE: March 18, 1996 DEPARTMENT ID NUMBER: CD 96-11 C. SUMMARY The first phase of the Waterfront Project has been completed and the developer has met the required milestones set forth in the Agreement. Subsequent phases will trigger other requirements for the developer, including the outstanding issue of the affordable housing agreement. Staff recommends that the City Council approve this annual review for the Waterfront Development Agreement finding that the developer is in compliance with the terms of the Agreement. Environmental Status: The original approval of the Waterfront Development Agreement was covered by Environmental Impact Report No. 82-2. This annual review is exempt from the California Environmental Quality Act. Attachmentlsl: Page 1. Waterfront Development Agreement Compliance Matrix dated January 23, 1995 2. Development Agreemert by and between the City of Huntington Beach and Robert L. Mayer recorded January 13, 1989 3. Conditional Use Permit O. 87-19/Tentative Tract No. 13045/Coastal Development Permit NO. 87-17 Conditions of Approval 4. Planning Commission staff report dated January 23, 1995 CD96-11.DOC -3- 02/21/96 8:51 AM M lots M Wal:vAshisul swa A To Tow"n-pj�y"I jyj q;;y!Q q ji.adma�00h w . .............. EN::. HM i� ZT T,: :Ar'", i�Ac 1 ATTACHXZNj WATERFRONT DEVELOPMENT AGREEI'-_ T DEVELOPER COMPLIANCE MATRIX January 23, 1996 s- ion pane Item Status 15 Phase 1: fi st class hotel C (b) 15 Phase 2: recreation facility (c) 15 Phase 3 : first class hotel _ (d) 16 Phase 4 : all-suite hotel ? (e) 16 Phase 5 : specialty retail _ Phase 6 : luxury hotel (2) {a) 16 Phase 1: 4_=6 residential units 2 r (b) 17 Phase 2 : 19 residential units _ (c) 17 Phase 3 : 218 residential units (3) 17 Parking & Reciprocal Parking Agreement CY (4 ) 19 Miscellanecus Site improvements C1 (5) 1€ Walnut Ave. Extension and the "s;ur' street C1 20 walnut Ave. Extension (Phase 1) Cl (6) (a) 20 Miscellaneous Public Impro•:ements-overcrossing (b) 21 Hiscellanecus Public Improtiements-o:%ercrossing _ (c) (i) 21 Street Widening C1 (ii) 21 Street Improvements Cl (iii) 21 Signalkation C1 (iv) 21 Waterline extension, Cl (v) 21 Utility Extension • C1 (d) 22 Reabandon oil ::ells Cl (e) 22 _ Improvements accepted by City C1 l.D(20. 22 Setbacks C1 C. 23 Bulding Construction Cl d. 23 Signs (PSr) C1 e. 23 Screening Cl f. 24 Landscaping Cl 9 • 24 _ Utilities C1 h. 25, vehicular Access Cl C = Complied C1. = Complied with as part of Phase 1; other requirements necessary with future phases N r Non-compliance F = Future Development �(9946d) AT1'AUHmciv 1 60- �-. 25 Permitted Uses C1 (2) 25 Alcoholic Beverage Sales and Consumption C1 (3) 26 Dancing & Live Entertainment C1 W 26 Phasing of Development Cl. 1.G 29 Utilities C1 1.H 30 Cost of Development C1 In 30 Applicable Ordinances, Regulations,. Rules, ands- .,__� Official Policies 1 x — W 32 Other Gcvernmental Agency Permits C1 1 .K 33 Transient Occupancy Tax Ordinance C1 C. - Complied C1 - Complied with as part of Phase 1; other requirements necessary With future phases N _ Non-compliance F Future Development * See SEIR No. 62-2 Mitigation Measures and CUP No. 87-19 Conditions of Approval ATTACHWEN ! I"40. 1. 7 (9946d) ....................... ...... ...... ............ ....... ...... ... ... ATTACHMENT....... . .......... .. .............. Q Cor.PrredI►pith Or,y,na f 3 �69-22849 When recorded return to and Recording Requested By: RECORDED_ N OFFICIAL RECORDS City of Huntington Beach of OR h0E�COUNTY,CAIJFDPN!!A r 2C00 Hain Street Huntington Beach, CA /Attn: City C1elk 1:00 JAN 13 1989 :ail Tax State-bents to: PM Robert Mayer Corporation EXEMPT P. 0. Box 8680 C6 Q, ZREOORDER 660 Newport Center Drive,fV1050 Newport Beach CA 92658-8680 Attn: Stephen K. Bone DEVELOPMENT AGREEMENT By and Between - THE CITY OF HUNTINGTOI;.-BE^+CL -_..._- .. . and ROBERT L. KAYER, as Trustee of the Robert L. Mayer Trust of 1952, dated 3une 22, 1982 , as annended Tais docent is solely for the official baslness of the City or R Lntinston %emb, as contem— plated candor Cever..—mant Code 93c. 6103 end should be recorded free of charge. .O8/15/fib FINAL �... .. . ._ . . . -- A"E"TACHMENT NO 'L - - - � 1_.+,..:r.^'r..��.r.`.-.:,..+.._r..: -�-����: .�sr+_�.=�r=��.r,�l..s:; .::��zs�r.-:•+s��:tit:.:..c.u��_�...r.���r� =w.c::r..:.:.,,,,; m:!P:.*:' - '-rt.sc�+✓y+�rC�!{`iw'vi�4.'�;ti�wAw:r.+'+riG�7C`T- � 4 l 0 R 1 GI NA' 'L THE WATERFRONT -.� -=--:r-DEV-ELOPME�TtAGREE-MENT=-_ . .. i- F�'Ht:4�"_rf:*1s+.+t'af:.�r+�`+""�i'X-.,�.i:�'�_.ti- '�Y -k.=, -.rr �c-.:..�r- _.__._ -r:r:•.a-'- •^..::--�.--.ay^-- Ol .i:_..�.��. +`�a^X-r�[L'#7a'f u!'. +. -aC - �,. 2��'O4r.'-.=w•-s+aiw-�. "'-_'-....�,f. • Ij TABLE OF CONTENTS section 1. Development of the Site . . . . . . . . . . . . . . . . 9 A. General : Developer's Right to Develop; City's Right to Regulate Development . . . . . . 9 B. Permitted Development On and Uses of the Site; Permits and Approvals Required . . . . . . 9 C. City Review of Developer's Plans and Related Documents 11 D. Scope of Development 0(1) Architectural and D W igW . . . . . . . . . . . 13 (2 ) Developer's Tesrcns_bi _ ties . . . . . . . . . . 14 a. Developer's improvements . . . . . . . . . . __ �1.) CCL".:".erC_2.: ?O�tIO'_'1 . .--- -- . .-• - - • - . - 13== -- .. _- ` Portion . .. . . . . . . . . 16• - (3) Parking and Reciprocal Parking Agreerents. . . . . . . . . . . . li (4 ) Miscellaneous Site I::p=cverents S (5) walnut Avenue Extension hd the "Spur" Street . . . . . . . . . . . ?O (6) Miscellaneous Public improvements 20 b. Setbacks 22 C. Building Construction . . . . • . . . . . . . . 23 d. Signs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 e. Screening . . . . . . . . . . . . . . . . . . . . . . . . . 23 f. Landscaping . . . . . . . . . . . . . . . . . . . . . . . 2.4 g. utilities 24 h. vehihular Access . . . . . . . . . . . . . . . . . . 25 E. Permitted Uses 25 (1) General Bever Sal 25 (2) Alcoholic ace es and Consumption. . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 (3) Dancing and Live Entertainnent . . . . . . . . 25 F. Phasing of Development . . . . . . . . . . . . . . . . . . . . . 26 G. Utilities . . . . . . . . . . . . . . . . . . . . . . . . 6 . . . . . . . . . 29 H. Cost of Development 30 - Oo115%�3`. - `FINAL - ��� - - •- �4-�...;�..y"+tr__or�lr�;ti:�=_.�•.x;���C';n?i..:...j:,i-.;s., � _ .. _-. ._ :.-.�.;ti-r-+ - =,-•'K-Rev'.:�"�'_�."�'i`..�.�r.fS`-=:..mot" I. Applicable Ordinances, Regulations, Rules, and Official Policies . . . . . . . . . . . . . . . . . . . . . . 30 J. Other Governmental Agency Permits . . . . . . . . . . 32 K. Transient Occupancy Tax Ordinances . . . . . . . . . 33 Section 2 . Annual Review of Developer's compliance t,Tith Agreement; Default; Remedies; Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 A. Annual Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 B. Defaults---Ge.^.eral . . . . . . . . . . . . . . . . . . . . . . . . . . 35 C. E.-,fcrce4 Delay; Extensicn c. Times of Performance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 .... ._...._�.____ �Drl,egzL�Actians--. ., . . . .. .-.-. . . . . . .-. .-. _ _ .•. . . . . .._:-.i-3sY-- - ___ r E. Applicable Law and rt4crrevfs Fees . . . . . . . . . 38 F. Inaction Not a Vaiver cf Default . . . . . . . . . . . 39 G. i:o Cross-Defaults . . . . . . . . . . . . . . . . . . . . . . . . . . 39 Section 3 . General Provisions . . . . . . . . . . . . . . . . . . . . . 40 A. nss;anment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 B. No Joint Venture or Partnership . . . . . . . . . . . . 40 C. Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 D. Anendnent of Agreement . . . . . . . . . . . . . . . . . . . . . 41 E. Term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 F. Cooperation in the Event of LegalChallenge . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 G. Enforceability of Agreement . . . . . . . . . . . . . . . . 45 N. Findings. . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . . 46 I. Severability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 08/15/88 FINAL _ �r •.......-_�:f--.r rrrx.tr'. :�.s.� '+r+eQZ.:i•}�.:'ur�s��r _+r�.a `f�ir sr.:2e.'� .x .c-.tia.���.ram r+�-w:-•idr�is.n r r-�irk!*.75:....^""i-�'�Y_-. ..�Lt.Si�-"-�S` - ---�''r:'.����:'•v-..�^��'.� -.. __ � _�..+s�:�.rr:ter%. =�r-c-•��ic:�_._ . J. Cooperation; Execution of Documents . . . . . . . . 47 K. Justifiable Reliance . . . . . . . . . . . . . . . . . . . . . . . 47 L. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 M. Entire Agreement; Waivers . . . . . . . . . . . . . . . . . . 49 N. Effective Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 EXHIBITS F. Site Map .. Lecati Descrimtion C Tech:.ical_Site_ 1aa,_r:.aject_.Description,= and-Site v$t-atistics-'JAperoved Master' Flan Pc:ticn ofSite and ., Conceptual Si.e Plan for Residential Pc_ 4icn of Site) D Conceptual Residential _`rasing Exhibit '.nprcved Title E.xcenticns 08/15/88 FINAL _ .�:,ti... `�5..1�...�.=I�'-���•-._u.w +r ua.--���-•._-.a.?::Y•sr' 'i'_. �. �. .::.:. :.. .-'t .�. ._=:F•+r•�� •�.r�__ , .�4A.�i��._r. y`—`^'�'�.^r'; -rr. rs.r._ti`Y"-.r5:-F:Its:iS• .i.l.s W --�� .._ �... .. - DEVELOPMENT AGREEMENT BY AND BETWEEN 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 THIS DEVELOPMENT AGREEMENT ("Agreement") is entered into by and between ROBERT L. K;�YER, as Trustee of the Robert L. Mayer Trust of 1982 , dated June 22 , 1982 , as amended (hereinafter "Developer") , and -he CITY p 'i•1'%r'r7.+`GT0%T B-Ef.C�' .V. ti a municipal ccrporation (hereinafter "City") , pursuant to th.e authority of Seci41ons 65-&6""/ "1r1rGLGh 65869 . 5 of Government :the •-State• -of=-Ca!iforn4—a`_ tYie:-1'Develop:sen4 Aareer►ent-^�- Statute") . R C T t A L S . A. To strengthen the public plannin^ process, encourage private participaticn in comprehensive punning and reduce the economic rick of develop=ent", the Legislature of the State of California adopted the Develop-ment Agreemert Statute, which statute authorizes the City to enter into a development -agreement with any person having a legal or equitable interest in real property for the. purpose of establishing certain development rights in the property which is the subject of a development project application. Pursuant to the authorization set forth in California Govern- . -•-- =��OSJ15J88 -FINAL -• - .,_.. . _ �.�_:..:� :�•_,- -- - -- - • -- . . . .. .... _ . -. .- � .. . .-.. i:r lr7rt'i.__i_ �F•-•.:.+.>^w•-�'- '='--' ^- ���.r:s.r...:.: .:L. ti,r•e.X.- 1 _- r4� Y•�J. +,.sss.-.� .••a�r ..w� e-••. l.f.,+r��;:^•^xv�.-�-3.'�"� «�-.►�-'�'^`e-�+ .w�'+'•^'a�y?�'..�y--wci�`r--�3+Y�::..��+,.�_,y�ti.a+:,/la..:.a � y • • ment Code Section 65864 et seq. , the City Council adopted Resolution No. 5390 on June 1E , 1984 , establishing procedures and requirements for consideration of Development Agreements. B. Pursuant to the California Community Redevelopment Law (California Health and Safety Code Section 33000 et seq. ) , the City Council has previously adopted Ordinance Nos . 2578 and 2634 establishing a Redevelopment Plan for the Main-Pier Redevelopment Project area (the "Redevelopment Project Area") w The purpose of the nedevelc_next :'_an is to eliminate blight and redevelop the Redevelopment Project of the Redevelopment Plan, the City is ccrimitted to aiding and cooperating with the Redevelopment Agency of the City of Untincton Beach (the ";agency") to carry cut the Redevelopment Plan. C. The purpose of this Acree.:.ent 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 implementation of the Redevelcpment Plan, to provide a secure means of financing needed public ir..provements, to provide additional visitor-serving facili- ties, employment opportunities, and housing and to Generate substantial additional revenues to the City and Agency to enable them to maintain and improve vital public services provided to the citizens of Huntington Beach. -2- _�__�_ 08%15%88 FINALr .p4:,...a:.�`_-n"wia+t�..•-i .����'�Y_ - _ ..--.:•..- :.� -- =�'�rf Yjr,.x�"-wo-�y'_ -_-...-7r:�••r;•-. -�. _ 'ti:.�'l'�... ' D. The Site is that portion of the Redevelopment Project Area so designated on the "Site Map" and pore particularly described in the "Legal Description" which are attached hereto as Exhibits "A" and "B", respectively, and incorporated herein by this reference. The Site includes the "Developer Parcel, " the "City Beach Maintenance Facility Parcel , " and the "Beach Boulevard Remnant Parcel , " which are each so designated on the Site Map. E. On or before :he =ffective Date of this rc_esnent, Developer and the Agency will be entering into a Disposition --- and Devel �n t ��DDa+:-� `�+�:�C}1�DL'r� vrCV=GES fOr . - -. . .. . op er. -.Ag_eemer.,. •( h ' . ;•7ti the disposition of the Site to Developer and its developnent as an integrated, nalti-phased commercial and reside tia! cor..plex (the "Project") . The DDA will be a public record on file in the office of the C_-y Clerk of the City. Uniess otherwise specifically set forth herein, all of the defined terms in this Agreenent shall have the same meanings as such termms have in the DDA. F. As of the Effective Date of this Agreement, the City owns fee simple title to the Site. Developer is the present lessee of that portion of the Site consisting of the Developer Parcel , pursuant to the terms of that certain Second Amended and Restated Lease ("Existing Lease") between the City and Developer dated on or about August 15 , 1988 , and expiring on or about January 31 , 2013 . Ater the Effective FINAL- - _ . . . . . . ._ ^_ - , . , _ _ �•�_ . - - .{-.i^_' �-�-� iL.F.lLLI'.ri.�Aw�'�k' •wy.� S �.�•.,.[!-9•J�.-.y_� ._:�-�• ..Jr • . �. _._-.. �.�. _ .-. ... +' err•.•ao..�t:nYa.reri'1:.�.R'_�:s�CS":!'.+'�� �.R �.;�r�� [ -..t..-.,�� Date of this Agreement, the Agency and City will be entering into a Purchase and Sale Agreement (the "City-Agency Agreement") pursuant to which the City will convey to the Agency all of the City's right, title, and interest in and to the various "Separate Development Parcels" within the Site (as that tern is defined below) , including all improvements thereon which are owned by the City, excepting only certain reserved City interests in of.;. , gas, hydrocarbon substances, and mineral and water rights, all as r.ore particularly described in the City-Agency Agreement and the DDA. co�,veyagi es' :shales:! occur--'"'in---t:ime.. for the - "Dispcsiticn Transfers" of such Separate Development Parcels frcm Agency to Developer -- transfers of fee title to that portion of the Site to be developed for residential uses (the "Residential Portion") and transfers of new and revised leases with respect to that portion of the Site to be developed with commercial uses (the "Commercial Portion") , all as set forth in the DVA. G. Prior to :and as a condition to each Disposition Transfer, the Developer will be required to obtain City approval of the following specific land use approvals and building and construction permits (the "Approvals") to the extent applicable to each Separate Development Parcel to be so transferred: (i) a "Master Site Plan" for the Separate Development Parcels in the Commercial Portion; ( ii) a - , OB/15/SS FINAL "Conceptual Plan" for the Separate Development Parcels in the Residential Portion; (iii) a conditional use permit or permits and a coastal development permit or permits for each phase; (iv) a "special permit" for any requested deviations from normal development. standards and requirements; (v) a parcel or tract map for the Consolidations/divisions of the existing parcels within the Site to create the various Separate Development Parcels : (vi) approval of the "change of use" of the existing r..cbile::cme park crn the Developer Parcel (including without limitation the removal of the W-H overlay _ Zone". . therefron. , . the -approval of the Impact of Conversion -- Report, and the approval of a Relocation. Assistance Plan) ; (vii) as to the Separate Development Parcel (s) on which an identified wetlands is lccateL, approval of wyetlands mitigation in accordance with the Coastal Ele:^en;, c_ the City's General Plan and the Downtown Specific Plan; (yiii) final 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 by the Developer within public rights-of-way; and (A) an encroachment permit or permits for work to be undertaken by the Developer in public rights-of-way. As of the Effective Date of this Agreement, the following Approvals will have been issued: (i) approval of the Master Site Plan for the Cor.mercial Portion (which . -5- •. _ 08/15/88 FINAL � e consists of the applicable portions of the "Technical Site Plan, Project Description and Site Statistics" which is attached to this Agreement as Exhibit "C") ; (ii) approval of the "change of use" of the existing mobilehome park on the Developer Parcel (including without limitation the removal of the "M-Y. Overlay Zone" theref_cc JZC No. 57-7] and approval of the Impact of Conversion Report and Relocation Assistance Plan therefor) ; (iii) the conditional use permit (CUP No. 87-7) and coastal development permit (COP No. 87-7) for the Phase 1 hotel ; (iv) approval of any "special permits" for ---: •-=cev3atio:�:-fromr"nornalm deveiarment"standards . or... requirements --- -. for the Phase I 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 for Walnut Avenue through the Site consistent with the Approvals so granted. The balance of the aforesaid Approvals have not been issued. H. Insofar as the California Envircnmen4al Quality Act (Public Resources Sections 21000 et sec. , (CEQA) ) is concern- ed, the Project is a part of the area included within t::e Downtown Specific Plan which was adopted by the City Council on July • 18 , 1983 . Environmental Impact Report 82-2 prepared for the Downtown Specific Plan considered generally the inpacts of the land uses proposed by the Project. In addition, the City, as lead agency for the Project, prepared O8/15/88 FINAL -- _- • t� a Supplement to Environmental Impact Report 82-2 for the Project. Prior to the Effective Date of this Agreement, the City has certified the Supplement to Environmental Impact Report 82-2 , adopted certain mitigation measures with respect to the Project, and made certain findings with respect thereto, all as reguired by CEQA. The City has fully considered the environmental impacts of the Project and the Supplement to EIR 82-2 prior to approving the Project. I . On :,une 22 , 1988 , the City Planning Commission, the advisory agency for purposes of development agreement review -•-- .-. .---�puMsuant�`t.4--^�overri:gent=erode—.§�b�s5s��.:held:-:-a_-cult'-pot-iced- .. - --.. public hearing regarding :.his Agreement and, at the ccn- clusion of the hearing, and after considering the evidence and argument submitted by the City staff, the Developer, and all interested parties, adopted its Resolution No. 1400 recommending that the City Council approve this Agreenent. J. On August 15, 1958 , the City Council held a duly- noticed public hearing regarding this Agreement, and considered the recohmendation of the Planning Connission and the evidence and argu::ent submitted by the City staff, the Developer, and all interested parties. Y Development of the Project cn 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. -7- - �- - O8115/88 FINAL L. For the reasons recited herein, the parties hereto have deterrined that the Project is a development for which a Development Agreement is appropriate. This Agreement Will eliminate uncertainty in planning for and secure the orderly development of the Project, assure progressive installation of necessary public improvements, provide for public services appropriate to each stage of developrent of the Project, ensure attainment of the maximum effective utilization of resources within the City, venerate substantial revenues ,needded by the City and Age-cy to -maintain and expand vital _v__:public :sere{ces.fer:t*�e **er�efit :of. all: citize:^s _e the City, and otherwise achieve the ir„portant public goals and purposes for which t;a Development rc_Eenent Statute was enacted. 7n exchange for these benefits to the City, the City has deter- mined that it is appropriate that the Developer receive the assurance that it nay proceed with the Project in accordance with the terr.:s and conditions of tta�is Agreement and 4-he City's existing ordinances, resolutions, regulations, rules, and official policies as of the Effective Date of this Agreenent. ` ' 08/15/88 FINAL Z�3 C o V r H A N T S: Section 1. Developnent of the Site. A. General: Developer's Right to Develop CitYs Right to Regulate Development. Developer shall have: the right to proceed with the Project on the Site in accordance with the terms and conditions of this Agree:aert, and City shall have the right to regulate development of the Site in accordance with the terms and cc,-,ditions of this Agreement and all. City ordinances , recalations, rules , and o fiizl policies. �.ri- 'fa;ce'-as�-of'the . Effect�ti►e�'Date.:of .th:.s Agreement. B. Pernitted Development On and Uses of the Site ; Pernits end Approvals Recuired. The City shall per--.it the Project to be develcped cn the Site in accordance with the terms and conditions set forth in this Agreement (including, without limitation, Section VC and 1. 1 below) and the Approvals referenced in Recital G above. The permitted uses of the Site, the density and intensity of use, the naximun height, bulk and size of proposed buildings, provisions for reservation or dedication of land for public purposes, the location and design of public irprovements, the uses to be permitted on the Separate Development Parcels, and all other terms and conditions of development applicable to the Site shall be those set forth in this Agreement, the Master Site .. ---• -_ :. - 08%15/88 FINAL ._ Plan for the Commercial Portion of the Site, the conditional use permit, coastal development pe mit, and tentative tract map to be approved for the Phase 1 hotel prior to or concurrently with the Effective Date of this Agreement, the approved "change of use" of the existing nobilehorie. park on the Developer Parcel (including without limitation the approved Impact of Conversion Report and Relocation Assistance Plan) , all of the other terns and conditions of this Acree:«ent (including w_thcut lindtaticn, and to the extent r.ct superseded b•! ;.::e specific provisicns hereof, al' .a:plicable . City ordinances, regulations, . rules,. and . official - _ - policies in force as of the Effective Date of this Agreement) , and the level c ment plans and permits to be secured by the Developer after tr.e Effective Date of this Agreement" , as referenced in Recital G above. Nctwithstand_;- the foregoing, the City recognizes that Developer may request approval of plans or permits which differ from the Aporcvais previously granted and the specific provisions of the Scope of Develcpr.,ent (Section 1. 13 belew) based upon refin erients in Planning or Changes in narket or financial feasibility between the Effective Date of this Agreement and the time of actual development, provided that 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- FINAL _. agrees to act reasonably in reviewing any such proposed change(s) based upon legitimate land use planning concerns. In the event of any inconsistency between the approved plans and this Agreement, the approved plans shall govern. With specific regard to the Residential Portion of the Site, the Developer and City each recognize that the Developer is required to obtain Planning Commission approval of a Conceptual Site: Plan for the Residential Portion pric= to approval of any conditional use pernit for residential development, in accordance with. Section 4 . 10. 02 of the - - Downtown Specific Developer and : City hereby-,agree that the portion of the Technical Site Flan, Project Description, and Site Statistics attached hereto as Exhibit %'C" applicable to the Residential ?cR ticn of the Site is provided by the Developer for informational purposes only to allow t::e -city to analyze the nature of the planned develcpment of the Residential Portion. The City agrees to cooperate with: the Developer in - issuing encroachment permits reasonably required by the Developer for any construction to be undertaken by the Developer in City rights-of-way. C. City Review of Developer'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 for development and building permits and " ..: "08115188 FINAL " approvals. The City's evaluation of such natters shall be conducted in accordance with City ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. During the preparation of all drawings, plans, and related documents, staff of the City and Developer shall hold regular progress meetings as needed to coordinate the preparation and review of such items. The staff of the City and Developer shall communicate and consult informally as frequently as is necessary to ensure that the fcr '.al submittal of env docV-:r.a:ems ,.o the City can receive _ prom,M and speedy_ attentic.,. _Upon the Developer's re—,est and payment of all City costs therefor, the City may retain a contract plan checker or checkers to enable -he City to expedite the processing and review of final buildinS plans and ccr.struction drawings. No plan, pernit, or approval required for the devele-ment of the Project shall be revoked or subsequently disapproved once issued - by the City provided that t ..e development is consistent with the plan, per..-it, or approval. Any disapproval by the City shall state in writing the reasons for disapproval . If Developer desires to make any substantial change in any of the plans after their approval by the City, Developer shall submit the proposed change to the City for approval . The processing, review, and approval of any such -7.2- 08J35/88 FINAL Z.�� revised submittal shall be subject to the same provisions as are set forth above for the initial submittal. D. Scope of Development. The Project shall be planned, designed, and constructed ' in accordance With this Section I.D. ' (1) Architectural and Design. The Cor=ercial Portion and the Residential Portion of the S;,te shall be designed and developed as _ntec_ated Complexes in which the buildings wil? have architectural excellence, both individually, as the context:- of "' the' ' total co-mmercia.l complex and reside,-tial cc.mplex, respectively. The architecture and design of each phase of the Project shall be subject to the City's ncrmzl Design Review Board ap-rcval process . The i.mproverents to be co::st=,cted on t;:e Site shall be of high architectural quality, shall be well landscaped, and shall be effectively x..d aesthetically designed. The shape, scale of volume, exterior design, and exterior finish of each building, structure, and other improvement rust be consonant with, visually related to, physically related to, and an enhancement to each other and, to the extent reasonably practicable, to adjacent improvements existing or planned within 08/15/.88 T f iNAL the Redevelopment Project Area. The Developer's plans , drawings, and proposals submitted to the Agency for approval shall describe in reasonable detail the architectural character intended for the Developer Improvements. The open spaces - between buildings where they exist shall be designed, landscaped and developed with the same decree of excellence. The total development shall be in conformity with the Redevelopment Plan for the Redevelopment Project .. -- . • . .: Area. ,. - _.-_: ..-___. . . _ ... . (2) Developer's responsibilities. a. Developer Wnroyements . Sub]ect to all of the ether provisions of this ,agreement, the Developer agrees to develop and construct, or cause the development and construction of the improvements (herein the "Developer Improvements") defined below, or such additional size, intensity, and character of ir..prcvements as may be permitted and approved under applicable lard use regulations of the City and Agency. The Site will be developed in six (6) commercial phases and three (3) residential phases. The boundaries between 'and among the phases of development shall be generally consistent With the -1C- FINAL phasing plan included in Exhibit "C. " It is understood that phases nay be developed concurrently, subject to the linitations set forth in Section l. F of this Agreement. The six (6) commercial phases and the three (3) residential phases are described in Exhibit "C" and are described generally below. (1) Comnercial Portion. The Developer Inpr oven ent-s on the Commercial Portion of the Site shall include: (a) Phase I :- Separate Develop- r. ent Parcel No. 1: A maxinum 3CO-room., first- class hotel on an approximately 3 . 6 acre parcel. (b) Phase 2 ; Separate Develop- nent Parcel No. 2 : A recreaticn/tennis/health and fitness facility, including a swinninc pool , exercise/weight training Moon, sauna , and spa cn an approx hate ly 3 . 5 acre parcel . (c) Phase 3 ; Separate Develon- nent Parcel No. 3 : A first-class hotel with conference facilities, with a naximun of 500 rooms, located on an approximately 2 . 9 acre parcel . -35- - 08/15/88 FITNAI.;.._ ��� (d) Phase 4 ; Separate Develop- ment Parcel No. 4 : An all-suite hotel with a maximum of 250 rooms, located on an approximately 1. 2 acre parcel. (e) Phase 5; Separate Develov- rtent Parcel No. 5: A specialty retail center on an approximately 3 . 8 acre parcel, with approximately, 75, 000 square feet of improvements. (f) Phase 6 : Separate Develco- ._. ._ __ —�---• .-- - s_�..=.. %1ent • Parcel No. 6: A __Iuxury hotel with a _ naxinum of 400 rooms, located on an approximately 5 acre parcel . (2) residential Portion. the Developer Ir..prcvenents on the Residential rortion of the Site shall he phased in general ccnformity with the "Conceptual residential Phasing Exhibit" attached hereto as Exhibit "D" and shall include: (a) Phase 1 • Separate Develen- rent Parcel No. 7 : Approximately one-half (1/2) of the residential units to be constructed on the Residential Portion (438, based upon the maximum develop;nent of 875 residential units contemplated in the Supplement to EIR .82-2) . - l08/15/88 FINA1,_,-'- �.� ,• - fir' (b) Phase 2 : Separate Develo2- ment Parcel No. 8 : Approxi^ately one-fourth (1/4) of the residential units to be constructed on the Residential Portion (219 , based upon the maximum development of 875 residential ' units contemplated in the Supplement to SIR 82-2) . (c) Phase 3 ; Separate Develo:.- r..ent Parcel Ac. 9 : A,proxia,ately cne-fourth (1/4) of t :e residential units to be - - - - _-_�--- .constructed on t::e. Residential . Porticn . (23.8 , _. based upon th.e naxi.num development of 875 residential units contemplated in the Supple.-ent to 5IR 82-2) . (3) Parking and Reciprocal Parkiro Acreements. The Developer shall provide alw off- street parking required pursuant to the applicable provisions of the Huntington Beach ordnance Code (the "Code") , including any Yer"itted modifications, per the approved plans. The C+ty has agreed that the parking for the Phase 1 hotel (including ' guest rcons, lounges, meeting roon. s, ball rooms, and guest-serving retail uses) shall be determined on the basis of the City's parking requirement for hotels of 1. 1 parking spaces per _ - -17- 08/15/a8 FINAL _ . guest room, pursuant to Article 9606 (a) (H) of the Code. If the City determines after the Phase I hotel is completed and operating that the parking is not adequate, the Developer agrees to cure such deficiency by providing additional parking (above the Code requirement) in the subsequent commercial phase or phases. The City and Developer agree to address such parking deficiency by obligating such subsequent ccr.merciz! prase or phases to provide joint-use or shared parking fo; the hene_it cf th e chase - 1 hotel. _ Parking for the other hotels . .. planned for the Cc.=ercial Portion (Phases 3 , 4 , and 6) nay be handled in the sa:a -manner. Parking deficiencies :,.ay nc` be cured by providing additional narking along the beach side of Facific Coast Highway. (4 ) Yiscellaneous Site lmnrove- nents . The Developer shall provide all landscaping, open areas, driveways, and other incidental on -Site improvements required for each Separate Development Parcel as development occurs, in accordance with the approved plans. (5) Walnut Avenue Extension and the "Shur" Street. Walnut Avenue shall be extended through the Site consistent with the Precise Plan 08f 15/88 • FINAL Z,2 k � of Alignment 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 Develop::tent Parcel No. 3) and the Phase 4 commercial development (Separate Development Parcel Vo. ; ) , as shown on the approved Master Plan for the Co;nercial PorLicn. Walnut Avenue and _ the- spur..- street shall each consist of approximately &o feet of pavement, including the landscaped ::edian strip, within 90 feet of right-of-way and shall include (i) traffic signalination at the intersections of Huntington/Walnut, Walnut/"spur" street, Walnut/ Beach, and "spur" street/PCH, (ii) median landscaping and perimeter landscaping designed to enhance the quality and aesthetic character of the Developer's development on the Site, and (iii) al? of the curbs, gutters, sidewalks, street lights, bus benches , storm drains, utilities, parkway landscaping, and other required improvements in the street right-of-way. -19- FINAL �,2� 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 No. 'I) , and shall be accomplished prior to completion of the - Phase 1 hotel ; and (ii) the balance of the construction shall be accomplished by the completion of the Phase 3 connercizl development (Separate Cevelorr;.ent Parcel tto. (6} Miscellanecus Public Iriorove- -.. - -- -•- - .. ... .._ _.._..-- -nents. The Developer shall be responsible for the following linited and specific off-site public improvements and site work: (a) A pedestrian overcrossing of Pacific Coast Highwav in the ceneral location of the Prase 3 ccrx-ercial development (Separate Development Parcel No. 3) , if incorporated into the approved plans (and Cal Trans provides its approval) . Said overcres- sing shall be .in conformity with the City's existing Downtown ~ Design Guidelines and CalTrans nininurn design standards as described in Section 7-105 of the State of California _20- 08/1�/08 FINAL Z.Z Highway Design Manual (using pedestrian-only design standards) . (b) At the Developer's option (and assuring all necessary governnental approvals are obtained) , an additional pedestrian overcrossing of Pacifwc Coast Highway in the general location of the Phase 5 commercial development (Separate Develor-ent Parcel No. 5) , with said overcrossing to be consistent. with. the overcrossing ref er enced in - .- --. .. -- •subparagraph (a) and in conformity with the engineering and design standards referenced therein. (c) The following additional public ir..wrove,-en:.s: (i) any street widening required around the perineter of the Site; (ii) curbs, gutters, sidewalks, street lights, street furniture, and landscaping within public rights-of-way on the Site; (iii) signalization irprovements or r odifications at the intersections of beach/PCH and PCH/ Huntington Street; (iv) extension of the City domestic water line from its existing terninus at Olive and Third Streets to the Site ; and (v) extension cf all other utilities required • 08/15/88 FINAL Z.Z� for development of the Project from their existing locations at the perimeter of the site across the public rights-of-way on or adjacent to the Site and each Separate -'Development Parcel thereof. (d) In - connection with the preparation of each Separate Development Parcel for construction of the Developer Improvements, the Developer shall reabandcn any existing abandoned oil wells on suc parcel . to the then-current stanca_ds c= t1he California Div_sicn cf oil and Gas. (e) After the Develc=e_ satisfactorily ccrmp-letes each cf h.e ri; :lic improvements required to be constructed in accordance with th=s Agreen. ent, such improver..ents shall be accepted by the C';ty cr Agency. The city shall maintain such ir,prove;nents et no expense to the Developer, zrd the Developer shah have no responsibility therefor, except that the Developer shall maintain at its sole expense the sidewalk and landscaping behind the curb. b. Setbacks. Minimum building and parking setbacks shall be in accordance with the -22- 08/15/88 FINAL Z applicable existing provisions of the Huntington Beach Ordinance Code. C. Buildinq Construction. Buildings shall be constructed in accordance with the applicable existing provisions ' of the Huntington Beach Ordinance Code and the approved final building plans. d. Signs. Signs shall be in accordance with the applicable existing provisions of the Huntington Beach Ordinance Code and, acre specifically., the Dcan.to::n Specific. Flan and design criteria. Vo signs shall be erected cn the exterior of the ir•.p rcve:rents unless such signs and signing have been submitted to and approved by the Planning Ccnmissicn. Developer shall submit for approval by the . Planning Commission and shall implement a Planned Signage Program with respect to all signage on the Site prior to the installation of any signs. e. Screening. All outdoor storage of materials or equipment shall be enclosed or • screened by walls, 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 Ordinance Code. -23- .. ..-OS f 15/88 .. FINAL - .Z� WQUEST FOR COUNCIL ACTYN MEETING DATE: March 17, 1997 DEPARTMENT ID NUMBER: CD 97-16 Mnnjag i i THE MOTION MADE BY BIDDLE, SECONDED BY INGLEE, TO DETERMINE THAT THE ROBERT MAYER CORPORATION 1S IN COMPLIANCE WITH THE WATERFRONT DEVELOPMENT AGREEMENT AND FORWARD TO CITY COUNCIL FOR REVIEW AND ACCEPTANCE CARRIED BY THE FOLLOWING VOTE: AYES: LIVENGOOD, BIDDLE, HOLDEN, KERINS, TILLOTSON, INGLEE NOES: NONE ABSENT: SPEAKER ABSTAIN: NONE MOTIOKPASSFD Alternative Actign(s): The City Council may make the following alternative motion: "Continue action on the Annual Review for more information." Analysis: Appkant. Robert Mayer Corporation, 660 Newport Center Drive, Suite 1050, Newport Beach, CA 92658 Location: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard A. STAFF ANALYSIS AND BECOMMENDATIQNO This item was continued from the March 3, 1997 City Council meeting to allow for review of the relationship between the Waterfront Disposition and Development Agreement (DDA) and the Waterfront Development Agreement (DA) because the developer had not exercised an option of the DDA. Staff has concluded that because the developer did not exercise one of the options of the DDA that the developer has also forfeited the right to construct certain phases specified in the Development Agreement, as discussed below. Staff recommends the City Council approve this annual review because the developer is in compliance with the terms of the Agreement subject to the facts and circumstances set forth in this Request for Council Action. EEDEVFLOPMENT-AGENCYF The Schedule of Performance in the Redevelopment Agency DDA is incorporated by reference in the City Development Agreement. There was a deadline of December 31, 1996 CD97-16.DOC -2- 03/11/97 8:45 AM FWQUEST FOR COUNCIL ACTWN MEETING DATE: March 17, 1997 DEPARTMENT ID NUMBER: CD 97-16 for certain actions, including demolition of the Huntington Beach Inn and commencement of construction on the third phase commercial (second hotel), and these actions did not occur. The Developer had an option to extend this deadline for one year by paying $500,00. The developer did not choose to exercise this option. As a result, the Developer has now lost the right to develop the sixth commercial phase and the third residential phase of the project entitled through the Development Agreement. In addition, the termination date for the exiting ground lease underlying these components is shortened to the year 2010 from 2013. Attaghment(s): City 6lerk's Page Number, 1. Waterfront Development Agreement Compliance Matrix dated January 28, 1997 2. Development Agreement by and between the City of Huntington Beach and Robert L. Mayer recorded January 13, 1989 3. Conditional Use Permit No. 87-191Tentative Tract No. 130451Coastal Development Permit No. 87-17 Conditions of Approval 4. Planning Commission Staff Report dated January 28, 1997 5. Correspondence regarding Disposition and Development Agreement 6. March 3, 1997 Request for Council Action CD97-16.DOC -3- 03111197 8:45 AM PROOF OF PUBLICATION STATE OF CALIFORNIA) ) SS. 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 HUNTINGTON BEACH INDEPENDENT, a newspaper of general circulation, printed and published in the City of Huntington PUBLIC NOTICE the provisions of the Call- fomia Environmental Quell- Beach, County of Orange, State of NOTICE OF 1tyAct i PUBLIC HEARING ON FILE: A copy of the California, and that attached Notice is a BEFORE THE proposedrequest sor,file CITY COUNCIL OF n the City Clerk's Office, true and complete copy as was printed THCOUNCI F 200o Main Street, Hunting- ton Beach, California �,� i HUNTINGTON BEACH 92648, for inspection by and puUlis�led in the Huntington Beach NOTICE IS HEREBY the public. A copy of the GIVEN that on March 3, staff report will be available and Fountain Valley issues of said 1997,at7:00PMIn the City to interested parties at the Council Chambers, 200 Clty Clerk's Office after newspaper to wit the issue(s) of: Main Street, Huntington February27,1997. Beach,the City Council will ALL INTERESTED PER- hold a public hearing on SONS are Invited to attend the following planning and said hearing and express zoning item: opinions or submit evi- l. ANNUAL REVIEW OF dence for or against the THE WATERFRONT DE- application as outlined VELOPMENT AGREE- above. If you challenge the February 20 , 1997 MENT: Applicant: Robert City Council's action In Mayer Corporation/City of court, you may be limited Huntington Beach Request: to raising only those Issues Annual review of level- you or someone else oper's compliance with the raised at the public hearing Waterfront Development described In this notice, or Agreement. Location: in written correspondence declare under penalty of perjury, that Highway betwee of n�Huntin -ast delivered to the �tty at, or g. r r 9 Y 9- prior to,the public hearing. ton Street and Beach Bou- If there are any further the foregoing is true and correct. levard Project Planner: questions please call the Mary Beth Broeren Planning Division, at 536- NOTICE IS HEREBY 5271 and refer to the GIVEN that Item(s) #1 Is labove Item. Direct your categorically exempt from written communications to Executed on Februarythe city clerk. 20, 9 97 Connie Brockway, at Costa Mesa, California. City gton Beal h�2000 Main Street,2nd Floor, Huntington Beach,Cal. Ifornia 92648, (714) S36-5227 Published Huntington Beach-Fountaln Valley In- dependent February 20, 1997 023-166 Signature Annual Review of Waterfront Development Agreement 777777-77 t y> o- s ;4 .j. PURPOSE ♦ Determine whether or not the developer, Robert L. Mayer, complied with Agreement. ♦ City Council approved August 1988. Zx _ ♦ This is the eighth annual review. ♦ Review was continued from the r': ' rn r—� March 3rd meeting to analyze the w DDA requirements. J. • �.O r -y- 3/17/97 ANALYSIS ♦ No changes since last year's annual review and all requirements of Agreement have been complied with. ♦ The DDA had an option to extend a deadline for demolition of the Huntington Beach Inn, but the developer did not exercise the option. ♦ Therefore, the developer has Iost the right to develop the sixth commercial phase and the third residential phase. SUMMARY ♦ First phase of the Waterfront Project has been completed and developer has met the required milestones set forth in the Agreement. ♦ Subsequent phases will trigger other requirements for the developer. 3/17/97 RECOMMENDATION Staff recommends that the City Council approve this annual review for the Waterfront Development Agreement finding that the developer is in compliance vvith the terms of the Agreement subject to the facts and circumstances set forth in the Request for Council Action. p.rnmw� 3117/97 =&Q=ST NO, 1 WATERFRONT DEVELOPMENT AGREEMENT DEVELOPER COMPLIANCE MATRIX January 28, 1997 section Page Item ,Status 1.D(2) a(1) (a) 15 Phase 1: first class hotel C (b) 15 Phase 2: recreation facility F (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 (2) (a) - 16 Phase 1: 438 residential units F (b) 17 Phase 2: 219 residential units F ' (c) 17 Phase 3 : 218 residential units F (3) 17 Parking & Reciprocal Parking Agreement Cl* (4) 1B Miscellaneous Site. Improvements C1 (5) 18 Walnut Ave. Extension and the 'spur street Cl. . 20 Walnut Ave. Extension (Phase 1} Cl. (6) (a) 20 Miscellaneous Public Improvements-overcrossing i (b) 21 Miscellaneous Public Improvements-overcrossirg F . (c) (i) 21 Street Widening ' C1 (ii) 21 Street Improve-ments C1 (iii) 21 Signalization Cl. (iv) 21 Waterline extension _ C1 • (v) 21 Utility Extension • C1 (d) 22 Reabar.don oil wells Cl. (e) 22 Improvements accepted by City C1 l.D(2)b. 22 Setbacks • C1 C. 23 Buldinr Construction C1 d. 23 Signs (PSP) C1 e. 23 Screening Cl. f. 24 Landsdaping C1 g. 24 ' ' . Utilities • ' C1 • h. 25, Vehicular Access C1 C = Complied Cl = Complied with as part of Phase 1; other requirements necessary with future phases N Non-compliance F = Future Development AT T1-lE.,M�iGs� Section Pace Item Status 1.E(1) 25 Permitted Uses Cl. (2) 25 Alcoholic Beverage Sales and Consumption Cl. (3) 26 Dancing & Live Entertainment Cl. 1.F 26 Phasing of Development Cl. 1.G 29 Utilities Cl, 1.H 30 Cost of Development C1 1. I 30 Applicable Ordinances, Regulations, Rules, ands._ Official Policies 1 l.J 32 Other Governmental Agency Permits C1 1.K 33 Transient Occupancy Tax Ordinance Cl. C = Complied C1 = Complied with as part of Phase 1; other requirements necessary with future phases N = Non-compliance F = Future Development * = See SEIR No. 82-2 Mitigation Measures and CUP No. 87-19 Conditions of Approval ATTACHMENT NO. �• � (9946d) ment Code Section 65864 et seq. , the City Council adopted Resolution No. 5390 on June 18,. 1984 , establishing procedures and requirements for consideration of Development. Agreements. B. Pursuant to the California Community Redevelopment Law (California Health and Safety Code Section 33000 et seg. ) , the City Council has previously adopted Ordinance Nos. 2578 and 2634 establishing a Redevelopment Plan for the Main-Pier Redevelopment Project Area. (the "Redevelopment Project Area") .• The purpose of• the Redevelopment Plan is to , ti eliminate blight , and redevelop _.the..._Redevelopment Project7. ; . ea: ii"rsuan � oSection=.3 �1;�flzthe�.Redevelopment _PlT17-:the�� City is committed to aiding 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 implementation of the Redevelopment Plan, to provide a secure means of financing -needed public improvements, to provide additional visitor-serving facili- ties, employment opportunities, and. housing and to generates substantial additional revenues to the City and Agency to enable them to maintain and .improve vital public services provided to the citizens of Huntington . Beach. =.. •.wr� -f �J p..w;•'�•A�..�/4' ' ..ate#L�: � �i�.�..� _ �.t�{Yf'�f-�• Y.1�wra�''L.�.S:`��r' .C'w•.v�r.w..�'!_. .. . �... • �..} w-� —�T•.✓r...A�.. .V..... A.� � -�++•Jt.N_r�~� �.a.Y_ s�:=7_�+s ..+: i-S� -s=i~yi; 'l.:.e�sL•:� ..rr-+e+ �. Z=7, - __ :.r}.- _ .`.•••=.� _ - - - �.'x..;'.� '... � _ ..mac ti..:.r�-;.��L• L.:...::�.7' - _ - _ 5/98 FINAL' _ . .. ..__: ._. . .. ._ •.__._.. .__ . • -•7et'.e''cw`�'�+�_'x+.��� �i.+l• ,:�-_�:y'��l�.a�a�+:� •.�•ar..'V.y r gr+�Z��V ��-. :-•�si3 +j��.��/:`� D. The Site is that portion of the Redevelopment Project Area so designated on the "Site Map" and more particularly described in the "Legal Description". which are attached hereto as :Exhibits "A" and "Bill respectively, and incorporated herein by this reference. The Site includes the "Developer Parcel, ', the "City Beach Maintenance -Facility Parcel, " and the "Beach Boulevard Remnant.-Parcel, " -which are each. so designated on the Site Map. E. on or before the Effective Date of this Agreement, a Developer.-and the .Agency will: be entering .:into. a -bisposition_' _..;-�.,�.�•�.`��'==_ � _---_'_`�"_� _ _T --��.�=�•-fir_?� µand aeue �pnent_�Agreement =(the-= ,DDA9, -whzch`=DDA provides for the disposition of the Site to Developer and its development as an integrated, multi-phased commercial and residential complex (the "Project") . The DDA will be a public record on file in the office of the City Clerk' of the City. Unless otherwise specifically set forth herein, all of the defined terms in this Agreement shall have the same meanings as such terms have in the DDA. F. As of the Effective Date of this Agreement, the City - owns fee simple title to the Site. Developer is the present lessee 'of that portion of the Site consisting of the Developer Parcel, pursuant to the terms of that certain Second Amended and Restated Lease ("Existing Lease") between -the City and Developer dated on or about August .15,. 1988 , and expiring on or about aanuary' 31, 2013. After the Effective - �'ry Y!'Ph`...�y��h'yr._ •�•�ri...'�".'..w^,�..w�.,Y K�".1�:•..�:.wa..�•�i - ... ........ � 1... _ - - - _ .-... - ..!_ :��r•�:wig.�>:-tj+.Sri-�i.�".��t_v..�..:�w•��•lieS���`a`!•+q: .�? :w�'�i{`.'- :-:_-••':�- - r^^^ • .r._17"�:_ � '_ `+mot�_ .. r�};.'r• .-•r�..'.��.:- -'r' -_. ..-'"^.r�'~ ��;-'":;.:x. . ,..�.:�`.:...-:w.-_�� -_ �� r•fa..:.`��- _ - .'�'..�.-.: '._-r _ _ __ = ...:..4«.`+seti7rx'.+���.a7l...x':►�c�..��.���_ +}a-:.mac.+`- .. 'FINAL15.. . - .N��. ._iRF-i__•.- ..r�' w�^� t'�-"'�-�.'r __ __max•`. - - .._ - - I I Date of this Agreement, the Agency and city will be entering into a Purchase and Sale Agreement (the "City-Agency Agreement") pursuant to which the City will convey to the Agency all of the City's right, title, and interest in and to the various "Separate Development Parcels" within the Site (as that term is defined below) , including all improvements thereon which are owned by the city, excepting only certain reserved City interests • in oil, gas, hydrocarbon substances, and mineral and water rights,- all as more particularly described in -the City-Agency Agreement and the DDA. i�w conveyances"==shall= occur: ._,. fTt� =ttMe-for"r;trie"`- - -� "Disposition Transfers" of such Separate , Development Parcels from Agency to Developer --- transfers of fee title to that portion of the Site to be developed for residential uses (the' "Residential Portion") and transfers of new and revised leases with respect to that portion of the Site to be developed with commercial uses (the "Commercial Portion") , all as set forth in the DDA. G. Prior to 'and as a condition to each Disposition Transfer, the Developer will be required to obtain City approval of the following specific land use approvals . and building and construction permits (the "Approvals") to the extent applicable to each Separate Development Parcel to be so transferred: (i) a "Master- Site Plan" - for the Separate Development Parcels - in 'the ' Commercial Portion; (ii) a �y.•wx"^• r•.++!'1r}-ii'=%'�:-f.c�i..:-�tii'.'#-�!:t^ .Jdi` �ri :...i.•,..•}.; . •i►.:.�-•r.-e-r:ii."..a. :_a.1-���s-=ti•r.-�.•.�:i.: ��� - t_ i...-s_ mow.- --7�.1:!=rZ�•�' M1 �_t'.r'•sw3.-b•e.*.7.+.-s:'-+7'�L�•s7.A.:s��:::tti?ia;i.i,��:3.�:;�•.or r:::'s y+i�l=r�•.����- - - =�s'w..... :��. - _� - .. _ _. .'08%15%56-- F1NAL . = - . . .. -. - _ .. . . : . . .• t='=?' •''+tt-=si- -� '• •s_i.:�� i:Y'♦.:� 7 ��`� � ti^-�, tom'•k_:.. s� rs:�• .-:rtiP.."yi:13... _ -t.:Y`i+•a�.•••�•`�_c.^-_ �:.• ��a�_w- .-.t- .. ...-'�:�' -7Gtr.���Y:�r{F:'�'.' �_rr...... �. -« ,_�'T.+a.'�F ..►.•.�.+ ... a- •"^.' =.2'^7G:s^.:' �i."L-.:!�_1�=�.:�" "Conceptual Plan" for the separate Development Parcels in the Residential Portion; (iii) a conditional use permit or permits and a coastal development permit or permits for each phase; (iv) a "special permit" for any requested deviations 'from normal development standards - .and requirements; (v) a parcel or, tract map for the consolidations/divisions of the existing parcels _ within the Site to create the various . _ . Separate Development Parcels; (vi) approval of the "change of use" of the existing mobilehome park on the Developer Parcel , i _ ._.(including.without .limitation the removal of the "M-H overlay- - Zdne'!-there from; :t3ie =approva3==-of- t}ie=='Impact"--af iconvel .1 Report, and the approval of a Relocation Assistance Plan) ; (vii) as to the Separate Development Parcel (s) on which an identified wetlands is located, approval of wetlands mitigation in accordance with the Coastal Element of the City's General Plan and the Downtown specific Plan; (viii) final 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 by the Developer within public rights-of-way; and (ix) an encroachment permit or pernits _ for work to be undertaken by the Developer in public rights-of-way. As of the Effective Date of this Agreement, the following ' Approvals will have been issued: (i) approval of the.- Master Site Plan for the Commercial Portion (which _ - � - 7.r: _ ..�, ..-:r.-v--t-•i:•:�.•_�_.s•a—._..,ter-ti-. ..�,::...,�. ._ � -..._._•.... .--..--._ ti ���-�. - .w-w*r+..,ilr.i+-�.e31tGy.'s.t=•�-=�•'�„+"rs�+,:�+�= �'�-�-•+_.rt_ic�r•`ea-..� _ r.�.a+t��- Yryy.i_y•'7�v_:r� lnfrr'-1.�-%.:r�-`ti:�+tie�r+..tr:.w r:_.�•:i�.:'�..��:'r��„;:..aK�JI+.C�� - .jo-�t- .� `' •ix'�e�..��. :� _• L ..vim ..__w•.�•r.—ky.y.r ►.-.'�•�__...t• ••�.r•..-• _ :�•4�'a'r•Ti:—"- •':+i �.�i.`—:r L;'•r" :1".: �� =' -+:...: - ti.�r:..7,.;.� •'+a::.a��is: :� �' �✓,�� X•:ti.�'�i.��. is r _..-.•air..—±4"�� - .r�:.raw:.--.,—� �lsF�. ----- --' ... _ ... _ -. _.. ,08/15/88 - FlivAL '.iYSr�. �••...�-'c`:�-w�•L�twr?��:�:'.:- �`��:.:�..�..�.'i�`4':.:�:Yr::�_�r�.i�L���-Ct.•'�'Y.L:�:i.Y.�t_kwee',�.��-:.-�'..-':f:�. `�_ — �� s-.:•ti. '.r+.�-i. consists of the applicable portions of the "Technical Site Plan, Project Description and Site Statistics" which is attached to this Agreement as Exhibit "C") ; (ii) approval of the "change of use" of the existing nobilehome 'park . on the Developer Parcel (including without limitation the removal of the "H-H Overlay Zone" therefrom J ZC No. 87-7] and approval of the Impact of Conversion Report and Relocation Assistance ~ Plan therefor) ; (iii) the conditional use permit (CUP No. 87-7) and coastal development permit (CDP No. 87-7) f or the Phase 1 hotel; (iv) approval of any "special permits" for ' S f_rdi -norrzail.:- ^l�prtenfi=standards r===r quf_r meats==_'_�- X. for the Phase 1 hotel; and (v) the tentative tract nap (TT No. 13045) for the Phase I hotel. In addition, as of the Effective Date of this Agreement, the City has adopted a Precise Plan of Alignment for Walnut Avenue through the Site consistent with the Approvals so granted. The balance of the . aforesaid Approvals have not been issued. H. Insofar as the California Environmental Quality Act (Public Resources Sections 21000 et seg. , (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- 18, 1983 . Environnental Impact Report 82-2 prepared for the Downtown Specific Plan . considered generally the impacts of the land --"us es . proposed • by _the Project. _ .. In addition, the City, as lead agency for the Project; prepared r .. _ .. FINAti ... - `fl�l1Y'.lY�-.ice - - ��T/ •--- __ ._ •�f�/- • �i.J.-XnO "• .v�� •./-••.it{v•rw. rlr-:+Y:- ai'4Aii-_rrt'a-[�� F�i__'.-•yr..j... r� r4.�=1�' �`w.l�• _ - -:V.�r .yam-_.F ... ,_. �. ._ _,1..,-.._.... .._• __..., .: ..,-• � - ..,_'-__ .• ,� _. - .`•• _ _ -.r:.::Y� -: - �Z= T'-r_-' -���--�. .- Ys..o:.,=..1.•���:*._--....'„••'::r:+'..;'�'s�_ t:_:*.•�- -'�:�.r..^.� 'C-;�.�_LZ •��s. _- :K. ��s-:.��-r:•.-: x•"'ti•• �+_��� ti,r•..a.�S.:.-..r 4,.r�-� •.ti.-.�.�..,,.-.......*'X:-4,P!-i".•':'� _ ..*',��1.?iZ�-�-l?4"`-' ,��.�:i+i•...�"."'sr��.��:1S�n��..�..Si:w:�i.�i::.-...'�J••Z.L?�i+�'"-�-�7�Y-"'•'�.��+.....5�'•yT••.-� ��.L'w�...«��� .rr.ti��w�-r_� w a Supplement to Environmental Impact Report 82-2 for the Project. -Prior to the Effective Date of this Agreement, the City has certified the Supplement to Environmental Impact Report 82-2, adopted certain mitigation measures with respect - to the Project, and rade certain findings with respect thereto, all as required by CEQA. The City has fully considered the environmental impacts of the Project and the Supplement to EIR 82-2 prior to approving the Project. I . On June 22, 1988, the City Planning Commission, the advisory agency for purposes of development agreement review i ..�-•---=• z�rsita�t--���overriment-_�Cfld�§�6�86�.:r:--=-he3-d_-�a=�u3�:x�ot:i�e�-�.�_ -�.4 wAi..'=j�•�•��"�' _`T � ��:1�L:_�1�:__ - w.-1���1•�w_ -__ -.rf� ir�i. Tl•T•.�.: ��F-.. • ' . public hearing regarding this Agreement and, at the con- clusion of the hearing, and after considering the evidence and argument submitted by the City staff, the Developer, and all interested parties, adopted its Resolution No, 1400 recommending that the City Council approve this Agreement. J. On August 15, 1988, the City Council held a duly- noticed public hearing regarding this Agreement, and considered the recoinmendation of the Planning Commission and the evidence and argument submitted by the City staff, the Developer, and all 'interested parties. K, Development of the . Project on the . Site in - accordance -with this -Agreement and the Approvals is in accordance with thepolicies and . goals . set forth 'in the City's -General Plan and Downtown Specific ..Plan. .a: `...�Y.~.a-.a�r'r �;,.=tr''-'r..�o-�r"a,` -C�:��'• •'Y' r.:-- _�r.•'`y.= "i::•i. - ...i.•�:�. :i�r..r-i.�_�i:'.:�:-r- ���:+:�s��.2 ....�'� "-a�• ='.,V-7:.►:?'•...-', .�r'i -'•s�.'� % .:i" .,•i• `r •'sy� r'='u '4``rI`'"' .�T. .-n-._'y:."' - -y..,_�. -.�`� •.;i,�.::F=:..b8/-1'5�88;K::.FxNAIi?:�=::�;.::,�''' :..:-��:�-.:..:.�_�. ;•�`=._%�:::_�:..�: :::.:.:-":�+��...;.a "�..::= .:. as• 4 -'i='r. �,R='!K:?1!:_ �-ems �i.`_�_�_ ..�w S_'r.�'tu'•:��..��. .f.�-L'-'- "'.'•��•'�a7G-:�Y"__�..-.: `�.. �- __ :w':.is17F.:Tr«5+..r`-��'4SFi.+��=:�G,'•��i.-'.- =rr�•i..w.a.-y-.1'r-.Y.�e'.rS:'�Tr.-..ra"'.'�"+-a�-�1��.�'�•�`l.�s•:Ta-u`�^'.='.s..:.•.'�G•�SI���dY�Z L.: ._. � .-'- . .-.•r-.+-.vn ..��:-ter. r_ .•r.�. err �e-r .�. ,_.Y_ .. _ ... ... .... .. ....�y• L. For the reasons recited herein, the parties hereto have determined that the Project is a development for which a Development Agreement is appropriate. This Agreement will .eliminate uncertainty in planning for and, secure the orderly . development of the Project, assure progressive installation of necessary public improvements, provide for public services appropriate to each 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 the:l�en_efit;.of_al]_cJtJze_ns .of the City. -..��•"'.�'..r�S}•�-r• 1�+..r r--�:.i,� •- wSed3,.••s7!a'��f._.._a�T'•�sV;�14r.'.r=^+`ram•:;'.: `�-�.�ti-txf��•�if•-- -_-•.'�.... ..� _ and ~otherwise achieve the important public goals and purposes ' f for which the Development Agreement Statute was enacted. In -exchange for these benefits -to the City, the City has deter- mined that it is appropriate that the Developer receive the assurance that it may proceed with the Project in accordance with the terms and conditions of this Agreement and the • City's. existing . ordinances, resolutions, regulations, rules, and official, policies • as of the Effective Date of this - Agreement. ` —1, `i•✓ •.a•. ►�, -l- __ ' wwa-T'Jw. `�r - � •f• .. • �;.. ... i . :.Z 1'L '��Yrw� rrfY.4.: -a►..y�?"-r.. ..:r'fi: .:,..i�_ii►...:-.- w..c•i�ti..�' ...s�r.i:�:•�•.:?�i. � •':r...�w..-•.�a,k'�,.�. 'r- .rw r'.1 T,�a.{-.••.*:-�rti' ��• .S1 ..�• .�. •.\':�=• • .„!•:"•'.l-J:T`�'Vr '•:-: .•.a-�' . �... -- ' �� .J•!?. waY�_�Ll•+-?+yam,.:•.: _y.�w.—s.�-I�:f.v....�:: •!" • Y r•'1•, - - - •ti-••.�_ - • — ` . �.- - atilt_r-..'tiL�h��� • -w-_ - -•M •/.•. _ �.:_ ]i �t-S t.--r��r�r J' •'4 - a • .: _-�^ �._ Y:.��rrar��r-•�ii ass M•.a.a-�a[+�ti�r.-rr-h��•++rrs�h•i.v��.��-.r-.rr'�a�_-�_'.ti_=������".��- - �'=�.r.�:�.i.. r�tiyy.t.-.-..:►Y�G-Z lt��..:�.��Jti:.f�•�I.i.a�n=.V.:'�:...�-_�...r .ti`.r:ram �.`+.��.���r:+�...`-+�. C O V E N A N T S: Section 1.. Development of the Site. A. General,: Developer's Right ^ to Develop; City's Right to Regulate Development. Developer shall have the . right to proceed with the Project on the Site in accordance with the terms and conditions of .this Agreement, and City shall have the right to regulate development 'of the Site in accordance with the terms and conditions of this . ti Agreement and all City ordinances, regulations, rules, and JJ 177ol scies='iri:force Ts:roh ec 3.0 `fie-b _ — -- . Agreement. B. Permitted Development On and Uses of the Site; Permits and Approvals Required. The City shall permit. the Project to _ be developed on the Site in accordance with the terms and conditions set forth in this Agreement (including, without limitation, Section 1.0 and 1.1 below) and the Approvals referenced in' Recital G above. . The permitted uses of the Siter the density. _and - intensity_.of -use, - the maximum 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 Separate' Development Parcels, and all other . •-- terms and -conditions--of--development---applicable =-to--the ---Site shall be those set forth in this' Agreement, the Master Site ...- _ter. +.r �:; - ��..�:y.�:a...e�_'•4_.- .r.♦-_ ....-..' :.�-:.+-•.t: . +�.� 5- i...:S.��. s:' - �•_+`', •i' •-y-'- 1-- ~,-' .... - -!-- _ .- !jam -.•`.•:•. - - ', • _ 1 .. ;•,� - .-�..s.•ii �:r _ +•• _-__ - -. .1 _ -- - - -s~'tea.-' - ' i.: --5-�.-,---. ...in:-.t.•._�+.vV-Cyr--;,L:R. w+- - �- .yy .••.. 't .....•. •..'yam' .r.+s---`=r�-�`^• �.:.. {.. .• y5 ���� �rti.: ���.i'1�a �Iw.rY'�. __ '_—�A.-�+'_���+...- Ar N(l�M...MSL�r�Af ♦�•�.�i.}+w�.wrM.-F�.�n 1r�4}. �}. `hL�I1.Y�� - �-�~- , • -..r +Y-^�.�a!:<_a�4;G.� � � .u+--�++ � .s -.w•a�r •�h..s�:7t�. �«•►`-.� -fK•.....wt.�!y�.} .i1'►-+ 'i---'� :f;:�•.r :Tr..�r+. �� t+-:s ��i-M�xr•��y!.v �•�..-p:ya':_ai~�-�� -s�� +�+--•. Zti*,. •.•ti'i. ��j � .f9.`..�7•:�'.�f �:.L.:.:d:-.e�"1=►•..:'. 1i:��a.'•-:-w1-.�...���E.' ��� -fit;-Y•1 ��1 ties��'" �y rr=-tr'7i...•�..r _�:^YL' '�1�. .gyp• '";�r: .: ;,''_'- 1.5/88:.. FINAL': -.---. ' ... .; :'' . _ _ .r: . :�k-•.. . _ _ � .. ♦ - . .r-`"Adel1C::�: .... ••; . ���tir•-:o.�r'• '. -- '' ,... •.. •-•�.L.:..far;.,i�:,�+�.i�•..�+ec:�•.��-i.--ai. yY:.::;;Zs+�.i�`"..�<.:;J. - ,:S.us:�, :Z:�,,.:��'*'_'.�'^'G:;ra:w�w�l:'�`~'�_..°w'�.r_ '�'r?: ����tir.'�".�-r•--`fr:s-•� -R+..._---i�'S..-�:.�-•.'�is...,...•: �--=�^'7►�..."-.. . w�:-•nr..+.•.- •.....�.... .. ....ter-.. r.y ... �.- .s-. ... Y• ...r� �»w ,. r v •• _ .. .. Plan for the commercial Portion of the Site, the conditional use permit, coastal developrent permit, and tentative tract map to be approved for the , Phase 1 hotel prior to or concurrently..with the Effective '•.Date. of this Agreement, the approved "change of use', of the existing nobi.lehome. park on the Developer Parcel (inclucling without limitation the approved Impact of conversion Report and Relocation Assistance Plan) ,' all of the other terms and conditions of this Agreement (including without limitation, . and to the extent not superseded by the specific provisions hereof, all .._ _ _____;�applit�able,C_ity�sardi_nances,_segue.ati_ons��rules,��nd��fficial��-- policie's in+� force as of the Effective Date of this Agreement) , and . the development plans and permits to be secured by .the beveloper after the Effective Date of this Agreement, as referenced 'in Recital G above. Notwithstanding the foregoing, the City recognizes that Developer may request approval of plans br permits which 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 rarket _ .or financial feasibility between.. the Effective_ Date • of• this'.Agreement- and the :-time -of actual Development, 'provided that such plans shall in all events be consistent with the Downtown -Specific Plan and other General Plan and zoniriq requirements 'applicable _to_the : . -Site : as -of -the Effective -Date --.of this:-Agreement. The -City �::.`s �•�•.. �`•... •.- '.��:-.':::=::=��.' _--1.. :_.-=��.-»3�_'.:^ ..._»..ss: :..._•.t.`;• .r�_ __ � •=�+..►i• -..ram' -.i�� C•.z Y�w.i� � 1S ?_ti._- } n•• "�N riT�r.ys_:-}�•,,�. � Fla-r.i- ��'+-i�i-:..:= -: sa�S.�.a•.+�.v:r'-7�':� "_"r—'Z' �i^S•I.• r�`wr. e� 'ti'.� ii_4.'•- .n'� rr+. .w_�=:� .ate.s.:�.��.a�..+�.r v—ti.?w' -� -�� � •�`! .w �_»=��.��.�:��i_r+f��S}���_r;i:fir•'rsy�Cr,•.��::.�{.i.-� �'ra� r..�'v.•�.a.'-�w��i"�.yt�.�iy�}'�::�• .... .��4._� ��� �s'i.�:�'r�. �:�r�/r i•:...w%��•� .--�r. i +��'.. ^'a'r ��i�^� �.,�_�� ._r�:. �'.�'.i.:.��•��:�J` .. :x.:T: Y. Y�`..�.. xJ� +--r.--+r-L1-•7��r•+--�T-+er'a.n-'+•:.�wr'Lwti•w..w�rr.vw.err�rr�rTr.wY.��r•.--r.fr,1-:�'r1C Yr'.'�, �W�.+rr .�.y .TI•.M� �wYrYY.� r agrees to act reasonably in reviewing any such proposed change(s) based upon legitimate land use planning concerns. In the event of- any inconsistency between the approved plans and- this Agreement, -the 'approved plans shall govern. With specific regard to the Residential Portion of • the .site, the Developer and City each recognize that the Developer is required to obtain Planning -Commission approval of a Conceptual -Site Plan for the Residential Portion prior to approval of any conditional use permit for residential development, • in accordance with Section 4 .10. 02 of the ti -==.�;D'owntown%-S,.eci - �..3z y,.r p f c lam: '-T2ie�evQ3oper. an—Ci Y.here .r:rF:.'l-�.3'.t.:d++.�.r..L:a.:w�..a;. .--1- .'t '1•-. 'iy' .' _�I.� .:.5.-Lr��'�� ;.'�+.:LC.• .._-�......--r •, w .r-- rl-•{�.ti 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 informational purposes only to allow the •City to analyze the nature of the planned development of. the Residential Portion.The City agrees to cooperate With the Developer in- . issuing encroachment permits . reasonably required -by . - the Developer for any construction: to ' be 'undertaken by -the • ' Developer In 'City 'rights•-of--way.'• C. City Review of Developer's Plans and Related ' Documents: The City. agrees to promptly...commence , and dili-- _ -__...._gently._'proceed: to ...complete -the- review -of -all-of--Developer-s" application's, for develo me.nt • - and • buildin P g ' permits and- . i�-... •R•- '••' ya —A . •_.• •.�.—\`. -� _ •�'•..�•�.+�-L► •�._wS�i -�L•��V�+YS+�rrww�i►+�M S'�aiwJ~v.M�1w.1'.«r�•_i!'^ .w • .)• a.. .�yire�:•a tar"tti' /• •~K'-••. •.n�:.-d��• t.r:_= �yY..:-r-r�•.,i _.�wry - '.s c•». ti .1- - + a� '�Y•L:•.f.::w� rw. - YTa:-S�.�, . t...w:i�� •n .Y 1�.. t'.�i.r. •.[ 1 .� . 3. /.j-. k� �A'r• J•h...'1 �.•,:.:ii=-.-tea++�L'++r�i�'h:i-.`r} .•.�r� rs•.cr.".'"��-}c`�*.*'�•�'-.�^.Rrk"3"r. �+ser•wr:a,+ier} �i'wl.='�.:r+••:cl._i"R-.F a ��:e i 3.58 �.8'8.'' .ar...•..•r�+s .,.,icr-w.11: .ii�rra.:.[w�;er'J,-�.+r...-r �.-�•.�:.:�.-:1'b Ys%r �= -��J}� y.+- _ ._=-r� .-�;•? , .FINAL. .W'r:: .:.e������Y►-C��::;i.i�.+.�:r�_ ..,.5_Za•:•._'•.-i:ti::,•,r•'�s-_a.��«ti►:.�_.ir:_l_:i'�:.�+rc.��1C:�•...�_.t.+aJ�.ir#�Lt.'�u:L_+._r•� :f?•ia r4•va:•:�-r�d+•.:- �'--;�-.+,«L'+"x -••�,..Y� '-.:`'�:-+i•!T1�.t`::=.xti�!1:..+ :'��°"s'a'.,r-."-=.�`-s' =�+�"�� :..�.M�y"t i7. .�•+s�;t'':y�:•r ii�-+L:! �iK—'-��s.:: approvals. The City's evaluation of such riatters shall be conducted in accordance with City ordinances, regulations, rules, and official policies in force as of the Effective Date of 'this -Agreement. During the •preparation of all drawings, plans, and related .docunents, .staff of the City and Developer shall hold regular progress meetings as needed to coordinate the preparation and review of such items. The "staff bf the" tity' and Developer shall communlc_ to and consult informally as frequently as is necessary to ensure that the formal submittal of any documents to the City can receive _' - —pror�pt��nd- .speed zttent.ion:- __U on ..the-•Develop eer1's: r est_J f •-•i. tia V�ti Yi:c�i�`��'��rT�~ti�.•^+• `r .i. L�� r•1- Y��[S . .. .. ... •} .- � `'4}:�+.�:.•Y� .. ..�....... .. ..- . _ �.. � .. -"-�' 'and'-payment 'of+'all• City costs therefor, the City may retain a contract plan checker or checkers to enable the City to expedite the processing and review of final building 'plans and construction drawings. No plan, permit, or approval required for the , development of the Project shall be revoked or - subsequently disapproved once issued - by the.. City provided that . the development is consistent with the plan, permit, or approval. Any disapproval by the City shall state in writing the reasons for .disapproval.. • • _ - • If Developer . desires . to On, any substantial change in any of the plans after their approval by the City, Developer shall submit the proposed change to the City for approval.. ;-The processing, review, -.and approval of any 'such '.r.. - ter.• � ''r'. � _ ��l. - •�-�;•: - - •.. •r is`ti..:S,;c��.,.�"'.��,i;.�`- .,,;�.a�5'r:=,;ti r ;���T.�•..:.:.:��s�v's:'a• �� - ��.:�.�4•ti...�C:�,^' =:1.�-i.:i:..,-r' -"'� •'t yj f. - +L.. - Z\�eawi +w..✓+S.JC••_.w-••-.,5:1_s Y:' �� C'-FR 4 S•- - �:~ S L�•a Z, e +:.:�4�a..tG::'.s.w`r��r:r�+.sw.a. R :�.a.�.''...:+��=�:L�..::i�i�i•f''�:.._.''..! +''..�. :�ti-s.•.-.s;'s7•�:%�'•.aei=•:• �i...`.- Y.-.�t fir.:�j:�:.� ��-i-e+•�:...��.a����htii �,_.���:=.+wiw:ii.'.::� �...r� �ti..�•.w�• a...r�s�.�•�r _ _.,�.rr��r+�--r---r .'^rv.�•..r..•_.a- a.....'+�•�... _ —_�-�r w_-. _... _- _ revised submittal. shall be subject to the same provisions as are set forth above for the initial submittal. D. Sco a 'of Development. The Project shall be planned, designed, ' -and constructed' in accordance : with this Section 1.D. ' (1) Architectural• and- Desi h. The Cormercial Portion and the Residential Portion of the Site shall be designed and developed as integrated complexes in which ' the buildings will have architectural excellence, both individually; as is _ a � • � ¢..• .. .. - -•.-.- .�:-ram i.+.-.i._�.��.:..��:.�r. �� r.._.:r .-'_�_ ..._.. ...• . :���=�_ �::-r:=�'�_ =w_e33�•-a�- rF- the=;co to =o `� e�:.. ^.,.¢ram�-�--•:--:= . - • .. ".�'�_ ..,.�.,-. .-. , .,.�_r ..-' _ - � Est`:. f==: �i:;,:t`ot�l�:�onimercial�• ..._ - '!.'t-',. Y1'•].:ry-y!A�i+�tia"A.l�T��S-S.'.::i .�.aC- ..:.•7.�.:T.:':L.+',.�.��...wr�'« •'sL��ll••:+_- � ti� complex and residential complex, respectively. The architecture and design of each phase of the Project shall be subject to the City's normal Design Review Board approval_ process. The improvements to be constructed on the Site shall be of high architectural duality, shall ' be well landscaped, and shall be 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, physically related to, and an enhancement to _ each and, _to -the _extent reasonably-practicable "-to ••:adjacent- _.i.mprovements existing or.. planned within ' � .i= :..-:•�: � ,, ... •': f 3-:� - - •:. •�^`esi�+r..?''•♦.,v��:Y_;3•a '••~;�'s}�i y� :f w.nr.+.'r.�t,r-af=�(�rti•�~-u�•- •1 :+:•� �xv���. +..r.a_ o_d:'.-�''�kO °�'•�"`S�s"'!sj•'fe.+e'ti a=�::_: ��,-tee . i.� _. •.•. ..:• •- .1 _ • y. :r'= `t tic.? I1:.�=rr r r�i� •,�r.{� j.i.Yy� :ram•.. '� •• ::-Lr� �`' � �Ch a'c.` r*��� s ='y4:wiw+r3�.riS.tin.y�yf....+La�ii rs�� f*:y. -.��--.��:.r—�;}$�1���f7F`-a.r iZ1AL �� �-=�`:'-.•.[.=' -.ti.-t •�-'r...'t�J'. - - 't�- - ..Yir._: .�'^""+—":• 'a .-r' • -• • '.�'• .• -• � •�•.•:r-r•r�..'�-_ � A+.:•.•.`e:•��•:-•Y:�v:y�tw.���:_-,:,L ly�- •:'.}.K..:si:�-=.•�r�•.�:�?ti.a'..:...a.:'�•J..-�_.� l'1 :r..���ai Mss-Ma�_��r°�tiTu _n. .�r„�:. . ,:• a r. -_ _ ,i�ait...:.�'�.C�XT�'�...�^�«S.� rv-,fir.. �.i.:r::ir."�:+%+..•:+--• _ _ ...ram._ e�a..w� ��.�..- ����.�._ .-..�r..r� • the Redevelopment Project Area. The Developer's plans, drawings, and proposals submitted to the Agency for approval shall describe in reasonable ' ,detail the architectural character intended for the Developer Improvements. The open spaces between buildings where they - exist shall be designed,' landscaped and developed with the same degree of excellence. The total development shall be •in conformity with the ' Redevelopment Plan for the Redevelopment Projecti � _ -- '.:�-��.__�:�.=}��.�.Area_�.•v..._�...���.��_-�._�:•---._ - �' ---��-�•;�-��--,= -- --=- --• _ _•el j: .. +::t. t..�__...:�_�"� - i-i.:�•�i:C7 yv_�i•.•-*•-. _-• -ar.- - --:�::' rt�._ -t- _ :- -_ .r__._-.. ra:.%ti�1:_ r:.a.t'._'J1 s:.f L'_�-. :;s�. •::fr t• 'a"�i: • '+.'•.�A�'•:7.. .: . .-..r ti. ... .. .. �-7�.. . �.•:.. ... .... .- . (2) Developer's Responsibilities. a. Developer lnprovements. Subject to all of - the other provisions of this Agreement, the Developer agrees to develop and construct, or cause the development and ' construction of the . improvements (herein the "Developer Improvements") defined below, or such additional size, intensity, and character of improvements as may be permitted and •approved under applicable land use regulations of .the City and.'Agency. The . Site will be developed in six (6) ' commercial- phases and -three • (3) residential phases. The _ 'boundaries between 'and .- among the_.phases of _. - development. shall be"generally consistent 'with'•the ••- y- •M••fir.w-• `14 .l,t_•w�•r..ww_--_ T y� `��.� _ •irw: 'F. '• .. .r j;tiina.•.i��`,n-;;_!�:_�.��i'<3�?"-eL�:�ti re-y �•' :i4:i-•.tires•+.sa-ivi- a.t-v.'?a?t+.. .:�t..J.7;f.�. ...:•r..•a+1.s...�k� .1_. •�y .:c�'�:S'ri...,Y�ti' •C:Y.'tr:r>y'�:rp r - _�Y i.`i••�iC:�r c!_.M 1 4.aA•.rr..... a•-:•_:_. r't..�:±�fwer f.,,G•_ ] sw':�"`:.r _. •�tt D8y15JHH •. -.. �-.r.-w-....r_,'-���+:�r.;.t��....:+:r= �-��..-_e-:...t._•-+y..�.� w r�/) 11�1 y- _•• '••- �-:i •�=FINAL'�;-•,ti.,.=a�ti��•.�-_s. :.:.c-,.�..�;,,,,,w-�.�:�i-ice ,n-Y+waa+..�i•.,:-J•^r .-G.i, i .. w- • • . - - . • • .. .. . 1. . ti • _3.,;.'}•i3��41_a= :-�~' ;i.' _�a'F_S,_._Y:���-�r'v1�_r's.:« �:iJ_if••;Tr�.r hr-�..�:..�.r"�t.+�....�a J�::i.:C�1.}��'-�_�ti."k'.r -•-''•f - __ :�. "-^^ ,.....ti•.r�+�..--+� '•r'.�r`r��`�'' -��d'�.r sC i_�+G-.-�=-�-'+L-�iL:•�•v�Y•-`•�=.•�...:�`•S -...«ti .r..+-...r,.-.\r. .w t.\ w...r .. . r. S'7....1J�.e:_N-r'Ylti•-;6- •� . w . . `+.-r-. .i - ._._ -• •- -• r . .�rl.� phasing plan included in Exhibit "C, " It is understood that phases may be developed concurrently, subject to the limitations set forth • in Section '.- 1.F of this' Agreement. The six _(6) commercial phases and the three (3) residential phases are described in Exhibit "C" and are described generally below. • (1) Commercial Portion. The - Developer Improvements on the Commercial Portion of the Site shall include: � t Phase•:3:=Separate...Develop=.•:�.� •:� . :5���:L'� .....r ...._ ..-_ .:if•' - - "Y�S�--tiS:. -L''r..: .'.�S •L •J: �.ti.r'1...:SYi':••... rT• �.r- Y' ri].:y.—r. .-s..-. , ._ 3aent Parcel No. 1: A maximum 300-room first- class hotel on an approximately 3 : 6 acre parcel. (b) Phase 2 ; Se arate Develop- ment Parcel No. 2: A recreation/tennis/health and fitness facility, including ' a swimming pool, exercise/weight training room, sauna, and spa on an approximately 3.,5 acre parcel, (c) Phase 3 ; Separate Develop- ment Parcel Na. 3: . - A - first--class hotel with conference •facilities, with a maximum of 500 ' : : . .. .. grooms, .located .on an approximately 2 .9 acre - parcel. ' I.•..•. •..-. rf - ' �'.•�-5 Yyy�•.•r• rr�Y.wti-. -r : -.i'. �j•r. O•e.••�•- ih ,. � - - r_ .._•�.. .'-••. . •' - •••- ..- -sr •T.t-+�SrA•r•rs -'riw.isr�~,f"`„��'Z`..�.�•:+.?ti�r•w+.�-...���-+..w...-.-...�- � —r..-.+_---r�+�.+."---.�� :J�.- ._.� � _�.-i.-_..�:+:...i.i --T +•ors vr��; ......- -F ,- •-.... • ::'� .-.:_.f•�-�_•, w-•. -..��;Ta.� �T rlVs•�--�a: .-`.+ - +��' ._�'__�.:�ie:��lZ=••�-.e„•�-iS E'.S']J.�1�fili:` �4�H-=7ti7'j.1:-�1:--L�1'r�_i' J:iy'.•� '�-i-.�i.lr ,_,•+' ,� ._- .�rz�.,'-.:�a-sr?..e-�.s�=�:..._a.t�-•:r���."..�_-.'•�-V_: i-!..��S�c.��:• -1y--.-• _i��-,;�:.i ..r � ��. - FINAi�`, _ r'��,_�-r-- -s :-_._ -��, :.r- Cr 'rti': `: -<• '°ti•:14C1 `i't:-,+r=- '��+�-• h N }y+�.'` -i� .�=✓).,fir '.•: �ti !.'az• f.ti�-�:.t-: (d) Phase 4 ; Se arate -Develo - ment Parcel No. 4: An all-suite hotel with a maximum of 250 rooms, located on an approximately 1.2 acre parcel. • (e) Phase 5;_Separate Develop- . •, � . ' - -• .... . . rent Parcel No. 5: A specialty retail center • on an approximately 3 .8 acre parcel,' with approximately 75, 000 square feet of improvements. . (f) Phase 6; Separate Develop- i moment-•Parcel-:>'IO: _� _�,:A_�luxur hotel-_with•�$__ - _. y-. _ . .-Y ..-�-..�'trti>>' _�..s _. Tix i.a�:'a�.��.r.s:.s.7:x-cw ..:-.a:r r�_•:w.s_....+.: .is.i.L_�i ti:� .r?:'+::i.. :r .. ... �« .. .. - maximum of 400 r0o:,s, located on an approximately 5 acre parcel. (2) Residential Portion. The Developer Improveir.ents on the Residential Portion of the Site shall be phased in general conformity with the "Conceptual Residential Phasing Exhibit" attached hereto as Exhibit "D" and shall include: (a) Phase 1; Separate Develo -- ment Parcel No. 7: Approximately one-half (1/2)• ' of-• the . :..residential . --units - - to be • constructed on ,the Residential Portion (438,' based upon the maximum development of 875 residential . : units contemplated in . the -Supplement -to EIR.82-;2) r. • 4• r '� _.t-..•..:..s- ''•-.+.•..+V"' ti�z.:� .ate- w-ew:. ••'a-�{ t�v!•� 'r'.•• �-+ a.'s�i-F. :�..:.::�.-�!: .r.i'tie••'s��•rf`i .i is ra��+u� a7-�..�'i•...!�.�•.[� y.r�J' 1�t`.'S-'''•�.- Yx��i r%�}.�.•:r�' i •:y. � - "�. s y.1' +-+•iv. , 1�•r„�r�a. .... a t.a-..... ..-•- .• ♦'•' •v=� _ ' :•-. .,-•ti..i.•�.�,r.08f 15J-68��F3IVAL`.�:��:�� '� ..r. =_':" .:-...._':`::�-_::-:._.. �..-• `�!!�' .. _a•t�.-i.. _ :Y:� 1�:.•+' •..�:��Z l: • -':F'I. v�r.• 'i:• i*. .•b+».••i-�yMi N ��r -��5: L�'r �-:• • {"'{.•�'�� �^�`�`:'�-.-.-�"a�"'-�^rr.-:.'` - � -.-r.-.....r � ....,� ��_- ..... ..-...�.-.Lam"':�-�r...�-�.1�t=.~"Y`J.�l�`3w 74 (b) Phase 2 ; Se arate '-Develo - ment Parcel No, 8: Approximately one-fourth (1/4) of the residential units to be • constructed on the Residential Portion : (219, 'based upon the maximun development of 875 residential ' units contemplated in the Supplement to EIR 82-2) . • (c) Phase 3 ; Separate Develo - vent Parcel No. 9: Approximately one--fourth (1/4) of the residential units to be • s • •-` ,.==---- -='--� �}} �•�= �,�constructed-an-:the: es�.dential' orir" on - 8 ��_ '- �. •+`.r�.�: T`�Y.-+`.��.rti:' f �'ri.._. .y-i+ ���� �t��� .. +..•,:•r � ry �•i�- � •+. ,i�t'�.a.�. wr i '1=��: {•'M"1'1' �_�:tit.���_ � -�� ti a�- - y�ti.�.-_�r� .Y_ :.�..� based upon- the raximun '~developmment of 875 residential units contemplated in the Supplement to EIR 82-2) . (3) • Parking and Reciprocal Parking Agreements. The Developer shall provide - all off- street parking required pursuant to the applicable provisions of the Huntington Beach ordinance Code . (the "Code") , including any permitted modifications, per the approved plans '. The City has agreed that the parking - for the Phase. 1' hotel - (incldding ' guest rooms, lounges, meeting rooms, ' ' ;ball rooms,- and guest-serving . retail uses) 'shall be y determined on the basis` of -the ' City's,T parking - requirement for `hotels of -1. 1'- parking ,'spaces per - .. .. '`-..rw•...-;+.•++:.n.�'ti.—..-�.�,.�. y.wa',r - •�-��� r.v• 'rY-.-l► w .w•�� '-•art—.�.k.�..wti w. . ....i,t_.•�5:ass*T.�'..rt��i�:t{'!%..•�1'w p:!•�'i:!"��t��-r:•r_sa.�X r`.:.�w.::.1:�.s:.ir� •'•�rµ'+tw�+.'.-..i�•.�tiw✓��r��iw�s..ice+.-~ _- yli ter. -.�. � r��wa.c L;•6-• �:-��'3�r�L w 7r•tii.�.•'a�+-.:x. a�-�..•.�.�+:��� :v._,4`.'..r` � r : ti �Y f' •�- •rr�a� rt' .-ti+ :v o:..,ti, ti - -. '+�•: +;-ti„S.':�}v4t}:7.-.+ _�.rti --v:•vr..s�- rye-u� �w ` .�4 r•�7`-.. +,- .p..•.•r.:��. .,1 A-: T• - .ir ti.•�.1� .'rye•�(' �:. - -ssr.T - `. ni'-"�-�_:�at�Y�.•�,"r.�«.�...j�'»'�'3".'R'L'S..�TJ!����`.5..�.y"`�'�"'�.«.—.- guest room, pursuant to Article 9606 (a) (H) of the Code. If the City determines after the Phase 1 hotel is completed and operating that the parking is not adequate, the Developer. agrees to cure such deficiency by providing ;additional parking (above the Code requirement) in the subsequent commercial phase or phases. The City and Developer agree to address'- such parking deficiency by obligating* such subsequent commercial phase or phases to provide joint-use or shares, parking for the benefit of the arkingos ::r.he��.other'. .hotels-�f - r-rf x? .---- t - - - - �".'Le.a sv►w"'='1_^1��^-is�'yr.,���.�;'ti.+s.*+'•���ti.l'r:•-."_'..• ^'?""iRras:. _-.s r:.��:�S r.�T'.�.:���+s��..�-..-..-....�- �. �.-.._......_ ... planned for the Connercial Portion (Phases 3 , 4 , and 6) may be handled in the same Wanner. Parking deficiencies nay not be cured by providing additional parking along the beach side of Pacific Coast Highway. (4) Miscellaneous site Innrove- rents. The Developer shall provide all landscaping, open areas, driveways, and other. incidental on-site inprovenents required. . for each - SepArate . Development -Parcel -as - development occurs, . , in' accordance with the approved plans, (5) Walnut Avenue Extension and the "Spur" Street. Walnut Avenue shall be„ extended through the Site consistent.- with -the '.Precise ' Plan �� _ •'T�.� •'•- •.SY +-f.�.+—....'— a.T•.wJ~ -.7 .ti��. r� -__ _ �-3.�•.- i.. _ •�� �} •`ra�rsi^ •-SJ:� �;� .w y��l�• � `L.v.!r—../�y�..�»k^.4Vr�.w�'.Y•.41Mv inMN_1�wr—.^.�r :..il�Y��ML�7-i`T+'aL+..-i .-_fit'. �T ., a. ?.., ....� .�+71,T _ _ - .. _ }'. . :'- �..� -K• ate- _ .�.....-e:':•�_ `... _ � x 5/88 _ �:�,.:rN-•_i:.�-+r- .+-, r,r�..-r:ti tis•-r �' -n�-�-T r•tr •1��4V3'. - -._r i.i. r-.Tii -sr - J.i y.{`.•~' : •.-. _. .... �- �.:.�=tip._'-- -`.-+'�. �_. ..a. -?- - . i • - r..•!•.� .ram'. - .•:-.•: _ •:a�.�C. i..e:.. ■..ti�..1• - .`.��..�-++- ,• �'s_e _.:tr '�a:�' "'7:T':,;,rx�*-! ••* .r`.t ..r fM+awrfY^p�•. '�4:w�_ L• .�/tiI�Y�_l.�x .��+�f��:..0:'`�."'. �_-.... -...-� .y... iT�.+:..r w.-'•.w'."'r�.�...�....a._-......r.� �.._r.:�.n.. ..4T,r":- . , �ram---_ .. -• �_ of Alignment 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. ; S :r•; - . •.•�'G► u,'s ci�yz s"st=v-��•_: .4alnut�=.Avenue.a`and.E tl?e-%-sp13�'r •'ti -:'is.�.l. `� ...�. _� � .',`-r , . 'w^.�:rY•r�-• ti•�::5'� ._P..-�•/,:,�`1'•�+-::s-•.r-e �s :.n.r�. _ shall each consist of approximately 80 feet of pavement, including the landscaped median strip, within 90 feet 'of right-of--way and shall include (i) traffic signalization at the intersections of Huntington/Walnut, . Walnut/"spur" street, Walnut/ Beach, . and "spur" street/PCH, (ii) median landscaping and perimeter landscaping designed to enhance, the quality and aesthetic character of the _ - Developer's development on .the Site, and (iii) all. of the curbs;• -gutters,- -sidewalks,- street lights, . bus. benches, storm drains, . utilities, parkway landscaping,' 'and other required improvements in the - street right-of-way. - .,. . ._.. ... ..-: - ' :.. _•�.' � ..—. _.C.,'• ��._� .,.-.� ._..�.�r--mow..-�a.tr•.•.��� • ;�..- ..per..� _ ... ._. _'y..� �. ��J__ M .. �_. �•' .:ti•tip+- r- •`f. a::s' •••e.' s. - , .aa tYy �''`^ s'•*Yl+• 'ti t`1:f•:. _}:�'1����uY} ••_' - —s t'��1;r' '-� +�- _tiL. ..=y=.fi....�yLr_t�+.:•Yh=v'iis7 a:�--`-tii�cl;�.�r.-c�i_ .Y.�ti.i-�.s_,.:.{ + . 'yr .a• i•:. � •.ate:..-: a; +� • .s._'e r-.'k-.. ..�� :s.. w`4:�+•^..• � .:!•:•1 - '•i «1=�l.� -'. _i`r•�w+-_+r- �•" - --a: ��.�4��-08f1588.: ;F3NP.Jr=_�_�:':;'. . :��:�_•-_� __ .... ' .�.� _ _�._...w�..,_....;,..,_�- 2. - - . .. -t_•wr� •r "� • �•. .'y�ta '1:,iK• yY.:�.. �•r•.?•r•w_y���'r.�:». Z•�_ �r. -_.V_._-��-._�`l3.'.�.�r�.i�•�Y.��i r�.'..`��._•� _i:•�:'�:_.Y. . :L•..�.. •« •w�•'7tTi)'•i�Mt��.i_.rx�..���."!r�.��.�.�a. - _•r_.ra-�raJi. .=; ems:-��V.�.e� • 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 ]• , hotel (Separate Development Parcel •No. 1) , and shall be accomplished prior * to :pompletion of the ' Phase 1 hotel; and (ii) the balance of the construction shall be' accomplished by the completion of the Phase 3 commercial development (Separate Development Parcel No. 3) . (�_!-•Miscellaneous-. .Public..-,- Inprove-_, '� +-+`r.1i7 w•r fir.?Sim ...=�- w��M�.-� may. .� ' - -�1.•^st- -- - - i-� - �F'...7-►.i:•Rfwyi'.:a.:-lCr.�.:l�..rj.'1•L .� :�..-3.i`.c.[•r... . ...3.r ti: � -/.: .-5:.�: - rients. The Developer shall be responsible for the following limited and specific off--site public improvements and site work: - (a) A pedestrian overcrossing of Pacific Coast Highway in the general location of the Phase 3 commercial 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 Guidelines and .' CalTraps• minimum design standards as described in • Section . 7-105 of, the State of California .. ',,,.,+:�}• ..:-•..; •.�� .r..i ^•y`�•••:' .y.•.';.:;. �-:.�.� -, tirw�.ar�vr..r=•fe.`�.±.�:ti'}.'`ri.+~.rr=t.».::�ti.�•�yW.:z` l;Zr.. �ti�Q�4.�'Jr�•�e/sY=.Za'�'L•��+L�f�^.'1 T],;-71•iY•4!4taa��wA'�•1..•i eYw�:�� •�-,• __� t• ...•.-..Y�-- �•r....-` y .• ;��. •.s`•• �T;.-=-� '---��!��'`�'��G_S4'.^F13AL-�ra�+rw-•=i.�r.�..t^.,..4-+'..%.�;�}-•-�~�•'�1•��ri.•-.;}� :..---..�s-=-r_-lr.+r-�^.- ��a. -:v.r•� •,,'�•., + !r: xr-. LI+.:•} ism'�h1r�:--:��,Oi'e�1fa�.Mrs" K4^` � r_^-' e�•••� 1,^•-•-^',:a'6SY••e..�:r�r-w: .��v-. � -• ,- ' - .�1 Highway Design Manual (using pedestrian--only design standards) . (b) At the Developer's option (and assuming -. all necessary governmental approvals • are - obtained) , an additional pedestrian overcrossing of Pacific Coast Highway in the general location of the Phase 5 commercial development (Separate Development Parcel No. 5) , with said overcrossing to be ' consistent with the overcrossing referenced in s'inr�can formity-•with::.the- ^ r. a•..-r./.W. .. 2s�:�•�.-+Lv:.7..xw. � •�fLZ'r.. .�. ��•1 t-.1:�:...�:i.ri.3..49`.�r.w I�Ay•ra y' - •' - .......• ti. _. engineering and design standards referenced therein. (c) The following additional public improvements: (i) any street widening required around the perimeter of the Site; curbs, gutters, sidewalks, street lights, street - furniture, and landscaping within public rights-of-way on the Site; (iii) signalization improvements or modifications at - -the intersections -:of - -'-Beach/PCH and: PCH/ • Huntington Street; (iv) extension of the city domestic water .line .fram its existing terminus :at ..Olive ..and ...Third—Streets .to__ the-,.Site;...and . (v) ' extension-.of all ."otherutilities required .21 ww��aw1�'.a+F_a-a-Al'�'yS�`+ra-=f++i�ut�� 1�lrali.rf..�:AisJ....�r.:ri . .i'�.Y«-• �..�_�.. :_� _y. �_�. »� -•. _._..�.. -ti: .�.. w::- - ..-r,� ...F.r !•sue.. �Y Y4V w �z.. .y-�� _t-� ^�"'�+... .� Z •r,� tea•:.-4='►:L�T - .t;�•..- y,�' .., -.�- r..{ � .::.rirL-«�' •tom +8, ���+• }-+•T-i+�.•ri+L-..._�.. i..:y�r-r.�: .+r• .�••s�r-.�:;Y..i- �s7�..: i;+`� � 4 - •�, :a s��-. _- -, - - 08/15T8 -_FINAL -•_.- -- ,_, Y�. :..-�...:_- ? -__.._ _ . 2 JJ- 'r:-� t�'�..'.°�-�_r'7 r� t'ti'�#`}'��:w'r��i'w.xx,��w.Vt��sr,c... '.. -Y_�i �,t�.y"4::�.�..-:.i-:^i+C`i.� •'�• . .•tr. "rr+•. - . +� .�a- ��'t- — ter.�j'��..L.:.It��- -^ar_.s.�r�eo'^�:ey.�`�...����+sr-�-�•��"-{i�y�+�r�i�����-.��^r��r ' -.`•-�Mr. •-•�+- w..rsr+wr.---_'T ys•'..� " �:T.�...r.R,w..--r_.w....•.�.-«s.S...M.y..�s+..•_.r--. .r•:�'�•1' ti - .. . — . for development of the Project from their existing locations at the perimeter of the Site across the public rights-of-way on or • adjacent to - .the Site -and each Separate - - -Development Parcel thereof. 1 (d) In• connection with • the preparation of each Separate Development Parcel for construction of the Developer Improvements, the Developer shall reabandon any existing abandoned oil wells on such +� = s= : •- • ,. parcel to the. then-current standards of the Y.T.G:+�.�'.^:'��.:����•:y`��. - '[ t ••^•[ �.:.�aA«:.LTi: � ,n:._.s'n7 L ��.r►+,>4�"� i.e.�jerr. . r. r........,.�: 1� . .w� 47: ►yk -. r'-".ram S C=L.. w r, �t: . .•.Cal•sa.r•a�":�.".-'!�r•:::�.+r�.7s r-_•y•..•---..�,.•r.:...._�+- -•':�=' - - + ._.--- -- — F•� + ... .. •.•. .. . .. - - California Division of oil and 'Gas. (e) After the Developer satisfactorily completes each of the public improvements required to be constructed in accordance with this Agreement, such -•improvements shall be accepted by the City or 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 • - . maintain at its sole expense the sidewalk and landscaping behind -the curb. b. Setbacks. . . Minimum building and parking .. setbacks shall . be in -accordance ..with the r.§:av q?. a:ti.r$ r c•F.��e'�:_+... �"'.++.r• 6,_�ti'S',r-w•,.:«F� `J •tiw• -••:.t�.r "::3..v.w= ;••_•r'`• ♦..). .-��.- •- F 1 NAIL • :ram =a�= �--" ---__ _ - _. -_. -:.. - .zzi: ire. - �=�.`._'..':,:'�•.r:=.�.•... _r..�.-•r�:.''� `_�•4 r r' �.Y-��+�l,•�r::�' - _ a.� f -:.:.1.tea- rr r� 7..- •. -" .� ...:. � .« ='T r�'T4 L A-'�..rS�i \�•s.rl.lh-./.�� '�...2• i_�i.+-::�.�r: -i �=i•,'xl�Z ice_ R... L .. _. __ _-�1:,����.Zrr'��r•'� applicable existing provisions of the Huntington Beach Ordinance Code. c. Building Construction. Buildings shall'..' be constructed in accordance With the applicable' existing provisions•-.of •- the Huntington . Beach Ordinance Code and the approved • final building plans. d. + Si ns. Signs shall be in accordance with the applicable existing provisions of the ' Huntington Beach Ordinance Code and, -pore ;- •-.M_._=_s -eci�t...i.•.c_a11y the Dow_ntoW ? a �Pa e �lficjn;andesii�n--�.:.-. ... .�=.- ......:.•.• •3 � - =yJ�� �.�i'.ri'�.r�+�s`•_.:Z:w.:+-r'ii:•=�•-yW6'-aa�l::w�•"s=.i.�s'JS4wre::w.is1.�::�c;.w•e�_�:+�•.+�'.�-•.�=ur...�:K._."«-rr criteria. No signs shall �be erected on the exterior of the improvements unless such signs and signing have -been submitted• to and approved - by the Planning Commission. Developer shall submit for approval. by the. Planning- . Commission. and shall implement a Planned Signage Program with respect to all signage on the Site prior to the installation of any signs. e. Screening. All -outdoor storage of materials , ..or - equipment' " -shall- be -- enclosed - -:"or. screened by' walls, 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 ordinance Code. ' .�� M�'v���i���1•�wK,.._(_�V*'�r.:�-+...�.rt�ar'Z�'r++.t.r'r^�.+.1:'r..���,�►.`rr•?•:r.+...M�=� i� s+�,�.:i7C+..+;i-:+...ri'=.s w-,.:- f ' _ _.. ._�..� •,�z ,�,•pgj��5�88.--•;-Fl_NAL:..::�-���:Y...--p••��= •���Y.'���,<.;���•�•��. ._�.;.�.�--,�•- _-��; _ • - µ` _�1`.-•�•M t��.w- ii: �':.y.�J�f-••��-���i�1� ,��-. �vr-�'L�Y L�y�•�`1 i. • •� yl•�:.+;Y„,_ •'"` a--�J'i.�+ s.. �Y-:er4•y�:?z .s:._r p -q`y.`�` ti--� •...+fi-`x�"F•S��_ �r�'�"•"'�`-.i ..»'�i+.,r.��-����ter+".--v:•�:=�r��..-..�.irY•��...%n-:•�.�f�t a.w%i': � -- -- .� -- f. LandscapI . The Developer shall provide all landscaping and irrigation required on 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 maintain all ' landscaping on the Site behind the curb. After satisfactory installation of the median landscaping and irrigation systems Within the public rights- of-way on the Site in connection .with the i _r; mow;- Y ., .-_{ devel_o�m_entflf ,e�chr.separate�Levelopment Parcel, ' f �- the City shall - accept such improvements and maintain the same at no expense to the Developer, and the Developer shall have no further responsibility therefor. g. . Utilities. The Developer agrees to extend all utilities required for the development, use and maintenance of the improvements on the Site from the locations to which such utilities will be brought pursuant to Section 1.G below to the .private- improvements to - be , located' on. - .-each appl:icable' Separate Development Parcel. • All utilities on the Site - -shall be located underground. ' :.ti:.*.fi.�•y.'_f+►,�?�iX'�e-�ir:�•.:Giza:_7+a�s�n_�-.'_•w'..:....^*"�•a+..dY..t:�.ti��'.ra.�.r-e_••.�.:.►-=-ILefE::-�;y�•:.:: ti.•.�:w::�,r�Z+�- - �•' "^.r.-.w��}ram.:�7.w --- `rtr.r•"d:�i• -Fe =sI .}+••"•' �!V•ir•-+�ii..r} r• -. .-i -i: '•:n..•. - .. , - _ �ri Y,�y» ��J�.,.:r � `•ywY.�r�l. T.`T�+�_.a+'.�'YR`t»..��'..� ..j`•�.G�S•ll� 7�.T�_7-r 3-M r}q -.*- • .,�08�15y88 �F.INAZ_ .�. �. - _ - �- :� _ _- --- �.. .-S' .r'?�..�:�r"�'`±�-yi....—�� F r.wa. f��3"�."•"�s�Z",'�� -^t'rr`.°"Y'•'•` :r.:_. Znr •i• _...« ..---��^ f•.+ •lam ' r ' t ~, 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 on each Separate Development Parcel; * the .Developer (and • permitted successors ' and assigns) shall be' entitled to use and occupy the site 'in ' accordance with the development approvals referenced in Recital, G and Section 1.B of this ' Agreement and otherwise in accordance with all applicable �_• existing. provi s ions- of-:the-Huntington Beach •Ord inance=_Code - .-._ .f`._�_- • •+ 'rw•-=�.: '. . •.;7.�:}�•i.B i.:��a - "�ry'�:� .��-••:,r ^'�'*:.'T:'t�": - -�..' ...-:.ice.. (2) Alcoholic Beverage Sales and Consumption. The hotels to be developed in the Commercial Portion of the Site (including the restaurants, lounges, and '. similar accessory uses located within such hotels) shall be permitted . to sell- alcoholic beverages for on-premises consumption, . subject to the Developerls obtaining the necessary liquor license(s) from the California Department of Alcohol and Beverage Control :("ABe") . The City recognizes that restaurants and other commercial uses located . elsewhere within ...the Commercial= ..Portion of- :. the - Site ray- require. permission for the '' sale . of alcoholic beverages for on-. premises consuiption' as well '--and -the City agrees that . such _uses ,shall ^ be _:permitted._ subject ;to Y the_ City!.s__reasonable - - - review • of _location, type :.of use,,, and other. similar_-and=use ..t '�F.t -� a 'w`•�jT�••�� .�.ix..`�..-.'.r •• '•••••-- �.r.'.�.....�.���:.':•+ ��+ Stv �.x .g�..y�,_ i,�L:+-I�.�tr" - =�_y,.�.`: ..-«-.r ,.:• .i''7' f V P:��• iNAlk :_- _....-.t.r.S..�.r:::� Y.,:` r:=tt.��,.:;.�•-,''L•..•-_ tix`,+-: -'^i�i'.�; ^'ti�- . YL: �.�--c.r .. .. '_'i...a-'_...J_ _o•.�-_�:= �.ti.^ _tt.•s.-.ate_-+5.:::=C=".:i ti- :S•.i�r'w :a: . 2:��« � r:. •,. ?.►' .-.v -r is-.-w.�.f•-,q+a '..,..:,..... 4:••r,-�Aa. ems..::.i'r•--i:�.�L��ti a•�.r ice-ram.-+�•�•�S i���-.'- .� ' '�..�y��`�..�r��+'sL'arA++.:�rry�.w�.•�"""..r-:..��i�ir��'..7...3.%+�ekwYia.rr.w+:.�7R�i.^.:r��.��:i+ti[.f�1��+1'=_ �- f {� considerations and economic factors to assure a continued high-quality Project that is compatible with neighboring residential and commercial uses. . (3) Dancing and Live Entertainment. . The hotels to ' be developed in the Commercial Portion of the Site A (including the 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 ordinances, regulations, rules, and official policies in force as - of the Effective Date of this Agreement. The City recognizes that restaurants and other commercial- uses `csal-tatibcated elsewhere •'within'`the-Commercial Portion of 'the •• S'ite'i may require permission for live entertainment and/or dancing as well, and the City agrees that such . uses shall be permitted subject to the City'p reasonable review 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. Phasing of Development. Notwithstanding any other provisions of this Agreement to the - contrary, without the City's written consent, which consent. may be withheld in . the City's -sole and .absolute discretion, .the time, order; and . phasing of the development of ..the Separate Development Parcels within the Site shall be consistent with the - - following requirements and -limitations: • • �.n.r�+• N ' -.- - � .-F�; ..';: •..-:y..'.'*� � .�� �' ---�t�Y_.:e-�� _t�'L. .-... �'tvw.7L�- —'►t- +.•--- '.' ..'ti;�:�"� wn,..+•} �". X.J.y'`":v��_t1c'';TS�K:v�!? :•.7.•.r�.�.�7�. • -` Z'rlJc^•-r.-'- .� Y'r, .J0&%1�%88�-'FINAL•:':;:_ _ ._,„��.:�.. _ kt •1Rw �� :T.:=�.ti. -• _ -,y. �-_ -cif=si ziT,:T�'l.h�±.^�'.+v.. t.:-...ra L+�,-�-�..-syiarr::. �r� - .r.�r.�'L•-•�-+.�. -" :.1.,- .}��`• �' :.�-;.-.i:•��:���.. �.i'rr':F.w�•�'.yy.�..:a�:�r �=a�a��.ti..-�1--..'.'�'�r�� ���••�..r` `�...�:'.r`�`•F'n=�l!w.--...�""�~��:1.:�'1:�I�C.��1ti:.1..��"�'...�ww''��' .� �. _� .�`1::.a... .. - .. .r . ._ ....��.. .� - .��v�-..��+..+-w•.�?+wu.T.r7Sr�C'_•a.rt'C::z eta•4wec+��.�wwa�....w..t..•..wwr.a .r�.r_+vrri�.�'ri-r�w+_!y�•�-...�..�-.rr. . _-L..-._. (i} Within the Commercial Portion of the Site, the order of development shall be • as follows: Phase 1, Phase 2, Phase 3 , Phase 4. Phase. 5, and Phase 6 . (Separate . ' Development Parcel Nos. 1-6) (as suchS` :•phases are described in Section 1.D • ' 'above) `(ii) Within the Residential 'Portion' .•'of the Site, the order of development shall be as follows: Phase 1, Phase 2 , and _ Phase 3 (Se Development 'Parcel .t. rK.•tr r_. .:a: 'sue%J'—w 5. •'" .�a•.;"i_a•J _`;� '••a'•�: __.- �' .G:%F r::�•�•���e:� ��.�.�_.. ._ - � r -t--- ' - - 7--9) (as such phases are described in Section 1.D above) . The commencement of construction of ' the Phase 1 residential development (Separate Development Parcel No. 7) shall occur no earlier than the demolition ' of the Huntington Beach Inn and the commencement of 'construction' of the Phase 3 commercial development (Separate Development Parcel • (iv) The commencement of construction of th& Phase 2 residential development' (Separate Development Parcel No. 8) shall 'occur. no earlier. than --the -:-.commencement of . Mr r..i+� ?=:rT-*`_�.-pt.?� sci .c s•a" =x3;-�iaat....'aci-i=��..�..f .';-Y',.C•%�ct=r 'y ta:?Jti ,�;.� r.�-s. 'ss. CFI A .-���..rn�s,,� tiw :• - � iy-�--"'rr"w•�'rn�..�_� �rrrw..���. -.s•_k�5':�"± �s�.i..-�.... . a._.- t -- - •ems��...ae..�N.r�_, -r-•'-c•-�_,�.:� y•a•i•.w.� •4 ... .._ , ,-.•.ry.:,_ ..y:.�_ •.:-f.n..,•.t••....rw'� ' c:a.�.•.-R-•�:+_-�.� ' -Y'••.'..•�. �� , y.,-� •��� #....:=N.•'.'�-�.-:"_�:._3 :r�`'� z.�cam-..r-•ar+,r.�(,v.ii.a •��-.-•.�f.;;31� ti.•:.'�. ti�a� . .�`+::'!':"�'-'y�-?_"...ti'.+.'-'aY�"f.-•.X.�L�v='s^-r.�^i:-'.+'�?.'�;.�5:. -?�. �T_.~i:i?.:. :.'.4...fL's-.�.d'��.S�7L,?�;�s`��.�.�.Y_-r.;{�:r� -`'� • construction of the Phase 4 commercial development (Separate Development Parcel No. 4) . (v) - The.--'commencenent of construction of ..the • Phase 3 residential development (Separate . Development Parcel. No. 9) shall occur no earlier than the commencement of construction of the . Phase 6 commercial development (Separate Development Parcel No. 6) . � t ---' This + _Section.-I..F.. shall be._.interpreted consistently_�� .-r+r�:l^�r•_-...r:.i:a*� �.`. +'t ...•��:..r_ _say - �ti._.r-`r•a�MM�G�.�k±' .-r.•S-\Y..t.-�S .:{._ ]- - ,.•_,�•... rrerCr-,:•' .. .-- - � - with- Section• Y1•D above. The timing and phasing of { development shall -be further restricted as set forth in the DDA. 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, regulation, rule, or official policy ' which purports to limit or condition the rate, timing,, 'or sequencing of. development ,-based_ upon.-.levels . .of .'service on • roadways, roadway capacities, capacities of drainage' • : facilities,- capacity of sewer facilities, . provision of emergency service, or similar matters)• .shall apply to the Site. ........ _ --- - • j a•ti._ .' r.�i-L.- • : + •. •.1�'•�iv .S�•- -K�ar a.•••..T• � �' WY��w'� •.•,".•ram.•,• ... _� e?�+ _ .'�. -%�-�..`: s }' :ic.t. ,Cs?'d. :r-.;-.:'•A nS;a*Y.-e.-•• .....w...x.- _,'r'�:+•r.. a:r :-r-r�.�:;s•n"Z}�f���� r .} _ _e��.La�:�=.•.•' �:�•.a.•.�•�� :i i�:a::�..'.� r�i.'i�-i: .{ ;" 'r. •:t zi: •. r •• i�_. .��y�•. • . :...: •+:: 'is '.-.4� -y. •�•_.: .-'-.`,.. - - � - .� _. ....• :J .a"L+ { ��__�.�+�ti �._i- i --++,c•-si.;.-r_ r� ��e��i�_s ._ ..� ;•�..ti__.:T^.�!+� +tip a ...w...;���j�.i►��"r:• i ��..-fir. . .- .._�'...»��� :.��•r"�` �i.�.irt�i�c..'aa�'�.Y.;—'_' ..�__,.'�:.:��e_ '.;,_��_�; _. r._•�_L'�._":��:3:�.�.��r�...r...i r..r� 1 . h G. Utilities. The City represents that, with the. exception of the domestic water line 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 utilities are and shall renain . at all times' sufficient to . adequately - service the construction, operation, and maintenance of- the improvements contemplated for the site, provided that the Project is developed in accordance with the phasing schedule set forth in Section l.F and Exhibit 11C. 11 is -:.The,Develop er--=agrees,ao' ,extend:-the_City domestic waterl3 irie",:<�';' from its existing terminus at olive and Third Streets to the Site. In general, the line' shall be extended to Walnut- Avenue and thence along Walnut Avenue (including the planned ' extension thereof east of Huntington Street) to. the site, with the precise alignment .as determined by .the City. Within • . . sixty (60) days after the Effective Date of this Agreement, the City...shall establish a precise alignment for the water line and .. provide : the Developer with all engineering ' 1 requirements and specifications for the water line and all . information available _to the City regarding -the physical.' conditions along the proposed alignment that are pertinent to ' - construction. The Developer shall prepare plans and specifications 'for the.-Water.. line . and submit . the ;same -to- the ' "City for -approval ' no -.- later . than 'the . 'date' ' ..on' which'-the -..:R - + ... r4... T r.,.r'•,�•..� . j.,ti�,.. .•_.`.. :i C7,,;e+_.+ra:i�+ir�irs•'�.a�J�i_t`r•^2: �++••.iis�.��r=�- .�• -;y - .{��•1S''•Y �! rr•+rr 1 tr .. - r•-h' f�. �t.x i�.1' ti:_-:.Y.a.r�,;:r,;ti`^ •ti' ."}'_:s --r4Y•. tie i.�„�.-- .-�. �• ••�-e'.}�*ra^fie•.•-+tea. �1..h•r'� -c'��a�-x •' -. �..-;.e.a.�.;� .��:+y.r.:.�3�s ..--.. r ��:-:�^+f.'k''i.%J.rt�..�St�'.•; •-�`-k. '+ ---_ ----• . } --'::.'U8J:1"5%8.8"'�-FINAL' - . a .. :...__-�:. - - : •_ -. - --- - .-: -_:_ - ... =s- •:��• �.li - - :1-= ..•-�.•[.� .r..... - ..- ti - ti- v" •": - ' �. � - - �,�' 'Z;�.�i�-.-.r i:.!• _CsLL�:;:R:' --i�r�. 'L-�,.. .+=: .•mot•-�-� -+'Y Ct 1 ' ��- •-�,.�';;`at•-y�.r_—��4ii�-°.-�.... -:..yy,•�_=>>i.��_��i.:��-•��-r-1 _ ��- ~-r Lr.rra�iw.-�.\�:.�.�-�- � . ..ti+�• . -.t�tt tam xr:ryr.-. fro: r:--- 1 s::ac.�.tti�Y..v'•. .. - . . ... -:v:��... -... .•+..w-+.._.•.-_... ... - - ....- �_. _�_ Developer submits its final building plans for the Phase 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 in advance of the- submittal of plans and ,commencement of• construction of the Phase 1 hotel. The City shall review and . approve' the plans and specifications for the water line- in •the same manner as set forth in Section 1.0 above for the review of final building plans and construction drawings. H. Cost of Development. The Developer shall be . S lJ •,resp.onsible_ .for;. _all�_costs__:.of _developing._::the.- Project,, excepting only those costs which have been expressly assumed by the City under this Agreement or by the Agency under the DDA. I. Applicable Ordinances, Regulations,,_Rules, and Official Policies. The' City's ordinances, regulations, rules, and official policies governing permitted uses of the Site, and the development, density, intensity of use, design, improvement, construction and building standards, occupancy, levels . ' of service of traffic improvements : and traffic . :mitigation . .requirements,' ..--police, - fire, -----and --- paramedic protection, drainage protection and .flood control, park . . standards, restrictions (if any) on the timing, ' sequence. and - phasing of _ development,__aiid all_ other city an use = Yrecqu.irements - applicable--to--the -site -and...the'-Project 'shall; be = - ---30- J�7a.. 'i•tP'.is..w•`;�i«R��'�i;_ter:aT=.�-r+�iR�.�l'.R ..71!` ^.sI.n r.-.:i�_yi-�=:.�i Tv'1 ^'.r��. •,4{� r_••..�y1���+.^r.�i-:'ai'.`-`. ••++....`..,. ',� ::+.� ��- - ''•r. �.� ..K-. .... =.-•,.�-may....... �;,,.,_� •• .� �«i.-te 74.: ... -.. .. =- ---- - - .-�-s.sa�...+-...aw,r.rr M. •...�:s:w-Kw.+..r...w•..r..�eY!-e.�rrws.-�r_r�«e r s.v-�:�• i'-.. �_••r-�....�•. .. those ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. Any amendment to said ordinances, regulations, rules, 'or official ,policies after the Effective Date of this Agreement shall not . be. applicable .to the Site or the Project_ without Developer's . • prior written consent.+ ' .' •r' This Section shall not preclude the application to. the Site 'or• the Project 'of changes in City laws, ordinances, regulations, rules, or policies, the terms of which are reasonably. required for public health or safety reasons or i _f-changes._which--Are_._-speci.fically�..mandated_ and required., by changes in state or - federal. laws or regulations, as provided for in Government Code •Section 65869.5. This 'Section shall not be construed to linit ' the authority of the City to -require Developer to pay the applicable processing and development fees and charges for land use approvals, building permits. and other similar permits and entitlements which are in force and effect on a uniform city-wide basis at the time such fees are due, subject only to the following: - - (i)• . The : Developer:.-shall - not :be .-responsible • for paying any new or increased .fee or charge.:..'.to' provide ' --..or contribute to . _ "• ` _ _ ^.. improvements .or-_services, not__required- to_-- . '. be provided .. or contributed' .ao.. by - the' •� •'a++ra c� 'f_I rY;Cty+r•.'�Ci•-,i■`M+A■a�(�f�re.yei■g� s••F�'w+rir'y-�3�'�YT��A_r.L',`•�l�ii;"R�-. ^L- a�'1w r'_�.-::.»/•}riis^am•i�•r�g:�2;.:y�[-r=.:•�-...L Xa+'!S y.�i^"f►�^�s+=:L:..�••,v.im-+`++F7•"1Ct^:`wn�-�+•y•-.•Y'.•;-.y''�`�w.�•"a'�,!y'am'�C •+.ti.r.�-'•.1~n_ k.�i•.S�.aw i�'�.`•xL,J+:I�- _�_.�`a^+•'�i_ �+- _.+� �.-..tea•, ..r. '. -. �_... r� � _ • . r. - -. •.:1�Y �' ,.+.may:,., -.`i'a "�;i» r + �•r •� �� . __.r -.:l.-•�:y •• {•r,+ - L��r•.r+ �� r. .��`. �i:`�-.ja':i� `a.-.sly:.• a."�-':..r'�' ..:._l:;~ ..�s..i�. � .. .. ..�i•'t .:e��+�`:.r• '-�•-:�� �..._.:.••.�� .M - 1-r-�mf�Yw..fYIM..W.�.�.."IV.F..r1l.n!'h.lS/.Y.-;.�v.+ •--. ... ...�.�... _ �.. � .. _ .. .-. .. ... r... . �.- ... .- ... r. Developer under the City's. ordinances, regulations, rules, 'and official policies in force as of the Effective Date of this * • Agreement; and: ' (ii) The .amount of any, increased' fee or charge_..,.. .. after ' %the Effective 'Date' of. this Agreement shall not exceed the increase in the reasonable cost of providing the improvement or service for which the fee or charge is imposed. -- -- . •- . J-.' other Governmental"'Mency-'Pernits: -The' City • _ agrees to assist the Developer and Agency, at no cost or expense to the City (other than overhead and employee staff time)', in securing any and all permits (but not the paynent of fees) which may be required by any other governmental agency affected by such construction, development, or work, including without limitation (i) encroachment permit(s) from • the California 'Department of Transportation for any work within the right-of--way •along the Beach Boulevard and Pacific Coast Highway frontages of . the Site (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- ^ Svyfi:J7 +:t:'L:�:{+6•_rit�1 i.� f-:.•ti .-.- '-y • -•T .1, .M ,+w'••T:31�•-iLiTrYiiSi1`::�.�+v i:.+riTi=ri..a: .•. �,..t-. �..►--.w ..� .w•w ter•--Jam•;:t i.-. . =...� .v�.,r� :. "ate ...wr �- :..•. -,�.V ��L:-�;:.:y. .• .�• p�� fur-. L-) ..�..�ti 4'.� .•a:--: .. i.. fi S:' 'iu t.. _ «{'-.L+ • � t. ��.- ,1' n� '�`-08`7-1529 FINAL.,ti,�,_f,• .i.•� ,:• -_::;_� .. "s--s, -T►.=A.;Y._...y ..��; ,,.�J..-Y2 Parcel; and (iii) approval of any coastal development .permit(s) required from the California Coastal Commission.. K. Transient OccuRancy Tax Ordinances. Prior to the' 'Effective Date of this Agreement, the City and Agency have each adopted ordinances under California Revenue and Taxation Code Section 7280.5 which ordinances in effect transfer from the City to the Agency the authority to. -bevy and/or collect a sufficient amount of transient occupancy taxes generated from the hotels - on, the Site to enable" the Agency to timely satisfy its payment obligations' to the S • � J __ :Developer�_in___accardance_=with ;..the •'D.DA;: .. - Said- ordinances provide that, in the event that the Agency- fails' at any time R to make payments to the Developer in the full amounts required to be paid . in accordance with the DDA, and such failure continues for a period of thirty (30) days after 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 parties' mutual objective of enabling the Agency to timely meet its financial • obligations under the DDA. Until• the- Developer has been paid • or reimbursed all amounts 'due from the .Agency .under the- DDA (or, -as to - the payments to be made. under Paragraph 4 only of Attachment No. '5_ to ythe DDA,,_any;unpaid, balance_ is forgiven and discharged -. as - provided -therein) :.the City- ' shall :not !• 7y��ua!+•+.9 !.lri•.'..r.'.�-3:[M5e`�:�a#^H-%.��s:.�,,..r.�:iss'r�'[:~'tiw:�:�'iu�ar:�•��xK'�t}:4�f.`�'_'`V+y�Y2::y'•• _ F�`�:-... ._}`�-• :i�v., ..J •_ V `I+ri— = rl .�-�_iiM�..r►.r :" •a .,�• .. f'- `r4�' ��_� ..-..r rs;a- t .L 9 c• 'i4r`� K_ T y!4i,t�._-e-i•��.'-��••:��:'�►�r'_���� _T}C•�Y /� X.�+.S h� _ •� -. -.. + . .:. '.:•- ..i' . .:i`-;... :'••T. _ r-r -�"'+iy`f�w'ti} -s•!•. •u'• .-. :ram - ,__,y;_ ~- .. '�•... ++4 _�•n`�••r_!ti •.r.r•ti.. - •.i.r�•iK.._Y1 .. �Y•.. l.:A•1 �. .� Y'•. _ 'T..� }� M. .R-.. repeal, modify, or amend the City ordinance on this subject in a wanner that jeopardizes or impairs the Developer's right to receive payments in the amounts, at the times, and subject to the conditions set forth in the DDA.' Section 2. Annual Review of Developer's Compliance With • Agreement; Default; Remedies; Termination. A. Annual Review. In accordance with Government Code Section 65865.1, the City' shall periodically review 'whether Developer is proceeding in good faith to comply with this Agreement. Reviews shall be conducted annually, with ; s 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 (i) , (ii) , and (iii) of Section 3.E below. The City shall begin the review proceeding by giving notice to Developer that the City. intends to undertake a periodic review of the Agreement. The notice shall be delivered to Developer at least thirty (30) days in advance - of the • tine at which the matter will be considered by the Planning -Commission. . .The -Planning 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 ••{:,,:. i� n_ �'q�Z-�..6+. «i'•..fri cl+:C.r.=..-i::.far�+�W�.:,.: iy-••i.;-t_«...;:�' - •,_• • •r; •r .•• -'y�•'��1..� '- -`• '"_i •_ -_. _. i::: -��. rc11�~�i" �•.':'i•:+_;: -i s �-tyY �'7'.,t-s- a - flE15%88 .,'xVAL �„-��_y x:.. �+� :.••.:r-- �— T _ _ _ ✓� _ :�.... ....--•. -..—•..�,.-:sue.._._a- �_+...• _ta.� 77 hearing, the Planning Commission shall either find that Developer. has complied with the Agreement or, if it funds to the contrary, make' its recommendation in writing to the City Council regarding the appropriate action,• if any'. 'to' be taken. The city Council shall consider the recommendation of the Planning Commission and, if: the - City Council determines on the basis of ' the evidence that the Developer has not complied with the terms and conditions of this Agreement, the City shall have such remedies for default as are set forth in Section 2 .B below. A City Council determination that '.Developer -:-has' -hot- 'complied'-with' an}► of the terns 'or .. conditions of this Agreement shall be a .final administrative determination of such matter, but ' shall not be conclusive in any , subsequent judicial action and Developer 'does not waive any of its rights or defenses with respect thereto. Failure of the City to timely conduct a periodic review pursuant to this Section +2 .A shall not in any manner invalidate this Agreement, nor shall any such failure in any way diminish, impede, . or abrogate _ the .rights . and privileges of the - Developer hereunder or the obligations • of the City hereunder 'ox' the «obligations'.'of the Agency'.•under-the DDA. • B. Defaults!-Genera].. Subject to extensions , of ` time by 'mutual consent in writing or as set forth in Section _. . 2 .C_below, failure -or -delay-by either party - to -perform' 'any_._ :term .or . provision -.of -this Agreement-' shall—constitute . •-�w �.w�,r `'-•y-�..�1•r.�...'��•. .9�•C1..;.-w••• 4a�+�•r•�.r�.35R M•�Z s .. _� .�j;�.i_,t,.=.��..�t w~ar� _ .:r.-• � Jc _ Y.ys.. Z.. �,�..`.. �... . .�-��.�K �r..•..�•ti-r� �:.-.:..rim- �-W. �+.'Jr-L--+-� _ y. . . •• . �3":]w,�.�.ywr►\ r'- ��•-ti y�:sy+7:�X.•'i1.v�.+•a:�ice+•='•-Lst� _,-.7 ��vt:� .. �•:wy• J. •: =`.... . _ •• :il•e:•vim..w+.�. .�•w:_ .4.:._r.N -j—_•M•:.\.1�.-l• �rir.i�•r...i .. •. 'T•. .f r L' Irfew" •a1.1.-iH.fy?s.- . . ... - -. . -TM- �:' •`��;:.:!:_ ... ......-. __ •�J: _.• . �' . , . .. • . . .. default under this Agreement. In the event of an alleged default or breach of any terms or conditions of this Agreement, the party alleging such default or breach shall give the other'party not less than thirty .(30) days notice in' 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, the 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 ccmrencement of the cure within such � i e-: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 expiration of the 30-day period . without cure, the non- defaulting party, at its option, riay institute legal proceedings pursuant to this Agreement and/or give notice of intent to. .terminate the Agreement. Any action by the City to terminate this Agreement shall be in accordance with Govern- ment Code Sections 65865, .65867, and 65868 and Section 7 of City Council Resolution No. 5390. • - Evidence of default may also ,arise in the -course of . - : aregularly scheduled periodic review of this' Agreement' pursuant to Government Code - Section 65865.1, as described in Section 2:A above ' _r 1f. City _determines • that Developer is in _. ...a . .- -.. _. : . default ' following.. the -.completion .of the normally scheduled : -_ r..M�':�.�. �:ram. -3 ♦�Or�. ..'tiY�•w.�•+••..l�r•�•.►..:�•.:. • `���(..—. __ •i..4•-= _�L�`S'•�.`Y�S-i._�'ti:.l. .,y 8 __ -.r,-. ..:P.3;7: Si•. ��•.:-•.�.. ..i-ti r•.t - s: e�••r..,•ram` a� .fir-_ -i� _. _ FINAL' ,.._.. ``r. -_ r`� - .r=_ ;• _ :'`_"_ `�: r s ,�� £: .�: ...r..r..nor-..-+r.�.l+r..'rya•:+A•S;7'v,�?.'.wY�r..ivv-w1+r+wv+.rr...w►w..+ww.nw....Mr+�aw.rtV.:i�r!�.:.T•+w-::.w+._-s•�...:--•.:.ra.C....Jv_.•t .; ....-.._ periodic review (and assuning 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 the 'alleged default and the manner in trhich said default may be .satisfactorily cured. During any such' 3 D--day period Developer 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 � S JJ a ••• period... - If the '.default ' is not - so.-cured,- the City... at .'its .. option, may institute legal proceedings pursuant to this Agreement and/or give notice of intent to terminate this Agreement, as provided ' in. the preceding paragraph above. C. Enforced Delay; Extension of Times of Performance. In addition to specific provisions of this . Agreement, performance by either party hereunddr 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 any causes beyond the . reasonable =•: .control and .without• --the,-- fault .-of- the - party clairing an extension 'of time to' perform. An extension -of 'time for any •- -••• -such- cause shall.:*be for the period of the enforced delay only --` and shall .cormence 'to run, rom._the-commencement-of.the cause,. - and shall 'commence' upon'-:-notice: by 'the- party-claimirig-such. r.:�� �* �.�Y Fes•=�tiw,•�.•�?1�-:a:r,_.-�.:+.n•..-+.+•rr�,..,►-..•.�:- :...+i.•t�.:Ja-:.f: ;�ti.rw..�'.. t�ti_' �i�tti...�r�'r.f Zr-., f.- _ ti.: -!`�.,,- 7 � -r� extension, which shall be delivered within thirty (30) days after commencement of the cause. D. Legal Actions. In addition to any other rights .' 'or ' remedies. and subject 'to the : restrictions, in . Paragraph .A above, 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 is -:--..that _county, : or in the Federal ..Court in the .Central District of California. Notwithstanding the foregoing, the City and Developer agree that, subject to the provisions of Paragraphs B and C above; the -City's 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 'provisicns of the DDA; provided, that a termination of this Agreement shall. not .limit_.or restrict the Agency's remedies for .default under the' DDA. , " E. A ] licable Law and Attorne 's Fees. : This Agreement . shall be construed in- accordance with- the .laws -of tir _ the State of California. - Should- legal action �be• brought by _ either party for -breach of this 'Agreement- -or to -enforce any .....� �• •r.-li VT•~, •:'sri-� N:.-.:r'r.r .sly-v-.�•Y.+ -.�--Y_•.•'4.�....-'�...�-rAtie!�i..;.•'...i1:.��- .Y.. .:.._• �. 'i •, r'.•'' '�-:"_`�'" �'�="08%T5/88_�•�FIP7AL-.,:......�...�:.;_ -•.-: ......._.. 'i��.:' �,.. ��..:::.�.:,.:.:. ..r;_..r..;=:,.:_ .T� �•�. � -~ -- � rr • •.v-n•.n.__.�.r•i ...�.1•.rr_.•�•� a.. ..x tip.•. �' • ..r.t•-.ti•.. v r-r-. ...� •r r:..•�. /1_ • .•...... .. -, r,•. � .r� _..rt_+r. provision, the prevailing party in such action shall be entitled to reasonable attorney's fees, court costs, and such other costs as may be fixed by the court. F. Inaction Not -a Waiver of Default. Any failure or delay by a 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 such party of its right to institute and maintain any actions or proceedings which• it may deem necessary to protect, r assert, or enforce any such rights or remedies. s's _ - G. . No • Cross-Defaults. =Subsequent • to •either. --a - Disposition Transfer of a particular Separate Development Parcel or an assignment by Developer of its interest in such Separate Development Parcel to an 'assignee . permitted under the DDA and Section 3 .A below, no default by the Developer or a permitted assignee as to any other portion of the Site shall be deemed a default by the Developer or a permitted assignee with respect to said Separate Development Parcel and no default by the Developer orr a permitted assignee with respect to said Separate Development Parcel shall be deemed a default' hereunder ' '"as "to• any-7 other."•-portion ,'.of."'the-' Site: .. provided.,- that nothing' - in - this section 2 .G - shall be interpreted to entitle the Developer -to proceed with any _of development-prior-to-or-in (violation- of- the -phasing schedule' set .forth ,in. Section 1.F _above. .i ^rt._•• •._- - '•f.- _ -•i..•�..• ..-... ..;.._ _..r.�•�_—_---...y�_ r39-- _.• .4_-:�,�•.:.�_..+ti r .t:.`* ..__ - l_� �_:`1"' - - :1:•� . .�+ • i`Y~.yL�-•'l. ." _ . . . �Ez •JirT�•_�I:..�.rT�. -w v.__..�t�� s.• _ S•_•ti•' ---'_---_.__.'-• as/zs/as•-�.'-FIrrAL�-`.='�` • ._ .--. �. -j---� . . . . .:--`:,..—,� ...r:-- ___•__• . -_�.•. ._ Section 3. General Provisions. A. Assignment. Developer shall have the right to assign its rights and obligations under this Agreement, the .Site, . the Developer Parcel, or- Separate Development Parcels only to a person 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 Parcels, as applicable, as provided in the DDA. As used herein, the terra "Developer" includes Robert L. Mayer, as Trustee of the Robert L. Mayer Trust of 1982, dated June • �S 22, 1982, ...as amended, . . and any permitted assignee of or successor to any of its rights, powers, and responsibilities hereunder. B. No Joint venture or Partnership. City and Developer mutually deny any intention to form a joint 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. C. Covenants. The provisions of this Agree-ment shall constitute covenants which shall run with -the land comprising the. Site, and the benefits and' burdens hereof shall bind and inure ' to all ' successors in interest to ' the parties - hereto. Not by way of limitation of-'the foregoing,_- - - - ••. upon -.the -termination-.•of -this. Agreement-' with respect -.-to- -any - -- 4079 -_._=,..,=•.,.,�.,. -ar•�-08�15��88`. ^FIt7Al;�'`�-•.i��.rrr_}'-:':. :'r'{.��-�»srs-�'��r=.s�7`• .:�+�:�l�-.�-: �-.r-+t���;��.�. ti �:.- _r---- -.� - ^\ portion of the Site that is not the subject of a Disposition ' Transfer to Developer, the Agency shall succeed to any and all rights of Developer hereunder. Within ten (10) days after the' Effective Date of this Agreement, the City •-shall cause a copy of the Agreement to be recorded against the Site, in accordance with Government Code Section 65868.5. D. Amendment of Agreement. This Agreement may be amended from :time to time by mutual consent of the City and Developer in accordance with the provisions of Government Code Sections 65867 and 65868 and pursuant to the procedures 1S -_set .forth in City-Council 'Resolution No: 5390. E. Term. The term of this Agreement shall comnence upon the Effective Date and shall expire upon the earliest of the following 'dates: (i) As to each Separate Development Parcel within the Site which is the subject of a Disposition Transfer to Developer, the date on which the Agency issues its Certificate of Completion for ;the Developer Improvements to be • constructed on and With respect .- to • said ' • - ' .-_parcel: 'or _ _. ... .._ . ._ _ . - •. . As to any portion of -the Site that is not the subject' of• a Disposition Transfer -to Developer ;as __provided---in --Section--III:C - Y above) ;-the•"earlier- of, (a)_._the -termination--of 41 /` CrP a���`FINAL'�''��"....I�_�rx::'.'•`__.x;.-.,.:�•=*i-�='.�x:�.�,C.:7rr�.-as^•':':�r.-�•Y:-;G• ..- the DDA With respect to such portion of the Site, or (b) Decenber 31, 2010; or (iii) Such earlier date that this Agreement may be terminated in accordance with Section 2 above. Notwithstanding clause (i) above, as to each Separate Development Parcel within the Site which is the subject of a Disposition Transfer to Developer, the following specific Sections of this Agreement shall continue in effect after the date on which the Agency issues its Certificate of Completion and shall not expire or ternInate until the following dates, - -provided-. - that the - Developer , is not- in default of its obligations hereunder: (iv) With respect to Section 1.E ("Uses") , until Decenber 31, 2087. . (v).-•-with respect to Section 1.L ("Transient Occupancy ordinances") , until the Developer has been paid or reimbursed all amounts due from the Agency under the DDA. Upon the expiration or termination of this Agree- .. • . _ ... . . .. - - -• - - - nent for any reason as to" the' Site- or .any portion thereof, the City and Developer agree to : cooperate and execute -- any. document. reasonably 'requested by the , other party to. remove this Agreement of record as to the Site or applicable portion thereof. It is understocd that a termination of this Agreement shall - not. constitute a termination- 'of' the - DDA, "the •. .� �.r,-ice .ter,• 1-�- .r•..- .. ..•. :. ,.,..+-,- rw424: �.5••r. r. -.-._�M •?•*� n��t }-i.. ....:• _ - . ,:_-..:.-.-�:i:r .;ri 8' ,,.FIN .. .. _._-'S- •_- .. .. _.�_-.".�,'• -'-?a.AK.,i•`tit.:•►si�7w� —r.�t;."r-.�-.=r.. ... ......-.j-:-.Jai•'RS:.•:r:/' .l.fl rr.- .Y. .. .. • • .raw.rf JSf.f�s��n..•. •...w .�.ir _..- i �Yr_-ti: .'. ar.+ mow:.v�. f .:._� .._ Existing Lease, or any other agreement to which Developer and City or Developer and Agency may be parties; the termination of such other agreements 'being governed by the provisions of those agreements- themselves. F. cooperation in the- Event of Legal Challenge, In the event of any legal action instituted by any third • party . challenging the validity or enforceability of any provision of this Agreement, or any of the City's Approvals for the Project (including but not limited to approval of the "change of use" of the existing robilehome park on the Developer Parcel, relocation of the tenants therefrom, and the 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 Homeowner's Association, Inc. , and individual mobileho:me owners or tenants, or any other action by either party in performing hereunder or under the aforementioned Relocation Assistance Plan or Mobilehone Acquisition and Relocation Agreement, 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 2.F. The, City shall have' the right, but not the ' obli' , gation, to defend any such action; provided, that without the Developer's prior -.iritten consent, which consent shall not be '.. unreasonably Withheld, .•City shall not x allow - any : default,.r or - • >--,;•: --b8%1'S/8$ :._.FINAL� =�: •�-•---�.�,�,;:�, � - •'.:� � — - �-•�.�:� Y'.�-M•' :�n - '. _ . _Y.� .L�..i�_ `f. .=..f T.. .� •i•••-_ ..��_�rJ•�i- �-•J::..:'Y.•-� 11•�•v• �,.. '••..r��:T'•"�S•:� e :r:-��;•...- r•r pia z r.y-a.-•:.rs .'�.. .. _ . _i ._..,.. � ___ �_ -H... •.w+..•.a�.w/w,...a•._r:�':.�.....r>• :wwl.aaY� � �Y-►...-._....n.. .• - - judgment to be taken against it and shall not enter into any settlement or compromise of any Claim which has the effect, directly or indirectly, of prohibiting, preventing, delaying, or further conditioning .or impairing. the Developer's develop- men.t, use; • or maintenance "of ' any portion of the site or r impairing any of the Developer's rights hereunder or under the . DDA. In addition, City shall provide reasonable assistance to Developer in defending any such action, such assistance to include (i) making available upon reasonable notice, and at . no . cost to Developer, City officials and employees who are or nay be witnesses in such action, and if provision• . of other' .information .within the .- custody or control of City that is relevant to the subject matter of the action. Developer shall have the obligation 'todefend any .such action; provided, however, that this obligation to defend shall not be effective if and to the extent that ' Developer aeternines in its reasonable discretion that such action is meritorious or that the interests of the parties Justify. a compromise* or a settlement of such action. In this .regard, Developers obligation and right . to defend - shall include the right . to .hire '-(subject .-to . approval by..the City): attorneys - and_ experts necessary to defend,- the' -right to process and settle reasonable claims, the right to enter into reasonable: settlement--agreements--and--pay-anounts as , required �08Ji5ZB8 _ .F:ENAL_.... . � .L-_�''�.. � . ._.. •_ .� .. _r�~s.•w..•_�•�wa r�a.�n. '• ._.. _.. .�:'_ ,� �.r.._ •�.tie _ �� •►.r.. .-•.:: .-_fY�' _ •r..�•.f-•...r r��_ r+.�'!! •-�i_� r•��:w.�MY.✓s r_:y�2-....+f'{...� -.�=•:1 `'a - ��.r.�l..-...�ti_�.'4 -.. � _- ! _ -r— -.. tir.W4v-+--ar--F�-r- .. .. .. r ... .....� -..- Tom.-r..-..-.•n - •. � - - ..... . -r. .. •r.• by the terms of such settlement agreements, and the right to pay any judgnents assessed against Developer, Agency, or City. If Developer 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 assessed or awarded against either of them by way of judgment, settlement, or stipulation, but . not including .any litigation expenses or attorney s fees incurred by either City or Agency in defending said action as set forth hereinabove or in the DDA. Notwithstanding any other provision of this Agreement to the contrary, all costs and a � expenses' incurred by Developer in defending 'any - litigation arising out of the processing, approval, and/or inplementa- tion of the "change of use" of the existing mobilehome park on the Developer Parcel, the relocation of the occupants of such nobilehoze park, and payments to .or for -the benefit of such persons' shall be reimbursable pursuant to the DDA. 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 those claims and issues for which the - Developer is erititled. to reimbursement and those claims and issues for which the Developer is not' entitled"'to 'reimbursement. G. '- Enforceability of _Agreement:' "The City and "'Developer .,agree--that unless'- 'this---Agreement is - amended "or '�-_.. _• 08J_35/88 - FINAL:: .,,. ^_ _.. ._-__-'�+.._.R. _ _ :- •_ .. . '. . -'...' � - �•�" ^� .:. ��: - ... sit •}':Y:-%�r~+rr�.r _ a f-__ ~� .r-_v:•:..�_ _ .=.\�' - —.7'.�- -'� ��'�e.��� _:��T�-��L'.�-.• '.�_ - terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by either party hereto notwithstanding any change hereafter in any applicable General . Plan, . Redevelopment Plan, specific . . Plan, zoning ordinance; subdivision ordinance or * any other •land , use ordinance or building ordinance, resolution, or regulation, rule, or policy -adopted by City. H. Findings,• I. City hereby finds and determines that execution of this Agreement is in the best interest of the public health, safety, and general welfare and the provisions J J - of this ' Agreement are consistent -:with. the City's Generali: � Plan. Except as specifically provided in the DDA, 2. / City further finds, based. upon all information made available to the City prior 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 Effective Date of this Agreement that would prohibit or prevent the full completion and occupancy of the . Project -described herein... - . X. Severability. If any 'term,, • provision, cove- nant :or . condition of this Agreement is . held by a court ."of conpeterit••jurisdiction to be. invalid,. void or unenforceable, the . remaining provisions' of-this Agreement shall continue ' in -" - ..full :force -and -effect, :unless• the rights--.and ,-obligations---of , • _ _..�08/15/88 --FINAL-......•. - .._ _ ;r�r .,..;_�., _ .�_;�..r. .,.-L:�,.- .r•.� _ • �—. . `,ice _ T •:s � 'r�vs._:� 'l.;i•-� -,_�.i.•:= - --�_i�..._�a—.:�—•t.�.-•_—���— +�+��. the parties have been materially altered or abridged by such invalidation, voiding or unenforceability. J. Cooperation; Execution of Documents. Each party shall execute and deliver to the other all such other further instruments and documents. as -nay Ve necessary to * carry out this Agreement in order to provide and secure to the other party the full and complete enjoyment of its rights and privileges hereunder. ` K. Justifiable Reliance. City and Developer 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'is covenants contain ed in this Agreements and those specifically articulated in the DII City further acknowledges that the Project is and shall be considered a single integrated development project, and that the Developer's development of. each component of the Project is dependent upon its right to complete and occupy each other component, and that the econoxzic 'viability of each component of the Project is and shall be dependent upon the Developer's right to" complete and occupy 'ezich other component and upon the City's full 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 'certified�mai�, •-- - -:• -. .----- •Ogr15/88 -FxNAL - :�:•. ._ =:: - :,ti. �= .•,*=.:�: =•-`:_ -�:�;. -;-.-:;=.;.. .,.. ,_ {� .. - •. I.• - •,• "_r•• .:. `• _.. '• -. r• y.� .:• •:tom=.i•.`- �-•t � 7�::'- _- .- . - --..1 - - yY i-�•}� .f-•r• s� •T- w.1-�.. �(- mow%. .. '__sf'.- -.. .•�-431�.ti•_r71.-L f:li•J--n - . ..-•�T�Si7 �....- ti3`+.�.��r.ti:w��r .i . •.Y i- ... `. _..- �.6.:�.i-S--•••--.•�• -Y-t�:i S.TJ SSi.L-tS 5 -ham--: -a.. r.F4- - .-•.. • •= - - • - /.V •- •. - •.a i._ti :y.. •. � . - . . return receipt requested. If given by registered or certi- fied mail, the same shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addresses designated below as the party to whom notices are to .'be sent, or. •(ij) .. five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. Any party hereto may 'at any tine, by giving ten (10) days written notice to the other party - hereto 's - ; -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: If to City: City Administrator City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Copy to: City :Attorney City'.of Huntington Beach".,-'. ` - � 2000 Main Street ; Huntington Beach, CA 92648 . FIMAL _M,F•�,3v'•\�- �••4.`.Ri•`♦ :»,.Si�..K,�:�_-,.A'`.41^�':ila•i:..- � .J...7 • ':.l'-J.«.,_Y�� .t.- �1�'I-Y•Y.�...•.r�_arlrK�r_�r -�•}: _ -may...' yr ... r. r :mow v w•. .. +a�.._w... ��-..- .. _'�.�.� .. - .. '.- _ If to Developer: Robert L. Mayer, as Trustee of the Robert L. Mayer .Trust of 1982 c/o The Robert Mayer Corporation 660 Newport Center Drive, Suite 1050 Newport. Beach, CA 92660 Copy to: .. Jeffrey M. Oderman, Esq. • Rutan & Tucker 611 Anton, Suite 1400 Costa Mesa, CA 92626 M. Entire Agreement; Waivers. This Agreement is executed in two duplicate originals, each of which is deemed „ to be 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 or 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 only the DDA, the Existing Lease, the new and revised Leases to be entered into with respect to Separate Development Parcels in the Commercial- Portion, and any other agreements referenced herein. All waivers of . the provisions of this. -Agreenier't , shall be in writing and signed by the appropriate authorities of the -city and Developer, and all amendments hereto must . be -. 08/15/88 .. - _ _ '*'� - .r; _ `..L•_.�.:��,��;r:1��1_ � _i_.+-=.�-r----ram^--� - _ in Writing and signed by the appropriate authorities of the City and Developer. N. Effective Date. The Effective Date of this Agreement shall, be .the date that the, City ordinance adopting this Agreement becomes effecti.ve,' 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 i i J By ' By: Its: City Clerk Its: ay - THE OBERT L. MAYER TRUST OF 1982 � z sy: 'A,/.,t [��'- -:&-6 gl�e"ej Its: Trustee Approved as to Form: i,ty Attot ey�� 6/1.12/065580-0001J00g p8J15/SS- -FINAL• .�, . :_.r�'-,.;�- .• -:>_ __:.__ :: - .:.: -7-�3 ;-;s•'r a.V-•eti-". •-:^'r:. •~- •-ti•ti. .�-er�n:�c i+::•.y? `-+.Y.�.-�.•.n.i+. .+w_.�._�`.....t�_.S'�`.^;:..:: .4�.,yi .{L ti.� ...._''-�... .. ...._ •\ ...._.� �.—..Z:-�-+.w w.�....-. ...- rr rrww l..' riw+vow.�rVraw.r+nM1.-.Ufa.•wru._...r_.��-t•wl....'.rw+tiL+• STATE OF CALIFORNIA ) ss. COUNTY OF ORI.NGE ) On this Q60' day of , 1988, before me, the undersigned, a Nota bl c in and .for said. state, person- ally appeared' , personally known '.to me (or proved to ne an the b satisfactory evidence) to be the person who executed the within instrument as Trustee of the Robert L. Mayer Trust of 1982, dated June 22, 1982, as amended, the entity therein named, and acknowledged to me that he executed the within instrument. WITNESS my hand and official seal. ::281OFFICIAL SEAL MRILLA FTT �. NcuryPubk-G,tomla Notary Public j j Dftw.COUNly Vy CMAI Lam.Jam, STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) �flnilI,& 'CRd On this day of 1988, before me, the undersigned, a Notary Public •in and or said State, person- ally appeared , personally known to me anc� (or proved tom on the basis of satisfactory evidence) to W 671� � the person who executed the within instrument as the Mayor/of the CITY OF HUNTINGTON BEACH, the public entity therein named, and acknowledged to me that such entity executed the within instrument. WITNESS my hand and official seal. Notary Public • OFFICIAL SEAL BETTE BARILLA ' _..------ --Notary PubIIC-Caniornia ` ORANGE. 0 C UYTY IJr Comas, Exp.Jan.e. 199D EXHIBIT "A" AZ ' 5 Off' '1• CITY BEACH MAINTENANCE FACILITY (' ZI•bl t'3'1•'1h P.O.b. 1 0h:0 a•a1,0"•�4 a z it Z .00' ' L,41 .114 mr7o.,Do f t ! hfe0'th•Zr?'� � ._ .. .. . .. . . �_fit• �I 9 ``••, . DEVELOPER PARCEL Ar to S 0� T o 0 . .- --•--..-..__ ._----- .._....._...__._--__-• BEACH_BOULEVARD..REMNANT-PARCEL__.: '------ - PREPARED BY' -- LEGAL DESC1:t=2='TSON ALL THAT CERTAIN LAND IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: THAT PORTION OF SECTION 14, TOWNSHIP 6 SOUTH RANGE 11 WEST -IN THE RANCHO .LOS BOLSAS, AS PER MAP FILED XN BOOK 51, PAGE -14 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE 'COUNTY RECORDER OF' SAID COUNTY, 'DESCRIBED AS FOLLOWS: B'SGINNING AT THE INTERSECTION OF A LINE THAT IS PARALLEL WITH AND 50.00 FEET WEST OF THE EAST LINE OF SAID SECTION 14 WITH THE NORTH LINE OF THE SOUTH 11ALF OF THE NORTHEAST QUARTER OF SAID SECTION; THENCE SOUTH O' 44 ' 22" EAST 1820.36 FEET ALONG SAID PARALLEL LINE TO THE NORTH LINE OF THE LAND DESCRIBED IN BOOK 2351, PAGE 5 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE SOUTH 740 34 ' 12" WEST 45.01 FEET ALONG SKID NORTH LINE TO THE NORTHEAST LINE OF THE LAND DESCRIBED AS PARCEL 2 IN BOOK 826, PAGE 379, SAID OFFICIAL RECORDS; THENCE NORTH 53. 05 ' 49" WEST 172.33 FEET ALONG SAID NORTHEAST LINE TO THE WEST LINE OF THE LAND DESCRIBED IN BOOK 261, ;: PAGE 41 OF DEEDS, RECORDS OF SAID COUNTY; THENCE NORTH O' 44' 22" WEST 12.63 FEET ALONG SAID WEST LINE TO THE NORTHEASTERLY RIGHT OF:- t WF.Y LINE OF PACIFIC COAST HIGHWAY AS DESCRIBED IN BOOK 455, PAGE 400 OF SAID OFFICIAL RECORDS; THENCE NORTH 53' 05 ' 49" WEST 2242. 93 FEET ALONG SAID NORTHEAST LINE TO THE EAST LINE OF THE LPND DESCRIBED IN BOOK 13500, PAGE 1394 OF SAID OFFICIAL RECORDS; THENCE •ALONG THE BOUNDARY OF SAID LAND THE FOLLOWING -COURSES; SOUTH 3' 46' 53" EAST 5.78 FEET TO A POINT ON A NON-TANGENT 1250.00 FOOT RADIUS CURVE THAT IS CONCAVE SOUTHWESTERLY A RADIAL TO SAID POINT BEARS NORTH 32"' 06 ' 11" EAST; NORTHWESTERLY 51.48 . FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 2' 21 ' 34"; NORTH 60. 25' 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 970 09 ' 34" ; NORTH 360 54 ' 11" . EAST 141,92 FEET TO THE NORTHEAST LINE OF THE LAND DESCRIBED AS PARCEL 12N BOOK 8020, PAGE 73 OF- SAID OFFICIAL RECORDS; THENCE NORTH 53. 05' 49" WEST 17.00 FEET ALONG SAID NORTHEAST LINE TO SOUTHEAST RIGHT OF WAY . LINE OF HUNTINGTON AVENUE* 60.00 FEET IN WIDTH; THENCE NORTH 360 54 ' 11" EAST 147.95 FEET ALONG SAID RIGHT OF WAY LINE TO AN ANGLE 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 1905.70 FEET TO THE-POINT OF BEGINNING. HARRIS E. COUTCHIE, L.S. 118 EXPIRATION DATE: JUNE 30, 1988 -` 1-ANDSG�. . •.LG-0222 - 134 . 1201 __... ... EXHIBIT. "B" ' F OF.O ,. Approved 612ils DE � iRO�1 1 rn 5c • COMMERCIAL MASTER SITE PLAN ;' Pursuant.to Downtown Specific Plan Section 4.11.02 !. Approved 61 - Page l WE r joa 3. ALAM r •�1''•�•�.�—• � ATM— /� 0 ir• l�tl...• .--. ��"___��. r_ �� .• + i ••—a'�i—r'�w"�'—. —� '_ V cw c �� fMa _.—.i.r��.+H i t • '' -tom — —_w: :r: ,_• a r 1 A• " 1 — : T -.• • t ��t 7 7� pill ~_ 1TA. I ' w .. .» 1 .0 11 0 1y 5 P■44[fll ' • s.t' i T4t"t 1 Prut rt priit If n/44[t P■L4t T1 • /104T Ct44t/OTT. /t4LT■4P4 C,.P"dt/Ct/OTtI 4LLV/ITt■OT[L IaOPp■G Pt4L4 L/te"SOTtL Tam.14[o"I's P4PL[MC 4TOOCT/01 TH� WATERF I�T� ra or lz . n Apprci tdJ'6 2218Y, �'(��J g Location: Phase Descriptions; • Thc Watcrfront h a masicr•planned mixed-use de. T velopmeni tecompassing approximatcly 44 fetes Prue 1: Flrst-CSua field Pbaat3: Ceafertm t lletel rise S: Stab!sl&"Plag Must bested on the inland side of Taeirie Coast i ithiny The first phase will consist of■ first-class Wet of Thethttdrl%ucwill comics of a conference hotel of The fifth phasi will v+nsist of a retail thorring Plata between t luniin=1on Street and Beach Boulevard in approximately 3W tui6t rooa+s an an @Moai• a maalawrnof 300guest roorosoa on opprodmaitly *(a maximum bf 73.000sq.ft.loaledoo act approti• the Gry of 1 f untintton Beach. The projected la auttly 3.5e acre site and will include: 2.9 sect site and will include: match 3.31 acre site and will Include: located with!"the Main-Picr Redevelopment Prop 1 ratautiol 3 restaurants Restaurants ea Arci orthe❑ty.and oont dw Downtown Spcdf+e 1 deliatecunko act chop 1 eaterwMment lounge $pedalty,swell shopping[Militia Plan District 08-b and District 499.The twodbirkis I entertainmeat lounge 2lob!)l lounges Outdoor Plavi area ate separated by the htture extension of Walnut 11oUtry lounge conference•meeting end hallrnnfn fatal;ties Avenue thrtmth the silt. snetting avid ballroom facilities clerical and conference it+pport services Both above-grade end subterranean parting h car rental and travel axsislance offca car tcnttl and ttavcl essitlance offtee tieswill provide significant of+pomunities rorreds. s 'The subject of this Commercial Mutcr Site Plan is tifthundry shop tifthundry shop and other related specialty re• cal parting agrcementa between the retail shoPF D'utrfet F9surroundcdbyIfuntington Slices.F scite ftnczkiscrtve tear" tail boutiques ptsza and the other facilities of the project. Coast'highway. Bosch Boulevard, avid the future ewimming pool,sps and outdoor plans Gtnesshxerche room extension of Walnut Avenue., twimming pool,spa and outdoor plaza Project Description: nku L Tenets sad Itealth Center Maw d; An-Salts lleAd r%aas f;: Luxury I1etd + • The weond ph ase will coa_shi of a tennis and health Thc fourth phase will consist of an all•suite hotel of Vic sloth and final phase of the Commercal Mister • 7 center on act epproximately 3.48 acre site an 30 gu d will ariproximatcly 2est towns on an approxi• Site 11sa WM consist of s Maury hotel of a maximum . < Thc eommerc'sal port ion of The Waterfront encom• , ' C Puaesopprosimately20.0 ite1enestndvnitconsist include: match 1.22 acre site and wi l lncWc: of io0 tucal room located on an Approximately 3.04 .t 1 restaetanl acre site and WRI include: ofsispAascscon'sulinEot four hotcls One tcnnissnd ' d 9 tennis courts 1 lounge 2 restaurants ., .t health center and one retail shopping plan. The 2S meter lap pool and spa car rental and trevtl assutAnee office 1 entertainment lounge 1 phasetwitlbedevtlopedinitumericalordermovinE ten"isptectice alley with ball machine fitnesslexcreiseroom 13obbylounge from west to wt along Pacific CAut Highwaybeen- clubhouse and health ceatet of a svisx mvm of Indoor pool meeting and ballroom faa'lities -y' RIRs at Huntin=toa Street and ending st I3e2clt �,� �.ft. that vn'il include tacker rooms. sir revisit And travel assistanotoffice — Boulevard. Although rfront sled in phases, it v tenths pro sh is eloNn stop snack irthund and otherrelateds al reU� intendcdthst'L7+eWaterftontshallbeoonsidcredu °Phi E L. E 7� specialty asingltrnlcgnteddevclopmentproteet, sAopJ�uicc bar,event dub room with cocktail bsr boutiques , . orerlooting theten rib courts.and person olcor a fitnesskxcrtlse room . As described and illustrated ingre�terdetailherein. services such As ntassate.faefats,salon,sauna swimmirtgpool.$?$and ouldoorpfin Ws1nvl Avenue willbceonstructcdrromllundritlon � a"dl,ysltolfierapy. Strut to Beach floulevird and a linear park called The fae+'titywilibe open lathe public end a Ice may The'Pacific Promenade along pacific Coast High- be charged for its use. The (acility will be Con- way wiil'provide a pedestrian link between each strutted Duet subterranean patting and,except for Pfiale.Arklitiona111,hvopedeslrianoverpassesover parking required for the publie'a use of the fcnn4s Pacific Cexsl Highway will provide a direct link be- and health center.that porting will be subject to twecn the project end the beach. reciproal parking agreements for the site of the conference hotel and other faci act of the prrieet, Approved 6122188 Page 3 of 12 Additional Fesltires: Maximum Development.- �e+t►apportvrtities: Open Spacet Each hotel will contain the amenities and support Thebuildinasshaflconform to themasimurn cave. -As illustraledin this muter site plan.the hith•rite Ellen spree i iess are indicated on the illustration scMeunormyifrcontaintdwithinhOtdsofthetate• bpcsofgutitroomeount.buildin:squaretooisles buildings are oriented perptndieuhr to cache entitled"open Space coot ainedherein. inorderto dories described and as a normal feature of such (exdudnt parkritt),height.and butt;as indicated Coast tiighwap and widelrsepsratedto allow&bun- etateks Much open spreeaspnalblemoaiparlunglit i hotels the reslauroriU,loungcs and banquet opera- on the illuttration eatiticd "Duildint dontviewopportunhicstromtheuplicrRoorsofthe the psnjed will be placed in tubterranean =srstcs tions will terve.slcoholie beverxti s for o"re coo- RuVooetained herein. fotvre residcadif dcvelopment to the north(Real- aclwrinish trade.As a resul4 theopca epao neat sumplioa and will provide live entertainment sod dcatial Mbict dtI•b). Additionally. the public rn'1l include shoe public, ia•ndsoped areas above ' dincint. '; plaza areas in the hotels,the tennis center and the tubtcrrancon parking garstm provided that El' ! retail thopptint plea rat located above the level of public areas do itot exceed set etmem of tree. fhcilk Gomt ltithway to provide unobstructed vertical for evrrythreclecthorix"talfrorothe' Architettrsrsl Desire: viewt towards the see. curb of Padfie Gast Hithway. The sublerra. t Tmier of Development: tangos underntsth these landscaped open q rl All portioat of the project that;arty a Mediterra- Turing of development will bt influcnad by mar. a rest shall not beeoosidestdassitetoventt.Seethe : acan architectural style and shall conform to the keg cont VeNcularAccecs. typical section at the Pacific rrtxnenade shown on architectural tuidelincs of the Downtown Spetire itsonsbut is estimated as ioltowt: r theeviousl reftrenesd illustration. Plan;Each phase of tht pfo 4 shall be dcd$ned to r%2,4!: firs!Clara Il*W All vehicular serest will be tskcn from Walnut that the buMnpwill have architectural excellence Avenue,the connector street,Huntington Street both individually as well as In the context of a total IM i✓oruandbon L planned to aamroe of in the al�of and Beach Doukrasd, No vehicular&mess will be Intetnled development. It Is Intended thel each Avenue Lobe extended romhe if etof l99d.Walnut token from Pacific Coatl l fighwsy so avoid traffic Irf building follow a consistent program of color%de. Avenue to be f the dcd from Huntington Street to Impacts on the highway and to rovtde uninrer- eastero edge of the Phase 1 tile. f t r r x t3th cateriot rinithes and Ihematicclementa such as rupted pedestrian circulation along the "f scifie x tile:reo5. arched windows and baltonlet oriented ihsaa 1:Tconls cad Iteslth CesiGtr Pramensde"linear park. Fe towudstheaeasothateachbuilelrntitrclatedtoand iXJ Compkdomis In IDOL Phase 2 is planned to be con. t-t ancnliancementofcacholher.Tbe ON"spaceareas struetedconcurtentlywith phase 7. +•3 shall be desitnod,landscaped and eowimcied with , - Pedestriin Circulation: the tine &tree of excellence sad archittctural „am3: CAM rerxaetINEd f? oonsattnq'. Completion its IM Extenseon of WalnutAvtnue The project shall provide public pedestrian lint " and Connector street to Ps6ric Coast Hithwar between each phase via the"Pacific rromenodt' t linear park fronling racirk Coast liiEl►wvy and signal&: ; chase 4. All-Su1te}beet Beach Boulevard and a public sidewalk on Walnut Completion in 1994. Avenue and I funlintton Street. Additionally.two A cohesive sianate program will be adopted for the . pedestrian overpasses over pacific Coot Highway project thst will control all sitn2ge at the site. The Phases. Retsfi Sbapptat mus will be provided that will provide■ direct access sitnage will be designed to ttfitcl the Integrated Completion IM between the pr*ct and the beach. Lastly, two nature of all the phases of the proect and to blend fiedestrisrt paths through the pn*4 WRI lints the aesthetically with the architcttiare of the project. Phast k Luxury Hold future residential dcvelopment to the north(Resi- I i dential Oistriet 0" with the pedestrian over- • � ; � Completion 19�. 3 ' } patw&,crracifieComoughwar.seethemustra 1• � i tiontnthled'rublitlinprovements': • 1, -4•.� r Approved 6122188 'JJ ` fage4of 12 "gap� w"� r Public improvements: . ' Areas Reserved Por Public Use: Reciprocal Agreements: Pubticimprovements are a indintcdon the illustta. The areas reserved for public use tire.eneticaterl on lion cntided 'Public improvements' contained the iflustroIio en titled"Arc wReurvcd for Public PubricAcc•ss: her6ia and include: Usc'coaWned berein• ReApraul public acccco euementi will be providee The Pacific Promenade and surrounding public to allow public soccu tocetl Dam of ft pto;c [vie Pacific promenade:. pedestrian Overpasses: struts and sidewalks to the project shelf remain the Pscitic Promenade and from the beach%is the ' " open to the public at all times. The pedestrian pedestrian overpasses over Pscisc coast iiighwov. The'Pstitie Prof"eitidc`issminimumSO toot wide =lwopcdtstrisnoverpassesovcrPacirccnaltltigh- OwT't"srnerPicMCCAutltithwiy and thepe. ' landscaped linear park slang psci•fie Coast f Ilg%wey way will provide a direct connection between the destrian paths bctwctn the futurt residenlial Ind ' and lksch Boulevard with lush f*ttdscapit+g and a pre felt and the beach for the mutual benefit of visi• the ovcrpsssea shalt remain open to the public sub. Landscape h(jiatertanee: meandering sidewalk. nit will provide a way to tort to the pre. ttl,the residents of the future scsi- led to the operating hours of the public beach.The pbrically and lhemisicilly link each p?taseof'The deaddta the north Residtatial.District#&b and TennisandlieslthCcntershall remain open lotihe Reciprout fandsnp at e mnleasnee agreGtoenli,will Wateetront'stommetsial Pon ion.providing aninvit- the beech-visitor, Public sU*cttorcasanahlehouno{nperationInd be provided between each phase of the project to ing pedestrian connection throughout the prgeel. afeeforItsuse- emme consistent.quelitycareotalllsndwipcdWAS The Pacific Promenade will include occuFonal teat• •' Including building setback areas,the Pacific Prom- ins sit is.benches.fountains,ctc.to create unique Terrrris and ftealth Center, asde and*real within the street right otwsyt. and ditfctiing Mtdit err ants n-inspired pedestrian cavironmentsconriwedbyplaxu.arches andcourt• The Icants end health center at described previ- M yards-Thesidewalkwillbe moved away from the curb ousily Is a pubre recreational opportunity benefit- Pander: xiine'for taretr and to provide a more iateraling ting&Rvisitors and teside nit of the Cry otlitmting- esperitnee wafting within I landscaped area c!a too Mich. it is recognized that there it an opporlunity for txi riled to pro%ida abetter view of the beach. Direct shareduseofparkjngfaciliricsatTheWatettrontdue emessbetween shebcach and the PiciGe Promenadl: to the close proilmiry and variable demands otcach isprwAdedby the pedestrian overpssses over Pacific Miscellaneous: haseofIhe prOWp g CAast f lighway, p pro}eet. Thcstfoce.sect atkin nsgroements wM be provided between the phuct to r Otherpublieirttprovemenlsprovidedbytheptoiett allow the most efficient use of the psrking facilities include the extension of Walnut Avenue and the provided at the project. In INC event[hit a part PaihtaFurynResidendal.� y tonncelor street including sidcwikM and land. dtfidemyisesperiencedIn The operationott %aped median strips.cnhs need herdscape a rid sig. otthe project,addtional pirUngwiilbeprovit- Two pedestrian paAwsys win provide a eonvenieM Mtge rnonumentelion at key inletsecdons. but a subsequent phase: link between the future residentisl and the pedet. benchesandlurnoutsssrequiredbyOrengeCoutoy Iliad overpasses.encounting a'safc transit to the Trans,l District. and etxelentionldctxfe tit lion be ach-r., tints onto racific coast inghwiy. '1 '1 '� •r0 e. '•i .i I '� .. ,; ` Approved 61221 ftt i Page 5 of 12 - i td AV P-A I -CS PKAIt I PHA It' It. ..........••....A PHA.[ III PHASE IV Pmxq ti Pat?C UO**lX mb""0 VAM" Cawspir -t qNn All-MRf WfTL few PLASA eur1011 am MO "rC cbma IAIV{w�SINU H i1 • ❑ •. • f wsnlnA.4� - wo, 11►T/..r.y' �s...«.. .+a..ram ..a„�� —kit, MEN .J 11••ir; ' Nr •'� 1�' 1ML1! :� t� JJl" iftu l t11ku.K jrWLX Ida tx •1.i. 1. : HSf C{ASS/I m 1, SIMMS Ak%W&tjW Pa"farmcf Wro All'"Mi Np1fl y1pHsK MAIA fu"AS min it r I •, ,! CI-It1 If11/CIIMI s.!. �4 COMMERCIAL MASTER SITE PLAN l :CL iUi.■w1AYVwu.` Appl 16/22/88.(--0tworts CRUCNS"a Uwe" � Page � ar 12 •-*CHOI CS'"40•fbSA'�1fIUC1i/N[7 /.nul f Ml.•rN•■.r Y q WON ken $.KW9 of t � :• BOG( r. • 4 . AV 0 h •1 . TE tSC F 5 .t kt..... s �• �� •�� IL ■ W �'�`"'} •. ■ •�,:ia.al a 1ZA a�raal/ ? � If1;.A71 • 'La ,► _ � aa..a •aayrw7• . r • _ a.,is� •"• — SL • ^^is t'NA*[I PNA$t 11 .......ar•..r... tNA/C III IL tMAIL IV tHA1C �/ .......+.•+.�... trtAf[ YI /wt I CLMtt"am TIMMS tuo WALT* (O•IfAAIYJ"011% ALL+IIAIt MOM t+■tw-11 R.A7A lYIt1111 t.Offt �..• f./wnR •AONWO tlAuclu•R i.riul•Mrfi� Y w...w •Alr .'•�,/Ig1.1Y■f� r+ram Y r.a! LIM 1• y �• •�� a �t t f f t • r �� �� it �MAf ff IML• l •' 1rtAitlL JlIA!l11C ►rust r .[rlsSLn in 1*11 C&Au NOrrf If""M ANSI FOA4110 COWrrr..tt N0101 Aft-Solt NOM POWf1MC ItAtA WIW•I,Oftt ;. � LII.111 5 IAat■•t lfI1K 14If BUILDING BULK • •�rr•�/ V/ L4/ VV • Page T of 12 ; �rfr>IFIIYff� vmwOPPORTUmmEs room uppCn . FLbons OF FUTURE RESIDENTIAL `` r `L WALNUTAVE uESTt�s mom m • vrEw orPonnrHmEs FnoW n s PUBLIC PLAZASJ1 � M rr • bad • A w ;� '► ft,at 06 Oak— EJ x �NAtt I ►NA�t tl /+...•.�«.•.w ►NAft In /MAf! lr .MAar r ............—... ►NAt[ rf fwfr CL/f•f.pfrl rfm"an M/Ilftf co•�+iwrVcr Veal ML•MAfr Mpfri f.•r f.s .w/a.ArA Ime'"fwf mef N '� .• •••wwN•�•.rtfwe w " r— = . _ —..,.r....� mww �1 ; .disci • "AZLAL .du3LK J"L.X area . !i i tvksf CIA$%"Ofll rlww{'.w MAIfM COmfol"cl/pill A!l•funl /gffl f+ tMG nAfA lveyrr uprfl �i I �. Cf1All 1A//wGff/VtfV/f .� , - } VIEW OPPORTUNITIES . is .. � .A .•� ! .:.L a L v�.r•vie_,A1L1UL14VI'R.II :1F+' '.1./1MLhII=1 Approver '22/88 Page 8 0. .1 • ' DENOTES OT' tfEn PUBLIC G.•KiN SPACE � DENOTES MISCMANFn1IS nPFN CpACt? t'•s• �O ' O►I N S/ACe•ILATA S,PAdL AlttA S Of G ! ! COUMIRCIALPROM M3 w - ---�.. AY i er --� d •nr x r ti •(7 .K r•• ?� EACI Ej A iI rMASC �NAt=n •......+...r.. PMAsee III HIASX IY PMASE Y .................• f'NAS[ YI •,i I FOOT Et.AAa t.oT>L Tv"a"a"MTV A eg" mlib"041et ALL-ftm MOTM e.lorr..e raAeA Ivtuwv"Yet { i tLnra �A�.rlo•ea1RT0Ae [*� ,PACIFIC PnOMENADE . , � PACIFIC PROMEHAOE l I . •1 eeA]lleelJM ARADe a rT.VERTTCALTQ • � :��� �/.,. . �i , . �IT,�eonr7oMtutNe[ . ;.OVC GRAD!.'• ej ; fIYIMFId • .' AIEAMDERINO SIDEWALK WITH LOW �•� dp•� .r R AtF MO WALL ASMCCISARY . p y ' % l rl �.•• I , , A / �•` Rr�aae.furirTT eM•a- ■e x II cuns �w�A hiwRw�rtf. lots. Ise x •� . j .re# r.sau.rwwrc.wa Lu • I' L.-� ...I. •��• f ACJFtC GOAST IrGNMAY NeKanwua eew w n x ','• j T'•t esa.ees.eA.a e r . • • '�osilM,.[e[LOMIGRAD[rA11M1Nd•� ' „ twAnLxre+nl..•l+.a l■ •. lee x MANCAVOIrVLAMOSCAM106 41. 1 ROT COMSroERED AS SITE COVERACE TYPICAL SECTION AT clr+Ic PnOMENAOE OPEN SPACE i Approved 6122188 • NOT[I BUS of"Celts a"MfOL"SASItidMlllO /. �+..�Y/A111V►AVRrwM.wwre...!yr�= _ 'BVHw�..rr�.,..,,nTtS.WiIT61STrIG1 AUNotCAridr+EeIAxSTItA • Page 9 of 12 .� TIMERS a"CAtTM CEMT[R O►EM TO/UauC MR STRIEr•►UDM SMEWAMS A ITMMS," .. lS104kf"fl CLU2NOUSE4IKALrMCEMYER t1tMOSLAr[T1LfDUWS1M► �� e r[O STiIt W}ATM COMMfCTS ttsttm! /, M DEST* PATH CONNECTS FVIVRE +9 • REWNTW,TOOVER►ASS RISIOENTIALTOOVER/ASS a6, r w AV •I! cc ... o �• rr. t3 kilCatilK�1 }l i •NAVE! L rIlAsy tr L/MASC III L/►VAS! Ir L/NAB[r LP09AItt Yl TOW CLAP•10M ftm.$ TM i•DWVWACE"m A1L••BIRIE"OML Waif"V%uk kwo w Uffm e TE wKTII�E H I _• , � - sAxlu � I ' ENHANCED tIAl10SCA/[A• /EOESTALANOVER/ASS EMMANGEBMAJIOSCA►EL NOWAY AtrY XXATlORjDECELERATl0$4 '.r• SI6nA0i YOIRIYLMTAT10M SIGMAOE MONUMEMTATIOH Ums AS REOtRR[OOTCAL•TRAAIS • 1• II , ACIFIC MOYEHAOE'.UlFffWM$4r WID9 /EbtITMAN OV[11►4%[ INKAf'lCY6XMOSCA►EL LAMOS"PtO LINEAR PARK MRTM YEANOERWO SIOMAO!MO/M1M[MTA7IOH . I I• ' SMIETIAt1I.O/ER TO/nMXUAIttIMIMAV*. . 4 SLO►C IIT.VEIITTCAIOG s/3.NOMTONrAl. .�• ;• ; VARIMtHICAW10fAROSCA►E.SEATM00000►S • A BENCHES.CONNMS TO ALL COMMERCIAL rRO►EIITIEs,rO PEDESTRIAN OY[R►Ass[fL PUBLIC IMPROVEMENTS TO/EOESTAIAM PATHS TO/VTUR!RESMHMTLIL ti Approved 6122188 pine 10 cF 12 PLC(31P"O rwra IFS,& HEALT14 CENTER rEMIMAN rA1/1 f110u1 FUTUkt RESIOENITUIL NOTE• rAAKIr10 6ELOw,txCfpT faO►f fUTUrot aL�x7ENTUlL 1 TO KOE37MAN OVER►A33 ' AS/KbtM@0 FOR TEIH� TO►EOE3TIVANf OYERN•A!! B� 1 • � �. . � ' !! A IWAITH CENTER.1T NOT • ; _ r�• rr� BOG WALNUT AV£mg41 �O 1 "T vt [C = • '�'1 t " ram• JI • 1• Z In '� !( • {-• 9•ur•• .t' hf • ;� E1C.G.S2.Zl�J IfitlY�fA�.... x r ult t PHASE I L rlltst In L rHAVt TV ►Haft r ►NA7fE rT Nw•N a.rtiu►mm YlMI••one rellNM GO.nse�Mn or AR7.••IITf Mom worr ra Rfa A Ge•uwt Mort ►-1 :. cxwm f+u�awa f TrUNINf PACrF pT,ieNAOE IBtd�LQYulPASS PAC16C PfOMEM 1 AREAS RESERVED FOR .�� ;! , ''•G . . ���; �; i�.[�I�::f . . •: PUBLIC PURPOSES t y :• ,�� .. �....�,�.��+rya+^-•ram� —�...r+ w r xx ;OR v bR30t I � � _ . avt tt fie Yy1 d .1Na�,a.{W8 r 44 e = If at OY 3t It's � O O d M 6 � a`j • '• r �s £. � 32 w , L APP. .d 6122188, Page 11 off 12 PKUE 1 PIMSE] PHA3E S t �:'. F1gSTCl'1L5�Hl)TEt =LEffACElS= 4!£TA}L5}}OPPSNG PRASE 1: isa is P1u.Tf 1: 100 ALLOCATION: ALLOCATION: ALLOCATVOW. PU%X OPEN SPA"AUEwnl 0.10 OL 14.4 X PMUC OM SPA"AMENITY.' 139 •c fill % W 9X OPEN SPACE AItE)nM ttt rc 1 Z6 % on wA PUNK OPfx SPACE. 5.11 Tf. 1!1 X OTI q"IRE K(:PEN SPACE- 0.91 K 71! x OTHER PlltlLlC OPfIf STAKE: f l? rc >i S X • If 6C UAMOUIS OPEII SPACE: 4 Z{ 'st yj % VISCEtUHCOW OPEN SPACE' � w �.t % MISCELtAILEORS OPCN SrAm- US .E. ,u X TQTAIOr[x sPACf: ),u Tr. M, % TOTAL(WEN SPACE: 111 W. ALI % TOTAL OPEN SPACFI 1.05 Tw tLf % DI111DWGtOVERAGE; t.SO ac tf.! !: ttau11G0oVERASE: 1.45 AC S/.$ % f111rpLA1GCOYEJ►ACZ~ IN IQ K • RI "• STREETS.DFWCWAYS A PARIWRQ _A1 .c ' X STTt£ETS,DIETVI WAYS A tAk1CN k Jul � .�1 % STREETS,DRNLWAYS A PAWVQ L21 aC 3 � TOTAL kFY SITE AREA ).Si w t fb./ % TOTAL SEEP=f AAEII• t" K. !D0.0 % TOTAL AET SITE A: Srl K S vof �. 1 i Wxil�7 Hf3TEL ' • PHASE[ i01 TR. rruisE r. PI[iIST t: I.a .�. ?C ALLOCATION. AILOCATIOIfs ALLOCATION¢ S PumX OPEIL SPACE AUCWTY: /to % PWLK OPETf SPA[x AAtEWrf. 1.71 W. X.1 % WLltLC O+EN SPACE AIriHITY; I tt rt M,! % Onzx PuKK OrEIf SPACL: l.Dr O Tc 6.t X T11EltrlIO17COPEII;PA[E: !.f) •E. 1l1 X . OTIlE><PV;I'IJC OrE7i SPACE, 4.00 rC !./ x MISCELLANEOUS oPEx SPACE: � ,K •� % L-t TJl4CEIl/WEom orEN SPACES NOCELL ANEOUS OPEN SPACE. Ln Ac 11.! % TOTAL OPEN SPACE: >,tt vf. Kf % VOTAL OPE11 SPACES O.Sa t1./ % TOTAL OPEN SPACE: Pit w- Ili % ev+tlnxctavEliAr.E: 9.11 sa tT.! % fiU`1L 1C COVEw4- /1S AC 41,1 % SIISLKNC COVERAGE: !1 t K a t % STREETS,DRIVE�TAYS A PARIONG /.bt K 1,1 X STREETS.DIUVEWAYS A PARICNC LU w- % STREETS.ORIVLWAYS A PAJm'4 : � OL X '` TOTAL LIFT STTE ARrjA 111 K }60./ X TOTAL Pff M AR£A.• 9.04 &L too./ I • r All:C•tRCt T1CUUE1 ARC>tT'T 4F ALL D(MA11S=►n1IT1 MnMgi CowK004 mirT AT10 KCTUrATM}1yOt(Etl9ATaI LUK3•N►ALP r LOArT MCAMAT, • i r/KWU f64 Woomb W FKWJ Ant mm&W To*•i0A11ATWNR r W*M s11•l1uw1 TO bmmTWW b[crK rCAN O -KT f% . . DM OP1AEMT ITAWAAO{AAT AMVA OM A 0Aa AWwJ+%[,K"WS 0W1►AM "TWN 111E ry/AM-LMCNK Mau Y ' Art uAAcT T•wwa AC"Twitf AL Ercx f4n%m&nwL•vdw-Ka w vtw6 ' . .I Tw3vAwV TO Dowfaww*MITI[RAU OWMWT 4Mt0rW1ff WfAmWM*.tv TO ITS eR TlK MAE VWX WfW VAtt M`Eil�l(Twin R'TorA7r•«i to so r @ I•tea hen r O%vm 0+i.�a'sm%b4I at WA WTW Aaru l c 0AM 0cm Lp*"u A64(rR A q '• ' OWA"K Cav%fk"L Ai A mull to&ALwxw fir TTM rkwma woo f W IInAc wtm rrA'L•r WaAMC w4fthrA AA•0 N . lIAE ESE,WMCI�AIE A rAgllUK MX16lY W• m 1w*w Ttal T cnAL MET On%AAA . •� '• L' -, �' -.- •• 41nx rK mi WTMOf Am01;101gAp�f i r tlor[f Tfst [elxt►Tau soullw+ll s AtIGHo is 1 t •• AtCOM"ILTKS"$7AtntWFAT AND AtIfITAAtIHO ♦; ♦`�r.r t�1-+ •.•l♦� .. f AtNO[wTl+iAtiAIAIIOKA�+i>t11'fMfL[71We A: � 1 t) ♦ ` 1 �• ` •; '. � • `..` . ♦,re�� �♦ , •. • CONCEPTUALPHASING EXHIBIT . • . �., , . 1 �,Lj�.♦Ju' y , 't► i I �� ,V Ski Mete, l (. !Ma{t•e sclocillut life ftA•10 - , Qy�� '�w/ �,?t '. �� .� ♦ cc-KtffVAA Apo N►11oYfete 004 ' a `� •,� t .•tiJ V J e♦ 0/44ra160d►woalaafar• sop r� 171 ! r WIN ww w rA.,� r • ! % ti > log Pd cow ?, «[ I fad +a+l fad r, Par OW Vonr�� I ♦ '• } Y r • '' • r�7■" �r awww� w• wr, n am�IM ',..>Jww f,�'aa/wllM an L1 I .� 7 i ,t . - :.»^.«. .PACIFIC CQASI IttGtlw&y... _ _ _ �.��. •J •'� Y ram ~••IMife 1 frA}e M _�.r..,........,.�^ •Ifaif m Illtte Ir ►MAte�t L...w.r..�r• ►watt trl~��� •�\ . i1 •• Ir.l fa�fl MML Nrf w wR� �.... ...,�..,. ..... _ 1 ' l APPROXIMATE!LAND ARE-AS: "Tti 'ACFUAt ttiSq;cv tAt Nwt WnmalG Witt$I ocrcef+ko III COMMERCIAL __ RESIOEOAL f A It A LWTIN tit[ MAX A" IltasW P/Akfq TO It AlrlWK0 81 71tt nAlfff K COMM". PMUUMCI TO FOA900st 4.11,01 CO TK �� �� ]t OF�O71tt H>Y MA Y Of NTAL . - ••�•., "�• pOxNTtTlnt srttr>e ItA{t OrNCR lAT+0 hJ1111111/r't0leltt7[RAT101R A" . ca+sTluW"MAIALUASOUMIATTVICO cMM"t"OWl[tUVOW. A 10 Ac 50% A 12 At 50% i f in 5 Ac 25% 0 6 AC 25% (\1 ` • 20 Ac S tO x 24 AC. 100% I I111 LtiMal.'1 `I111f' Lt�I'!♦�l.1Hh+� '' 111EWATEIURONT. ` Mh...dr— EXHIBIT "E" Approved Title Exceptions The "Approved Title Exceptions" for the Site and each . .Separate Development' Parcel thereof, as applicable; shall include: . 1. The City' s interest 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 Site 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 from other lands, but without, however, any , right to use either the surface of the Site or any.. ; portion thereof within 500 feet of the surface for any purpose -or pur-poses whatever . 2. Any and all water, water rights or interests therein, no matter how acquired by the City, together with the right and poorer to explore , drill, redrill, remove, and store the same from -the ��. Site or to divert or otherwise utilize such water,' ` water rights, or interests on any other property owned or leased by the City, whether such crater rights shall be riparian, overlying, appropriative, percolating, littoral, prescriptive, adjudicated, statutory, or contractual; but ..without, however , any right to enter upon the surface of the Site in the exercise of such rights and, provided further , that the exercise of any such rights by the City shall not .result in any damage or injury to any improvements constructed on the Site, including without limitation any subsidence . of all or any Tart of the Developer Improvements to be • constructed pursuant to this Agreement. 3,0 Exception Nos. 1 (as to then-current taxes. and assessments) , 21 6, 7, - and 9 - in Schedule H, . Section' 2, Part II of'' that certain Commitment for • Title Insurance dated December 8, 1986 , as . supplemented on • January -23, , 1987 , . and. March 27 ,- - '' issued' by First American Title Insurance Company covering the Developer Parcel .(OR-14557.92) . 40 Such' other exceptions' to title as hereafter may be mutually approved by . the Agency and Developer . HoHuntington Beach Planning Commission P.O. BOX 190 CALIFORNIA 92648 June 23 , 1988 RLM Properties , Ltd . and City of ::untington Preach Redevelop.�..en� Agency SUBJECT: CONDITIONAL USE prR;Mrx NO. 87-19 WITH SP-ECIAL P-ERMITS, T Z:ti T AT1 V:, TRACT NO. 23045 AND COASTAL DEV=LOPMENT P-ERMIT ::0. 67--17 [ "ZTQUTST: To develop a 296 room resort hotel and related _ facilities with speciai permits which include tandem " '• perking spaces and site cover-age cr:lculation; and ore-lot subdivision for coramerci al condominium purposes for the hotel . L0CAT:0N,: Corner site on the southeasterly side of i-:untington Street between Pacific Coast I:ic:way and the proposed alignment of Walnut Avenue MkTE OF ;.:rROVAL: June 22, 1988 � 1MINGS QR APPRGVAL -- CONDITIONAL USE^PZR_ l ..l . _87 1.9 : T:-+e establishment, maintenance and operation of the 296-roo.m resort hotel and related facilities will not be detrimental to the general welfare of persons residing' or Working in the vicinity; or property. and improvements in the vicinity of such use or building.. . 1 . The proposed 296-roam resort hotel and related facilities is compatible - with- existing and proposed uses in the vicinity which includes existing and future uses within Districts 8 and 9 of the Downtown Specific Plan. 3 . The location,.-site -layobt;and-design`"of `the-'propoFed -296-room - resort'hotel and ..related -facilities -is • properly adapted to the streets' and ' other ' s tructures and uses in the vicinity in a harmonious' manner. ' • .-_- _. - --. .... . . -.. .,._......•..yam .-�.r+�w.ww�..�..�._. ...�....��..�� ..�.i�.��+..r .-...r-•.r.r-r.++i- .�.. .�... -ATTACHMENT NO.- -5 CONDITIONAL USE PERMiT NO. 87-19 SMITH SPECIAL PERMITS, TENTATIVE TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT NO. 87-17 p. Z page Two The proposed 296-roam resort hotel and related- facilities is in conformance With .the adopted Downtown- Design. Guidelines . 5 • Architectural features and general appearance of the proposed 296-room resort 'hotel and related facilities shall enhance the orderly and harmonious development' of the Downtown Specific Plan area . : . The proposal is consistent with the goals and objectives of the Huntington Beach General plan. . . ' • - • •• 7 . The proposal is in conformance with the approved Conceptual Cor,nprc,ial Master_ Site Plan. .. , . . £ \i *• by (T - EPECIAL :R. •, 1. S:ecial Pernits for- deviations- to the requirements of the Downtown Specific Plan include 58• tandera parking spaces (15 Percent) ind site calculation for subterranean parking structures measured fron adjacent. grade in . lieu of . existing top of curb. 2 . . Special Permits for the resort hotel result in a better physical environment because the parking is concealed from YLblic streets by a fully landscaped slope and creates a park-like atmosphere. r „ , 3 . Approval of the Special Perm its_will .not be, detrimental. to the general health, welfare, safety and convenience of the neighborhood-'in general nor detrimental. or - injurious to -the value of the property or improvements in the neighborhood. As a normal part of hotel operations; a valet parking staff will be provided and w•il.l utilize the tandem spaces. 4 . The special permit rgquests are consistent With the objectives of the Downtown Specific Plan in achieving' a development' - ' adepted to the parcel.' and compatible-with• the surrounding " environment. 5 . The special permits are consistent with the policies of the Coastal Element o.f the City's General Plan and the California Coastal Act:'. -- r CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE ' TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMYT NO. 57--17 -� Wage Three FINDINGS FOR APPROVAL -_TMATIVE TRACT_ O,• 13045 : _ 1 . The proposed one lot subdivision for commercial condominium r ; . purposes of this 3 .7 net acre site zoned Downtown Specific Plan, District 9 (Commercial/Recreational) is proposed to be constructed .having a • 296 room hotel with 6ncillary uses. 2 . The property was previously studied for this intensity of land use and determined adequate at the time the mixed-use land use designation, and Downtown Specific Plan, District' 9 zoning designation w.as placed on the subject property. 3 . The Genera? Plan is designed for providing for this type' of land use as well as setting forth provisions for 'the �s implementation for this . type of corwmercial. activity.., 4 . The site is relatively flat and physically suitable for the proposed type of development . - a. Tentative Trzct No. 23045 is consistent with the goals and policies of the luntington Beach General Plan. 6 . Tentative Tract No-. 13045 is in conformance with the approved i Conceptual Commercial Master Site Plan. `:TV R t V T k T,D'_:'V7 LOPMrNT_.'PERMIT NQ._67-17 The proposed. commercial *development conforms with the plans , policies , requirements and standards of the Huntington Beach • .Coastal Element. . • - • - ' Coastal. Development Permit No. 87-17 is consistent with -the CZ suffix and the Downtown Specific-Plan as well as other provisions -of the Huntington Beach Ordinance Code 'applicable to the property. r At -the time of occupancy, the proposed commercial development can be provided with infrastructure in a manner that is consistent with. the Huntington Beach Coastal Element and Land Use Plan of the General Plan: • ' ' ' . 4 . _The- proposed-commercial -development _conforms-'with the public access -and-.•public recreation policies of .Chapter: 3 -of-the -California Coastal Act '. ? - C0NDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMIT'S , TENTATIVE TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT NO. 67-17 p' Page iovr -� �j CONDTTLONS OF APEROVAL CONDITIONAL 12 ' PER T_ EQ. 1 . '- The site plin; floor plans and elevations 'received.' and dated May 11, 198E, and parking structure layout plan. dated June 3.5, 1988 , shall be the conceptually v approed 1:ayout with the- following modifications*:- - 4 a • Porte Cochere- shall. have a minimum vertical clearance of 13 feet-6 inches• for Fire Department vehicular access . b. Angle' bf depa'rture' for'r:tin'entrziice' drive_.shall allot: for, access by fire apparatus . c . Provide emergency pedestrian access::ay- from Pacific Coasts Highway to the stairway in tower and into parking structure . d . ?rov' de Fire Department fire lane on east side of tower. e . Redesign parking layout to the maximum extent feasible to • keep tandem (valet) parking away' from the main drive aisle . f . Provide- two additional handicapped designate; parking spaces for a total of eight. 2 . Prior to issuance of- building, permits,' the following shall be co;apleted: a . • A Landscape end Irrigation Plan ;in "accordance with the DowntoVn Design Guidelines shall be submitted to the Department of Community Development and Public Works. for review and approval.• b. A Rooftop Mechanical Equipment Flan -indicating screening (architecturally compatible with the building) of all rooftop. mechanical equipment delineating the .,type of material proposed to screen said equipment shall be reviewVd and approved by the Cofiwunity Development Department . c. A detailed soils analysis shall be prepared by a registered Soils Engineer and* together with a, grading plan shall be " ` submitted to the-.Public• Works Department--for --review "and -approval.. - This analysis shall . include. on-' 'site soil samping ' and .laboratory testing of materials to - provide detailed reconmendati.ons regarding grading , chemical and fill properties,, foundations, retaining ' walls ,* streets, and utilities . - C == Complied _ --- -.: C1_ - 'Complied with - as part'--of Phase' 1;. otherrequirements - -- ---r_.-Y. necessary -with future 'ph'ases - -. -- "�'"'- """" - ';- -- .- N -- --Non-compliance M�yx iCHMENT NO.' y F Future Development . ,. . .. .._ .. . ���. -•_ .. .-. ... ... .. ..�.. .�-. ► ter. r —r _ ... • ` • CoNDITIONAL USE �-zAMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE C.,, TRACT NO. 13045 .AND COASTAL DMVELOPMENT PERMIT NO. 87-17 Page Five . d . Pursuant to Article 87 of the huntington . Beach Fire Code, a fire protection plan :shall be submitted to and approved.by the Fire Marshal. -.This plan shall include: but•.not-• be . limited to: • . , . -_ : - , (1) phased installation of fire sprinkler systen'.- (2) •On-site security during construction. (3) On-site roadways and streets shall be improved to an all-weether driving surface prior to combustible . construction. • • - (4 ) Fire. Department access . . • ;� e. Frnal Tract Map for the subject! site shall be accepted by the City Council.. • , _ - , - f . A copy of the revised plan pursuant to Condition No. 1 of this report .as record for the conditional use. permit file % shall be submitted. (� g. In order to properly size the drainage system for the entire Waterfront develop,«ent project, a hydrology/hydraulic analysis shall be completed for the tributaxy area to the Atlanta Avenue storm drain pump station. If any remedial neasures to either the existing drainage system or pump station are deemed necessary, they shall, be completed at the appropriate phase of the Master h. A_ plan for the perimeter pedestrian link/Psablic sidewalk shall be reviewed and approved by the Departments of Community Development and Public Works.. is • A shadow study of the proposed tower.' shall' be' prepared and - -reviewed by the Planning Commission. 3 . The following Public Works Department requirements shall be •complied with: . , ••: . a . . Walnut Avenue shall. . be..constructed -to -full- width including _ _the median improvements from Huntington_ Street to -the* j tract's southeasterly boundary. [/ •....- .. - -. ar..- ..-r - • •�.ti,= .....-.ti..A.r.�r-�.1 .L mow..-rr.-...a- ... ' a7TACH SENT CONDITIONAL USIE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENT;,TIV-. • TRACT NO. 13045 A11D COASTF,L DEVEL0Pvi NT PERMIT NO. 87-17• P. page Six b. Huntington' Street improvements shall be constructed to Public Works .standards . C. The developer shall design and construct the connection between Huntington Street-Walnut Avenue and the existing Huntington ,Street alignment._ - t . . d. The developer shall install the required• traffic 'signal conduit at the intersection of Walnut and• Huntington. e . The traffic signaV at Pacific Coast •Highwzy - and Huntingto►, Street' shall .be 'ieloceted- per City end CalTrans .standards , , . • f . All P cifie-,Coast Highway i,:,provements . shall.- meet CalTrzns;G cri feria . g . The connection to either the 24 inch or 54 inch O.C.S.D. trunks in Pacific Coast 'rig;^.::ay or the beach parking lot, respectively; -shall be approved by the O.C.S.D. - h. An underground drainage sys4em Eton 'Tract 5580 to the west /e side of Wale+ut/.Huntington shall be constructed per Public Lr Works standards . i . ' Off--site water mains shall be constricted fron Olive Avenue/Third' Street to the project site . If Walnut .venue is constructed from Lzke Street to Huntington Street in conjunction' With this, tract, 2n 1S inch main is necessary in Walnut Avenue and 12 inch pains in. Pacif ic• Coast • - Highway, Lake and Huntington. Otherwise, zn 18 inch' nainC; shall be constructed in Olive/Third/Lake/Pacific Coast Highway,' and 12 inch mains in hunti•ngton Street (Pacific Coast Highway to Walnut)- and Walnut Avenue, .(Huntington Street to the southeasterly tract boundary) or' znother - route location as deemedracceptable -by the Public Works Department to serve• the. =project . site. •- j . Landscaping (including public right-of--way) shall be . installed per the downtown guidelines - and maintained by the C developer/hotel operator. k. On-site, public -water- facilities -shall" be located in - r+ vehicular accessways and. dedicated to .-the City. (� l. ' Any enhanced street 'materials ind ' landscape improvements shall .be per the Downtown Design Guidelines and approved by fc the Departnents . of -Community Development and Public Works . (� • r. CONDITIONAL USE' PERMIT NO- 87-19 WITH SPECIAL PERMITS • TRACT NO. 13045 AND COASTAL DEVELOPMT-NT PERMIT NO. a7-17 page Seven 1 4 . The following .,Fire Department requirements shall be•..co;,pliQa with:. E� a . water main system shall be upgraded to provide a needed fire flow of 5,000 GPM. b. Fire hydrants shall be located subject to Fire Department requirements . C . Project shall be, protected by an automatic fire sprinkler system throughout all buildings and parking structures . The tower building shall also meet all state end local codes pertaining to high rise buildings. iy d . Project shall have a fire alarm system designed to Fire Department requirements . e . 'ire hydrants or other scarce of fire flow acceptable to the lire Department shall be installed and operable prior to co.:mercins co.mbustibla construction. 5 . The, detielop.ment shall comply With all 'applicable provisions of 'the Ordinance Code, Building Division, - and Fire Department. 6. Lcw-volume heads shall be used on all spigots and' water faucets.L 7 . If lighting is included in the parking lot, high--pressure sodium vapor Iamns shall be used for energy savings . All. 6 outside lighting shall be directed to prevent "spillage" onto adjacent 'properties. £. . All building spoils, such as unusable lumber, wire, pipe, and ��++ other surplus or unusable material, shall be disposed of at anCi off-site facility equipped to handle . them. S : A planned sign program for all phases shall be approved for all j signing . said program shall be approved prior to the first sign request . 10 . Prior to issuance of Certification of occupancy, an affordable housing, plan -shall be submitted -and•'approved' as_follows:_-__... C;NDI TIONAL USE PE R+5IT NO. 87--19 WITH SPECIAL PERMITS, TENTATIVE � TR;,CT NO. 13045 AND COASTAL DZVrLOPMF.NT PERMIT NO. 87-17 Page Eight a . Said Plan sha.11 comply with California State Government Code' Section 55590 (-Mello-Bill) with regard to required replacement 'of affordable housing . The existing duelling units located in the Phase I project area, currently occupied by persons or families earning 120: or less than the current Orange County median annual, income, shall be replaced on a one--to--one basis on site, or within three miles of the coastal zone, within three (3) years of removal or destruction of the unit . (This condition does not preclude the replace-went requirements of Section 5555C f roina being nested with other mandated replacement requirements that may apply to the project [i . e. , California Community Redevelopment Law) ) ; and i s lJ b. Said plan shall con-ply kith California Co:=munity Redevelopment law, Article 9, with regard to required replacement and inclusi.rary affordable housing . The existing dwelling =516s located in the Phase I project area, currently occupied by persons or families earning 1205. or less the;; the cc:rrent Orange County median annual income, shall be replaced on a one-to- one basis on site, within the redevelopment project area, or within the territorial jurisdiction of the Redevelopment Agency, within four (4) years of destruction or removal of the unit from the Waterfront project area . (This condition does riot preclude the replacement requirements of Article g from being nested with other :undated replacement requirenents that may apply to the project [i .e. , Mello Bill replacement requirements) ) • 11. All Conditions of Approval of Supplement Environmental' Impact Report No. 82-2 pertinent to this project - shall- be. complied .� with. 1.2. once a year for two years following . the issuance *of Certificate of. Occupancy for the hotel, a traffic study shall be tonpleted by the applicant and reported to the Planning Commission for review. -The study shall include a survey of the parking area usage on an hourly basis (7:00 Am to 10 : OD PM) for one-week during a peak Seasonal period (Monday through Sunday) analysis . $ of the self and valet- parking system, and consideration of.- 1 original technical assumptions-.-- e If -the conclusions of the study indicate that a parking shortfall exists, the'.property owner shall be responsible for providing additional parking as . CONDITIONAL USE PERMIT NO. 87-15 WITH SPECIAL PERMITS, TENTATIVE TRACT NO. 13045 AND COASTAL DEVELOP. KENT PERMIT NO. 67--17 1P 11 page Nine 1 determined by the Planning Cormission 'for sole use*•by.. the hotel on . the adjoining Phase 11 site. This -can- be achieved either bl providing interim surface parking on the Phase 11 site until construction of the health club and/or by including hotel parking within the Health Club facility and providing a physical connection between the two parcels for reciprocal access . 13 . This Conditional Use Permit shall not become effective until Zone Change No. 87-7 (Impact of Conversion Report and Relocation Assistance Plan) and Precise Plan of Street Alignment Pia . 88--1 have been approved by the City Council and, are in effect ; and a Conce_tLel Master Site Plan for District. c has been approved by the Planning Commission. +, 14 . A Mobilehome Acquisition and Relocation Agree.^..ent must be - approved by the City Council and executed by the Redevelopment Agency, RLM Properties, Ltd. and the- Driftwood Beachclub Mobile Homeowners Association, Inc. in the event that the above parties are unable to fianlize such a written agreement, The Waterfront project and all. related .avprovals will not go forward without going back to the Plar..ning Commission for full public rehearings as to all :Natters considered by the Con mission with regard to The Waterfront project.. The Association and its nenbers shall be entitled to 'pa:ticipate . fully at the rehearings without prejudice. 15. The project shall not be coa:►erted for residential condominium or apaxtnent uses. ; QQNDJJJQNS Qr AR v ..0 -•,v= TRAcl EQ. 130451: 1 . The tentative map, received and dated February 9,, 1988, shall be revised to .reflect ' the following: a. The 'right-of—Way ,radius a* Walnut Avenue' and Rdntingtone • Street shall be •32 feet. b. Additional -right-of-way shall be dedicated on Pacific Coast Highway southeast of Huntington Street to accommodate a right :turn. '1a:ne to be constructed by .the .developer -in--- ..Conjunction with this - tract- (width depends upon CalTrans requirements) . 2. The access to the I4arbors and Beaches ' service road shall be maintained with an approved -connection from Walnut _Avenue. CONDITIONAL USE PERMIT KO. 87-19 WITH SPECIAL PERMITS, TE14TATIVE - �0 TRACT NO. 13045 A14D COASTAL DEVELOPMENT PERMIT NO . 87--17 Page Ten • 3 ,. On-street parking -shall be prohibited on all --public streets surrounding the project. 4 . The on-site sewer- system, shall be private. 5 , vehicular access rights to all streets surrounding the tract shall be $edicated to the City except - at approved driveway locations . E . A copy of the Covenants , Conditions and Restrictions (CC&Rs) for the cor-mercial condominium subdivision addressing the conditions herein, shall be submitted for review and approval � }j by the Planning Commission, the Coirmiunity Development Department and 'the City Attorney' s Office prior to their recordation and ownership of zny air space. 7 . This Condition Use Permit Shall not become effective until Zone Change No. 87--7 and Precise Plan of Street Alignment No . C 58-•1 have been approved by the City Council and in effect. . I .hereby certify that Conditional Use Permit No. 87-19 With Special Permits ; Tentative Tract No. 13045 and Coastal Development Permit No . 87-17 were approved by the planning Co--mission of the City of rurtington Beach on Oune 22, 1988, upon the 'foregoing findings and Conditions . This approval represents conceptual approval only; detailed plans must be submitted for review and the aforementioned conditions completed prior to final approval . Sincerely, Mike Adams, Secretary Planning Co,-.vnission by: Sc Hess Senior Planner W :SH:kla (t,847d-4•-13) ;; ant�ngton Beach Deparfinen� of Commun� y Development ;} TO: Planning Commission FROM: Howard Zelefsky,Planning Director BY: Mary Beth Broeren,Associate Plxxne DATE:' January 28, 1997 SUBJECT: ANNUAL REVIEW OF THE WATERFRONT DEVELOPMENT AGREEMENT(NO.91-3) LOCATION: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard ' f h The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L.Mayer Corporation for development of the Waterfront project. Annual review of the Waterfront Development Agreement(Development Agreement No. 91-3) is required pursuant to the Agreement. Since the Robert Mayer Corporation is in compliance, staff recommends determination of compliance and fomarding to the City Council for review and acceptance. REC122NINIENDATION: Motion to: "Determine that the Robert Mayer Corporation is in compliance with the Waterfront Development Agreement and forward to City Council for review and acceptance" GENERAL INFORMATION: APPLICAhM PROPPM QMER: Robert Mayer Corporation,660 Newport Center Drive, Suite 1050, Newport Beach,CA 92658 REQUEST: Annual review of developer's compliance with the Waterfront Development Agreement. DATE ACCEPTED: November 15, 1996 f 1 ti rr Piro jest Area �` +...... HUNTINGTON BEACH C4LIFORNIK .. _ PLANNING DIVISION SUBJECT PROPERTY AND SMRQ� ING LAbMMSE, ZONE ENG AND GENERAL PLANDESIGNATIONS: LOCATION —GENERAL PLAN .,:ZONING LAND USE Subject Property: Visitor Serving Downtown Specific Plan Hotel,Golf Course, Commercial,High District 9(Commercial Vacant Density Residential Recreation)and District 8b (High Density Residential) North of Subject Medium Density R2-PD-CZ-FP2(Medium Condominiums Property: Residential Density Residential- Planned Development- Coastal Zone-Floodplain) East of Subject Visitor Serving RA-0 (Residential Vacant,Apartments Property(across Commercial, Open Space Agriculture-Oil)and RH- Beach Boulevard): Conservation 28 (High Density Residential) South of Subject Open Space Recreation Do%%mtown Specific Plan Beach +. Property(across District I I (Beach Open Pacific Coast Space) Highway): West of Subject Visitor Serving Downtown Specific Plan Vacant Property(across Commercial,High District 8 (High Density Huntington St.): Density Residential Residential)and District 7 (Visitor Serving Commercial) . The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L.Mayer Corporation for development of the Waterfront project. The project consists of several components and will be built in phases. It consists of visitor serving commercial components,including the Waterfront Hilton Beach Resort,and a residential component not yet constructed. The purpose of the Agreement is to provide assurance to the applicant that the project may proceed with a development in accordance with the City's existing rules,regulations and official policies in force at the effective date of the Agreement. Such agreements are intended to strengthen the planning process,encourage public participation in 4 planning and reduce the economic risks of development. The City may enter into a development agreement pursuant to City Council Resolution No. 5390 and Chapter 246 of the Huntington Beach Zoning and Subdivision Ordinance under the authority of Government Code Sections 65864-65869.5. The Agreement is being submitted to the Planning Commission for annual review purposes, pursuant to Section 2(Page 34)of said agreement,to determine whether or not the developer, Robert L.Mayer,has complied with the terms and conditions of the Agreement up until this date. It was approved by the City Council in August 1988,and recorded in January 1989. Phase I of the Agreement,Hilton Hotel,was completed in July 1990. Staff Report-1f28/97 2 (97srO6) _ Following a public hearing,the Commission shall either find that the developer has complied with the Agreement or,if it finds to the contrary,make a recommendation to the City Council regarding appropriate action. Such action will be forwarded to the City Council for final action. MUM General Plan-C=& u7?zce: The proposed uses of the Development Agreement conform with the Commercial/Support Recreation and High Density Residential land use designations of the General Plan. Zoning Comnliance: The Waterfront Development Agreement covers properties located in the Downtown Specific Plan,District 9 (Commercial Recreation)and District 8b(High Density Residential). These two zoning classifications prescribe the development standards for the Waterfront project. The j Development Agreement itself complies with the Downtown Specific Plan. s " Environmental Status: The original approval of the Waterfront Development Agreement was covered under Supplemental Environmental Impact Report No. 82 2. This annual review is exempt from CEQA. Coastal,Sfatus: Annual review of the Agreement is not subject to any additional coastal requirements. Each phase of the Waterfront project,however,is subject to a coastal development permit at the time of entitlement for that phase. Reedn!aJgp ient,fitatus: The subject site is within the Main-Pier Redevelopment Project Area,and the City of Huntington Beach Redevelopment Agency has a Disposition and Development Agreement with the applicant. Redevelopment Agency staff has indicated that the developer is not in default on the Agreement for this annual review. Design Review Board: Annual review of the Agreement is not subject to design review. New construction as part of the Waterfront project,however,is subject to design review. &bdirkion_Committee: Not applicable. Staff Report- 1R8197 _. - -....__._ 3 .__. :.. .._ _ . (97sro6)_ . Other Departments'Concerns: There were no other comments from City Departments indicating that the developer was not in compliance with the Agreement. Legal notice was published in the Huntington Beach/Fountain Valley independent on January 16, 1997. ANALYSIS• The purpose of the annual review is to monitor the Agreement and evaluate the performance of the developer. This is the eighth such review;all prior annual reviews have been approved. Attached to the report is a compliance matrix which lists the sections of the Agreement which are the responsibility of the developer and whether or not they have complied. As shown in the matrix,the developer is in compliance with all the requirements of the Agreement. ; There have been no changes since last year's review. All but one of the entitlement conditions =� have been met. Condition No. 10 of Conditional Use Permit No. 87-19 requires that an affordable housing plan be submitted and approved. Approximately three years ago an affordable housing document was submitted. It was returned to the developer for modification and has not yet been resubmitted. The affordable housing plan will be completed,however, before the second phase of the Waterfront project is processed. ALTERNATIVE ACTION: The Planning Commission may continue the Annual Review of the Waterfront Development Agreement and direct staff accordingly. ATTACU ENfS: 1. Waterfront Development Agreement Compliance Matrix dated January 28, 1997 2. Development Agreement by and between the City of Huntington Beach and Robert L.Mayer recorded January 13, 1989 3. Conditional Use Permit No. 87-19irentative Tract No. 13045/Coastal Development Permit No. 87-17 Conditions of Approval ' SH:MBB:kjl Staff Report-1r28197 . .. . . _ _ 4 _.. - (97sr0q. - f J' ' CITY OF HUNTINGTON -BEACH INTER-DEPARTMENT COMMUNICATION Hussn+cror,s� MEMO June 2121996 To: David Biggs From: Michael Hennessey RE: WATERFRONT DYSPOST w TRANSFER SC_ REDUCE AND' LEASE SUMMARY. •' . .imitations on Phasing_of Disposition Transfer .I. The Commercial Development consists of Phases 1-6. - U. The Residential Development consists of phases-1 3.- III. The transfer of the phase 1 residential site will not occur before the following conditions have been satisfied:A. Developer has begun construction of commercial phase 3. B.The Huntington Beach Inn has been demolished. IV. The transfer of the phase 2 residential site will not occur until the Developer has begun construction of commercial phase 4. . . ' V. The transfer of the Phase 3 residential site will not occur until the Developer has begun construction of commercial phase 6. VI. Section 703 of the D.D.A. lists events beyond the Developer's control that = - • justify a delay of the project. The following deadlines do not apply if the protect is delayed by an item listed in section 703. If the Developer does not begin construction of commercial development phase 1 by March 26, 1990,(30 months after the date of the agreement), his rights to any other disposition transfers terminates. VII. If the Developer fails to demolish the Huntington Beach Inn and begin the construction of commercial phase 3 by December 31, 1996; disposition transfer of commercial phase 6 and the disposition transfer of residential phase 3 are canceled. However, the developer may exercise four�4) one-year extensions expiring December 31,2000. nzExtensions t Pa"� enf>Deadline a x ent Ex uafi&i. a :. 91 December 31, 1996 $500 000 December 31,4997 , #2 December 31, 1997 $550 000 December 3I IP 1998 i ,• #3 December 31, 1998 $600 000 December 31 1999 #4 December 31, 1999 $650,000 December 31,2000 VIII. If the Developer fans to begin the construction of commercial phase 4 by December 31, 2001; disposition transfer of commercial phase 6 and disposition transfer of residential phase 3 are canceled. However, the developer may exercise four(4) one-year extensions expiring December 31, 2004'. -Sic r ¢.'f T a0't le �- ayyr fF,p Y� K� rrx. -; T n .$� rrsExtension M-- : �Pa en T3eadline . Pa entx ,3 EY. �x iratiod, #1 December 31,2001 $500,000 December 31 2002 #2 December 3I, 2002 •$550,000 December 31, 2003 #3 December 31, 2003 $600 000 December 311,2004 94 December 31, 2004 $650,000 December 31,2005. IX. If the developer doesn't satisfy, and the Agency doesn't waive, all conditions precedent by December 31,2004;the developer's rights to commercial phase 6 and residential phase 3 shall terminate. 'Note: The stated number of extensions conflicts with the stated expiration date. f. Landscapinq. The Developer shall provide all landscaping and irrigation required on 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 maintain all landscaping on the Site behind the curb. After satisfactory installation of the median landscaping and irrigation systems within the public rights- of-way on the Site in connection with he deyelop:aent of each: Separate . Development Parcel , the City shall accept such imprcvenents and maintain the same at no expense to the Developer, and the Developer shall have no further responsibility therefor. g. Utilities. . The Developer agrees to extend all utilities required for the development, use and maintenance of the improvements on the Site fro:a the 1•ocations to which such utilities will be brought pursuant to Section 1 .G below to the private improvements to be located on each applicable Separate Development parcel . All utilities on the Site shall be located underground. -2a- - 08/15/8B FINAL 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 on each Separate Development Parcel, the Developer (and permitted successors and assigns) shall be entitled to use and occupy the Site in accordance with the development approvals referenced in Recital G and Section w. B of this Agree=ent and otherwise in accordance with all applicable existing provisions of the •EurtiY:gton - Beach ordinance Code. (2) Alcoholic Eeverace Sales and Consu:-ution. The hotels to be deve?oiled in the cc........ercial Port--ion of t,:e Site ( including the restaurants, lounges, and sired lar accessory uses located within such hotels) shall be pernitte; A. sell alcoholic beverages for en-premises ccnsvr...ption, subject to the Developer's obtaining the necessary Iiquar license (s) from the California Department of Alcohol and Beverace. Control ;( 'ABC") . The City recognizes that restaurants and other cc~:,,ercial uses located elsewhere within the Commercial Porticn of the Site nay require permission for the ' sale of alcoholic beverages for on- 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 sinilar land--use -25- :.Y .08/15/88 FINAL �•30 considerations and economic factors to assure a continued high-quality Project that is compatible with neighboring residential and commercial uses. (3) Dancing and Live Entertainment. The : hotels to be developed in the Co nercial Portion of the Site (including the 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 ordinarces, regulations, rules, and official policies in force as of the Effective Date c' this Agreement. WAS City recognizes that restaurants and other commercial uses located elsewhere within the Co-mnercial Portion of the Site may require permission for live entertainment and/or dancing as well , and the City agrees that such uses shall be permitted subject to the City's reascna'ble review 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. Phasing of Develo rent. Notwithstanding any other provisions of this Agreement to the contrary, without the City's written consent, which consent may be withheld in the City's sole and absolute discretion, the time, order, and phasing of the development of the Separate Development Parcels within the Site shall be consistent with the Sellowing requirements and limitations: -2&- z-08/15/88 FINAL �.� (i) Within the Commercial Portion of the Site, the order of development shall be as follows: Phase 1, Phase 2 , Phase 3 , Phase 4 , Phase 5, and Phase 6 (Separate Developnent Parcel Nos. 1-6) (as such': phases are described in Section 1. D above) . (ii) Within the Residential Portion of the Site, the order of development- shall be as follows: Phase 1, Prase 2 , a4d Phase 3 (Separate Development Parcel Nos. 7-9) (as such phases are described in Secticn 1. D above) . (iii) The con.mercement of censtructic^ of the Phase 1 residential development (Separate Develop.,�e;.t Farce:. No. 7) shall occur no earlier than the demolition of the Huntington Beach Inn and the commencernen. of construction of the Phase 3 commercial development (Separate Development Parcel No. 3) . (iv) The commencement of construction of the Phase 2 residential development (Separate Development Parcel No. 8) shall occur no earlier than the connencenent of -27- ..` :•..�8/15j88 FINAL construction of the Phase 4 commercial development (Separate Development Parcel No. 4) . (v) The commencement of construction of the Phase 3 residential. development (Separate Development Parcel. No. 9) shall occur no earlier than the co nencement of construction of the Phase 6 commercial development (Separate Development Parcel No. 6) . This Section 1.7 shall be interpreted consistently with Section l. D above. The tining and phasing of development shall be further restricted as set forth in the DDA. 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, regulation, yule, or official policy which purports to limit or condition the rate, timing, or sequencing of development based upon levels of service on roadways, roadway - capacities, capacities of drainage facilities, capacity of sewer facilities, provision of emergency service, or similar natters) shall apply to the Site. ' -28- . --08f 15/88 FINAL �' G. Utilities. The City represents that, with the exception of the domestic water line 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 utilities are and shall xenain. . at all tires sufficient to adequately service the construction, operation, and rya in tenance of the imp_avemen is contemplated f cr tr e Site, provided that the Project is developed in accordance with the ; asing schedule set forth in Section 1. F and Exhibit "C. " The Developer agrees to extend the City donestic water line from its existing terminus at Clive and Third Streets to the Site. In general , the line shall be extended to Walnut Avenue and thence along Walnut Avenue (including the panned extension thereof east of Huntington Street) to the Site, with the precise alignment as determined by the City. Within sixty (60) days after the Effective Date of this Agreement, the City shall establish a precise alignment for the water line and provide : the Developer with all engineering requirements and specifications fcr the water line and all information available to the City regarding the physical conditions along the proposed alignment that are pertinent to construction. The Developer shall prepare plans and specifications for the water line and submit the same to the City for approval no later than the date on which the -29- • ` 08/15/88 . FINAL 3L� Developer submits its final building plans for the Phase 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 in advance of the submittal of plans and .commencement of construction of the Phase 1 hotel. The City shall review and approve the plans and specifications for the water line in the sere manner as set forth in Section 1 . 0 above for the review of final building plans and construction drawings. - H. Cost of Develctment. We Developer shall he responsible l or all costs of developing the Project, excepting only those costs which have been expressly assu...ed by the City under this Acreenent or by the Agency under the DDA. I. ADDlicable ordinances , Regulations , Pules , and Official Policies . The City's ordinances, regulations, rules, and official policies governing permitted uses of the Site, and the development, density, intensity of use, design, improvement, construction and building standards, occupancy, levels of service of traffic i^provemerts and traffic mitigation requirements, police, fire, and paramedic protection, drainage protection and flood control , park standards, restrictions (if any) on the timing, sequence, and phasing of development, and all other City land use requirements applicable to the Site and the Project shall be OS/15/88 FINAL �� those ordinances, regulations, rules, and official policies in force as of the Effective. Date of this Agreement. Any amendment to said ordinances, regulations, rules, or official policies after the Effective Date of this Agreement shall not be- applicable to the Site or the Project without Developer's '. prior written consent. This Section shall not preclude the application to the Site or the Project of changes in City laws, ordinances, regulations, rules, or policies, the terr..s of which are reasonably required for public health or safety reasons or changes ..which are specifically . -mandated and required by changes in state or federal laws or regulations, as provided for in Government Code Section 65869 . 5. This Section shah not be ccnstrued to l i r i t t::e authority of the City -Co require Developer to pay the applicable processing and developrient fees and charges for . land use approvals, building per-mits. and other sir-ilar pernits and entitlements which are in force and effect on a uniforn city-wide basis at the tire such fees are due, subject only to the following: (i) The Developer shall not be responsible for paying any new or increased fee or charge to provide or contribute to improvements or services not required to be provided or contributed to by the -�1- 08/15/88 FINAL 2.310 Developer under. the City's ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement; and (ii) The .amount of any increased fee or charge _. after 'the Effective Date'' of this Agreement shall not exceed the increase in the reasonable cost of providing the improvement or service for which the fee or charge is imposed. J. Other Governmental Agency- Permits. The City agrees to assist the Developer and Acencv, at no cost or expense to the City (other than cvehead and employee staff tine) , in securing any and all permits (but rct the payrent of fees) which ;may be required by any other covernnental agency affected by such construction, develcp:;.ent, or work, including without limitation (i) encroachment pernit (s) from the California Department of Transportation for any work within the right-of-way along the peach Boulevard and Pacific Coast Highway frontages of the Site (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 Rennant -32- ' 08/15/88 FINAL �a3� • :_ � fir+ Parcel : and (iii) approval of any coastal development pernit(s) required from the California Coastal Commission. K. Transient Occucancv Tax Ordinances. Prior to the Effective Date of this Agreement, the City and Agency have each adopted ordinances under California Revenue and Taxation Code Section 7280. 5 which ordinances in effect transfer from the City to the Agency the authority to levy and/or collet~ a sufficient amount of transient occupancy taxes generated from the hotels on the Site to enable' the Agency to timely satisfy its payment chl:gations to the Developer. in.—accordance. with the DDA. Said ordinances provide that, in the ever.t that the Agency fails at any time to hake payments to the Developer in the full amounts required to be paid . in accordance with the DDA, and such failure continues for a period of thirty (30) days after Written notice from Developer, such crdinances shall automatically become operative. The City agrees to take all actions necessary and appropriate to implement such ordinances in order to acccmplish the parties' mutual objective of enabling the Agency to tir.'nely meet its financial obligations under the DDA. Until the Developer has been paid or reir.,bersed all amounts due from the Agency under the. DDA (or, as to the payments to be made under Paragraph 4 only of Attachment No. 5 to the DDA, any unpaid balance is forgiven and discharged as provided therein) , the City shall not -33- �08j15/sa FINAL ���' repeal, modify, or amend the City ordinance on this subject in a manner that jeopardizes or impairs the Developer's right to receive payaents in the amounts, at the times, and subject t to the conditions set forth in the DDA. Section 2 . Annual Review of Developer's Compliance With Agreement; Default; Remedies; Termination. A. Annual Review. In accordance with Government Code Section 65865 . 1 , the City shall periodically review whether Developer is proceeding in good faith to ccmp?y with this Agreement. Reviews shall he conducted ann,-,ally, with the first such review to occur within twelve (12) :zcn 1r hs after the Effective Date and the last such review to occur no later than the final expiration date referenced in clauses (i) , (ii) , and (iii) of Section 3 .B below. The City shall begin the review proceeding by giving notice to Developer that the City intends 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 ratter will be considered by the Planning Commission. The Planning 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 Agreenent. At the conclusion of the public -34- .._ 08/15/88 FINAL 2,39) hearing, the Planning Commission shall either find that Developer 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 taken. The City Council shall consider the recommendation of the Planning Cor aission and, if- the City Council determines on the basis of the evidence that the Developer has not complied with the terns and conditions of this Agreement, One City shall have such remedies for default as are set forth in Section 2 . n below*. A City Council deterninaticn that Developer has not complied with any of the terms or conditions of this Agreement shall be a final administrative determination of such ;natter, but shall not be conclusive in any subsequent judicial action and Developer does not waive any of its rights or defenses with respect. thereto. Failure of the City to timely conduct a periodic review pursuant to this Section 2 .A shall not in any r.anner invalidate this Agreement, no; shall any such failure in any way diminish, impede, or abrogate the rights and privileges of the Developer hereunder or the obligations of the City hereunder or the obligations of the Agency under the DDA. B. Defaults--General. Subject to extensions of time by mutual consent in writing or as set forth in Section 2 .0 below, failure or delay by either party to perforn any term or provision of this Agreement shall constitute a -35- 08/15J88 FINAL • .. i y default under this Agreement. In the event of an alleged default or breach of any terms or conditions of this Agreement, the party alleging such default or breach shall give the other party not less than thirty (30) days notice in writing specifying the nature of the alleged default and the manner .in which said default nay be satisfactorily cured. During any such 30-day period, the 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 34-day period, the c ...-E cene.,4 0f the cure within such tine 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 expiration of the 30-day period without cure, the non- defaulting party, at its option, nay institute legal proceedings pursuant to this Agreement and/or give notice of intent to terminate the agreement. Any action by the City to terminate this Agreement shall be in accordance with Govern- ment Code Sections 65865, 65867 , and 65866 and Section 7 of City Council Resolution No. 5390. Evidence of default may also arise in the course of 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- ' 08/15/88 FINAL 2,�I 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 the alleged default and the manner in which said default :gay r be satisfactorily cured. During any such 30-day period Developer 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 ccnmencemant of the cure within such time period and the diligent prosecution to completion of the cure shall be dee:-+ed a cure within such period. if the default is not so cured, the City, at its option, nay institute legal proceedings pursuant to this Agreement and/or give notice of intent to terminate this Agreement, as provided in the preceding paragraph above . C. Enforced Delay; Extension of Times o, Performance . In addition to specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in default, and all perforrlance and other dates specified in this Agreement shall be 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 perforn. An extension of tine for any such cause shall be for the period of the enforced delay only and shall commence to run from the commencement of the cause, and shall commence upon notice by the party claiming such -3�- 08/15/88 FINAL Z`SZ extension, which shall be delivered within thirty (30) days after cormencenent of the cause . D. Legal Actions. Xn addition to any other rights or remedies and subject to the restrictions in Paragraph A above, 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 rust be instituted in the Superior Court of the County of Orance, State -of California, in an a=rrc;riate nurici_al court in that county, er in the Federal Court in the Central District of California. Notwithstanding the foregoing, the City and Developer agree that, subject to the provisions of Paragraphs B and C above, the City's 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 termination of this Agreement shall not li:r.it or restrict the Agency's remedies for default under the DDA. E. A22licable Lau and Attorne 's Fees. This Agreement shall be construed in accordance 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 08/15/88 FINAL provision, the prevailing party in such action shall be entitled to reasonable attorney's fees, court costs, and such other costs as may be fixed by the court. F. Inaction Not a Waiver of Default. Any failure or delay by a 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 such party of its right to institute and -maintain any actions cr proceedings which it nay deem necessary to protect, assert, or enforce any such rights or remedies . G. No Cross-Defaults. Subsequent to either a Disposition Transfer of a particular Separate Development. Parcel cr an assignment by Developer of its interest in such Separate Development Parcel tc an assignee permitted under the DDA and Section 3 .A below, no default by the Developer or a permitted assignee as to ary other portion of the site shall be deemed an default by the Developer or a permitted assignee with respect to said Separate Development Parcel and no default by the Developer or a permitted assignee with respect to said Separate Develc.nent Parcel shall be deemed a default hereunder as to any other portion of the Site; provided, . that nothing in this Section 2.G shad be interpreted to entitle the Developer to proceed with any phase of development prior to or in violation of the phasing schedule set forth in Section 1. F above. -39- 08/15/88 FINAL Section 3 . General Provisions, A. Assignment. Developer shall have the right to assign its rights and obligations under this Agreement, the Site, the Developer Parcel, or Separate Development Parcels only to a person 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 Parcels, as applica:,le, as provided in the DDA. As used herein, the tern "Developer" includes Robert L. Mayer, as Trustee of the Hobert L. vaye_ Trust of 1962 , dated June 220 1982 , as amended, and any per-mitted assignee of or successor to any of its rights, powers, and responsibilities hereunder, B. No Joint Ventre or Partne_shin. City a-:d Developer r.utually deny any intention to form a join. venture or partnership, and agree that nothing contained herein or in any document executed in connection herewith shall he construed as making City and Developer joint venturers or partners . C. Covenants. The provisions of this Aciee- ment shall constitute covenants which shall run with the land comprising the Site, and the benefits and burdens hereof shall bind and inure to all successors in interest to the parties hereto. Not by way of limitation of the foregoing, upon the termination of this Agreement with respect to any -C C- r 08/15/88 FINAL portion of the Site that is not the subject of a Disposition Transfer to Developer, the Agency shall succeed to any and all rights of Developer hereunder. Within ten (2.0) days after the Effective Date of this Agreement, the City shall cause a copy of the Agreement to be recorded against the Site, in accordance With Government Code Section 65868 .5. D. Amendment of Agreement. This Agreement ray be amended from tine to time by mutual consent of the City and Developer in accordance With the provisions of Government Code Sections 65867 and 65663 and pursuant to the procedures set forth in City Council Resolution No. 5390. ... Term. The tern of this Agreement shah commence upon the effective Date and shall expire upon the earliest of the following dates: (i) As to each Separate Development Parcel within the Site Which is the subject of a Disposition Transfer to Developer, the date on which the Agency issues its Certificate of Completion for :the Developer Improverents 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 (and except as provided in Section I11- C above) , the earlier of (a) the termination of -41- Z46 08/15/88 FINAL the DDA with respect to such portion of the Site, or (b) December 31, 2010; or (iii) Such earlier date that this Agreement may be terminated in accordance with Section 2 above. Notwithstanding clause (i) above, as to each Separate Development Parcel within the Site which is the subject of a Disposition Transfer to Developer, the following specific Sections of this Agreement shall ccntinue in effect after the date on which the Agency issues its Certificate of Ccr.pleticn and shall ::Ct expire or ter=inate until the acllowing dates, provided that the Develcper is not in default of its obligations hereunder: ( iv) With respect to Section V E ("Uses") , until December 31, 2087 . (v). with respect to Section ?. L ("Transient occupancy ordinances") , until the Developer has been paid or reimbursed all amounts due fron the Agency under the DUr. Upon the expiration or ter-mination of this Agree- :.bent for any reason as to the Site or any portion thereof, the City and Developer agree to cooperate and execute any document reasonably requested by the other party to remove this Agreement of record as 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- 08/15/88 FINAL Existing Lease, or any other agreement to which Developer and City or Developer and Agency ray be parties; the termination of such other agreements being governed by the provisions of those agreements themselves. F. Cooperation in the Event of _Legal Challenge. In the event of any legal action instituted by any third party challenging the validity or enforceability of any provision of this Agreement, or any of the City,'!; Approvals for the Project (including but not limited to approval of the "chance of use" of the existing :nebilehc:ne park or, the Developer Parcel , relocation of the tenants therefrom, and the Relocation. Assistance Plan) , • or the Mobilehone Acquisition and Relocation Ag_eenent dated September 19, 2988 , by and among the Agency, Developer, the Driftwood Beach Club mobile Homeowner's Association, Inc. , and individual ndbileho:ne owners or tenants, or any other action by either party in performing hereunder or under the aforementione^ Relocation Assistance Plan o, Mobilehome Acquisition and Relocation Agreement, as the sane ray be amended fro= time to time, the parties hereby agree to cooperate in defending said action as set forth in this Section 2 . 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 withheld, City shall not allow any default or 08/15/88 FINAL judgment to be taken against it and shall not enter into any settlement or compromise of any claim which has the effect, directly or indirectly, of prohibiting, preventing, delaying, or further conditioning or impairing the Developer's develop- nent, use, or maintenance of any portion of the Site or impairing any of the Developer's rights hereunder or under the DDA. In addition, City shall provide reasonable assistance to Developer in defending any such action, such assistance to include (i) nakinc available upon ;ea_cna!zle notice, and at no cost to Developer, City officials and en.ployees who are or may be witnesses in such action, and (ii) provision of ether information within the custody or control of City that is relevant to the subject ;.tatter of the action. Developer shall have the obligation to deferd, 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 action is meritorious or that the interests of the parties justify a compromise' or a settlement of such action. In this regard, Developer's obligation and right to defend shall include the right to hire (subject to approval by the City) attorneys and experts necessary to defend, the right to process and settle reasonable claims, the right to enter into Treasonable settlement agreements and pay amounts as required 08/15/88 FINAL by the terms of such settlement agreements, and the right to pay any judgments assessed against Developer, Agency, or City. If Developer 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 assessed or awarded against either of them by way of judgment, settlement, or stipulation, but not including any litigation expenses or attorney's fees incurred by either City or Agency in defending said action as set forth hereinabcve or in the ❑DA. Notwithstanding any other rrovisicn of this Agreement to the ccntrary, all costs and expenses incurred by Developer in defending any litigation arising out of the processing, approval , and/or Oplementa- tion of the "change of use" of the existing mobi?ehome park on the Developer Parcel , the relocation of the occupants of such mcbilehore park, and payments to or for the benefit cf such persons shall be reimbursable pursuant to the CDA. I:, the event any such litigation involves other claims or issues, the reinbursement due to the Developer shall be a fair proration based' upon the percentage of - time and expense allocable to those claims and issues for which the Developer is entitled to reimbursement and those claims and issues for which the Developer is not entitled to reimbursement. G. Enforceability of Agreement. The City and Developer agree that unless this Agreement is amended or -45- � 08f 15/88 FINAL terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by either party hereto notwithstanding any change hereafter in any applicable General Plan, Redevelopment Plan, Specific Plan, zoning ordinance, subdivision ordinance or any other land use ordinance or building ordinance, resolution, or regulation, rule, or policy adopted by City. H. Findings. 1. City hereby finds and dete sines that execution of this Agreement is in the best interest of the public health, safety, and general welfare and the provisions of this Agreement are consistent with the City's General Plan. Except as specifically provided in the DDr, 2 . J City further finds, based upon all information made available to the City prior to or ccncur- rently with the execution) of this AC1. reenen t, that there are no city ordinances, regulations, rules , or official policies in force as of the Effective Date of this Agree::+ent that would prohibit or prevent the Bill completion_ and occupancy of the Project described herein. I. Severability. if any term, provision, cove- nant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect, unless the rights and obligations of C� 08/15/S8 FZYAL the parties have been materially altered or abridged by such invalidation, voiding or unenforceability. J. Cooperation: Execution of Documents. Each party shall execute and deliver to the other all such other further instruments and docunents as may be necessary to carry out this Agreement in order to provide and secure to the other party the full and complete enj o ..ent of its rights and privileges hereunder. X. austifiable Reliance. City and Developer each acknowledge that, in investing its tine , money, and expertise for the develcpment of the Project, it will be reasonably and justifiably relying upon the otter party's covenants contain- ed in this Agreement, and those specifically articulated in the Dnr city further acknowledges that the Project is and shall be considered a single integrated development pwoject, and that the Developer's development of each component of the Project is dependent upon its right to complete and occupy each other component, and that the econo0 c viability of each component of the Project is and shall be dependent upon the Developer's right to' complete and occupy each other ccmponent and upon the City's full 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 certified mail, 08/15/88 FINAL f return receipt requested. If given by registered or certi- fied rail , the same shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addresses designated below as the party to whoa notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States nail . If perscr.ally delivered, a notice shall be deemed to have been given when delivered to the party to who:: it is addressed. Any party hereto may at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or co::municaticn shall be given. Such notices cr con-municaticns shall be given to the parties at their addresses set forth below: If to City: City Administrator City of Huntington Beach 2000 Main Street Huntington Beach, CA 92548 Copy to: City Attorney City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 -48- 0S/15/88 FINAL if to Developer: Robert L. Mayer, as Trustee of the Robert L. Mayer Trust of 1982 c/o The Robert Mayer Corporation 660 Newport Center Drive, Suite 1050 Newport Beach, CA 92660 Copy to: Jeffrey M. Oderman, Esq. Rutan & Tucker 611 Anton, Suite 1400 Costa Mesa, CA 92626 M. Entire Agreement; waivers . This Agreement is executed in two duplicate originals, each cf which is deemed to be an original . This Agreement ccnsist_ c_ fifty-one (51) pages and five (5) exhibits which constitute the entire understanding and agreement of the parties . This Agreement integrates all of the terns and conditions ::emigre^ herein or incidental hereto, and supersedes all negotiations or previous aoreenents between the parties with respect to all or, any part of the subject matter hereof, excepting only the DDA, the Existing Lease, the new and revised Leases to be entered into with respect to Separate Development Parcels in the Con.,nercial Portion, and any other agreerents referenced herein. All Waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of the City and Developer, and all amendments hereto must be 06/15/88 FINAL in writing and signed by the appropriate authorities of the City and Developer. N. Effective Date. 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 Sy: By: Its: City Clerk Its: ;ay THE ROBERT L. N:AYE R TRUST OF 1982 Z---2-11 ,4 D�/=; Its: Trustee Approved as to Form: i,ty Attorney 6/112/055580-0001/009 -50- 08/15/88 FINAL STATE OF CALIFORNIA } ss. COUNTY OF ORANGE ) On this day of 1988 , before me, the undersigned, a Notar P blic in and for said State, person- ally appeared' ` , personally known to me (or proved to ne on the basis o•f satisfactory evidence) to be the person who executed the within instrument as Trustee of the Robert L. Mayer Trust of 1982 , dated June 22, 1982 , as ariended, the entity therein nailed, and acknowledged to ne that he executed the within instrument. WITNESS my hand and official seal . ` OFFICIAL 5F.1� s N=,yPUwt- a,fV,,1ia No;.ary ?ublic bQ.JaA.1.1993 STAT= 0- CALIFORNIJ. ) ss. A��w,c]i CGUNTY O_ ORANGE ) ( �r1. pn On this c,6 — day of 19E8, before ne, the undersigned a ,�otary Pub1 c •in aria or said State =erson- ally appeared �ls ? „1}�,, �.erson ll•y knownknown40 ...e (or proved to ;•►(Oon the basis of satisfactory evidence) to h;�eUV the person who executed the within instru-ment as the Navcr of the CITY OF HUNTINGTON BEACX, the public' entity therein named, anc acknowledged to ne that such entity executed the within instrument. WITNESS ny hand and official seal . Notary Public OFFICIAL SEAL BETTE BARILLA ,� kotary Qub++t-tasdD nia ORA GE COUNTY uy Co m. Exp.Jan.R, 194o -52- 08/15/88 FINAL EXHIBIT "A" y ,�0 CITY BEACH MAINTENANCE FACILITY N r,�'i4.11"�� t•1 b��!Z'F]6'G ISOh."p• r•��pZ• �,l�i�•o7'�tg.N J 1 G p� ��.r�. I�•DO' L� Z• Z _to* G•Z'Z1,1;1 � b ��. ,�• IZFa.cb' I ~+ 4;001 '1 DEVELOPER PARCEL o O 103 c� C'0 Ir l o 0 ` 1�Z.17tj h i4.3t*1z'r BEACH BOULEVARD REMNANT PARCEL .EPAFED BY: #rxuis�� �3 EXHIBIT "A" ,►.Z,a LL LEGAL DESCRJiQT =ON ALL TEAT CERTAIN LAND IN THE CITY OF ITUNTINGTON BEACH, COUNTY OF ORT,NGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: TNJ,T PORTION OF SECTION 14, TOWNSHIP 6 SOUTH RANGE 11 WEST IN THE RAIJCHO LOS BOLSAS, AS PER ?ASAP FILED IN BOOK 51, PAGE 14 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS : BECIN'NING AT THE INTERSECTION OF A LINE THAT IS PARALLEL WITH AN'D 50.00 FEET WEST OF THE EAST LINEE OF SAID SECTION 14 WITH THE NORTH - LIVE OF THE SOUTH PALF OF THE NORTHEAST QUARTER OF SAID SECTION; THENCE SOUTH 0' 44 ' 22" EAST 1820.36 FEET ALONG SAID PARALLEL LINE 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 PARCEL 2 IN BOOK 826, rnGE 379, SAID OFFICIAL RECORDS; THENCE NORTH 53' 05 ' 47" WEST 172 . 33 FEE; ALONG SAID NORTHEAST LINE TO THE WEST LINE OF THE LAND DESCRIBED 7N BOOK 261, PAGE 41 OF DEEDS, RECORDS OF SAID CCU:;TY; AHENCE NORTH 0' 44 ' 22w f+EST 12. 63 FEET ALONG SAID WEST LINE TO THE NOR I'HEASTERLY RIGHT OF WAY LINE OF PACIFIC COAST HIG:= AY AS DESCRIBED IN BOOK 455, PAGE 400 OF SAID OFFICIAL RECORDS; Te:ENCr- N R n 53' 05, 49" WEST 2242.93 FEET ALONG SAID NORTHEAST LINE 70 THE EAST LINE OF THE LAND DESCRIBED IN' BOOK 13500, PAGE 13 G4 OF SAID OFFICIAL RECORDS; THENCE ALONG THE BOUNDARY OF SAID LAND THE FOLLO14ING COURSES; SOUTH 3' 46, 53" EAST 5 .78 FEE' TO A s?0!NTa ON A NON-TI.NG N.' 1250.00 FOOT RADIUS CURVE. THAT IS CONCAVE SOUTHlot SIERLY A FkDIAL TO SAID POINT BEARS NORTH 32` 06' 11" EAST; NORT::WESTERLY 51. 46 F-7-77 ALONG SAID CURVE THROUGH A Cr-'TEAL ANGLE. OF 2' 21 ' 34" ; NORTH 60' 15 ' 23" WEST 71 . 94 FEET; NORTHERLY 45. 79 FEET ALONG A 27.00 FOOT P-kDIUS CURVE THAT IS CONCAVE Z—AST-EFLY THROUGH % CENTRAL A.N%rjLE OF S17' 09 ' 34" ; NORTH 36' S4 ' 11" EAST 14?. 92 FEET TO T'r:E NORTHEAST LINE OF THE L7-%.NrD DESCRIBED AS PARCEL 1 I:t' BOOK 6020, FACE 73 OF SAID OFFICIAL RECORDS; TFE:rCE NORTH 53 ' 05 ' 49" WEST 17. CO FEET ALONG SAID NORTHEAST LINE TO SOUT::EinST RIGHT OF WAY LI:;E OF HUNTINGTON AVE.;N'UE- 60. 00 FEET IN WILT':; THENCE NORTH 36' 54 , 11. EAST 147 .95 FEET ALONG SAID RIG HT OF WAY L:N TO AN ANGLE POINT THEREIN; THENCE NORTH 0' 42 ' 59 " WEST 21 . 81 FEET ALONG SAID RIGHT OF WAY TO THE NORTH LINE OF SAID SOUTH F-ALF; THENCE NORTH 89 ' 42' 58" EAST 1905.70 FEET TO THE POINT OF BEGINNING. �J _ 'HARRIS E. COUTCHIE, L. S . 3118 EXPIRA71ON DATE: JUNE 30, 1988 �7 Lt N'D Sr, �S FAR 'Py Is F- v CGw7CF?;r • LC-0122 E X4iTBI T "3" Lp NO. 3118 134 . 1201 F OF 0 AL�4� - Approved S f 221b RO", "I ' TH E WATERF x H COMMERCIAL MASKER SITE PLAN H H n Pursuant to Downtown Specific Plan Section 4.11 .02 I Appfoved sf Page 1 of'1. AMA •.I ,_ ���. �.�.rr.'.. _ .._.�.-V. ..� ��-. � r• ^^..-"�� 1. . .. •, .� � ._ + tow t • , O�� Y rh A dIr 11 „ A to ��___ A f1 l - 9 1 r�+ att ! ~ .,1'► .b ... !.t, �• ,l �•• •u O i� Zf O 4k, ty O tr - �j ��, ��7t�1 v.r. f. r �f� ar14� �.r_r.a�a '1;4 •� m-er�M ~� �_ rp!f_.._�L_� ���7 . _1_� , B 40 n PRO n■ll, q nffl< 11, ptll, Ir nla/f r nf■It tf bolt C111t MITI itlltf/4l (Otf till■f.L iMtl fll•ftt11 fMll ftpf PnY, h{l,l Ultet wwft tIt■If fMull f lfrllmC lfplCftof Appro -H C WATERFRONT. age 2r f 12118$- Location: Phase nescripfions: The WSIcrifent is a maslcr.plsnned mired-use dc- velopnstni encompassing approximaltly 11 acres Mate I: Flrsl-Chas lldcl i'kaam 3. Caatertnce i11411 l'>,asr S: Brasil SLapptag Mala muted on the inland S;dt of f oeifie Coast 11;ghwar 'lire first phase will consist of a first-class hotel of 111c thitJ Pharr willennsirl of a conference hnlelof The fifth phase witlrnntitr of a retail shopping rlefa I,elwccnIlunlinllon Street and Mich[kwlevardin approximately 3M guul spasms on on appmai• arnadmum4SM Fuego roomsnnanNpro alatelr of+maximum of13,0miq.ILlncaledooanapprau• the C'rry of I lunrintion rksch. The projected is stately 3,1E acre tiro and will include: 2-9 atre Late anti will incltwk: mately 3.91 out tine and will include: roosted-thin the Main-1 ici Redevelopment Prni- I retlaul sal 3 rufaursols ReAtsurants ccl Arc,of the City.and ronlainu Dowelowtt Spcafse 1 dcl;ulesscnhnack shop 1 enteruinnical lounge Specialty retail shopping fadutks Pion Vislrici 09b and District#4. The two dislricu 1 entertainment lounge 2 friary"Irises Outdo"plats arcu art xporated by the lulune extension of Walnut I Wiry fcwnge confcrence.meeting anti lsalhoorn facilities Avenue Ihrouth the site. meeting anti hallrtrom facia;tics clerical and conferemm ittprori services [loth stove-gratk and subterranean puling f- I CAI eenlol anti navel auitnance ofGre car rental and travel assitlanee office tit!wilipe"Ck a;tniGe'Lett oM—tvttitie,fos rotas The tubiect of this Commtttisl rouser Site Tian is gihhundry shop 141A%sndry thop and other rctaled specially re- cat parking agreements tserwetn the retail shop[ Daloict 19surtdtrn4fediryI lunlintton Street.Pac;ne filnestkatecire room Isil(eP11lignts plus and the other facit;tics of the rrnitcl. Coati Ilighway, Math tloulcvard, and the future SwimminIponf,spa anrloulrNsorpiala fttnc.&%kserriteroom e xlcnsion of WeloW Avenue. swimming rtml,spa and tnsidone plats Project Description: Phaat 2: Trusts sad lleaflh Carltr Phase 1: All-Suter ilortl Pkaat L. Iauury Heart The second phase will rem-ist of s tennis and hcalth The fourth phase will tonsill of an all-suile hotel of tale S1111h and final phase of the C.ommtrtisl Muter Thc tommercisl portion of The Waterfront tncom Center ou an appro■ienalely 3.4E mere site and will approximately 2S0 guest rooms on an approxi- Site Plan will consul of a luxurywcl of a muimum pas opprnzimmitly 20.03 net octet and witleonsh; sse Include: matcly 1.22 acre silo anti will include: of 400 guest rooms Itsealed an on approximately 3.04 J ors;.ph aloe eortsuting of four hotels,rot Itnnis and I restaurant mere Lite and will include: 9 lennit rourls I kwnte 2 rtstaurmnts ,s hcalth(Ante( and one retail Chopping plan, The 23 intler imp pool and spa car rental and travel suistance office I entertainment lounge I phases%illbe developed in numerical order moving tennis practice,ticy with ball machine fitncWtKelcite room I kabby lounge from west to tall along P2611eC4ast Ilighwsybcgim- clubhouse anti hcalth center of a maximum of indoor Pont mceling and ballroom fscililics -j Ming st Huntington Slrccl and ending at Mach I3,000 !q. ft. that will include brier rooms. par rental and travel assistance office pouteyard. Although constructed in phase!, it it tennis pro Shrsr✓spcxts elolhing More. snack gilthundryahop and other Wiled 1pceialtyrebrs intendedlhatnc Wattthont.Aillbetcmiidcrtd as a single integrated development prt*ci. st$t'}'rice bar,crem duhtoom with trKilmil bar Mu6clues t ovcdooking the tcnnisc..nurts,end personaleare filneultsercise room Asdcsuibedsndilluittaledin greaterdetailhercin, K„'tti such u tttasugc,hearts,talon,sauna rwimming pad,slim and outdoorplasa Walnut Avenue willbe constructed from Ilun6tillun andhrirtsRhcr+py. Street to rksch Boulevard and a linear park cstleJ The facility will he open to the public and a fte may %fie"pacific Tsomenade' along Pacific Coast With INC charged for its use. The facility will Ise con• way will provide it pedestrian link txtwten each pfrm pharc. AtWitionolty,two pedetlrianewerpassuover parkiedoverrublernneanpsrkingsndIthetennis 1'atifst Crust llighwey will provide a direct link be- parking rtQcitcd for lire public a use is the tennis tween else pre>;ccl and the teach. and health stoner,that parting will Ix rulgcrl to reciprocal parking agreements for the ute of the confcrcate hard sad other facilities of tht prricts. V Approved 6122188 I land III III III III— P.7 C3of 17 AddidonaI Features: ll{aximum Development: View Opportunities: Open Spate: Each hotel will Wrilmin the amenilics and support TWgttsilefings shall conform tothe masimumCnve- As illuretaiedin ibis masice site plan,the high-rise Oren space areas itt indicated on the illustration ►cr%iwnormallreanlained within hoiellof the We- tapes of gout room count.builrlinksquutronuKcs lxrildings are c"knlcd perpendicular to Pacific entitled`Oren Space"uvilainedberein. fnordet10 torus described and as a normal (caturt at sU6 (cactuding rarkinl),heighl,and truck as indicated Coast Ilighway and%idclysepaialedin allow ofnrn- tsuteurnuchas+enspaccasl+rftssbleroc+tparlinIII holds the reslauranu,loungts and banquet opere- on the illuseralion entitled '•fluilding it ant view oprtirlunitiet fripmIheurrer floor,a'Iha the pc*ct will be plated in wlitertalican tastes lions will rervt alcoholic beveragu(Or oa•sietcon. pail"containedhereirs, fuiuleresieknualdrrch-limtntto the north(Rui• tic low finish grade. N spaurrtas sumption and will provide Gre tnlcetainmerit and ritntiil Dislike lllb). Adrlilionally, the public will include those Iwtrlir, landw2ptd area$ above dancing. pleta areas in the hotels,16c tennis tenter and the subterranean parking late fcs prnviekd that tr retail shopping Plata are lrrcare J al+e)ve the level of public sits%do nne ctctcd in tkvitiors of one- I'atifie Gwsl IIiShway 10 rrnvide untiIntrvcted vertiul(or tvcrylhite feel trorwoatal from Ope AlchifecturllDesirrr_ Tinting of Development: views towards the sea. curb of Pacine Coast tvghwsy, Tltc aabteria. r gsralu undetnealh %best landwsped ore" a, All rorlions a(the project%halltarrr■ Aledilerra• artasthillnolbecoruidetedas Lice eerrttalt.See the Tuning of dertlerment will tic inRacnctJ by mar. i"i section at the Pacific Ptemsenede shown on d conform to architectural styli and shaft confor to the lttcoriditionstwlucslimalcdssfollow%: Vehicular Access: h'r architectural =vitkhrics of the Downlown Specific the previously stfettricedilluslration, Plan. (Ach phase o(ehe pr*CI shall be designed so C><aae 1: flrN t7aaa llstrt All vehicular acceu will tw- taken from Walnut that the buddinp will have archile:elural excelicncs Avenue, the connector street. Ilunlingion 5licet both individually a well as in the congeal o(a local Cansirveeson u planned to eemmcnce 1n the tell of and Bach Ikwlerard. No vehicular seces.t Witt be integrated development. le is intended that tech 194IPIUr l r: a extended Iran tia i7n Welnu% taken from Pacific Cnati 16shway in avoid irafrre hl building follow a consistent program of colors,�. Avenue edge f t e rh from 1luntinglnn$sect 1e irn ate an the hi hwa and le etwitfc unielet• course edge of the Phase 1 site:, P l 1 f lail;eaierior finishes and ehcmatie dements such as rippled preleslrian circ.dation along Use "Pacific Ids iooft, aethe:d windows and bakenies oriented Promenade"linter ark. s a rtisat 1: Temple end llta111r('.enter 1' W lawsrdstht its tol%at tachlruildinlis related In and Completion in 1971. Phase 211 plannul to be con• 1••t ancnhanccmentofcarhothcr,The"a space areas atrueittleoneunenilywilhphase), H shall be desiSned,andieaped end ronstrucgal with Pedestrian[ircullfion: the time ckgice of etecllentt and architectural 1'kaae b: CeatrrTnte lle CI rj oonsutcric7. Cornplclion in 1992. retention of Walnul Avenue The prnjrti shall proviele public pedestrian;inks ■ad connector tlittl to Pacific Coati ifighway, between each phau rim the"PacirK Promenade" linear reek fronting Pacific Ce411 Ililhway and Sigma ju: Pliast d: AIl•Sulle Notre Mach 1)oerlevard and a putilie sidewalk on Walnul Complctien in IW4. Avenue and I(untiniton Street. Additionally,two A cohesive signsge program will be adopleJ fat the pedestrian cwcrpsates rwec Pacirk Coast highway project that will control all signige at the site, The plisse S: Itela it Sbepping Para will be provielird that will provide a direct +cress si`n,ge will be designed to reflect the inttas.eesl Coenplelion 19% lsetwecn the rrticcl and the Beach, truly, two nature of all the phases of Ilse pc*4cl and to blend pedestrian paths through the liri*tt will link the sestlrclicillr with the arthiecclute of The project. Plaeae is Luxury 11dirl fuluge rtsielcneial tkvclolssricnf In the north(Ilesi- Complelion 199K dential Mudd 09.b) wilh the reetulri■n wef- pattce over PauGc Grad tfighway.Sce the inurtrs• tinn tnthlcd"Public ldiprovrnirnts". L� Approved 6122188 Page 4 of 12 Public Improvements: Are.0 Reserved rot Public Use: Reciprocal Agreements: Ntilieimprovttaents art as intlicsicdon Iheiltustet. 1Tte Areas rescrvcrl fix publietttie sit indiutc/1 on lion entitled ^rwtjte leoprevesnenis- tontsieed the illurttatiun entitled"Ale lit lttucycdcmrublie Public Access: hetc+n and inclutle: Use"trotainttl herein. Retipcotrl Put lie acte-n csscrrrenlA nd11 ba Providcc The reciric Noincnstic anti rurrottndinj Public loallo+r public witutotach phase althePrr+a,vie P16fic Promenade: Pediestrian Overpassu: ttmos ind sidewalks so 'lot pt*cl shall remain the Pacific rromenadc and from the bcsch via the opcu to the P~rblic III all times. y"I+c pedestrian pedestrisnovcrpaocsovtrPadrKCo+atllijhwat, The."racificPrun+cnadc'isaminimumsoroolwide T'vm peck strian overpasses ovcrraciricGsisilfi=h. overrasaca over racificcoutllilfiway and The pe- landscaped linear pork along Pacific Coast llighwily way wili Prrwide a dirut connection between the destrian paths between the future ferideatial and and leach Boulevard with lush lAndreapint find a ri*tt and lhebcach free the mutual hcntra of vid. the ovcrrettcs shall remain ofacn to the public sub.. landscape Mainfen►nee: fins an4cAng sidewalk. This will provide a Bray to fora to the pat C1.the residents of the future revi. jeer to the operating hours of the public beach.The r"itally and thematically lint each phase of Tht dentislto Uivt:ice#%A))snit Tcnnh and IlcolthCenicrthallrcntainapenlnlhe Rteiprtscallandveape entimenance.sLitt+ntntswill Witt rfr one's cnmm;rciAlporlion,providing+ninvil- thtlteaels•visilor. putQsul4criioscasonablchoutsofetperodanmod be provided t iwecq each phase off the pnv}ed to ing pcdcsidantonnccison throughout the pc*cl. a lee for its use. ensuretontistenl,qualityfAftOf All landu.ape,dAle" The Pacific Protrrenade will include r".ational vest• including building setback areas,the Pabfte Prove;• inj art Ai,txnchcs.founisins,tic.to heats uniqut Tennis and lfealth Center.• node and areas within the streei right of wars. and differing Mtditttrancan•inspired pedtstri1se environments tnnnecttdbyplaul.+rehet and court. ne Itnsth anti health renter as tlttrrihed pfcvi• M yards,The sidewalk willbemovcd+waffrornlhewrb m3.11itispubi>ertcreslicmalopparinnitrtxnert. Parllinj: X lint lot tsfclr and to provide a rnore interesting ling Allrisile s find residents of the rlyof I lunlinx• x s-tis rience walking %Wain a landser!Kd arcs etc- toe ikach. It is recognised Ihu there is an rpportvniry for qrr rated to l"ovide a bell%v view of the beach, Oiteet shoreduuofparking facilities alTlue Watc0cocttdue ►�' seceuLctween the bcachaadkkI's6ficNornenade is rertrided the dcstrianovtr suet over Paeifst to the Clare proaimiry and vari.ble demands of each (.past I li hwra . P Aiaetllanee Phase or'thc Prnjcrt. Therefore,reoproc1l Pat king L 1 slrecenents will be provided ber"trt the Phases to t-1 _ OthcrpvblieimprovemenitprotidcJlrylhtprrjett albw ll+emrnl etPtricnl use:of the p+rking IAcililirs include the c2mminn of Walnut Avenue And the provided at the pt*ct. In iht event 111111 a parr-• Pith to Futurs ReiMendaf: eonnenor street including sidewalks and land• defidaKriAetper9encedintheoperatiosvofs scaptd median strips,enhfnccd hardtcapc and sit;• of the prctied.adc ili>nsl parting will be pcovia Two pedestrian pathways will provide a convenient nale monurnentafinn Ai key interscctinns, bus ■sub%cquent phase. - link between the future residential and the pedes. benches sndlurnoulsesrcclniredtryQrsngecounty frivol ovtrrasscf,encouraging a fate transit to the Transit District. and accelerstionh)creferstion beach• lance onto raciric Costs I lijhway. 1 ' W i1v)uomi 0111 jbb Page 5 of 17 Ypy r• �p G� yq 0 y,l x � 'r• •• t .AaI r �� H� ' fit' A r - __•_•'-�T_ _.r-- r�� � -tip_ �_�_ _�_...�_— �PACII�iGSUA5T HIGHWAY _ PHASE I PMAS( 11 «............... L tKASE 111 PHASE IV -PHASE Y PKAI( 1'r /.UI"Age Nora r1 W"AMC Mr(let• CE•rrinraec!"Olir4 441."FCC 14311L Il"01,90is r1 A1( 1woupI MCI% L(wrlw /►.w Mew 01.VC two( v n Free w•ew� lrlr7e�l wtrw.r+e�� • .re• fi JUXIIl JIUK.11 Ine1t.M JIlA1LIV h1A11If 111ASLYl ew Le 41.Il e.Orel Ile.erl •+wl/Jgso (A•wllr Mrl"Alit A11.110111 100114 wwl►e.d.nAl• 14.U.e I nrrl (erel l 1.fIM4 1%%%K IL41 COMMERCIAL MASTER SITE PLAN s .i=f1rt. ..ut Ito It'.town w 1011n I'a".flI ...yM1AW.19AYP1Y. Pie f�+C . JI!12I88 S/ 'T ���nr+.e►Its H...1..srMlrx t1..1r w+r,w In..s ��ui�� e . M i11M.pnfG 4111 tlw1, •• —•--ot calls•sxGa w.er• /rarY lr :L +y,—l� irwIICCWI[! fr..w l nl.wl rlff IN /I r•,r.. IIk a�.rr Ifa nwwl YrI.Y...f.i M f w.r.r (1• 7w1w/ f,Y f,M,W.1 'r �0 G� Ob f . C If A Vylq f . ••. TL IS C ; F • ..� � •i • 2 1� �4eT � 1 14. • •'i�riYe.sr� Yli aJ .. y.y .�'Y • tiL�• w L..��r�� = n�....r�w�._.�.�r r aaa • �rY .._•`-,_a �_.. •I! 1A r f1M .1•• r -- . �r __��'*�"^'"•' �MR"'�r��_— S� •�..�.1.�� «- =��-�...= �.... � =1 ....�,• - .� --.. .....-- _Via' .._.�- ��r�rrrr�� V •• 1��-- �_..__ __ __.�_ PACkt_IC�CQAST If1411WAY,_ � 1 � ►Ni[L t - ►Nal[ It ................. ►Ila il. 111 ►111i[ IV r - ►IIAa[ r too tkAta wCfl( 1fw.•WI 10 At IN ,Ci Vmw.e r•llll .It ••slt r.flfl •1.wr..n felt 1Y.4n9 rwrtfl :r a ors f.l flrfw f•Ya M.a■laY(l Vat I 1 +r rr At e~i .._ f ..iy .. �.. •i ! _ �- '' �I� �r�I�Z1a�.•iI..~w-.""�,;,Mwi"1!!411.�tLLtTi 1 �� S K. f �"'• �- ,.�i.+' a sr .,(nmu JXASI IL ,l IIASI,Ir .111411 It AIASILA. 1f1AS� I'M(lfll pool% Ilw•al AMr WAI144 [O•Ir111uC1•rpllt •rl Nall"M Vw Mrs•(,II A!• IV1Vf■onorl (Iall• Iw•ra.L lt•U(7V•1 BUILDING BULK Page T of !? -411jill kofo VIEW OPPOnYtIf11TIES rnom UI'I1Cn TLOOFIS OF rUrtmE RESIDEMTIAL VIEW OpPOlITU1JITIES1.11oM B 1 WALNUT AVENUE �. VIEW OPPOnTUNITIES MOM 7C PUDLIC PLAZAS �0G�>" 4 Ji0.0 Be Am.20 r Arm as • ANN .I'J�IClFI1�.COAST 1 II•+t1YYAY_ If1AIt 1 -- •MA/C II ..«.y.....w... —/0,040C 111 ►NAsr IV INA■► •' ......._.....r... ►NA■[ VI 0.01 9.10*6.01f4 /9wAArw.VAt1N f.t. I-MMf...Ir1 "1•9.000 Npffl MN...1•I.1 fy AN fAA.rIM 01wVC 1Vw4 �— I11 _ f.frlf. NI IVMY— �M71fwM� P.4 wr.rf.....�-�_ Ml • _•""' - .1n41U IAUS(■. IIIA{t.l■ lHAILJiK JFI^lt V. J14AIL_" Idol CIA11 r01f1 flrwl{ wry.0.III0 (O.wfA1Mf r0111 MI•IIw11 1.0111 11. t-C►l A 11/11Af.0114 (Ir11i fAAlr.0 o1aK[V11 VIEW OPPORTUNITIES N it, tJI t.l l ,rI .L ItLVLII11 , Approver 22188 1'agc 8 a. 1 DENOTES OTHI:II IPUEII_IC 0,-gRJ SPACE B �7 E1CNn7F 1uiI;r L,LA.jr.C!jn C^Lti Sf I,CC OG O.rM I PAC►,•LA SAS.O(1flt Ant AS of (� COw MlnLlAt rllfflln lll! ��• h w n A -- — _ ------� v �� _' r'• — - _ 1 cc MAU it fl Nr tf IN 61� ' '. .�•'•r A '. �"r•. :� 1 .' .•'C=. .. .` ' f .� _.�.'�r _.r.ACWr....CVA.Ir IIIGIIWAY` rNAt! 1 rnafrr fl _».,........—.. r rHAt[ 111 -rFIAI[ IV Yf I..If C&AAA 10011a II...I A.0/t AIM M.f. .Aa•F.[\MO.t4 N.IMMq P%AiA —1.07 CArIfA I� IA..F.O II.V[fV•I to PACIrIC PnO1.IE+JADEJ PACIFIC PnoMEMADE X — rA1IlIV.A OflAnt I rr•rt n11C,A1,In �)rr J+ ,��. . •1'"Il I f I OKWII:flw I At 1111E f I I +' /"• ' •�•.•�_ lJ,IVSCArlA flM'r, � 1�M H Arnr[a#-AM ,� Ilu.to.NG �.'�• L �''I.tANO[r1r+0 s+otwAlll wtr//en+ '� � aflfrsq lr att at lft Cef3aM P"i• "�`• '"�'� A ti n cuns rw.A.y...I fy.e.tl Ir . ttI a 'Ali ►ACr COAS1 I%GIfwAr rcaaA�Aw.•ear.94 AL r 1 • ��. IC fsfrA.urArA. Itr a rl • ►OSS184.9 MOWGRACE►ARArfG, r t.rrn.w�+wlf�^r'1 Ir r i1t r w Ato0A 10"w tANOSC Ar1+tG On rOr CO.ISIOtwlOAS$011 CQV(406t __j TYPICAL.SECTION AT PACII!IC PI1OM[-NADr_ OPEN SPACE 6122188 , .. "Oft: wS.[rrcitts a lip"fiptlrS As*[[IIwN[O WA4"AV[Mlt+PlM11%':a*,lvrAlrl Page Approved ved •r OfW Wt CO T som" *Aaf.rl rw7 f wr• a IAMDiCAI[O M[dAM L 1*f/ r12 [NrNs S Nt A[T►ICtlrrta(we so TO rVllliC •SI'4IR If N[rt'.Pl auc SID[MAt its a - a rl M+iis COV*fs IAMOSCArf.N Mf DfAtt SIMP ::"MN" tf(A&I14ctnT1*PATHCDItN[C1SIknuisE P(nfsfNIA00PAf14C9VORC1S/VINE � ONES)O[NTIAI TO OVERPASS MESWEN[tAl.IOOV[RrASS �4 LLA �9 O � s ul by ri ti If-it cc H � ,'r r f � �� �� l• w �•� ~� ( /HAa[ 1 PMAL li — PMAIf 111 PHAS[ 11 P+IAL[ Y yPHAL[ Vt �yf I fall C[At[wlrrl nwM IItM LrI�[wfMC[NOrI► Ail•MAl[MOM "On" nAJA tti.tr.on III + fww■Yse 61 MK rum[ H ri t ifrfAMt[O Ira*OSCu[a ►EVESTNIAN OVCPPASS (NfiANr[e WmCISCAPE a MIQNWAV ACCEIENATIONJOtc[ll PATIO" SiGMAGL YOMVY(NIATION LIUNARE arONI/M(MfA1Kk1 LAMS AS RIM M 1.0e7 M-WRNS PACMIC PNf/YEMAOE'•WiWUW Sf+nD[ ►[DILIP"M OVf NPASS [MI)AHC[O MANDSCArEa IAMOSCA/(DILWKAgfAA%VRIHu(Ju+DENIM! SMOHAQE YO*4UY[NIATI0/f S ro[wA[K-OPEN 10 Plfal14 YJUIMM1Af AVG. f[OPt I PT.VIATICAV TO S PI.HnRIZOMTA1. VARIOUS[WHArrCT O 14A RDSCAP[•SEA food AROUPS L 11t MCM(S.CMI ECTS r0 A11 COMMWfAI 10I'l Delill"AMP TIOSTortmV(7lPASS N PUBLIC IMPROVEMENTS 1 D r[DEs+RiAM rears rp nrfvfrc n[L+n(arlAl N Approved 6122188 Par- 100. 12 ' ' + rrINS104A.lraI" XU�;LLLAE TIf 1� u1 PEM311wA1.PAIN r 110"rV1Vat IIt S+DEHtIAt Fngat OW"t M39KOITIAL ' i0 PIMSt/MAIt ovtnrAS3 tgtL IArtx�p s[lOw,FrC.t�t tQ I[DESI MAN ovtnrAfs � AS FlCOMFIED F04 TFw.i it. A FOAL1H CFIllt11,13"T �� Fort r"lllc nrtro 3t 3. fit] ' im�_lmrr- AV I o � as� �-��' �- 1.. "' .;`�+Y'••. :et: •'!7•.;. —PA�IFIG.G.QAS,T tliGt>wAYY r' �1 ►HAS[ f /M4it I - IHAit $I$ .PHAit #Y FIIAi[ Y IHAit Yf rrtl LAat•MOrIL "a1 MAL IN [f.ItarL.rl r.AIfL All-wit NO1}L hAlA IlraLrl.an1.L Fi U..ar1 '&same•1.40(1Ma0 111 I--t F3 0 r� IFI�r'IlO1,A`1-!AS tcnrs.tt��.rrexrru�e�� eror,,rnuw.Qvr[+�►;i_� CIF. � ""r�tiar= AREAS RESERVED FOR PUBLIC PURPOSES . 6' Approved G f, �`•.,, page 11 of 1;1 Ut!'4but LM1,r3ULiiUMMARY SIIL.,ST11__D511CS=TQIAL 1 � �. �uxlbtul+�uow11� AiCAFAGE: TOTAL UWAS. U.T] ac TOTAI.AUK. BS243i1 flt?4R5 — TOTAL MET. 3101 ac PHSE I MIT CI.A.SS WTT1 xM is 1W.00O &1. mur 1: 1S1 .s PHASE P TEMMES L IMAM C[AFTTR Is 7 MAN aL PHASE 1 14A Ir. PHASE COMFEREAIC111OTTL SO! SS SL0,000 at. T'IIASEI: 1t1 at PRISE f: 1.11 aL P14AM 1 ALLSU t HOTEL Psi I1 2SO,100 aI. ►VASE S: 111 Ic ►VASE 1 RETAIL SiIO►►Y1G 45 1 11,001 LE PMSE I: y Ql ac ►IMSEI tUXV"PIOTTL Jw 1 ,lt1, " 11. TOTAL NIT. 2003 at � IOIALS I'm I,SIi,1O0 aF. ALLOCATION: �J ►VIM IC O•tM SPACE AJAEMFTY. III ML its % OntER►U0tK CW(M SPAR E: I f1 W. ISO % DtSTM"01 MA JWM FAIL 3.5 IITSCELIAWMM OPEN SPACE: All ac m % TOTAL OPI11IP"' II.M ate SSP % FAIL IIVIDIMGCOYEP.AGE' 1,11 IL IS1 % S THE CTS,IIR WWAYS L►AAMir 141 br- lit 14 tT! F 1 I T OTM Uml-C AAA MuklI AAA tl[at#IM1 to iAAAbf i to I M t"AA M IIOM"#A PIA O LI.ITAMAAW s All 1.04Il. lH4Ili I 1 f 1 Act Ar11AC1 01m4aft Mr nft of Ma IWOWATIO m19tf"CIM09 C01"064 Puff y AND Mff 4jJAATWmr%1t4U1i IN ION"MOON rAW K COAAT Ta6w•At. { I rKtMtl FOG KweAW MAYS of YWAM 004 WOMMAT(MM f{Maicul. PkAW"J" . n OITw+rp4. TO I"'W" %"(N@CwDdTWn 0C"jOPMrt fTAWMAOS AAA APVt&f0 ON 4�TAB1tifOa � 0u6 111MWU AM UMKI 11 ANTM34 " i PWAAA DW-WO M O11I1 I /URUW ff TO 11rMWFWA"I/T<`IK MAN MMUCT ps IMMtOPWVI ITAAOAMIt 1I TO 10% d T1y TOTµ #MNKK OAI+ W&AI AWwTT 1I1I TT,11i ^(::S1� MAT M IWAMIA tTAA M{lwK AptseAa"Im &ILMO Iwird40 I? , A 1tNM� IttM-0tA& APO f�jy tM 11 MT I A IO M a!I 1 i,•IHAMa&D al II f AA*a wzww as out"a hMIK TM/N 4�I1 Aar MGM ANo al�r ffARAtC/.Aa A MA TfMI AOdTY1M1 W T►E Ia=l+Ul YNL/N itA IOIJL MIN VA[a •{r►I1r•C IOua♦"AIN aT VM OTw1-MATS O►&MP4-I 1 SAO I IN A W L 11 11%1 d1AL 641 UTT AAL.t 1 I be"Prows"AT Nov AM CRAG TO Adwmw If N 0 SILL _iAT1S1.IC5==UY_VL1A5C App. .d 6122188. , Page .12 of 12 . h ` MUSE ! MIA_9r I PiLAISE f , 1Mr_ AA I LL r—ONFIREMEMO1LL RETAIL-21LQrM5 rOMW 1: 1 s4 .t r&W f: Iso At rluls[J. J 1i .t AMWA TTO N: Alt o"Mm: ALLOCA TTDRI: cull[)[t)PFN SPA"ARfFf4fT'Y: •S* 1t 14.1 % lM)C OP[N SPACE AU(MM: 1 S4 /ti its x ►1111t1C Oft N SPACE AtREPM. Its aL lie % OMER PUMX OPEN SPACE. 1.14 K MY % 011WA TVDIK MEM SPACE: I sr ar. I1.8 % OTHU K*WX OPtX SPACE: l 11 r. 1S f % iH MIAXI"OPEN SPACE: Ut fK ji % LAtSCEL1AM[OU$OPEN SPACE: tit _I.! % UftCE 1AMEOUS OP[tt WACI. 1U aL 11 % TOTAL OPEN SPACE: I.S4 x Oat % TOTAL OPFM SPACE: 111 fc 41.9 % TOTAL OPEN SPACI: 1.11 a 41e % 0t11[DWC COV[RAfA. 1.So 1L 41.1 % UIRM 1XMG C(N(W.E: 1.4% lx. 1e• }t ltilr 111A1.ct►f�rR,cE I tt aC �t.1 ,M STRC DMVtWAYS A PAMMG: 1.17 at t sT'EETS.L%RlVE1MAY5 i rARwMc: -AK �,! sT T+ >r[crt.oRrrEwAn a r R,wol,G: ,I.!! .� �.1 x TOTAL NCT srTE AREA 11t .� toolIc TOTAL NCT SITE AREA J,14 W_ I W.1 % TOTAL NET SfTE AREA; too :. I to 4 1L tl�[1�Af1R 11ESLI7iSLd[IEti ALL�1lliE�iQTiL LUXUBX 110M r11RSE r. J u ac rlaks[4; r JJ ti rl1As[e: t 14 1 L M ?C AUMATTOM: AILDCAMMI AtJOCATTON: :I: PUMK OPLM SPACE AUEVolV, 1 ft UL 14 4 x cull))[OPEN SPA"A CWTV: I.H 1K 364 x 4-t run1K Or[M SPA[[AY[MFTT: 1 14 K fM l X OT1tER rUOLK 11P[x SPACE: 11] rt Its Si tx! Ortarm►tmtK O►[N SPACE: $00 .t to x OT11I71 PVoiK OPEN SPAC1' 004 K 1 1 x H ItISCCILAN{OM WIN StA4:E; ypp 11rAUJA►4EOUS OPEN SPACE: I1J !Lt x 14tS[Et ANE01B OPEM SPACE: U EL " % ~� TOT.).;OPEN SPACE: J.44 W. M 1 % TOTAL OrEN 1PACI: 134 IC 41.4 % TOTAL o►CM i►ACL: LS1 aL 11.1 X n oV4JxNc covcRACE: 945 lit X DINDIAlc COMFRAC.C: 151 114 411 % suarxw.COYt.&VA. III 1t 411 'L STREETS.D M'WAYS A PAIWMC: STREETS,ORP"AYs A PAAPONC: Ln at j.! % sTA[[Ts.DWVEvTAnArARloNc: 104 4c 1.1 % f.l1 •� !L! % TOTAL NCV SF1E AM-A: 1.11 1G 163.I % TOTAL MET SITE AREA III fc 1 co I C1 WILL 1 41 Af11AEI 11CUM ARf WY O/Ail tAtwAlID TII.FII P"vof1AC U MMCT04 1TRFlT A4k0 A((did AArm0%j"C(tl AATfw1 tAM.T 4w PAC!R COA61 WA10AAY. 411EfMf!IOw wKwoommal Mw.til AAI NUAAr 10w Rlf1M MAT;AAA4 f41AMR(C /t-N/AwT to lwwmTfNA1Lore dK mA■fw irm WT IC.. MVVL ►uf4ft 91 AWMj M AAf AM 0 CM A[1Rw.AAIA4 WAS 11A 04AAl&Atw MATNIA,F11K MAM-ItiCf K f1GIM14.t IlfOo'll AA 1 MN A CI 10 ub wM At%11A TLUff A4 tACM INtUAA MW R 04 WA01 D M 141 AA. R 1tR1141AW TO 4bVwf4Trtf WfY(Pt Alf fwTlAICT//MMj6rWwV ffAwfM/M tv 10 11%M Tt0 lyf4 f NmC Wf 11 VAff Aulf/t7111f,/11 A[AfV"AT 14 Im"M40 PRO 041CAAV1t A►•AMN&AA1111 a tr tn1464a%fact A k1MMR tk%mwxAt A3* NIA11w(1M1111 Al R.Ai to rw 1 P.■�4/ANP■f f oAff 1 aan w vw).wu of$arm A fVA'4C*"If vaff aut AAT1 afro 14A11"WC C&AAACI. AI ••INLI 11R A4Wrrw1 M 11• f1t.1�f1 YIryA'M IfkA ISTAI lull)11Af1.1A+a d/lG l9�A 11AL4 AMC J1111 t m yMbAA A►AA1MC J10tV tT 1.4C If;1 W%Of hl TOIA41 41 MII AAlt ` i 1aM 11tuRf 1 1%4T Rol ADO MA Tf AMAR1RAf y • ,I w;1 r 1 I 1 1�i ti ��%x Wolf. rr}g rtwfrl►IUN a,olNtoAAr i Artckro re I ♦ +�� ♦ \` Atf DY00Ate role t/Va stag"ifnar Mm Are N7AAgpto I 1 '' ' �'• -- a[►.+[MIM,i}itlitJ1110r1AYIMflYg4[r�N1w•A•. %�` CONCEPTUAL RESIDENTIAL ' t h •'.?,�-• �`� t' ,t PHASING EXHIBIT top "` S, stop % %^� (}`S�_ _J,` �.•�� ♦ / a rwut w 4.0.06,r�tsnf.HAl irlt ryAr rt .010 V. 'r J ���lar��� ` ]� \_ V�. 3•, fl AN q.,0VOIN too :�...i f S S• woa`ra.w►r.regg orr, lop •� �., ; it .010 a. ' .......�. �it.e. ~ _ � .. doe _ w "N.Art�,.r ~� ~'P • • I , •` r so. l.miss isso,••�..r,.�sr.+..�J�A _ ♦ ��% r] I } r t ' Ct. skill fw . awr rr �ti r ��� r�rrtarri`��i{{.+...�.. ��:� .Yr.=a.s�uss� � �. .. �►» - - r- - j{ 'f.,st�r' r.ar r _.._ ..._... '►N.rt w �Nue.r �rr�Ar'r� �.._............. .'.«..r rr:�. _ _ `/] r(/_ ``. -• far.rrfff yN r.+w fr.ryf."Y rr.frrl yfa � rr.frff rrf Nr• f+rwy wrr• rWrr yaw i Y r �./ �� 1 r� F • �....• f....ri A..K/wf APPROXIMATE Wit)AnrAS: NOii: ACetsat}iirb[N'1►M nWe solrMr►AalgglAyg at nrtrarNrlrnN C4MMCS !L� A MMIIA We ►[AN$ ANo h1ASINr, HAkfq to Of A1r010Vr0 ♦r THE ryJWMMN:, touA•e410N "JM%IAaT io rAAAC"014 isitli to 'Wit IMIr4►1 MCA %QF1OTAL ICC1i.Q!1 NSA "FJ_QJAi bowitS0a►M irgrrK rtAM Orden iAPM r AN-W,(O"O)r}AMM AMP tOpOTRAwn sAAr Acre.S0u[rt1 AT Tort cotfct rruu 401INOAArts ilrg %. A { Ac. 50 s A 12 Ac. 50% r1 S Ac. 251i 11 6 Ac. 7S% C _5 Ac. •25 it C G Ac. �% N 20 Ac. I M% 24 Ac, 100 x J ��� fLl'�.rJ`1• 1i�r rti 44 THE VWWATEU-NONT. EXEI&a "Ell Approved Tile Exceptions The "Approved Title Exceptions" for the Site and each Separate Development Parcel thereof, as applicable, shall include: 1 . The City ' s interest in oil , gas , hydrocarbon substances, and minerals of every kind and character lying. ::ore than 500 feet below the surface , together with the right to drill into, through, and to use and occupy all parts of the Site lying more zhan SOD 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 o: from other lands , .but hou .Ciie�ie: an use p f V 1. 4r v 1 /�� right to it se either the surface of he Site y.: any Portion thereof within 500 feet of the surface for any purpose or purposes whatever . • 2. Any and all water , water rights or interests therein, no :Natter how acquired by the City, together with the right and power to explore , drill , redr it l , remove, and store the same; from the Site or to divert cr otherwise utilize such water , water rights, o: interests on any other property owned or leased by the City, whether such water rights shall be riparian, overlying, a:propriative , percolating , littczal , prescriptive , adjudicated, statutory, or contractual ; but without , however , any right to enter upon the surface of the Site in the exercise of such rights and, provided further , that the exercise of any such rights by the City shall not -.result in any damage or injury to any improvements constructed on the Site, including without l_nitaticn any subsidence of all or any part of the Developer Improvements to be constructed pursuant tc this Agreement . 3 . Exception Nos . 1 (as to then-current taxes and assessments ) , 2 , 6 , 7, and 9 in Schedule H, Section 2, Part II of that certain Corimitnent for Title Insurance dated December 81 1986 , as supplemented on January 23 , 1987 , and March 27 , 1987 , issued by :irst American Title Insurance Company wverimg the Developer Parcel (OR-1455792 ) . 4 . Such other exceptions to title as hereafter may be mutually approved by the Agency and Developer . EXHIBIT "E,. 0 V RCA ROUTING SHEET INITIATING DEPARTMENT: COMMUNITY DEVELOPMENT DEPARTMENT SUBJECT: Annual Review of Waterfront Development Agreement COUNCIL MEETING DATE: March 18, 1996 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Not Applicable Resolution w/exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (w/exhibits if applicable) 5i ned in full by the gLty Attorney) Not Applicable Subleases, Third Party Agreements, etc. A roved as to form b CityAttorne Not Applicable Certificates of Insurance (Approved by the City Attome Not Applicable Financial Impact Statement Unbud et, over $5,000) Not Applicable Bonds If applicable) Not Applicable Staff Report If a licable) Not Applicable Commission, Board or Committee Report If applicable) Not Applicable } Findings/Conditions for Approval and/or Denial Attached EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORWARDED Administrative Staff Assistant City Administrator Initial City Administrator Initial City Clerk EXPLANATION FOR RETURN OF ITEM: I(Below Space For Cii� Clerk's Use • NOTICE OF PUBLIC IIF.ARING BEFORE THE CITY COUNCIL OF THE, CITY OF HUNTINGTON BEACH NOTICE IS HEREBY GIVEN that on Monday-14-irch 18, 1996, at 6:30 PM in the'City Council Chambers, 2000 Main Street,Huntington Beach,the City Council will hold a public hearing on the following planning and zoning item: 1. ANNUAL REVIEW OF T11F WATFRFRONT DEVFI.0PN, 1FNT AGREE WNT: Applicant: Robert Mayer Corporation/City of Huntington Beach Request: Annual review of developer's compliance with the Waterfront Development Agreement. Location: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard Project Planner Mary Beth Broeren NOTICE IS HEREBY GIVEN that Items)#1 is categorically exempt from the provisions of the California Environmental Quality Act. ON FILE: A copy of the proposed request is on file in the City Clerk's Office, 2000 Main Street, Huntington Beach, California 92648, for inspection by the public. A copy of the staff report will be available to interested parties at the City Clerk's Office after February 29, 1996. ALL INTERESTED PERSONS are invited to attend said hearing and express opinions or submit evidence for or against the application as outlined above. If you challenge the City Council's action in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City at, or prior to, the public hearing. If there are any further questions please call the Planning Division at 536-5271 and refer to the above item. Direct your written communications to the City Clerk. Connie Brockway, City Clerk City of Huntington Beach 2000 Main Street, 2nd Floor Huntington Beach, California 92648 (714) 536-5227 (o«1gJ0220) Waterfront Development Agreement Mailing List(December 4, 1995) molp45 13 Stephen K. Bone David Biggs Steve Kohler The Waterfront, Inc. Economic Development Economic Development Dept. 660 Newport Ctr. Dr., Ste 1050 City of Huntington Beach City of Huntington Beach Newport Beach, CA 92658-8680 Connie Brockway Robert L.Mayer City Clerk Robert Mayer Corp. City of Huntington Beach P. O. Box 8680 660 Newport Ctr. Dr., Ste. 1050 Newport Beach, CA 92659-8690 y • IL 9""fm, MEETING DATE: March 18, '1996 DEPARTNIENT SUBJECT: REQUESTING: Community Development Annual Review Waterfront Development Agreement TODAY'S DATE 02/22/9611:18 AM VERIFIED BY AWNIININSTRATION: APPROVED BY: Q Ray Silver Assistant City Administrator 2/22/96 I I:2I kIvi i CITY CO UNCIUREDEVELOPMENT AGENCY PUBLIC HEARING REQUEST SmECT: twp- DEPARTMENT: , '1,L.Nu�1 +_ *�� MEETING DATE: CONTACT:� _ o-Q.r�'.�--- , PHONE: SS+1;70 _ Is the notice attached? ( ) ( } Do the Heading and Clesing of Notice reflect City Council(and/or Redevelopment Agency)'gearing? ( ) ( ) Are the date,day and time of the public hearing correct? } ( } { ) If an appeal, is the appellant's name included in the notice? } ( ) ( ) If Coastal Development permit,does the notice include appeal language? Is there an Environmental Status to be approved by Council? ( } ( ) Is a map attached for publication? ( } ( ) Is a larger ad rewired? Size ( ) ( ) Is the verification statement attached indicating the source and accuracy of the \ / mailing list? Are the applicant's name and address part of the mailing labels? YQ ( } ( ) Arc the appellant's name and address part of the mailing labels? } { } ( ) If Coastal Development Penn:t,is the Coastal Commission part of the mailing labels? ( ) ( ) If Coastal Development Permit,are the Resident labels attached? ( ) { ) Is the33343 report attached? (Economic Development Dept.items only) Please complete the following: 1. Minimum days from publication to hearing date 2. Number of times to be published 3. Number of days between publications PROOF OF PUBLICATION STATE OF CALIFORNIA) ) SS. 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 HUNTINGTON BEACH INDEPENDENT, a PUBLIC NOTICE ton Street and Beach Bou• NOTICE OF Ievard .Project Planner: N Id Beth 8roeren PtiIB OT E+i newspaper of general circulation, printed NOTICE IS HEREBY BEFORE THE CITY GIVEN that ?terms) ;tl is and published In the City of Huntington COUNCIL Of THE cavgwicaq exerrpf from CITY of . the provisions of the Ca'i. Beach, County of Orange State of ltUNTINGITON SMACH fornia Envirow.entat Ouat- NOTICE 13 1<812BY 16 Act. California, and that attached Notice is a GIVEN rat On morday, 4 FILE: A copy of the karch Is. 19%.at 6:30 PM Proposed request Is on Cie true and complete copy as was printed the city C Va:nt cram• n the City Clerk's OtrHunting. tiers, 2000 4'sn ST;eel, 2003 llfain 5lreet. Hunting- and published •in the Huntington Beach �ouncgfon 9hold the City ion Beach, California Gouncd wdf hold a pt.bhc 92649, for inspecison py hearing on the following :he public. A Copy Of the and Fountain Valley issues of said Atanrung and zoning item: slat'!tepin will be a+a,lable �1. ANNUAL REVI W OF 10 Interested parties at the newspaper to wit the issue(s) of: THE WATERFRONT DE. city Cy 29, Ofl.ce arer YELOPMENT AGREE. FBbnrery29,1996. IdeNT. Applicant: Robert ALL INTERESTC0 PER- Mayor CotpotatiotuCsty oI SONS all kwited to attend Huntington Bosch Request: said hearing and express rye of d4rvej- opinions or submit evi opera compliance w th the Bence for or against the yy, nt;terfro `Sevelopm onl.t 'application as outlined February 29, 1996 Agre'emenh1 Location: 'above,a you chaltenge the HoMsids Ct PadfiC_G039I City Council's act,3n in Vighway between Hunlin tr g- =aunt, you May be limited ` r0 134ing Only Chose Issues you or someone else raised at the public hearing described In this nol,ce,or in written correspondesxa I declare, under penalty of perjury, that delivered r p blCity ar.�r the foregoing is true and correct. tf there are any ruriher questions please Ca:I the Planning Division at 536- 5211 and refer to the above aem. Dam your written Commurkations to Ex-ecuted on Februar 29, 1996�� the CityC:erk, Connie Brockway, at Costa Mesa California. City Clerk, cityof Hurp j t}nylon Reach, 20r)0040 ' Main Street,2nd Floor, . Huntington Beach,Cal. }forma 02848,- (714) _ $38.5227 Published Huntington each-Foun:ain Va:ley In. dependent February 29. - 19)6. 025.106 Signature . � 07 REQUEST FOR CITY COUNCIL ACTION Date: February 6, 1995 Submitted to: Honorable Mayor and City Council Members CD95-4 Submitted by: Michael T. Uberuaga, City Administrato Prepared by: Melanie S. Fallon, Director of Community Development-s � APPROVED BY CITY COUNCIL Subject: ANNUAL REVIEW OF THE IVATERFR 'T p DEVELOPMENT AGREEM ENT to IgJ Consistent%%rith Council Policy? [X] Yes [ ]New Policy or Exce CITY - K Statement of Issue,Recommendation,Anal},sis.Funding Source.Alternative Actions,Attachments: STATEMENT OF ISSUE: Transmitted for City Council consideration is an annual review of the Waterfront Development Agreement. The purpose of this review is to dcternune whether or not the developer, Robert L. Mayer,has complied«ith the terms and conditions of the Agreement. It was approved by the City Council in August 1988 and recorded in January 1989. Phase 1, Hilton Hotel, of the Agreement was completed in July 1990. This is the third annual review. RECOMMENDATION: Planning Commission and Staff Recommendation: Motion to: "Approve the Annual Review of the Waterfront Development Agreement and deem the developer, Robert L. Maycr, in substantial compliance%ith the terns and conditions of the Agreement." Planning Commission Action Dn November 22__1994: ON MOTION BY RICHARDSON AND SECOND BY GORMAN, THE PLANNING COMMISSION FOUND THE DEVELOPER IN COMPLIANCE WITII TfIE WATERFRONT DEVELOPMENT AGREEMENT BY THE FOLLONWNG VOTE: AYES: Richardson,Biddle,Kerins,Dettloff,Gorman,Inglee NOES: None ABSENT: Newman ABSTAIN: None "-Ip i1 RCA2'6195 G:RCM CD95-04 ANALYSIS: The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L. Mayer Corporation for development of the Waterfront Mixed Use Project. It provides assurance to the applicant that the project may proceed with a development in accordance with the City's existing rules, regulations and official policies in effect at the effective date of the Agreement. The purpose of the annual review is to monitor the Agreement and evaluate the performance of the developer. Attachment No. 1 lists the sections of the Agreement which are the responsibility of the developer and whether or not they have complied with the terms of the Agreement. All the requirements of the Agreement, as well as applicable mitigation measures of the supplemental EIR No. 82-2, have been complied with. All but one of the entitlement conditions have been met. Condition No. 10 of Conditional Use Permit No. 87-19 requires that an affordable housing plan be submitted and approved. It will be completed before the second phase of the Waterfront project is processed. Environmental Status: The original approval of the Waterfront Development Agreement was covered by Environmental Impact Report No. 82-2. This annual review is exempt from the California Environmental Quality Act. FUNDING SOURCE: Not applicable. ALTERNATIVE ACTION; Motion to: "Continue action on the Annual Review for more information". ATTACIINTENTS: 1. Waterfront Development Agreement Compliance Matrix dated November 22, 1994 2. Development Agreement by and between the City of Huntington Beach and Robert L. Mayer recorded January 13, 1989 3. Planning Commission staff report dated November 22, 1994 RCA2/6195 2 GARCA`CD95.04 v v ATTACHMENT 1 AIJACI=NTL ' WATERFRONT DEVELOPMENT AGREEMENT DEVELOPER COMPLIANCE MATRIX NOVEMBER 22, 1994 SQL t 3 Qn Rage Its Stat 3L5 1.D(2) a(1) (a) 15 Phase 1 : first class hotel C (b) 15 Phase 2 : recreation facility F (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 (2) (a) 16 Phase 1: 438 residential units F (b) 17 Phase 2 : 219 residential units F (c) 17 Phase 3 : 218 residential units F (3) 17 Parking & Reciprocal Parking Agreement C1- ' (4) 18 Miscellaneous Site Improvements Cl. (5) 18 Walnut Ave. Extension and the "spur" street C1 20 Walnut Ave. Extension (Phase 1) Cl (6) (a) 20 Miscellaneous Public lmvrove:nents-overcrossing = (b) 21 Miscellaneous Public. Improvements-overcrossing = • (c) (i) 21 Street Widening C1 (i=) 21 Street ia��prave„gents C1 (iii) 21 Signalization Cl (iv) 21 Waterline extension Cl (v) 21 utility Extension C1 (d) 22 Reabardon oil wells C1 (e) 22 Improvements accepted by City C1 I.D(2)b. 22 Setbacks C1 C. 23 Bulding Construction Cl d. 23 Signs (PSP) C1 e. 23 Screening C1 f . 24 Landscaping Cl. g . 24 Utilities C1 h. 25, Vehicular Access Cl C = Complied Cl - Complied with as part of Phase 1 ; other requirements necessary with future phases N = Non-compliance F - Future Development (99S6d) ATTAUHNiC111 IrJ. A won Page Item 5 tatus 1.E(1) 25 Permitted Uses C1 (2) 25 Alcoholic Beverage Sales and Consumption Cl. (3) 26 Dancing & Live Entertainment Cl. 1.F 26 Phasing of Development Cl. 1.G 29 Utilities Cl. 1.H 30 Cost of Development Cl. 1. I 30 Applicable Ordinances, Regulations,. Rules, and, .-- Official Policies I * 1.J 32 Other Governmental Agency Permits Cl. 1.K 33 Transient Occupancy Tax Ordinance C1 C = Complied C1 = Complied with as part of Phase 1; other requirements necessary with future phases N = Non-compliance F = Future Development * = See SEIR No. 82-2 Mitigation Measures and CUP No. 87-19 Conditions of Approval (9946d) v v ATTACHMENT 2 Cor,pared with Original ��-22849 When recorded return to and Recording Requested By: City of Huntington Beach RECORDED IN OFFICIAL.RECORDS 2000 Main Street OF ORANGE COUNTY,CALIFORNIA Huntington Beach, CA /Attn: City Cle k 1:00 JAN 13 1989 Mail Tax Statements to: PM Robert Mayer Corporation EXEMPT P. 0. Box 8680 C6 Q, WFIECORDER 660 Newport Center Drive 1050 Newport Beach CA 92658-8680 Attn: Stephen K. Bone DEVELOPMENT AGREEMENT By and Between THE CITY OF HUINTINGTON BEACH and ROBERT L. F-AYER, as Trustee of the Robert L. Mayer Trust of 1982 , dated June 22 , 1982 , as a:aended This docent is solely for the official business of the City of Huntington Reach, as contem— plated undor Gcver.^mont Code Sao. 6103 and should be recorded free of charge. Oo/15%8e FINAL . ,ti"WHMENT No. 2 . i` V 7 �� • TABLE OF CONTENTS page Section 1. Development of the Site . . . . . . . . . . . . . . . . 9 A. General: Developer's Right to Develop; City's Right to Regulate Development . . . . . . 9 B. Permitted Development On and Uses .of the Site ; Permits and Approvals Required . . . . . . 9 C. City Review of Developer's Plans and Related Documents 11 D. Scope of Development . . . . . . . . . . . . . . . . . . . . . . . 13 (1) Architectural and Design . . . . . . . . . . . . . . 13 (2) Developer's Responsibilities . . . . . . . . . . 14 a. Developer's Improvements . . . . . . . . . . 14 (1) Commercial Portion . . . . . . . . . . . 15 (2) Residential Portion . . . . . . . . . . 16 (3) Parking and Reciprocal Parking Agreements. . . . . . . . . . . . 17 (4 ) Miscellaneous Site Improverents . . . . . . . . . . . . . . . . . 18 (5) Walnut Avenue Extension and the "Spur" Street . . . . . . . . . . . . 18 (6) Miscellaneous Public Improvements . . . . . . . . . . . . . . . . . 20 b. Setbacks . . . . . . . . . . . . . . . . . . . . . . . . . . 22 C. Building Construction . . . . . . . . . . . . . 23 d. Signs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 e. Screening . . . . . . . . . . . . . . . . . . . . . . . . . 23 f. Landscaping . . . . . . . . . . . . . . . . . . . . . . . 24 g. Utilities . . . . . . . . . . . . . . . . . . . . . . . . . 24 h. Vehicular Access . . . . . . . . . . . . . . . . . . 25 E. Permitted Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 ( 1) General 25 (2) Alcoholic Beverage Sales and Consumption. . . . . . . . . . . . . . . . . . . . . . . . . 25 (3) Dancing and Live Entertainment . . . . . . . . 26 F. Phasing of Development . . . . . . . . . . . . . . . . . . . . . 26 G. Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 H. Cost of Development . . . . . . . . . . . . . . . . . . . . . . . . 30 ( 4 08/151/83 FINAL G V I. Applicable Ordinances, Regulations, Rules, and Official Policies . . . . . . . . . . . . . . . . . . . . . . 30 J. Other Governmental Agency Permits . . . . . . . . . . 32 K. Transient Occupancy Tax Ordinances . . . . . . . . . 33 Section 2 . Annual Review of Developer's Compliance With Agreement; Default; Remedies; Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 A. Annual Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 B. Defaults--Genera]. . . . . . . . . . . . . . . . . . . . . . . . . . . 35 C. Enforced Delay; Extension of Times of Performance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 D. Legal Actions 38 E. Applicable Law and Attorney's Fees . . . . . . . . . 38 F. Inaction Not a Waiver of Default . . . . . . . . . . . 39 G. No Cross-Defaults . . . . . . . . . . . . . . . . . . . . . . . . . . 39 Section 3 . General Provisions . . . . . . . . . . . . . . . . . . . . . 40 A. Assignment : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 B. No Joint Venture or Partnership . . . . . . . . . . . . 40 C. Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 D. Amendment of Agreement 41 E. Term . ... . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 F. Cooperation in the Event of Legal Challenge . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 G. Enforceability of Agreement . . . . . . . . . . . . . . . . 45 H. Find . . . ... . . . . Findings . . . . . , . . . . . . . . 46 I. Severability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 08/15/88 FINAL u s J. Cooperation; Execution of Documents . . . . . . . . 47 K. Justifiable Reliance . . . . . . . . . . . . . . . . . . . . . . . 47 L. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 M. Entire Agreement; Waivers . . . . . . . . . . . . . . . . . . 49 N. Effective Date 50 EXHIBITS A Site Map S Legal Description C Technical Site Plan, Project Description, and Site Statistics (Approved Master Plan for Co:-mercial Portion of Site and Conceptual Site Plan for Residential Portion of Site) D Conceptual Residential Phasing Exhibit Approved Title Exceptions 08/15/E3 FIPIAL ( 1, Z DEVELOPMENT AGREEMENT BY AND BETWEEN 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 THIS DEVELOPMENT AGREEMENT ("Agreement") is entered into by and between 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 corporation (hereinafter "City") , pursuant to the authority of Sections 65864 through 65869 . 5 of the Government Code of the State of California (the "Development Agreement Statute") . R E C I T A L S • A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted the Development Agreement Statute, which statute authorizes the City to enter into a development agreement with any person having a legal or equitable interest in real property for the. purpose of establishing certain development rights in the property which is the subject of a development project application. Pursuant to the authorization set forth in California Govern-- -1- 08/15/88 FINAL . 2 ment Code Section 65864 et seq. , the City Council adopted Resolution No. 5390 on June 18, 1984 , establishing procedures and requirements for consideration of Development Agreements. B. Pursuant to the California Community Redevelopment Law (Califcrnia Health and Safety Code Section 33000 et seq. ) , the City council has previously adopted Ordinance Nos. 2578 and 2634 establishing a Redevelopment Plan for the Main-Pier Redevelopment Project Area (the "Redevelopment Project Area") .- The purpose of the Redevelopment Plan is to eliminate blight and redevelop the Redevelopment Project Area. Pursuant to Section 3 . 1 of the Redevelopment Plan, the City is committed to aiding 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 implementation of the Redevelopment Plan, to provide a secure neans of financing needed public improvements, to provide additional visitor-serving facili- ties, employment opportunities, and housing and to generate substantial additional revenues to the City and Agency to enable them to maintain and improve vital public services provided to the citizens of Huntington Beach. _2- 08/15/88 FINAL f s D. The Site is that portion of the Redevelopment Project Area so designated on the "Site Map" and more particularly described in the "Legal Description" which are attached hereto as Exhibits "A" and "B" , respectively, and incorporated herein by this reference. The Site includes the "Developer Parcel, " the "City Beach Maintenance— Facility Parcel, " and the "Beach Boulevard Remnant Parcel, " which are each so designated on the Site Map. E. on or before the Effective Date of this Agreement, Developer and the Agency will be entering into a Disposition and Development Agreement (the "DDA") , which DDA provides for the disposition of the Site to Developer and its development as an integrated, multi-phased commercial and residential complex (the "Project") . The DDA will be a public record on file in the office of the City Clerk of the City. Unless otherwise specifically set forth herein, all of the defined terms in this Agreement shall have the same meanings as such terms have in the DDA. F. As of the Effective Date of this Agreement, the City owns fee simple title to the Site. - Developer is the present lessee of that portion of the Site consisting of the Developer Parcel, pursuant to the terms of that certain Second Amended and Restated Lease ("Existing Lease") between the City and Developer dated on or about August 15, 1988, and expiring on or about January 31, 2013 . After the Effective -3- 08/15/88 FINAL Z Date of this Agreement, the Agency and City will be entering into a Purchase and Sale Agreement (the "City-Agency Agreement") pursuant to which the City will convey to the Agency all of the City's right, title, and interest in and to the various "Separate Development Parcels" within the Site (as that term is defined below) , including all improvements thereon which are owned by the City, excepting only certain reserved City interests ' in oil, gas, hydrocarbon substances, and mineral and water rights, all as more particularly described in the City-Agency Agreement and the DDA. Such conveyances shall occur in time for the "Disposition Transfers" of such Separate Development Parcels fron Agency to Developer --- transfers of fee title to that portion of the Site to be developed for residential uses (the "Residential Portion" ) and transfers of new and revised leases with' respect to that portion of the Site to he developed with commercial uses (the "Commercial Portion") , all as set forth in the DDA. G. Prior to and as a condition to each Disposition Transfer, the Developer will be required to obtain City approval of the following specific land use approvals and building and construction permits (the "Approvals") to the extent applicable to each Separate Development Parcel to be so transferred: (i) a "Master Site Plan" for the Separate Development Parcels in the Commercial Portion; (ii) a -4- 03/15/SS FINAL0 V "Conceptual Plan" for the Separate Development Parcels in the Residential Portion; (iii) a conditional use permit or permits and a coastal development permit or permits for each phase; (iv) a "special permit" for any requested deviations from normal development standards - and requirements; (v) a parcel or tract map for the consolidations/divisions of the existing parcels within the Site to create the various Separate Development Parcels; (vi) approval of the "change of use's of the existing raobilehone park on the Developer Parcel (including without limitation the removal of the "M-H Overlay Zone" therefrom, the approval of the Impact of Conversion Report, and the approval of a Relocation Assistance Plan) ; (vii) as to the separate Development Parcel (s) on which an identified wetlands is located, approval of wetlands mitigation in accordance with the Coastal Element of the City,s General Plan and the Downtown Specific Plan; (viii) final 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 by the Developer within public rights-of-way; and (ix) an encroachment permit or permits for work to be undertaken by the Developer in public rights-of-way. As of the Effective Date of this Agreement, the following Approvals will have been issued: (i) approval of the Master Site Plan for the Commercial Portion (which - -5- 08/15/88 FINAL consists of the applicable portions of the "Technical Site Plan, Project Description and Site Statistics" which is attached to this Agreement as Exhibit "C") ; (ii) approval of the "change of use" of the existing mobilehome park on the Developer Parcel (including without limitation the removal of the r'M-H Overlay Zone" therefrom . (ZC No. 87-7) and approval of the Impact of Conversion Report and Relocation Assistance Plan therefor) ; (iii) the conditional use permit (CUP No. 87-7) and coastal development permit (CDP No. 87-7) for the Phase 1 hotel ; (iv) approval of any "special permits" for deviation from normal development standards or ' requirements 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 for Walnut Avenue through the Site consistent with the Approvals so granted. The balance of the aforesaid Approvals have not been 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 18 , 1983 . Environmental Impact Report 82-2 prepared for the Downtown Specific Plan considered generally the impacts of the land uses proposed by the Project. In addition, the City, as lead agency for the Project, prepared -6- 08/15/88 FINAL C- a Supplement to Environmental Impact Report 82-2 for the Project. Prior to the Effective Date of this Agreement, the City has certified the Supplement to Environmental Impact Report 82-2, adopted certain mitigation measures with respect to the Project, and made certain findings with respect thereto, all as required by CEQA. The City has fully considered the environmental impacts of the Project and the Supplement to EIR 82-2 prior to approving the Project. I. On June 22 , 1988 , the City Planning Commission, the advisory agency for purposes of development agreement review pursuant to Government Code § 65867 , held a duly-noticed public hearing regarding this Agreement and, at the con- clusion of the hearing, and after considering the evidence and argument submitted by the City staff, the Developer, and all interested parties, adopted its Resolution No. 1400 recommending that the City Council approve this Agreement. J. On 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. K. 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. -7- 03/15/88 FINAL L. For the reasons recited herein, the parties hereto have determined that the Project is a development for which a Development Agreement is appropriate. This Agreement will eliminate uncertainty in planning for and secure the orderly development of the Project, assure progressive installation of necessary public improvements, provide for public services appropriate to each 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 naintain and expand vital public services for the benefit of all citizens of the City, and otherwise achieve the important public goals and purposes for which the Development Agreement Statute was enacted. in exchange for these benefits to the City, the City has deter- mired that it is appropriate that the Developer receive the assurance that it may proceed with the Project in accordance with the terms and conditions of this Agreement and the City's existing ordinances, resolutions , regulations, rules, and official policies as of the Effective Date of this Agreement. _g_ oa!1 5/88 FINAL r C O V E N A N T S: Section 1. Development of the Site. A. General: Developer's Right to Develop; City's Right to Regulate Development. Developer shall have ' the right to proceed with the Project on the Site in accordance with the terms and conditions of this Agreement, I and City shall have the right to regulate development of the Site in accordance with the terms and conditions of this Agreement and all City ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. B. Permitted Development On and Uses of the Site; Permits and Ap2rovals Required. The City shall permit the Project to be developed on the Site in accordance with the terms and conditions set forth in this Agreement (including, without limitation, Section 1.0 and 1. 1 below) and the Approvals referenced in Recital G above. The permitted uses of the Site, the density and intensity of use, the maximum 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 Separate Development Parcels, and all other terms and conditions of development applicable to the Site shall be those set forth in this Agreement, the Master Site _g_ 08/15/88 FINAL 0 Plan for the Commercial Portion of the site, the conditional use permit, coastal development permit, and tentative tract map to be approved for the Phase 1 hotel prior to or concurrently with the Effective Date of this Agreement, the approved "change of use" of the existing mobilehome park on the Developer Parcel (including without limitation the approved Impact of Conversion Report and Relocation Assistance Plan) , all of the other terms and conditions of this Agreement (including without limitation, and to the extent not superseded by the specific provisions hereof, all applicable City ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement) , and the development plans and permits to be secured by the Developer after the Effective Date of this Agreeent, as referenced in Recital G above . Notwithstanding the foregoing, the City recognizes that Developer may request approval of plans or pernits which differ from the Approvals previcusly granted and the specific provisions of the scope of Development (Section 1. D below) based upon refinements in planning or changes in market or financial feasibility between the Effective Date of this Agreement and the time of actual development, provided that 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- 08/15/88 FINAL agrees to act reasonably in reviewing any such proposed change (s) based upon legitimate land use planning concerns. In the event of any inconsistency between the approved plans T and this Agreement, the approved plans shall govern. With specific regard to the Residential Portion of the Site, the Developer and City each recognize that the Developer is required to obtain Planning Commission approval of a Conceptual Site Plan for the Residential Portion prior to approval of any conditional use permit for residential development, in accordance with Section 4 . 10. 02 of the Downtown Specific Plan. 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 informational purposes only to allow the City to analyze the nature of the planned development of the Residential Portion. The City agrees to cooperate with the Developer in - issuing encroachment permits reasonably required by the Developer for any construction to be undertaken by the Developer in City rights-of-way. C. City Review of Developer'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 for development and building permits and -11- 08/15/88 FINAL Z approvals. The City's evaluation of such matters shall be conducted in accordance with City ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. Daring the preparation of all drawings, plans, and related documents, staff of the City and Developer shall hold regular progress meetings as needed to coordinate the preparation and review of such items. The staff of the City and Developer shall communicate and consult informally as frequently as is necessary to ensure that the formal submittal of any documents to the City can receive prompt and seedy attention. Upon the Developer's request and payment of all City costs therefor, the City may retain a contract plan checker or checkers to enable the City to expedite the processing and review of final building plans and ccnstruction drawings. No plan, permit, or approval required for the development of the Project shall be revoked or subsequently disapproved once issued • by the City provided that the development is consistent with the plan, permit, or approval. Any disapproval by the City shall state in writing the reasons for disapproval . If Developer desires to make any substantial change in any of the plans after their approval by the City, Developer shall submit the proposed change to the City for approval . The processing, review, and approval of any such -12- 08/15/88 FINAL revised submittal shall be subject to the same provisions as are set forth above for the initial submittal . D. Scope of Development. The Project shall be TM planned, designed, and constructed ' in, accordance . with this Section 1.D. (1) Architectural ' and. Design. The commercial Portion and the Residential Portion of the Site shall be designed and developed as integrated complexes in which the buildings will have architectural excellence, both individually, as well as in the context of the total commercial complex and residential complex, respectively. The architecture and design of each phase of the Project shall be subject to the _ City's normal Design Review Board approval process. The improvements to be constructed on the Site shall be of high architectural quality, shall be well landscaped, and shall be 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, physically related to, and an enhancement to each other and, to the extent reasonably practicable, to adjacent improvements existing or planned within -13- 08/15/88 FINAL the Redevelopment Project Area. The Developer's plans, drawings, and proposals submitted to the Agency for approval shall describe in reasonable detail the architectural character intended for the Developer Improvements. The open spaces - between buildings where they exist shall be designed, landscaped and developed with the same degree of excellence. The total development shall be in conformity with the Redevelopment Plan for the Redevelopment Project Area . (2) Developer's Responsibilities. a. Developer Improvements. Subject to all of the other provisions of this Agreement, the Developer agrees to develop and construct, or cause the development and construction of the improvements (herein the "Developer Improvements") defined below, or such additional size, intensity, and character of improvements as may be permitted and approved under applicable land use regulations of the City and Agency. The Site will be developed in six (6) , commercial phases and three (3) residential phases. The boundaries between and among the phases of development shall be generally consistent with the -14- 08/15f88-- FINAL C. It is phasing plan included in Exhibit " understood that phases may be developed concurrently, subject -to the limitations set forth in Section I.F of this Agreement. The six (6) commercial phases and the three (3) residential phases are described ' in Exhibit "C" and are described generally below. (1) Commercial Portion. The Developer Improvements on the Commercial Portion of the Site shall include: - (a) Phase 1 ; Separate Develop- ment Parcel No. 1: A maximum 300-room first- class hotel on an approximately 3 . 6 acre parcel . (b) Phase 2 ; Separate Develop- meet Parcel No. • 2 : A recreation/tennis/health and fitness facility, including a swimming pool, exercise/weight training room, sauna , and spa on an approximately 3 .5 acre parcel . (c) Phase 3 ; Separate Develop- - ment Parcel No. 3 : - A first-class hotel with conference facilities, with a maximum of 500 rooms, located on an ' approximately 2 . 9 acre parcel. -15- 08/15/88 FINAL (d) Phase 4 ;_Separate Develop- ment Parcel No. 4 : An all-suite hotel with a maximum of 250 rooms, located on an approximately 1 . 2 acre parcel . (e) Phase 5; Separate Develop- rent Parcel No. 5: A specialty retail center on an approximately 3 . 8 acre parcel, with approximately 75, 000 square feet of improvements. (f) Phase 6; Separate Develop- ment Parcel No. 6: A luxury hotel with a maxirnun of 400 rooms, located on an approximately 5 acre parcel . (2) Residential Portion. The Developer Improvements on the Residential Portion of the Site shall be phased in general conformity with the "Conceptual Residential Phasing Exhibit" attached hereto as Exhibit "D" and shall include: (a) Phase 1 ; Separate Develop- meet Parcel No. 7 : Approximately one-half (1/2) of the residential units to be constructed on the Residential Portion (438 , based upon the maximum _development of 875 residential units contemplated in the Supplement to EIR ,82-2) . -16-- 08/15/88 FINAL Oz (b) Phase 2 ; Se arate Develo - ment Parcel. No. 8: Approximately one--fourth (1/4) of the residential units to be constructed on the Residential Portion (219, based upon the maximum development of 875 residential - units - contemplated in the Supplement to EIR 82-2) . (c) Phase�3 : Separate Develop- ment Parcel No. 9 : Approximately one-fourth (1/4) of the residential units to be constructed on the Residential Portion (218 , based upon the naximun development of 875 residential units contemplated in the Supplement to EIR 82-2) . (3) Parking_ andReciprocal Parking Agreements. The Developer shall provide all off- street parking required pursuant to the applicable provisions of the Huntington Beach ordinance Code (the "Codell) , including any permitted modifications, per the approved plans. The City has agreed that the parking for' the Phase 1 hotel (including guest rooms, lounges, meeting rooms, ball rooms, and guest-serving retail uses) shall be determined on the basis of the City's parking requirement for hotels of 1. 1 parking spaces per -17- 08/15/88 FINAL �; guest room, pursuant to Article 9606 (a) (H) of the Code. if the City determines after the Phase 1 hotel is completed and operating that the parking is not adequate, the Developer agrees to cure such deficiency by providing additional parking (above the Code requirement) in the subsequent commercial phase or phases. The City and Developer agree to address such parking deficiency by obligating such subsequent commercial phase or phases to provide joint-use or shared parking for the benexit of the Phase 1 hotel . Parking for the other hotels planned for the Corr..ercial Portion (Phases 3 , 4 , and 6) may be handled in the same :,tanner. Parking deficiencies nay not be cured by providing additional parking along the beach side of Pacific Coast Highway. (4) Miscellaneous Site Improve- ments. The Developer shall provide all landscaping, open areas, driveways, and other incidental on-Site improvements required for each Separate Development Parcel as development occurs, in accordance with the approved plans. (5) Walnut Avenue Extension and the "Spur" Street. Walnut Avenue shall be extended through the Site consistent with the Precise Plan -18- 08/15/88 FINAL Z of Alignment 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 Connercial Portion. Walnut Avenue and the spur street shall each consist of approximately 80 feet of pavement, including the landscaped median strip, within 90 feet of right-of-way and shall include (i) traffic signalization at the intersections of Huntington/Walnut, Walnut/"spur" street, Walnut/ Beach, and "spur" street/PCH, (ii) median landscaping and perimeter landscaping designed to enhance the quality and aesthetic character of the Developer's development on the Site, and (iii) all of the curbs, gutters, sidewalks, street lights, bus benches, storm drains,. utilities, parkway landscaping, and other required improvements in the street right-of-way. -19- 08/15/88 FINAL 2 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 No. 'I) , and shall be accomplished prior 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 Development Parcel No. 3) . (5) Miscellaneous Public Inprove-- ments. The Developer shall be responsible for the following limited and specific off--site public improvements and site work: (a) A pedestrian overcrossing of Pacific Coast Highway in the general location of the Phase 3 commercial 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 Guidelines and CalTrans minimum design standards as described in Section 7-105 of the State of California -20- 08/15/88 FINAL Highway Design Manual (using 'pedestrian-only design standards) . (b) At the Developer's option (and assuming all necessary governmental approvals are obtained) , an additional pedestrian overcrossing of Pacific Coast Highway in the general location of the Phase 5 commercial development (Separate Development Parcel No. 5) , with said overcrossing to be consistent with the overcrossing referenced in subparagraph (a) and in conformity with the engineering and design standards referenced therein. (c) The following additional public improvements: (i) any street widening required around the perimeter of the site; (ii) curbs, gutters, sidewalks, street lights, street furniture, and landscaping within public rights-of-way on the site; (iii) signalization improvements or modifications at the intersections of Beach/PCH and PCH/ Huntington Street; (iv) extension of the City domestic water line from its existing terminus at olive and Third Streets to the Site; and (v) extension of all other utilities required -21- 03/15/88 FINAL z for development of the Project from their existing locations at the perimeter of the Site across the public rights-of-way on or adjacent to the Site and each Separate • Development Parcel thereof. (d) In connection with the preparation of each Separate Development Parcel for construction of the Developer Improvements, the Developer shall reabandon any existing abandoned oil wells on such parcel to the then-current standards of the California Division of oil and Gas. (e) After the Developer satisfactorily completes each of the public improvements required to be constructed in accordance with this Agreement, such improvements shall be accepted by the City or 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 maintain at its sole expense the sidewalk and landscaping behind the curb. b. Setbacks. Minimum building and parking setbacks shall be in accordance with the -22- 02/15/0"8 FINAL Z applicable existing provisions of the Huntington Beach ordinance Code. C. Building Construction. Buildings ' shall be constructed in accordance with the applicable, existing provisions of the Huntington Beach Ordinance Code and the approved final building plans. d. sue. Signs shall be in accordance with the applicable existing provisions of the Huntington Beach ordinance Code and, 'more specifically, the Downtown Specific Plan and design criteria. No signs shall be erected on the exterior of the improvements unless such signs and signing have been submitted to and approved by the Planning Commission. Developer shall submit for approval by the Planning Commission and shall implement a Planned Signage Program with respect to all signage on the Site prior to the installation of any signs. e. Screening. All outdoor storage of materials or equipment shall ' be enclosed or screened by walls, 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 Ordinance Code. -23- 03/15/88 FINAL Z f. Landscaping. The Developer shall provide all landscaping and irrigation required on 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 maintain all landscaping on the Site behind the curb. After satisfactory installation of the median landscaping and irrigation systems within the public rights- of-way on the Site in connection with the development of each Separate Development Parcel, the City shall accept such improvements and ;maintain the same at no expense to the Developer, and the Developer Shall have no further responsibility therefor. g. Utilities. The Developer agrees to extend all utilities required for the development, use and maintenance of the improvements on the Site from the locations to which such utilities will be brought pursuant to Section 1.G below to the private improvements to be - located on each applicable Separate Development Parcel . All utilities on the Site shall be located underground. -24- Oo/15/3a FINAL r 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 on each Separate Development Parcel, the Developer (and permitted successors and assigns) shall be entitled to use and occupy the Site in accordance with the development approvals referenced in Recital. G and Section 1.B of this Agreement' and otherwise in accordance with all applicable existing provisions of the Huntington Beach Ordinance Code. (2) Alcoholic Beverage Sales and Consumption. The hotels to be developed in the Commercial Portion of the Site (including the restaurants, lounges, and similar 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 license(s) from the California Department of Alcohol and •Beverage Control '("ABC") . The City recognizes that restaurants and other commercial uses located elsewhere within the Commercial Portion of the " Site may - require permission for the sale of alcoholic beverages for on- 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 -25- 08/15/88 FINAL considerations and economic factors to assure a continued high-quality Project that is compatible with neighboring residential and commercial uses. (3) Dancing and Live Entertainment. The hotels to be developed in the Commercial Portion of the Site (including the 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 ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. The City recognizes that restaurants and other commercial uses located elsewhere within the Commercial Portion of the Site may require permission for live entertainment and/or dancing as well , and the City agrees that such uses shall be pernitted subject to the City's reasonable review 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. Phasing of Development. Notwithstanding any other provisions of this Agreement to the contrary, without the City's written consent, which consent nay be withheld in the City's sole and absolute discretion, the time, order, and phasing of the development of the Separate Development Parcels within the Site shall be consistent with the following requirements and linitations: --2 6- 08/15/86 FINAL (fD (i) Within the Commercial Portion of the Site, the order of development shall be as follows: Phase 1, Phase 2 , Phase 3 , Phase 4 , Phase 5, and Phase 6 (Separate Development Parcel Nos. 1-6) (as such' ' phases are described in Section 1.D above) . (ii) Within the Residential Portion of the Site, the order of development shall be as follows: Phase 1, Phase 2 , and Phase 3 (Separate Development Parcel Nos. 7-9) (as such phases are described in Section 1.D above) . (iii) The commencement of construction of the Phase 1 residential development (Separate Development Parcel No. 7) shall occur no earlier than the demolition of the Huntington Beach Inn and the commencement of construction of the Phase 3 commercial development (Separate Development Parcel No. 3) . (iv) The commencement of construction of the Phase 2 residential development (Separate Development Parcel No. 8) shall occur no earlier than the commencement of -27- 08/15/88 FINAL construction of the Phase 4 commercial development (Separate Development Parcel No. 4) . (v) The commencement of construction of the Phase 3 residential development (Separate Development Parcel. No. 9) shall occur no earlier than the commencement of construction of the Phase 6 commercial development (Separate Development Parcel No. 6) . This Section 1 .F shall be interpreted consistently with Section 1. D above. The timing and phasing of development shall be further restricted as set forth in the DDA. During the term of this Agreenent, no moratorium or other ordinance, regulation, rule, or official policy limiting or conditioning the rate, timing, or sequencing of development cf the Site (including without limitation any ordinance, regulation, rule, or official policy which purports to limit or condition the rate, timing, or sequencing of development based upon levels of service on roadways, roadway capacities, capacities of drainage facilities, capacity of sewer facilities, provision of emergency service, or similar matters) shall apply to the Site. -28- 08/15/88 FINAL eD 7 G. Utilities. The City represents that, with the exception of the domestic water line 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 utilities are and shall remain . at all times sufficient to adequately service the construction, operation, and maintenance of the improvements contemplated for the Site, provided that the Project is developed in accordance with the phasing schedule set forth in Section 1 .F and Exhibit "C. " The Developer agrees to extend the City domestic water line from its existing terminus at Olive and Third Streets to the Site. In general, the line shall be extended to Walnut Avenue and thence along Walnut Avenue (including the planned extension thereof east of Huntington Street) to the Site, with the precise alignment as determined by the City. Within sixty (60) days after the Effective Date of this Agreement, the City shall establish a precise alignment for the water line and provide the Developer with all engineering requirements and specifications for the water line and all information available to the City regarding the physical conditions along the proposed alignment that are pertinent to construction. The Developer shall prepare plans and specifications for the water line and submit the same to the City for approval no later than the date on which the -29- 08/15/88 . FINAL Developer submits its final building plans for the Phase 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 in advance of the submittal of plans and .commencement of construction of the Phase 1 hotel. The City shall review and approve the plans and specifications for the water line in the same manner as set forth in Section 1 .0 above fcr the review of final building plans and construction drawings. H. Cost of Development. The Developer shall be responsible for all costs of developing the Project, excepting only those costs which have been expressly assumed by the city under this Agreement or by the Agency under the DDA. I. Applicable Ordinances , Regulations, Rules , and Official Policies. The City's ordinances, regulations, rules, and official policies governing permitted uses of the Site, and the development, density, intensity of use, design, improvement, construction and building standards, occupancy, levels of service of traffic improvements and traffic mitigation requirements, police, fire, and paramedic protection, drainage protection and flood control, park standards, restrictions (if any) on the timing, sequence, and phasing of development, and all other City land use requirements applicable to the Site and the Project shall be -30- 08/15/88 FINAL '� those ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement. Any amendment to said ordinances, regulations, rules, or official policies after the 'Effective Date of .this Agreement shall not be applicable to the Site or the Project without Developer's prior written consent. This Section shall not preclude the application to the Site or the Project of changes in City laws, ordinances, regulations, rules, or policies, the terms of which are reasonably required for public health or safety reasons or changes which are specifically mandated and required by changes in state or federal laws or regulations, as provided for in Government Code Section 65869. 5 . This Section shall not be construed to limit the authority of the City to require Develcper to pay the applicable processing and development fees and charges for land use approvals, building permits and other similar permits and entitlements which are in force and effect on a uniform city-wide basis at the time such fees are due, subject only to the following: r (i) The Developer shall not be responsible for paying any new or increased fee or charge to provide or contribute to improvements or services not required to be provided or contributed to by the -31- 08/15/88 FINAL 2 Developer under the City's ordinances, regulations, rules, and official policies in force as of the Effective Date of this Agreement; and (ii) The .amount of any increased fee or charge after -the Effective Date' of this Agreement shall not exceed the increase in the reasonable cost of providing the improvement or service for which the fee or charge is imposed. J. Other Governmental Agency_ Permits . The City agrees to assist the Developer and Agency, at no cost or expense to the City (other than overhead and employee staff time) , in securing any and all permits (but not the payment cf fees) which may be required by any ether governmental agency affected by such construction, development, or work, including without limitation (i) encroachment permit(s) from the California Department of Transportation for any work within the right-of-way along the Beach Boulevard and Pacific Coast Highway frontages of the Site (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 -32- 08/15/88 FINAL Parcel ; and (iii)- approval of any coastal development permit(s) -required from the California Coastal Commission. K. Transient occupancy Tax Ordinances. Prior to the Effective Date of this Agreement, the City and Agency have each adopted' ordinances under California Revenue and Taxation Code ' Section 7280. 5 which ordinances in effect transfer fron the City to the Agency the authority to levy and/or collect a sufficient amount of transient occupancy taxes 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 to make payments to the Developer in the full amounts required to be paid in accordance with the DDA, and such failure continues for a period of thirty (30) days after written notice from Developer, such ordinances shall : autonatically become operative. The City agrees to take all actions necessary and appropriate to implement such ordinances in order to accomplish the parties" mutual objective of enabling the Agency to timely meet its financial obligations under the DDA. Until the- Developer has been paid or reimbursed all amounts due from the Agency under the DDA (or, as to the payments to be made under Paragraph a only of Attachment No. 5 to the DDA, any unpaid balance - is forgiven and discharged as provided therein) , the City shall not -33- O8/15/88 FINAL repeal, modify, or amend the City ordinance on this subject in a nanner that jeopardizes or impairs the Developer's right to receive payrtients in the amounts, at the times, and subject i to the conditions set forth in the DDA. Section 2, Annual Review of Developer's Compliance With Agreement; Default; Remedies ; Terninati.on. A. Annual Review. In accordance with Government Code Section 65865. 1, the City shall periodically review whether Developer is proceeding in good faith to comply with this Agreemment. Reviews 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 (i) , (ii) , and (iii) of Section 3 .E below. The City shall begin the review proceeding by giving notice to Developer that the city intends 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 Planning 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 08/15/^co FINAL 2. hearing, the Planning Commission shall either find that Developer 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 taken. The City Council shall consider the recommendation of the Planning Commission and, if the City Council determines on the basis of the evidence that the Developer has not complied with the terms and conditions of this Agreement, the City shall have such remedies for default as are set forth in Section 2 . B below. A City Council determination that Developer has not complied with any of the terns or conditions of this Agreement shall be a final administrative determination of such matter, but shall not be conclusive in any subsequent judicial action and Developer does not waive any of its rights or defenses with respect thereto. Failure of the City to timely conduct a periodic review pursuant to this Section 2 .A shall not in any manner invalidate this Agreement, nor shall any such failure in any way diminish, impede, or abrogate the rights and privileges of the Developer hereunder or the obligations of the City hereunder or the obligations of the Agency under the DDA. B. Defaults--General. Subject to extensions of time by mutual consent in writing or as set forth in Section 2 .0 below, failure or delay by either party to perform any term or provision of this Agreement shall constitute a -35- 08/15/88 FINAL / default under this Agreement. In the event of an alleged default or breach of any terms or conditions of this Agreement, the party alleging such default or breach shall give the other party not less than thirty (30) days notice in writing specif'ying the nature of the alleged default and the manner .in which said default may be satisfactorily cured. During any such 30--day period, the 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 expiration of the 30-day period without cure, the non- defaulting party, at its option, may institute legal proceedings pursuant to this Agreement and/or give notice of intent to terminate the Agreement. Any action by the City to terminate this Agreement shall be in accordance with Govern- ment Code Sections 65865, 65867 , and 65868 and Section 7 of City Council Resolution No. 5390. Evidence of default may also arise in the course of 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- 08/15/88 F'Ia:nL 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 the alleged default and the manner in which said default nay r be satisfactorily cured. During any such 30-day period Developer 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. If the default is not so cured, the City, at its option, may institute legal proceedings pursuant to this Agreement and/or give notice of intent to terminate this Agreement, as provided in the preceding paragraph above. C. 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 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 such cause shall be for the period of the enforced delay only and shall commence to run from the commencement of the cause, and shall commence upon notice by the party claiming such -37- 08/15/88 FINAL 2 / extension, which shall be delivered within thirty (30) days after commencement of the cause. D. Legal Actions. In addition to any other rights or remedies and subject to the restrictions in Paragraph A above, 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 Court in the Central District of California. Notwithstanding the foregoing, the City and Developer agree that, subject to the provisions of Paragraphs 8 and C above, the City-Is 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 termination of this Agreement shall not limit or restrict the Agency's renedies for default under the DDA. E. Applicable Law and Attorney's Fees. This Agreement shall be construed in accordance 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 -3$ O8/13/38 FINAL (D provision, the prevailing party in such action shall be entitled to reasonable attorney's fees, court costs, and such other costs as may be fixed by the court.' F. Inaction Not a Waiver of Default. Any failure or delay by a 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 such party of ' its right to institute and maintain any actions or proceedings which it may deer necessary to protect, assert, or enforce any such rights or remedies. G. No Cross-Defaults. Subsequent to either a Disposition Transfer of a particular Separate Development Parcel or an assignment by Developer of its interest in such Separate Development Parcel to an assignee permitted under the DDA and Section 3 .A below, no default by the Developer or a permitted assignee as to any other portion of the . Site shall be deemed a default by the Developer or a permitted -assignee 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 deemed a ~ default hereunder as to any other portion of the Site ; provided, that nothing in this Section 2 .G shall be interpreted to entitle the Developer to proceed with any phase of development prior to or in violation of the phasing schedule set forth in Section 1. F above. -39- 08/15/88 FINAL Section 3 . General Provisions. A. Assignment. Developer shall have the right to assign its rights and obligations under this Agreement, the Site, the Developer Parcel, or Separate Development Parcels only to a person 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 Parcels, as applicable, as provided in the DDA. As used herein, the term "Developer" includes Robert L. Mayer, as Trustee of the Robert L. gayer Trust of 1982 , dated June 22 , 1982 , as anended, and any permitted assignee of or successor to any of its rights, powers, and responsibilities hereunder. B. No Joint _Venture or Partnership. City and Developer nutually deny any intention to fozn a joint 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 . C. Covenants. The provisions of this Agree- meet shall constitute covenants which shall run with the land comprising the Site, and the benefits and burdens hereof shall bind and inure to all successors 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 portion of the Site that is not the subject of a Disposition Transfer to Developer, the Agency shall succeed to any and all rights of Developer hereunder. within ten (10) days after the Effective Date of this Agreement, the City shall cause a copy of the Agreement to be recorded against the Site, in accordance with Government Code Section 65868 . 5. D. Amendment of Agreement. This Agreement may be amended from time to tine by mutual consent of the City and Developer in accordance with the provisions of Government Code Sections 65867 and 65868 and pursuant to the procedures set forth in City Council Resolution Vo. 5390. E. Term. The term of this Agreement shall comnence upon the Effective Date and shall expire upon the earliest of the following dates: (i) As to each Separate Development Parcel within the Site which is the subject of a Disposition Transfer to Developer, the date on which the Agency issues its Certificate of Completion for the Developer Improvements to be constructed on and with respect to said parcel ; or As to any portion of the Site that is not the subject of a Disposition Transfer to Developer (and except as provided in Section III.0 above) , the earlier of (a) the termination of -41- z 08/15/88 FINAL the. DDA with respect to such portion of the Site, or (b) December 31, 2010 ; or (iii) Such earlier date that this Agreement may be terminated in accordance with Section 2 above. Notwithstanding clause (i) above, as to each Separate Developn ent Parcel within the Site which is the subject of a Disposition Transfer to Developer, the following specific Sections of this Agreenent shall continue in effect after the date on which the Agency issues its Certificate of Completion and shall not expire or terminate until the following dates, prcvided that the Developer is not in default of its obligations hereunder: (iv) With respect to Section I.E ("Uses") , until December 31, 20B7 . (v) With respect to Section I. L ("Transient Occupancy ordinances") , until the Developer has been paid or reimbursed all amounts due from the Agency under the DDA. Upon the expiration or termination of this Agree- vent for any reason as to the Site or any portion thereof, the City and Developer agree to cooperate and execute any document reasonably requested by the other party to remove this Agreement of record as 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- 08/15/a8 F114AL Existing Lease, or any other agreement to which Developer and City or Developer and Agency may be parties; the termination of such other agreements being governed by the provisions of those agreements themselves. F. Cooperation in the Event of Legal Challenge. In the event of any legal action instituted by any third party challenging the validity or enforceability of any provision of this Agreement, or any of the City's Approvals for the Project (including but not limited to approval of the "change of use" of the existing mobilehome park on the Developer Parcel , relocation of the tenants therefrom, and the 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 Homeowner's Association, Inc. , and individual nobilehome 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 Agreement, 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 2 .F. j 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 withheld, City shall not allow any default or -43- 08/15/88 FINAL judgment to be taken against it and shall not enter into any settlement or compromise of any claim which has the effect, directly or indirectly, of prohibiting, preventing, delaying, or further conditioning or impairing the Developer's develop- rent, use, or maintenance of any portion of the Site or impairing any of the Developer's rights hereunder or under the DDA. in addition, City shall provide reasonable assistance to Developer in defending any such action, such assistance to include (i) making available upon reasonable notice, and at no cost to Developer, City officials and employees who are or may be witnesses in such action, and (ii) provision of other infornation within the custody or- control of City that is relevant to the subject :natter of the 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 action is meritorious or that the interests of the parties justify a compromise or a settlement of such action. In this regard, Developer's obligation and right to defend shall include the right to hire (subject to approval by the City) attorneys and experts necessary to defend, the right to process and settle reasonable claims, the right to enter into reasonable settlement agreements and pay amounts as required 06/15/38 FINAL by the terms of such settlement agreements, and the right to pay any judgments assessed against Developer, Agency, or City. If Developer defends any such action, as set forth above, it shall indemnify and hold harnles's Agency and city from and against any claims, losses, liabilities, or damages assessed or awarded against either of then by way of judgment, 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 hereinabove or in the DDA. Notwithstanding any other provision of this Agreement to the contrary, all costs and expenses incurred by Developer in defending any litigation arising out of the processing, approval , and/or implementa- tion of the "change of use" of the existing mobilehome park on the Developer Parcel, the relocation of the occupants of such mobilehome park, and payments to or for the benefit of such persons shall be reimbursable pursuant to the DDA. 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 those claims and issues for which the Developer is entitled to reimbursement and those claims and issues for which the Developer is not entitled to reimbursement. G. Enforceability of Agreement. The City and Developer agree that unless this Agreement is amended or -45- 08/15/88 FINAL Oz terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by either party hereto notwithstanding any change hereafter in any applicable General Plan, Redevelopment Plan, Specific Plan, zoning ordinance, subdivision ordinance or any other land use ordinance or building ordinance, resolution, or regulation, rule, or policy adopted by City. H. Findings. I. City hereby finds and determines that execution of this Agreement is in the best interest of the public health, safety, and general welfare and the provisions of this Agreement are consistent with the City's General Plan. Except as specifically provided in the DDA, 2 . / City further finds, based upon all infor-ation made available to the City prior 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 Effective Date of this Agreement that would prohibit or prevent the full completion and occupancy of the Project described herein. 1. Severability. If any term, provision, cove- nant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect, unless the rights and obligations of -c6- 08/15/88 FINAL the parties have been materially altered or abridged by such invalidation, voiding or unenforceability. J. Cooperation; 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 and privileges hereunder. K. Justifiable Reliance. City and Developer 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- ed in this Agreement? - and those specifically articulated in the DDA City further acknowledges that the Project is and shall be considered a single integrated development project, and that the Develooper's development of each component of the Project is dependent upon its right to complete and occupy each other component, and that the economic viability of each component of the Project is and shall be dependent upon the Developer's right to' complete and occupy each other component and upon the City's full 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 certified mail, -47-- 08/15/88 FINAL return receipt requested. If given by registered or certi- fied rail, the same shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addresses designated below as the party to whom notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States nail . If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. Any party hereto nay at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or commmunication shall be given. Such notices or communicaticns shall be given to the parties at their addresses set forth below: If to City: City Administrator City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Copy to: City Attorney - City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 -4a- 03/15/88 FINAL If to Developer: Robert L. Mayer, as Trustee of the Robert L. Mayer Trust of 1982 c/o The Robert Mayer Corporation 660 Newport Center Drive, Suite 1050 Newport Beach, CA 92660 " Copy to: Jeffrey M. Oderman, Esq. Rutan & Tucker 611 Anton, Suite 1400 Costa Mesa, CA 92626 M. Entire Agreement; Waivers. This Agreement is executed in two duplicate originals , each of which is deemed to be 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 or 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 only the DDA, the Existing Lease, the new and revised Leases to be entered into with respect to Separate Development Parcels in the Commercial Portion, and any other agreements referenced herein. All waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of the City and Developer, and all amendments hereto must be -49-- 08/15/88 FINAL in writing and signed by the appropriate authorities of the City and Developer. N. Effective Date. 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 . By*_ U' By: Its : City Clerk Its: Iay THE KOBERT L. :DYER TRUST OF 1982 By: IVI Its: Trustee Approved as to Form: sty Attorynr�ey/, 6/112/065580-0001/009 -50- CZD 08/15/88 FINAL STATE OF CALIFORNIA ) } ss. COUNTY OF ORANGE ) On this _Q(0 day of , 1988 , before me, the undersigned, a Notar P blic in and for said State, person- ally appeared' personally known to me (or proved -to me on the basis &E satisfactory evidence) to be the person who executed the within instrument as Trustee of the Robert L. Mayer Trust of 1982 , dated June 22, 1982 , as amended, the entity therein named, and acknowledged to me that he executed the within instrument. WITNESS my hand and official seal . 0FF1CIAL SEAL BME BAMLLA --�- es uryNblk-�Cal�Mia Notary Public DRWE COUNTY 4 Corm, Ems.Jai.B.i490 STATE OF CALIFORNIA } } ss. rookwA COUNTY OF ORANGE ) paA�1G On this 04- day of , , 1988, before me, the undersigned, a otary Publiciin and or said State, person- ally appeared , personally known to me and � (or proved to 17 on the basis of satisfactory evidence) to bey the person who executed the within instrument as the Mayor of the CITY OF HUNTINGTON BEACH, the public entity therein named, and acknowledged to me that such entity executed the within instrument. WITNESS my hand and official seal . Notary Public OFFICIAL SEAL BETTE BARILLA FOIMAYhCOMM. 'oaary Public-California ORANGE COUNTY EXD•Jan.A, 1990 -$1- 08/15/88 FINAL EXHIBIT "A" y off` o� �R!- ��. CITY BEACH MAINTENANCE FACILITY C zi 151' ;1��'c��'14't✓� FJ e�'�L'�;b'c 110f7-10' A,a�.Jg•ri�. 1�.�• . t__.. J �� a� �w• i�• IZF;O.O . L• Fst.'fb DEVELOPER PARCEL ti/ k A '77' 0 40 m IA- .� r { S � o yzcyh• 4r 13- a !1 yr'oy'•�'r� BEACH BOULEVARD REMNANT PARCEL REPARED BY: h.A,.w.../ky. ALL THAT CERTAIN LAND IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: THAT PORTION OF SECTION 14, TOWNSHIP 6 SOUTH RANGE 11 WEST IN THE RANCHO LOS BOLSAS, AS PER MAP FILED IN BOOK 51, PAGE 14 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF A LINE THAT IS PARALLEL WITH AND 50.00 FEET WEST OF THE EAST LIVE OF SAID SECTION 14 WITH THE NORTH - LINE OF THE SOUTH HALF OF THE NORTHEAST QUARTER OF SAID SECTION; THENCE 'SOUTH 0' 44 ' 22" EAST 1820.36 FEET ALONG SAID PARALLEL LINE 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 PARCEL 2 IN BOOK 826, PAGE 379, SAID OFFICIAL RECORDS; THENCE NORTH 530 05 ' 49" WEST 172.33 FEET ALONG SAID NORTHEAST LINE TO THE WEST LINE OF THE LAND DESCRIBED IN BOOK 261, PAGE 41 OF DEEDS, RECORDS OF SAID COUNTY; THENCE NORTH 0' 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 2242. 93 FEET ALONG SAID NORTHEAST LINE TO THE EAST LINE OF THE LAND DESCRIBED IN BOOK 13500, PAGE 1394 OF SAID OFFICIAL RECORDS; THENCE ALONG THE BOUNDARY OF SAID LAND -THE FOLLOWING COURSES; SOUTH 3' 46' 53" EAST 5.78 FEET TO A POINT ON A NON—TANGENT 1250.00 FOOT RADIUS CURVE THAT IS CONCAVE SOUTHWESTERLY A RADIAL TO SAID POINT BEARS NORTH 32•' 06 ' 11" EAST; NORTHWESTERLY 51. 48 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 2' 21 ' 34" ; NORTH 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 970 09 ' 34" ; NORTH 36' 54 ' 11" EAST 141. 92 FEET TO THE 'NORTHEAST LINE OF THE LAND DESCRIBED AS PARCEL 1 IN BOOK 8020, PAGE 73 OF SAID OFFICIAL RECORDS; THENCE NORTH 53' 05 ' 49" WEST 17.00 FEET ALONG SAID NORTHEAST LINE TO SOUTHEAST RIGHT OF WAY LINE OF HUNTINGTON AV£NUE- 60.00 FEET IN WIDTH; THENCE NORTH 36" 54 ' 11" EAST 147 .95 FEET ALONG SAID RIGHT OF WAY LINE TO AN ANGLE 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' S8" EAST 1905.70 FEET TO THE POINT OF BEGINNING. J CH" ARRIS E. COUTCHIE, L. S. 3118 EXPIRATION DATE: JUNE 30, 1988 ti7 x-AND Slf HAra,-s E. COWTD l z U. = LG-0222 EXHIBIT "B" cJ� NO. 3118 �Q 134 . 1201 -V F OF C A1. ( Approved 6122lb THEWATE-P\-FRON 1 . M x . COMMERCIAL MASTER SITE PLAN H H ri Pursuant to Downtown Specific Plan Section 4.11 .02 C s Approved 6/ Page 1 of'1. � y7P w --- ---fon --t%Y—ww- as —{AAA ti _ .. ... _ .,i•-•-• TA i o saw -a• i 5,9444 rA A 00 to —A ' A ail i "_ tilts. j . � jo .. 7-,• rR 3 P q44 •• 1 A10 0 � r 0 dk, 4y tf M • AMA ri Sum DuAt 1 posse TI or AAe IV Dine r DAAAe TI 1104T CIAAA IIOTtL ItAtTs IDA COATe0eMCe,Onll All'AAfT, AOTIL /AOODIOC: VLAAA LAAN01 bMgt TI■II&COYQTA VAOAINC iTGACTAde w _� H C WATEURONI. Page Appro?�of�121T/88, Location: Phase Deseript;ons: The Waterfront is a master-planned mixed-use de- wclopnrent a ocompass;ng approximately 44 acres Pkist 1: Flest-Clans lielcl Phaat 3: C6Utr9voce llotcl Place S: 1tra,J1[3beprJES 11612 '.waled on the inland side of Pacific Coasl I lighway The frnr phase witl consist of a first-class hotel of The third phase wrllarnsist of aconference hotel of The fifth Phase willMnsist of a retail shopping plaza I-cIwccnIluntingtonSlretl and l3cachaoulevardia apprasimalely 30A guest lorsnrs on an apprrui. arilnaimumo(SMgucstfrxsmsooanapPraainutclr of&maximum of75.(M sq.ILlocaicdoaansplsrcus- Ihc C'ily of I luntiugwn []each. The peoiected is mstely 3.58 sere utc and will include: 2.9 acre ake and will include: mately3.91 sae site and will include: {rK.attd within the Main-Pier Redevelopment Prof- I remaurnal 3 restawaeu Restaurants ccl Arce olthe Gty,a 0mcitains Downtown Specific I deIkalrisenhaack shop I enterexinmeot lounge Specialty retail shopping facilities Plan Uistrict f"and District 09.The twodistricts I entcrtainmcot lounge 214611ounges Outdoor plan areas sit separated by the future extension of Walnut I lobby lounge conference,meeting and ballroom facilities Avenue through the site. meeting and ballroom facil;tica clerical and conference support services newh above-grade end sutmerfanun parking f- eat rental and travel assistance o(ficc tar tental andUavel assistance olrice licswill provide significant opportunities for recis The subject of this Commercial Master Site Plan is gifthundry shop gifthundry shop and other related specially re- cal parking agrcements between the retail shop] Dutri h f9 surroundcJ byIluntingtonSlecer Pacific filnemkiLereiae room tail boutiques plan and the other facilitiea of the project. Coast I lighway, Beach Boulevard. and the future rAmming pool,spa and outdoor plaza fitneWtsercise room extension of Walnut Avenue. swimming pool,spa and outdoor plars. Project Description' dare 2: Teents and 11WEb Ceater Mae 4: All-Su lie Ilaid Psaae it [auarrY hotel The second phase will consist of a tennis and health The fourth phase will consist of an all-suite hotel of tiro sixth and final phase or the Commercial Mastcr 7 center on cat approximately 3.48 acre site and will approximately m guest rooms on an spproxi- s;Ie Plan will consul of a luxury hotel of a maximum The commercial portion of The Waterfront encom- include: matcly 1.22 sae site and will include: c(400 guest;roams fasted on as appraaimatcly 5.04 C passes approximately 20.03 net acres and will consist i i of six Phases rnnsisting of foul hotels,one'co I restsuraAl axe site and will include: 'cones and 9 tennis courts I lounge 2 restaurants + health center and one rest;)shopping plan. The 23 mctet lop pool and spa car rental and travel assistance office l caicnairsmcat lounge 1 phases will be developed in numerical order moving lentos practice alley with ball machine filncsslexerci a room 1 lobby lounge from west locast along Pscifrc Cost Ffighwsy begin- clubhouse and health tenter of a maximum of indoor pool meeting and ballroom facilities j wing at lluntingtoa Street and ending at Bleach 25.000 sq. ft, that will include locker roots, car rtntal and travel assistance office Boulintended edt Although Waterfconstrront hallcted en phases. d is Penns: pro shophporls clothing store, snack gifthundryshop and other related specialty retail asinleinte lTheWnterfpmentralfbecomsidereJss shopiuicebar.evcntdubroom with uxktailbar boutiques s single integrated development project. overloolung the tennis courts,and personalcate rAneltleler63e room As dcsaibed and illustrated in greater detail herein. services such as manage. facials, salon,sauns swimming pool,spa and outdoor plus Walnut Avenue w;lltreeonstructed from lluntington and hydrotherapy. Strcct to lie sch lto Itvard and a linear parts called The facility will be open to the public and■ice.may the"Psofrc Promenade"along racifie Coast ll;gh• be charged for its usc. The facility will be con- way will prcmde ■ pedestrian link between each structedorer subterranean parUngand,erupt for Phase.Addrtionatly.twopcdcstritnwerpsssesover parking required for the publ;e'er use of the tennis Pacific Coot highway will provide a direct link be- and health center, that parking will be subject to tween the project and the beach. rec;proeal parking agreements for the use of the ennrerence hotel andother facilities or the peciecl. Approved 6122188 Page 3 of 12 Additional Features: Maximum Development: VicwOpportunities: Open Space: Each hotel will contain the ■mcnities and support Thebuildingsshall conform tothe maximum enve- As illustrated in this master site plan,the high-rise Open space areas are indicated on the itlustislion services normallyeontained within hotels oftheeate- lopes of guest roomaount,buMingsgaarefootages buildings are oriented perpendicular to Pacific entitled'Open Spsce"contained herein. inorderto gorics described and as a normal feature of such (excluding parking),height,and bulk as indicated Coast I I ighwmy end widely scp ar sled to allow abun- create umuch open space"pmible roost parkingat hotels the restaurants,lounges and banquet opera- on the illustration entitled "Duilding danlviewopportuni6cs from the upper floors ofthe the project will be placed is subterranean garages lions will serve alcoholic beverages for 00-site eoa- B4i1k"eootained herein. future tesidcnlial development to the oorlh(llcsi- bclowfinish grade. As a result,the open space are" sumplioa sad will provide fire entertainment Lod dential District f9-b). Additionally. the public will include those public,landscaped areas sbove dancing, plaza areu in the hotels,the tennis center and the subferf ancen parking geraga provided that those retail shopping plaza are located above the lcvct of public situ do not exceed an ekvatioa of one foot Pacific Coast lfighway to provide unobstructed vcrtiulforcverythrcefeclhocuoatafhanthe I Archifecturil Desirn: Timinr of Development. views towards the sea. curb of Pacific Coast Ifighway. The mbterrs. garages underneath these lsndseapcd open ss All portiotu of the project shall carte a Meditecra- Timing of development will be influenced by mar- areasshallnot be considered as site coverage.See the scan srchifeeiural style and shall conform to the Vehicular Access.' typical section at the Pacific Promenade shown on kct conditions but is estimated as follows: the previously rcfcrcnccd illustration. ' architcctusaf guidelines of the Downtown Specific Plan. rich phase of the project shallbe designed so PkaK]: Flrat CLa.Ifotet All vehicular access will be taken from Walnut that the builetinp will have archilcaural excellence Construction is planned tocammenes iathe fall of Avenue.the coonecior tercet, lfuntingion Street both individually ax well as in the context of a Iota) 198$sndbe cwepleudinthe spriagof 19%.Walnul and Beach floulevard. No vehicular access will be integrated development. It is intended that each taken from Pacific Coast Ifighway to avoid traffic buildingfollow a consistent r am of colors,de- Avenue to be ft he Ph I s Huntington Street to impacts on the highway and to rovide uninter- Clairs,exerior finishes and themaaticelcments such as eastern edge of the Phase 1 site. rupled pedestrian circulation along the "Pacific 4 rile roots, arched windows and balconies oriented pkK 2: Tennfa and 11caltis Ccutsr Promenade'linear park. towards the can so that each building is related to and 3 g Completion in 19n Phase 2 is planned to be con- shall cnhancemcnt of each other.The open space areu sttrscted concurrently with phase]. ' 1 shall be designed,landscaped and construcle f with Pedestrian Cirrufatlon: the same degree of excellence and archimetutsl Tfasc3: Ceeferencellotel l consistency. Completion in 1942, cttcnsion or Walnut Avenue The project shall provide public pedestrian links and cooneetor street to Pacific Coast Highway. between each phase via the-Pacific Promenade" linear park fronting Pacific Coast Highway and $ir^are: Please 4: AJ.SuIle hotel peach Soulcvard and a public sidewalk on Walnut Completion in 19'3•i. Avenue and fluntington Street. Additionally,two A cohesive signagc program will be adopted for the pedestrian overpasses over Pacific Cowl Highway project that will control all signage al the site. The Phs c 5: Retail Sbappia;Plea will be provided that will provide a direct access signagc will be designed to reflect the integrated Completion 19X between the project and the beach. lastly, two nalurc of all the phases of the project and to blend pedutdan paths through the project will link the scsthetically with the architecture of the project, Most S: E.uxyry Ifoid future residential development to the north(Rcsi- completion 1991 dcnfial District rf&b) with the pedestrian over- Passes over PadGc Coast 11 ighway.Se c Oc ill ultra- - Lion entitled-Public fmprovcmcnts". 1 Approved G/22/d8 Page 4 of 12 oil 111111191 Public Improvements: Ards Reserved for Public Use: Reciprocal Agreements: Publicimprovemerels arc as indicated on the itlustra• Vic art ai reserved fcrr ptdPlie use arc indicated on lion cniiilcd 'Public Improvements" contained the illusuatiunc ratio led'Areas Reserved forPublic Publit:Access: herein and include: Use-Contained herein. Reciprocal public ace-cm comments will be providec The Pacirie Promenade sad surrounding public to allow public acccu to each pliuc of the pecica vie Pacific Promenade: Pedestrian Overpasses: strccts and sidewalks to [be project shad rCVnsin the Pacific Promenade and hoar the beach via the T2+e"1'srific Promenade"is a minimum 50 too[wide Trvopedeurianavcrp open to the public at all limes. The pedestrian pedestrian overpasses over Paoftc Coast Highway. asm over PacificCoasl lfigh• overpasses over Paeifie Coil I lighway and the re- landscaped linear part along Pacific Oust 13ighway war will P.ovide a direct connection between the dts trio n paths between the future residential and sand Leach Boulevard with lush landscaping and a pecyect and the beach for the mutual benefit of nisi• the overpasses shall rcmainopca Cathie public sub- Landscape Afainfen,enCe: meandering sidewalk. This will provide a way to ton to the protect,the residents of the future scsi. kel to the operating hours or the public beach.The physically and thcmalinliy link each phase of The dentiallo the noah RcsidcmialDistrict#Sb end Tennisand}Iulih Center%hallremainopen lo'he � 7 Reciprocal landscape maintenance agruments will Wa[er(font'scommercial portion.providing aninvii- the beach-visitor. pubGesulicclloreasonablchounofoperalioaand be provided between each phase of the prvil:4 to ing pedestriso connection throughout the project. a fee for its use. ensure cortsistenl,quali"rco(alllandscapedarcu The Pacific Promenade will include occasional seal• including building setback srcas.the PadGe Prorne- ing areas,beaches.fountains,eat;to create unique Tennis and Health [enter: made and art:aawithin the street right of wtyS. and differing biediterranean•inapired pedestrian enviroamenu Connected by plazas.arches and court- The tennis and heatth tcatcr as described prcvi- tj yards.Thesidcwslkwillbe mavcd away from the curb o"y is if public recreational opportunity bencril- Parking. x line for safctr and to provide a more interestint lint allvisilorsandresidentsolthcQh olllanling xexperience walking within if landscaped area cic• son tlesch. it is rccognimd that there is an opportunity for fly vated to picwit e it better view of the beach. Direct shareduseofpsrkingfatilitice rtTh{Water/roesldue y s proviJ wby t the beach and the Pacific Promenade io she close proaimity and variable demands of a ach u provided bathe pedcstrianoverpassesover Pseifie Coast I lighway, ANcelhtneous: phase of the project. Therekue.Wiprocal parking riagreemenu,vill be provided brt�retn the phases to 01haepub6c:improvcmcnssprovidedhathcprnjcct allow the most e(fcicnt use of the pasting facilities Path to Future Residential: include the exicnsion of walnut Avcnuc and the provided at the project. In the event that a parking Conneeior street including sidcwstlLz and land• deficiency is experienced in the operation of r reaped median strips,enhanced hsrdscapc and rig• of the project,addir"ronal parking will be prow Two pedestrian pathways will provide a convenient nape monuenenlation at key intersections, bus it subaequcnl phase. link between the future residcn[ial and the pcdes. isenchea and surnoulsasicquiredby0(angeCounty %Viso overpasses,encouraging a safe transit to the Transit District, and accelcratiorJdeccleration beach. hates onto Pacific Coast I lighway. 14)Nruvr0 U/1L/a Page 5 of 12 IF e� fl'Y T- �O G� ~9 O w - AV • x:� Ix - f. f.. 1 .- .'fir.� �.� �; �.F`ki •. rdEIQSLQ 1 HIGHWAY PHASE 1 L PHAfc L•%Asc 1is L/SSAtc IV LpHAs, Y ..�.........—.« PHASE VI I fwT CU4S NOM TxlMfn<A.*WAUH COIF cl1[e"lfOrxL ASL•ifm NO rxL 0401'PO 0 PUUA &SIBUNT MOM �•. ..+ CINTLA •AIIKNO•f11VCTUac x M o W a 1-4 Ina ri iF I • lot$4[tA$5"0711 1dUrr1 AMO 1M&1144 CCwdfflup NOtlf +41•SUrlf Mom VWPPdC MARA tuf ftv(fork (IMllf fAlr Mf,5If1,CI18I COMMERCIAL MASTER SITE PLAN N I N mine oma-fna 11r11 YA►r, 111Pr.AtL1r1► •r'+Id%0040-4 1110..11.q-ll.r 11100 N11rlN O.r 1N"-rl MOM„-1]1r7.1 �7{�f 7ntvtrr' Xr]fvlrr 7!" Vier T'm$r rHVII) _ Y' -....1.4.�.•MYJY rw.r rl�. -r...11Y/aL� I.Lp �AA w..w V lr Q � O � � wr 1-r • /tA.SAM1/OWtr// tlllMl7 ;�; 1•IC.aw1.A1 Yrtlt ol.a.a../ u.oN i1../•Tw ta10.1 r].AfII.O? ..17/1.O.r•."04 7i1011/11110]/I./ CL= M 7Or141 �•••••�•••••• A 11v"4 A) �tVHJ III ]!►IrI- 31V044 31r>r� 411 '�'7�vMH�rFr rsvtf�r3r�va� +��'�' �+:' r a • acrfir.. ....0 r.a /r.rr... ��..� r...r... C • — (� �*P • 2 • • "' T • �• #� • `mil `*•. •• fi�e..r �.] -I�7,1 z '4'.+ 'r iti7g'i • d M^ I Z � �� • � - — 5 7S 3L u1 .r t<• •r..r. So Oa I4 y� O� y .r r.'.r'1 r.1 r..1r1 J� N awai' . aw •..s.I...I 11'.I.r 1•wA 1. K ru..u.r-I.I..IV +;7tlA17nMl/ �(�lPlot; • ...... 11 M ry...rp-WR.Ala.r.-I .Z:11.rI!Iw,S]1 VMJC °• 13o. ' \ .•w w .• w ..rlwr.n.+.r.I r.+.r 1N11 wMa Oer10.1411f.O v= r r "..v" 0r'n.1 awne•• l lnf7 N1 erU1KN bolos I1ON"-) •/�• /V air r•.wI �1�7 Z f 1 c, ' a:J r�! .I.wn.rrw.w.y.t tl ;.,- •r {�. ,•1:7/`.`.1L1 r nn•uL�fund P+I�wrl!ll^a tn. ►, � Page T of 12 VfEWOPPOFITUNITIESFFIOMUpast FLOOFIS OF FUTUFIE RESIDENTIAL VIEW OPPORTUNITIES FROM ' ♦ WALNUT AVENUE 0 Tn vlt;w opPORruNITles FROM y ' PUBLIC PLAXAS 00. �0 ! A. Apo Room do 1 e•S H 4 fA• � J M _ LC�ti11[A PHASE 1 ►HA/[ It .w..l....• PHASE III IL PHASE IV ►HA/[ Y ..........•.w.A. iH11i[ YI F-1 I' MI CLAM&NOICL It r►AM A.o IItA rN• Cowtoww-t tlorta AA&-OLM NON&, l010049 3 ftALA .. iiwwl~o~i�vcrwe wtull H Q y O ri Iris ewe IrriM.-.r' wrlxn..rs--ram ••••••••� ....... 1alASlJ ^Iuu r It1AS1JA 21lASLJIL �►�� ��� flail CIA1l 140111 lltiwl.-0 IIIAtfm co"flltaCl I10111 Ail.%#All H0111 1f10frMG 11AIA lYAyar ff0111 Chip ►AttM+G 51&%Klvol VIEW OPPORTUNITIES ....� uuL.1a, vl LI! !I' e. NlfAl 1l1I 1 ApproVCf •2216 ..._. \ flacc s 0. 1 ••;•• OENOTLS OTHE11 1'UDLIC Lt. 04 SPACE yr 0�'C,^s MI CELLANE-OUS OPEN SPACE �O OPtN&PAC(,PLAJAS,POOL AAF-AS OF G( C014114 nCtAL FROP(t114% <^R, Lit cc O .{ ev jp i' � •/''.,�• � r. CIS ..S •iJ y • •Ffj'`1A. •e� r"• '.. z •' � �•� .�. :�• •. •*'. :Q. , ;�• � .fig C�E1�A�T HISiHWA PHASE I CHASE 11 .....�....... P"Alt III f HASS IY PHAiE Y ..w.....A..r.« PHASE VI /war CAA."a MI. 1L+ra AM AtAL IN• ••A gowtoOIA.CR"CTRI. A".* tt"am b.COW"id MAIA LOINUMV F01a1 cA,nti ►AAawO alruClude PACIFIC PROMENADE .� PACIFIC PROMENADE LaAlemva oAAot,rr.vcnrlcx Io ��• ]C ./,• ./ •. .�*+ >!MT.IgNItOwtAL UNE t ��• �'• ��� DSGAPLOSLO►E f ,� FI .• A..3 ■LIKCIIAfA •�,• t 'YEANOiAONG SIDE WALK wilt Ow '( 4. II AMINO%VMLAs MECtjSAA'f ZZ /I GUILD •.•AA/�.L O.'1A r.q I r w AA a • Aj y ."\. PACVIG COASI IOIGINYAY ",N4,powwj'. IIw A ■a IL ►OSSIE 1IELOw GRAM PAIIAING. r �•1 M.o� w aer�awr.An a.A� gig IIN • L( L AND L%WIT tANDSC APING OVCA• 1 I N.OI CONSIpt Oil D AS 5I1E tCVCAAGE I TYPICAL SECTION AT PACIFIC PnOMENAOE OPEN SPACE Approved 6122188 HOT[: SUSSENCrIESL100"OUTSASREOUIREO WADI+UTAVENUE-PUOUCSIOEWADAS 11VORANGE COUNrr TNAASIT DISTRICT A LANOSCAPEO MEOIAH$r RIP page 9 of 1 I TENNIS 1 H(ALTN C CH"R OPEN TO PVSIJC 'SRIA S7REET•PVdUC SIOEWAIRS A ' E TENNIS COVR rS LAXOSCAPED M(DUN STRIP tS 10"A"".CLUIHOUSE a HEALTH CUTER s PEOCSIFALAX PATH CONNECTS IVTUR[ PEOESTRUN PATH CONNECTS RM.ME RES+DENTLALTO OVERPASS RESIOENltAL TOOVEAPASS co • O m n V t .T % 7 t*1 — x —GCIB".QA T t IGHWAY — -- 14 PHASE 1 PHAS II PHASE III L PHASE IV PHASE r /HASE Vi df ra"T CILA1,4 NOEL "A-* Tw OOI/LAIACI HOT7•L All-01JITE HOrKL s"OP0.04 PIMA EuDURr HOTEL Md CUREA PAAAIIIY ETIUC►ual . h [NNANC[O HARDSCAIEI PEDESTRIAN OVERPASS ENNA14CEDHAJIDSCAPC A HIGHWAY ACCELERAT*N/DECEL[RATI(W CMHAPI t rAONVMENTATION SIGNAGE MONUMENTATION. LINES AS RtWlfkEO ST CAL•TRAHS PACtPIC PROMEHADE'-MINIMUM SW WIDE PEDES7RUW OVERPASS— ENHANCED HAROSCAPE S LANDSCAPED LINEAR►AAK WITH ME&NDERUIO S16NAGE MONUMENTATION StOEWALK-OPEN TO PUOIIC MA)CIMVM APO- SkO►E 1 rT.VERTICAL TO S PT.HORITONTAL , VARIOUS EMRANCED MAADSCA►E,SEA-11HO OROUPS S SENCHES.CONNECTS TO ALL COMMERCUL • - PROPERTI(S.TOPEOESTRIAN OVERPASSES 16 PUBLIC IMPROVEMENTS TO PEOE SIRIAH PATHS TO r VTUAE RESIOENTIAL N Approved G111/88 Ej +_ Page 10 11 rli.CSTWANPAIn mjmj�_jL Fe&-ALTI{CrNTui P(0(111M•N PATH iA0•e FVIUM( ES+OENIIAL NOTE: ►AAMWQ SELOw,EXCEPT FROM W"k AESMXHT1AL TO►ED131RIA,OVERPASS AS nEOIAACD fQn t[►+ss 10 PEINESTArAN OVERPASS /HEALTH C(Miln,17 NOT *� FON PUIILlc PkSwOus. y BO y9 O W. NVT AVENUE 41 a _ •151 o z PAElE1C�RA I S1�i1lWAY ~ PHA/E 1 PMA/C 1 PNA/E 111 PHA/1 IV ►MA/E Y PHA/C YI •wIl TAAaa MOTO& Rnfa r -W ft TM GOMI PCPCE MOM ALL-*kM 1,011E Mw'/f+�l#%AJA LUILLNRT wO f�YC TIA• iax"m M PACIFIr, MOMCNAO OYE[jPA$S E �IfifAriit?YEllf'A5S PAQF M-9—M B0L n AREAS RESERVED FOR PU13LIC PURPOSES �J Approved 6122168. 2.of Page 11 1 MM ER[IAl MASTER SITE f' _ lIM.MAEiY ' ��st�Li4wEO TOTAL BLAG: ACREAGE-. TOTAL GROSS: 21.22 aL go= um ARIA TOTAL NET: 300 aL PIQU 1 FIRSTCIASS HOTM 301 13 25i,000 Lt. PHASE 1: 1 Sa a< ' PEASE 3 T1:NNtS i HEALTH CURER 25,WO Lt. PHASE Y 111 8L Pl"f 3 C0WERE►ICE HOTEL S01 1f 3L0,001 al. PHASE 3; 200 aL PKASX/ ALL-UM HOTEL 80 As 350.600 Lt. MUSSE 4; 1.22 aL MUSE V. 3 SS T- PILASE S RLTAII IMOPPWG AJa 3 TS.000 a.l. PHASE/: L" aL PHASE i LUXURY HOTEL S Alt" a.f. TOTAL NET: 2003 ac TOTALS 1.W 1.3".600 mil. ALLOCATION; PUBLIC OPEN SPACE ALICNTTY; 691 aL 315 % OTHER PUBLIC OPEN SPACE: 3 31 aL 11• % D137RKT/0 MAXILIU1i FAR 1.9 L14CELLANCOUS OPEN SPAM J11 aL M % TOTAL OPEN&PAM 11." ac SS 7 % FAR 1.4 BUMDtNG COVERAGE: 1.11 at 3S f % STREETS,OAIVEWAYS A PAFWNG: 141 aL III, % H1 1 OTAL k&DwK AALA FsCL*U AIU:L%amLh I Cr rAAA.W. . {� 1 T14.AA NAm F18a1 AALA►tim DIP,nAm&Lm I I1&AS l m T.F. LLCIEL' - ~ I All ACMIALE FICLOCS"I WT of ALL IXIWA t5 MI 11ICL1A'U4 C46111tC10R ST*M H AMAuuaAATl dYMC111AA1091LAJOUoN►ACOKCQUIH4~T. 3 FIC mil FOR tA,0Iv1mm""I AAf YAOwII FM 96O mArw1%m PukOMIJ. MA1IA"T TO n - 00r aCWW .ACCAIK PU%X � DWT4 &tlT wITAMD"CO AAa LM aIAAAO�O 00 ToiL" WNMN_P 4tlFK $KAV WYMACAlIT NOLYOU AS .a a OHCA"ar n a4.OEIAA. I Pumupmf TO boavTowr LPCCVeC PL►ll 61TTTIKT OCv1La"Amf ITANOMM•V TO 19% CIO TT[ TOTAL Ia+MK V OPt+I ACS ALEI1111 LIC AC:U YAW K IAILLO" "A& AIt*W�4 AP"OI�IATIET LI.IAA IW&01C0 ACL A VC AA� CLUGHOLM AND 0"104 CI MEA OA M 60 10 Ia 0*I F. AUIE i MAD Al PRAM f/t AAIG•UM� II w Af POTM A MACK On itW KX A ANN WID MkAIK COAAALL.AS A 11EWL? TTAI A000100 OF TW/KW JU YAOWM FOA TOTAL OFC■YFL{{&MbwC(Owl AALL Amo IM�rl,OWMCfrATS\PAAAaF(KKAMT • LACUM Taft OF TW TOTAL AKT M AMA I imm F KAMU IAAT rot Aa10 M TO Aaatilo+Ic N S1TL ��1T15TJGS.--13YJ'_HIASE App. d S/2?/88, . Page 12 of 17. PHASE 1 MIME) PItAU S RSiASE 1: 1 S4 ac P11ASE 3. 10 at P1UlSE f. 11l W. ALLOCATION: ALLOCATION: ALIOCATTON: PVIT(7C OPEN SPACE AAiENTTY: i Sa t 144 x PURLIC OPEN SPACE A1iEWTV: O S& TK I t 0 X P(AN1C OMIT SPACE AMENITY: t.Ii IR 116 % Ol'11CA PUOi.IC OP[N SPACE: 0.71 TK. 11.1 X OTTIEA PUDUC OPEN SPACE: 091 231 x OT71CA K2WJC OPEN SPACE: %1T +K li.l X 1W5CEU-AXE=OPEN SPACE.: tH or. u % MGCCLLANCOUS OPEN SPACE M 11 % 1iaS U ANEOLIS OP{N SPACE: LU k M X TOTAL OPEN SPACE: 1.S1 IK 4c1 % TOTALOPIN SPACE: 1.33 aL 00 % TOTAL OPEN SPACE: 1.60 aL Ile xr BLMDUK CCVERA X: 1.SO MIL41.t % MV D[7�IG COVEAAGF: I AS Sol % eUSDING COVEAACE; t%I w- !11 [ STREETS.DWYEWAYS!1 PAAIONG: r!4 ML w x STREETS,Diis5lMAYS&PARK24G: J (] a[. U % STREETS.DMVEWAYS A PAAIONG: Ln 1L ju L TOTAL NET SM AREA: 3,$4 .L 100.0 % TOTAL NET SM AAiA too M. 1000 x TOTAL RET SITE AAEA: 11I Tt It*t A. PHASE 1 P!(AS ES P1SdSE4 TENNIS AND HFALTH CFNTFR LSl axHQZE1. PPASE? 3 W 11L P1trlSL 4: 1 I1 IC P ksE is 104 ac M ?C ALLOCATIOM; ALLOCATTON: ALLOCATTON: PVOLAC OM M SPACE AUEM(IY7 234 R if,4 11 PUBLIC OK SPACE AIACNTTY: 114 at- )i 1 % PUTLl1C OPE N SPACE AJJE MfTY: 3 41 at M f % OTT"PUBIJC OPEN SPACE: 012 at 1 S 1 % L [ OT11EA PUMX OPEN SPACE: Ice a[: 1 f %tIl 011i[A Pun1lt WEN SPACE: Soo ar. i S % I—I LISCELLA►[ED[A OPEN SPACE: im aG M % NISCCLLAREOUS OPEN SPACE: La It 1u % iiEC[LLANEOUS OPEN SPACE: �.33 a< j.E % ~3 TOTAL OPEN SPACE: 3.44 ac w t % TOTAL OPEN SPA". #SO r[ 41.4 % TOTAL O► M SPACE: 161 ac f1.t % n nuS,OINc cOVERAC.E: 4.4s ae: 139 x eUKDLUG COVCRALE; t SS K IS 1 % etw-mmc COVEMCE: 114 ac 421 % SIRE M.oRIVEwAn rAAlaAic: 004 .c 1.1 x STREETS,DArwTwATs i rAWoli6: 411 Mr- LL1 % STRUTS.MAVATS 11 PAAICNG; 2m ML ji X TOTAL NCT SITE AREA. 1 1Z it 100 i % TOTAL NET SITE AREA• f W at I w i lc41Sa. l AAL A(aC AIi 011041 f16[A111 AAI WT Is ALL CGAWAI[b 1TVAM/IG1MMM4 CONKCTOo LT/IiLT APO ACCIAlAArVAVi3r ClIf AATMT LN /AUK[OBIT NUAraf, If1C1M1}fO1114w DWaP1VWaAAfLw"wl(1AWdOMuAT1DMAlPUAPOLfi f1+t1}[IAYITOOfAaMIfAaMVIffKfIAMfMSfnKT [ IMV[LOPA.I1fl FFMO AAM AAf APfLOrO On A CiMAATM MASTIM RAN MA14 f(MTSI[A,1144 rVAw-MS(IrK 11G1MLS 11KA&M AM(suaACT 70 IMMOA AMATUEMY Ad fAdLK!nWA F L A PEW-AA 0 M O[1 AL I/LMSUAIR TO 00VAMP&M V[f1.1C NAM DOTa1CT"DINtOfW MT AAMfMAfx [✓To f 1Y Or"f 101AA "MPC C"M VACf AwwfT Ifif [S[I[A111 MAY N 4M(LCIUD TMiI ALI frM'WL AMA(Y1a4ATil7 It 1..Iw7tafD VA(E A 111w6 fRVM.dA[Ar0 M[JLL1M CIM"M Of ji 0 10 Ys[S I,A kjur D TA h1A14 /1 j6M f LKWA[AS 0011A A rVW K OMM VAU AY[wf1 AND AUkZW-4 CCMAA[f. Aa A AMU "0 ADM"CO T1f I1C1 LS Lr1.1T1100 TOTAL OPiM SPACE.O MDM4 COAMACA AFO IIA[lTl�OAAM1wAri a fMA/11f SLIGIITLT L UMA S"Of M TOTAL IK 1 IfII AMA L sow FILLMia MAT 1IOT ADO D[1(TO AOIA11Oa+L K J 00 ti,�\ , ,\ NOTE TIME CONCEPTUAL BOUNOAAT N AIIGN(0 TO % 1 1 , :I14 NFIALLIIICI(IEAFIRONk fMRE SECF30NAAN1AAl1IL0 oI\,1 �' Lf1 t1,� %, 'y ♦ CONCEPTUAL RESIDENTIAL t '=� ;-`�:.T ♦,• PHASING EXHIBIT -1 MOT.: /� �+f,.r n f (, ►MA/f Yf obfibfMllal 21TE/tax 1s �� V. v � 1 I.?Il •--+��` f ����/`� �� ` ;s• of Aloo:iwvo i�ia+iirw ,. L� xor 40, .00 all we 1-i l GU s — \ } % �\ r S J = AarTAII J�1N rr r rI rql w w w w wa 1+Y r 1frr •III IIa1r ���•r....,r... IMAff M " IYa ff 11/ /Maff.Y �.rr..—•....� fMAff f4-- ���" v\ l ' L+I I�I1 GwaswlM If�.Y� 4M1� f .MWef ,4 af•MI/"lot 0-1A.AA W.MIM.., fAr.fA ..M�a AIAK 1Mf APPROXIMATE LAND AftfAS. C NOTE: .crwE R(SIO[NTLAL PIWSE BOUNDARIES WILL BE OETEAu.NEO BT COMMERCIAL RESIDENTIAL A AWTER WTE PLAN AND PHAfINC PIAPI TO BE A►►ROVED BT 704E PLAMMUG COUL06SNW PURSUANT TO PARACAAPH 1160 OF THE SECTION ARE/ % IOTA! $[Clio u3 6 ��1 00W14TOWN$PE(IFIC PLAN OTHER LANO PMNNINC CORSIOCRATtONS AMP CONSTRAINTS MAT ALTER fOE1EMM1MTTHE CONCEPTUAL BOUNOARIESSHOWN. A 10 Ac. 50% A , 12 AC. 50% 11 5 It. 2S% 0 6 Ac 25% C -5 At Z% C -§ Ac. -n% (�} 20 AC. 100% 21 Ac 100% ���/►mil .... Jill I ti r,r�I i %r I1 I r I TH E WATE URONT. EXEIBIT "E" Approved Title Exceptions The "Approved Title Exceptions" for the Site and each Separate Development Parcel thereof, as applicable, shall include: 1 . The City' s interest in oil , gas , hydrocarbon substances, and ninerals 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 Site 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 from other lands , but without , however , any right to use either the surface of the Site or any portion thereof within 500 feet of the surface for any purpose or purposes whatever . 2. Any and all water , water rights or interests therein, no matter how acquired by the City, together with the right and power to explore, drill , redrill, re..,,cve , and store the same from the Site or to divert or otherwise utilize such water , water rights , or interests on any other property owned or leased by the City , whether such water rights shall be riparian, overlying, appropriative , percolating, littoral , prescriptive , adjudicated, statutory, or contractual ; but without , however , any right to enter upon the surface of the Site in the exercise of such rights and , provided further , that the exercise of any such rights by the City shall. not 'result in any damage or injury to any improvements constructed on the Site , including without limitation any subsidence of all or any part of the Developer Improvements to be constructed pursuant to this Agreement . 3 . Exception Nos . I (as to then-current taxes and assessments ) , 2, 6 , 7, and 9 in Schedule 8, Section 2, Part II of that certain Corunitment for Title Insurance dated December 81 1986 , as supplemented on January 23, 1987 , and March 27 , 1.987 , issued by First American Title Insurance Company covering the Developer Parcel (OR-1455792) . 4 . Such other exceptions to title as hereafter may be mutually approved by the Agency and Developer . EXHIBIT Lj ' �, Huntington Beach Planning Commission 4 a P.O. BOX 190 CALIFORNIA 9264.8 June 23, 1988 RLM Properties , Ltd . and City of Huntington Beach .qcdevelopment Agency SUBJECT: CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT NO. 87-17 .jEQUEST: To develop a 296 room resort hotel and related facilities with special permits which include tandem parking spaces and site coverage calculation; and one-lot subdivision for commercial condominium purposes for the hotel . :,CCATiON: Corner site on the southeasterly side of Huntington Street between Pacific Coast Highway and the proposed alignment of Walnut Avenae DATE O. .PPROVAL: June 22, 1988 FINDIN r R APPROVAL - ND ?�A E PERMIT NO. L7- The establishment, maintenance and operation of the 296-room resort hotel and related facilities will not be detrimental to the general welfare of persons residing' or working in the vicinity; or property and improvements in the vicinity of such use or building . The proposed 296-room resort hotel and related facilities is compatible with existing and proposed uses in the vicinity which includes existing and future uses within Districts 8 and 9 of the Downtown Specific Plan. 3 . The location, site layout, and design of the proposed 296-room resort hotel and related facilities is properly adapted to the streets and other structures and uses in the vicinity in a harmonious manner . ATTACHMENT NO. 5 •t �ti CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE TRACT NO. 13045 AND COASTAL DEVELO?MEt:T PERMIT NO. 87-17 lo- Z Page Two 4 . The proposed 296-room resort hotel and related facilities is in conformance with the adopted Downtown Design Guidelines . 5 . Architectural features and general appearance of the proposed 296-room resort hotel and related facilities shall enhance the orderly and harmonious development of the Downtown Specific Plan area . f . The proposal is consistent with the goals and objectives of the Huntington Beach General Plan. " - - The proposal is in conformance with the approved Conceptual Carr.T.ercial Master., Site Plan. 1'INPINC5 F R A P VA - SPECIAL EEFN.XT:.1 . i . Special Pernits for deviations to the requirements of the Downtown Specific Plan include 58• tandem parking spaces (18 percent) and site calculation for subterranean parking structures measured from adjacent. grade in . lieu of . existing top of curb. ? . Special Permits for the resort hotel result in a better physical environment because the parking is concealed from public streets by a fully landscaped slope and creates a park-like atmosphere. 3 . Approval of the Special Permits:will .not be. detrimental. to the general health, welfare, safety and convenience of the neighborhood in general nor detrimental or - injurious to -the value of the property or improvements in the neighborhood. As a normal part of hotel operations; a valet parking staff will be provided and will utilize the -tandem spaces . 4 . The special permit requests are consistent with the objectives of the Downtown Specific Plan in achieving a development adapted to the parcel and compatible-with- the surrounding environment . 5 . The special permits are consistent with the policies of the Coastal Element o•f the City' s General Plan and the California Coastal Act . _ r CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE ~� TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT_ NO. 87-17 Page Three i ND NHS FOR _APPTZQVAL — TENTATIVE TRACT NO . 13045 : 1 . The proposed one lot subdivision for commercial condominium purposes of this 3 .7 net acre site zoned Downtown Specific Plan, District 9 (Commercial/Recreational) is proposed to be constructed . having a • 296 room hotel with ancillary uses . 2 . The property was previously studied for this intensity of land use and determined adequate at the time the mixed-use land use designation, and Downtown Specific Plan, District' 9 zoning designation has placed on the subject property. 3 . The General Flan is designed for providing for this type• of land use as well as setting forth provisions for ' the implementaticn for this . type- of commercial activity..: 4 . The site is relatively flat and physically suitable for the proposed type of development . 5 . Tentative Tract Nlo. 13045 is consistent with the goals and policies of the funtington beach General Plan. 6 . Tentative Tract t:o•. 13045 is in conformance with the approved Conceptual Cor_mercial Master Site Plan. FINDINGS FQR APPROVAL- - COASTAL DEVELOPM-ivT PK M7T h0 J7-17 : 1 . The proposed . corm„ercial •develcpment conforms with- the plans, policies , requirements and standards of the Huntington Beach Coastal Element . 2 . Coastal Development Permit No. 87--17 is consistent with the CZ suffix and the Downtown Specific -Plan as well as other provisions of the Huntington Eeach Ordinance Code applicable to the property. 3 . At the time of occupancy, the proposed commercial development can be provided with infrastructure in a manner that is consistent with the Huntington Beach Coastal Element and Land Use Plan of the General Plan '. 4 . The proposed commercial development conforms with the public access and public recreation policies of Chapter 3 of the * California Coastal Act . /E? CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE y TRACT NO . 13045 AND COASTAL DEVELOPMENT PERMIT NO. 87-17 �7. f Page Four -� �1 CONDITIONS OF APPROVAL, - C9NDITQuAL USL PERMIT' NO_ 87-19 : 1 . The site plan , floor plans and elevations received and dated May 11 , 1988, and parking structure layout plan: dated June 15 , 1988 , shall be the conceptually app.roved layout with the- following modifications :' a . Porte Cochere, shall- have a minimum vertical clearance of 13 feet-5 inches . for Fire Department vehicular access . b. Angle bf depa'rture' for r..ain� entrance• drive shall allow for access by fire apparatus . C . Provide e.;�ergency pedestrian accesiway' from. Pacific Coast Highway to the stairway in tower and into parking structure . d. Provide Fire Department fire lane on east side of tower . e. Redesign parking layout to the maximum extent feasible to keep tandem (valet) parking away- from the main drive aisle . f . Provide two additional handicapped. designated parking spaces for a total of eight . 2 . Prior to issuance of- buildirg - permits , the following shall be completed : a . - A Landscape and Irrigation Plan in 'accordance with the Downtown Design Guidelines shall be submitted to the . G Department of Community Development and Public Works• for review and approval .. . b. A Rooftop Mechanical Equipment Plan .indicating screening (architecturally compatible with the building) of all rooftop_ mechanical equipment delineating the .type of 61e material proposed to screen said equipment shall be reviewed and approved by the Community Development Department , � . c. A detailed soils analysis shall be prepared by a registered Soils Engineer and together with a grading plan shall be submitted to the Public' Works Department for review and -approval . This analysis shall include on-site soil sampling and laboratory testing of materials to provide detailed recommendations regarding grading, chemical and fill properties , foundations, retaining walls , streets, and utilities . C = Complied C1 = Complied with as part of Phase 1; other requirements necessary with future phases ' N = Non-compliance \.., F = Future Development O CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVZ . CA', TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT NO. 67-17 �q, Page Five d. Pursuant to Article 87 of the Huntington Beach Fire Code, a fire protection plan shall be submitted to and approved by the Fare Marshal . This plan shall include, but• not` be limited to: - . - ( 1) Phased installation of fire sprinkler system.. (2) _On-site security during construction. (3) On-si.t'e road:)'ays and streets shall be improved to an all--weather driving surface prior to combustible construction. (4) Fire. Department access . e. .ina1 Tract Map for the subject site shall be accepted by the City Council . f . A copy of the revised plan pursuant to Condition No. 1 of this report as record for the conditional use permit file shall be submitted. g . In order to properly size the drainage system for the entire waterfront development project, a hydrology/hydraulic analysis shall be completed for the tributary area to the Atlanta Avenue storm drain pump r station. If any remedial measures to either the existing L� drainage system or pump station are deemed necessary, they shall be completed at the appropriate phase of the Master Plan. h. A. plan for the perimeter pedestrian link/Public sidewalk shall be reviewed and approved by the Departments of Corumunity Development and Public Works .. . is A shadow study of the ' proposbd tower shall be' prepared and reviewed by the Planning Commission. . 3 . The following Public Works Department requirements shall be complied with: a. walnut Avenue shall be constructed to full width including the median improvements from Huntington Street to the' i• tract ' s southeasterly boundary. (/ t CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATJIVE 6 TRACT NO. 13045 AND COASTAL DEVELOPMENT PERMIT NO. 87-17- Page Si_x b. Huntington' Street improvements shall be constructed to Public Works standards . c . The developer shall design and construct the connection between Huntington Street-Walnut Avenue and the existing Huntington .Street alignment. d . The developer shall install the required traffic ' signal conduit at the intersection of walnut and. Huntington. e . The traf f is signal ' at Pacif is Coast -Highway and Huntington j Street" shallbe -relocited, per City and CalTrans . standards . [i f . All Pacific, .Coast Highway improvements shall meet CalTrans criteria . g . The connection to either the 24 inch or 54 inch O.C.S.D. trunks in Pacific Coast Highway or the beach parking lot , respectively; 'shall be approved by the n.C. S.D. h. An underground drainage system from Tract 9580 to the west side of Walnut/Huntington shall be constructed per Public Works standards . i . Off 'Site water mains shall be constructed from Olive Avenue/Third' Street to the project site. If Walnut kvenue is constructed from Lake Street to Huntington Street in conjunction, prith this, tract, 'an 18 inch main is necessary in Walnut Avenue and 12 inch mains in. Pacific. Coast - - Highway, Lake and Huntington. Otherwise, an 18 inch main C shall be constructed in Olive/Third/Lake/Pacific Coast Highway,, and 12 inch mains in Huntington Street (Pacific Coast Highway to Walnut) and Walnut Avenue. (Huntington Street to the southeasterly tract boundary) or another route location as deemed acceptable by- the Public.Works •Department to serve, the. project site . - j . Landscaping (including public right-of-way) shall be installed per the downtown guidelines and maintained by the developer/hotel operator. k. On-site public water facilities shall be located in �+ vehicular accessways and dedicated to the City. C� 1. Any enhanced street materials and landscape improvements shall be per the Downtown Design Guidelines and approved by the Departments of Community Development and Public Works . {./ w-w CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS. TENTATI.4r_ TRACT NO . 13045 AND COASTAL DEVELOPMENT PERMIT No. 87-17 Page Seen �. r t The following Fire Department requirements shall be corrplied G with: a . Water main system shall be upgraded to provide a needed fire flow of 5, 000 GPM. b. =ire hydrants shall be located subject to Fire Department requirements . C . Project, shall be protected by an automatic fire sprinkler systen throughout all buildings and parking structures . The tower building shall also meet all state and local codes pertaining to high-rise buildings . d . Project shall have a fire alarm system designed to Fire Department requirements . e . dire hydrants or other source of fire flow acceptable to the Fire Department shall be installed and operable prior to comamencing combustible construction. 5 . The development shall comply with all applicable provisions of� the Ordinance Code, Building Division, and Fire Department. 6 . Low-volume heads shall be used on all spigots and water faucets . 7 . If lighting is included in the parking lot, high-pressure sodiu:i vapor lamps shall be used for energy savings . All outside lighting shall be directed to prevent "spillage" onto adjacent properties . I; All building spoils, such as unusable lumber, wire, pipe, and other surplus or unusable material., shall be disposed of at an off-site facility equipped to handle them. S .' A planned sign program for all phases shall be approved for .all signing . Said program shall be approved prior to the first sign request . 10 . Prior to issuance of Certification of Occupancy, an affordable housing plan shall be submitted and approved as follows : CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE TRACT NO. 13045 A;D COASTAL DEVELOPMENT PERMIT NO. 87-17 Page Eight a . Said Plan shall comply with California State Government Code Section 65590 ("Mello"8ill) with regard to required replacement of affordable housing . The existing dwelling units located in the Phase I project area, currently occupied by persons or families earning 120% or less than the current Orange County median annual income, shall be replaced on a one-to-one basis on site, or within three miles of the coastal zone, within three (3) years of removal or destruction of the unit . (This condition does not preclude the replacement requirements of Section 55590 from being nested with other mandated replacement requirements that may apply to the project (i . e. , California Community Redevelopment Law) ) ; and b. Said plan shall comply with California Co., ,unity Redevelopment law, Article 9, with regard to required replacement and inclusionary affordable housing . The existing dwelling units located in the Phase I project area, currently occupied by persons or families earning 120% or less than: the current Orange County median annual income, shall be replaced on a one-to-one basis on site, within the redevelopment project area , or within the territorial jurisdiction of the Redevelopment Agency, within four (4) years of destruction or removal of the unit from the Waterfront project area . (This condition does not preclude the replacement requirements of Article 9 from being nested with other mandated replacement: requirements that may apply to the project (i .e. , Mello Hill replacement requirements] ) . 11 . All Conditions of Approval of Supplement Environmental" Impact •� Report No . 82-2 pertinent to this project shall be complied with. 12. Once a year for two years following the issuance of Certificate of Occupancy for the hotel, a traffic study shall be completed by the applicant and reported to the Planning Commission for review. The study shall include a survey of th'e parking area usage on an hourly basis (7 :00 AM to 10 : 00 PM) for one-week during a peak seasonal period (Monday through Sunday) analysis of the self and valet parking system, and consideration of original technical assumptions. If the conclusions of the study indicate that a parking shortfall exists, the property owner shall be responsible for providing additional parking as CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE TRr.CT NO. 13045 AND COASTAL DEVELOPMENT PERMIT N0. 87-17 Page Nine determined by the Planning Com.nission for sole use by the hotel on the adjoining Phase II site. This can be achieved either by providing interim surface parking on the Phase II site until construction of the health club and/or by including hotel parking within the Health Club facility and providing a physical connection between the two parcels for reciprocal access . 13 . This Conditional Use Permit shall not become effective until Zone Change No . 87-7 (Impact of Conversion Report and Relocation Assistance Plan) and Precise Plan of Street Alignment No . 88-1 have been. approved by the City Council and are in effect; and a Conceptual Vaster Site Plan for District 9 has been approved by the Planning Corrumission. 14 . A Mobilehome Acquisition and Relocation Agreement crust be approved by the City Council and executed by the Redevelopment Agency, RLM Properties, Ltd. and the Driftwood Beachclub Mobile Homeowners F►ssociation, Inc. In the event that the above parties are unable to fianlize such a written agreement, The Waterfront project and all related approvals will not go forward without going back to the Planning Commission for full public rehearings as to all matters considered by the Commission with regard to The Waterfront project .. The Association and its members shall be entitled to participate fully at the rehearings without prejudice . 15 . The project shall not be converted for residential condominium or apartment uses . CQNDITJOJ25-OOP' APP V}��,� TENIATIVZ TR6CT_ NO. 13 M 5 : 1. The tentative map, received and dated February 9 , 1988, shall be revised to reflect the following: l� a . The right-of-way radius at Walnut Avenue and Huntington Street shall be 32 feet. b. Additional right-of-way shall be dedicated on Pacific Coast Highway southeast of Huntington Street to accommodate a right turn lane to be constructed by the developer in conjunction with this tract (width depends upon CalTrans requirements) . 2 . The access to the harbors and Beaches ` service road shall be maintained with an approved connection £rom'Walnut Avenue. C CONDITIONAL USE PERMIT NO. 87-19 WITH SPECIAL PERMITS, TENTATIVE TRACT 140 . 13045 AND COASTAL DEVELOPMENT PERMIT NO. 87-17 Page Ten 3 . on-street parking shall be prohibited on all public streets surrounding the project . 4 . The on-site sewer system shall be private . rj 5 . Vehicular access rights to all streets surrounding the tract shall be dedicated to the City except at approved driveway locations . 5 . A copy of the Covenants , Conditions and Restrictions (CC&Rs) for the corrmercial condominium subdivision addressing the , conditions herein, shall be submitted for review and approval by t::e Planning Commission, the Co=unity Development Department and the City Attorneys Office prior to their recordation and ownership of any air space. 7 . This Conditional Use Permit shall not become effective until Zone Change No. 87-7 and Precise Plan of Street Alignment No . 88-1 have been approved by the City Council and in effect . I hereby certify that Conditional Use Permit No. 87-19 with Special. Permits , Tentative Tract No. 13045 and Coastal Development Permit No. 67--17 were approved by the Planning Com.-mission of the City of Huntington Beach on June 22, 1988, upon the foregoing Iindings and conditions . This approval represents conceptual approval only; detailed plans must be submitted for review and the aforementioned conditions completed prior to final approval . Sincerely, Nike Adams, Secretary Planning ComA ssion by: - 5c Hess r Senior Planner MA:SH:kla (0847d-4-13) v ATTACHMENT 3 L ` Huntrn fon Beach De artment of Commursit3 r Deve�o meni .•. 1� . Ft. . P, x STAFF REPORT TO: Planning Commission FROM: Howard Zelefsky, Planning Director BY: Mary Beth Ormsby, Assistant Planner 4'�� DATE: November 22, 1994 SUBJECT: ANNUAL REVIEW OF THE WATERFRONT DEVELOPINIENT AGREEMENT LOCATION: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard STATEMENT OF ISSUE: The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L. Mayer Corporation for development of the Waterfront project. Annual review of the Waterfront Development Agreement (Development Agreement No. 91-3)is required pursuant to the Agreement. Since the Robert Mayer Corporation is in compliance, staff recommends determination of compliance and forward to the City Council. RECO`IMENDATION: Motion to: "Determine that the Robert Mayer Corporation is in compliance with the Waterfront Development Agreement and forward to City Council." GENERAL INFORMATION: &PPLI C ANTI PROPERTY 1ti'NER: Robert Mayer Corporation, 660 Newport Center Drive, Suite 1050, Newport Beach, CA 92658 REQUEST: Annual review of developer's compliance with the Waterfront Development Agreement. DATE ACCEPTED: May 24, I994 r o � - i i � t 1i i i .s 1 _ 'Jl .�,Y. HUNTINGTON BEACH CALIFORNIA PLANNING DIVISION i SUBJECT PROPERTY AND SVRR0TJNDIN'G LAND USE, ZONING AND GENERAL. PLAN DESIGNATIONS-. F Suhiect Property: GENERAL PLAN DESIGNATION: Visitor Serving Commercial, High Density Residential ZONE: Downtown Specific Plan District 9 (Commercial Recreation)and District 8b (High Density Residential) LAND USE: Hotel, Golf Course, Vacant North -L.SubLect Property: GENERAL PLAN DESIGNATION: Medium Density Residential ZONE: R2-PD-CZ FP2 (Medium Density Residential- Planned Development-Coastal Zone-Floodplain) LAND USE: Condominiums Fast of Suhject_Propern!: GENERAL PLAN DESIGNATION: Visitor Serving Commercial, Open Space Conservation ZONE: RA-0 (Residential Agriculture-Oil) and R4-28 (High Density Residential LAND USE: Vacant, Apartments .South of Suhiect Property: GENERAL PLAN DESIGNATION: Open Space Recreation ZONE: Downtown Specific Plan District 11 (Beach Open Space) LAND USE: Beach ;Vest ofSuhiect Pronerw GENERAL PLAN DESIGNATION: Visitor Serving Commercial, High Density Residential ZONE: Downtown Specific PIan District 8 (High Density Residential)and District 7 (Visitor Serving Commercial) LAND USE: Vacant Staff Report- 11/22/94 2 (pscr107) PROTECT PROPOSAi; The Waterfront Development Agreement is an agreement between the City of Huntington Beach and Robert L. Mayer Corporation for development of the Waterfront project. The purpose of the Agreement is to provide assurance to the applicant that the project may proceed with a development in accordance with the City's existing rules, regulations and official policies in force at the effective date of the Agreement. Such agreements are intended to strengthen the planning process, encourage public participation in planning and reduce the economic risks of development. The City may enter into a development agreement pursuant to City Council Resolution No. 5390, which was adopted in 1984 under the authority of Government Code Sections 65864-65969.5. The Agreement is being submitted to the PIanning Commission for annual review purposes, pursuant to Section 2 (Page 84) of said agreement, to determine whether or not the developer, Robert L. Mayer, has complied with the terms and conditions of the Agreement up until this date_ It was approved by the City Council in August 1999, and recorded in January 1999. Phase I of the Agreement, Hilton Hotel, was completed in July 1990. Following a public hearing, the Commission shall either find that the developer has complied with the Agreement or, if it finds to the contrary, make a recommendation to the City Council regarding appropriate action. Such action will be fonvarded to the City Council for final action. Zoning Compliance: This project is located in the Downtown Specific Plan, District 9 (Commercial Recreation) and District 8b (High Density Residential). It complies with the requirements of these Districts. ISSUES; General Plan Conformance: The proposed uses of the Development Agreement conform with the Commercial/Support Recreation and High Density Residential land use designations of the General Plan. Environmental Status: The original approval of the Waterfront Development Agreement was covered under Supplemental Environmental Impact Report No. 82-2. This annual review is exempt from CEQA. Coastal,Status: Annual review of the Agreement is not subject to any additional coastal requirements. Each phase of the Waterfront project, however, is subject to a coastal development permit at the time of entitlement for that phase. Staff Report - 11/22/94 3 (pscr107) Redevelnp»:ent.Status: The subject site is within the Main-Pier Redevelopment Project Area, and the City of Huntington Beach Redevelopment Agency has a Disposition and Development Agreement with the applicant. Redevelopment Agency staff has indicated that the developer is not in default on the Agreement for this annual review. Design Review Board.- Annual review of the Agreement is not subject to design review. New construction as part of the Waterfront project, however, is subject to design review. Subdivision Committee: Not applicable. Other Departments' Concerns: There were no other comments from City Departments indicating that the developer was not in compliance with the Agreement. ANALYSIS: The purpose of the annual review is to monitor the Agreement and evaluate the performance of the developer. Attached to the report is a compliance matrix which lists the sections of the Agreement which are the responsibility of the developer and whether or not they have complied. As shown in the matrix, the developer is in compliance with all the requirements of the Agreement. All but one of the entitlement conditions have been met. Condition No. 10 of Conditional Use Permit No. 87-19 requires that an affordable housing plan be submitted and approved. It will be completed before the second phase of the Waterfront project is processed. ALTFR\'ATIVE ACTION: The Planning Commission may determine that the developer is not in compliance with the Agreement and recommend appropriate action to the City Council. ATTACTENTENTS: 1. Waterfront Development Agreement Compliance Matrix dated November 22, 1994 2. Development Agreement by and between the City of Huntington Beach and Robert L. Mayer recorded January 13, 1989 3. Conditional Use Permit No. 87-19/Tentative Tract No. 13045/Coastal Development Permit No. 87-17 Conditions of Approval SH:MBO:kjl Staff Report- 11/22/94 4 (pscr107) k< REQUEST FOR LATE SUBMITTAL OF RCA ,k Dep:utment: s. RCA , I Title�1 =Dateof This R uest: Council Meetin Date: 4 REASON is this RCA being submitted late?)-. �1 Y , • r y .. EXPLANATION Is this RCA necessa to this agenda?):{ CONSEQUENCES How shall delay of this RCA adversely Impact the City?): Al Signature: CApproved 0 Denied proved O Denied initials Required Deaartm rat Head Ra Silver Michael Uberua a ' lv1nO00'J A 4 Reauest for Late Submittal Requests for Council Action (RCA's) are due and considered late after the City Ad ministratoi's deadline which is 6:00 P.K Wednesday ten days prior to the Council meeting at which the item is to be heard. This deadline reflects the time needed prior to Agenda Review for Administration staff and the City Administrator to review all RCA's and their support material prior to forwarding them to the City Clerk for placement on the preliminary agenda. It also provides time for the City Clerk's office to review the item and add proper wording for the item to the'preliminary agenda for discussion at Agenda Review the following Monday. The Request for Late Submittal form provides a vehicle for RCA's to be submitted after the Wednesday, deadline when there are extenuating circumstances which delayed the item and when action on the item is necessary at the upcoming Council meeting. Late items can agendized only with signed authorization on the Request for Late Submittal form by the Assistant City Administrator or the City Administrator, I� r✓ -T,,)e pen enf Pkbt;sh tjOTICE QF P IBLI HEARIN 5- ANNUAL REVIEW OF THE WATERFRONT DEVELOPMENT AGREEMENT (Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard) NOTICE IS HEREBY GIVEN that the Huntington Beach City Council will hold a public hearing in the Council Chambers 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. DATEMME: Monday,February 6, 1995,6:30 PM APPLI AT1ON NUMBER,: Waterfront Development Agreement APPLICANT: Robert Mayer Corporation/City of Huntington Beach 0 ATI �1: Northside of Pacific Coast Highway between Huntington Street and Beach Boulevard ZONE: Downtown Specific Plan,District 9(Commercial Recreation)and District 8b (High Density Residential) REQUEST: Annual Review of developer's compliance with the Waterfront Development Agreement pursuant to Section 2 of the agreement. DWIRONMENfA_I,STATUS: Categorically exempt pursuant to Section 15321,Class 21 of the California Environmental Quality Act. COASTAL STATUS: Not applicable N FILE: A copy of the proposed request is on file in the City Clerk's Office, 2000 Main Street, Huntington Beach,California 91648,for inspection by the public. A copy of the staff report will be available to interested parties at City Clerk's Office after February 2, 1995. ALL INTERESTED PERSONS are invited to attend said hearing and express opinions or submit evidence for or against the application as outlined above. Written communications may be sent to the City Clerk. If you challenge the City Council's action in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice,or in%Tltten correspondence delivered to the City at, or prior to, the public hearing. If there are any further questions please call Mary Beth Ormsby, Assistant Planner at (714)536-5271. Connie Brockway,City Clerk City of Huntington Beach 2000 Main Street Huntingtot Beach,CA 92648 (714)536-5227 t:1e&aflda931 . Waterfront Development Agreement Mailing List(October 26, 1994) molp0513 Stephen K. Bone Ray Silver Steve Kohler The Waterfront, Inc. Assistant City AdmHstrator Economic Development Dept. 660 NevTort Ctr. Dr., Ste 1050 Economic Development City of Huntington Beach Newport Beach, CA 92658-8680 City of Huntington Beach Connie Brockway Robcrt L.Maycr City Clerk Robert Mayer Corp. City of Iuntington Beach P. O. Box 8680 660 Newport Ctr. Dr., Ste. 1050 Newport Beach, CA 92658-8680 1. -. - CITT COUNCIL PUBLIC HEARIMG REQkST SUBJECT: v G.7nZZ_r--�-r-r e(rc;:t EPARTIMENT: Qr �,41.E STING: (P — A_ dmiu on L O Istrat� seniv w +?�11�iI3ER OF OTHER PLBI:iC HEARI1GScr , .. . . .. .. . (PER';Initlal) :.. � . ..... . . vw. y:._...n +•.:+•r..:.:.r-a.r."Y•.iMfa^T^:.%'+-.^....;..r.:{J.wvmwv.O+vx:_x.•vu,vx..nuv v•...�-.:.vw - .�U 1�IOR�L.i11�©�'\• `v,e •s ' c -.... .,, ..: ..-. .ti-„ -.i -`r.. .. .:.:. 'a Assistant Ciri Adruinistrator /.A YES N O ( ( ) Does Heading and Closing of:`once Reflect City Council Hearing (Not PC) ( ) Is a Map attached and.or is a quarter pace legal ad required. �� P.;z ( ) { ) If appeal. is appellant's nave shown on legal notice? { ) ( ) If housing is involved, is "legal challenge paragraph" included? { ) ( ) If Coastal Development Permit, are the RESIDENT labels 2;ached and is the Coastal Commission_4fce on the labels? ( ) ( ) If Coastal Development Permit, has tl:e.Mister Legal Notice Document been used? ( ) Is Title Company verification letter attached? ( ) ( ) Were the latest Assessor's Parcel Rolls used? (Please ittach verification of Title Co.or_indicate that rolls used were derived from Assessor's Rolls in Planning Dept.,whichever applicable) ( } ( ) Is the appellant's name and address Fart of the labels? ( ) Is day of public hearing correct - Mc•r-day/T•uesday? ( ) Has the City Administrator's Office authorized the public hearing to be set? ' ( } Is day of public hearing correct -Monday/Tuesday? Is there an Environmental Status to be approved by Council? ( ) ( ) Are the appellant/applicant's names and addresses on mailing labels? CFor Public Hearings at the City Council level, please insert the foliowing paragraph and City Clerk closing at the end of the public hearing notice "ALL INTERESTED PERSONS are inited to attend said hearing and express opinions or submit to the City Clerk Avritten evidence for or against the application as outlined above. Written communications may also be sent to the City Clerk. If there are any further questions,please call (insert name of Plattner)at 5:6-5271. CONNIE BROCK-WAY.CITY CLERK CITY OF HUNTINGTON BEACH _ 2006:%1AIN STREET-2\D FLOOR HU TINGTON BEACH. CALIFORNLA 92643 (714)536-S227 61171194 G.es'PUBM - � � - 8 77-777) �JREQUEST TO SCHEDULE `: . A PUBLIC HEARING DEPARTMENT REQUESTING: Community Development SUBJECT: Waterfront - Annual Review of Development Agreement MEETING DATE: 216195 NUMBER OF PUBLIC HEARINGS No others thus far SCHEDULED FOR THIS DATE: VERIFIED BY: Pat Dapkus APPROVED BY: Ray S' er, Assistant City Administrator 89-022849 When recorded return to and Recording Requested By: City of Huntington Beach RECORDED IN OFFICIAL RECORDS 2000 Main Street or-ORANGE COUNTY.CAUFORNIA Huntington Beach, CA /Attn: City Cle k 1.00 JAN 13 1989 Mail Tax Statements to: QM Robert Mayer Corporation EXEM T P. 0. Box 8680 Cfi P Q.�RECORDER 660 Newport Center Drive,#1050 New ort Beach CA 92658-8680 Attn: Stephen K. Bone DEVELOPMENT AGREEMENT By and Between 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 •�i f f This document is solely for the official business of tre City i' of Runtin8ton Beach, as contem— plated under Covor=ont Code Sea. 6103 and should be recorded free of eharge. r; 1 08/15/88 FINAL 89=022849 EXHIBIT "E" Approved Title Exceptions The "Approved Title Exceptions" for the Site and each Separate Development Parcel thereof, as applicable, shall include: 1. The City's interest 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 Site 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 from other lands, but without, however, any right to use either the surface of the Site or any portion thereof within 500 feet of the surface for any purpose or purposes whatever. 2. Any and all water, water rights or interests therein, no matter how acquired by the City, together with the right and power to explore, drill, redrill, remove, and store the same from the Site or to divert or otherwise utilize such water, water rights, or interests on any other property owned or leased by the City, whether such water rights shall be riparian, overlying, appropriative, percolating, littoral, prescriptive, adjudicated, statutory, or contractual; but without, however, i any right to enter upon the surface of the Site in =' the exercise of such rights and, provided further, that the exercise of any such rights by the City shall not result in any damage or injury to any improvements constructed on the Site, including without limitation any subsidence of all or any part of the Developer Improvements to be 3` constructed pursuant tc this Agreement. !! 3. Exception Nos. 1 (as to then-current taxes and �r assessments) , 2, 6, 7, and 9 in Schedule B, '. Section 2, Part II of that certain Commitment for Title Insurance dated December 8, 1986, as supplemented on January 23, 1987, and March 27, 1987, issued by First American Title Insurance Company covering the Developer Parcel (OR-1455792) . 4. Such other exceptions to title as hereafter may be mutually approved by the Agency and ❑eveloper. -1 EXHIBIT "E" • 89--022849 r ORI GHNAL THE WATERFRONT DEVELOPMENT AGREEMENT y .y 7 'F. CITY OF HUNTINGTON BEACH INTER-DEPARTMENT COMMUNICATION NUNTINGION SEACH TO: Mary Beth Ormsby, Assistant Planner FROM: Stephen V. Kohler, Project Manager DATE: May G, 1994 SUBJECT: 1994 Annual Review of the Waterfront Development Agreement Pursuant to your Development Review Request we can state that the developer, The Waterfront, Inc., is not in default of its Disposition and Development Agreement with the Redevelopment - Agency. I appreciate this opportunity to comment on your Development Review Request. If you should have any questions please call me at ext. 5457. SVK:jar 1144j xc: Barbara A. Kaiser, Deputy City Administrator/Economic Development } COMMUNITY DEVELOPMENT DEPARTMENT DEVELOPMENT REVIEW REQUEST TO: Bruce Crosby, Public Workspj Dan Johnson, Police Howard Hubert, Fire oZ Daryl Smith, Parks, Trees & Landscaped Ross Cranmer, Building Jim Lamb, Economic Development Barbara Kaiser, Redevelopment C� Jim Engle, Community Services C j Pat Spencer, Housing Other: FROM: �.r�. tt7(},(!►� Extension DATE: M a. Iga►G-1 ...., r .: PETITION(S): 0n � REQUEST(S): Get, dj �►t�.c _ cap &AcaA"cc, LOCATION: N C ZONE: _ GENERAL PLAN: EXISTING USE: Ca 1 �l Please submit your concerns and recommended changes or conditions in writing on or before "v.-c_ ioia COMMENTS: (Use attachments or backside of sheet if necessary) RESPONSE BY: Extension - AMachmen!s: "POP -� e City of Huntington Beach 2000 MAIN STREET CALIFORNIA 92648 DEPARTMENT OF COMMUNITY DEVELOPMENT Building 536-5241 Planning 536-5271 May 4, 1994 Stephen K. Bone The Waterfront,Inc. 660 Newport Center Drive, Ste. 1050 Newport Beach,CA 92653-8680 Subject: 1994 ANNUAL REVIEW OF WATERFRONT DEVEL,OPNIENT ACItI:I:,NIEN"F Dear Steve: This letter is to inform you that the City is beginning the 1994 annual review process for the Waterfront Development Agreement pursuant to Section 2(p.34)of the agreement. We will be evaluating the terms of the agreement and whether the developer, Naterfront, Inc. has proceeded in good faith to comply with the agreement. A monitoring fee of$200.00 must be submitted. A public hearing on this matter by the Planning Commission is tentatively scheduled for Tuesday, June 28, 1994. The Commission's action regarding the agreement will then be forwarded to the City Council for their consideration in July. Should you have any questions,please give me a call. Sincerely, Mary Beth Ormsby,AICP ' Assistant Planner xc: Stephen Kohler- MBO:1p molpO292