19-1206_RIVER STREET SJC, LLC_Development AgreementRecorded at request of:
City Clerk
City of San Juan Capistrano
When recorded return to:
City of San Juan Capistrano
32400 Pasco Adelanto
San Juan Capistrano, CA 92675
Attention: City Clerk
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk -Recorder
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Exempt from filing fees pursuant to Government Code §27383
DEVELOPMENT AGREEMENT NO. 18-002
A DEVELOPMENT AGREEMENT BETWEEN
CITY OF SAN JUAN CAPISTRANO
and
River Street SJC, LLC, a California limited liability company
DEVELOPMENT AGREEMENT NO. 18-002
This Development Agreement (hereinafter "Agreement") is entered into as of this 6th day of
December, 2019 by and between the City of San Juan Capistrano, California (hereinafter "CITY"),
and Riverstreet SJC LLC, a California limited liability company (hereinafter "OWNER"):
RECITALS
WHEREAS, CITY is authorized to enter into binding development agreements with persons
having legal or equitable interests in real property for the development of such property, pursuant to
Section 65864, et SeMc . of the Government Code; and
WHEREAS, This Agreement constitutes a current exercise of City's police powers to
provide predictability to Owner in the development approval process by vesting the permitted uses,
density, intensity of use, and timing and phasing of development consistent with the Development
Plan in exchange for Owner's commitment to provide significant public benefits to City as set forth
in Section 4, below.
WHEREAS, OWNER has requested CITY to enter into a development agreement and
proceedings have been taken in accordance with the rules and regulations of CITY; and
WHEREAS, the best interests of the citizens of the CITY and the public health, safety and
welfare will be served by entering into this Agreement; and
WHEREAS, the City Council hereby finds and determines that this development agreement
is of major significance because it will enable the City to provide a rich and diverse retail,
entertainment and dining experience to the citizens of the City and will therefore implement
numerous general plan and other public policies of the City; and
WHEREAS, the provision by Owner of these aforementioned public benefits allows the City
to realize significant economic, and social benefits.
WHEREAS, the physical effects, if any, of the Project and this Agreement have been
analyzed pursuant to the California Environmental Quality Act ("CEQA") (Pub. Res. Code section
21000 el seg.) and State CEQA Guidelines; and
WHEREAS, this Agreement and the Project are consistent with the San Juan Capistrano
General Plan, as amended, and any specific plan, as amended, applicable thereto; and
WHEREAS, all actions taken and approvals given by CITY have been duly taken or
approved in accordance with all applicable legal requirements for notice, public hearings, findings,
votes, and other procedural matters; and
WHEREAS, development of the Property in accordance with this Agreement will provide
substantial benefits to CITY and will further important policies and goals of CITY; and
substantial benefits to CITY and will further important policies and goals of CITY; and
WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the
orderly development of the Property, ensure progressive installation of necessary improvements,
provide for public services appropriate to the development of the Project, and generally serve the
purposes for which development agreements under Section 65864, et sec.. of the Government Code
are intended;
COVENANTS
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants
hereinafter contained and for other good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, the parties agree as follows:
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. The following terms when used in this Agreement shall be defined as
follows:
1.1.1 "Agreement" means this Development Agreement.
1.1.2 "CITY" means the City of San Juan Capistrano, a California municipal
corporation.
1.1.3 "City Council" means the duly elected city council of the City of San Juan
Capistrano.
1.1.4 "Commencement Date" means the date the Term of this Agreement
commences.
1.1.5 "Development" means the improvement of the Property for the purposes of
completing the structures, improvements and facilities comprising the Project including, but not
limited to: grading; the construction of infrastructure and public facilities related to the Project
whether located within or outside the Property; the construction of buildings and structures; and the
installation of landscaping. "Development" does not include the maintenance, repair, reconstruction
or redevelopment of any building, structure, improvement or facility after the construction and
completion thereof.
1.1.6 "Development Approvals" means all permits and other entitlements for use
subject to approval or issuance by CITY in connection with development of the Property including,
but not limited to:
(a) general plan, general plan amendments, specific plans and specific
plan amendments;
(b) tentative and final subdivision and parcel maps;
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plot plans;
(c) conditional use permits, public use permits, architectural review, and
(d) zoning;
(e) grading and building permits.
1.1.7 "Development Exaction" means any requirement of CITY in connection with
or pursuant to any Land Use Regulation or Development Approval for the dedication of land, the
construction of improvements or public facilities, or the payment of fees in order to lessen, offset,
mitigate or compensate for the impacts of development on the environment or other public interests.
1.1.8 "Development Impact Fee" a monetary exaction other than a tax or special
assessment, whether established for a broad class of projects by legislation of general applicability or
imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in
connection with approval of a development project for the purpose of defraying all or a portion of
the cost of public facilities related to the development project, but does not include park "in lieu"
fees specified in Government Code Section 66477, fees for processing applications for governmental
regulatory actions or approvals, or fees collected under development agreements adopted pursuant to
Article 2.5 of the Government Code (commencing with Section 65864) of Chapter 4.
1.1.9 "Development Plan" means the plan for development of the Property asset
forth in Exhibit "C".
1.1.10 "Effective Date" means the date the ordinance approving and authorizing this
Agreement becomes effective.
1.1.11 "Land Use Regulations" means all ordinances, resolutions, codes, rules,
regulations and official policies of CITY governing the development and use of land, including,
without limitation, the permitted use of land, the density or intensity of use, subdivision
requirements, the maximum height and size of proposed buildings, the provisions for reservation or
dedication of land for public purposes, and the design, improvement and construction standards and
specifications applicable to the development of the Property. "Land Use Regulations" does not
include any CITY ordinance, resolution, code, rule, regulation or official policy, governing:
(a) the conduct of businesses, professions, and occupations;
(b) taxes (special or general) and assessments;
(c) the control and abatement of nuisances;
(d) the granting of encroachment permits and the conveyance of rights and
interests that provide for the use of or the entry upon public property;
(e) the exercise of the power of eminent domain.
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1.1.12 "OWNER" means the persons and entities listed as OWNER on page 1 of this
Agreement and their successors in interest to all or any part of the Property.
1.1.13 "Mortgagee" means a mortgagee of mortgage, a beneficiary under deed of
trust or any other security -device lender, and their successors and assigns.
1.1.14 "Project" means the development of the Property contemplated by the
Development Plan as such Plan may be further defined, enhanced or modified pursuant to the
provisions of this Agreement.
1.1.15 "Property" means the real property described on Exhibit "A" and shown on
Exhibit "B" to this Agreement.
1.1.16 "Public Benefit" refers to those benefits provided to the City and the
community by Owner pursuant to Section 4 below.
1.1.17 "Reservation of Rights" means the rights and authority excepted from the
assurances and rights provided to OWNER under this Agreement and reserved to CITY under
Section 3.3 of this Agreement.
1.2 Exhibits. The following documents are attached to, and by this reference made a part
of, this Agreement:
Exhibit "A" — Legal Description of the Property.
Exhibit "B" — Map showing Property and its location.
Exhibit "C" — Development Plan.
Exhibit "D" — Development Impact Fees.
2. GENERAL PROVISIONS.
2.1 Binding Effect of Agreement. The Property is hereby made subject to this
Agreement. Development of the Property is hereby authorized and shall be carried out in
accordance with the terms of the Development Plan and this Agreement.
2.2 Ownership of Property. OWNER represents and covenants that it is the owner of the
fee simple title to, or has an equitable interest in, the Property or a portion thereof.
2.3 City Council Findings. The City Council finds that:
2.3.1 This Agreement is consistent with the City's General Plan.
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2.3.2 This Agreement ensures a desirable and functional community
environment, provides effective and efficient development of public facilities, infrastructure, and
services appropriate for the development of the Project, enhances effective utilization of
resources within the City.
2.3.3 This Agreement provides public benefits beyond those which are
necessary to mitigate the development of the Project.
2.3.4 This Agreement strengthens the public planning process, encourages
private participation in comprehensive planning and reduces costs of development and
government.
2.3.5 The best interests of the citizens of the City and the public health, safety,
and welfare will be served by entering into this Agreement.
2.4 Term. The term of this Agreement shall commence on the date (the "Commencement
Date") that is the Effective Date, and shall continue for a period of Five (5) years thereafter, unless
this term is modified or extended pursuant to the provisions of this Agreement. Thereafter, the
OWNER shall have no vested right under this Agreement, regardless of whether or not OWNER has
paid any Development Impact Fee.
2.5 Assignment.
2.5.1 Right to Assign. OWNER shall have the right to sell, transfer or assign the
Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map
Act, Government Code Section 66410, et seq.) to any person, partnership, joint venture, firm or
corporation at any time during the term of this Agreement; provided, however, that any such sale,
transfer or assignment shall include the assignment and assumption of the rights, duties and
obligations arising under or from this Agreement and be made in strict compliance with the
following conditions precedent:
(a) No sale, transfer or assignment of any right or interest under this
Agreement shall be made unless made together with the sale, transfer or assignment of all or a part
of the Property.
(b) Concurrent with any such sale, transfer or assignment, OWNER shall
notify CITY, in writing, of such sale, transfer or assignment and shall provide CITY with an
executed agreement ("Assignment and Assumption Agreement"), in a form reasonably acceptable to
CITY, by the purchaser, transferee or assignee and providing therein that the purchaser, transferee or
assignee expressly and unconditionally assumes all the duties, obligations, agreements, covenants,
waivers of OWNER under this Agreement, including, without limitation, the covenants not to sue
and waivers contained in Sections 7.2and 8.4 hereof.
Any sale, transfer or assignment not made in strict compliance with the foregoing conditions
shall constitute a default by Owner under this Agreement. Notwithstanding the failure of any
purchaser, transferee or assignee to execute the agreement required by Paragraph (b) of this
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Subsection 2.5. 1, the burdens of this Agreement shall be binding upon such purchaser, transferee or
assignee, but the benefits of this Agreement shall not inure to such purchaser, transferee or assignee
until and unless such agreement is executed.
2.5.2 Release of Transferring Owner. Notwithstanding any sale, transfer or
assignment, a transferring OWNER shall continue to be obligated under this Agreement with respect
to the transferred Property or any transferred portion thereof, unless such transferring OWNER is
given a release in writing by CITY, which release shall be provided by CITY upon the full
satisfaction by such transferring OWNER of the following conditions:
(a) OWNER no longer has a legal or equitable interest in all or any part of
the Property subject to the transfer.
(b) OWNER is not then in default under this Agreement.
(c) OWNER has provided CITY with the notice and executed agreement
required under Paragraph (b) of Subsection 2.5.1 above.
(d) The purchaser, transferee or assignee provides CITY with security
equivalent to any security previously provided by OWNER to secure performance of its obligations
hereunder.
2.5.3 Subsequent Assignment. Any subsequent sale, transfer or assignment after an
initial sale, transfer or assignment shall be made only in accordance with and subject to the terms
and conditions of this Section.
2.5.4 Utilities. The Project shall be connected to all utilities necessary to provide
adequate water, sewer, gas, electric, and other utility service to the Project, prior to the issuance of a
certificate of occupancy for any portion of the Project.
2.5.5 Sale to Public and Completion of Construction. The provisions of Subsection
2.5.1 shall not apply to the sale or lease (for a period longer than one year) of any lot that has been
finally subdivided and is individually (and not in "bulk") sold or leased to a member of the public or
other ultimate user. This Agreement shall terminate with respect to any lot and such lot shall be
released and no longer be subject to this Agreement without the execution or recordation of any
further document upon satisfaction of both of the following conditions:
(a) The lot has been finally subdivided and individually (and not in
"bulk") sold or leased (for a period longer than one year) to a member of the public or other ultimate
user; and
(b) A certificate of occupancy has been issued for a building on the lot,
and the fees for such lot set forth in this Agreement have been paid.
2.6 Amendment or Cancellation of Agreement. This Agreement may be amended or
canceled in whole or in part only by written consent of all parties in the manner provided for in
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Government Code Section 65868. This provision shall not limit any remedy of CITY or OWNER as
provided by this Agreement.
2.7 Termination. This Agreement shall be deemed terminated and of no further effect
upon the occurrence of any of the following events:
(a) Expiration of the stated term of this Agreement as set forth in Section 2.4.
(b) Entry of a final judgment setting aside, voiding or annulling the adoption of
the ordinance approving this Agreement.
(c) Completion of the Project in accordance with the terms of this Agreement
including issuance of all required occupancy permits and acceptance by CITY or applicable public
agency of all required dedications.
Termination of this Agreement shall not constitute termination of any other land use
entitlements approved for the Property. Upon the termination of this Agreement, no party shall have
any further right or obligation hereunder except with respect to any obligation to have been
performed prior to such termination or with respect to any default in the performance of the
provisions of this Agreement that has occurred prior to such termination or with respect to any
obligations that are specifically set forth as surviving this Agreement.
2.8 Notices.
(a) As used in this Agreement, "notice" includes, but is not limited to, the
communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver,
appointment or other communication required or permitted hereunder.
(b) All notices shall be in writing and shall be considered given either: (i) when
delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return
receipt, after deposit in the United States mail in a sealed envelope as either registered or certified
mail with return receipt requested, and postage and postal charges prepaid, and addressed to the
recipient named below; or (iii) on the date of delivery shown in the records of the telegraph company
after transmission by telegraph to the recipient named below. All notices shall be addressed as
follows:
If to CITY: City of San Juan Capistrano
32400 Paseo Adelanto
Copy to:
If to OWNER:
San Juan Capistrano, Ca 92675
Attn: City Manager
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Copy to:
Frontier Real Estate Investments
610 Newport Center Drive Suite 1520
Newport Beach, Ca 92660
Attn: Dan Almquist
Telephone: (949) 800-8067
Rutan & Tucker, LLP
611 Anton Blvd., Suite 1400
Costa Mesa, CA 92694
Attn: John A. Ramirez
Telephone (714) 662-4610
(c) Either party may, by notice given at any time, require subsequent notices to be
given to another person or entity, whether a party or an officer or representative of a party, or to a
different address, or both. Notices given before actual receipt of notice of change shall not be
invalidated by the change.
3. DEVELOPMENT OF THE PROPERTY.
3.1 Rights to Develop. Subject to the terms of this Agreement including the Reservation
of Rights, OWNER shall have a vested right to develop the Property in accordance with, and to the
extent of, this Agreement. Except as expressly provided otherwise herein, the Project shall remain
subject to all Land Use Regulations and Development Approvals in effect on the Effective Date that
are required to complete the Project as contemplated by the Development Plan. Except as otherwise
provided in this Agreement, the permitted uses of the Property, the density and intensity of use, the
maximum height and size of proposed buildings, and provisions for reservation and dedication of
land for public purposes shall be those set forth in the Land Use Regulations and Development
Approvals in effect on the Effective Date or, if consented to by OWNER, those subsequently
adopted or amended. OWNER shall comply with all mitigation measures required to be undertaken
pursuant to any document prepared in compliance with the California Environmental Quality Act
with respect to the Project.
3.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under
the terms of this Agreement including the Reservation of Rights, the rules, regulations and official
policies governing permitted uses of the Property, the density and intensity of use of the Property,
the maximum height and size of proposed buildings, and the design, improvement and construction
standards and specifications applicable to development of the Property shall be the Land Use
Regulations and Development Approvals in effect on the Effective Date. In connection with any
subsequently imposed Development Approvals and except as specifically provided otherwise herein,
CITY may exercise its discretion in accordance with the Land Use Regulations then in effect, as
provided by this Agreement, including, but not limited to, the Reservation of Rights. CITY shall
accept for processing, review and action all applications for subsequent development approvals, and
such applications shall be processed in the same manner and the CITY shall exercise its discretion,
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when required or authorized to do so, to the same extent it would otherwise be entitled in the absence
of this Agreement.
3.3 Reservation of Rights.
3.3.1 Limitations. Reservations and Exceptions. Notwithstanding any other
provision of this Agreement, the following regulations shall apply to the development of the
Property:
(a) Processing fees and charges of every kind and nature imposed by
CITY to cover the estimated actual costs to CITY of processing applications for Development
Approvals or for monitoring compliance with any Development Approvals granted or issued.
(b) Procedural regulations relating to hearing bodies, petitions,
applications, notices, findings, records, hearings, reports, recommendations, appeals and any other
matter of procedure.
(c) Regulations, policies and rules governing engineering and construction
standards and specifications applicable to public and private improvements, including, without
limitation, all uniform codes adopted by the City and any local amendments to those codes adopted
by the CITY, including, without limitation, the CITY's Building Code, Plumbing Code, Mechanical
Code, Electrical Code, and Grading Ordinance.
(d) Regulations imposing Development Exactions; provided, however,
that no such subsequently adopted Development Exaction shall be applicable to development of the
Property unless such Development Exaction is applied uniformly to development, either throughout
the CITY or within a defined area of benefit which includes the Property. No such subsequently
adopted Development Exaction shall apply if its application to the Property would physically prevent
development of the Property for the uses and to the density or intensity of development set forth in
the Development Plan. In the event any such subsequently adopted Development Exaction fulfills
the same purposes, in whole or in part, as the fees set forth in Section 4 of this Agreement, CITY
shall allow a credit against such subsequently adopted Development Exaction for the fees paid under
Section 4 of this Agreement to the extent such fees fulfill the same purposes.
(e) Regulations that may be in material conflict with this Agreement but
that are reasonably necessary to protect the residents of the project or the immediate community
from a condition perilous to their health or safety. To the extent possible, any such regulations shall
be applied and construed so as to provide OWNER with the rights and assurances provided under
this Agreement.
(f) Regulations that are not in material conflict with this Agreement or the
Development Plan. Any regulation, whether adopted by initiative or otherwise, limiting the rate or
timing of development of the Property shall be deemed to materially conflict with the Development
Plan and shall therefore not be applicable to the development of the Property.
(g) Regulations that are in material conflict with the Development Plan;
in
provided OWNER has given written consent to the application of such regulations to development of
that Property in which the OWNER has a legal or equitable interest.
(h) Regulations that impose, levy, alter or amend fees, charges, or Land
Use Regulations relating to consumers or end users, including, without limitation, trash can
placement, service charges and limitations on vehicle parking.
(i) Regulations of other public agencies, including Development Impact
Fees adopted or imposed by such other public agencies, although collected by CITY.
3.3.2 Subsequent Development Approvals. This Agreement shall not prevent
CITY, in acting on subsequent development approvals and to the same extent it would otherwise be
authorized to do so absent this Agreement, from applying subsequently adopted or amended Land
Use Regulations that do not materially conflict with this Agreement.
3.3.3 Modification or Suspension by State or Federal Law. In the event that State,
County or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or
preclude compliance with one or more of the provisions of this Agreement, such provisions of this
Agreement shall be modified or suspended as may be necessary to comply with such State or Federal
laws or regulations; provided, however, that this Agreement shall remain in full force and effect to
the extent it is not inconsistent with such laws or regulations and to the extent such laws or
regulations do not render such remaining provisions impractical to enforce.
3.3.4 Intent. The parties acknowledge and agree that CITY is restricted in its
authority to limit certain aspects of its police power by contract and that the foregoing limitations,
reservations and exceptions are intended to reserve to CITY all of its police power that cannot be or
are not expressly so limited. This Agreement shall be construed, contrary to its stated terms if
necessary, to reserve to CITY all such power and authority that cannot be or is not by this
Agreement's express terms so restricted.
3.4 Regulation by Other Public Agencies. It is acknowledged by the parties that other
public agencies not within the control of CITY may possess authority to regulate aspects of the
development of the Property separately from or jointly with CITY and this Agreement does not limit
the authority of such other public agencies.
3.5 Timing of Development. Because the California Supreme Court held in Pardee
Construction Co. v. City of Camarillo, 37 Cal. 3d 465 (1984), that the failure of the parties in
that case to provide for the timing of development resulted in a later -adopted initiative restricting
the timing of development to prevail over the parties' agreement, it is the specific intent of the
Parties to provide for the timing of the Project in this Agreement. To do so, the Parties
acknowledge and provide that Owner shall have the right, but not the obligation, to complete the
Project in such order, at such rate, at such times, and in as many development phases and sub -
phases as Owner deems appropriate in its sole subjective business judgment
3.6 Conditions, Covenants and Restrictions. Owner shall have the ability to reserve
and record such covenants, conditions, and restrictions (CC&Rs) against the Property as Owner
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deems appropriate, in its sole and absolute discretion. Such CC&Rs may not conflict with this
Agreement or the General Plan. Before recording any CC&Rs, Owner shall provide a copy of
the CC&Rs to the City for review and approval by the City Attorney. The City Attorney's
review shall be limited to determining if the CC&Rs substantially comply with this Agreement.
Within thirty (30) days after receiving a copy of the proposed CC&Rs from Owner, the City
Attorney shall provide Owner with either (i) a statement that the CC&Rs comply with this
Agreement ("CC&R Approval") or (ii) written comments identifying each aspect of the CC&Rs
which the City Attorney believes not to be in compliance with this Agreement (a "Statement of
Non -Compliance"). If the City Attorney fails to provide Owner with either CC&R Approval or a
Statement of Non -Compliance within thirty (30) days following a written request by Owner, City
shall be deemed to have approved the CC&Rs and Owner may record the CC&Rs against the
Property. If the City Attorney provides a Statement of Non -Compliance, Owner shall have thirty
(30) days in which to respond to the Statement of Non -Compliance. Upon submittal of Owner's
response, the procedure described above for the initial submittal and City Attorney review of
proposed CC&Rs shall again be followed. This procedure shall be followed until Owner either
(1) receives CC&R Approval, (2) submits the compliance issues to binding arbitration pursuant
to the rules of the American Arbitration Association, (3) files an action for declaratory relief in
Orange County Superior Court seeking a judicial determination of the compliance of the
proposed CC&Rs, or (4) agreement is otherwise reached between the Parties allowing for the
recording of the CC&Rs. The CC&Rs may run with the land and bind Owner's successors and
assigns. Except as provided above, any dispute between the Parties regarding the City's
approval or rejection of the CC&Rs shall be subject to immediate and binding arbitration
pursuant to the rules of the American Arbitration Association.
4. PUBLIC BENEFITS.
4.1 Public Benefits. The Project will redevelop a underutilized and closed nursery
site that has long been deemed to be blighted by the City's former redevelopment plans. The
Project will serve to revitalize an under developed site, will provide on-site infrastructure
upgrades and will provide additional sales tax revenue to the City. In addition, the Project will
stimulate adjacent areas in the downtown area of the City by introducing unique shopping,
dining and entertainment experiences. Lastly, the Project will implement numerous City
planning and economic development policies which benefit the health and fiscal welfare of the
City and its residents.
4.2 Development Impact Fees.
4.2.1 Amount of Fee. The Development Impact Fees set forth in Exhibit "D" shall
be charged to the Project.
4.2.2 Time of Pam. The fees required pursuant to Subsection 4.2.1 shall be paid
to CITY prior to the issuance of building permits. No fees shall be payable for building permits
issued prior to the Effective Date of this Agreement, but the fees required pursuant to Subsection
4.2.1 shall be paid prior to the re -issuance or extension of any building permit for which such fees
have not previously been paid.
4.2.3 Fee Credits. OWNER shall be entitled to credit against the fees required
pursuant to Subsection 4.2.1 for the dedication of land, the construction of improvements or the
payment of fees as specifically set forth in Exhibit "E".
4.2.4 Future Development Impact Fees, Increases. The Parties hereby agree that, in
addition to the Development Impact Fees included in Exhibit I'D", the Project shall be subject to the
imposition of any Development Impact Fee that becomes effective after the Effective Date. In
addition, the Project shall be subject to any increase, amendment or alteration of any Development
Impact Fee that becomes effective after the Effective Date.
4.2.5 Prepayment. In no event shall the prepayment of any Development Impact
Fees required hereunder establish a vested right on the part of OWNER or any other owner of the
Property or any person or entity with an interest therein to develop the Project or the Property
following the expiration, cancellation or termination of the Term of this Agreement. Following the
expiration, cancellation or termination of this Agreement, all Development Impact Fees then in
effect shall be applicable to the Project and Property notwithstanding any provision of this
Agreement and notwithstanding the prepayment of the Development Impact Fees set forth in Exhibit
`'D", any increase or amendment of any Development Impact Fee, or any combination thereof.
Nothing contained in this Subsection 4.2.5 shall be construed as limiting the right of OWNER to a
credit against any Development Impact Fees as set forth in Section 4.2.3 hereof.
4.4 Dedication of On -Site Easements and Rights of Way. OWNER shall dedicate to
CITY all on-site rights of way and easements deemed necessary for public improvements, in CITY's
sole discretion, within 15 days of receipt of written demand from CITY.
4.5 Timing of Construction of Off -Site Infrastructure. Approval of any building pen -nits
on the Property shall be conditioned upon CITY's determination, in its sole discretion, that sufficient
progress is being made on construction of off-site infrastructure serving development of OWNER's
Property.
5. FINANCING OF PUBLIC IMPROVEMENTS. OWNER may propose, and ifrequested by
CITY shall cooperate in, the formation of any special assessment district, community facilities
district or alternate financing mechanism to pay for the construction and/or maintenance and
operation of public infrastructure facilities required as part of the Development Plan. To the extent
any such district or other financing entity is formed and sells bonds in order to finance such
reimbursements, OWNER may be reimbursed to the extent that OWNER spends funds or dedicates
land for the establishment of public facilities. Notwithstanding the foregoing, it is acknowledged and
agreed by the parties that nothing contained in this Agreement shall be construed as requiring CITY
or the City Council to form any such district or to issue and sell bonds.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review. The CITY shall review this Agreement annually, on or before the
anniversary of the Effective Date, in order to ascertain the compliance by OWNER with the terms of
the Agreement. OWNER shall submit an Annual Monitoring Report, in a form acceptable to the
City Manager, within thirty (30) days after written notice from the City Manager. The Annual
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Monitoring Report shall be accompanied by an annual review and administration fee sufficient to
defray the estimated costs of review and administration of the Agreement during the succeeding
year. The amount of the annual review and administration fee shall be set annually by resolution of
the City Council.
6.2 Special Review. The City Council may order a special review of compliance with
this Agreement at any time. The City Manager, or his or her designee, shall conduct such special
reviews.
6.3 Procedure.
(a) During either a periodic review or a special review, OWNER shall be required
to demonstrate good faith compliance with the terms of the Agreement. The burden of proof on this
issue shall be on OWNER.
(b) Upon completion of a periodic review or a special review, the City Manager,
or his or her designee, shall submit a report to the Planning Commission setting forth the evidence
concerning good faith compliance by OWNER with the terms of this Agreement and his or her
recommended finding on that issue.
(c) If the Planning Commission finds and determines on the basis of substantial
evidence that OWNER has complied in good faith with the terms and conditions of this Agreement,
the review shall be concluded.
(d) If the Planning Commission finds and determines on the basis of substantial
evidence that OWNER has not complied in good faith with the terms and conditions of this
Agreement, the Commission may recommend to the City Council modification or termination of this
Agreement. OWNER may appeal a Planning Commission determination pursuant to this Section
6.3(d) pursuant to CITY's rules for consideration of appeals in zoning matters then in effect. Notice
of default as provided under Section 7.3 of this Agreement shall be given to OWNER prior to or
concurrent with proceedings under Section 6.4 and Section 6.5.
6.4 Proceedings Upon Modification or Termination. If, upon a finding under Section 6.3,
CITY determines to proceed with modification or termination of this Agreement, CITY shall give
written notice to OWNER of its intention so to do. The notice shall be given at least ten (10)
calendar days prior to the scheduled hearing and shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether or not CITY proposes to terminate or to modify the
Agreement; and,
(c) Such'other information that the CITY considers necessary to inform OWNER
of the nature of the proceeding.
-13-
6.5 Hearing on Modification or Termination. At the time and place set for the hearing on
modification or termination, OWNER shall be given an opportunity to be heard. OWNER shall be
required to demonstrate good faith compliance with the terms and conditions of this Agreement.
The burden of proof on this issue shall be on OWNER. If the City Council finds, based upon
substantial evidence, that OWNER has not complied in good faith with the terms or conditions of the
Agreement, the City Council may terminate this Agreement or modify this Agreement and impose
such conditions as are reasonably necessary to protect the interests of the CITY. The decision of the
City Council shall be final.
6.6 Certificate of Agreement Compliance. If, at the conclusion of a Periodic or Special
Review, OWNER is found to be in compliance with this Agreement, CITY shall, upon request by
OWNER, issue a Certificate of Agreement Compliance ("Certificate") to OWNER stating that after
the most recent Periodic or Special Review and based upon the information known or made known
to the City Manager and City Council that: (1) this Agreement remains in effect; and (2) OWNER is
not in default. The Certificate shall be in recordable form, shall contain information necessary to
communicate constructive record notice of the finding of compliance, shall state whether the
Certificate is issued after a Periodic or Special Review and shall state the anticipated date of
commencement of the next Periodic Review. OWNER may record the Certificate with the County
Recorder.
Whether or not the Certificate is relied upon by assignees or other transferees or OWNER,
CITY shall not be bound by a Certificate if a default existed at the time of the Periodic or Special
Review, but was concealed from or otherwise not known to the City Manager or City Council.
7. DEFAULT AND REMEDIES.
7.1 Remedies in General. It is acknowledged by the parties that CITY would not have
entered into this Agreement if it were to be liable in damages under this Agreement, or with respect
to this Agreement or the application thereof. In general, each of the parties hereto may pursue any
remedy at law or equity available for the breach of any provision of this Agreement, except that
CITY shall not be liable in damages to OWNER, or to any successor in interest of OWNER, or to
any other person, and OWNER covenants not to sue for damages or claim any damages:
(a) For any breach of this Agreement or for any cause of action that arises out of
this Agreement; or
(b) For the taking, impairment or restriction of any right or interest conveyed or
provided under or pursuant to this Agreement; or
(c) Arising out of or connected with any dispute, controversy or issue regarding
the application or interpretation or effect of the provisions of this Agreement.
7.2 Release. Except for non -monetary remedies, OWNER, for itself, its successors and
assignees, hereby releases CITY, its officers, agents and employees from any and all claims,
demands, actions, or suits of any kind or nature arising out of any liability, known or unknown,
present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to
-14-
Article I, Section 19 of the California Constitution, the Fifth and Fourteenth Amendments to the
United States Constitution, or any other law or ordinance which seeks to impose any other liability
or damage, whatsoever, upon CITY because it entered into this Agreement or because of the terms
of this Agreement. OWNER hereby acknowledges that it has read and is familiar with the
provisions of California Civil Code Section 1542, which is set forth below:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING
THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST
HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT
WITH THE DEBTOR."
By initialing below, OWNER hereby waives the provisions of Section 1542 in
connection with the matters that are the subject of the foregoing waivers and releases.
Owner's Initials
7.3 Termination or Modification of Agreement for Default of OWNER. CITY may
terminate or modify this Agreement for any failure of OWNER to perform any material duty or
obligation of OWNER under this Agreement, or to comply in good faith with the terns of this
Agreement (hereinafter referred to as "default"); provided, however, CITY may terminate or modify
this Agreement pursuant to this Section only after providing written notice to OWNER of default
setting forth the nature of the default and the actions, if any, required by OWNER to cure such
default and, where the default can be cured, OWNER has failed to take such actions and cure such
default within sixty (60) days after the effective date of such notice or, in the event that such default
cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to
commence the actions necessary to cure such default within such sixty (60) day period and to
diligently proceed to complete such actions and cure such default.
7.4 Termination of Agreement for Default of CITY. OWNER may terminate this
Agreement only in the event of a default by CITY in the performance of a material term of this
Agreement and only after providing written notice to CITY of default setting forth the nature of the
default and the actions, if any, required by CITY to cure such default and, where the default can be
cured, CITY has failed to take such actions and cure such default within sixty (60) days after the
effective date of such notice or, in the event that such default cannot be cured within such sixty (60)
day period but can be cured within a longer time, has failed to commence the actions necessary to
cure such default within such sixty (60) day period and to diligently proceed to complete such
actions and cure such default.
8. LITIGATION.
8.1 Third Party Litigation Concerning A ear ement. OWNER shall defend, at its expense,
including attorneys' fees, indemnify, and hold harmless CITY, its agents, officers and employees
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from any claim, action or proceeding against CITY, its agents, officers, or employees to attack, set
aside, void, or annul the approval of this Agreement, or the approval of any permit granted pursuant
to this Agreement. CITY shall promptly notify OWNER of any claim, action, proceeding or
determination included within this Section 8.1, and CITY shall cooperate in the defense. If CITY
fails to promptly notify OWNER of any such claim, action, proceeding or determination, or if CITY
fails to cooperate in the defense, OWNER shall not thereafter be responsible to defend, indemnify,
or hold harmless CITY. CITY may in its discretion participate in the defense of any such claim,
action, proceeding or determination.
8.2 Environmental Assurances. OWNER shall indemnify and hold CITY, its officers,
agents, and employees free and harmless from any liability, based or asserted, upon any act or
omission of OWNER, its officers, agents, employees, subcontractors, predecessors in interest,
successors, assigns and independent contractors for any violation of any federal, state or local law,
ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or
about the Property, including, but not limited to, soil and groundwater conditions, and OWNER shall
defend, at its expense, including attorneys' fees, CITY, its officers, agents and employees in any
action based or asserted upon any such alleged act or omission. CITY may in its discretion
participate in the defense of any such action.
8.3 Reservation of Rights. With respect to Section 8.1 and Section 8.2 herein, CITY
reserves, the right to either (1) approve the attorney(s) that the indemnifying party selects, hires or
otherwise engages to defend the indemnified party hereunder, which approval shall not be
unreasonably withheld, or (2) conduct its own defense; provided, however, that the indemnifying
party shall reimburse the indemnified party forthwith for any and all reasonable expenses incurred
for such defense, including attorneys' fees, upon billing and accounting therefor.
8.4 Challenge to Existing Land Use Approvals. By accepting the benefits of this
Agreement, OWNER, on behalf of itself and its successors in interest, hereby expressly agrees and
covenants not to sue or otherwise challenge any land use approval affecting the Property and in
effect as of the Effective Date. Such agreement and covenant includes, without limitation, the
covenant against any direct suit by OWNER or its successor in interest, or any participation,
encouragement or involvement whatsoever that is adverse to CITY by OWNER or its successor in
interest, other than as part of required response to lawful orders of a court or other body of
competent jurisdiction. OWNER hereby expressly waives, on behalf of itself and its successors in
interest, any claim or challenge to any land use approval affecting the Property and in effect as of the
Effective Date. In the event of any breach of the covenant or waiver contained herein, CITY shall,
in addition to any other remedies provided for at law or in equity, be entitled to:
(a) impose and recover (at any time, including after sale to a member of the public or
other ultimate user) from the party breaching such covenant or waiver, the full
amount of Development Impact Fees that the breaching party would have been
required to pay in the absence of this Development Agreement; and
(b) impose any subsequently adopted land use regulation on those land use approvals for
which the breaching party had not, as of the time of such breach, obtained a building
permit.
-16-
OWNER hereby acknowledges that it has read and is familiar with the provisions of
California Civil Code Section 1542, which is set forth below:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING
THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST
HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT
WITH THE DEBTOR."
By initialing below, OWNER hereby waives the provisions of Section 1542 in
connection with the matters that are the subject of the foregoing waivers and releases.
Owner's Initials
8.5 Survival. The provisions of Sections 8.1 through 8.4, inclusive, shall survive the
termination of this Agreement.
9. MORTGAGEE PROTECTION.
The parties hereto agree that this Agreement shall not prevent or limit OWNER, in any
manner, at OWNER's sole discretion, from encumbering the Property or any portion thereof or any
improvement thereon by any mortgage, deed of trust or other security device securing financing with
respect to the Property. CITY acknowledges that the lenders providing such financing may require
certain Agreement interpretations and modifications and agrees upon request, from time to time, to
meet with OWNER and representatives of such lenders to negotiate in good faith any such request
for interpretation or modification. CITY will not unreasonably withhold its consent to any such
requested interpretation or modification provided such interpretation or modification is consistent
with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to
the following rights and privileges:
(a) Neither entering into this Agreement nor a breach of this Agreement shall
defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good
faith and for value, unless otherwise required by law.
(b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or
any part thereof, which Mortgagee, has submitted a request in writing to the CITY in the manner
specified herein for giving notices, shall be entitled to receive written notification from CITY of any
default by OWNER in the performance of OWNER's obligations under this Agreement.
(c) If CITY timely receives a request from a mortgagee requesting a copy of any
notice of default given to OWNER under the terms of this Agreement, CITY shall provide a copy of
that notice to the Mortgagee within ten (10) days of sending the notice of default to OWNER. The
Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure
-17-
period allowed such party under this Agreement.
(d) Any Mortgagee who comes into possession of the Property, or any part
thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure,
shall take the Property, or part thereof, subject to the terms of this Agreement. Notwithstanding any
other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty
under this Agreement to perform any of OWNER's obligations or other affirmative covenants of
OWNER hereunder, or to guarantee such performance; provided, however, that to the extent that any
covenant to be performed by OWNER is a condition precedent to the performance of a covenant by
CITY, the performance thereof shall continue to be a condition precedent to CITY's performance
hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession
shall be subject to the provisions of Section 2.5 of this Agreement.
10. MISCELLANEOUS PROVISIONS.
10.1 Recordation of Agreement. This Agreement and any amendment or cancellation
thereof shall be recorded with the Orange County Recorder by the Clerk of the City Council within
ten (10) days after the City enters into the Agreement, in accordance with Section 65868.5 of the
Government Code. If the parties to this Agreement or their successors in interest amend or cancel
this Agreement, or if the CITY terminates or modifies this Agreement as provided herein for failure
of the OWNER to comply in good faith with the terms and conditions of this Agreement, the City
Clerk shall have notice of such action recorded with the Orange County Recorder.
10.2 Entire Agreement. This Agreement sets forth and contains the entire understanding
and agreement of the parties, and there are no oral or written representations, understandings or
ancillary covenants, undertakings or agreements that are not contained or expressly referred to
herein. No testimony or evidence of any such representations, understandings or covenants shall be
admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions
of this Agreement.
10.3 Severability. If any term, provision, covenant or condition of this Agreement shall be
determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected
thereby to the extent such remaining provisions are not rendered impractical to perform taking into
consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the
Public Benefits set forth in Section 4 of this Agreement, including the payment of the Development
Impact Fees set forth therein, are essential elements of this Agreement and CITY would not have
entered into this Agreement but for such provisions, and therefore in the event such provisions are
determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of
no force and effect whatsoever.
10.4 Inte[Rretation and Governing: Law. This Agreement and any dispute arising
hereunder shall be governed and interpreted in accordance with the laws of the State of California.
This Agreement shall be construed as a whole according to its fair language and common meaning to
achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect
that ambiguities are to be resolved against the drafting party shall not be employed in interpreting
-18-
this Agreement, all parties having been represented by counsel in the negotiation and preparation
hereof.
10.5 Section Headings. All section headings and subheadings are inserted for convenience
only and shall not affect any construction or interpretation of this Agreement.
10.6 Singular and Plural. As used herein, the singular of any word includes the plural.
10.7 Joint and Several Obligations. If at any time during the Term of this Agreement the
Property is owned, in whole or in part, by more than one OWNER, all obligations of such OWNERS
under this Agreement shall be joint and several, and the default of any such OWNER shall be the
default of all such OWNERS. Notwithstanding the foregoing, no OWNER of a single lot that has
been finally subdivided and sold to such OWNER as a member of the general public or otherwise as
an ultimate user shall have any obligation under this Agreement except as expressly provided for
herein.
10.8 Time of Essence. Time is of the essence in the performance of the provisions of this
Agreement as to which time is an element.
10.9 Waiver. Failure by a party to insist upon the strict performance of any of the
provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon
the default of the other party, shall not constitute a waiver of such party's right to insist and demand
strict compliance by the other party with the terms of this Agreement thereafter.
10.10 No Third Party Beneficiaries. This Agreement is made and entered into for the sole
protection and benefit of the parties and their successors and assigns. No other person shall have any
right of action based upon any provision of this Agreement.
10.11 Force Majeure. Neither party shall be deemed to be in default where failure or delay
in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other
Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the
party's control, (including the party's employment force), government regulations, court actions
(such as restraining orders or injunctions), or other causes beyond the party's control. If any such
events shall occur, the Term of this Agreement and the time for performance by either party of any
of its obligations hereunder may be extended by the written agreement of the parties for the period of
time that such events prevented such performance, provided that the Term of this Agreement shall
not be extended under any circumstances for more than five (5) years.
10.12 Mutual Covenants. The covenants contained herein are mutual covenants and also
constitute conditions to the concurrent or subsequent performance by the party benefited thereby of
the covenants to be performed hereunder by such benefited party.
10.13 Successors in Interest. The burdens of this Agreement shall be binding upon, and the
benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement.
All provisions of this Agreement shall be enforceable as equitable servitudes and constitute
covenants running with the land. Each covenant to do or refrain from doing some act hereunder with
regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of
-19-
the Property; (b) runs with the Property and each portion thereof; and (c) is binding upon each party
and each successor in interest during ownership of the Property or any portion thereof.
10.14 Counterparts. This Agreement may be executed by the parties in counterparts, which
counterparts shall be construed together and have the same effect as if all of the parties had executed
the same instrument.
10.15 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement
or brought by a party hereto for the purpose of enforcing, construing or determining the validity of
any provision of this Agreement shall be filed and tried in the Superior Court of the County of
Orange, State of California, and the parties hereto waive all provisions of law providing for the
filing, removal or change of venue to any other court.
10.16 Project as a Private Undertaking. It is specifically understood and agreed by and
between the parties hereto that the development of the Project is a private development, that neither
party is acting as the agent of the other in any respect hereunder, and that each party is an
independent contracting entity with respect to the terms, covenants and conditions contained in this
Agreement. No partnership, joint venture or other association of any kind is formed by this
Agreement. The only relationship between CITY and OWNER is that of a government entity
regulating the development of private property and the owner of such property.
10.17 Further Actions and Instruments. Each of the parties shall cooperate with and provide
reasonable assistance to the other to the extent contemplated hereunder in the performance of all
obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the
request of either party at any time, the other party shall promptly execute and file or record such
required instruments and writings and take any actions as may be reasonably necessary under the
terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to
evidence or consummate the transactions contemplated by this Agreement.
10.18 Eminent Domain. No provision of this Agreement shall be construed to limit or
restrict the exercise by CITY of its power of eminent domain.
10.19 Agent for Service of Process. In the event OWNER is not a resident of the State of
California or it is an association, partnership or joint venture without a member, partner or joint
venturer resident of the State of California, or it is a foreign corporation, then in any such event,
OWNER shall file with the City Manager, upon its execution of this Agreement, a designation of a
natural person residing in the State of California, giving his or her name, residence and business
addresses, as its agent for the purpose of service of process in any court action arising out of or based
upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall
constitute valid service upon OWNER. If for any reason service of such process upon such agent is
not feasible, then in such event OWNER may be personally served with such process and such
service shall constitute valid service upon OWNER. OWNER is amenable to the process so served,
submits to the jurisdiction of the Court so obtained and waives any and all objections and protests
thereto.
-20-
10.20 Authority to Execute. The person or persons executing this Agreement on behalf of
OWNER warrants and represents that he or she/they have the authority to execute this Agreement on
behalf of his or her/their corporation, partnership or business entity and warrants and represents that
he or she/they has/have the authority to bind OWNER to the performance of its obligations
hereunder.
-21-
IN WITNESS WHEREOF, the parties hereto have executed this Development
Agreement on the last day and year set forth below.
OWNER
RIVER STREET SJC LLC,
a California limited liability company
By
V
Dan Almquist Manager
Dated: -0 LO
CITY
CITY OF SAN JUAN CAPISTRANO, a
California municipal corporation
By:
D
A
B'
APPROVED AS TO LEGAL FORM:
BEST BEST & KRIEGER LLP
9 �2z ��,
ty A tomey
-22-
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
A notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document, to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814 & Civil Code 1181)
On July 7. 2020, before me, Maria Morris, City Clerk, personally appeared
Brian Marvott. Mayor and Jeffrey Ballinger, City Attorney, who proved to me on the basis of
satisfactory evidence to the be person(s) whose name(s) is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity
(ies), and that by his/her/there signature on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Mayor
City Attorney
Title
Signer is Representing
City of San Juan Capistrano
Development Agreement No. 16-002
River Street SJC, LLC
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of (112NAu, )
On SUY1Q 11 kb 10110 before me, T �Y1�jQX1J QYld N01U 2y PUb�I C.
(insert name and title of the officer)
personally appeared Dan A(m&,cs�- _
who proved to me on the basis of satisfactory evidence to be the onffit`whose name, are
s scribed to the within instrument and acknowled d to me that he she/they executed the same in
is er/their authorized capacity, and that by is er/their signatur�n the instrument the
p rso or the entity upon b6half of which the person"cted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
+^'°•°.• J. JGRGENSEN
WITNESS my hand and official seal. 3' ; COYY.q Yt2 N` a YOYurc rueucuuNroW N
n n { .ua' YY Lau. E^�v. rfeEO. 2022;
Signature
(Seal)
EXHIBIT "A"
(Legal Description of the Property)
Exhibit A
61 147.800032025416.4
Order Number: OSA-4864665 (50)
EXHIBIT A
LEGAL DESCRIPTION
Real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
THAT PORTION OF LOT 56 OF TRACT NO. 103, AS SHOWN ON A MAP THEREOF RECORDED IN
BOOK 11, PAGES 29 TO 33 INCLUSIVE OF MISCELLANEOUS MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA, TOGETHER WITH THAT PORTION OF RIVER STREET, AS ABANDONED
BY ORDER OF THE BOARD OF SUPERVISORS OF THE COUNTY OF ORANGE, A COPY OF WHICH
WAS RECORDED MAY 15, 1948 IN BOOK 1637, PAGE 220 OF OFFICIAL RECORDS AND RE-
RECORDED MAY 21, 1948 IN BOOK 1640, PAGE 545 OF OFFICIAL RECORDS, SHOWN ON A MAP
OF SAID TRACT NO. 103; AND TOGETHER WITH THAT PORTION OF LOT 4, BLOCK 3 OF THE
TOWNSITE OF SAN JUAN CAPISTRANO, AS SHOWN ON A MAP THEREOF, RECORDED IN BOOK
3, PAGES 120 TO 125 INCLUSIVE OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF SAID LOT 56; THENCE NORTH 80 52' 56"
WEST ALONG THE NORTHERLY PROLONGATION OF THE EASTERLY BOUNDARY OF SAID LOT
56, 22.56 FEET TO AN INTERSECTION WITH THE CENTER LINE OF SAID RIVER STREET, AS
ABANDONED THENCE SOUTH 530 31' 34" WEST ALONG THE CENTER LINE OF SAID RIVER
STREET 558.74 FEET TO AN ANGLE POINT IN SAID CENTER LINE; THENCE SOUTH 200 41' 34"
WEST CONTINUING ALONG SAID CENTER LINE 21.91 FEET TO AN INTERSECTION WITH THE
NORTHERLY PROLONGATION OF THE WESTERLY BOUNDARY OF SAID LOT 56; THENCE SOUTH
140 59'00" EAST ALONG THE WESTERLY BOUNDARY OF SAID LOT 56 AND THE NORTHERLY
PROLONGATION THEREOF, 482.07 FEET TO THE SOUTHWEST CORNER OF SAID LOT 56;
THENCE SOUTH 870 34' 00" EAST 385.35 FEET TO THE WESTERLY LINE OF LOS RIOS STREET,
AS SHOWN ON A MAP RECORDED IN BOOK 37, PAGE l OF RECORD OF SURVEYS OF SAID
ORANGE COUNTY; THENCE NORTH 20 04' 30" EAST ALONG THE WESTERLY LINE OF SAID LOS
RIOS STREET 102.62 FEET; THENCE NORTH 89° 33' 38" WEST 46.65 FEET, THENCE NORTH 20
20' 38" WEST 86.98 FEET; THENCE SOUTH 890 33' 38" EAST 16.00 FEET; THENCE NORTH 20
20'38" WEST 43.75 FEET TO AN ANGLE POINT IN THE EASTERLY BOUNDARY OF SAID LOT 56,
SAID ANGLE POINT BEING ON THE NORTH LINE OF SAID LOT 4, BLOCK 3, TOWNSITE OF SAN
JUAN CAPISTRANO; THENCE NORTH 890 33' 38" WEST 73.13 FEET TO ANOTHER ANGLE POINT
IN SAID EASTERLY BOUNDARY OF LOT 56; THENCE NORTH 20 20' 38" WEST 42.00 FEET TO
ANOTHER ANGLE POINT IN SAID EASTERLY BOUNDARY OF LOT 56; THENCE SOUTH 890 33'
38" EAST 14.98 FEET; THENCE LEAVING SAID BOUNDARY OF LOT 56 AND RUNNING THENCE
NORTH 20 20'38" WEST PARALLEL TO THE WESTERLY BOUNDARY OF SAID LOS RIOS STREET,
214.62 FEET; THENCE NORTH 8° 52' 56" WEST 234.96 FEET TO AN INTERSECTION WITH A
LINE WHICH LIES PARALLEL TO AND 40.00 FEET SOUTHWESTERLY OF, MEASURED AT RIGHT
ANGLES, SAID CENTER LINE OF RIVER STREET; THENCE NORTH 530 31' 34" EAST PARALLEL
TO THE CENTERLINE OF RIVER STREET 113.87 FEET TO SAID WESTERLY LINE OF LOS RIOS
STREET; THENCE NORTH 80 52' 56" WEST 22.57 FEET TO THE POINT OF BEGINNING.
APN: 121-160-22, 121-160-28 and 121-160-49
firstAmerican Tide
EXHIBIT "B"
(Map of the Property)
Exhibit B
61147.80009132025416.4
EXHIBIT B
Map of the Property
9 �a
9 nl) Dl9ltW MBP lAAUW. FII nghle mbo
EXHIBIT "C"
(Development Plan)
Exhibit C
G 1147.8000913242541 G.4
ft
% -1 .-
w
'.
EXHIBIT f°D"
(Development Impact Fees)
61147.8000%32025416.4
Developer Impact Fees Summary
EXHIBIT D
Descriptions Current Fees Term."
ation Facilities Development Fees
rv,�mi r, a..wix, �onam
ORDINANCE NO. 210 PASSED ON DECEMBER 11, 1972, UPDATED 1999
150
tUnitsor
Less
mil
etached dwelling units
$11,600.00 Per Unit
e un s, including upe , own omesan
ents
$10,512.00 Per Unit
Homes
$6,525.00 Per Unit
More
If there is no park or recreational facility designated In the Recreational Element to be located In whole or in part
within the proposed subdivision to serve the Immediate and future needs of the residents of the subdivision, the
subdivided shall, in lieu of dedicating land, pay a fee equal to the value of the lard prescrbed for dedication as
indicated in Section (1) below and in an amount determined in accordance with the provision of Section (2) below,
such fee to be used for a park which will serve the residents of the area being subdivided.
Section 1
(b) Town houses and 4 bedroom apts.
3.1persons per dwelling
(c) Multiple family dwelling units
Z.4persons per awelling
(d) Mobile home dwelling units
1.9persons per dwelling
unit
Section (2)
Where a fee is required to be paid in lieu of land dedication, the amount of such fee shall be based upon the
fair market value of the amount of land which would otherwise be required to be dedicated pursuant to
Section (1). The fee shall be paid pursuant to the provisions contained in Section (3). The "fair market
value" shall be determined by City Council prior to tentative map approval, based on an appraisal approved
by the City and paid for by the subdivider.
Se (3)
Time of commencement must be designated. At the time the final tract map is approved, the City council
shall designate the time when development of the park and recreational facilities shall be paid.
Agricultural Preservation ___
NOTE. BASED UPON ORDINANCE NUMBER 316 PASSED ON JANUARY 19, 1977
Residential Development $500.00 Per Unit
Commercial or Industrial Development $1,000.00 Per Acre
Sewer Connection Fees note 1
NOTE: BASED UPON CSIC RESOLUTION NO. 04-11-16-05, Adapted November 16, 2004
Per dwelling unit or per meter whichever Is greater
$4,441.69
Per mobile homes ace
$4,441.69
Per motel room with kitchen facility
$4,441.69
Non-residential- including commercial, industrial, public
buildings, schools, churches, motels, and hotels without
kitchen facilities;
Per 1500 SF of
$4,441.69 floor area or
fraction thereof
Capistrano Circulation Fee Program Traffic Impact Fees _
NOTE: BASED UPON C5JC RESOLUTION NO. 02-05-21-02 Aduptad May 21, 2002
Residential
Land Use Cat ory/Unit
Sin le DU Prima and Seconds /Dwel in Unit $7,387.00
Mu [I a DU Dwe In Unit $6,088.00
Page 1 of
Developer Impact Fees Summary
Descriptions
Commercial
Land Use Category/Unit
Auto Dealership/Acre _
Auto Mai of floor area -
Church/ of oor area
Clini sf of floor area
amm mi,uw�o v.asau°e
Currg, Fees.
$228,000.00
$3.04
$3.54
$12.99
Ter
Commercial/sf of floor area
$8.51
Elementary/Middle Sc ool/stu ent
Equestrian/Stable
Golf Course/Acre
$170.00
$76.00
$6,330.00
High School/student
$520.00
Hospital/sf of Floor area
$7.60
Hotel/Room
$3,310.00
In ustrial/sf of floor area
$3.88
Mortuary/sMortuary/sf of floor area
$9.42
Motel/Room
$3,870.00
Museum/sf of floor area
$5.32
Nursing Hom a
2,280.00
0 ice/R 81 D/sf of floor area
$6.40
Private School/student
$360.00
Racquet Club/Health Spa/Court
$15,200.00
Self Storage/Unit
_
$150.00
Service Statio Site
$35,625.00
--
Service Station w/M_ art/Site
$35,625.00
Theater Seat
$680.00
Sys_te_ms Development (Ordinance 364)
NOTE: BASED UPON ORDINANCE NUMBER 369 PASSED ON JUNE 29, 1978
_
Systems Development
1 % of estimated
building permit valuation
of a building or $1.00,
whichever is hi her
New Builtlin Construction Ordinance 211
NOTE: BASED UPON ORDINANCE NUMBER 211 PASSED ON NOVEMBER 13, 1972
Schedule A - Fees for plans submitted to the Architectural
1) Residential
Single family aw
Du lexes
$50.00
$50.00
Per Unit
Per Unit
Multi -family dwellings (three or more units)
Or ea�ef or motel room without a kitchen-
excluding bathrooms
$50._00 _
$25.00
Per Unit _
Per Unit
Mobile home park pads *
$25.00
Per Pad
ermanen[ buildings and landscape only need
conform to qualify.
Page 2 of 4
�Vrvpt on«w.. uoum
Developer Impact Fees Summary
Descriptions
Current Fees rm.'
(2) Commercial
For each commercial building unit in a building, per
square foot of gross floor area, including any area
within a building designed for the parking of vehicles
$0.03
Per Sq Ft
(3) Industrial
For each commercial building unit in a building, per
square foot of gross floor area, including any area
within a building designed for the parking of vehicles
$0.03
Per Sq Ft
Schedule B - Fees for plans not submiWArchitecturallReview Board fora proval
1 Resi entialSin
le famildwellin s75.00
Per Unit
Jus $10 er bedroom over
Du lexes
75.00
Per Unit
Jus $10 er bedroom over
Multi-famll
dwellin s three
75.00
Per Unit
Ius$10
er bedroom over
or eac ote or mote room
excluding bathrooms
$35.00
Per Unit
Mobile home park pads
$35,00
Per Pad
2 Commercial
For each commercial building unit in a building, per
square foot of gross floor area, Including any area
within a building designed for the parking of vehicles
$0.05
Per Sq Ft
(3) Industrial
For each commercial building unit In a building, per
square foot of gross floor area, Including any area
within a building designed for the parking of vehicles
$0.05
Per Sq Ft
Housing In -Lieu Development
Housing In -Lieu Development
Valuation as determined
under the City of San
Juan Capistrano
Municipal Code Section 9
5.103
NOTE. BASED UPON ORDINANCE NUMBER 767 PASSED ON JULY 5, 1995
Drainage Area
Lot $1,170.00
Per Acre
860.00
Per Acre
320.00
Per Acre
L05 $170.00
1 Per Acre
Mot 780.00
Per Acre
$1,470.00
Per Acre
..,xa,i ��-v++,u4� c.u•,oaz Page 3 of 4
Developer Impact Fees Summary
Descriptions
Current Fees
Term
Domestic Water note 1
Development Charges
7.1% of Improvement
Plan Check & Inspection Fees
value or $150/sheet plus
per Application
a processing fee,
whichever is higher
Preliminary Processing fee Tract &Parcel Ma
311.92
Per Application
NOTE: BASED UPON CSIC RESOLUTION NO. 04-05-18-04, Adopted May lA 2004
Water Capacity
Water Capacity per meter or DU, whichever is greater
$3,975.94
Per Meter or
DU
Water Capacity for Commercial area per SF of building
Per SF
area: the greater of the $/SF price or the $/DU for the
$0.6545
commercial
meter given above.
area.
Capital Improvement
Per dwelling
unit or per meter whichever is greater
Per Application
Per mobile homes ace
____$3,060.47
$1,531.83
Per Application
Water Capital Improvement for Commercial per SF of
Per SF
building area: the greater of the $/SF price or the$/DU for
$0.50
commercial
the meter given above.
area.
Water Capital Improvement for Agricultural per SF of
$/SF planted
planted area: the greater of the $/SF price or the$/DU for
$0.07
agricultural
the meter g [yen above.
area
Storage Charge
Per dwelling unit or per meter whichever is greater
$3,659.75
Per Application
Per mobile homes ace
$1,830.94
Per Application
Water storage for Commercial and Industrial per square
Per SF
foot of building area; the greater of the $/SF price or the
$0.74
commercial
$/DU for the meter given above.
area.
Non -Domestic Water (Recycled
Water
Plan Check & Inspection Fees
7.1% of Improvement
Per Application
value
NOTE: BASED UPON CVWD RESOLUTION NO. 00-9-5-1, Adopted September 5 2000
Recycled Water Capacity Charge: the greater of the $/ ds
$/cfs maximum
maximum day demand charge given or the $/AF charge
857,474.43
day demand.
below.
Recycled Water Capacity Charge: the greater of the $/AF
$/AF of annual
demand charge given or the $/cfs charge above.
1385855
,.
demand.
Preliminary Processing fee, Tract & Parcel Map
311.92
Per Application
vw �� u a..owm� �s.osoi.oe Page 4 of 4
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