EXHIBIT 10.17
DEVELOPMENT AGREEMENT
AIRPORT TRAFFIC STUDY AREA
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CITY OF LONG BEACH, CALIFORNIA
and
XXXXXX LONG BEACH ASSOCIATES
*************
Approved by Planning Commission July 26, 1990
Approved by City Council August 28, 1990
Approved by Mayor September 4, 1990
ORDINANCE NO. C-6788
Effective October 5, 1990
ERRATA No. 1
DEVELOPMENT AGREEMENT: AIRPORT TRAFFIC STUDY AREA
XXXXXX LONG BEACH ASSOCIATES
1. Agreement, p. 1, line 12 - Change "("Developer")" to
"("Developer" or "Owner")".
2. Agreement, p. 1, lines 21-22 - Change "is fee owner (long-term lessee,
permittee, etc.) of" to "has a legal
interest as appears herein in".
3. Agreement, p. 10, line 26 - Change "C-783" to "C-6783".
4. Agreement, p. 12, line 15 - After "be" add "of".
5. Agreement, p. 13, line 5 - After "kind" delete "by".
6. Agreement, p. 32, line 13 - Change "identify" to "indemnify".
7. Exhibit "I", p. 2, lines 21-22 - Delete existing lines and substitute
"on said parcels not exceeding a
cumulative total of 1,085,023 square
feet of gross usable floor area; and".
November 19, 1990
DEVELOPMENT AGREEMENT
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(Airport Traffic Study Area)
XXXXXX LONG BEACH ASSOCIATES
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THIS AGREEMENT is entered into and executed this 5th day of December, 1990,
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between the CITY OF LONG BEACH, a municipal corporation of the State of
California ("City"), and XXXXXX LONG BEACH ASSOCIATES, a limited partnership
formed under the laws of the State of California ("Developer").
Recitals:
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R-1. This Agreement concerns all of that real property described in
Exhibit "A" hereto, which description is incorporated herein by reference and
referred to as the "Property" herein. The Property is situated in an area of the
City of Long Beach generally known as the Airport Traffic Study Area and shown
on Exhibit "B" hereto (the "Airport Area" or "Area"). Developer is fee owner
(long-term lessee, permittee, etc.) of the Property, and desires to develop the
Property as set forth in the Application for Development Agreement, Exhibit "H"
hereto, consistent with the zoning for the Property shown in Exhibit "E" of this
Agreement and all other applicable provisions of law.
R-2. The City has received from a number of the owners, lessees and
permittees of the land in the Airport Area,
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including Developer, development proposals and, as noted below, has before it
analyses of the traffic impacts from those development proposals in order to
identify measures necessary to mitigate the traffic impacts from development in
the Airport Area.
R-3. The City supports development in the Airport Area in order to
create private sector economic prosperity and employment opportunities, to
increase City income through taxes and property leases,and to enhance the
economic vitality of the Area.
R-4. The recent traffic studies undertaken for the City by the firm of
Xxxxxx-Xxxxxxx Associates, Inc. indicate that the level of service on existing
roads and intersections in the Long Beach Airport Traffic Study Area will
deteriorate to an unacceptable level as a result of projected new private growth
and development.
R-5. Current property owners, lessees and developers in the Airport
Area have been meeting regularly with City officials since May 1987 to design a
program to mitigate the anticipated traffic impacts of their new development.
R-6. A Traffic Mitigation Program ("TMP") has been designed by the
City, in cooperation with major current property owners, lessees and developers,
to provide for roadway and intersection improvements necessary for the
maintenance of adequate levels of transportation service (generally "Level of
Service D" or better) throughout the Airport Area as land is developed. The TMP
is described generally in Section 2.06 and in detail in Exhibit "G" of this
Agreement.
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R-7. Completion of the Project will require a substantial investment
of money and planning and design effort, and uncertainty that the Project may be
developed in accordance with known zoning regulations might result in a waste of
public and private resources, escalate the cost of development and discourage
participation in the Traffic Mitigation Program. Because it is possible that
zoning regulations might change during preliminary project stages, there is a
disincentive for a landowner to invest monies in the early completion of the
major infrastructure and other public or private improvements relating to any
project, or in early comprehensive planning and design studies.
R-8. To overcome this kind of disincentive and to provide the
opportunity for an early commitment by cities and counties to a landowner that a
proposed project may be completed consistent with defined zoning regulations,
the State of California has enacted Government Code Section 65864, et seq.,
which authorizes the City to enter into binding development agreements with
persons having legal or equitable interests in real property for the development
of such property in order to, among other things: encourage and provide for the
development of public facilities in order to support private development
projects; provide certainty in the approval of development projects in order to
avoid waste of resources and the escalation in Project costs and to encourage
investment in and commitment to comprehensive planning which will make maximum
efficient utilization of resources at the least economic cost to the public;
provide assurance to the applicants of development
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projects that (1) they may proceed with their projects in accordance with the
existing policies, rules and regulations set forth in and subject to the
Agreement, subject to the conditions of approval of such projects and provisions
of such Development Agreements, and (2) encourage private participation in
comprehensive planning and reduce the private and public economic costs of
development.
R-9. As set forth in the public documents and testimony in support of
the approval of this Agreement, the Project and the Developer's participation in
the TMP will result in a number of public benefits, including assuring the
provision of certain public improvements necessitated by development in the
Airport Area, as well as substantial private economic benefit to the Developer.
R-10. In order to enhance the likelihood of full implementation of the
TMP in a way that will assure the citizens of Long Beach that the traffic
impacts of development in the Airport Area will be fully mitigated while, at the
same time, assuring Developer that it will be able to plan and complete
development under zoning that will justify its cost in an accelerated
participation in the TMP, the City is prepared to enter into this Agreement to
set forth the rights and obligations of Developer to complete its development up
to the limit established in the current Planned Development Ordinance applicable
to Developer's Property and require Developer's participation in the TMP.
R-11. Prior to approving the Project and entering into this Agreement,
the City, as lead agency, has reviewed and
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considered the potential adverse impacts related to the Project and the TMP in
compliance with the California Environmental Quality Act, and has further
reviewed and considered projected future regional and cumulative infrastructure
and utility demands and available capacities for projected development in the
Airport Area.
R-12. After assessing these and other potential adverse environmental
impacts associated with the Project and the TMP, the City has imposed mitigation
measures as a part of the Project to the fullest extent the City considers
feasible, including, among other things, requiring that, prior to final
completion and occupancy of the Project, Developer commit to contributing the
Project's full, fairly allocated share of the costs required to maintain an
adequate level of service on roadways and intersections. The City has determined
that no other or additional adverse impacts will result from entering into this
Agreement in addition to those already considered in connection with the Project
and the TMP and has issued Negative Declaration 49-89 in connection herewith.
R-13. In view of the foregoing, pursuant to the authorizations set
forth in California Government Code Section 65864, et seq., City has adopted
rules and regulations establishing procedures and requirements for consideration
and execution of development agreements by City. A copy of that portion of the
Long Beach Municipal Code embodying those rules and regulations is attached and
incorporated in this Agreement as Exhibit "D". In accordance with those rules
and regulations, and in accordance with the powers and authorization provided in
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Government Code Section 65864, et seq., City has undertaken the necessary
proceedings, has found and determined that this Agreement is consistent with
City's General Plan, and has adopted Ordinance No. C-6788 approving this
Agreement, which ordinance became effective on October 5, 1990.
AGREEMENT
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NOW, THEREFORE, in consideration of the above recitals and of the mutual
covenants hereafter contained, and for the purposes stated above, City and
Developer hereby agree as follows:
I. CONSTRUCTION OF AGREEMENT
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1.01 Underlying Law.
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A. This Agreement shall be governed by and interpreted in light of the
findings and provisions contained in Article 2.5, Chapter 4, Division 1, Title 7
of the California Government Code (Sections 65864, et seq.), Chapter 21.29 of
the Long Beach Municipal Code and Ordinance No. C-6788 of the City of Long
Beach. The parties hereto each agree that the validity and enforcement of this
Agreement may be upheld under authority of the above-referenced source of law as
well as that arising out of the Charter of the City of Long Beach. It is their
mutual understanding and belief that this Agreement has been authorized in
accordance with all applicable procedures and provisions of law, that it is
entered into in good faith pursuant to, and constitutes a proper exercise of,
statutory and chartered City powers, by the City, and that, under California law
as it exists at the time of execution of this Agreement, its terms are fully
enforceable against all challenges and attacks
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including those that might be brought by parties and persons not parties to the
Agreement.
B. In construing the provisions of this Agreement and in resolving
inconsistencies among the various documents comprising or incorporated in this
Agreement, every reasonable effort shall be made to construe all such documents
to be mutually consistent and compatible. Failing this, precedence shall be
given in the following order to:
(a) This Agreement;
(b) The applicable Planned Development Ordinance (Exhibit "E");
(c) Environmental documentation filed in connection with the
approval of this Agreement consisting of Negative Declaration 49-89 which
incorporates the following by reference:
Negative Declaration (ND-62-88) State Farm,
Negative Declaration (ND-17-88) Xxxxxxx/Elks,
Negative Declaration (ND-51-88) Embassy Suites Hotel,
Environmental Review Record (ND-84-79) Long Beach/Signal Hill
Business Park,
Environmental Impact Report (E-10-82) Alamitos Land Company,
Environmental Impact Report (E-26-88) Land Use Element of the
General Plan,
Environmental Impact Report (E-42-86) XxXxxxxxx Xxxxxxx Plant
Expansion,
Environmental Impact Report (E-30-85) Xxxxxxx Center,
Environmental Impact Report (E-45-85) Long Beach
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Airport, and
Environmental Impact Report (E-37-84) Xxxxxx Airport Center.
1.02 Definitions.
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A. when used in this Agreement, the following terms shall be defined
as follows:
1. "Agreement" means this Development Agreement.
2. "Assessment District" means any assessment district formed
under applicable State or Long Beach laws for the purpose of funding
construction of improvements listed in the TMP, including, but not limited to,
Long Beach Assessment District 90-2.
3. "City" means the City of Long Beach, California.
4. "Circulation Improvements" means those certain improvements
included within the Long Beach Airport Area Traffic Mitigation Program.
5. "Development" means the improvement of the Property for the
purposes of constructing the structures, improvements and facilities comprising
the Project, including, without limitation: grading, the construction of
infrastructure and public facilities related to the Project whether located
within or outside the Property; the construction of structures and buildings;
and the installation of landscaping; but not including the maintenance, repair,
reconstruction or redevelopment of any structures, improvements or facilities
after the construction and completion thereof.
6. "Development Approval" means any action required to be taken
by City in order to approve implementation of the
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Project, including, but not limited to, site plan review, subdivision and
parcel maps, variances, conditional use permits, grading permits and building
permits.
7. "Effective Date" means the date on which this Agreement as fully
executed is recorded in the Office of the Recorder of Los Angeles County.
8. "Long Beach Airport Traffic Mitigation Program" or "TMP" means the
cooperative construction and traffic management program through which traffic
generated by development and background traffic in the Study Area can be
accommodated without causing a decline in the existing transportation level of
service, as more fully set forth in Exhibit "G" hereto.
9. "Long Beach Airport Traffic Study Area" or "Study Area" means that
Area within which the Property is located as more fully set forth in
Exhibit "B" hereto.
10. "Mortgage" means a contract by which specific property, including
an estate for years in real property, is hypothecated for the performance of an
act, without the necessity of a change of possession.
11. "Mortgagee" means a mortgagee of a mortgage, a beneficiary under a
deed of trust, or any other lender holding a security interest in the Property,
and their successors and assigns.
12. "Project" means the Development of the Property as permitted by
the Planned Development Ordinance applicable to the Property (Exhibit "E").
13. "Property" means the real property described on Exhibit "A" to
this Agreement.
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1.03 Exhibits.
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A. The following documents are attached to and have been or are hereby
made a part of this Agreement:
1. Exhibit "A" - Legal description of property subject to the Agreement.
2. Exhibit "B" - Map of the Airport Traffic Study Area.
3. Exhibit "C" - List of roadway and intersection improvements to be installed
under Assessment District totalling $12.004 million, the so-
called "Phase I Improvements".
4. Exhibit "D" - Chapter 21.29 of the Long Beach Municipal Code.
5. Exhibit "E" - The Planned Development Ordinance applicable to the Property.
6. Exhibit "F" - Negative Declaration.
7. Exhibit "G" - The Full Transportation Mitigation Program.
8. Exhibit "H" - Application for Development Agreement.
9. Exhibit "I" - Form of Amendment to Lease.
II. OBLIGATIONS OF THE PARTIES
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2.01 Development Plan.
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A. City agrees that the permitted uses of the property, and the
intensity and density of such uses, shall be as set forth in the Planned
Development Ordinance (the "Ordinance") (Ordinance No. C-6783) applicable to the
Property on the Effective Date of this Agreement, which Ordinance is
incorporated in this Agreement as Exhibit "E".
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B. It is understood and agreed that, in accordance with the Planned
Development Ordinance as set forth in Exhibit "E", as to Parcel "A", Developer
may develop structures on said Parcel "A" of up to 1,490,000 square feet of
gross usable floor area for business office use and 220 hotel rooms, or any
comparable combination of uses permitted by the ordinance set forth in Exhibit
"E" provided that such uses are approved by City in accordance with procedures
set forth in that ordinance and that any proposed mixed-use development does not
generate more evening peak hour trips, as calculated using Trip Generation,
Institute of Traffic Engineers, Fourth Edition, 1987, than would be generated by
said office and hotel use, and, as to Parcel "B", may, subject to termination as
set forth in this Agreement, develop structures of up to 500,000 square feet of
gross usable floor area on said Parcel "B" as permitted by the Planned
Development Ordinance as set forth in Exhibit "E".
1. In relation to Parcel "B", City's Water Department ("WD") is
undertaking studies of the feasibility of developing certain real property owned
by City (herein referred to as the "Water Site") in a way that would combine
water treatment uses on the site with compatible commercial uses. That real
property is shown in Exhibit "A" as Parcel "B". Should the Water Department
determine that such multi-use development of its property is lawful, feasible
and desirable, one of many alternatives it might wish to consider would be entry
into an agreement with Developer for the development of the Water Site under
this Agreement. In this regard, Developer has initiated discussions, on a non-
exclusive basis, with "WD" through its Board of Water
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Commissioners concerning the possibility of Developer's acquiring a long-term
leasehold or similar interest in the Water Site for the purpose of development
of the Water Site in a manner consistent with the Agreement and compatible with
WD's planned use of the Water Site for water storage, treatment and related
uses.
2. In the event that Developer and the City of Long Beach, through its
Board of Water Commissioners, have entered into a lease or other document for a
term of at least twenty (20) years with respect to Parcel "B" prior to January
1, 1992, this Agreement as it relates to Parcel "B" shall continue in full force
and effect thereafter. If such a document has not been duly executed and is not
in effect prior to January 1, 1992, this Subsection 2.01B shall thereupon be
deemed repealed and shall be no further force and effect, and this Agreement
shall terminate and be of no further force and effect with respect to Parcel "B"
as shown on Exhibit "A". It is understood and agreed by the parties hereto that
nothing in this Agreement obligates or requires the City of Long Beach, through
its Board of Water Commissioners, either to initiate any studies, to take any
action, to negotiate with Developer or to enter into a long-term lease or other
document with Developer with respect to Parcel "B".
3. Notwithstanding any other provision of this Agreement, Developer
shall have no right to assert and shall not assert or exercise any rights to
Parcel "B" arising out of this Agreement, of any kind or nature whatsoever, at
any time, unless and until:
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a. Except as may otherwise be agreed upon in writing by City and
Developer, all costs, expenses and assessments of any and every kind relating to
Parcel "B" arising out of Developer's obligations under this Agreement shall in
no way constitute a claim, charge or offset of any kind by whatsoever by
Developer against City; and
b. Developer is legally obligated to participate in an assessment
district, or has paid a development impact fee, or a combination thereof, to
fully mitigate, in accordance with the TMP, all traffic impacts arising out of
Developer's exercise of rights under this Agreement relating to Parcel "B".
Upon, and only upon, satisfaction of the foregoing Conditions a
through b, prior to July 1, 1992, Developer may exercise whatever rights it may
have hereunder relating to Parcel "B". If Developer fails to satisfy such
conditions prior to July 1, 1992, then on and after July 1, 1992, all such
rights it may have on or relating to Parcel "B" shall terminate and be deemed of
no further force and effect. Unless and until a long-term lease or other
document is entered into between City and Developer, it is understood and agreed
that any rights Developer has or may have in and relating to Parcel "B", are not
transferable, assignable or in any way attributable to any other lot, parcel or
property wherever located and may not be so transferred, assigned or attributed
by Developer. Nothing in this Agreement shall be deemed to vest Developer with
any increased traffic impact benefits for Parcel "B" unless and until all
requirements of the TMP relating to such benefits are satisfied.
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C. It is understood and agreed that the City's Director of Planning
and Building may interpret provisions of the TMP and the Planned Development
Ordinance to the extent that such interpretations are necessary to resolve
uncertainties in such documents and to the extent that the resolution of such
uncertainties are minor in nature, do not result in any increased traffic
generation and are found by the Director to be fully consistent with the intent
of this Agreement and the Planned Development Ordinance.
2.02 Controlling Land Use Regulations.
--------------------------------
The land uses on the Property, including, but not limited to, maximum
allowable size and height of all structures shall be as provided in the Planned
Development Ordinance No. C-6783 attached hereto as Exhibit "E".
2.03 Development Rights and Future Approvals.
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A. To the extent provided by, and only by, Government Code Sections
65864, et seq., the City agrees that all development rights to develop the
Project granted to Developer by this Agreement are to be deemed vested in
Developer.
B. Before Owner can begin grading or any other developmental work
relating to the Project on the Property, Owner must secure several additional
Development Approvals. The parties agree that to the extent such Development
Approvals implement the Project contained in this Agreement, City shall not,
through the enactment or enforcement of any subsequent ordinances, rules,
regulations, initiatives, policies, requirements, guidelines or other
constraints, withhold or delay Development Approvals beyond the applicable time
frame of City's
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normal administrative processes. City and Owner shall use their best efforts to
ensure each other that all applications for and approvals of grading permits,
building permits or other Developmental Approvals necessary for Owner to develop
the Property are sought and processed in a timely manner within the City's
normal administrative processes and consistent with all terms and conditions of
this Agreement and applicable law.
2.04 Effect of Change in Zoning and Other City Regulations.
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A. Notwithstanding the provisions of Section 2.03, it is understood
and agreed that City zoning regulations of general application adopted or
amended after execution of this Agreement will be applicable to subsequent
Development Approvals, if any, relating to the Property unless they materially
conflict with the regulations set forth in Exhibit "E" of this Agreement or
materially impede, restrict or delay development of the Property for the uses
and in the manner permitted in said Exhibit "E", not including any normal time
of processing relating to such subsequent Development Approvals.
B. It is understood and agreed that this Development Agreement shall
not prevent the City, during the Term of the Agreement, from applying new rules,
regulations and policies other than those referred to in Subsection 2.04A which
do not conflict with those rules, regulations and policies applicable to the
Property, nor shall this Development Agreement prevent the City from denying or
conditionally approving any subsequent development project applications on the
basis of such existing or new rules, regulations and policies, unless they
materially
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conflict with the regulations set forth in Exhibit "E" of this Agreement or
materially impede, restrict or delay development of the Property for the uses
and in the manner permitted in said Exhibit "E", not including any normal time
of processing relating to such subsequent Development Approvals.
2.05 Compliance With All Other Laws.
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Except as otherwise provided in Sections 2.01, 2.02, 2.03 and 2.04 of
this Agreement, Developer shall comply with all provisions of law as they now
exist, or may subsequently be amended, as they apply or may apply to the
Property subject to this Agreement. In this regard, both City and Owner intend
that this Development Agreement is a legally binding contract which will
supersede any inconsistent initiative, measure, moratorium, referendum, statute,
ordinance or other limitation (whether relating to the rate, timing or
sequencing of the Project or construction of all or any part of the Project and
whether enacted by initiative or otherwise) affecting parcel or subdivision maps
(whether tentative, vesting tentative or final), building permits, occupancy
certificates or other entitlements approved, issued or granted within the City,
or portions of the City. Should an initiative, measure, moratorium, referendum,
statute, ordinance or other limitation inconsistent with this Agreement be
enacted by the citizens of City which would preclude or impede, restrict or
delay construction of all or any part of the Project, and to the extent such
initiative, measure, moratorium, referendum, statute, ordinance or other
limitation be determined by a court of competent jurisdiction to invalidate or
prevail over all or any part of this Development Agreement,
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Owner shall have no recourse against City pursuant to this Development
Agreement, but shall retain all other rights, claims and causes of action under
this Development Agreement not so invalidated and any and all other rights,
claims and causes of action at law or in equity which Owner may have independent
of this Development Agreement with respect to the Project, provided that in no
event shall Developer have any right to attach, set aside, receive reimbursement
from or for or in any other way be relieved from any requirements or obligations
entered into by it as a part of implementation of the TMP, including, but not
limited to, Assessment Districts formed or impact fees imposed as a part of the
TMP, provided that nothing in this Agreement shall be construed to preclude
Developer from receiving any refund from such Assessment Districts to which he
may be lawfully entitled under the terms and conditions of an applicable
assessment district procedure, if any. The foregoing shall not be deemed to
limit Owner's right to appeal any such determination that such initiative,
measure, moratorium, referendum, statute, ordinance or other limitation
invalidates or prevails over all or any part of this Development Agreement. City
agrees to cooperate with Owner in all reasonable manners in order to keep this
Development Agreement in full force and effect, provided Owner shall reimburse
City for all of its costs and expenses incurred directly or indirectly in
connection with such cooperation and City shall not be obligated to institute a
lawsuit or other court proceedings in this connection and, if it does so,
Developer shall fully bear City's costs of such suit or proceedings.
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2.06 Obligations of Developer.
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A. Developer shall, at all times during the term of this Agreement, be
bound by and fully comply with all parts, terms and conditions of the TMP as set
forth in Exhibit "G" of this Agreement. In this regard, Developer shall be
obliged to, among, but not necessarily limited to, the following other things,
fully support formation of, and participate in: (1) an Assessment District to
construct roadway and intersection improvements valued at TWELVE MILLION, FOUR
THOUSAND DOLLARS ($12,004,000), provided that Developer's assessment shall not
exceed the value of the benefits received, as determined by the Assessment
Engineer's cost allocation as provided by law under such a district; (2) another
Assessment District, a development fee and/or other funding mechanisms as may be
necessary to construct the remaining roadway and intersection improvements in
the TMP, now valued at ELEVEN MILLION, TWO HUNDRED SIXTY-FIVE THOUSAND DOLLARS
($11,265,000); and, a demand management program on an area-wide or subarea
basis, designed to reduce peak hour automobile trips by at least twenty percent
(20%). City may from time to time modify the list of improvements described in
the TMP, provided that the modification accomplishes essentially the same
beneficial effect on traffic mitigation as the original list and does not
substantially increase developer's costs arising out of this Section.
B. In the event that Developer and the Water Department enter into an
agreement for the long-term (at least twenty years) use of the Water Site, then
Developer shall mitigate the trips to be generated by the additional 500,000
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square feet of gross usable floor area in accordance with the provisions of the
Planned Development Ordinance. This obligation shall be met either by payment
in full of the development impact fee, or by posting security to guarantee
payment of the fee as building permits are sought and received for individual
buildings, or through amendment of the Assessment District to spread a lien
across Developer's long-term interest in the WD site, whichever alternative
shall be selected by City. At the time of execution of this Agreement, it is
contemplated by City and Developer that this obligation will be met by amendment
of Assessment District 90-2 to include Developer's interest in Parcel "B" in
those proceedings. If Developer has not, prior to January 1, 1992, entered into
such a long-term agreement and, prior to July 1, 1992, fully met its obligation
to mitigate in accordance with the TMP, then on and after July 1, 1992, this
Agreement, as it relates to Parcel "B", shall terminate and be deemed of no
further force and effect, and Developer shall have no recourse against City or
Water Department.
2.07 Result of Failure of Developer to Meet All Obligations;
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Procedure to Cure.
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A. Except as provided in Subsection 2.07B, in the event that Developer
fails to initiate and fulfill all of its obligations under Section 2.06 of this
Agreement, or should Developer, at any time during the term of this Agreement,
fail to comply with all such obligations, then the provisions of Sections 2.01,
2.02, 2.03 and 2.04 shall be of no further force and effect to preclude City
from revising any or all zoning regulations affecting the Property or fully
enforcing such
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revised regulations as they may affect the Property.
B. Prior to implementation of any action by City pursuant to
Subsection 2.07A, City shall give Developer notice of its intention to take such
action. Such notice shall be given to Developer in writing and shall set forth
and specify the nature of the failure or failures of Developer under this
Agreement and shall also describe the action City intends to take as a result of
such failure. Within fifteen (15) days of the receipt of such notice, Developer
shall notify City of its response to such notice including, as appropriate, a
detailed outline, with time schedule, of Developer's plan to cure the failure or
failures. Developer shall have thirty (30) days following such notice to cure
such failure or failures. If Developer's failure or failures cannot reasonably
be cured in thirty (30) days, Developer shall not be in default if Developer
begins to cure within the thirty-day period and diligently proceeds to cure to
completion. In the event of failure of Developer to cure, or diligently proceed
toward cure within thirty (30) days, City may thereupon notify Developer of its
default and hereafter take such action under Subsection 2.07A or 2.07C as it
deems appropriate.
C. Upon a default by Developer and following notice and opportunity to
cure pursuant to Subsection 2.07B, the City may, upon recommendation of its
Director of Planning and Building, proceed to terminate or modify the
Development Agreement. Said recommendation shall be forwarded to the Planning
Commission and the City Council, each of whom shall hold a public hearing after
giving notice as provided in
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Government Code Sections 65090 and 65091, and if the City Council, following
such hearing, finds that Developer is in default, termination or modification
may be undertaken unilaterally by the City Council.
2.08 Obligations of City.
-------------------
In addition to any other specific duties or responsibilities assigned it
under this Agreement, City shall:
A. Cooperate reasonably with Developer in Developer's efforts to meet
its obligations under this Agreement.
B. At the time of consideration of any City-wide development fee
ordinance a purpose of which is alleviation of traffic impacts arising from new
development, prepare language providing for a credit against such a City-wide
development fee. The language shall be incorporated into that ordinance and
shall provide that a credit shall be given against the City-wide fee for the
principal amount of any assessment that has been paid by Developer, or which
Developer is legally obligated to pay under applicable assessment district
provisions, as well as for any Airport Area development fee which Developer has
paid under the Airport Traffic Mitigation Program. The credit shall be applied
only for buildings for which building permits are applied for and received after
the enactment of such a City-wide development fee and shall be established and
apportioned by City's Director of Planning and Building on a
building-by-building basis as building permits are applied for and received in
an amount equal to the amount paid by the Developer for an Airport Area Traffic
Impact Fee and/or the principal amount of an Airport Area Traffic Mitigation
Assessment District for which the Developer
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is legally obligated. In no event shall the amount of the credit exceed the
amount of the City-wide fee applicable to the building in question.
2.09 Reserved Authority of City.
--------------------------
A. In the event that the State or Federal laws or regulations enacted
after this Development Agreement has been entered into, prevent or preclude
compliance with one or more provisions of the Development Agreement, such
provisions of the Development Agreement shall be modified or suspended as may be
necessary to comply with such State or Federal laws or regulations; provided,
however, that this Development Agreement shall remain in full force and effect
to the extent it is not inconsistent with such laws or regulations and to the
extent such laws or regulations do not render such remaining provisions
unenforceable, provided that, prior to City's adopting or undertaking any rule,
regulation or policy the purpose of which is to conform to State or Federal laws
or regulations under this Subsection 2.09A which is inconsistent with this
Development Agreement, City shall make a finding that such rule, regulation or
policy is reasonably necessary to comply with such State or Federal laws or
regulations.
B. This Development Agreement shall not prevent City from applying
new rules, regulations and policies contained in uniform codes, including, but
not limited to, the Uniform Building Code, Uniform Electrical Code, Uniform
Mechanical Code or Uniform Fire Code, which are based on recommendations of a
multi-state professional organization and become applicable throughout City.
- 22 -
C. This Development Agreement shall not prevent City from adopting
other new rules, regulations and policies, consistent or inconsistent with this
Development Agreement which directly result from findings by City that failure
to adopt such rules, regulations or policies would result in a condition
injurious or detrimental to the public health and safety. Notwithstanding the
foregoing, City shall not adopt any such rules, regulations or policies which
prevent or preclude compliance with one or more provisions of this Development
Agreement until City makes a finding that such rules, regulations or policies
are reasonably necessary to correct or avoid such injurious or detrimental
condition.
D. The Development Agreement shall not prevent City from freely
exercising any of its powers, including the adoption and amendment of rules,
regulations and policies not restricted by one or more sections of this
Development Agreement.
E. Notwithstanding any other provisions of this Agreement, all fees
and charges intended to cover City costs associated with processing development
of the Property, including, but not limited to, fees and charges for
applications, processing, inspections, plan review, plan processing and/or
environmental review, which are existing or may be revised or adopted during the
term of this Agreement, shall apply to the development of the Property.
III. ENVIRONMENTAL REVIEW
--------------------
3.01 Supplemental or Subsequent Environmental Review.
-----------------------------------------------
A. In approving the Project and entering into this
- 23 -
Agreement, the City as lead agency has reviewed and considered the potential
adverse environmental impacts related to the Project, and has further reviewed
and considered projected future regional and cumulative infrastructure and
utility demands that will compete with the Project for available capacities and
cumulatively add to potential adverse impacts. Consequently, the City has
prepared and certified Negative Declaration No. 49-89 ("ND"), and that document
is attached hereto as Exhibit "F". Developer agrees that it shall be legally
bound by all parts and provisions of the ND applicable to the Property,
including, but not limited to, all terms, conditions and mitigation measures of
that ND and all discretionary approvals relating thereto.
B. City agrees that, to the extent permitted by law, no subsequent or
supplemental environmental review shall be required by the City for subsequent
discretionary approvals provided that such approvals do not involve any changes
or modifications to the Planned Development Ordinance or the TMP as set forth in
the Negative Declaration.
3.02 Treatment of Nearby Projects.
----------------------------
City agrees to cooperate with Developer in sharing, on request of
Developer, public information which City may have relating to projects and
proposed projects of or subject to review and approval by any agency or
department of the United States or the State of California, or any local agency
or entity, which are to be undertaken within five (5) miles of the Property.
- 24 -
IV. GENERAL PROVISIONS
------------------
4.01 Effectiveness of Agreement.
--------------------------
A. This Agreement shall be effective upon its execution by a duly
authorized representative of both parties and the recording of this Agreement
pursuant to Government Code Section 65868.5.
B. On July 17, 1985, City and Developer entered into a Lease Agreement
(the "Underlying Lease" herein) for the lease of certain real property owned by
City for the purpose of developing that property. That document has been
subsequently both amended and trifurcated. Under Section 3.11 of the Underlying
Lease, the Lessee (Developer) is entitled to a credit against future increases
in Ground Rent should certain defined costs paid by Developer exceed a certain
defined level. In order to set forth the methodology of treatment of Developer
costs under this Agreement to the extent they may be eligible for credit against
future rental increases under the terms of the Underlying Lease, it is necessary
that City and Developer enter into amendment/amendments to the applicable
lease/leases. Thus, and notwithstanding any other provision of this Agreement,
this Agreement shall not become effective until an amendment to the applicable
lease/leases has been executed by City and Developer expressing their mutual
intent and understanding as to a methodology for treatment of eligible costs
under the lease/leases, provided that execution by City and Developer of an
amendment to the lease/leases in substantially the form of Exhibit "I" of this
Agreement shall be deemed to satisfy the requirements of this Subsection and it
shall thereupon be of no
- 25 -
further force and effect.
4.02 Duration (Term) of Agreement.
----------------------------
This Agreement shall remain in effect for a term of twenty (20) years,
subject to earlier termination for cause as set forth in Section 2.07 or Section
4.05, or upon release of Developer by City.
4.03 Damages and Default Enforcement.
-------------------------------
A. In no event, and notwithstanding any other provision of this
Agreement, shall Developer be entitled to any damages against the City upon
lawful termination of this Agreement or a finding of invalidity of this
Agreement.
B. All remedies at law or in equity or in the City's regulations
governing development agreements which are not inconsistent with the provisions
of this Agreement are available to the parties to pursue in the event there is a
breach, except that City shall be entitled to assert all legal or equitable
defenses or immunities that, except for this Agreement, would be available to
City by operation of law.
4.04 Periodic Review.
---------------
A. City shall, at least every twelve (12) months during the term of
this Agreement, review the extent of good faith compliance by Developer with the
terms of this Agreement. Pursuant to Government Code Section 65865.1, as
amended, and Long Beach Municipal Code Section 21.29.070, Developer shall have
the duty to demonstrate its good faith compliance with the terms of the
Agreement at the periodic review.
B. If Developer is found to be in compliance with the Agreement after
annual review, City shall, upon written request
- 26 -
by Developer, issue a Review Letter to Developer stating that based upon
information known or made known to the City Council, the City Planning
Commission and/or the City Planning Director, the Agreement remains in effect
and Owner is not in default.
C. City's failure to review at least annually Developer's compliance
with the terms and conditions of this Agreement shall not constitute or be
asserted by any party as a breach of the Agreement by Developer or City.
D. If, as a result of such periodic review, the City finds and
determines, on the basis of substantial evidence, that Developer or its
successor-in-interest has not complied in good faith with the terms and
conditions of the Agreement, the City may, subject to the provisions of
Section 2.07B, modify this Development Agreement or terminate the Development
Agreement for cause.
E. As a part of the periodic review prescribed in Subsection 4.04A,
City's Director of Public Works will evaluate progress in implementation of
the TMP and will prepare a report thereon for submission to the City Council. A
copy of the report will be forwarded to each member of any Assessment District
formed pursuant to the TMP, together with the date on which the report will be
presented to the Council.
4.05 Assignment.
----------
A. The rights and obligations of Developer under this Agreement may
be transferred or assigned in whole or in part as provided in this Section 4.05,
provided that in no event, and notwithstanding any other provision of this
Section 4.05, shall this Agreement be transferred or assigned in whole or in
part as
- 27 -
to Parcel "A" until the provisions of Division 5 ("Assignment and Subletting"
of that certain Lease of July 17, 1985 between City and Developer are fully
complied with, and the transfer or assignment of this Agreement, in whole or in
part, is to and only to the same party to whom transfer or assignment is
authorized under that Lease, and, as to Parcel "B", shall not be transferred or
assigned unless and until this Agreement is fully operative as to said Parcel
"B" and, thereafter, shall only be transferred or assigned as a part of, and in
the same manner as, provided in the long-term agreement relating to development
of Parcel "B" between Developer and City through its Board of Water
Commissioners.
B. It is understood and agreed by the parties that the Property may be
sold or subdivided after the execution of this Agreement. One or more of such
subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred
to persons for development by them in accordance with the provisions of this
Agreement. Developer shall have the right to sell, mortgage, hypothecate, assign
or transfer this Agreement, and any and all of its rights, duties and
obligations hereunder, to any person, partnership, joint venture, firm or
corporation at any time during the term of this Agreement, provided that any
such sale, mortgage, hypothecation, assignment or transfer must be pursuant to a
sale, assignment or other transfer of the interest of Developer in the Property,
or a portion thereof. In the event of any such sale, mortgage, hypothecation,
assignment or transfer, (a) Developer shall notify City of such event and the
name of the transferee, together with the corresponding
- 28 -
entitlements being transferred to such transferee, and (b) the Agreement between
Developer and such transferee shall provide that the transferee shall be liable
for the performance of all obligations of Developer pursuant to this Agreement
for any and all such portions of the Property sold or subdivided. Such
transferee shall notify City in writing that it shall be liable for the
performance of such obligations, and upon the express written assumption of any
or all of the obligations of Developer under this Agreement by such assignee,
transferee shall, without any act of or concurrence by City, relieve Developer
of its legal duty to perform said obligations under this Agreement with respect
to the Site or portion thereof so transferred.
C. Non-compliance by such transferee with the terms and conditions of
this Agreement shall be deemed a default hereunder.
4.06 Relationship of Parties.
-----------------------
It is understood that the contractual relationship between the parties
created hereunder is that Developer is an independent contractor and is not an
agent of the City. Neither party is acting as agent for the other. None of the
terms or provisions herein shall create a partnership, joint venture or joint
enterprise. This Agreement shall not be construed to create or limit any third
party beneficiary rights unless expressly otherwise provided.
4.07 Mortgage Protection.
-------------------
A. Entering into or a breach of this Agreement shall not defeat,
render invalid, diminish, or impair the lien of Mortgagees having a mortgage on
any portion of the Property made
-29-
in good faith and for value, unless otherwise required by law or as set forth in
this Section 4.07. No Mortgagee shall have an obligation or duty under this
Agreement to perform Developer's obligations, or to guarantee such performance,
prior to any foreclosure or deed in lieu thereof.
B. If the City receives timely notice from a Mortgagee requesting a
copy of any notice of a default given to Developer under the terms of this
Agreement, City shall provide a copy of that notice to the Mortgagee within ten
(10) days of sending the notice of default to Developer. The Mortgagee shall
have the right, but not the obligation, for a period up to sixty (60) days after
the receipt of such notice from City to cure or remedy, or to commence to cure
or remedy the default unless a further extension of time to cure is granted in
writing by City. If the default is of a nature which can only be remedied or
cured by such Mortgagee upon obtaining possession, such Mortgagee shall seek to
obtain possession with diligence through foreclosure, a receiver or otherwise,
and shall thereafter remedy or cure the default or non-compliance within thirty
(30) days after obtaining possession. If any such default or non-compliance
cannot, with diligence, be remedied or cured within such thirty- (30-) day
period, then such Mortgagee shall have such additional time as may be reasonably
necessary to remedy or cure such default or non-compliance if such Mortgagee
commences to cure during such thirty- (30-) day period, and thereafter
diligently pursues and completes such cure.
C. Notwithstanding the foregoing provisions of Section 4.06 of this
Agreement, if any Mortgagee is prohibited
-30-
from commencing or prosecuting foreclosure or other appropriate proceedings in
the nature thereof by any process or injunction issued by any court or by reason
of any action by any court having jurisdiction of any bankruptcy or insolvency
proceeding, the times specified in this Section for commencing or prosecuting
foreclosure or other proceedings shall be extended for the period of
the prohibition.
D. Notwithstanding any provision of this Section 4.07, the
burdens of this Agreement shall be binding upon, and the benefits of the
Agreement shall inure to, all successors-in-interest to the parties to this
Agreement, and nothing herein shall be construed to the contrary.
4.08 Indemnification and Hold Harmless.
---------------------------------
A. Developer agrees to and shall protect, indemnify, defend and
hold City, its offices, agents, employees, consultants, special counsel and
representatives harmless from liability: (1) for damages, just compensation,
restitution, judicial or equitable relief arising out of claims for personal
injury, including health, and claims for property damage which may arise from
the direct or indirect operations of the Developer or its contractors,
subconstructors, agents, employees or other persons acting on its behalf which
relates to the Project; and (2) from any claim that damages,just compensation,
restitution, judicial or equitable relief is due by reason of the terms of or
effects arising from this Agreement, except for any claim arising out of a
negligent or willful act or omission of City. Developer agrees to pay all costs
for the defense of the City and its officers, agents, employees, consultants,
- 31 -
special counsel and representatives regarding any action for damages, just
compensation, restitution, judicial or equitable relief caused or alleged to
have been caused by reason of Developer's actions in connection with the
Project or any claims arising out of this Agreement, except for any claim
arising out of a negligent or willful act or omission of City. City may make all
reasonable decisions with respect to its representation in any legal proceeding.
B. In the event any person not a party to this Agreement shall
institute any type of action against City with respect to this Agreement, City
may, at its sole option, elect to tender the defense of such action to
Developer, and Developer shall accept such a tender and shall protect, identify,
defend and hold harmless the City from all damages, costs and expenses incurred
in the defense of such matter. In the event of such a tender and acceptance,
City agrees that it shall fully cooperate with Developer in the defense of such
matter.
4.09 Notices.
-------
All notices under this Agreement shall be deemed received upon personal
delivery to, or two days after deposit, first class postage prepaid in, the
U.S. Mail, addressed to, the following representatives of the party at the
addresses indicated below:
If to City: City of Long Beach
000 Xxxx Xxxxx Xxxxxxxxx
Xxxx Xxxxx, Xxxxxxxxxx 00000
Attention: Director of Planning
and Building
- 32 -
If to Developer: Xxxxxx Long Beach Associates
0000 Xxxxxxxx Xxxxxxx
Xx Xxxxxxx, Xxxxxxxxxx 00000
Attention: Xxxxxxxx Xxxx Greenup
Either party may change its address by giving notice in writing to the
other party.
4.10 Time of Essence.
---------------
Time is of the essence for each provision of this Agreement of which time
is an element.
4.11 Entire Agreement.
----------------
This written Agreement, including all exhibits as set forth in Section
1.03,constitutes and embodies the entire understanding between the parties. It
supersedes all other agreements, representations or undertakings, whether oral
or written, that either party might allege to have existed prior to execution of
this Agreement. City and Developer specifically represent that they have,
respectively, executed and entered into this Agreement solely on the basis of
the terms and conditions set forth herein and they have relied on no other
representations, provisions, inducements or understandings of any kind in doing
so, nor did any such representations, promises, inducements or understandings
made by or on behalf of City or Developer exist at the time of execution of this
Agreement.
4.12 Modification.
------------
No modification, amendment or other change in this Agreement or any
provision hereof shall be effective for any purpose unless specifically set
forth in writing executed by duly authorized representatives of both parties and
referring
- 33 -
expressly to this Section and in accordance with all applicable provisions of
law.
4.13 Force Majeure.
-------------
Neither party shall be deemed to be in default where failure or delay in
performance of any of its obligations under this Agreement is caused by floods,
earthquakes, other Acts of God, fires, wars, riots or similar hostilities,
strikes and other labor difficulties beyond such party's control, government
regulations other than those of City, court actions (such as restraining orders
or injunctions) or any other cause beyond such party's control. If any such
events shall occur,the term of this Agreement and the time for performance by
either party of any of its obligations hereunder shall be extended by the period
of time that such events prevented such performance provided that the term of
this Agreement shall not be extended under any circumstances for more than five
(5) years.
4.14 Estoppel Certificate.
--------------------
Either party may, at any time, and from time to time, deliver written
notice to the other party requesting such party to certify in writing that, to
the knowledge of the certifying party, (1) this Agreement is in full force and
effect and a binding obligation of the parties, (2) this Agreement has not been
amended or modified either orally or in writing and, if so amended, identifying
the amendments and (3) the requesting party is not in default of the performance
of its obligations under this Agreement or, if in default, describing the nature
and amount of any such defaults. A party receiving a request hereunder shall
execute and return such Certificate within
- 34 -
thirty (30) days following the receipt thereof.
City acknowledges that an Estoppel Certificate may be relied upon by
transferees and mortgagees; provided, however, that whether or not the Estoppel
Certificate is relied upon by assignees or other transferees or Developer, City
shall not be bound by a Certificate if a default existed at the time of the
annual review, but was concealed from or otherwise not known to the City.
4.15 Attorney's Fees.
---------------
In any action to enforce the provisions of this Agreement, the prevailing
party shall be entitled to recover its Attorney's fees from the other party.
4.16. Waiver.
------
No waiver of any provision of this Agreement shall be effective unless it
is in writing, executed by a duly authorized representative of the party against
whom enforcement of a waiver is sought and refers expressly to this Section. No
waiver of any right or remedy in respect of any occurrence or event shall be
deemed a waiver of any right or remedy in respect of any other occurrence or
event.
4.17 Successors and Assigns.
----------------------
The provisions of this Agreement shall be binding upon and inure to the
benefit of the parties and their respective successors and assigns. Any
successor-in-interest to City shall be subject to the provisions set forth in
Government Code Sections 65865.4 and 65868.5.
4.18 Governing Law and Consent to Jurisdiction.
-----------------------------------------
A. This Agreement shall be interpreted, governed and
- 35 -
construed under the laws of the State of California as if executed and performed
wholly within the State of California.
B. Developer furthermore irrevocably consents and submits to the
jurisdiction of the state and federal courts in the State of California as the
exclusive jurisdiction and courts in which any action, suit or proceeding of
any kind or nature may be brought against it or by it which is related to any
matter contained in this Agreement, and Developer hereby waives and agrees not
to assert by way of motion, defense or otherwise, in any such action, suit, or
proceedings, that it is not personally subject to the jurisdiction of any
such court, that any such court is an inconvenient forum or that venue in any
such court is improper.
C. Developer furthermore agrees to accept service of process in
any matter relating to this Agreement in any place within the State of
California where it or any of its officers, agents or attorneys may be found.
4.19 Recordation.
-----------
This Agreement shall be recorded immediately following its execution in the
Office of the Recorder of the County of Los Angeles, California.
IN WITNESS WHEREOF, the parties have executed this
- 36 -
DEVELOPER'S ACKNOWLEDGEMENT
STATE OF CALIFORNIA )
) ss.
COUNTY OF LOS ANGELES )
On October 11, 1990, before me, the undersigned, a Notary Public in
----------
and for said State, personally appeared Xxxx X. Xxxxxx, Xx. personally known to
-------------------
me or proved to me on the basis of satisfactory evidence to be the person who
executed this instrument as President of Xxxxxx Industries, the corporation
---------
that executed this instrument as the general partner of Xxxxxx Long Beach
Associates, a California Limited Partnership, the partnership that executed the
within instrument, and acknowledged to me that such corporation executed the
same as such partner and that said partnership executed the same.
[Seal] WITNESS my hand and official seal.
[Seal of Xxxxxx X. Xxxx] /s/ XXXXXX X. XXXX
----------------------------------
Notary Public in and for said
County and State
CITY OF LONG BEACH, a municipal
corporation of the State of
California
By: [Signature]
-------------------------------
Assistant City Manager
EXECUTED PURSUANT
TO SECTION 301 OF
THE CITY CHARTER.
The foregoing Agreement is hereby approved as to form this 4th day of
---
December, 1990.
--------
XXXX X. XXXXXXX, City Attorney
By: [Signature]
---------------------------------
Deputy
-37-
WHK/am
04/16/90
04/18/90
05/11/90
05/14/90
06/04/90
06/29/90
07/02/90
07/19/90
07/20/90
VERSION #2:
07/30/90
08/09/80
08/13/90
08/21/90
09/12/90
AG\53(E).DOC
- 38 -
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
SUBJECT TO THE AGREEMENT
PARCEL "A"
(XXXXXX LONG BEACH ASSOCIATES)
PARCELS 1 THROUGH 10, INCLUSIVE, OF PARCEL MAP XX. 00000, XX XXX XXXX XX XXXX
XXXXX, XXXXXX OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK
208, PAGES 92 THROUGH 100 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
LEGAL DESCRIPTION OF PROPERTY
SUBJECT TO THE AGREEMENT
PARCEL "B"
(XXXXXX LONG BEACH ASSOCIATES)
THAT PORTION OF RANCHO LOS CERRITOS IN THE CITY OF LONG BEACH, COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 2, PAGES 202 THROUGH
205 OF PATENTS IN THE OFFICE OF SAID COUNTY RECORDER, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST SOUTHWESTERLY XXXXXX XX XXXXXX 0 XX XXXXXX XXX XX. 00000,
XX SAID CITY, AS PER MAP RECORDED IN BOOK 208, PAGES 92 THROUGH 100, INCLUSIVE,
OF SAID PARCEL MAP; THENCE FOLLOWING THE BOUNDARY LINE OF PARCELS 9 AND 10 OF
SAID PARCEL MAP BY THE FOLLOWING SIX COURSES: NORTH 9 (DEGREES) 45' 28" EAST
232.12 FEET; THENCE SOUTH 89 (DEGREES) 53' 01" EAST 233.60 FEET; THENCE NORTH
53 (DEGREES) 04' 54" EAST 181.74 FEET; THENCE NORTH 0 (DEGREES) 16' 54" EAST
305.50 FEET; THENCE SOUTH 89 (DEGREES) 58' 42" WEST 58.81 FEET; THENCE NORTH 0
(DEGREES) 08' 48" EAST 426.88 FEET TO AN INTERSECTION WITH THE SOUTHERLY LINE OF
SPRING STREET, 100 FEET WIDE, AS SHOWN ON RECORD OF SURVEY MAP FILED IN BOOK 85,
PAGE 19, RECORDS OF SAID COUNTY; SAID INTERSECTION BEING ON A CURVE CONCAVE
SOUTHERLY HAVING A RADIUS OF 950.00 FEET AND THROUGH WHICH A RADIAL LINE TO SAID
CURVE BEARS SOUTH 6 (DEGREES) 22' 25" WEST; THENCE WESTERLY 103.88 FEET ALONG
SAID CURVE THROUGH A CENTRAL ANGLE OF 6 (DEGREES) 15' 54"; THENCE WESTERLY ALONG
SAID SOUTHERLY LINE NORTH 89 (DEGREES) 52' 59" WEST 620.52 FEET TO A POINT
DISTANT EASTERLY THEREON 20.00 FEET FROM THE INTERSECTION OF SAID SOUTHERLY LINE
OF SPRING STREET WITH THE EASTERLY LINE OF REDONDO AVENUE, 90 FEET WIDE, AS
SHOWN ON TRACT NO. 27805, AS PER MAP RECORDED IN BOOK 712 PAGES 95 THROUGH 97,
INCLUSIVE, OF MAPS, RECORDS OF SAID COUNTY; THENCE SOUTH 45 (DEGREES) 06' 46"
WEST IN A DIRECT LINE, 28.28 FEET TO A POINT IN THE EASTERLY LINE OF SAID
REDONDO AVENUE, DISTANT SOUTHERLY THEREON 20.00 FEET FROM SAID INTERSECTION;
THENCE SOUTHERLY ALONG SAID EASTERLY LINE SOUTH 0 (DEGREES) 06' 32" WEST 958.27
FEET TO A POINT DISTANT NORTHERLY THEREON 7.94 FEET FROM THE INTERSECTION OF
SAID EASTERLY LINE OF REDONDO AVENUE WITH THE NORTHERLY LINE OF XXXXXX AIRPORT
WAY, VARIES IN WIDTH, AS SHOWN ON SAID PARCEL MAP NO. 16960; THENCE SOUTH 44
(DEGREES) 53' 28" EAST IN A DIRECT LINE 11.24 FEET TO A POINT IN THE NORTHERLY
LINE OF SAID XXXXXX AIRPORT WAY, DISTANT EASTERLY 7.94 FEET FROM LAST MENTIONED
INTERSECTION; THENCE FOLLOWING THE NORTHERLY LINE OF SAID XXXXXX AIRPORT WAY BY
THE FOLLOWING FIVE COURSES; SOUTH 89 (DEGREES) 53' 28" EAST 62.06 FEET TO A
TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 296.00 FEET; THENCE SOUTH-
EASTERLY 129.15 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 25 (DEGREES)
00' 00"; THENCE SOUTH 64 (DEGREES) 53' 28" EAST 57.87 FEET TO A TANGENT CURVE
CONCAVE NORTHEASTERLY HAVING A RADIUS OF 354.00 FEET; THENCE SOUTHEASTERLY 82.99
FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 13 (DEGREES) 25' 54"; THENCE
SOUTH 78 (DEGREES) 19' 22" EAST 59.24 FEET TO THE POINT OF BEGINNING.
Parcel "B"
Legal Description
[MAP OF
A PORTION OF RANCHO LOS CERRITOS,
IN XXX XXXX XX XXXX XXXXX,
XXXXXX XX XXX XXXXXXX,
XXXXX OF CALIFORNIA]
EXHIBIT B
[MAP OF BOUNDARY
LONG BEACH AIRPORT TRAFFIC STUDY AREA
CITY OF LONG BEACH, STATE OF CALIFORNIA]
LIST OF ROADWAY AND
INTERSECTION IMPROVEMENTS
(PHASE "I")
ASSESSMENT DISTRICT NO. 90-2
Project Description
------- -----------
0 Xxxxxx Xxxxxx and Xxxxxx Xxxxxx
0 Xxxxxx Xxxxxx and 36th Xxxxxx
0 Xxxxxx Xxxxxx and Xxxxxxx Xxxx
0 Xxxxxx Xxxxxx and Spring Xxxxxx
0 Xxxxxx Xxxxxx and Spring Xxxxxx
0 Xxxxxxx Xxxxxx and Spring Street
6A Traffic Signals
0 Xxxxxx Xxxxxx and Redondo Street
7A Xxxxxxxxx Xxxxxx
0 Xxxxxxxx Xxxxxxxxx and Xxxxxx Street
0X Xxxxxxxxx Xxxxxx
0 Xxxxxxxx Xxxxxxxxx and Xxxxxxx Road
00 Xxxxxxxx Xxxxxxxxx and Xxxxxx Street
11 Lakewood/Spring
00 Xxxxxxxx Xxxxxxxxx and Willow Xxxxxx
00 Xxxxx Xxxxxx and Xxxxxx Xxxxxx
00 Xxxxx Xxxxxx and Xxxxxx Xxxxxx
00 Xxxxx Xxxxxx and Xxxxxxx Xxxxxx
00 Xxxxx Xxxxxx and Spring Xxxxxx
00 Xxxxx Xxxxxx and Willow Xxxxxx
00 Xxxxxx Xxxxxx and Paramount Boulevard
00 Xxxxxx Xxxxxx and Xxxxx Avenue
Exhibit "C"
Exhibits D - I omitted.
