Resolution Number 91-10-1-2RESOLUTION NO. 91-10-1-2
AMENDING PRICE COMPANY DISPOSITION AND DEVELOPMENT AGREEMENT
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN
JUAN CAPISTRANO, CALIFORNIA, APPROVING AN AMENDMENT
TO THE DISPOSITION AND DEVELOPMENT AGREEMENT AND
PROMISSORY NOTE WITH THE PRICE COMPANY
WHEREAS, the San Juan Capistrano Community Redevelopment Agency (the
"Agency") is engaged in activities necessary to carry out and implement the
Redevelopment Plan for the San Juan Capistrano Central Redevelopment Project Area;
and,
WHEREAS, in order to carry out and implement such Redevelopment Plan, the
Agency proposed to enter into the attached Amendment to the Disposition and
Development Agreement and Promissory Note with the Price Company; and,
WHEREAS, the Participant has submitted to the City copies of the said
proposed agreement in the form desired by the Participant; and,
WHEREAS, pursuant to the California Community Redevelopment law,
California Health and Safety Code Section 33000 et. seq., the Agency and this City
Council held a joint public hearing on the Agreement, having duly published notice of
such public hearing and made copies of the proposed Agreement available for public
spection and comment; and,
WHEREAS, the Agreement provides for two specific changes for allocation of
funds under the current Agreement and Promissory Note in exchange for the Agency
waiving its right for having the note discharged due to the fact that the Developer
wished to construct a second Price Club within a 10 -mile radius of the incorporated
boundaries of the City of San Juan Capistrano; and,
WHEREAS, the Agency has duly considered all terms and petitions of the
proposed Agreement and believes that the Agreement is in the best interest of the City
of San Juan Capistrano and the health, safety and welfare of its residents, and in accord
with public purposes and provisions of the applicable state and local law and
requirements.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San
Juan Capistrano as follows:
1. The City Council has received and heard all oral and written objections
to the proposed Agreement and to other matters that pertain to this
transaction, and that all such oral and written objections are hereby
overruled.
2. The City Council hereby finds and determines that the proposed
Amendments to the Disposition and Development Agreement and
Promissory Note are a benefit to the Project Area and are meeting and
goals of the Redevelopment Plan.
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3. The Amendment to the original Disposition and Development Agreement
is hereby approved.
4. The City Council hereby authorizes the City Clerk to deliver a copy of
this resolution to the Executive Director of the Agency. A copy of the
Agreement, when executed by the Agency, shall be placed on file in the
Office of the City Clerk.
PASSED, APPROVED, AND ADOPTED this ist day
of October , 1991.
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KENNETH E. FRIESS, MAYOR
ATTEST:
FLIWIAZWK i!
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
1, 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. 91-10-1-2 adopted by the City Council of the City of San Juan
Capistrano, California, at a regular meeting thereof held on the 1st day
of October , 1991, by the following vote:
AYES: Councilmen Jones, Hausdorfer, Buchheim, Vasquez and
Mayor Friess
NOES: None
ABSTAIN: None
ABSENT: None
(SEAL) CHERYL 7 ITY CLERK
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AMENDMENT made this 1st day of October , 1991 by and
between the San Juan Capistrano Redevelopment Agency (the "Agency")
and THE PRICE COMPANY, a California corporation (the "Developer").
RECITALS
A) Agency and Developer are the parties to a Disposition
and Development Agreement dated December 16, 1986 (referred to herein
as the "DDA").
B) Pursuant to Section 302 of the DDA the Agency issued a
promissory note to the Developer (referred to herein as the "Note").
C) Section 303(2) of the DDA provides, in part, that if the
Developer opens a Price Club or similar retail operation within ten
(10) miles from the incorporated boundaries of the City of San Juan
Capistrano the balance of the Note shall be deemed fully discharged.
A similar provision is found in Paragraph 8 of the Note.
D) The Developer wishes to open a Price Club on a site
located on Technology Drive between Alton Parkway and Barranca
Parkway in the City of Irvine, California (referred to herein as the
"Irvine Site"). The Irvine Site is within ten (10) miles of the
incorporated boundaries of the City of San Juan Capistrano.
E) The Developer wishes the Agency to waive its right to
have the Note discharged in the event a Price Club opens on the
Irvine Site, and only on the Irvine Site.
F) Section 303 of the DDA provides, in part, that payments
by the Agency on the Note are based upon City sales taxes generated
by the Price Club in San Juan Capistrano, and based upon the follow-
ing allocation:
(i) First $400,000.00 to Agency;
(ii) Next $600,000.00 to Developer;
(iii) Balance 50% to Agency and 501 to Developer.
The Agency wishes to increase the first allocation to
the Agency from $400,000.00 to $450,000.00 in the event a Price Club
or similar retail operation opens for business on the Irvine Site.
NOW THEREFORE, in consideration of the mutual covenants
herein, the parties agree that the DDA and the Note are amended as
provided herein.
1. The above Recitals are incorporated into and made part
of this Amendment.
090491:CAPISTRANO:AMEND01
2. All references to section numbers herein shall mean
sections of the DDA unless otherwise indicated.
3. All references to terms herein shall mean the terms of
the DDA unless otherwise indicated.
4. Notwithstanding anything to the contrary in the DDA or
the Note, in the event a Price Club or similar retail operation opens
for business on the Irvine Site the Note shall not be discharged and
shall remain in full force and effect.
5. Notwithstanding anything to the contrary in the DDA or
the Note, in the event a Price Club or similar retail operation opens
for business on the Irvine Site then on such date Section 303(1)(b)
of the DDA and Paragraph 7(b) of the Note shall each be deemed to be
amended in its entirety to read as follows:
"(b) "Allocated Tax Revenues" shall mean the tax reve-
nues considered allocated each Note Year to the Developer based upon
the following allocation each Note Year:
(1) First $450,000.00 to Agency;
(2) Next $600,000.00 to Developer;
(3) Balance 50$ to Agency and 50% to Developer."
6. In the event a Price Club or similar retail operation
opens for business on the Irvine Site on a day other than the first
day of a Note Year, the $50,000.00 increase in sales tax allocation
to the Agency (from $400,000.00 to $450,000.00) shall be prorated
based upon the portion of the Note Year from the date the Price Club
opens on the Irvine Site until the end of such Note Year.
7. This Amendment shall be terminated without action by
either party and the provisions hereof shall be of no further force
or effect in the event that a Price Club or similar retail operation
does not open for business on the Irvine Site within twelve (12)
months after the Developer acquires fee title to the Irvine Site;
provided, however, that in the event that Developer shall be delayed
or hindered in or prevented from constructing and/or opening a Price
Club by reason of strikes, weather conditions, lockouts, litigation,
unavailability of materials, failure of power, governmental laws or
regulations, delay in obtaining governmental permits or approvals,
riots, insurrections, war, or other reason beyond its control, then
the twelve (12) month period as aforementioned shall be deemed
extended for the period of the delay; provided, however, that
notwithstanding the above, this Amendment shall be terminated without
action by either party and the provisions hereof shall be of no
further force or effect without regard to the aforementioned force
majeure provisions, in the event that the Developer fails to acquire
fee title to the Irvine Site within three (3) years from the date
hereof.
090491:CAPISTRANO:AMEND01 - 2 -
S. Except as amended herein the DDA and the Note remain in
full force and effect.
ATTEST:
Executed as of the date first written above.
SAN TUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY
By: /s/ Lawrence F. Buchheim
Chairman
/s/ by Cheryl Johnson, City Clerk By: /s/ Stephen B. Julian
Agency Secretary Executive Director
Approved as to form:
Agency Counsel
090491:CAPISTRANO:AMEND01
THE PRICE COMPANY
By:
President
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