HomeMy WebLinkAboutOlson Urban Housing, LLC - 2021-09-22 REIMBURSEMENT - PLANNING - AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND
OLSON URBAN HOUSING, LLC
FOR COSTS INCURRED FOR
THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR OLSON TO'WNHOMES
THIS AGREEMENT("Agreement") is made and entered into by and between the City of
Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as
"CITY," and OLSON URBAN HOUSING, LLC , a Delaware limited liability company
hereinafter referred to as "DEVELOPER."
WHEREAS, DEVELOPER is proposing to develop an area within the City of Huntington
Beach ]mown as Olson Townhomes at 8371 to 8461 Talbert Ave.; and
DEVELOPER is required to submit applications to CITY for approval of various
discretionary matters, such as entitlements, zone changes, land use approvals and environmental
assessments; and
DEVELOPER desires that all entitlements, zone changes, land use approvals and
environmental assessments be processed as soon as possible; and
DEVELOPER desires to have CITY commit sufficient resources to enable the expeditious
processing of applications and other necessary documentation; and
Pursuant to California Government Code Section 87103.6, DEVELOPER is allowed to
defray the cost of processing development applications and entitlements by reimbursing CITY for
such costs,
NOW, THEREFORE, in consideration of the promises and agreements hereinafter made and
exchanged, the parties agree as follows:
1. PAYMENT
DEVELOPER agrees to reimburse CITY for its professional services as follows:
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A. Within ten (10) days following execution of this Agreement by CITY,
DEVELOPER will make an initial payment to CITY in the amount of Fifty Thousand Dollars
(550,000) (hereinafter the "Amount of Deposit"), Thereafter, on the first day of each third month,
DEVELOPER shall replenish the Amount of Deposit by paying to CITY an amount equal to the
amount paid by CITY for professional services funded by this Agreement (the "Quarterly
Payment"). The parties acknowledge that the Amount of Deposit will be used to pay the
professional planning services funded by this Agreement, and if, prior to the payment of any
Quarterly Payment, the Amount of Deposit is less than One Thousand Dollars ($1,000),
DEVELOPER shall make the next Quarterly Payment within ten (10) days' notice from CITY.
DEVELOPER acknowledges that the amount referenced in this Agreement is the CICY's best
estimate of the costs for the services described herein, and that the actual cost of said services may
be higher. In the event that the actual cost of said services exceeds the estimated costs,
DEVELOPER agrees to pay the actual cost within ten (10) days after receiving CITY's invoice for
same. In the event the actual costs of Reimbursement Services are less than the estimated costs,
CITY will refund the difference between the actual and estimated costs.
B. The estimated cost to cover twelve (12) months of professional services is
Eighty Three Thousand Six Hundred Dollars ($33,600).
C. A late payment fee of ten percent (10%) will be assessed if CITY receives
any payment later than the thirtieth (301h) day after that payment is due but unpaid. In
addition, one and one-half percent (1'/2) interest per month shall be added for each month the
payment hereunder is due but unpaid.
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2. STATEMENT OF INTENT
The amounts reimbursed to CITY pursuant to this Agreement will help defray
CITY's cost of the professional planning services required to process DEVELOPF.R's various
development applications and entitlements as set forth herein.
3. EXCLUSIVE CONTROL BY CITY
CITY will maintain exclusive control over the work described herein. Nothing in
this Agreement:
A. Shall be deemed to require CITY to approve any plan, proposal, suggestion,
application or request submitted by DEVELOPER.
B. Shall be deemed to limit, in any respect whatsoever, CITY's sole authority to
direct and control the plartner(s) assigned to DEVELOPER's various development projects.
C. Shall be deemed to impose any liability on CITY different from any liability
as may otherwise be established by law.
4. CITY EMPLOYEES AND OFFICIALS
DEVELOPER shall employ no CITY official nor any regular CITY employee in the
work performed pursuant to this Agreement. No officer or employee of CITY shall have any direct
financial interest in this Agreement.
5. TIME IS OF THE ESSENCE
CITY agrees that time is of the essence for the performance of the work to be funded
pursuant to this Agreement and therefore, thirty (30) days prior to each quarterly invoice,
DEVELOPER shall submit a list of proposed activities to be performed by the CITY for approval
by the Planning Director.
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6. TERMINATION OF AGREEMENT
Either party may terminate this Agreement at any time with or without cause, upon
ten (10) days' prior written notice to the other party. DEVELOPER shall be responsible for all
costs incurred prior to termination, including any and all costs incurred after notice of termination
has been given.
7. TERM
This Agreement shall be effective on the date of its approval by all parties. This
Agreement shall expire when terminated as provided herein.
8. NOTICES
Any notices, certificates, or other communications hereunder shall be given either by
personal delivery to DEVELOPER's agent or to CITY as the situation shall warrant, or by enclosing
the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal
Service, to the addresses specified below; provided that CITY and DEVELOPER, by notice given
hereunder, may designate different addresses to which subsequent notices, certificates or other
communications will be sent:
TO CITY: TO DEVELOPER:
City of Huntington Beach Olson Urban Housing, LLC
ATTN: Ricky Ramos ATTN: Ben R. Johnson
2000 Main Street 3010 Old Ranch Parkway, Suite 100
Huntington Beach, CA 92648 Seal Beach, CA 90740
9. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid unless in
writing and duly executed by both parties.
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10. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive phrases
at the beginning of the various sections in this Agreement are merely descriptive and are included
solely for convenience of reference only and are not representative of matters included or excluded
from such provisions, and do not interpret, define, limit or describe, or construe the intent of the
parties or affect the construction or interpretation of any provision of this Agreement.
11. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If airy
provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent
upon any other unless so expressly provided here. As used in this Agreement, the masculine or
neuter gender and singular or plural number shall be deemed to include the other whenever the
context so indicates or requires. Nothing contained herein shall be construed so as to require the
commission of any act contrary to law, and wherever there is any conflict between any provision
contained herein and any present or future statute, law, ordinance or regulation contrary to which
the parties have no right to contract, then the latter shall prevail, and the provision of this
Agreement which is hereby aftccted shall be curtailed and limited only to the extent necessary to
bring it within the requirements of the law.
12. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been prepared
and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the
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date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed
an original instrument as against any party who has signed it.
13. IMMIGRATION
DEVELOPER shall be responsible for full compliance with the immigration and
naturalization laws of the United States and shall, in particular, comply with the provisions of the
United States Code regarding employment verification.
14. LEGAL SERVICES SUBCONTRACTING PROHIBITED
DEVELOPER and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly outside the
scope of services contemplated hereunder. DEVELOPER understands that pursuant to Huntington
Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and
CITY shall not be liable for payment of any legal services expenses incurred by DEVELOPER.
15. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and/or enforce the
terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear
its own attorney's fees.
16. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of the
State of California.
17. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this Agreement,
and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority
or power is not, in fact, held by the signatory or is withdrawn.
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18. ENTIRF,TY
This Agreement,and the attached exhibits,contains the entire agreement between the
parties respecting the subject matter of this Agreement and supersedes all prior understanding and
agreements whether oral or in writing between the parties respecting the subject matter hereof.
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by
and through their authorized officers on (re,2&M hrp/a)"20 Q/
CONSULTANT, CITY OF IRINTINGTON BEACII,
a municipal corporation of the State of
Olson Urban Housing,LLC Ca
lifornia
D..ISW e a By. Pa1 City Manager
1asarwrEc,enrsD
Todd Olson INITIATED N RO D:
Print name
ITS: (circle rnre)Cluimmil/PrnidmtNim P,es,Aent �A
SVP• President of Communitv Development Vl
AND Director of Comrrulniti Devtlopmcnt
Oe�"�-°° APPRO D AS TO FORM:
By - —
er4E,aBaDD3
John Reekstin _
Punt na11° o.Clty tomey
ITS: (circle one)Sect etas y/Chief Fuw,mal Officer/Ant. Jl'
secretary-Treasurer Date
SVP of Community Development
RECEIVES AND FIL
E:
City Clerk _
Dille
COUNTERPART
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18. ENTIRETY
This Agreement, and the attached exhibits, contains the entire agreement between the
parties respecting the subject matter of this Agreement and supersedes all prior understanding and
agreements whether oral or in writing between the parties respecting the subject matter hereof.
IN WITNESS WHEREOF, the parties��h��e��ret��o "have caused this Agreement to be executed by
and through their authorized officers onQ;eko ,�� 20021 .
CONSULTANT, CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
Olson Urban Housing, LLC California
By. City Manager
INITIATED N RO D:
Print tame
ITS: (circle one)Chaummy7mideniNice Presideut v,I A
AND Director of Commodnity Dev lopment
APPROVED AS TO FORM:
By
M�.
p^ttt n"ttr k,City Attorney
IT& lcwcle one)Secretary Chief Fureucial fNricn'A"t
Secretan-TreaaWer Date
RECEIVE AND FILE:
City Clerk
Date
COUNTERPART
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