1993-1019_FORD LEASING DEVELOPMENT COMPANY_Owner Participation Agr1
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OWNER PARTICIPATION AGREEMENT
by and between
SAN JUAN CAPISTRANO
1018931 16077.5
"AGENCY"
and
REDEVELOPMENT AGENCY
FORD LEASING DEVELOPMENT COMPANY
"DEVELOPER"
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TABLE OF CONTENTS
PAGE
I.
[§100] SUBJECT OF AGREEMENT . . . . . . . . .
. -1-
A.
[§101] Purpose of Agreement . . . . . . . . .
. -1-
B.
[§102] The Redevelopment Plan . . . . . . . .
. .2-
C.
[§103] Description of the Site . . . . . . .
. .2-
D.
[§104] Parties to the Agreement . . . . . . .
. .2-
1. [§105] The Agency . . . . . . . . . . .
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2. [§106] The Developer . . . . . . . .
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3. [§107] Developer's Authority . . . . . .
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4. [§108] Agency Authority . . . . . . . .
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E.
[§109] Extension of Time to Perform . . . . .
. .4 -
II.
[§200] OBLIGATIONS OF THE PARTIES . . . . . . . .
. .4-
A.
[§201] Developer's Obligations .
. .4-
1. [§202] Developer's Obligation to Acquire
the
Site and Record the Agreement
Containing Covenants . . . . . .
. .4-
2. [§203] Developer's Obligation to Construct
Public Improvements. . . . . . .
. .5-
B.
[§204] Agency's Obligation to Reimburse
Developer. . . . . . . . . . . . . .
. .5-
C.
[§205] Promissory Note. . . . . . . . . .
. .5-
D.
[§206] Method of Note Repayment . . . . . . .
. .6-
1. Definitions. . . . . . . . . . . . . . .
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2. Note Payment . . . . . . . . . . .
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3. Agency Pledge of Sales Taxes . . . . . . .
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III.
[§3003 DEVELOPMENT OF THE SITE . . . . . . . . . .
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A.
[§301] Scope of Development . . . . . . .
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B.
[§302] Bodily Injury and Property Damage
Insurance . . . .-9-
C.
[§303] City and Other Governmental Agency
Permits . . . . . . . . . . .
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D.
[§304] Local, State and Federal Laws . . . .
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E.
[§305] Antidiscrimination During
Construction . . . . . . . . . . . . .
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IV.
[§400] USE OF THE SITE . . . . . . . . . . . . . .
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V.
[§500] DEFAULTS AND REMEDIES . . . . . . . . . . .
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A.
[§501] Defaults -- General . . . . . . . . .
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B.
[§502] Legal Actions . . . .
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1. [§503] Institution of Legal Actions . .
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2. [§504] Applicable Law . . . .
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3. [§505] Acceptance of Service of Process
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C.
[§506] Rights and Remedies Are Cumulative
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D.
[§507] Inaction Not a Waiver of Default .
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E.
[§508] Damages . . . . . . . . . . . . . . .
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F.
[§509] Specific Performance . . . . . . . . .
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G.
[§510] Attorneys' Fees . . . . . . . ... . .
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VI. [5600] GENERAL PROVISIONS . . . . . . .16-
A. [5601] Notices, Demands and Communications
Between the Parties . . . . . . . . . . .16-
B. [5602] Conflicts of Interest . . . . .16-
C. [5603] Enforced Delay, Extension of Times
of Performance . . . . . .17-
D. [5604] Non -Liability of Officials and
Employees of the Agency . . . . . . . . .18 -
VII. [5700] ENTIRE AGREEMENT; WAIVERS, CONSENT . . . . . .18 -
VIII. [5800] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY . -19-
ATTACHMENT
NO.
1
- SITE MAP
ATTACHMENT
NO.
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- LEGAL DESCRIPTION OF THE SITE
ATTACHMENT
NO.
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- AGREEMENT CONTAINING COVENANTS
ATTACHMENT
NO.
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- LIST OF SPECIFIED PUBLIC IMPROVEMENTS
ATTACHMENT
NO.
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- PROMISSORY NOTE
ATTACHMENT
NO.
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- ORDINANCE NO. CRA 1
ATTACHMENT
NO.
7
- RESOLUTION 93-7-20-2
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OWNER PARTICIPATION AGREEMENT
THIS AGREEMENT (THE "Agreement") is entered into by and
between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY
(the "Agency") and FORD LEASING DEVELOPMENT COMPANY, a
Delaware corporation (the "Developer"). The Agency and the
Developer hereby agree as follows:
I. (5100] SUBJECT OF AGREEMENT
A. (§101] Purpose of Agreement
The purpose of this Agreement is to effectuate the
Redevelopment Plan for the Central Redevelopment Project (the
"Redevelopment Plan") (as hereinafter defined) by providing
for the development of certain real property situated within
the boundaries of the Project Area (the "Project Area")
created by the Redevelopment Plan. That certain real property
which is to be developed pursuant to this Agreement (the
"Site") is depicted on the "Site Map", which is attached
hereto as Attachment No. 1 and is legally described in the
"Legal Description of the Site,, attached hereto as Attachment
No. 2. Attachment Nos. 1 and 2 are incorporated herein by
this reference. This Agreement is entered into for the
purpose of redeveloping the Site and not for speculation in
land holding. Completing the development on the Site (the
"Project") pursuant to this Agreement is in the vital and best
interest of the City of San Juan Capistrano, California (the
"City") and the health, safety, morals and welfare of its
residents, and in accord with the public purposes and
provisions of applicable state and local laws and requirements
under which the Project has been undertaken.
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B. [§102] The Redevelopment Plan
The Central Redevelopment Plan was approved and
adopted on by Ordinance No. 488 of the City Council of the
City of San Juan Capistrano which became effective on July 12,
1983, and was amended by Ordinance Numbers 509, 547 and 582
which became effective on May 15, 1984, July 17, 1985 and
August 19, 1986, respectively, and as it may be amended in the
future. Said ordinances and the Redevelopment Plan as so
amended are incorporated herein by reference.
C. [§103] Description of the site
The "Site" is that certain real property designated
on the Site Map (Attachment No. 1) and described in the "Legal
Description of the Site", (Attachment No. 2). The Site
consists of approximately 1.19 gross acres and is located
within the corporate limits of the City and within the Project
Area.
The Site is currently owned by third parties (the
"Owners"). Developer has entered into a purchase agreement
with the Owners pursuant to which Developer intends to acquire
the Site for development in accordance with the terms of this
Agreement.
D. [§104] Parties to the Agreement
1. [$105] The Agency
The Agency is a public body, corporate and
politic, exercising governmental functions and powers and
organized and existing under Chapter 2 of the Community
Redevelopment Law of the State of California. The principal
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office of the Agency is located at City Hall, 92400 Paseo
Adelanto, San Juan Capistrano, California 92675.
"Agency", as used in this Agreement, includes
the San Juan Capistrano Redevelopment Agency, and any assignee
of or successor to its rights, powers and responsibilities.
2. [§106] The Developer
The Developer is Ford Leasing Development
Company, a Delaware corporation, or any permitted assignees.
The office and mailing address of the Developer for purposes
of this Agreement is Ford Leasing Development Company, One
Parklane Boulevard, Suite 1500 East, Dearborn, Michigan 48126.
3. [§107] Developer's Authority
Developer represents and warrants that it is a
corporation organized and existing under the laws of the State
of Delaware, that the officers executing this Agreement are
authorized to execute same on behalf of the Developer, and
that this Agreement all other documents which have been or
will be delivered by Developer to Agency relative to the
Project, have been or will be (i) duly authorized, executed
and delivered by Developer; (ii) legal, valid and binding
obligations of the Developer; (iii) enforceable in accordance
with their respective terms; and, (iv) will not violate any
provisions of any other agreement to which Developer is a
party.
4. [5108] Agency Authority
The Agency represents and warrants that: (i)
it is a redevelopment agency duly organized and existing under
the laws of the State of California; (ii) by proper action of
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the Agency, the Agency has been duly authorized to execute and
deliver this Agreement, acting by and through its duly
authorized officers; (iii) this Agreement does not violate any
provisions of any other agreement to which the Agency is a
party; and (iv) to the best of Agency's knowledge there is no
claim, suit, demand, litigation or administrative proceeding
threatened or pending as of the date hereof with respect to or
in connection with this Agreement or the Redevelopment Plan.
E. [§109] Extension of Time to Perform
The Executive Director of the Agency is authorized
to approve extensions of time for the Developer to complete
the Developer's obligations.
II. [§200] OBLIGATIONS OF THE PARTIES
A. [§201) Developer's Obligations
1. [§202] Developer's Obligation to Acauire
the Site and Record the Agreement
Containing Covenants
Developer hereby agrees to use commercially
reasonable efforts to acquire the Site from the Owners prior
to December 31, 1993 in accordance with the terms of the
existing Purchase Agreement. Concurrent with the close of the
escrow conveying the Site from the Owners to Developer,
Developer shall record the Agreement Containing Covenants (the
"Covenants") substantially in the form of the Covenants
attached hereto and incorporated herein as Attachment No. 3
which Covenants benefit the Agency and obligate Developer to
complete construction of an auto dealership on the Site on or
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before 24 months from the date of conveyance of the Site to
the Developer and to operate said auto dealership for a period
of time equal to the lesser of five (5) years or the term of
the Promissory Note referenced in Section 205 below.
2. (5203] Developer's Obligation to Construct
Public Improvements.
As a condition of receipt of a Certificate of
occupancy for the development of the auto dealership on the
Site, the Developer shall design, construct and install
certain public improvements (the "Specified Public
Improvements") as set forth on the "List of Specified Public
Improvements" attached hereto and incorporated herein as
Attachment Nos. 4 and 7. The parties estimate that the total
cost for the design, construction and installation of the
Specified Public Improvements will be $241,360 (TWO HUNDRED
FORTY ONE THOUSAND, THREE HUNDRED SIXTY DOLLARS).
B. (§204] Agency's Obligation to Reimburse Developer
The Agency shall reimburse the Developer for the
total actual cost (the "Actual Cost") to design, construct and
install the Specified Public Improvements. The Actual Cost
shall be determined by Agency based upon the submission to
Agency by Developer of reasonably adequate evidence of the
Actual Cost including but not limited to construction
contracts, invoices and other items generally used to document
the cost of such construction.
C. (§205] Promissory Note,
within three (3) business days of the execution of
this Agreement by both parties, Agency shall deliver to an
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escrow mutually agreed to by both parties (the "Escrow")
Agency's Promissory Note in favor of Developer in a form
substantially the same form as the promissory note attached
hereto and incorporated herein as Attachment No. 5 (the
"Note"). Concurrent with the delivery of the Note to Escrow
the parties shall provide Escrow with instructions to the
effect that within two (2) business days of with the final
inspection of the Specified Public Improvements and the
determination of the Actual Cost, the Escrow shall deliver to
the Developer the Note in the amount of the Actual Cost. The
date on which the Note is delivered to the Developer shall be
referred to herein as the "Delivery Date". The Note shall be
non -assignable (except as otherwise provided to the contrary
by the terms thereof) and the City shall have no obligation
with respect to the Note.
D. [§206] Method of Note Repayment
1. Definitions. For purpose of this section, the
following terms shall apply:
a. "Tax Revenues" for a Note Year shall mean
an amount equal to one hundred percent (100%) of that portion
of sales taxes derived by the City and/or the Agency from the
imposition of the Bradley Burns Uniform Local Sales and Use
Tax Law commencing with Section 7200 of the Revenue and
Taxation Code of the State of California, as amended, arising
from all businesses and activities conducted on the Site from
time to time, which are subject to such Sales and Use Tax Law.
If at any time during the term of the Note due to a change in
the applicable law the City's or Agency's (as applicable)
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share of sales tax becomes less than one percent (1%) of
retail sales, the City/Agency shall, nevertheless be deemed to
have received one percent (1$) for purposes of this Agreement
and the Promissory Note.
b. "Annual Payment" shall mean the Annual
Payment due to the Developer pursuant to the terms of the
Note. The Annual Payment shall be an amount equal to one
hundred percent (100%) of the Tax Revenues from $60,001 to
$120,000 and fifty percent (50%) of all Tax Revenues in excess
of $120,000.
c. "Note Year" means (i) the twelve (12)
calendar months beginning on the first day that a new auto
dealership facility is open on the Site for business to the
public, and (ii) each twelve (12) calendar months thereafter.
If the auto dealership opens on a day other than the first day
of a calendar month, the first Note Year shall consist of the
twelve calendar months beginning with the first calendar month
after the date the auto dealership opens plus the period from
the date of the opening until the first day of the first
calendar month after opening.
d. "Payment Date" shall be thirty (30) days
following verification by the City or Agency of the Tax
Revenues generated by the Site during the immediately previous
Note Year provided that in no event shall the Payment Date be
more than 120 days after the close of the Note Year.
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e. "Interest Rate" means prime rate plus one
and one-half percent as charged by Bank of America NT as of
seven (7) days prior to the adoption of the Resolution
approving this Agreement.
f. "Debt Service Payment" means each and
every payment required to be made by the Agency under
paragraph 2 below in repayment of principal and interest on
the Agency Note.
2. Note Payment
Provided Developer has completed and is
operating an auto dealership for business as required by the
Agreement Containing Covenants attached hereto and
incorporated herein as Attachment No. 3, the Agency shall make
Debt Service Payments on each Payment Date in an amount equal
to the Annual Payment as required above. Annual Payments
shall be credited to first the payment of all accrued but
unpaid interest and the balance shall be credited to
principal. Debt Service Payments shall be made until the
principal balance and all accrued interest is repaid in full.
3. Agency Pledge of Sales Taxes
On February 17, 1987, the Agency adopted
Ordinance No. CRA 1, enacting a Sales and Use Tax in
accordance with Revenue and Taxation Code 57202.6 imposing a
sales and use tax within the Central Redevelopment Project
Area. A copy of Ordinance No. CRA 1 is attached hereto and
incorporated herein as Attachment No. 6. All sales taxes to
be received by Agency from the Site in accordance with
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Ordinance No. CRA 1 are hereby deemed to be pledged to secure
the Agency's debt to the Developer.
III. [§300] DEVELOPMENT OF THE SITE
A. [§301] Scone of Development
The Site shall be developed as provided in
"Resolution 93-7-20-2" which is attached hereto as Attachment
No. 7 and is incorporated herein as approved by the City.
The public improvements to be constructed by
Developer, reimbursed by the Agency are described in
Attachment No. 4. Pursuant to Sections Sc and 8d of
Resolution 93-7-20-2, the Developer is required to financially
participate in identified future improvements. The Developer
will contribute an amount equivalent to the requirements set
forth in Sections 8c and 8d of Resolution 93-7-20-2 less the
amount of excess improvement cost calculated pursuant to item
8a of Resolution 93-7-20-2. The Developer's contribution must
be made prior to receipt of a certificate of occupancy for the
development on the Site. The calculation will be made based
on the Actual Cost of the Specified Public Improvements
constructed by Developer in accordance with Attachment No. 4.
B. [§302] Bodily Injury and Property Damage
Insurance
The Developer shall defend, indemnify, assume all
responsibility for and hold the City, the Agency and their
officers and employees, harmless from, all claims or suits
for, and damages to, property and injuries to persons,
including accidental death (including attorneys' fees and
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costs), which may be caused by any of the Developer's
activities or performance thereof be by the Developer or
anyone directly or indirectly employed or contracted with by
the Developer whether such damage shall accrue or be
discovered before or after termination of this Agreement. The
Developer shall take out and maintain until the completion and
final inspection (including certificates of occupancy as
applicable) of all public and private improvements on or
related to the Site including the Specified Public
Improvements, a comprehensive liability policy in the amount
of One Million Dollars ($1,000,000.00) combined single limit
policy, including contractual liability, as shall protect the
Developer, City and Agency from claims for such damages.
The Developer shall furnish the City and Agency
a certificate of insurance countersigned by an authorized
agent of the insurance carrier on a form of the insurance
carrier setting forth the general provisions of the insurance
coverage. This countersigned certificate shall name the City
and the Agency and their respective officers, agents, and
employees as additionally insured parties under the policy.
The certificate by the insurance carrier shall contain a
statement of obligation on the part of the carrier to notify
in writing the City and Agency of any material change,
cancellation or termination of the coverage at least thirty
(30) days in advance of the effective date of any such
material change, cancellation or termination. Coverage
provided hereunder by the Developer shall be primary insurance
and not contributing with any insurance maintained, by the
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Agency or City, and the policy shall contain such an
endorsement. The insurance policy or the certificate of
insurance shall contain a waiver of subrogation for the
benefit of the City and the Agency other than for negligent
acts or omissions of the Agency and/or City. The required
certificate shall be furnished by the Developer at the time
building permits are issued.
The Developer shall also furnish or cause to be
furnished to the Agency evidence satisfactory to the Agency
that any contractor with whom it has contracted for the
performance of work on the Site or otherwise pursuant to this
Agreement carried worker's compensation insurance as required
by law.
The obligations set forth in this Section 302
shall remain in effect only until a final Certificate of
Completion has been furnished for the Auto Dealership.
Notwithstanding the aforementioned in this Section 302, the
Developer may satisfy insurance obligations by self insurance
(evidenced by certification of same) provided Developer's net
worth is in excess of One Hundred Million Dollars
($100,000,000.00).
C. [$303] City and Other Governmental Agency
Permits
Before commencement of construction or
development of any buildings, structures or other works of
improvement upon the Site, the Developer shall, at its own
expense, secure or cause to be secured any and all land use
and other entitlements which may be required by the.City or
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any other governmental agency affected by such construction,
development or work.
D. [§304] Local. State and Federal Laws
The Developer shall carry out the construction of
the improvements in conformity with all applicable laws.
E. [$305] Antidiscrimination During
Construction
The Developer, for itself and its successors and
assigns, agrees that in the construction of the improvements
provided for in this Agreement, the Developer will not
discriminate against any employee or applicant for employment
because of race, color, creed, religion, age, sex, marital
status, handicap, national origin or ancestry.
IV. [§400] USE OF THE SITE
The Covenants established in the Agreement
Containing Covenants attached hereto as Attachment No. 3
shall, without regard to technical classification and
designation, be binding for the benefit and in favor of the
Agency, its successors and assigns, the City and any
successor -in -interest to the Site or any part thereof for the
term set forth in the Agreement Containing Covenants.
V. [§500] DEFAULTS AND REMEDIES
A. [§501] Defaults -- General
Subject to the extensions of time set forth in
Section 603, failure by either party to perform any term or
provision of this Agreement within the time periods provided
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herein constitutes a default under this Agreement. A party
claiming a default (claimant) shall give written notice of
default to the other parties, specifying the default
complained of.
The claimant shall not institute proceedings against
any other party and the other party shall not be in default if
such other party within thirty (30) days from receipt of such
notice immediately, with due diligence, commences to cure,
correct or remedy such failure or delay and shall complete
such cure, correction or remedy with diligence.
B. [§502] Legal Actions
1. [$503] Institution of Legal Actions
In addition to any other rights or remedies and
subject to the restrictions in Section 501, any party may
institute legal action to cure, correct or remedy any default,
to recover damages for any default, or to obtain any other
remedy consistent with the purpose of this Agreement. Such
legal actions must be instituted in the Superior Court of the
County of Orange, State of California, in an appropriate
municipal court in that county, or in the Federal District
Court in the Central District of California.
2. [$504] Applicable Law
The laws of the State of California shall
govern the interpretation and enforcement of this Agreement,
the Note and the covenants.
3. [$505] Acceptance of Service of Process
In the event that any legal action is commenced
by the Developer against the Agency, service of process on the
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Agency shall be made by personal service upon the Executive
Director or in such other manner as may be provided by law.
In the event that any legal action is commenced
by the Agency against the Developer, service of process on the
Developer shall be made by personal service, whether made
within or without the State of California, or in such other
manner as may be provided by law.
C. [S506] Rights and Remedies Are Cumulative
Except as otherwise expressly stated in this
Agreement, the rights and remedies of the parties are
cumulative, and the exercise by any party of one or more of
such rights or remedies shall not preclude the exercise by it,
at the same or different times, of any rights or remedies for
the same default or any other default by the other party.
D. [S507] Inaction Not a Waiver of Default
Any failure or delays by either party in asserting
any of its rights and remedies as to any default shall not
operate as a waiver of any default or of any such rights or
remedies, or deprive either such party of its right to
institute and maintain any actions or proceedings which it may
deem necessary to protect, assert or enforce any such rights
or remedies.
E. [S508] Damages
If any party defaults with regard to any of the
provisions of this Agreement, the non -defaulting party shall
serve written notice of such default upon the defaulting
party. Subject to the provisions of Section 511, below, if
the default is not cured as provided in Section 501, the
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defaulting party shall be liable to the other party for any
damages caused by such default, and the non -defaulting party
may thereafter (but not before) commence an action for damages
against the defaulting party with respect to such default.
F. [§509] Specific Performance
If any party defaults under any of the provisions of
this Agreement, the non -defaulting party shall serve written
notice of default upon the defaulting party. Subject to the
provisions of Section 511, below, if the default is not cured
as provided in Section 501, the non -defaulting party at its
option may thereafter (but not before) commence an action for
specific performance of terms of this Agreement pertaining to
such default.
G. [§510] Attorneys' Fees
If either party hereto files an action or brings any
proceedings against the other arising out of this Agreement,
then the prevailing party shall be entitled to recover as an
element of its costs of suit and not as damages, reasonable
attorneys' fees to be fixed by the court. The "prevailing
party" shall be the party who is entitled to recover its costs
of suit whether or not suit proceeds to final judgment.
H. [§511] Liquidated Damages
Notwithstanding the provisions of Sections 508 and
509 to the contrary, in the event that the Developer has
fulfilled its obligations under the Covenants to complete
construction of an automobile dealership, but thereafter
should default in its obligations regarding operation thereof
(the "Operation Covenant"), the Agency hereby waives any right
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it may have to cause the Operation Covenant to be specifically
enforced. Further, in such event the parties agree that the
resulting damages would be impracticable or extremely
difficult to determine. In recognition thereof, the parties
have structured this transaction so that the Developer's right
to receive further payment on the Note shall cease in the
event of its failure to satisfy the Operation Covenant, and,
that the Agency accepts such forfeiture as liquidated damages.
VI. [§600] GENERAL PROVISIONS
A. (§601] Notices. Demands and Communications
Between the Parties
Written notices, demands and communications between
the Agency and the Developer shall be sufficiently given if
delivered by hand or dispatched by registered or certified
mail, postage prepaid, return receipt requested, or delivered
by courier to the principal offices of the Agency and the
Developer. Such written notices, demands and communications
may be sent in the same manner to such other addresses as such
parties may from time to time designate by mail as provided in
this Section 601.
Any written notice, demand or communication shall be
deemed received immediately if delivered by courier.
B. [§602] Conflicts of Interest
No member, official or employee of the Agency shall
have any personal interest, direct or indirect, in this
Agreement, nor shall any member, official or employee
participate in any decision relating to the Agreement which
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affects his personal interests or the interests of any
corporation, partnership or association in which he is
directly or indirectly interested.
C. [§603] Enforced Delay. Extension of Times of
Performance
In addition to specific provisions of this
Agreement, performance by any party hereunder shall not be
deemed to be in default, and all performance and other dates
specified in this Agreement shall be extended, other than for
payment of money, where delays or defaults are due to: war;
insurrection; strikes; lockouts; riots; floods; earthquakes;
fires; casualties; acts of God; epidemics; quarantine
restrictions; freight embargoes; litigation; unusually severe
weather; acts or omissions of another party; acts or failure
to act of the City of San Juan Capistrano or any other public
or governmental agency or entity (other than the acts or
failures to act of the City which shall not excuse performance
by the Agency) ; or any other causes beyond the control or
without the fault of the party claiming an extension of time
to perform. Notwithstanding anything to the contrary in this
Agreement, an extension of time for any such cause shall be
for the period of the enforced delay and shall commence to run
from the time notice by the party claiming such extension is
sent to the other party within thirty (30) days of the
commencement of the cause. Times of performance under this
Agreement may also be extended in writing by the mutual
agreement of Agency and the Developer.
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D. [§604] Non-Liabilitv of Officials and Employees
of the Agency
No member, official or employee of the Agency or the
City shall be personally liable to the Developer, or any
successor -in -interest, in the event of any default or breach
by the Agency (or the City) or for any amount which may become
due to the Developer or their successors, or on any
obligations under the terms of this Agreement.
The Developer expressly agrees and acknowledges that
the City and the Agency are not obligated, by virtue of this
Agreement, to approve any ordinance or take or refrain from
approval of a redevelopment plan amendment and the creation of
authority in the Agency to impose sales taxes with respect to
the Site.
VII. [$700] ENTIRE AGREEMENT; WAIVERS, CONSENT; ASSIGNMENT
This Agreement is executed in five (5) duplicate
originals, each of which is deemed to be an original. This
Agreement includes pages 1 through 20 and Attachments 1
through 7, which constitutes 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 or
their predecessors -in -interest with respect to all or any part
of the subject matter hereof.
All waivers of the provisions of this Agreement must be
in a writing approved and executed by the appropriate
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authorities of the Agency and the Developer and all amendments
hereto must be in writing approved and executed by the
appropriate authorities of the Agency and the Developer.
Neither the Agency nor the Developer makes any
representation or warranties except as expressly set forth in
this Agreement.
Nothing in this Agreement shall be deemed a restriction
on the Developer's right to transfer or encumber the Site.
Further, the Developer shall have the right to assign its
rights and obligations under this Agreement to any person or
entity to whom it conveys fee title to the Site without the
consent of the Agency. In such event, the Developer shall be
relieved of further obligation under this Agreement or the
Covenants.
VIII. (§800] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY
This Agreement, when executed by the Developer and
delivered to the Agency, must be authorized, executed and
delivered by the Agency on or before thirty (30) days after
signing and delivery of this Agreement by Developer or either
party may decline to enter into this Agreement, except to the
extent that the Developer shall consent in writing to a
further extension of time for the authorization, execution and
delivery of this Agreement. The date of this Agreement shall
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be the date when it shall have been signed by the Agency. The
individuals signing below on behalf of the Developer represent
and warrant that they have the authority to bind such
entities.
IN WITNESS WHEREOF, the Agency and the Developer have
signed this Agreement on the respective dates set forth below.
October 19 , 1993 SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY
By:_2°T y✓ /�
Name: Carolv Nash
Its: Chairman
"AGENCY"
A EST:
Agency Sec to
APPROVED AS TO FORM:
101893 1 16027.5
FORD LEASING DEVELOPMENT
COMPANY, a�De(lulalware corporation
Name:-���• C J""
Its SSS
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"DEVELOPER"
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101993 / 16077.5
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ATTACHMENT NO. 1
SITE MAP
A171.M.5717_n No- i
a1.
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101893 / 16027.5
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ATTACHMENT NO. 2
LEGAL DESCRIPTION OF THE SITE
_T P1=-! rr No.
PARCEL 1:
'he Southwesterly 66 feet of the Northeasterly 259 feet of the following
described land:
That portion of Lot 5 as shown on a map of survey recorded in Book 4, Daq.
15 of Record of Surveys, in the office of the County Recorder of Orange
County, California, described as follows:
Beginning at the point of intersection of the Northwest prolongation of
the Southwest line of the land conveyed to Alton E, Farley and wife, as
described in the deed recorded March 6, 1951, in Book 2153, Page 539 of
Official Records, kith the prolonged line and the Northeast center line of
the California State High;ray as described in the deed recorded March 16,
1945, fn Book 1300, Page 492 of Official Records; thence along said
Southwest ltne of said land of Farley, South 546 19' 500 East I54.00 feet
to a line parallel with and distant Southeasterly 154.00 feet, measured at
right angles from said center line of the California State Highway, said
point also being the true point of beginning of the parcel of land
described herein; thence from said true point of beginning along said
parallel line North 366 37' 34" East 346.87 feet; thence South 646 16' 10"
East 251.19 feet; thence South 366 371 34" West 346.61 feet to a point in
the Southwesterly line of said land of Farley; thence North $46 19' SO"
West along said Southwesterly 251.20 feet to the true point of beginninq.
PARCEL 2:
That land described in Director's Deed No. 1735.2, recorded April 9, 1963,
as Instrucent No. 8440, in Book 6501,Page 599, Official Records of Orange
County, California, described as all that certain real property situate,
lying and being in the County of Orange, State of California, descrih.n n%
follows:
That portion of Section 12, Township 8 South, gangs 8 West, S.B.B. & H.,
as shown on plat thereof in the office of the Bureau of Land Manager„ent,
described as follows:
Commencing at the most Southerly corner of that certain parcel of land
conveyed to the State of California by deed recorded in Book 3656, Page 65
of Official Records, in the office of the County Recorder of said County;
thence along the Southeasterly line of said certain parcel, North 36° 37'
34" East 87.87 feet to the true point of beginning; thence North 540 15'
10" 'gest 52.00 feet; thence North 366 37' 34" East 85.00 feet; :hence
South 540 16' 10" fast, 52.00 feet to said Southeasterly line; thence
Southwesterly along said Southeasterly line to the true point of beginning.
PARCEL 3:
That a::rtion of Lot 5 as Shown on a raD of survey reeoreaa in "sock 4, )sgc
:5 0( ,acord of Surveys in the office of t`e Cc-nty Recoraer :f ^ranee
--- C.ntinued On Next Paga --- ,�, ,.eem e
Paqe 1 cf 2
,&ATP?C ENT 130. 2
Continued ;
County, California, described as follows:
Beginning at the point of intersection of the Northwest prolongation of
the Southwest line of the land conveyed to Alton E. Farley and wife, as
cescribed in the deed recorded March 6, 1951, 1n Book 2153, Page 539 of
Offictal Records, with the prolonged line and the Northeast center line of
the California State Highway as described in the deed recorded March 16,
1945, in Book 1300, Page 492 of Official Records; thence along said
Southwest line of said land of Farley, South 540 19' 50" East 154.00 feet
to a line parallel with and distant Southeasterly 154.00 feet, measurvri at
right angles from said center line of the California State Highway, said
point also being the true point of beginning of the parcel of land
described harein; thence from said true point of beginning, along said
parallel line North 360 37' 34" East 346.87 feet; thence South $40 16' 10"
East 251.19 feet; thence South 360 37' 34" West 346.61 feet to a point in
the Southwesterly line of said land of Farley; thence North 540 19' 50"
West along said Southwesterly line 151.20 fast to the true point of
beginning.
EXCEPT THEREFROM the Northeasterly 259.00 feet.
PARCEL 4:
That land described in Director's Deed No. 0-1735.1 to Nofie Famularo and
others, recorded April 91 19630 in Book 6501, Page 605 of Official Records
of Orange County, California, described as follows -
All that certain real property situate, lying and being In the County of
Orange, State of California, described as follows;
That portion of Section I3, if any, and that portion of Section 129
Township 8 South, Range 8 West, S.B.B. & M., as shown on plat thereof in
the office of the Bureau of Land Management, included within the following
described parcel of land:
Beginning at the most Southerly corner of that certain parcel of land
conveyed to the State of California by deed recorded in Beek 3656, Page 65
of Official Records in the office of the County Recorder of said County;
thence along the Southeasterly line of said certain parcel of land, North
360 37' 34" East 87.87 feet; thence North 540 16' 10" West 52.00 feet;
thence South 360 37' 34" west 27.32 feet; thence South 140 49' 31" West
64.42 feet to the Southwesterly line of that certain parcel of land
conveyed to A. E. Farley by deed recorded in Book 2153, Page 539 of said
Official Records; thence along said Southwesterly line, South 530 31' 18"
East 23.07 feet to the point of beginning.
EXCEPT THEREFROM all oil, minerals, natural gas and other hydrocarbons, as
reserved in deeds of record.
ALSO EXCEPT THEREFROM all water, as reserved in deeds of record.
Page .2 of 2
issuing t;aa: tar:
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ATTACHMENT NO, 3
AGREEMENT CONTAINING COVENANTS
0
Recording Requested By
and When Recorded Return to:
a
ATTACHMENT NO. 3
Agreement Containing Covenants
San Juan Capistrano Community
Redevelopment Agency
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attention: City Clerk
(Space above for Recorder's use only)
THIS AGREEMENT is entered into this [If'day of GL io hu , 199-3, by and
between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a
public body, corporate and politic (hereinafter referred to as "Agency") and FORD LEASING
DEVELOPMENT COMPANY, a Delaware corporation (hereinafter referred to as "Owner"), with
reference to the following:
A. Owner is the owner of the real property in the City of San Juan Capistrano,
County of Orange, State of California (hereinafter referred to as the "Property"), described in
Exhibit A, attached hereto and incorporated herein by this reference; and
B. The Property is situated within the Central Redevelopment Project area (the
"Project Area") in the City of San Juan Capistrano (the "City"), said Project Area being
specifically described in the Redevelopment Plan, (the "Redevelopment Plan") for the Project
Area; and
C. The Owner and the Agency have heretofore entered into that certain Owner
Participation Agreement ("OPA") dated October 19, 1993. This Agreement is entered into and
recorded pursuant to the terms of the OPA in order to place of record certain covenants made by
the Owner therein with respect to the Property. Capitalized terms not otherwise defined herein
shall have the same meanings given thereto in the OPA.
101893 / 16251.4 -1-
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NOW, THEREFORE, AGENCY AND OWNER COVENANT AND AGREE AS
FOLLOWS:
1. The Owner agrees to develop (or cause to be developed), in accordance with
the provisions of the OPA (including, without limitation, the Specified Public Improvements set
forth in Attachment No. 4 thereto), an automobile dealership on the Property. The Owner agrees
that it shall cause construction of said automobile dealership to be completed on or before 24
months following the date of conveyance of the Property, and to thereafter be operated during the
term of this covenant. The covenant in this Section 1 shall expire on the earlier to occur of: (i)
the date upon which the Agency has fulfilled all of its obligations under the Note, and (ii) the fifth
(5th) anniversary of the date upon which construction of the automobile dealership has been
completed.
2. There shall be no discrimination or segregation of any person, or group of
persons, on account of race, religion, color, national origin, ancestry, creed, marital status or sex
in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, or any
part thereof, nor shall the Owner himself or any other person claiming under or through him
establish or permit any such practice or practices of discrimination or segregation with reference
to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees,
or vendees of the Property.
3. The Owner shall refrain from restricting the rental, sale or lease of the
property on the basis of race, religion, creed, color, national origin, ancestry, marital status, or
sex of any person. All such deeds, leases or contracts shall contain or be subject to substantially
the following nondiscrimination or nonsegregation clauses:
(a) In deeds: "The grantee herein covenants by and for himself, his
heirs, executors, administrators and assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, religion, creed, color, national origin, ancestry, marital
status, or sex in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment
of the land herein conveyed, nor shall the grantee himself or any person claiming under
or through him, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of tenants,
lessees, subtenants, sublessees or vendees in the land therein conveyed. The foregoing
covenants shall run with the land."
(b) In leases: "The lessee herein covenants by and for himself, his
heirs, executors, administrators and assigns, and all persons claiming under or through
him, and this lease is made and accepted upon and subject to the following conditions:
101993 1 16251.4 -2-
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That there shall be no discrimination against or segregation of any persons
or group of persons, on account of race, religion, creed, color, national origin, ancestry,
marital status, or sex in the leasing, subleasing, transferring, use or enjoyment of the land
herein leased nor shall the lessee himself, or any person claiming under or through him,
establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy, of tenants, lessees,
sublessees, subtenants, or vendees in the land herein leased."
(c) In contracts: "There shall be no discrimination against or
segregation of any person, or group of persons, on account of race, religion, creed, color,
national origin, ancestry, marital status, or sex, in the sale, lease, sublease, transfer, use,
occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person
claiming under or through him, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use or
occupancy of tenants, lessees, subtenants, sublessees or vendees of the land."
The covenants contained in Sections 2 and 3 shall remain in effect in perpetuity,
4. The Agency, its successors and assigns, and the City of San Juan Capistrano
are deemed the beneficiaries of the covenants contained herein, without regard to technical
classification and designation. The covenants shall run in favor of the Agency, its successors and
assigns and the City of San Juan Capistrano, without regard to whether the Agency has been,
remains, or is an owner of any land or interest therein.
5. The provisions contained herein are covenants running with the land and
shall bind the Owner and the successors and assigns of the Owner to the Property for the benefit
of the Agency and such aforementioned beneficiaries. Any breach by the Owner or such
successors and assigns of the provisions of Section 1, above, shall be subject to the limitations set
forth in Section 511 of the OPA.
6. The provisions of this Agreement do not limit the right of any mortgagee
or beneficiary under a deed of trust which secures construction or permanent financing to
foreclose or otherwise enforce any mortgage, deed of trust, or other encumbrance upon the
Property or any portion thereof, or the right of any mortgagee or beneficiary under a deed of trust
to exercise any of its remedies for the enforcement of any pledge or lien upon the Property;
provided, however, that in the event of any foreclosure under any such mortgage, deed of trust
or other lien or encumbrance, or a sale pursuant to any power of sale included in any such
mortgage or deed of trust the purchaser or purchasers and their successors and assigns and the
Property shall be, and shall continue to be subject to all of the conditions, restrictions and
covenants contained herein.
1018931 1e2s1.4 -3-
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7. Agency and its successors and assigns, and Owner and its successors and
assigns shall have the right to consent and agree to change, or to eliminate in whole or part, any
of the covenants or restrictions contained in this Agreement without the consent of any tenant,
lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any
other person or entity having any interest less than a fee in the Property. The covenants and
restrictions contained in this Agreement shall not benefit or be enforceable by any owner of any
other real property within or outside the Project Area, or any person or entity having an interest
in any such other real property.
IN WITNESS WHEREOF, the Agency and the Owner have executed this
Agreement.
APPROVED
RICHARD K. L'
CITY ATTORNEY
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY,
a public body, corporate and public
By ----�
Carolyn Nas , Chairman
FORD LEASING DEVELOPMENT
COMPANY, a Delaware corporation
101893, 16251.4 -4-
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(SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY)
STATE OF CALIFORNIA )
) ss.
COUNTY OF ORANGE )
On U L 1993, before me, the undersigned, a Notary Public
in and for said State, personally appeared e/ QS , personally known to me
o be the person whose name is subscribed
to the within instrument and acknowledged that he/she executed the same in his/her authorized
capacity, and that by 44s/her signature on the instrument, the person or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
OFFICIAL SEAL
I\ CHERYL A. JCHN�CV
fJOTAR7 PUBLIC - CALIFO IZIA
ORMGE CCUNTY
(SEAL)
(FORD LEASING DEVELOPMENT COMPANY)
STATE OF
ss.
COUNTY OF
On ,1993, before
in and for said State, personally appeared Al.
or proved to me on the basis of satisfactory evidence to be i
the undersigned, a Notary Public
personally known to me
whose name is subscribed
rrson
to the within instrument and acknowledged that he/she executed the same in his/her authorized
capacity, and that by his/her signature on the instrument, the person or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
i�
No Public
(SEAL)
FiiTA M. UUEi-NI
Notary Public, Wayne Count' Mi
11Y Gwmnission Expires Aug. IS. 199e
101893 1 16251.4
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EXHIBIT "A"
PROPERTY LEGAL DESCRIPTION
PARCEL 1:
The Southwesterly 66 feet of the Northeasterly 259 feet of the following
described land:
That portion of Lot 5 as Shawn on a map of survey recorded in Book 4, pago
15 of Record of Surveys, in the office of the County Recorder of Orange
County, California, described as follows:
9e91nn1ng at the point of intersection of the Northwest prolongation of
the Southwest line of the land conveyed to Alton E. Farley and wife, as
described in the deed recorded March 6, 1951, in Book 2153, Page $39 of
Official Records, with the prolonged line and the Northeast center line of
the California State High;vay as described in the deed recorded March 16,
1945, in Book 1300, Page 492 of Official Records; thence along said
Southwest line of said land of Farley, South 540 19' 500 East I54.03 feet
to a line parallel kith and distant Southeasterly 154.00 feet, measureo at
right angles from said center line of the California State Highway, said
point also baing the true point of beginning of the parcel of land
described herein; thence from said true point of beginning along said
parallel line North 360 37' 34" East 345.87 feet; thence South 540 16' 10"
East 251.19 fast; thence South 360 37' 34" West 346.61 feet to a point in
the Southwesterly line of said land of Farley; thence North 540 19' So"
West along said Southwesterly 251.20 feet to the true point of beginning.
PARCEL 2:
That land described in Director's Deed No. 1735.2, recorded April 9, 1963,
as Instrument No, 8440, in Book 6501, Page 599, Official Records of Orange
County, California, described as all that certain real property situate,
lying and being in the County of Orange, State of California, descrihom e%
follows:
That portion of Section 12, Township B South, Range 8 West, $.B.S. b M.,
as shown on plat thereof in the office of the Bureau of Land Management.
described as follows:
Commencing at the most Southerly corner of that certain parcel of land
conveyed to the State of California by deed recorded in Book 3656, Page 65
of Official Records, in the office of the County Recorder of said County;
thence along the Southeasterly line of said certain parcel, North 360 17'
34" East 87.87 feet to the true point of beginning; thence North $40 1e'
10" West 52.00 feet; thence North 360 37' 34" East 86.00 feet; thence
South 540 16' 10" East, 52.00 feet to said Southeasterly line; thence
Southwesterly along said Southeasterly tine to the true point of teginning.
PARCEL 3:
That portion of Lot 5 as shown on a map of survey recardad in Fook 4, ago
15 of Record of Survey$ in the office of the County Recorder of Oran;e
--- Continued On Nast Piga --- 3,,i.0.,;� e—
Pacte 1 cf 2
E`CHIBIT "A"
Continued :
County, California, described as follows:
2eginning at the point Of intersection of the Northwest proiongation of
the Southwest line of the land conveyed to Alton E. Farley and wife, av
eescribed in the deed recorded March 6, :951, In Book 2153, Page 539 e(
Offictal RaccrOs, with the prolonged line and the Northeast center line of
the California State Highway as described in the deed recorded March 15,
1945, in Book 1300, Page 492 of Official Records; thence along said
Southwest line of said land of Farley, South 540 19' 50" East 154.03 feet
to a line parallel with and distant Southeasterly 154.00 feet, measurrri at
right angles from said Center line of the California State Highway, said
point also being the true point of beginning of the parcel of land
described herein; thence from said true point of beginning, alorg said
parallel tine North 360 37' 34" East 346.67 feet; thence South $40 16' l0"
East 251.19 feet; thence South 360 37' 34" West 346.61 feet to a point in
the Southwesterly tine of said land of Farley; thence North 540 19' 50"
West along said Southwesterly line 251.20 fast to the true point of
beginning,
EXCEPT THEREFROM the Northeasterly 259.00 feet.
PARCEL 4:
That land described in Director's Deed No. 0.1735.1 to Nofie Famularo and
others, recorded April 9, 1953, in Book 6501, Page 605 of Official Records
of orange County. California, described as foilows:
All that certain real property situate, lying and being in the County of
Orange, State of California, described as follows:
That portion of Section 13, if any, and that portion of Section 12,
Township 8 South, Range 8 West, S.B.B. & M., as shown on plat thereof in
the office of the Bureau of Land Management, included within the following
described parcel of land:
Beginning at the most Southerly corner of that certain parcel of land
conveyed to the State of California by deed recorded in Beck 3656, Page 65
of Official Records in the office of the County Recorder of said County;
thence along the Southeasterly line of said certain parcel of land, North
360 37' 34" East 87.87 feet; thence North 540 16' 10" West 52.00 feet;
thence South 360 37' 34" West 27.32 feet; thence South 140 49' 31" West
64.42 feet to the Southwesterly line of that certain parcel of land
conveyed to A. E. Farley by deed recorded in Book 2153, Page 539 of said
Official Records; thence along said Southwesterly line, South 530 34' !8"
East 23.07 feet to the point of beginning.
EXCEPT THEREFROM all oil, minerals, natural gas and other hydrocarbons, as
reserved in deeds of record.
ALSO EXCEPT THEREFROM all •dater, as reserved in deeds of record.
Page 1 of 2
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101893 / 16027.5
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ATTACHMENT NO. 4
LIST OF SPECIFIED PUBLIC IMPROVEMENTS
9
IMPROVEMENT BREAKDOWN
0
ATTACHMENT4
Category A: Improvements to be reimbursed. These improvements are of benefit to the
project area and neighboring areas.
1. San Juan Creek Road/Valle Road $120,000.00
Signal and intersection improvements (interim improvements)
2. Provide left turn pocket at Capistrano Terrace
MHP (restripping) 2,000.00
3. Widen Valle Road at Capistrano Terrace MHP for
left turn pocket 9,000.00
4. Shoulder widening on east side of Valle Road 50,000.00
Total - Category "A" $ 181,000.00
Category B: Items requiring financial contribution only. These items are for
contribution to the City's Improvement Trust Funds for future improvements.
1. Valle Road/La Novia/1-5 traffic signal
2. Widen San Juan Creek Road from Camino Capistrano to
Forster Canyon Road (part of the intersection improvements)
3. Widen Valle Road from I-5 ramp to Southerly terminus
4. Widen Valle Road from San Juan Creek to I-5 Ramp
Total of Category "B"
Amount of signal cost in excessof 8% share
Total of Category "B" to be paid by developer
(Reimbursement by Agency)
$11,520.00
29,000.00
46,800.00
54.000.00
14l 320.00
(80,960.00)
60 360.00
Category C: Improvements not to be reimbursed These improvements benefit this site
only.
1. Valle Road Improvements at site $31,000.00
2. Underground storm drain along site frontage in
Valle Road 30,600.00
3. Construct "C" street along southerly site boundary 43,000.00
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4.
Purchase "C" street easement
10,000.00
5.
Underground SCE service along site frontage in
Valle Road
75,000.00
6.
Relocate SCE residential service along "C" street
to existing residence easterly of site
21,000.00
7.
Install electronically controlled access gate serving
McCracken Hill
10,000.00
Total Category "C"220
600.00
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101893 / 16027.5
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ATTACHMENT NO. 5
PROMISSORY NOTE
0
ATTACHMENT NO. 5
(Form of Note)
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY
PROMISSORY NOTE
Rate of
Interest: "To be inserted by escrow"percent per annum
Dated "To be inserted by escrow"
Owner
Principal Amount "To be inserted by escroi"
1. The San Juan Capistrano Community Redevelopment Agency in the County of Orange,
State of California, (the"Agency"), a public body corporate and politic, duly organized and
existing under the laws of the State of California, for value received, promises to pay to the
order of Ford Leasing Development Company, a Delaware corporation (the "Developer") at One
Parklane Boulevard, Suite 1500 East, Dearborn, Michigan or its permitted assigns, the principal
sum of and be inserted by r w" and in like manner to pay interest on said
sum (or such lesser amount which may remain outstanding from time to time) from the date
hereof at the rate of interest set forth above. Notwithstanding the rate of interest on the Note
herein specified, such rate shall not exceed the stated maximum rate of interest permitted on
bonds issued by a redevelopment agency pursuant to Section 33645 of the Health and Safety
Code of the State of California, as amended, or the maximum rate of interest provided by law.
The principal of and interest on this Note are payable in lawful money of the United States of
1018931 16461.3 -1-
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America, such payments to be made to the Developer by check or draft mailed to the Developer
at the address referred to above or such other address as the Developer may instruct in writing
to the Agency.
2. This Note is issued for the purpose of providing funds to finance certain redevelopment
activities of the Agency and the Developer, all as set forth and described in the Owner
Participation Agreement dated as of October 19, 1993, by and between the Agency and the
Developer (the "Agreement"), which is incorporated herein by reference. The Note is issued
under the authority and pursuant to the Community Redevelopment Law, commencing with
Section 33000, of the Health and Safety Code of the State of California, as amended (the "Law")
and is a general obligation of the Agency. Capitalized terms used herein and not otherwise
defined shall have the same meanings as in the Agreement.
3. The obligation of the Agency to repay the principal of and interest on this Note does not
constitute a debt of the City of San Juan Capistrano, the State of California or any of its political
subdivisions, and does not constitute an indebtedness within the meaning of any constitutional
or statutory debt limitation or restriction. Neither the members of the Agency nor any persons
executing this Note are liable personally on this Note by reason of its execution.
4. This Note, together with any accrued interest thereon then owing, may be paid in full in
advance of any "Payment Date" (as such term is defined below) without penalty. Upon such
prepayment of the principal amount of this Note, together with any accrued interest thereon then
owing, the holder of such Note shall surrender the Note at the principal corporate office of the
Agency in San Juan Capistrano, California and the obligations and duties of the Agency
hereunder shall thereupon cease to exist.
5. This Note may not be assigned, transferred or otherwise pledged or conveyed, either in
whole or part, by the Developer, without the express written consent of the Agency, except to
any person or entity to whom the Developer has conveyed fee title to the Site.
6. For the purposes of this section, the following terms shall apply:
(a) "Tax Revenues" for a Note Year shall mean an amount equal to
one hundred percent (100'%) of that portion of sales taxes derived
by the City and/or the Agency from the imposition of the Bradley
Burns Uniform Local Sales and Use Tax Law commencing with
Section 7200 of the Revenue and Taxation Code of the State of
California, as amended, arising from all businesses and activities
conducted on the Site from time to time, which are subject to such
Sales and Use Tax Law. If at any time during the term of this
Note due to a change in the applicable law the City's or Agency's
(as applicable) share of sales tax becomes less than one percent
101893 / 16161.3 -2-
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(1 %) of retail sales, the City/Agency shall, nevertheless be deemed
to have received one percent (1%) for purposes of this Note.
(b) "Annual Payment" shall mean the annual payment due to the
Developer, which shall be an amount equal to one hundred percent
(100%) of the Tax Revenues from $60,001 to $120,000 and fifty
percent (50%) of all Tax Revenues in excess of $120,000.
(c) "Payment Date" shall mean the date which is thirty (30) days
following the verification by the City or Agency of the Tax
Revenues generated by the Site during the immediately previous
Note Year, provided that in no event shall the Payment Date be
more than 120 days after the close of the Note Year.
(d) "Note Year" shall mean (i) the twelve (12) calendar months
beginning on the first day that a new auto dealership facility (the
"Dealership") is open on the Site for business to the public as is
contemplated by the terms of the Agreement, and (ii) each twelve
(12) calendar months thereafter. If the Dealership opens on a day
other than the first day of a calendar month, the first Note Year
shall consist of the twelve calendar months beginning with the first
calendar month after the date the Dealership opens plus the period
from the date of opening until the first day of the first calendar
month after opening.
7. Provided Developer has completed and opened the Dealership for business (or has
otherwise caused the same to occur) and Developer or its assign is continuing to operate an
automobile dealership on the Site, the Agency shall make payments (each, a "Debt Service
Payment") on each Payment Date in an amount equal to the Annual Payment. Debt Service
Payments shall be credited first to the payment of all accrued but unpaid Interest and the balance
to principal. Debt Service Payments shall be made until the principal balance and all accrued
interest is repaid.
8. Any late payment of interest due on this Note shall itself bear interest from the date due
until paid at the interest rate provided herein.
9. This Note has been executed in the State of California and shall be construed and
interpreted according to the laws of the State of California.
10. The Agency promises to pay on demand all costs and expenses, including reasonable
attorneys' fees, incurred in collecting payment of this Note (including, without limitation,
defending competing claims to the collateral described in Section 14, below) or in enforcing any
judgment obtained in any legal process to collect on this Note, whether or not legal action is
101893 1 16761.3 -3-
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instituted. Such amounts shall accrue interest from the date of such demand until paid at the rate
applicable to the principal owing hereunder as if such unpaid attorneys' fees and costs had been
added to the principal.
11. In the event the Agency defaults in making any payment due under this Note, and does
not cure such default within thirty (30) days after written notice from the Developer to cure such
default, then the entire unpaid principal balance and accrued interest will be due and payable,
whereupon the rate of interest on this Note shall thereafter increase to the lesser of: (i) three
percent (3%) over the rate stated on the first page of this Note, or (ii) the maximum rate of
interest provided by law. Regardless of any provision in this Note providing for the payment
of interest, in no event shall the Agency pay or the Developer receive any amount of interest
in excess of the maximum amount permitted by law.
12. No previous waiver and no failure or delay by the Developer in acting with respect to
the terms of this Note shall constitute a waiver of any breach, default or failure of condition
under this Note. A waiver of any term of this Note must be made in writing and shall be
limited to the express written terms of such waiver. In the event of any inconsistencies between
the terms if this Note and the terms of the Agreement or any exhibits thereto, the terms of this
Note shall prevail.
13. Except as is otherwise expressly provided by the terms of this Note, the Agency waives:
presentment; demand; notice of dishonor; notice of default or delinquency; notice of
acceleration; notice of protest and nonpayment; notice of costs or expenses and interest thereon;
notice of interest on interest; diligence in taking any action to collect any sums owing under this
Note or in proceeding against any of the rights or interests in the properties securing payment
of this Note; and all rights of any statutes of limitations. Time is of the essence with respect
to every provision of this Note.
14. As security for the Agency's obligations under this Note, the Agency hereby pledges and
grants to the Developer a fust -position lien and security interest in and to, any and all Tax
Revenues to which the Agency is hereafter entitled to receive. The Agency represents and
warrants that such pledge and grant is senior in priority to any other pledge or grant of such Tax
Revenues. Upon any default by the Agency in its obligations under this Note, the Developer
shall have, in addition to all other rights and remedies which the Developer may have at law or
in equity, the right to cause, through specific performance, the Tax Revenues to be delivered
to the Developer in satisfaction of such obligations.
The Agency further covenants that, until such time as the Agency has satisfied its
obligations under this Note it shall not repeal its ordinance imposing sales taxes under the Sales
and Use Tax Law or reduce the share of sales tax it is entitled to thereunder. Any breach of
this covenant or the representation set forth above regarding the priority of the pledge shall also
entitle the Developer accelerate this Note as is contemplated in Section 11, above.
101893 / 16461.3 -4-
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Finally, in the event the Agency defaults in maldng any payment due under this Note,
and does not cure such default within thirty (30) days after written notice from the Developer
to cure such default, then: (i) the Agency shall adopt a resolution setting the tax rate under its
ordinance imposing sales taxes under the Sales and Use Tax Law at a level sufficient to provide
funds to satisfy all of the Agency's outstanding obligations hereunder as soon as possible
(transmitting the same to the State Board of Equalization upon adoption), and (ii) the pledge and
grant described above shall be deemed expanded to include within the term "Tax Revenues" all
revenues which the Agency is thereafter entitled to receive under such ordinance for the entire
Project Area.
15. The Agency agrees to do such further acts and things, and to execute and deliver such
additional conveyances, assignments, agreements, documents and instruments as the Developer
may at any time reasonably request in connection with the administration or enforcement of this
Note or related to the Tax Revenues or any part thereof or in order to better assure and confirm
unto the Developer its rights, powers and remedies hereunder.
16. The invalidity or unenforceability of any one or more provisions of this Note shall in no
way affect any other provision.
IN WITNESS WHEREOF, the San Juan Capistrano Community Redevelopment
Agency has caused this Note to be executed in its name by the manual signature of its
Chairperson and attested by the manual signature of its Executive Director and its corporate seal
to be affixed hereto or imprinted hereon, and has caused this Note to be dated as of
. 19
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT A EEN�C�Y�
By: r'`_
Chairpersi6n Carolyn Nash
(SEAL)
Attest:
101993 116461.3 -5-
0
(SAN JUAN CAPISTRANO REDEVELOPMENT AGENCY)
STATE OF CALIFORNIA )
) ss.
COUNTY OF ORANGE )
On /Uolyfyvh-g-y Z , 1993, before me, the undersigned, a Notary
Public in and for said State, personally appeared (1G1 vo/un AUash , personally known
to me or a to be the person whose name is
subscribed to the within instrument and acknowledged thatte/she executed the same in -his/her
authorized capacity, and that by-tris/her signature on the instrument, the person or the entity
upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
OFFICIAL SEAL
CH EFYL LI -CA n^1
`'�. 4
"�"o NOTARY PUBLIC - CALIFORNIA I)j
I E
�Fca oawrdce C uury
My comm. expires DEC 13, IS53
(SEAL)
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101893 / 160773
ATTACHMENT NO. 6
MINANCE NO. CRA 1
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ORDINANCE NO. CRA
ENACTING A SALES AND USE TAX
AN ORDINANCE OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY ENACTING A SALES AND USE TAX
r,,j_ nOARD OF DIRECTORS OF THE SAN JUAN CAPISTRANO COMMUNITY
;,ED_v-._0P`tENT AGENCY HEREBY ORDAIN AS FOLLOWS:
WHEREAS, the San Juan Capistrano Community Redevelopmcnt Agency (the
"Agencv") is a public body, corporate and politic, organized and existing under the
Redevelopment Law of the State of California (Part 1 of Division 24 of the Health and
Safety Code of Lhe State of California); and,
WHEREAS, the City Council of the City of San Juan Capistrano (the "City")
has adopted the Uniform Local Sales and Use Tax Law (Ordinance No. 241) (the "City
Sales and Use Tax Law") pursuant to the Bradley -Burns Uniform Local Sales and Use Tax
Law of the State of California (Part 1.5 of Division 2 of the Revenue and Taxation Code
of the State of California); and,
WHEREAS, the Agency is emoowered by Section 7202.6 of the Revenue and
Taxation Code of the State of California (the "Code") to adopt a sales and use tax
ordinance in accordance with the provisions of Code Section 7202.6; and,
WHEREAS, the Agency hereby declares that this Ordinance is enacted to
achieve the following, among other, purposes, and directs that the provisions hereof be
interpreted to accomplish those purposes:
a. To adopt a sales and use tax which complies with the requirements and
limitations contained in Part 1.5 of Division 2 of the Code; and,
b. To adopt a sales and use tax which incorporates provisions identical to
those of the State of California sales and use tax law, insofar as these
provisions are not inconsistent with the requirements and limitations
contained in Part 1.5 of Division 2 of the Code; and,
To adopt a sales and use tax which may impose not to exceed a one
percent (1%) tax (the amount of the tax shall be fixed by resolution of
the Agency from time to time) and that the proceeds of said tax be
utilized for the following purposes and for other general purposes
determined at the Agency's discretion:
(i) Pursuant to Section 33641 of the Health and Safety Code of the
State, to pay principal and interest, in whole or in part, on
bonds issued by the Agency; and,
(ii) To finance redevelopment projects within the Redevelopment
Project Area of the Agency as hereinafter defined in Section 4;
and,
(iii) Pursuant to Code Section 7202.6(e), to promote housing for low
and moderate income families within the City's boundaries.
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;d) To adopt a sales and use tax which does not impose a new tax or increase
an existing tax upon any person located within the Redeveiooment
project Area, but which, instead, credits the tax imposed by the City
Sales and Use Tax Law (pursuant to Ordinance No. 241 of the City)
against taxes due to the Agency (pursuant to this Ordinance); and,
..e) To adopt a sales and use tax that can be administered and collected by
the State Board of Ecualization in a manner that adapts itself as fully as
practicable to, and requires the least possible deviation from the existing
statutory and administrative procedures followed by the State Board of
Equaiization in administering and collecting the State sales and use
taxes; and,
(f) To adopt a sales and use tax which can be administered in a manner that
will, to the degree possible consistent with the provisions of Part 1.5 of
Division 2 of the Code, minimize the cost of collecting Agency sales and
use taxes and at the same time minimize the burden of record keeping
upon persons subject to taxation under the provisions of this Ordinance;
and,
WHEREAS, the ngencv has considered the applicability of Section 4 of Article
XIII A of, and article XIII B of, the California Constitution to this Ordinance and other
facts concerning the Ordinance and is fully informed in the premises.
NOW THEREFORE, SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY DOES ORDAIN AS FOLLOWS:
SECTION 1. Title of the Ordinance.
This Ordinance shall be known as the "San Juan Capistrano Community
Redevelopment Agency Sales and Use Tax Ordinance" (the "Ordinance").
SECTION 2. Aeencv Sales Tax.
(a) (1) For the privilege of selling tangible personal property at retail, a
tax is hereby imposed by the San Juan Capistrano Community
Redeveiopment Agency (the "Agency") upon all retailers located
within the "Redevelopment Project Area" (hereinafter as defined
by Section 4) at the rate of not greater than one percent (1%) (the
exact amount to be fixed from time to time by resolutuion of the
Agency) of the gross receipts of the retailer from the sale of all
tangible personal property sold at retail within the Redevelopment
Project Area on and after the operative date of this Ordinance.
(2) For the purposes of this Ordinance, all retail sales are
consummated at the place of business of the retailer unless the
tangible personal property sold is delivered by the retailer or his
agent to an out-of-state destination or to a common carrier for
delivery to an out-of-state destination. The gross receipts from
such sales shall include delivery charges, when such charges arc
subject to the State of California (the "State") sales and use tax,
regardless of the place to which delivery is made. In the event a
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retailer has no permanent place of business in the Mate cr nc_
more than one place of business, the place or places at which the
retail sales are consummated shall be determined under rules and
reguiations to be prescribed and adopted by the State Board c.
Equalization.
Except as hereinafter provided and except insofar as thev are
inconsistent with the provisions of Part 1.5 of Division 2 of the
Revenue and Taxation Code of the State (the "Code"), all of the
provisions of Part 1 (commencing with Section 6001) of Division
of the Code, as amended and in force and effect on rhe date ni
adoption of this Ordinance, applicable to "sales taxes", are hereby
adopted and made a part of this section as though fully set forth
herein.
(2) Wherever, and to the extent that, in Part 1 (commencing with
Section 6001) of Division 2 of the Code, the State is named or
referred to as the taxing agency, the name "San Juan Capistrano
Community Redevelopment Agency" shall be substituted therefor.
Nothing in this subsection shall be deemed to require substitution
of the name "San Juan Capistrano Community Redevelopment
Agency" for the word "State" in Code Section 6203 nor in the
definition of that phrase in Code Section 6203.
(3) If a seller's permit has been issued to a retailer under Code
Section 6067, an additional seller's permit shall not be required by
reason of this section.
(g) There shall be excluded from the gross receipts by which the tax
due under this section is measured the amount of any sales or use
tax imposed by the State upon a retailer or consumer.
(5) There shall be exempt from the tax due under this section the
gross receipts from the sale of tangible personal property to
operators of aircraft to be used or consumed principally outside the
Redevelopment Project Area in which the sale is made and directly
and exclusively in use of such aircraft as common c-rriers of
persons or property under the authority of the laws of this State.
the United States, or any foreign government.
SECTION 3. Agency Use Tax.
(a) An excise tax is hereby imposed by the Agency on the storage,
use, or other consumption in the Redevelopment Project Area of
tangible personal property purchased from any retailer on or after
the operative date of this Ordinance for storage, use, or other
consumption in the Redevelopment Project Area at the rate of not
to exceed one percent (1%) of the sales price of the property (the
exact amount to be fixed from time to time by resolution of the
Agency). The sales price shall include delivery charges when such
charges are subject to State sates or use tax, regardless of the
place to which delivery is made.
(b) (i) Except as hereinafter provided and except insofar as they are
inconsistent with the provisions of Part 1.5 of Division 2 of the
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Code, all of the provisions of Part 1 (commencing with Section
6001) of Division 2 of the Code, as amended and in torte and eiiect
on the date of adoption of this Ordinance, applicable to use taxes,
are hereoy adopted and made a part of this Section as thougn fully
set forth herein.
i'_) whenever, and to the extent that, in Part . (commencme with
Section 6001) of Division 2 of the Code, the State s named or
referred to as the taxing agency, the name "San Juan Caoistrano
Community Redevelopment Agency" shall be substituted therefor.
Nothing in this subsection shall be deemed to require subsitution of
the name "San Juan Capistrano Community Redevelopment
Agency" for the word "State" in the phrase "retailer engaged in
business in this State" in Code Section 6203 nor in the definition of
that phrase in Code Section 6203.
(3) There shall be excluded from the amount subject to tax under
this section any sales or use tax imposed by the State upon a
retailer or consumer.
(4) There shall be exempt from the tax due under this section:
(i) The storage, use, or other consumption of tangible personal
property, the gross receipts from the sale of which have
been subject to sales tax under a sales and use tax
ordinance enacted in accordance with Part 1 or 1.5 of
Division 2 of the Code by any city and county, county, city
or redevelopment agency in the State; and,
(ji) In addition to the exemptions provided, in Code Sections
6366 and 6366.1, the storage, use, or other consumption of
tangible personal property consumed by such operators
directly and exclusively in the use of such aircraft as
common carriers of persons or property for hire or
compensation under a certificate of public convenience and
necessity issued pursuant to the laws of this State, the
United States, or any foreign government.
SECTION 4. Redevelopment Project Area Defined.
As used in this Ordinance, the "Redevelopment Project Area" shall mean the
project area described and defined in the "Central Redevelopment Plan for the Project,"
approved and adopted by the City by Ordinance No. 488, which became effective on July
12, 1983, was amended by Ordinances No. 509, 547 and 582 which became effective on
May 15, 1984. July 17, 1985, and August 19, 1986, and includes any amendment thereof
heretofore or hereafter made purusant to law.
SECTION 5. Effective Date. Operative Date.
Contract with the State Board of Equalization.
(a) This Ordinance shall be effective immediately upon its final passage by
the Agency. The Ordinance shall be signed by the Chairman of the
Agency arta attested by the Agency Secretary.
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(b) This Ordinance shall become operative on the first cay of the first
"calenear quarter" (as defined by Code Section 7202.6(d) commencing
more than one hundred eighty (180) days after the adoption of the
Ordinance: and.
C) Prior to the operative date of this Ordinance, the City Council, by an
ordinance, shall have added a provision to the existing City Sales and Usc
Tax law, granting a credit against the payment of tax owed under the
City Sales and Use Tax Law for the amount of sales and use tax paid, if
any, to the Agency pursuant to this Ordinance; and,
(d) Prior to the operative date of this Ordinance, the Agency Secretary
shall cause the Agency to contract with the State Board of Equalization
(the "Contract") to perform all functions incident to the administration
or operation of this Sales and Use Tax Ordinance. The Contract, once
executed, between the Agency and the State Board of Equalization, shall
continue to effect so long as the County of Orange and the City of San
Juan Caoistrano have operative sales and use tax ordinances enacted
pursuant to Part 1.5 of Division 2 of the Code.
SECTION 6. Amendments to the Revenue and Taxation Code.
All amendments subsequent to the effective date of the enactment of Part i
(commencing with Section 6001) of Division 2 of the Code relating to sales and use tax
and not inconsistent with Part 1.5 of Division 2 of the Code shall automatically become a
part of this Ordinance.
SECTION 7. Aoorooriations Limit.
The Agency agrees to accept the City's transfer of appropriation limits under
Article XIII B of the Constitution of the State of California as provided in Resolution No.
06-5-20-2 of the City.
SECTION 8. Ordinance is Not Repealable When Bonds Outstanding.
In the event the Agency issues bonds secured in whole or in part by taxes
imposed hereunder, and such taxes are pledged to the payment of such bonds, the Agency
shall not repeal this ordinance or amend it to the detriment of bondholders so long as any
such bonds are outstanding and funds have not been set aside to pay all remaining bonds
and the interest thereon.
_s_
SECT101%. Agency Secretar,?s CerTiiication.
i he Agency Secretary shall certify to the adoption of this Ordinance and cause
the same to be posted and published as required by law.
PASSED, APPROVED, AND ADOPTED this :-th day oi. - , u,r�
1937.
GA L. HAUSDORFER, CHAIR AN
ATTEST:
AGENCY SE ETARY `
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STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF SAN JUAN CAPISTRANO )
I, MARY ANN HANOVER, Agencv Secretary of the of San Tuan Capistrano,
2eoeveiopment Agencv, DO HEREBY CERTIFY that the foregoing is a true and correct
copy of Ordinance No, i which was introduced at a meeting of the Board of
Directors of the San 3uan Capistrano Community Redevelopment Agency at a regular
meeting thereof held on February 3 1987, and adopted at a meeting held
on February i' :987, by the following vote:
AYES: Directors Bland, Friess, Schwartze, 3ucnneim,
and Chairman Hausdorfer
NOES: None
ABSENT: None
(SEAL)
MARY ANN N E NCY SECRETARY
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1019931 160P.5
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ATTACHMENT NO. 7
RESOLUTION 93-7-20-2
AT7ACI-MEJ7
RESOLUTION NO. 93-7-20-2
��:Z• U �.Y1�.h • • ' p„I- �• : :: yJa• ha 1:: M .Ya: •
�• 1 t A� { :fll:
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN
CAPISTRANO, CALIFORNIA, APPROVING ONE-YEAR EX'T'ENSION OFTIME
OF ARCHITECTURAL CONTROL 88-1 APPROVALS - SAN JUAN LINCOLN -
MERCURY (FORMERLY KNOWN AS SAN JUAN CHRYSLER)
WHEREAS, the applicant, Gary Pfleiger, Two Vesuvia, Coto de Caza, California 92679, has
submitted an application for an extension of time for an existing approval of a 13,000 -square -foot auto dealership;
and,
WHEREAS, on April 19, 1968, the Citys Environmental Review Board determined that the
proposal would not have a significant environmental impact and issued a negative declaration; and,
WHEREAS, the Citv's Architectural Review Board reviewed the project and forwarded it to
the Planning Commission recommending approval subject to conditions; and,
WHEREAS, the Citys Traffic and Transportation Commission reviewed the project and
forwarded it to the Planning Commission recommending approval, subject to conditions; and,
WHEREAS, on November 22, 1988, the Planning Commission held a public hearing and took
action to deny the item; and,
WHEREAS, on February 21, 1989, the City Council upheld the applicant's appeal on the basis
that adverse conditions and findings of the Planning Communion could be mitigated and returned the item to
the Planning Commission; and,
WHEREAS, on March 28, 1989, the Planning Commission reviewed the project with
modifications and forwarded the item to the City Council with a recommendation of approval, subject to
conditions; and,
WHEREAS, on May Z 1989, the City Council reviewed the proposal and adopted Resolution
No. 89-5-2-2, approving Zone Variance 88-5, and on May 16, 1993, adopted Resolution No. 89.5-16-3, approving
Architectural Control 88-1 subject to conditions; and,
WHEREAS, on September 3, 1991, the City Council adopted Resolution No. 91-9-17-4,
approving a twelve-month time extension for Architectural Control 88-1; and,
WEE?RFAS, on September 3, 1991, the City Council adopted Resolution No. 91.9-17-5,
approving it twelve-month time extension for Zone Variance 88-5; and,
WHEREAS, on December 15, 1992, the City Council adopted Resolution No. 92-12-15-2,
approving a time extension to expire on May 16, 1993; and,
WHIUtFAS, the City Council does hereby find and determine as follows:
a. The project is consistent with all applicable goals, objectives, and policies of the General
Plan and General Plan Amendment 88-3, in that a car dealership is a consistent and appropriate use within the
SS (Special Study) area.
-1-
0
b. The project, as designed and conditioned, is consistent with all applicable requirements
of Title 9 (Land Use) of the Municipal Code and Zone Variance 88-5 (San Juan Chrysler) in that the design of
the building will mitigate any potential visual effects on the adjacent Valle Road and surrounding properties.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Juan
Capistrano does hereby approve an extension of time for Architectural Control 88-1, subject to the following
conditions:
1. Expiration of Anproval - Per Section 9-2.306 of the Municipal Code, this development
approval shall expire on May 16, 1994, i.e., one year from the previously granted 12 -mooch extension. If no
construction has commenced for the project by that date, the development approval shall become null and void.
2. Landscape Plans - Final landscaping and irrigation plans shall be reviewed and approved
by the Department of Planning prior to the issuance of Building Permits. Said plans shall incorporate the
following changes:
a. Tree species other than Carrotwood as shown on the landscape plan shall be
modified to have a tree that will grow above the building.
b. Carrotwood trees shall replace the Flowering Pear in the parking area.
C. A 48 -inch -box Carrotwood tree and a raised planter shall be placed in the
center of the display area to replace the fountain.
d. Additional landscaping shall be applied to the ease and north setback areas
to incorporate a wind row planting of Eucalyptus trees.
e. The use of Coral trees shall be deleted from the landscape plan.
f. Landscape display area shall be for landscape only.
3. Sian Program - The monument sign shall be externally -illuminated and the length of
the wall shall be reduced. These modifications, including sign details, shall be reviewed and approved by the
Design Review Commission prior to the issuance of the Certificate of Occupancy.
4. L,j hdu - The precise plan for parking lot, exterior, and landscape fighting shall be
reviewed and approved by the Design Review Commission prior to the issuance of building permits. Said plan
shall comply with Section 9-3.614, Lighting, of the Municipal Code.
5. NWa • Exterior paging system and exterior speakers shall be prohibited
6. 51jaZIan - Final revised site plans shall be substantially in conformance with the revised
plans as submitted on March 20, 1989, except in the raised display areas adjacent to Valle Road (see condition
2.f.).
a. The applicant shall obtain from the adjacent property owner permission to
construct and record appropriate easements to the satisfaction of the city
Engineer south of the subject property to serve said parcel and properties to
the east, prior to issuance of permits.
b. The three4ane main entrance driveway (minimum of 30 feet in width) shall
be provided into the site (two lanes in and one lane out). Said modification
-2-.
to be shown on final working drawings to be reviewed and approved by the
Design Review Commission.
C. Two service writer stations with two vehicle entrance lanes and one exit lane
shall be provided at the service repair facility. Said modification to be shown
on final working drawings to be reviewed and approved by the Design Review
Commission.
d. The applicant shall enter into an agreement with the owner of the private
road (Forster Ranch Road) and the City stating that the applicant will not use
Valle Road (private) for test driving of vehicles. Said agreement to be
approved by the Director of the Department of Planning prior to the issuance
of building permits.
e. The applicant and City of San Juan Capistrano shall coordinate with the
Capistrano Unified School District to relocate the existing school bus stop
from in front of Yates Volkswagen to a more appropriate location. A detailed
plan shall be prepared delineating the exact location of the school bus stop
and btu -turning location/movements. Said plan shall be reviewed and
approved by the Planning Commission prior to the issuance of permits.
f. The applicant shall design and construct a turn -around area and an
electronically -controlled access gate serving the McCracken Hill neighborhood
on the private road portion of Valle Road westerly of the first residential
driveway serving said neighborhood. The exact location and design shall be
approved by the City Engineer and Land Use Manager. The applicant shall
obtain necessary encroachment permits from the property owner and
easement holders prior to the City issuing permits. ff the property owner and
easement holders deny permission, the applicant shall be required to design
and construct an interim turn -around area at the terminus of the present
public right-of-way for Valle Road. Plans for the interim turn -around shall
be reviewed and approved by the Planning Commission.
g. All loading and unloading of vehicles shall be performed on site.
a. The applicant shall design and construct a traffic signal at the intersection of
San Juan Creek Road/Valle Road. The level of participation is based upon
a pro -rata share of traffic generated and anticipated future traffic and shall be
8% of the estimated value of $132,000, or $10,560.
b. Condition satisfied and removed per letter dated January 4, 1993, from the
Director of Engineering and Building.
C. The applicant shall financially participate in the future traffic sigualiration at
the intersection of Valle Road/I.5 northbound ramps/La Novia Avenue. The
level of participatinn is based upon a pro -rata share of traffic generated and
anticipated future traffic and shall be 8% of the estimated value of s144,000,
or 511,520.
d. The applicant shall financially participate m the future design and widening of
San Juan Creek Road from Camino Capistrano to Forster Canyon Road, and
Valle Road from San Juan Creek Road to its southerly terminus. The level
.3-
of participation is based upon a pro -rata share of traffic generated and
anticipated future traffic and shall be as follows:
San Juan Creek Road
8%
$356,000
529,000
Valle Road/San Juan Creek Road to 1-5 Ramp
10%
5540,000
554,000
Valle Road/1-5 Ramps to Southerly Terminus
13%
5360,000
516,000
e. A painted median shall be provided on Valle Road in front of the project site
to provide area for left -turn movements into the facility.
f. The applicant shall install a left -turn pocket in front of Capistrano Terrace
Mobile Home Park and the 1-5 northbound on-ramp.
g. A "three-way' stop control shall be provided on Valle Road at the proposed
southerly access road.
h. The applicant shall dedicate and construct Valle Road to a modified
commuter width along the project frontage with appropriate transitions
outside the frontage.
i. The applicant shall design and construct widening of the Capistrano Terrace
Mobile Home Park to provide left -turn pockets. A Reimbursement
Agreement may be provided to the applicant upon request.
j. The applicant shall design and construct shoulder area widening on the east
side of Valle Road from San Juan Creek Road to south of the project site.
A Reimbursement Agreement maybe provided to the applicant upon request.
k. All public improvements as required by subsections a. through j. above shall
be constructed and operational prior to issuance of the certificate of
occupancy.
9. Parkins
a. Parking on both sides of Valle Road shalt be prohibited. The applicant shall
install appropriate markings and signs as approved by the City Engineer.
b. A minimum of 42 on-site parking spaces shall be provided and labeled
"employee" and "customer as per Exhibit "A" attached.
C. All employees shall be required to park on site in designated spaces.
d. New and used car display shall be limited to those areas as depicted on
Exhibit "A" showing a total number of 18 spaces.
C, The handicapped parking spaces shall be relocated to the front of the building
in accordance with the Uniform Building Code.
f. Any modifications to the approved parking plan shall be reviewed by the
Planning Commission.
g. Parking of vehicles shall not be permitted other than in designated parking
Spaces as shown on the approved plot plan. Vehicles shall not be parked on
adjacent properties.
10. Historic Depiction Program - The applicant shall participate in the City s Historic
Depiction Program as required by City Council Policy No. 606.
11. Body Repair Work - All on-site auto body repair work and painting shall be prohibited.
A deed restriction in favor of the City shall be recorded against the property prior to issuance of permits.
12. Architectural Elevation - The architectural elevations shall incorporate the following
changes and shall be reviewed and approved by the Design Review Commission.
a. All materials and finish colors shall be submitted for review.
b. Finish stucco shall be a "mission" hand troweled finish.
C. Windows shall be added to the west elevation particularly in the area of the
parts department.
d. The westerly wall shall be revised in accordance with the previous elevations
and the trellis area maintained.
e. Reduce Quatrefoil over service entry.
E Small towers located on the south and north elevation windows to be reduced.
g. Ventilation window adjacent service write-up area to be deleted.
13. Grading Plan - The grading plan, including all off-site grading, shall be reviewed and
approved by the Planning Commission prior to the issuance of building permits.
14. Transportation Demand Man mens - The project shall comply with the provisions
of Transportation Demand Management outlined in Section 9.9.101 of Title 9.
PASSED, APPROVED, AND ADOPTED this 20th day of July
1993.
�GIL JODiES, MAYOR
ATTEST:
i tf
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STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO
HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 93-'-20-2
adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held
on the '0th day of July 1993, by the following vote:
AYES: Council Members Nash, Hausdorfer, Vasquez and Mayor Jones
NOES: None
ABSTAIN: Council Member Campbell
ABSENT: None
CHERYL JOHNS09,'
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EXhibiPA
t,eiv1=. 0
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..
..._...
L!
I
E
N 0
I❑ Customer Parking
Employee Parking
Display Parking
1T
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0
TRAFFIC SIGNAL OUTLINE
0
EXHIBIT 1
A copy of the proposed traffic signal and interim intersection improvements is on file
with the City Clerk.
COPIES DISTRIBUTED TO COUNCIL MEMBERS AT THE END OF SEPTEMBER.
EXHIBIT 2
IMPROVEMENT BREAKDOWN
Category A: Improvements to be reimbursed. These improvements are of benefit to the
project area and neighboring areas.
1. San Juan Creek Road/Valle Road $120,000.00
Signal and intersection improvements (interim improvements)
2. Provide left turn pocket at Capistrano Terrace
MHP (restripping) 2,000.00
3. Widen Valle Road at Capistrano Terrace MHP for
left turn pocket 9,000.00
4. Shoulder widening on east side of Valle Road 50,000.00
Total - Category "A" $ 181,000.00
Category B: Items requiring financial contribution only. These items are for
contribution to the City's Improvement Trust Funds for future improvements.
1. Valle Road/La Novia/I-5 traffic signal $11,520.00
2. Widen San Juan Creek Road from Camino Capistrano to
Forster Canyon Road (part of the intersection improvements) 29,000.00
3. Widen Valle Road from I-5 ramp to Southerly terminus 46,800.00
4. Widen Valle Road from San Juan Creek to 1-5 Ramp 54,000.00
Total of Category "B" $141,320.00
Category C: Improvements not to be reimbursed. These improvements benefit this site
only.
1.
Valle Road Improvements at site
$31,000.00
2.
Underground storm drain along site frontage in
Valle Road
30,600.00
3.
Construct "C" street along southerly site boundary
43,000.00
4.
Purchase "C" street easement
10,000.00
5.
Underground SCE service along site frontage in
Valle Road
75,000.00
6. Relocate SCE residential service
to existing residence easterly of
Install electronically controlled
McCracken Hill
Total Category "C"
0
Continued
ATTACHmE JT NO. 2
County, California, described as follows:
L]
Beginning at the point of intersection of the Northwest prolongation of
the Southwest line of the land conveyed to Alton E. Farley and wife, ax
described in the deed recorded March 6, 195I, in Book 2153, Page 539 of
Official Records, with the prolonged line and the Northeast center line of
the California State Highway as described in the deed recorded March 16,
1945, in Book 1300, Page 492 of Official Records; thence along said
Southwest line of said land of Farley, South 540 19' 50" East 154.00 feet
to a line parallel with and distant Southeasterly 154.00 feet, measurvri At.
right angles from said center line of the California State Highway, said
point also being the true point of beginning of the parcel of land
described herein; thence from said true point of beginning, along said
parallel line North 360 371 34" East 346.87 feet; thence South $411 16' 10"
East 251.19 feet; thence South 360 37' 34" West 346.61 feet to a point in
the Southwesterly line of said land of Farley; thence North 5411 19' 50"
West along said Southwesterly line 251.20 feet to the true point of
begfnning,
EXCEPT THEREFROM the Northeasterly 259.00 feet.
PARCEL 4:
That land described in Director's Deed No. 0-1735.2 to Nofie Famularo and
others, recorded April 9, 1963, in Book 6501, Page 605 of Official Records
of Orange County, California, described as follows:
All that certain real property situate, lying and being in the County of
Orange, State of California, described as follows:
That portion of Section 13, if any, and that portion of Section 121
Township 8 South, Range 8 West, S.B.B. & M., as shown on plat thereof in
the Office of the Bureau of Land Management, included within the following
described parcel of land:
Beginning at the most Southerly corner of that certain parcel of land
conveyed to the State of California by deed recorded in Scok 3656, Page 65
of Official Records in the office of the County Recorder of said County;
thence along the Southeasterly line of said certain parcel of land, North
3611 37' 34" East 87.87 feet; thence North 541 16' 10" West 52.00 feet;
thence South 3611 37' 34" West 27.32 feet; thence South 1411 49' 31" West
64.42 feet to the Southwesterly line of that certain parcel of land
conveyed to A. E. Farley by deed recorded in Book 2153, Page 539 of said
Official Records; thence along said Southwesterly tine, South 5311 31' 18"
East Z3.07 feet to the point of beginning.
EXCEPT THEREFROM all oil, minerals, natural gas and other hydrocarbons, as
reserved in deeds of record.
ALSO EXCEPT THEREFROM all water, as reserved in deeds of record.
Page 2 of 2
Nlulnp Apan: fer.
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1 ATTACHMENT NO. 3
2 AGREEMENT CONTAINING COVENANTS
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11 100993 1 16027.3
m '- 7 M
OmW
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L,A) -I!LC
Recording Requested By
and When Recorded Return to:
San Juan Capistrano Community
Redevelopment Agency
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attention: City Clerk
•
DOC # 93-09099"?
99—DEC-1993 to 3-59 FM
Recorded in Official Records
OT UrP.--H %O!IntY? California
Lee H. Brandi, 'WuntY Recorder
Y3=e i of 7 Fees: ! nt}
Tar,:I ii.t;V
(Space above for Recorder's use only)
AGREEMENT CONTAINING COVENANTS AFFECTING REAL PROPERTY
THIS AGREEMENT is entered into this 19thday of October , 1993 , by and
between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a
public body, corporate and politic (hereinafter referred to as "Agency") and FORD LEASING
DEVELOPMENT COMPANY, a Delaware corporation (hereinafter referred to as "Owner"), with
reference to the following:
A. Owner is the owner of the real property in the City of San Juan Capistrano,
County of Orange, State of California (hereinafter referred to as the "Property"), described in
Exhibit A, attached hereto and incorporated herein by this reference; and
B. The Property is situated within the Central Redevelopment Project area (the
"Project Area") in the City of San Juan Capistrano (the "City"), said Project Area being
specifically described in the Redevelopment Plan, (the "Redevelopment Plan") for the Project
Area; and
C. The Owner and the Agency have heretofore entered into That certain Owuet
Participation Agreement ("OPA") dated October 19, 1993. This Agreement is entered into and
recorded pursuant to the terms of the OPA in order to place of record certain covenants made by
the Owner therein with respect to the Property. Capitalized terms not otherwise defined herein
shall have the same meanings given thereto in the OPA.
101993 1 16251.4 -1-
NOW, THEREFORE, AGENCY AND OWNER COVENANT AND AGREE AS
FOLLOWS:
1. The Owner agrees to develop (or cause to be developed), in accordance with
the provisions of the OPA (including, without limitation, the Specified Public Improvements set
forth in Attachment No. 4 thereto), an automobile dealership on the Property. The Owner agrees
that it shall cause construction of said automobile dealership to be completed on or before 24
months following the date of conveyance of the Property, and to thereafter be operated during the
term of this covenant. The covenant in this Section 1 shall expire on the earlier to occur of: (i)
the date upon which the Agency has fulfilled all of its obligations under the Note, and (ii) the fifth
(5th) anniversary of the date upon which construction of the automobile dealership has been
completed.
2. There shall be no discrimination or segregation of any person, or group of
persons, on account of race, religion, color, national origin, ancestry, creed, marital status or sex
in the sale, lease, subleas--, transfer, use, occupancy, tenure or enjoyment of the Property, or any
part thereof, nor shall the Owner himself or any other person claiming under or through him
establish or permit any such practice or practices of discrimination or segregation with reference
to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees,
or vendees of the Property.
3. The Owner shall refrain from restricting the rental, sale or lease of the
property on the basis of race, religion, creed, color, national origin, ancestry, marital status, or
sex of any person. All such deeds, leases or contracts shall contain or be subject to substantially
the following nondiscrimination or nonsegregation clauses:
(a) In deeds: "The grantee herein covenants by and for himself, his
heirs, executors, administrators and assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, religion, creed, color, national origin, ancestry, marital
status, or sex in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment
of the land herein conveyed, nor shall the grantee himself or any person claiming under
or through him, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of tenants,
lessees, subtenants, sublessees or vendees in the land therein conveyed. The foregoing
covenants shall run with the land."
(b)In leases: "The lessee herein covenants by and for himself, his
heirs, executors, administrators and assigns, and all persons claiming under or through
him, and this lease is made and accepted upon and subject to the following conditions:
101893 / 16251.4 -2-
0 9
That there shall be no discrimination against or segregation of any persons
or group of persons, on account of race, religion, creed, color, national origin, ancestry,
marital status, or sex in the leasing, subleasing, transferring, use or enjoyment of the land
herein leased nor shall the lessee himself, or any person claiming under or through him,
establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy, of tenants, lessees,
sublessees, subtenants, or vendees in the land herein leased."
(c) In contracts: "There shall be no discrimination against or
segregation of any person, or group of persons, on account of race, religion, creed, color,
national origin, ancestry, marital status, or sex, in the sale, lease, sublease, transfer, use,
occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person
claiming under or through him, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use or
occupancy of tenants, lessees, subtenants, sublessees or vendees of the land."
The covenants contained in Sections 2 and 3 shall remain in effect in perpetuity,
4. The Agency, its successors and assigns, and the City of San Juan Capistrano
are deemed the beneficiaries of the covenants contained herein, without regard to technical
classification and designation. The covenants shall run in favor of the Agency, its successors and
assigns and the City of San Juan Capistrano, without regard to whether the Agency has been,
remains, or is an owner of any land or interest therein.
5. The provisions contained herein are covenants running with the land and
shall bind the Owner and the successors and assigns of the Owner to the Property for the benefit
of the Agency and such aforementioned beneficiaries. Any breach by the Owner or such
successors and assigns of the provisions of Section 1, above, shall be subject to the limitations set
forth in Section 511 of the OPA.
6. The provisions of this Agreement do not limit the right of any mortgagee
or beneficiary under a deed of trust which secures construction or permanent financing to
foreclose or otherwise enforce any mortgage, deed of trust, or other encumbrance upon the
Property or any portion thereof, or the right of any mortgagee or beneficiary under a deed of trust
to exercise any of its remedies for the enforcement of any pledge or lien upon the Property;
provided, however, that in the event of any foreclosure under any such mortgage, deed of trust
or other lien or encumbrance, or a sale pursuant to any power of sale included in any such
mortgage or deed of trust the purchaser or purchasers and their successors and assigns and the
Property shall be, and shall continue to be subject to all of the conditions, restrictions and
covenants contained herein.
101893 i 16251.4 -3-
0 0
7. Agency and its successors and assigns, and Owner and its successors and
assigns shall have the right to consent and agree to change, or to eliminate in whole or part, any
of the covenants or restrictions contained in this Agreement without the consent of any tenant,
lessee, easement holder, licensee, mortgagee, trustee, beneficiary under a deed of trust or any
other person or entity having any interest less than a fee in the Property. The covenants and
restrictions contained in this Agreement shall not benefit or be enforceable by any owner of any
other real property within or outside the Project Area, or any person or entity having an interest
in any such other real property.
IN WITNESS WHEREOF, the Agency and the Owner have executed this
Agreement.
fthIft)oL,
CITY ATTORNEY
Agency General Counsel-)
K
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY,
a public body, corporate and public
By
Carolyn Nish, Chairman
FORD LEASING DEVELOPMENT
COMPANY, a Delaware corporation
By
Its 'N
Assistant Secretary
101893 i 16251.4 -4-
0 0
ACKNOWLEDGEMENTS
(SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY)
STATE OF CALIFORNIA )
) ss.
COUNTY OF ORANGE )
On NouemVler Z 11993, before me, the undersigned, a Notary Public
in and for said State, personally appeared r1 Clash , personally known to me
to be the person whose name is subscribed
to the within instrument and acknowledged that -he/she executed the same in-hWher authorized
capacity, and that by-Ws/her signature on the instrument, the person or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
OFFICIAL SEAL
CHERYL A. JOHNSON
aY_ ?
NOTARY PUBLIC -CALIFORNIA
i ORPAGE COUNTY
My comm. expires DEC 13, 1993
(SEAL)
(FORD LEASING DEVELOPMENT COMPANY)
STATE OF )
ss.
COUNTY OF )
/ �,
On � % , 993, before me, t e undersigned, a Notary Public
in and for said State, personally appeared - � ` , personally known to me
or proved to me on the basis of satisfactory evidence to be the pe*n whose name is subscribed
to the within instrument and acknowledged that he/she executed the same in his/her authorized
capacity, and that by his/her signature on the instrument, the person or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal�
NotAry Public
(SEAL) PJTA M. OWEN
Maty Puma, Wayne oft*, mi
My Cammfs M Fxp W A* 15, 1998
101%931 16751.4
EXHIBIT 'A"
PROPERTY LEGAL DESCRIPTION
PARCEL 1:
The Southwesterly 86 feet of the Northeasterly 259 feet of the following described land:
That portion of Lot 5 as shown on a map of survey recorded in book 4, page 15 of Record
of Surveys, in the office of the County Recorder of Orange County, California, described as
follows:
Beginning at the point of intersection of the Northwest prolongation of the Southwest line of
the land conveyed to Alton E. Farley and wife, as described in the deed recorded March 6,
1951, in book 2153, page 539 of Official Records, with the prolonged line and the Northeast
center line of the California State Highway as described in the deed recorded March 16,
1945, in book 1300, page 492 of Official Records; thence along said Southwest line of said
land of Farley, South 540 19' 50" Past 154.00 feet to a line parallel with and distant
Southeasterly 154.00 feet, measured at right angles from said center,line of the California
State Highway, said point also being the true point of beginning of the Parcel of land
described herein; thence from said true point of beginning along said parallel line North 36°
37' 34" East 346.87 feet; thence South 54° 16' 10" East 251.19 feet; thence South 36° 37'
34" West 346.61 feet to a point in the Southwesterly line of said land of Farley; thence
North 54° 19' 50" West along the Southwesterly 251.20 feet to the true point of beginning.
PARCEL 2:
That land described in Director's Deed No. 1735.2, recorded April 9, 1963, as Instrument
No. 8440, in book 6501, page 599, Official Records of Orange County, California, described
as all that certain real property situated, lying and being in the County of Orange, State of
California, described as follows:
That portion of Section 12, Township 8 South, Range 8 West, S.B.B. & M., as shown on
plat thereof in the office of the Bureau of Land Management, described as follows:
Commencing at the most Southerly corner of that certain Parcel of land conveyed to the State
of California by deed recorded in book 3656, page 65. of Official Records, in the office of
the County Recorder of said County; thence along the Southeasterly line of said certain
Parcel, North 360 37' 34" East 87.87 feet to the true point of beginning; thence North 54*
16' 10" West 52.00 feet; thence North 36° 37' 34" East 86.00 feet; thence South 540 16'
10" East, 52.00 feet to said Southeasterly line; thence Southwesterly along said Southeasterly
line the true point of beginning.
Page 1 of 2
EXHIBIT "A" (continued) •
PARCEL 3:
That portion of Lot 5 as shown on a Map of Survey recorded in book 4, page 15 of Record
of Surveys in the office of the County Recorder of Orange County, California described as
follows:
Beginning at the point of intersection of the Northwest prolongation of the Southwest line of
the land conveyed to Alton E. Farley and wife, as described in the deed recorded March 6,
1951, in book 2153, page. 539 of Official Records, with the prolonged line and the Northeast
center line of the California State Highway as described in the deed recorded March 16,
1945, in book 1300, page 492 of Official Records; thence along said Southwest line of said
land of Farley, South 54° 19' 50" East 154.00 feet to a line parallel with and distant
Southeasterly 154.00 feet, measured at right angles from said center line of the California
State Highway, said point also being the true point of beginning of the Parcel of land
described herein; thence from said true point of beginning, along said parallel line North 36°
37' 34" East 346.87 feet; thence South 54° 16' 10" East 251.19 feet; thence South 36° 37'
34" West 346.61 feet to a point in the Southwesterly line of said land of Farley; thence
North 54° 19' 50" West along said Southwesterly line 251.20 feet to the true point of
beginning.
EXCEPT therefrom the Northeasterly 259.00 feet.
f�Z�=1riA
That land described in Director's Deed No. D-1735.1 to Nofie Famularo and others,
recorded April 9, 1963, in book 6501, page 605 of Official Records of Orange County,
California described as follows:
All that certain real property situated, lying and being in the County of Orange, State of
California described as follows:
That portion of Section 13, if any, and that portion of Section 12, Township 8 South, Range
8 West, S.B.B. & M., as shown on plat thereof in the office of the Bureau of Land
Management, included within the following described Parcel of land:
Beginning at the most Southerly comer of that certain Parcel of land conveyed to the State of
California by deed recorded in book 3656, page 65 of Official Records in the office of the
County Recorder of said County; thence along the Southeasterly line of said certain Parcel of
land, North 36° 37' 34" East 87.87 feet; thence North 540 16' 10" West 52.00 feet; thence
South 36° 37' 34" West 27.32 feet; thence South 14° 49' 31" West 64.42 feet to the
Southwesterly line of that certain Parcel of land conveyed to A. E. Farley by deed recorded
in book 2153, page 539 of said Official Records; thence along said Southwesterly line, South
530 31' 18" East 28.07 feet to the point of beginning.
EXCEPT THEREFROM all oil, minerals, natural gas and other hydrocarbons, as
reserved in deeds of record.
ALSO EXCEPT THEREFROM all water, as reserved in deeds of record.
Page 2 of 2
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1 ATTACHMENT NO. 4
2 LIST OF SPECIFIED PUBLIC IMPROVEMENTS
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IMPROVEMENT BREAKDOWN
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ATTACHMENT
Category A: Improvements to be reimbursed. These improvements are of benefit to the
project area and neighboring areas.
1. San Juan Creek Road/Valle Road
Signal and intersection improvements (interim improvements)
2. Provide left turn pocket at Capistrano Terrace
MHP (restripping)
3. Widen Valle Road at Capistrano Terrace MHP for
left turn pocket
4. Shoulder widening on east side of Valle Road
Total - Category "A"
$120,000.00
2,000.00
9,000.00
50,000.00
$ 181,000.00
Category B: Items requiring financial contribution only. These items are for
contribution to the City's Improvement Trust Funds for future improvements.
1. Valle Road/La Novia/I-5 traffic signal
2. Widen San Juan Creek Road from Camino Capistrano to
Forster Canyon Road (part of the intersection improvements)
3. Widen Valle Road from 1-5 ramp to Southerly terminus
4. Widen Valle Road from San Juan Creek to I-5 Ramp
Total of Category "B"
Amount of signal cost in excessof 8% share
Total of Category "B" to be paid by developer
(Reimbursement by Agency)
$11,520.00
29,000.00
46,800.00
54,000.00
141 320.00
(80,960.00)
60 360.00
Category C: Improvements not to be reimbursed. These improvements benefit this site
only.
1. Valle Road improvements at site $31,000.00
2. Underground storm drain along site frontage in
Valle Road 30,600.00
3. Construct "C" street along southerly site boundary 43,000.00
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4. Purchase "C" street easement 10,000.00
5. Underground SCE service along site frontage in
Valle Road 75,000.00
b. Relocate SCE residential service along "C" street
to existing residence easterly of site 21,000.00
7. Install electronically controlled access gate serving
McCracken Hill 10,000.00
Total Category "C"220 600.00
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1 ATTACHMENT NO. 5
2 PROMISSORY NOTE
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ATTACHMENT NO. 5
(Form of Note)
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
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SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY
PROMISSORY NOTE
Rate of
Interest: "To be inserted by escrow"percent per annum
Dated "To be inserted by escrow"
Owner
Principal Amount "To be inserted byescrow_'
1. The San Juan Capistrano Community Redevelopment Agency in the County of Orange,
State of California, (the" Agency"), a public body corporate and politic, duly organized and
existing under the laws of the State of California, for value received, promises to pay to the
order of Ford Leasing Development Company, a Delaware corporation (the "Developer") at One
Parklane Boulevard, Suite 1500 East, Dearborn, Michigan or its permitted assigns, the principal
sum of be inserted by escrow" and in like manner to pay interest on said
sum (or such lesser amount which may remain outstanding from time to time) from the date
hereof at the Rate of Interest set forth above. Notwithstanding the Rate of Interest on the Note
herein specified, such rate shall not exceed the stated maximum rate of interest permitted on
bonds issued by a redevelopment agency pursuant to Section 33645 of the Health and Safety
Code of the State of California, as amended, or the maximum rate of interest provided by law.
The principal of and interest on this Note are payable in lawful money of the United States of
100793 /16461.1 -1-
America, such payments to be made to the Developer by check or draft mailed to the Developer
at the address referred to above or such other address as the Developer may instruct in writing
to the Agency.
2. This Note is issued for the purpose of providing funds to finance certain redevelopment
activities of the Agency and the Developer, all as set forth and described in the Owner
Participation Agreement dated as of , 199_, by and between the
Agency and the Developer (the "Agreement"), which is incorporated herein by reference. The
Note is issued under the authority and pursuant to the Community Redevelopment Law,
commencing with Section 33000, of the Health and Safety Code of the State of California, as
amended (the "Law") and is a general obligation of the Agency. Capitalized terms used herein
and not otherwise defined shall have the same meanings as in the Agreement.
3. The obligation of the Agency to repay the principal of and interest on this Note does not
constitute a debt of the City of San Juan Capistrano, the State of California or any of its political
subdivisions, and does not constitute an indebtedness within the meaning of any constitutional
or statutory debt limitation or restriction. Neither the members of the Agency nor any persons
executing this Note are liable personally on this Note by reason of its execution.
4. This Note, together with any accrued interest thereon then owing, may be paid in full in
advance of any Payment Date established herein without penalty. Upon such prepayment of the
principal amount of this Note, together with any accrued interest thereon then owing the holder
of such Note shall surrender the Note at the principal corporate office of the Agency in San Juan
Capistrano, California and the obligations and duties of the Agency hereunder shall thereupon
cease to exist.
5. This Note may not be assigned, transferred or otherwise pledged or conveyed, either in
whole or part, by the Developer, without the express written consent of the Agency.
6. For the purposes of this section, the following terms shall apply:
(a) "Tax Revenues" for a Note Year shall mean an amount equal to
one hundred percent (100%) of that portion of taxes derived by the
City and/or the Agency from the imposition of the Bradley Burns
Uniform Local Sales and Use Tax Law commencing with Section
7200 of the Revenue and Taxation Code of the State of California,
as amended, arising from all businesses and activities conducted on
the Site from time to time, which are subject to such Sales and
Use Tax Law. If at any time during the term of this Note due to
a change in the applicable law the City's or Agency's (as
applicable) share of Sales Tax becomes less than one percent (1 %)
of retail sales, the City/Agency shall, nevertheless be deemed to
have received one percent (1 %) for purposes of this Note.
100793 / 16461.1 -2-
(b) "Annual Payment' shall mean the Annual Payment due to the
Developer which shall be an amount equal to one hundred percent
(100%) of the Tax Revenues from $60,001 to $120,000 and fifty
percent (50%) of all Tax Revenues in excess of $120,000.
(c) "Payment Date" shall mean the date which is thirty (30) days
following the verification by the City or Agency of the Tax
Revenues generated by the Site during the immediately previous
Note Year provided that in no event shall the Payment Date be
more than 120 days after the close of the Note Year.
(d) "Note Year" shall mean (i) the twelve (12) calendar months
beginning on the first day that a new Auto Dealership facility is
open on the Site for business to the public, and (ii) each twelve
(12) calendar months thereafter. If the Auto Dealership opens on
a day other than the first day of a calendar month, the first Note
Year shall consist of the twelve calendar months beginning with
the first calendar month after the date the Auto Dealership opens
plus the period from the date of opening until the first day of the
first calendar month after opening.
7. Note Payment. Provided Developer has completed and opened an Auto Dealership for
business and Developer or its assign is continuing to operate an Auto Dealership on the Site, the
Agency shall make Debt Service Payments on each Payment Date in an amount equal to the
Annual Payment. Debt Service Payments shall be credited first to the payment of all accrued
but unpaid Interest and the balance to principal. Debt Service Payments shall be made until the
principal balance and all accrued interest is repaid.
8. Any late payment of interest due on this Note shall itself bear interest from the date due
until paid at the interest rate provided herein.
9. This Note has been executed in the State of California and shall be construed and
interpreted according to the laws of the State of California.
10. The Agency promises to pay all costs and expenses, including reasonable attorneys' fees
incurred in collecting payment of this Note or in enforcing any judgement obtained in any legal
process to collect on this Note, whether or not legal action is instituted.
11. In the event the Agency defaults in making any payment due under this Note, and does
not cure such default within thirty (30) days after written notice from the Developer to cure such
default, then the entire unpaid principal balance and accrued interest will be due and payable.
Failure of Developer to give such written notice shall not be deemed a waiver of the Agency
default by the Developer.
100793 / 16461.1 -3-
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IN WITNESS WHEREOF, the San Juan Capistrano Community Redevelopment
Agency has caused this Note to be executed in its name by the manual signature of its
Chairperson and attested by the manual signature of its Executive Director and its corporate seal
to be affixed hereto or imprinted hereon, and has caused this Note to be dated as of
, 19_
SAN JUAN CAPISTRANO REDEVELOPMENT
AGENCY
Chairperson
(SEAL)
Attest:
Executive Director
APPROVED AS TO FORM
Agency Counsel
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ATTACHMENT NO. 6
ORDINANCE NO. CRA 1
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ORDINANCE NO. CRA 1
ENACTING A SALES AND USE TAX
AN ORDINANCE OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY ENACTING A SALES AND USE TAX
THE BOARD OF DIRECTORS OF THE SAN JUAN CAPISTRANO COMMUNITY
RF
pEVLLOPiIMENT AGENCY HEREBY ORDAIN AS FOLLOWS:
WHEREAS, the San Juan Capistrano Community Redevelopment Agency (the
"Agency") is a public body, corporate and politic, organized and existing under the
Redevelopment Law of the State of California (Part 1 of Division 24 of the Health and
Safety Code of the State of California); and,
WHEREAS, the City Council of the City of San Juan Capistrano (the "City")
has adopted the Uniform Local Sales and Use Tax Law (Ordinance No. 241) (the "City
Sales and Use Tax Law") pursuant to the Bradley -Burns Uniform Local Sales and Use Tax
Law of the State of California (Part 1.5 of Division 2 of the Revenue and Taxation Code
of the State of California); and,
WHEREAS, the Agency is empowered by Section 7202.6 of the Revenue and
Taxation Code of the State of California (the "Code") to adopt a sales and use tax
ordinance in accordance with the provisions of Code Section 7202.6; and,
WHEREAS, the Agency hereby declares that this Ordinance is enacted to
achieve the following, among other, purposes, and directs that the provisions hereof be
interpreted to accomplish those purposes:
a. To adopt a sales and use tax which complies with the requirements and
limitations contained in Part 1.5 of Division 2 of the Code; and,
b. To adopt a sales and use tax which incorporates provisions identical to
those of the State of California sales and use tax law, insofar as these
provisions are not inconsistent with the requirements and limitations
contained in Part 1.5 of Division 2 of the Code; and,
c. To adopt a sales and use tax which may impose not to exceed a one
percent (1%) tax (the amount of the tax shall be fixed by resolution of
the Agency from time to time) and that the proceeds of said tax be
utilized for the following purposes and for other general purposes
determined at the Agency's discretion:
(i) Pursuant to Section 33641 of the Health and Safety Code of the
State, to pay principal and interest, in whole or in part, on
bonds issued by the Agency; and,
(ii) To finance redevelopment projects within the Redevelopment
Project Area of the Agency as hereinafter defined in Section 4;
and,
(iii) Pursuant to Code Section 7202.6(e), to promote housing for low
and moderate income families within the City's boundaries.
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(d) To adopt a sales and use tax which does not impose a new tax or increase
an existing tax upon any person located within the Redevelopment
Project Area, but which, instead, credits the tax imposed by the City
Sales and Use Tax Law (pursuant to Ordinance No. 241 of the City)
against taxes due to the Agency (pursuant to this Ordinance); and,
i:e) To adopt a sales and use tax that can be administered and collected by
the State Board of Ecualization in a manner that adapts itself as fully as
practicable to, and requires the least possible deviation from the existing
statutory and administrative procedures followed by the State Board of
Equalization in administering and collecting the State sales and use
taxes; and,
(f) To adopt a sales and use tax which can be administered in a manner that
will, to the degree possible consistent with the provisions of Part 1.5 of
Division 2 of the Code, minimize the cost of collecting Agency sales and
use taxes and at the same time minimize the burden of record keeping
upon persons subject to taxation under the provisions of this Ordinance;
and,
WHEREAS, the Agency has considered the applicability of Section 4 of Article
XIII A of, and Article XIII B of, the California Constitution to this Ordinance and other
facts concerning the Ordinance and is fully informed in the premises.
NOW THEREFORE, SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY DOES ORDAIN AS FOLLOWS:
SECTION 1. Title of the Ordinance.
This Ordinance shall be known as the "San Juan Capistrano Community
Redevelopment Agency Sales and Use Tax Ordinance" (the "Ordinance").
SECTION 2. Aeencv Sales Tax.
(a) (1) For the privilege of selling tangible personal property at retail, a
tax is hereby imposed by the San Juan Capistrano Community
Redevelopment Agency (the ':Agency") upon all retailers located
within the "Redevelopment Project Area" (hereinafter as defined
by Section 4) at the rate of not greater than one percent (1%) (the
exact amount to be fixed from time to time by resolutuion of the
Agency) of the gross receipts of the retailer from the sale of all
tangible personal property sold at retail within the Redevelopment
Project Area on and after the operative date of this Ordinance.
(2) For the purposes of this Ordinance, all retail sales are
consummated at the place of business of the retailer unless the
tangible personal property sold is delivered by the retailer or his
agent to an out-of-state destination or to a common carrier for
delivery to an out-of-state destination. The gross receipts from
such sales shall include delivery charges, when such charges are
subject to the State of California (the "State") sales and use tax,
regardless of the place to which delivery is made. In the event a
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retailer has no permanent place of business in the State or has
more than one place of business, the place or places at which the
retail sales are consummated shall be determined under rules and
regulations to be prescribed and adopted by the State Board of
Equalization.
(b) r1) Except as hereinafter provided and except insofar as they are
inconsistent with the provisions of Part 1.5 of Division 2 of the
Revenue and Taxation Code of the State (the "Code"), all of the
provisions of Part 1 (commencing with Section 6001) of Division 2
of the Code, as amended and in force and effect on the date of
adoption of this Ordinance, applicable to "sales taxes", are hereby
adopted and made a part of this section as though fully set forth
herein.
(2) Wherever, and to the extent that, in Part 1 (commencing with
Section 6001) of Division 2 of the Code, the State is named or
referred to as the taxing agency, the name "San Juan Capistrano
Community Redevelopment Agency" shall be substituted therefor.
Nothing in this subsection shall be deemed to require substitution
of the name "San duan Capistrano Community Redevelopment
Agency" for the word "State" in Code Section 6203 nor in the
definition of that phrase in Code Section 6203.
(3) If a seller's permit has been issued to a retailer under Code
Section 6067, an additional seller's permit shall not be required by
reason of this section.
(q) There shall be excluded from the gross receipts by which the tax
due under this section is measured the amount of any sales or use
tax imposed by the State upon a retailer or consumer.
(5) There shall be exempt from the tax due under this section the
gross receipts from the sale of tangible personal property to
operators of aircraft to be used or consumed principally outside the
Redevelopment Project Area in which the sale is made and directly
and exclusively in use of such aircraft as common c-rriers of
persons or property under the authority of the laws of this State,
the United States, or any foreign government.
SECTION 3. A¢encv Use Tax.
(a) An excise tax is hereby imposed by the Agency on the storage,
use, or other consumption in the Redevelopment Project Area of
tangible personal property purchased from any retailer on or after
the operative date of this Ordinance for storage, use, or other
consumption in the Redevelopment Project Area at the rate of not
to exceed one percent (1%) of the sales price of the property (the
exact amount to be fixed from time to time by resolution of the
Agency). The sales price shall include delivery charges when such
charges are subject to State sales or use tax, regardless of the
place to which delivery is made.
(b) (1) Except as hereinafter provided and except insofar as they are
inconsistent with the provisions of Part 1.5 of Division 2 of the
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Code, all of the provisions of Part 1 (commencing with Section
6D01) of Division 2 of the Code, as amended and in force and effect
on the date of adoption of this Ordinance, applicable to use taxes,
are hereby adopted and made a part of this Section as though fully
set forth herein.
(2) Whenever, and to the extent that, in Part 1 (commencing with
Section 6001) of Division 2 of the Code, the State is named or
referred to as the taxing agency, the name 'San Juan Capistrano
Community Redevelopment Agency" shall be substituted therefor.
Nothing in this subsection shall be deemed to require subsitution of
the name "San Juan Capistrano Community Redevelopment
Agency" for the word 'State" in the phrase "retailer engaged in
business in this State" in Code Section 6203 nor in the definition of
that phrase in Code 5ection 6203.
(3) There shall be excluded from the amount subject to tax under
this section any sales or use tax imposed by the State upon a
retailer or consumer.
(4) There shall be exempt from the tax due under this section:
(i) The storage, use, or other consumption of tangible personal
property, the gross receipts from the sale of which have
been subject to safes tax under a sales and use tax
ordinance enacted in accordance with Part i or 1.5 of
Division 2 of the Code by any city and county, county, city
or redevelopment agency in the State; and,
(ii) In addition to the exemptions provided, in Code Sections
6366 and 6366.1, the storage, use, or other consumption of
tangible personal property consumed by such operators
directly and exclusively in the use of such aircraft as
common carriers of persons or property for hire or
compensation under a certificate of public convenience and
necessity issued pursuant to the laws of this State, the
United States, or any foreign government.
SECTION q. Redevelopment Project Area Defined.
As used in this Ordinance, the "Redevelopment Project Area" shall mean the
project area described and defined in the "Central Redevelopment Plan for the Project,"
approved and adopted by the City by Ordinance No. 488, which became effective on July
12, 1983, was amended by Ordinances No. 509, 547 and 582 which became effective on
May 15, 1984, July 17, 1985, and August 19, 1986, and includes any amendment thereof
heretofore or hereafter made purusant to law.
SECTION 5. Effective Date Oerative Date
Contract with the State Board of Equalization.
(a) This Ordinance shall be effective immediately upon its final passage by
the Agency. The Ordinance shall be signed by the Chairman of the
Agency and attested by the Agency Secretary.
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(b) This Ordinance shall become operative on the first day of the first
"calendar quarter" (as defined by Code Section 7202.6(d) commencing
more than one hundred eighty (180) days after the adoption of the
Ordinance; and,
(r) Prior to the operative date of this Ordinance, the City Council, by an
ordinance, shall have added a provision to the existing City Sales and Use
Tax law, granting a credit against the payment of tax owed under the
City Sales and Use Tax Law for the amount of sales and use tax paid, if
any, to the Agency pursuant to this Ordinance; and,
(d) Prior to the operative date of this Ordinance, the Agency Secretary
shall cause the Agency to contract with the State Board of Equalization
(the "Contract") to perform ail functions incident to the administration
or operation of this Sales and Use Tax Ordinance. The Contract, once
executed, between the Agency and the State Board of Equalization, shall
continue in effect so long as the County of Orange and the City of San
Juan Capistrano have operative sales and use tax ordinances enacted
pursuant to Part 1.5 of Division 2 of the Code.
SECTION 6. Amendments to the Revenue and Taxation Code.
All amendments subsequent to the effective date of the enactment of Part 1
(commencing with Section 6001) of Division 2 of the Code relating to sales and use tax
and not inconsistent with Part 1.5 of Division 2 of the Code shall automatically become a
part of this Ordinance.
SECTION 7. Appropriations Limit.
The Agency agrees to accept the City's transfer of appropriation limits under
Article XIII B of the Constitution of the State of California as provided in Resolution No.
86-5-20-2 of the City.
SECTION 8. Ordinance is Not Repealable When Bonds Outstanding.
In the event the Agency issues bonds secured in whole or in part by taxes
imposed hereunder, and such taxes are pledged to the payment of such bonds, the Agency
shall not repeal this ordinance or amend it to the detriment of bondholders so long as any
such bonds are outstanding and funds have not been set aside to pay all remaining bonds
and the interest thereon.
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SECTION 9. Agency Secretarys Certification
The Agency Secretary shall certify to the adoption of this Ordinance and cause
the same to be posted and published as required by law.
1987. pA55ED, APPROVED, AND ADOPTED this 17th day of i ebruary
' '
GA L. HAUSDORFER, CHAIR --N
ATTEST:
AGENCY SE STAR Y
I ME
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STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
I, MARY ANN HANOVER, Agency Secretary of the of San Juan Capistrano,
Redevelopment Agency, DO HEREBY CERTIFY that the foregoing is a true and correct
copy of Ordinance No. 1 which was introduced at a meeting of the Board of
Directors of the San Juan Capistrano Community Redevelopment Agency at a regular
meeting thereof held on February 3 , 1987, and adopted at a meeting held
on February 17 1987, by the following vote:
AYES: Directors Bland, Friess, Schwartze, Buchheim,
and Chairman Hausdor£er
NOES: None
ABSENT: None
(SEAL)
MARY WNNER,�AGENCY SECRETARY
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ATTACHMENT NO. 7
RESOLUTION 93-7-20-2
• • ATI'ACMIIdT 7
RESOLUTION NO. 93-7-20-2
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN
CAPISTRANO, CALIFORNIA, APPROVING ONE-YEAR EXTENSION OF TIME
OF ARCHITECTURAL CONTROL 88-1 APPROVALS - SAN JUAN LINCOLN -
MERCURY (FORMERLY KNOWN AS SAN JUAN CHRYSLER)
WHEREAS, the applicant, Gary Pfleiger, Two Vesuvia, Coto de Caza, California 92679, has
submitted an application for an extension of time for an existing approval of a 23,000 -square -foot auto dealership;
and,
WHEREAS, on April 19, 1%8, the City's Environmental Review Board determined that the
proposal would not have a significant environmental impact and issued a negative declaration; and,
WFIERFFAS, the City's Architectural Review Board reviewed the project and forwarded it to
the Planning Commission recommending approval subject to conditions; and,
WHEREAS, the City s Traffic and Transportation Commission reviewed the project and
forwarded it to the Planning Commission recommending approval, subject to conditions; and,
WHEREAS, on November 22, 1988, the Planning Commission held a public hearing and took
action to deny the item; and,
WHEREAS, on February 21, 1989, the City Council upheld the applicant's appeal on the basis
that adverse conditions and findings of the Planning Commission could be mitigated and returned the item to
the Planning Commission; and,
W1HUkEA.S, on March 28, 1989, the Planning Commission reviewed the project with
modifications and forwarded the item to the City Council with a recommendation of approval, subject to
conditions; and,
WHEREAS, on May 2, 1989, the City Council reviewed the proposal and adopted Resolution
No. 89-5-2-2, approving Zone Variance 88-5, and on May 16, 1993, adopted Resolution No. 89-5-16-3, approving
Architectural Control 88-1 subject to conditions; and,
WHERFAS, on September 3, 1991, the City Council adopted Resolution No. 91.9-17-4,
approving a twelve-month time extension for Architectural Control 88-1; and,
WHEREAS, on September 3, 1991, the City Council adopted Resolution No. 91-9-17-5,
approving a twelve-month time extension for Zone Variance 88.5; and,
WHEREAS, on December 15, 1992, the City Council adopted Resolution No. 92-12-15-2,
approving a time extension to expire on May 16, 1993; and,
WMMEAS, the City Council does hereby find and determine as follows:
a. The project is consistent with all applicable goals, objectives, and policies of the General
Plan and General Plan Amendment 8&3, in that a car dealership is a consistent and appropriate use within the
SS (Special Study) area.
4-
b. The project, as designed and conditioned, is consistent with all applicable requirements
of Title 9 (Land Use) of the Municipal Code and Zone Variance 88-5 (San Juan Chrysler) in that the design of
the building will mitigate any potential visual effects on the adjacent Valle Road and surrounding properties.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Juan
Capistrano does hereby approve an extension of time for Architectural Control 88-1, subject to the following
conditions:
1. Expiration of Approval - Per Section 9-2.306 of the Municipal Code, this development
approval shall expire on May 16, 1994, i.e., one year from the previously granted 12 -month extension. If no
construction has commenced for the project by that date, the development approval shall become null and void.
2. Landscape Plans - Final landscaping and irrigation plans shall be reviewed and approved
by the Department of Planning prior to the issuance of Building Permits. Said plans shall incorporate the
following changes:
a. Tree species other than Carrotwood as shown on the landscape plan shall be
modified to have a tree that will grow above the building.
b. Carrotwood trees shall replace the Flowering Pear in the parking area.
C. A 48 -inch -box Carrotwood tree and a raised planter shall be placed in the
center of the display area to replace the fountain.
d. Additional landscaping shall be applied to the ease and north setback areas
to incorporate a wind row planting of Eucalyptus trees.
e. The use of Coral trees shall be deleted from the landscape plan.
f. Landscape display area shall be for landscape only.
3. Sign roQram - The monument sign shalt be externally -illuminated and the length of
the wall shall be reduced. These modifications, including sign details, shall be reviewed and approved by the
Design Review Commission prior to the issuance of the Certificate of Occupancy.
4.iL ¢htin¢ - The precise plan for parking lot, exterior, and landscape lighting shall be
reviewed and approved by the Design Review Commission prior to the issuance of building permits. Said plan
shall comply with Section 9-3.614, Lighting, of the Municipal Code.
S. Noise - Exterior paging system and exterior speakers shall be prohibited.
6. Site Plan - Final revised site plans shall be substantially in conformance with the revised
plans as submitted on March 20, 1989, except in the raised display areas adjacent to Valle Road (see condition
2.f.).
Circulation and Access:
a. The applicant shall obtain from the adjacent property owner permission to
construct and record appropriate easements to the satisfaction of the city
Engineer south of the subject property to serve said parcel and properties to
the east, prior to issuance of permits.
b. The three -lane main entrance driveway (minimum of 30 feet in width) shall
be provided into the site (two lanes in and one lane out). Said modification
.2..
to be shown on final working drawings to be reviewed and approved by the
Design Review Commission.
C. Two service writer stations with two vehicle entrance lanes and one exit lane
shall be provided at the service repair facility. Said modification to be shown
on final working drawings to be reviewed and approved by the Design Review
Commission.
d. The applicant shall enter into an agreement with the owner of the private
road (Forster Ranch Road) and the City stating that the applicant will not use
Valle Road (private) for test driving of vehicles. Said agreement to be
approved by the Director of the Department of Planning prior to the issuance
of building permits.
C. The applicant and City of San Juan Capistrano shall coordinate with the
Capistrano Unified School District to relocate the existing school bus stop
from in front of Yates Volkswagen to a more appropriate location. A detailed
plan shall be prepared delineating the exact location of the school bus stop
and bus -turning location/movements. Said plan shall be reviewed and
approved by the Planning Commission prior to the issuance of permits.
f. The applicant shall design and construct a turn -around area and an
electronically -controlled access gate serving the McCracken Hill neighborhood
on the private road portion of Valle Road westerly of the first residential
driveway serving said neighborhood. The exact location and design shall be
approved by the City Engineer and Land Use Manager. The applicant shall
obtain necessary encroachment permits from the property owner and
easement holders prior to the City issuing permits. If the property owner and
easement holders deny permission, the applicant shall be required to design
and construct an interim turn -around area at the terminus of the present
public right-of-way for Valle Road. Plans for the interim turn -around shall
be reviewed and approved by the Planning Commission.
g. All loading and unloading of vehicles shall be performed on site.
8. Public Improvements:
a. The applicant shall design and construct a traffic signal at the intersection of
San Juan Creek Road/Valle Road. The level of participation is based upon
a pro -rata share of traffic generated and anticipated future traffic and shall be
8% of the estimated value of $132,000, or S10,560.
b. Condition satisfied and removed per letter dated January 4, 1993, from the
Director of Engineering and Building.
C. The applicant shall financially participate in the future traffic signalization at
the intersection of Valle Road/I-5 northbound ramps/La Novia Avenue. The
level of participation is based upon a pro -rata share of traffic generated and
anticipated future traffic and shall be 8% of the estimated value of $144,000,
or $11,520.
d. The applicant shall financially participate in the future design and widening of
San Juan Creek Road from Camino Capistrano to Forster Canyon Road, and
Valle Road from San Juan Creek Road to its southerly terminus. The level
.3-
of participation is based upon a pro -rata share of traffic generated and
anticipated future traffic and shall be as follows:
San Juan Creek Road
8%
$356,000
$29,000
Valle Road/San Juan Creek Road to I-5 Ramp
10%
$540,000
$54,000
Valle Road/45 Ramps to Southerly Terminus
13%
$360,000
$46,000
e. A painted median shall be provided on Valle Road in front of the project site
to provide area for left -turn movements into the facility.
f. The applicant shall install a left -turn pocket in front of Capistrano Terrace
Mobile Home Park and the I-5 northbound on-ramp.
g. A "three-way" stop control shall be provided on Valle Road at the proposed
southerly access road.
h. The applicant shall dedicate and construct Valle Road to a modified
commuter width along the project frontage with appropriate transitions
outside the frontage.
i. The applicant shall design and construct widening of the Capistrano Terrace
Mobile Home Park to provide left -turn pockets. A Reimbursement
Agreement may be provided to the applicant upon request.
j. The applicant shall design and construct shoulder area widening on the east
side of Valle Road from San Juan Creek Road to south of the project site.
A Reimbursement Agreement may be provided to the applicant upon request.
k. All public improvements as required by subsections a. through j. above shall
be constructed and operational prior to issuance of the certificate of
occupancy.
9. Parkin :
a. Parking on both sides of Valle Road shall be prohibited. The applicant shall
install appropriate markings and signs as approved by the City Engineer.
b. A minimum of 42 on-site parking spaces shall be provided and labeled
"employee" and "customer" as per Exhibit "A" attached.
C. All employees shall be required to park on site in designated spaces.
d. New and used car display shall be limited to those areas as depicted on
Exhibit "A" showing a total number of 18 spaces.
C. The handicapped parking spaces shall be relocated to the front of the building
in accordance with the Uniform Building Code.
f. Any modifications to the approved parking plan shall be reviewed by the
Planning Commission.
-4-
g. Parking of vehicles shall not be permitted other than in designated parking
spaces as shown on the approved plot plan. Vehicles shall not be parked on
adjacent properties.
10. Historic Depiction Program - The applicant shall participate in the Citys Historic
Depiction Program as required by City Council Polity No. 606.
11. Body Repair Work - All on-site auto body repair work and painting shall be prohibited.
A deed restriction in favor of the City shall be recorded against the property prior to issuance of permits.
12. Architectural Elevations - The architectural elevations shall incorporate the following
changes and shall be reviewed and approved by the Design Review Commission.
a. All materials and finish colors shall be submitted for review.
b. Finish stucco shall be a "mission" hand troweled finish.
C. Windows shall be added to the west elevation particularly in the area of the
parts department.
d. The westerly wall shall be revised in accordance with the previous elevations
and the trellis area maintained.
e. Reduce Quatrefoil over service entry.
L Small towers located on the south and north elevation windows to be reduced.
g. Ventilation window adjacent service write-up area to be deleted.
13. Grading Plan - The grading plan, including all off-site grading, shall be reviewed and
approved by the Planning Commission prior to the issuance of building permits.
14. Tra portation Demand Management - The project shall comply with the provisions
of Transportation Demand Management outlined in Section 9-9.101 of Title 9.
PASSED, APPROVED, AND ADOPTED this 20th day of July
1993.
�GIL J9>1ES, �MAYOR
ATTEST:
MIAMI 9 W10 AN I =—A_dU'_-KkJPd'
i
-/
.5-
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO
HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 93-7-20-2
adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held
on the 20th day of July , 1993, by the following vote:
AYES: Council Members Nash, Hausdorfer, Vasquez and Mayor Jones
NOES: None
ABSTAIN: Council Member Campbell
ABSENT: None
CHERYL JOHNS04,'
1.3
• Exhibit%
D E v l 3.1 O 1.
L E Q E M 0 '
1 ❑ Customer Parking
' Employee Parking
1t?
."111 t t
M Di
see
Is I I aIIiofI 1961
1776
November 5, 1993
Mr. Lee Vincent
Ford Leasing and Development Company
One Parklane Boulevard, Suite 1500 East
Dearborne, Michigan 48126
Re: Owner Participation Agreement - Lincoln /Mercury Dealership
in San Juan Capistrano
Dear Mr. Vincent:
MEMBERS OF THE CITY COUNCIL
COLLENE CAMPBELL
GARY HAUSOORFER
GILJONES
CAROLYN NASH
JEFFVASOUEZ
CITY MANAGER
GEORGE SCARBOROUGH
At their meeting of October 19, 1993, the City Council of the City of San Juan Capistrano
conducted a joint public hearing with the San Juan Capistrano Community Redevelopment
Agency regarding the proposed development of a Lincoln/Mercury Dealership in San Juan
Capistrano. Following that hearing, both boards took action to determine that the
improvements required of the dealership are of benefit to the Community Redevelopment
Project Area. The Owner Participation Agreement between the Community Redevelopment
Agency and Ford Leasing and Development Company for Community Redevelopment
Agency reimbursement of the costs of certain public improvements was approved.
Two signed copies of the Owner Participation Agreement and two copies each of City
Council Resolution No. 93-10-19-3 and Community Redevelopment Agency Resolution No.
CRA 93-10-19-1, are enclosed for your files.
If you need any additional information, please let us know.
Very truly yours,
Cher y^` yE:�����
Cheryl Johnson(/
City Clerk
Enclosure
cc: Cynthia Pendleton (with copy of OPA)
32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 • (714) 493.1171
0
MEMORANDUM
TO: Cynthia Pendleton, Director of Administrative Services
FROM: Cheryl Johnson, City Clerk
DATE: November 5, 1993
MEMBERS OF THE CITY COUNCIL
COLLENE CAMPBELL
GARY L. HAUSDORFER
GIL JONES
CAROLYN NASH
JEFF VASOUEZ
CITY MANAGER
GEORGESCARBOROUGH
SUBJECT: Agreement Containing Covenants - Lincoln/Mercury
Dealership
Attached is the originally -signed Agreement Containing Covenants - attachment 3 to the
Owner Participation Agreement with Form Leasing and Development for the proposed
Lincoln/Mercury Dealership in town.
It is my understanding that this document will be recorded through escrow and the original
returned to this office.
Ch�ohnson
32400 PASEO ADELANTO. SAN JUAN CAPISTRANO. CALIFORNIA 92675 0 (714) 493-1171
•
November 3, 1993
Mr. Michael Alex
Mr. Gary Pfleiger
1201 Auto Center Drive
Ontario, California 91761
�dwon �
Isuulsm 1961
1776
MEMBERS OF THE CIT' COUNCIL
COLLENE CAMPBELL
GARY L. HAUSDORFER
GILJONES
CAROLYN NASH
JEFF VASQUEZ
CITY MANAGER
GEORGE SCARBOROUGH
Re: Development of Lincoln/Mercury Automobile Dealership - San Juan Capistrano
Gentlemen:
At their meeting of October 19, 1993, the City Council of the City of San Juan Capistrano
and the San Juan Capistrano Community Redevelopment Agency held a joint public hearing
regarding the proposed development of a Lincoln/Mercury Automobile Dealership in San
Juan Capistrano. Following that hearing, the boards approved an Owner Participation
Agreement between the Ford Leasing Development Company and the Redevelopment
Agency for Agency reimbursement to Ford Leasing Development Company for installation
of certain public improvements required of the automobile dealership.
Copies of City Council Resolution No. 93-10-19-3 and Community Redevelopment Agency
Resolution No. CRA 93-10-19-1 are enclosed for your files. If you need additional
information, please contact Cynthia Pendleton, Administrative Services Director/Finance
Officer.
Very truly yours,
(Che l Joh on
City Clerk
Enclosure
cc: Jerry Appleget
Cynthia Pendleton
32400 PASEO ADELANTO, SAN JUAN CAPISTRANO. CALIFORNIA 92675 0 (714) 493-1171
RESOLUTION NO. CRA 93-10-19-1
A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, DETERMINING THAT THE
CONSTRUCTION OF CERTAIN PUBLIC IMPROVEMENTS ON OR
ADJACENT TO THE SITE IS OF BENEFIT TO THE CENTRAL
REDEVELOPMENT PROJECT AREA AND THE IMMEDIATE
NEIGHBORHOOD IN WHICH THE PROJECT IS LOCATED;
DETERMINING THAT THERE ARE NO OTHER REASONABLE
MEANS OF FINANCING SAID PUBLIC IMPROVEMENTS; AND
APPROVING AN OWNER PARTICIPATION AGREEMENT FOR
REIMBURSEMENT OF CERTAIN PUBLIC IMPROVEMENTS, FORD
LEASING DEVELOPMENT COMPANY (SAN JUAN
LINCOLN/MERCURY)
WHEREAS, the Community Redevelopment Agency of the City of San Juan
Capistrano (the "Agency") is authorized to carry out and implement the Redevelopment
Plan of the Central Redevelopment Project Area ("Project Area"); and,
WHEREAS, the Redevelopment Plan for the Central Redevelopment Project
Area authorizes and directs the Agency to pay all or part of the value of the acquisition
and construction of certain Public Improvements which are enumerated in materials
referenced in the Redevelopment Plan and which include the design and construction of
street improvements; and.
WHEREAS, in order to carry out and implement such Redevelopment Plan the
Agency proposes to enter into an Owner Participation Agreement (the "Agreement") with
Ford Leasing Development Company (the "Developer") for the reimbursement of certain
public improvements (as described in the Agreement) from sales tax generated from the
site in the San Juan Capistrano Central Redevelopment Project Area; and,
WHEREAS, the subject development site and the immediate adjacent area is
deficient in respect to infrastructure to such an extent that it is not financially feasible
for the necessary Public Improvements to be provided (i) by private enterprise acting
alone or (ii) by means of assessment district without direct Agency contribution toward
the efforts of such a district, and without the direct financial participation of the
Agency there are insufficient resources available to the Public Improvements; and,
WHEREAS, California Health and Safety Code Section 33445 provides that a
redevelopment agency may, with the consent of the legislative body, pay all or part of
the value of public buildings, facilities, structures or other improvements upon a finding
that such Public Improvements are of benefit to the project area or the immediate
neighborhood in which the project is located and that there are no other reasonable
means of financing such Public Improvements available to the community.
-1-
0 0
NOW, THEREFORE, BE IT RESOLVED, by the San Juan Capistrano
Community Redevelopment Agency, City of San Juan Capistrano, California, as follows:
The Agency hereby determines that the design, acquisition, construction
and installation of the Public Improvements, including reimbursement for
design and construction for a traffic signal and interim intersection
improvements at San Juan Creek Road and Valle Road is of benefit to
the Project Area and surrounding neighborhood in which the project is
located.
2. The Agency hereby determines that it is appropriate to construct and
install or cause the construction and installation of the Public
Improvements and that there are no other reasonable means of financing
the Public Improvements.
3. The Agency consents to the provision of assistance by the Agency for the
development of certain Public Improvements pursuant to the Agreement.
4. The Chairman of the Agency is hereby authorized to execute the
Agreement on behalf of the Agency. A copy of the Agreement when
executed by the Agency shall be placed on file in the office of the
Secretary to the Agency.
5. The Executive Director of the Agency (or his designee), is hereby
authorized, on behalf of the Agency, to sign all documents necessary and
appropriate to carry out and implement the Agreement and to administer
the Agency's obligations, responsibilities and duties to be performed
under the Agreement, and related documents.
PASSED, APPROVED, AND ADOPTED this 79th day
of October , 1993,
CAROLYN H, CHAIRMAN
ATTEST:
-2-
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
1, CHERYL JOHNSON, Secretary of the San Juan Capistrano Community
Redevelopment Agency, DO HEREBY CERTIFY that the foregoing is a true and correct
copy of Resolution No. CRA 93-10-19-1 adopted by the Board of Directors of the
San Juan Capistrano Community Redevelopment Agency, at a regular meeting thereof
held on the 19th day of October , 1993, by the following vote:
AYES: Council Members Nash, Hausdorfer and Mayor Jones
NOES: Council Member Vasquez
ABSTAIN: Council Member Campbell
ABSENT: None
(SEAL) CHERYL 22k-�
N, GENCY CTARY
-3-
-- — 2. JOINT PUBLIC HEARING WITH THE CITY COUNCIL - PROPOSED DEVELOPMENT
OF LINCOLN/MERCURY AUTOMOBILE DEALERSHIP LOCATED ON THE EAST
SIDE OF VALLE ROAD WITHIN THE CENTRAL REDEVELOPMENT PROJECT
AREA (FORD LEASING DEVELOPMENT COMPANY) (ARCHITECTURAL CONTROL
88-1) (600.40/4100.60)
Director Campbell indicated she would abstain in this matter because she had a potential conflict of interest due
to the proximity of her residence to this project.
Proposal:
Consideration of a request from Ford Leasing Development Company for the Community Redevelop-
ment Agency's assistance on all public improvements required as conditions of approval for their
development, Architectural Control 88-1, San Juan Lincoln/Mercury. The cost to meet all the
conditions of approval totals approximately $542,920, and includes the installation of a traffic signal at
Valle Road and San Juan Creek Road. The assistance would be in the form of sales tax
reimbursements to be made from sales tax generated by the site after completion of the dealership.
Written Communication:
Report dated October 19, 1993, from the Finance Office, recommending that Agency assistance be
provided for those costs which benefit the entire project area and neighboring areas in the amount of
$241,360, and forwarding an Owner Participation Agreement with Ford Leasing Development Company
to provide reimbursement for the installation of the specified public improvements.
Ms. Pendleton made an oral presentation and noted that the reimbursement to the applicant would
occur over a five-year period.
Public Hearina:
Notice having been given as required by law, Mayor Jones opened the Public Hearing, and there being
no response, closed the hearing with the right to reopen at any time.
Council Discussion:
Director Vasquez felt that sales tax revenue that would accrue to the City should not be given away to
support this dealership. He recommended that the applicant construct the improvements when the value
of the dealership reaches the amount needed to fund the improvements.
Adoption of Resolution Approving the Owner Participation Agreement with Ford Leasing
Development Company.
It was moved by Director Hausdorfer, seconded by Chairman Nash, that the following Resolution be
adopted:
RESOLUTION NO, CRA 93-10-19-1. DETERMINATION THAT PUBLIC
IMPROVEMENTS BENEFIT THE PROJECT AREA AND APPROVAL OF
AGENCY ASSISTANCE FOR CERTAIN PUBLIC IMPROVEMENTS - FORD
LEASING DEVELOPMENT COMPANY (SAN JUAN LINCOLN/MERCURY) -A
RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY REDE-
VELOPMENT AGENCY, DETERMINING THAT THE CONSTRUCTION OF
CERTAIN PUBLIC IMPROVEMENTS ON OR ADJACENT TO THE SITE IS OF
BENEFIT TO THE CENTRAL REDEVELOPMENT PROJECT AREA AND THE
IMMEDIATE NEIGHBORHOOD IN WHICH THE PROJECT IS LOCATED;
DETERMINING THAT THERE ARE NO OTHER REASONABLE MEANS OF
FINANCING SAID PUBLIC IMPROVEMENTS; AND APPROVING AN OWNER
PARTICIPATION AGREEMENT FOR REIMBURSEMENT OF CERTAIN
PUBLIC IMPROVEMENTS, (SAN JUAN LINCOLN/MERCURY)
CRA Minutes -2- 10/19/93
0 0
AGENDA ITEM:
TO: George Scarborough, Executive Director
Community Redevelopment Agency
FROM: Cynthia L. Pendleton, Finance Officer
Community Redevelopment Agency
October 19, 1993
SUBJECT: Joint Public Hearing for consideration of Owner Participation Agreement
with Ford Leasing Development Company
RECOMMENDATION:
By motion, adopt the attached resolution determining that the improvements are of
public benefit to the Central Redevelopment Project Area; that there are no other
reasonable means for financing the improvements; and to approve the Owner
Participation Agreement between Ford Leasing Development Company and the Agency.
SITUATION:
Summary and Recommendation:
In April 1993, the Agency received a request from Ford Leasing Development
Company for Agency assistance on all public improvements required by the
conditions of approval for their development, AC 88-01 San Juan
Lincoln/Mercury. The assistance requested is in the form of sales tax
reimbursements to be made from sales tax generated by the site after completion
of the dealership. Staff has reviewed this request and recommends the Agency
Board approve the attached Owner Participation Agreement (the "Agreement")
allowing the sales reimbursement of those improvements benefiting the project
area and other neighboring areas.
2. Background:
Site:
In 1988, AC 88-01 was approved for a 23,000 foot auto dealership to be constructed
on Valle Road. This site is located adjacent to the existing Yates auto dealership.
The conditions of approval on this site require numerous off-site improvements to
be constructed as well as financial contributions to other future improvements.
The cost of these conditions is approximately $542,920. One of the major
components of these conditions is the installation of a signal at Valle Road and San
Juan Creek Road. Ford Leasing Development Company (the "Developer") is
responsible for installation of a signal and financial contribution to the ultimate
intersection improvements. The construction of the final intersection
improvements is the responsibility of a future residential development. This
developer's share of the ultimate signal and intersectjon improvements is estimated
at $39,040 per Resolution 93-7-20-2.�n 2
CIT
FOR Y COUNCIL AGEii"
9 0
AGENDA ITEM -2- October 19, 1993
Condition 8a of Resolution 93-7-20-2 reads as follows:
"The applicant shall design and construct a traffic signal at the intersection
of San Juan Creek Road/Valle Road. The level of participation is based upon
a pro -rata share of traffic generated and anticipated future traffic and shall
be 8% of the estimated value of $132,000, or $10,560.
Condition 8d of Resolution 93-7-20-2 reads as follows:
'The applicant shall financially participate in the future design and widening
of San Juan Creek Road from Camino Capistrano to Forster Canyon Road
and a pro -rata share shall be 8% of the estimated value of $356,000, or
$28,480.
The total developer's share of 8a and 8d is $39,040. Currently, the service level of the
intersection is below acceptable levels. In an effort to provide a signal that will increase
the service level of the intersection, the developer will be making interim improvements
at the intersection. Those interim improvements are outlined in Exhibit 1. The
engineer's estimate for the installation of these interim improvements is $120,000. Since
the developer will be paying $120,000, and their share per Resolution 93-7-20-2 is only
$39,040, they are making an excess contribution of $80,960. Staff recommends that this
excess be used to reduce the developer's financial contribution to future improvements.
These improvements will be constructed by a future developer and the contribution of
$80,960 will be contributed by the future developer through the calculation of costs on
all final improvements.
The proposed agreement requires that all conditions of approval and public improvements
be complete prior to the issuance of the certificate of occupancy.
Reimbursement Request:
The applicant is currently proposing a Lincoln/Mercury auto dealership for this site. This
project is being funded by Ford Leasing Development Company. Ford will purchase the
property, construct the facility and lease it back to the dealer. In an effort to decrease
its capital costs and ultimately the lease cost to the dealer, Ford requested assistance
for all public improvements.
Staff has reviewed these improvements and segregated them into three categories:
A. Improvements of a benefit to the entire area not just this development;
B. Future improvements benefiting the entire area that require financial contribution
by this developer; and
C. Improvements which benefit this site only.
Exhibit 2 provides a detailed description of the improvements that fall into each
category. Staff is recommending Agency assistance for those costs (Category A & B)
that benefit the entire project area and neighboring areas. These improvements would
ultimately be made whether or not this site was developed. The total of these
improvements and financial contributions is $322,320 ($181,000 in construction costs and
$141,320 of financial contributions). As discussed above, staff recommends that the
$80,960 of excess improvement cost that will be paid by Ford Leasing Development
Company for the traffic signal be applied toward the financial contribution to future
improvements. This would bring the amount recommended for assistance down to
$241,360 ($322,320 less $80,960).
F']
0
AGENDA ITEM -3- October 19,1993
Financial Evaluation:
A review of the project by the Agency's financial consultant, Kosmont and Associates,
indicates that the cost per square foot for land acquisition are higher than the average
dealership. However, these costs are comparable to similar properties in our area. The
cost for facility construction appear to be comparable with those of other proposed
dealerships in the area.
The consultant has identified that the cost of public improvements have increased the
facility costs such that the lease cost to the dealer would not allow for a viable operation
at this site. By receiving assistance from the Agency the developer will be able to pass
on a lease cost able to be supported by this dealer.
The development of the site will provide the community with additional sales tax
revenue. Additionally, this dealership will provide jobs and additional services not
previously available. These factors combined with the public improvements provide a
substantial benefit to the commmunity.
Method of Financing:
The proposed Owner Participation Agreement (Exhibit 3) provides for reimbursement to
the developer from sales tax generated by the auto dealership. Sales projections from
this dealership are estimated to start at $12 million and reach $18 million within five
years. This would generate approximately $120,00 to $180,000 to the City each year.
The developer has requested that all sales tax be shared on an equal basis. Staff is
recommending that the sales tax be allocated as follows:
- The first $60,000 of sales tax be retained by the City;
- The second $60,000 of sales tax be reimbursed to the developer; and
- The balance of sales tax generated be split 50% to the City and 50% to the
developer.
Based on the developer's sales figuress, staff is projecting a reimbursement period of
approximately five years. The total reimbursement is projected to be $292,000 ($241,360
of improvements and $50,640 of interest).
The total sales tax generated to the City by this development during this five year period
is estimated to be $745,000. This amount less the reimbursement amount of $292,000
results in a net income to the City's general fund of $453,000.
CRA
Pursuant to Section 33445 of the California Health and Safety Code the Agency may pay
all or part of public improvements upon a finding that such public improvements are of
benefit to the project area or the immediate neighborhood and there are no other
reasonable means of financing such improvements. The signal and intersection
improvements combined with the various improvements along Valle Road are of a benefit
to the project area and the surrounding neighborhood. Additionally, there is no other
means of financing these improvements at this time.
COMMISSION/BOARD REVIEW, RECOMMENDATION:
N/A
0 0
AGENDA ITEM -4- October 19,1993
FINANCIAL CONSIDERATIONS:
The developer will be constructing all improvements as part of their development. There
are no up front costs to the Agency for these improvements. The City will receive
approximately $453,000 over the next five years that it would otherwise not receive.
Additionally, a financial contribution of $60,360 will be made toward future
improvements.
NOTIFICATION:
The required legal notice of public hearing was published October 7 and October 14, 1993
in the Capistrano Valley News.
ALTERNATE ACTIONS:
Adopt the attached resolution determining that the improvements are of public
benefit to the Central Redevelopment Project Area; that there are no other
reasonable means for financing the improvements; and to approve the Owner
Participation Agreement between Ford Leasing Development Company and the
Agency.
2. Adopt the attached resolution, subject to modifications.
3. Request additional information from staff.
------------------------------------------
------------------------------------------
RECOMMENDATION:
By motion, adopt the attached resolution determining that the improvements are of
public benefit to the Central Redevelopment Project Area; that there are no other
reasonable means for financing the improvements; and to approve the Owncer
Participation Agreement between Ford Leasing Development Company and the Agency.
Respectfully
nsubm itt
, ijk�
Cy hia L. Pendleton
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Attachments
AFFIDAVIT OF PUBLICATION
STATE OF CALIFORNIA
COUNTY OF ORANGE
1 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 above entitled matter. I am the principal clerk of the
Capistrano Valley News, a newspaper that has been adjudged to
be a newspaper of general circulation by the Superior Court of the
County of Orange, State of California, on June 7, 1984, Case No.
A-122949 in and for the City of San Juan Capistrano, County of
Orange, State of California; that the notice, of which the annexed is
a true printed copy, has been published in each regular and entire
issue of said newspaper and not in any supplement thereof on the
following dates, to wit:
October 7, 14, 1993
I declare under penalty of perjury that the foregoing is true and
correct.
Executed at Mission Viejo, Orange County, California, on
October 14, 1993
.....................................................................................................
(Signature)
RECEIVED
Space below for Filing Stamp Only. [j.„ T
CITY CLERK
DEPARTMENT
CITY Or SAN
jUAt+t':.PISTP.AN-'
Proof of Publication of
NOTICE OF PUBLIC HEARING
CITY OF SAN JUAN CAYI 9TRAIJ0....................
SANJUAD
REDEVELO.
PROPOSED DEVEI
MERCURYAUTOM
THECENTRAL
PROJECTAREA
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Capistrano Valley News c®snn.Jo1Ms0Kcrrrci*Wc
PW WYek (yfgrYs VaagNwa '"
(A Publication of South Orange County News) oatmeR a,
23811 Via Fabricante low .. s
P. O. Box 3629
Mission Viejo, California 92690
(714) 768-3631
0 41
NOTICE OF TRANSMITTAL - LEGAL PUBLICATIONS
TO: CAPISTRANO VALLEY NEWS
Bea Gougeon, Legal
FOR PUBLICATION ON: THURSDAY, OCTOBER 7, 1993
THURSDAY, OCTOBER 14, 1993
DOCUMENT TO BE PUBLISHED: NOTICE OF PUBLIC HEARING - PROPOSED
DEVELOPMENT OF LINCOLN/MERCURY
AUTOMOBILE DEALERSHIP IN THE CENTRAL
REDEVELOPMENT PROJECT AREA (FORD
MOTOR LAND DEVELOPMENT COMPANY)
PROOF OF PUBLICATION Please send to:
AUTHORIZED BY:
City Clerk's Division
City Hall
32400 Paseo Adelanto
San Juan Capistrano,
California, 92675
(714) 493-1171
DATE: September 30, 1993
Date of Public Hearing - 10/19/93
Date notice published - 10/07/93
- 10/14/93
Date affidavit received -�O/O1d,73
Date notice posted in
designated posting places (3) - 10/07/93
Date notice posted on property - 10/07/93
Date of mailing notice to
interested parties - 10/07/93
Date notice transmitted to
City Manager's Office - 09/30/93
notitoof
PUBLIC HEARING
CITY OF SAN JUAN CAPISTRANO
JOINT PUBLIC HEARING
CITY OF SAN JUAN CAPISTRANO
SAN JUAN CAPISTRANO REDEVELOPMENT AGENCY
PROPOSED DEVELOPMENT OF LINCOLN/MERCURY AUTOMOBILE
DEALERSHIP IN THE CENTRAL REDEVELOPMENT PROJECT AREA
(FORD MOTOR LAND DEVELOPMENT COMPANY)
NOTICE IS HEREBY GIVEN, that on the 19th day of October, 1993, at
7:00 P.M. in the City Council Chamber, 32400 Paseo Adelanto, San
Juan Capistrano, California, the City Council of the City of San
Juan Capistrano (the "City") and the San Juan Capistrano Community
Redevelopment Agency (the "Agency") will hold a joint public
hearing pursuant to the California Community Redevelopment Law
(Health and Safety Code Sections 33000 et seq) for the purpose of
considering the approval of a proposed Disposition and Development
Agreement (the "Agreement") with Ford Motor Land Development
Company (the "Developer") which provides for assistance by the
Agency on certain public off-site improvements benefiting the
project area and the adjacent neighborhoods.
The proposed plan provides for an approximate 23,720 -square -foot
Lincoln/Mercury Auto Dealership to be constructed by the Developer
on the site, along with the necessary off-site improvements,
parking and landscaping.
The site, located on the east side of Valle Road, 173 feet south
of the Yates Volkswagen car dealership, is within the San Juan
Capistrano Central Redevelopment Project Area and is shown on the
map accompanying this notice.
A copy of the Disposition and Development Agreement between the San
Juan Capistrano Community Redevelopment Agency and the Ford Motor
Land Development Company, providing for the reimbursement of the
cost of certain public off-site improvements from sales tax
generated by the site is available for public review at the office
of the City Clerk.
Those desiring to be heard in favor of, or in opposition to, this
item will be given an opportunity to do so during such hearing or
by writing to the City Council at 32400 Paseo Adelanto, San Juan
Capistrano, California 92675, Attention: City Clerk. For further
information, you may contact the Department of Administrative
Services at 493-1171.
CHERYL JOHNSON, TY CLERK
CAPISTRANO
TERRACE MOBILE
NOME PARK
ITE
A0-A-oi
ihQedD
ZOR OFFICE USE ONLY:
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss. AFFIDAVIT OF POSTING
CITY OF SAN JUAN CAPISTRANO ) AND PUBLICATION
I, CHERYL JOHNSON, declare that I am the duly appointed
and qualified City Clerk of the City of San Juan Capistrano; that
on October 7, 1993, I caused the above Notice to be posted in three
(3) public places in the City of San Juan Capistrano, to wit:
City Hall;
Old Fire Station Recreation Complex;
Orange County Public Library
AND, that on October 7, 1993, and October 14, 1993, the above
Notice was published in the Capistrano Valley News newspaper.
I declare under penalty of perjury that the foregoing is
true and correct.
City of San Juan Capistrano
California
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss AFFIDAVIT OF POSTING
CITY OF SAN JUAN CAPISTRANO )
(Pursuant to Government Code Section 65091)
I, Dan Gee, hereby declare that on October 7, 1993, I posted at
least three (3) copies of Notice of Joint Public Hearing for the
proposed development of Lincoln/Mercury Automobile Dealership in
the Central Redevelopment Project ARea (Ford Motor Leasing Company,
in conspicuous locations along Valle Road at not more than 300 feet
apart.
I declare under penalty of perjury that the foregoing is true and
correct.
Dated this 12th day of October, 1993.
DAN GEE, ZONING ASSISTANT
• 0
PUBLIC HEARING NOTICES lo�iq IC4,-3
LINCOLN/ MERCURY AUTOMOBILE DEALERSHIP (FQzd)
Capistrano Terrace
Mobile Home Park Association
32802 Valle Road
San Juan Capistrano, California 92675
Pacific Pointe Partners
3080 Bristol Street #150
Costa Mesa, CA 92626
Elizabeth J. Ness
2933 Calle Heraldo
San Clemente, CA 92672
Competition Realty Co.
c/o Vorelco, INc.
888 W. Big Beaver Road
Post Office Box 7050
Troy, Michigan 48007
Thomas William Yates
Post Office Box 937
San Juan Capistrano, California 92693
Alex and Gary Pfleiger
1201 Auto Center Drive
Ontario, California 91761
K & W Development Corporation
33161 Camino Capistrano #A
San Juan Capistrano, California 92675
Security Pacific Bank
Post Office Box 3268
San Clemente, California 92672
Harold F. Raines
33531 Valle Road
San Juan Capistrano, California 92675
Ronald V. Homes
33521 Valle Road
San Juan Capistrano, California 92675
Calvin B. Ross
Fletcher -Andrus
35 Argonaut #B-2
Laguna Hills, California 92656
0
Williard H. Godfrey Jr.
33512 Valle Road
San Juan Capistrano, California 92675
Richard J. Nathan
1120 Deana Court
Morgan Hill, California 95038
Florence M. Klein
33132 Valle Road
San Juan Capistrano, California 92675
Thomas Brandt
33522 Valle Road
San Juan Capistrano, California 92675
Douglas R. Davidson
33532 Valle Road
San Juan Capistrano, California 92675
Ronald Goodman
4512 Roxbury Road
Corona del Mar, California 92625
Robert Carpio
33548 Valle Road
San Juan Capistrano, California 92675
Gary M. Campbell
33552 Valle Road
San Juan Capistrano, California 92675
Jerry W. Neely
Post Office Box 507
San Juan Capistrano, California 92693
Richard L. Mitchell -Q X&: /OM" 93
Post Office Box 15 AS: Foe
San Juan Capistrano, California 92693
Ken Tingle
33562 Valle Road
San Juan Capistrano, California 92675
Elizabeth Henderson
c/o Delaney, Maura Executives
33582 Valle Road
San Juan Capistrano, California 92675
Eric W. Eklund
1121 Duryea Avenue
Irvine, California 92714
E
David Mozingo
33812 Valle Road
San Juan Capistrano, California 92675
H. Clay Moran
33821 Valle Road
San Juan Capistrano, California 92675
Ernesto L. Honores
25675 White Sands
Dana Point, California 92629
Henrique F. Da Costa
33801 Valle Road
San Juan Capistrano, California 92675
Robert E. Dyer
24411 Health Center Drive #400
Laguna Hills, California 92653
Michael A. Pastore
33762 Valle Road
San Juan Capistrano, California 92675
Gerard Umana
c/o Cariari Corporation
31411 Camino Capistrano
San Juan Capistrano, California 92675
Oystein Frey Husoe
4042 Virginia Road
Long Beach, California 90807
W. Conrad Cooper
33751 Valle Road
San Juan Capistrano, California 92675
Virginia S. McCollum --=j RQt . 10125193
Post Office Box 517 kR-5; FOE
San Juan Capistrano, California 92693
4
The motion carried by the following vote:
AYES: Directors Hausdorfer, Jones, and Chairman Nash
NOES: Director Vasquez
ABSTAIN: Director Campbell
ABSENT: None
BOARD ACTIONS
1. FINANCE OFFICER'S REPORT OF INVESTMENTS AS OF SEPTEMBER 30.1993 (35030)
The Finance Officer's Report of Investments as of September 30, 1993, in the total amount of
$718,747.20 was received and filed.
CLOSED SESSION
None.
There being no further business before the Board, the meeting was adjourned at 7:36 p.m. to the next regular
meeting date of Tuesday, November 2, 1993, at 7:00 p.m. in the City Council Chamber.
Respectfully submitted,
CHERYL JOHNSON, AGENCY SECRETARY
ATTEST:
CAROLYN NASH, CHAIRMAN
CRA Minutes -3- 10/19/93