Resolution Number CRA 91-10-1-1RESOLUTION NO. CRA 91-10-1-1
260
AMENDING PRICE COMPANY DISPOSITION AND DEVELOPMENT AGREEMENT
A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, APPROVING AN AMENDMENT TO
THE DISPOSITION AND DEVELOPMENT AGREEMENT AND
PROMISSORY NOTE WITH THE PRICE COMPANY
WHEREAS, the Community Redevelopment Agency of the City of San Juan
Capistrano (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
inspection 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 San Juan Capistrano
Community Redevelopment Agency, City of San Juan Capistrano, California, as follows:
1. The Agency 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 Agency 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 the goals of the
Redevelopment Plan.
3. The Amendment to the original Disposition and Development Agreement
is hereby approved.
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261"R
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 of 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
of October , 1991.
ATTEST:
1st day
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
I, Cheryl Johnson, City Clerk , 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 91-10-1-1 adopted by the Board of
Directors of the San Juan Capistrano Community Redevelopment Agency, at a regular
meeting thereof held on the 1st day of October , 1991, by the following
vote:
AYES: Directors Jones, Hausdorfer, Friess, Vasquez and
Chairman Buchheim
NOES: None
ABSTAIN: None
ABSENT: None
(SEAL)
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AMENDMENT TO
DISPOSITION AND DEVEIAPMENT AGREEMENT
AND PROMISSORY NOTE
262 ,W.
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 50% 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"
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 -
8. 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 JUAN CAPISTRANO COMMUNITY
REDEVEIAPMENT 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
THE PRICE COMPANYPA
By: �/ l`�
President
090491:CAPISTRANO:AMEND01 - 3 -
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss. AFFIDAVIT OF POSTING
CITY OF SAN JUAN CAPISTRANO )
Cheryl Johnson, City Clerk being first duly sworn, deposes and says:
City Clerk
That she is the duly appointed and qualified fket4ng Secretary of the San Juan
Capistrano Community Redevelopment Agency;
That in compliance with State laws of the State of California and in further
compliance with City Resolution No. CRA 83-12-20-1 and on the 4th day
of October , 1991, she caused to be posted:
RESOLUTION NO. CRA 91-10-1-1 being:
AMENDING PRICE COMPANY DISPOSITION AND DEVELOPMENT AGREEMENT
A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, APPROVING AN AMENDMENT TO
THE DISPOSITION AND DEVELOPMENT AGREEMENT AND
PROMISSORY NOTE WITH THE PRICE COMPANY
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.
Ageticy Secretary'
San Juan Capistrano Community
Redevelopment Agency
CHECK LIST
RES. NO. CRA
Chairman has signed
Secretary has signed
Agency Seal stamped
All blanks typed in
"Absent" p
"Noes"
"Abstain"
Copies sent to post
file &f)n, -V-C/
mail / certlr ed
Legal Publication ordered to be published
(date)
No. Printed copies required
Remarks