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Resolution - 7174RESOLUTION NO. 7174 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA APPROVING CERTAIN CHANGES TO THE DISPOSITION AND DEVELOPMENT • AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF WEST COVINA AND WATT INVESTMENT PROPERTIES, INC.; MAKING CERTAIN FINDINGS WITH RESPECT TO THE CONSIDERATION TO BE RECEIVED BY THE AGENCY PURSUANT TO SAID AGREEMENT, AS CHANGED; APPROVING THE PROPOSED SALE OF SAID REAL PROPERTY; CONSENTING TO THE PROVISION FOR CERTAIN PUBLIC IMPROVEMENTS; AND APPROVING THE r DISPOSITION AND DEVELOPMENT AGREEMENT, AS CHANGED WHEREAS, Redevelopment Agency of the City of West Covina (the "Agency") is engaged in activities necessary to execute and implement the Redevelopment Plan for the Central Business District Redevelopment Project (the "Project"); and WHEREAS, in order to execute and implement the Redevelopment Plan, the Agency proposes to sell certain real property known as the Atrium Development Site (the "Site") in the Project area, pursuant to the terms and provisions of a proposed Disposition and Development Agreement (the "Agreement") to be entered into with Watt Investment Properties, Inc. (the "Developer"), which Agreement contains a description of said Site; and WHEREAS, the Developer has submitted to the Agency a written offer in the form of said Agreement to purchase the Site; and WHEREAS, the Agency and the Developer have agreed to make certain changes in the Agreement as submitted for the purchase and development of the Site; and WHEREAS, the proposed Disposition and Development Agreement as proposed to be changed contains all the provisions, terms and conditions, and obligations required by the State and local law; and WHEREAS, the Developer possesses the qualifications and financial resources necessary to acquire and insure the development of the Site in accordance with the purposes and objectives of the Redevelopment Plan; and WHEREAS, the Agency has prepared, and the City Council has reviewed and considered, a summary report setting forth the cost of the Agreement to the Agency, the estimated value of the interests to be conveyed determined at the highest uses permitted under the Redevelopment Plan, and the purchase and lease prices, and made said summary available for public inspection in accordance with the California Community Redevelopment Law; and WHEREAS, the summary report has been considered by Agency staff and consultants in light of the changes, and the staff and consultants have satisfied this Council that the sale and Agreement are feasible; and WHEREAS, the Agency and the City Council have determined that the proposed changes to the Agreement to purchase the Site will not affect the determination that •— the proposed development and the method of financing are feasible as set forth in said summary report; and WHEREAS, pursuant to the California Community Redevelopment Law, the Agency and the City Council held a joint public hearing on the proposed sale of the Site and on the proposed Disposition and Development Agreement, as changed; and WHEREAS, the City Council has duly considered all terms and conditions of the proposed sale and believes that the development of the Site pursuant to the proposed Disposition and Development Agreement, as changed, is in the best interests of 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 law and requirements. NOW THEREFORE, BE IT RESOLVED by the City Council of the City of West Covina as follows: -1- 1. The City Council hereby approves the changes to the proposed Disposition and Development Agreement between the Agency and the Developer set out in Exhibit "A" attached hereto and incorporated herein by this reference, and ratifies the incorporation of said changes into the Disposition and Development Agreement. 2. The City Council hereby finds and determines that the consideration for • the sale of the Site pursuant to the Disposition and Development Agreement, as changed, between the Agency and the Developer is not less than the fair market value for the Site in accordance with the covenants and conditions governing such sale. 3. The City Council hereby finds and determines that the consideration for the sale of the Site pursuant to said Agreement, as changed, is necessary to effectuate the purpose of the Redevelopment Plan. • 4. The City Council hereby finds and determines that the provision by the Agency of certain public improvements for the Site pursuant to the Agreement, as changed, which improvements would otherwise be the responsibility of the Developer, is necessary to effectuate the purposes of the Redevelopment Plan. 5. The City Council hereby consents to the providing of said public improvements by the Agency. 6. The sale of the Site by the Agency to the Developer and the Disposition and Development Agreement, as changed which establishes the terms and conditions for the sale and development of the Site, are hereby approved. 7. The City Clerk shall certify to the adoption of this Resolution. APPROVED AND ADOPTED this 28th day of April , 1986. E RED - IN Mayor ATTE T: City, ler I HEREBY CERTIFY that the foregoing Resolution No. 7174 was duly adopted by the City Council of the City of West Covina at an adjourned regular meeting thereof held on the 28 th day of Apri 1 , 1986 by the following vote: AYES: Councilmen: Bacon, NOES: Councilmen: None ABSENT: Councilmen: None ABSTAIN: Councilmen: None APP OVED AST FORM: 'a City Attorney 120/17-6 Planners, Chappell, Shearer City Clerk -2- EXHIBIT "A" REVISIONS AND CHANGES MADE IN THE ATRIUM DEVELOPMENT SITE DISPOSITION AND DEVELOPMENT AGREEMENT SINCE APRIL 14, 1986 • April 25, 1986 Listed below by Section numbers are changes and revisions made in the proposed Disposition and Development Agreement between the Redevelopment Agency of the City of West Covina and Watt Investment Properties, Inc. for the sale, purchase and development of the Atrium Development Site which was placed on file for public • review on April 14, 1986. Revisions in accordance with changes in the Agreement were made in all Attachments where appropriate. DISPOSITION AND DEVELOPMENT AGREEMENT Section 105.2, Page 2 "Watt Industries, Inc." in the first paragraph was changed to "W & B Builders, Inc., a California corporation." Section 105.2, Pages 2-3 The last sentence beginning at the bottom of page 2 and ending on page 3 was revised to add the underscored language as follows: The Developer with Agency approval, which approval shall not be unreasonably withheld, may assign and delegate its rights, responsibilities, obligations' and liabilities for development under this Agreement with respect to any Development Phase to any entity that is the parent company or a wholly owned subsidiary of Developer, or any entity in which any of the following own a controlling interest (or in the case of a partnership, the managing entity is so owned and controlled): Section 106, Page 4 The second sentence in the third paragraph was revised to add the underscored language as follows: The Developer Deposits for Development Phase II and Development Phase III shall be delivered to the Agency concurrently with Developer's notice to Agency of Developer's election to proceed with the development of each such Phase. The first sentence in the fifth paragraph is revised to add the underscored language as f ollows: THE AGENCY AND THE DEVELOPER, BY THIS AGREEMENT, MUTUALLY AGREE THAT PRIOR TO THE CONVEYANCE OF TITLE TO THE DEVELOPMENT PHASE PARCELS, LIQUIDATED DAMAGES MAY BE PAID TO THE AGENCY FROM THE DEVELOPER'S DEPOSITS AS A • RESULT OF THE FAILURE OF THE DEVELOPER TO PERFORM THE OBLIGATIONS REQUIRED OF IT UNDER THIS AGREEMENT WHICH ARE WITHIN ITS SOLE POWER TO PERFORM, OR TO ACT IN GOOD FAITH AND TO MAKE REASONABLY DILIGENT EFFORTS TO PERFORM CERTAIN OTHER ACTS AND OBLIGATIONS REQUIRED OF IT UNDER THIS AGREEMENT WHICH INVOL'.' 1 L' L AGREE ":TENT OF PARTIES NOT A PARTY TO THIS AGREEMENT. Section 201.2.a, Page 6 The second sentence of the second paragraph was revised to add the following underscored language: Said notice of Developer's election shall designate the Parcels to be purchased and developed as Development Phase II and shall be transmitted to Agency on or before the earlier occurrence of the following: Exhibit "A" Page 1: of 9 Section 201.2.a, Page 7 The second paragraph on this page was formerly paragraph (f) of Section 204. Section 203, Page 10 • The first unnumbered paragraph on page 10 was revised to add the underscored language as follows: All funds received in this escrow shall be deposited by the Escrow Agency with other escrow funds of the Escrow Agent in a general escrow account or account with any state or national bank acceptable to Deve��lo er doing business in the State of California. Such funds may be tranred to any other such general escrow account or accounts. All • disbursements shall be made on the basis of a thirty (30) day month. Section 206, Page 12 The following sentence was added to Section 206 which describes the condition of title to be conveyed: The Developer shall cooperate with the Agency to the fullest extent in resolving problems, if any, with respect to existing utility easements, including the relocation of anv such easements and the reservation of utility runts-or-w Section 211, Page 13 The following sentence was added to Section 211 regarding relocation of occupants from the Site: The Agency shall use its best efforts to relocate Harry Hill Volkswagen, Inc. from the Site no later than June 30, 1987. Section 213, Pages 14-15 Section 213 was revised to read as follows: [ S 2131 Condition of the Site All demolition and site clearance work shall be performed by the Agency and the Developer as provided in the Scope of Development (Attachment No. 3). The Agency only shall be responsible for the removal of asphaltic concrete pavement, curbs, gutters, foundations and slabs to a depth of one foot below grade. The Site will be scarified and ripped to a maximum of 12 inches in depth and any pipes, foundations or slabs encountered shall'be cut and removed to said 12 inch depth. Developer shall not be required to reimburse Agency for any costs which Agency incurs in connection with any demolition and site clearance work which the Agency has heretofore performed or caused to be performed, or hereafter performs or causes to be performed with respect to the Site. As to all portions of the Site (including soil beneath any area excavated by Agency or others prior to conveyance) the Site and all • portions thereof shall be conveyed in an "as is" condition, with no warranty, express or implied by the Agency as to the condition of the soil, its geology, or the presence of known or unknown faults. It shall be the sole responsibility of the Developer at its expense to investigate and determine the soil conditions of the Site and the suitability of the Site for the development to be constructed thereon. The Agency represents that its present employees have no actual knowledge of any condition of the soil of the Site which would render the Site unsuitable for the development to be constructed thereon. The Agency has no obligation to search or exercise due diligence to discover any such condition of the soil. Following execution of this Agreement by Developer, Developer shall have access to the Site for the purpose of conducting tests to determine the soil, geologic, and seismic condition of the Site and its suitability for the development to be constructed thereon. The Agency shall disclose to Exhibit "A" Page 2 of 9 Developer all defects or unusual conditions reported to Agency by its contractor during the performance of all demolition and site clearance work which is the responsibility of the Agency under this Section 213. Within thirty (30) days after completion of demolition and site clearance work to be done by the Agency prior to the conveyance of the Development Phase I Parcels, or on or before September 30, 1986, whichever is later, the Developer shall determine the suitability and indicate the unacceptability of the soil, if such is the case. If Developer determines that in its judgment the soil, geologic, or seismic condition of the Site, or any portion thereof, renders the Site unsuitable for economically feasible development, Developer may so notify the Agency in writing, stating the reasons for such unsuitability and Developer's election to terminate this Agreement and receive the return of Developer's Deposit in accordance with the provisions of Section 508.1(a) hereof. • Upon receipt of such notice of Developer's election to terminate, Agency may (but is not obligated to) cure such condition at its own cost and expense, in which case this Agreement shall not terminate and Developer shall take conveyance of the Site after such condition shall have been corrected by Agency to Developer's reasonable satisfaction. If after conveyance of title, the soil conditions of the Site or any part thereof, are not in all respects entirely suitable for the use or uses to which the Site will be put, then it is the sole responsibility and obligation of Developer to take such actions as may be necessary to place the Site and the soil conditions of the Site in all respects in a condition entirely suitable for the development of the Site. Section 215, Pages 15-16 Section 215 requiring Developer to submit to Agency evidence that Developer has the financing necessary to purchase and develop the Site was revised to include the below underscored language: 2. A copy of the contract between Developer and the general contractor for the construction of such improvements, certified by Developer to be a true and correct copy thereof or in the alternative a line -item budget showing that estimated costs match adequate financing and the source of financing; and 3. A copy of all proposed or executed construction loan documents (e.g. notes, trust deeds, indentures, loan agreements, etc.) necessary to assure closing and complete funding for the development and construction of the improvements on the appropriate Development Phase, including bond documents, if applicable, to be effective and recorded next in order after the recordation of the instruments pursuant to this Agreement; and Section 314, Page 20 The second paragraph of this Section which provides for Developer to make property tax payments to the Agency of the difference of $400,000 and the property tax actually paid for any fiscal year where actual taxes paid is less than $400,000. Said paragraph was revised to change the period of such tax payments from "twenty years" to "twelve years." Section 402, Page 27 • Language in this Section 402 providing for maintenance of landscaping on the Site was revised to refer to Sections of the Scope of Development (Attachment No. 3) which set forth specific obligations for such maintenance. Section 405, Page 28 The following paragraph 5 was added to this Section which Section states the effect and duration of all covenants in the Agreement: 5. The View Corridors granted in Section VII of the Scope of Development shall remain in effect so long as the office buildings to be constructed on Developer Parcels lA and 1B remain in existence and possess a Certificate of Occupancy. Exhibit "A" Page 3 of 9 Section 506, Page 30 This Section, which provides for actions for damages in the event of default by either party, was revised to include the underscored language: B 5061 Damages • If, after conveyance of title either party defaults with regard to any of the provisions ot this Agreement, the nondefaulting party may serve written notice of such default upon the defaulting party. If the default is not commenced to be cured within thirty (30) days after service of the notice of default and is not cured promptly in a continuous and diligent manner within a reasonable period of time after commencement, the nondefaulting party may thereafter (but not before) commence an action for damages against the defaulting party with respect to such default; except that all defaults occurring prior to a conveyance of title shall be subject to the liquidated damage provisions of Section 106 hereof. • Section 507, Page 30 This Section, providing for actions for specific performance in the event of default by either party, was revised to provide that such actions can only be brought after conveyance of land to Developer. Section 508.1, Page 30 Paragraph (a) of this Section, providing for termination rights of Developer prior to conveyance, was revised to include the following underscored language: 19 508.11 Termination by Developer (a) The Developer at its option may terminate this Agreement upon written notice to the Agency, if on or before the expiration of thirty (30) days after Agency completion of demolition and site clearance work required under Section 213, or on or before September 30, 1986, whichever is later, after diligent investigation of the soil and building conditions o the Site pursuant to Section 213 hereof, Developer determines that said conditions are such that development of the Site cannot economically or feasibly be pursued, and the Agency does not elect to correct such conditions. In the event of such termination the Agency shall return Developer's Deposit, plus any interest accrued thereon, and neither party shall have any further rights or liabilities against the other. Section 508.2, Page 32 Paragraph (g) of this Section providing for Agency's termination with respect to Developer Parcel 4 was revised to include a specific reference to Developer Parcel 4 in the first sentence. Section 509, Page 32 This Section, providing for a right of reverter in the Agency for defaults by Developer after conveyance of title, was revised to include the following underscored language: (c) Fail to complete construction of (i) the Hotel, the Hotel Parking and the Atrium associated therewith, (ii) the Office Building on Developer Parcel lA and the Parking and Atrium the Office Building on Developer Parcel 113 and associated therewith; (iv) the Office Building on the Parkinu asseeiatPd thPrPwitr_ Any ful t►,o nff associated therewith, (iii) the Parking and Atrium Developer Parcel 2B and (d) Assign or attempt to assign this Agreement (or any rights herein), or sell, transfer, convey, assign, or lease the whole or any part of such Developer Parcel, or of the improvements to be constructed thereon, in violation of this Agreement. The Agency's right only the Parcel or Parcels to reenter and r which are the sub shall be applicable to Exhibit "A" Page 4 of 9 Section 701.1, Pages 36 & 38 This Section provides for the construction of public parking and appurtenant landscaping for the first Development Phase with funds from tax exempt Certificates. The second full paragraph on page 36 was amended to include the following underscored language: Developer may provide its replacement Alternate Letter of Credit at any time after execution of this Agreement by the Agency, if and when permitted by the Bond Documents. Agency shall cooperate with Developer in its efforts to obtain the Alternate Letter of Credit. If Developer fails to perform hereunder after posting the Alternate Letter of Credit with the Bank, Developer's Alternate Letter of Credit shall remain as security for • the Certificates until such time as the Agency, or a replacement Cert�developer, is able to secure a substitute Letter of Credit, or the es are retired at the end of the 3-year temporary period provided in the Bond Documents, but not beyond the period of the Certificates even if retired early. The first paragraph on page 38 was revised to read as follows: The Agency shall cooperate with the Developer and bond counsel in order to effectuate the provisions of this Section 701.1a. The Agency shall receive the purchase price for land within Agency Parcel 1 set forth in Section 202.6 from the Certificate proceeds. Signature Page, Page 46 The name of the Developer signing the Agreement was changed from Watt Industries, Inc. to "Watt Investment Properties, Inc.." SCHEDULE OF PERFORMANCE, ATTACHMENT NO. 2 The Schedule of Performance was revised to: (1) Change the time in which the Agency must complete all demolition and site clearance work for each Development Phase from 1160 days" to 1130 days prior to the date for conveyance of title" to each Phase. (2) Change the time in which the Developer must complete construction of improvements for Development Phases II, III and IV from 1112 months" to 1118 months after commencement of construction" for each Phase. SCOPE OF DEVELOPMENT, ATTACHMENT NO. 3 Section I, Function, Page 1 This Section was revised to include the following underscored language: The Atrium Development project will be a multi -use business complex developed in four separate phases. The first phase shall include a full service, Holiday Inn Hotel or an equivalent reasonably acceptable to A enc with not less than 300 rooms, two four-story office buildings with an approximate 90,000 gross square feet each, an elegant, enclosed, garden, 15,000 square foot Atrium, and structured and surface parking. 0 Section II, Architecture and Design, Page 1 The second paragraph of this Section was revised to include the following underscored language: The horizontal windows will be accentuated by cementitious spandrels, with articulated profiles to appropriate depth and texture. Glass Fiber Reinforced Concrete shall be a minimum standard and in no way will a Dryvit material be used. Section III, Developer Responsibilities Subsection B.l.a, B.l.b, B.l.c and B.l.e, pages 3 and 4, were revised to include the following underscored language: Exhibit "A" Page 5 of 9 a. Developer Parcels lA and 1B A building pad with a 4-story Office Building containing approximately 90,000 gross square feet will be constructed on each of Developer Parcel 1A and Developer Parcel 1B, for a total of 180,000 square feet. Developer agrees to use its best efforts, but is not obligated, to construct no less than. 10,000 square feet of ground floor retail uses oriented toward the Atrium. The buildings will be Type III structures of rigid steel frame construction. The outside exterior walls of the buildings will be cementitious panels and shall be subject to architectural approval of the Agency. Each building will have three track elevators. b. AL7encv Parcel 1 • A structured Public Parking Garage with approximately 612 spaces, which will contain all City Code required parking requirements for Developer Parcels lA and 1B, will be constructed on Agency Parcel 1. The structure will be architecturally compatible with the Office Buildings and will be of post -tensioned concrete construction with exterior walls of precast concrete panels, subject to the architectural approval of the Agency. The parking structure shall include landscaping and architectural treatment to all facades which shall be subject to architectural approval of the Agency. It will have a hydraulic elevator and a stairway at the midpoint on the south side of the structure with two additional stairways - one at each end of the structure on the south side. C. Hotel Parcel A Holiday Inn Hotel or an equivalent as described above (equivalent to the core concept and including fixtures and equipment equivalent to those previously submitted to the Agency) with no less than 300 guests units (single rooms and suites), an associated ballroom and meeting space area of not less than 6,000 square feet capable of accommodatinz 250 seat banquets, and separate dining and lounge facilities of not less than 300 seats including any seats located within that portion of the Atrium which is integrated with the hotel's dining and lounge facilities) will be constructed on the Hotel Parcel. The lower roof of the hotel shall contain a swimming pool and its related equipment. Screening of equipment shall adhere to City Code requirements. e. Atrium Parcel A 15,000 square foot, climate controlled Atrium shall be constructed on the Atrium Parcel. The four-story Office Buildings on Developer Parcels lA and 1B and the Hotel will form the major walls for the Atrium. The three entrances to the Atrium will be four stories each and constructed of glass and will have revolving doors and handicapped access. The structure itself will have four interior perimeter columns with the interior space free of columns obstructing movement through the center of the Atrium. The roof will be not less than 30 percent glass that will be of a general sawtooth design to present an attractive, faceted appearance. The lower level of the sawtooth portion of the Atrium roof shall not be lower than the level of the roof of the four-story buildings. The primary lighting system will be of a High Intensity Discharge type. • Such lighting will be installed and will be complemented by other accent lighting in and around the ground level. The Atrium floor will be constructed of ceramic tile, quarry and/or tile pavers. The ground level will contain two fountains with laminar flow themes, plants and trees, and works of art tha' vii71 L,:avide an elegant garden atmosphere. The floor shall contain several levels to accommodate various civic, commercial, and cultural events and activities. Subsection B.2.b, page 4, was revised to include the following underscored language: b. Agency Parcel 2 and Developer Parcel 2A A parking structure and surface parking containing all City Code required parking for Developer Parcel 2B shall be constructed on Agency Parcel 2 and Developer Parcel 2A. The exterior of the building shall be Exhibit "All Page 6 of 9 0 compatible with the Development Phase I Office Buildings and shall be subject to architectural approval of the Agency. Subsection B.3.b., pages 4 and 5, was revised to include the following underscored language: b. Agency Parcel 3 and Developer Parcel 3A A parking structure and surface parking containing all City Code required parking for Developer Parcel 3B shall be constructed on Agency Parcel 3 and Developer Parcel 3A. The exterior of the building shall be compatible with the Development Phase I Buildings and the building on Developer Parcel 2B. and shall he suhieet to grehitPet»rg1 gnnrnvnl of tho Amonnv • Section IV, Agency Responsibilities The last sentence of subsection B of this Section, page 5, which sets forth the demolition and site clearance work to be performed by the Agency, was revised to add the following underscored language: The Site shall be scarified and ripped to a maximum of 12 inches in depth, and any pipes, foundations or slabs encountered shall be cut and removed to said 12 inch depth. Subsection D of Section IV, which provides for the installation and construction of utilities, temporary landscaping and temporary access roads, pages 6 and 7, was revised to read as follows: D. Utilities; Temporary Landscaping and Access Road Improvements 1. Utilities In addition to any other costs which are to be borne by the Agency with respect to the development of the Site, the Agency shall pay costs incurred in extending facilities for water, sewer, storm drains, gas and electrical utilities from their location in the public streets to the property line of Developer Parcels 1A or 1B and the Hotel Parcel. The maximum amount that the Agency will be required to pay for such facilities shall be for costs of labor and materials (hard costs) not to exceed $200,000. 2. Temporary Landscaping and Access Roads The Agency shall install, construct and maintain temporary landscaping and irrigation and temporary access roads in connection with Development Phase H Parcels (Developer Parcels 2A, 2B and Agency Parcel 2), Development Phase III Parcels (Developer Parcels 3A, 3B and Agency Parcel 3) and Developer Parcel 4 as hereinafter provided. The hard costs (i.e., direct costs of labor and material on -site) for installation and construction of temporary landscaping, irrigation, and the temporary access roads, shall be paid by the Agency, but shall not exceed $490,330. The Developer shall pay all hard costs in excess of the Agency maximum of $490,330, and all soft and other costs. The temporary landscaping and irrigation on Developer Parcels 2A, 2B, 3A, 3B and 4, and Agency Parcels 2 and 3 shall consist of turf mounding . and perimeter trees of a type similar to trees to be placed within Developer Parcels 1A and 1B, the Hotel Parcel and the Hotel Parking Parcel. The temporary access -.roads, . described in Section VI hereof, on Developer Parcels 2A, 2B, 3A and 3B, shall consist of 2 inches of Asphalt Concrete over approximately 3 inches of Rock Base. The Agency shall install temporary landscaping and construct temporary access roads for Development Phases II, III and IV in designated areas equal to the square footage of land within Development Phases II and M. The Developer shall designate those Parcels or portions thereof upon which temporary landscaping and irrigation will be installed by the Agency, except that in no event shall such designated land areas exceed the total square feet of land in Development Phases II and III. Exhibit "A" Page 7 of 9 The Agency shall pay costs of maintaining the temporary landscaping and the access roads as follows: (1) The Agency shall maintain any temporary landscaping on Development Phase H Parcels and the access road on Developer Parcels 2A and 2B until Developer is scheduled to accept • conveyance of the Development Phase II Parcels, or until said Parcels are conveyed for development, or until Developer's option to purchase and develop the Development Phase H Parcels expires unexercised, whichever occurs earlier. (2) The Agency shall maintain any temporary landscaping on Development Phase III Parcels and the access road on Developer Parcels 3A and 3B until Developer is scheduled to • accept conveyance of the Development Phase III Parcels, or until said Parcels are conveyed for development, or until Developer's option to purchase and develop the Development Phase III Parcels expires unexercised, whichever occurs earlier. (3) The Agency shall maintain any temporary landscaping on Developer Parcel 4 until said Parcel is conveyed for development, or in the event Developer does not exercise its option to purchase and develop Developer Parcel 4, until such time as the Agency's obligation to maintain temporary landscaping on Development Phase H Parcels and Development Phase III Parcels expires, or until such time as Developer Parcel 4 is scheduled for conveyance and development by parties other than the Developer, or other use by the Agency, whichever occurs earlier. Upon expiration of the Agency's obligation to maintain temporary landscaping and access roads as provided in this Section, the Agency may grant to Developer a revocable license to maintain the temporary landscaping and access roads at Developer's expense. Such license shall be revoked at such time as the subject Parcels are scheduled for conveyance, development or other use by Agency. To the extent that the Agency is permitted by law to do so, the Agency, instead of contracting directly for the work to be performed pursuant to this Section by the Agency, may pay or reimburse Agency's portion of the hard costs to Developer, or Developer's contractor under a contract which includes this work together with other work for Developer. Section V, Development Standards Subsection I, Loading, page 9, was revised to read as follows: I. Loading Except for buildings located on Developer Parcels lA and 1B, off-street loading facilities shall be located in a manner_ to avoid interference with public use of sidewalks from the street. All off-street loading facilities shall be reasonably located and shall be constructed to comply with the '_Municipal Code. Off-street loading facilities must be screened by landscaping to the extent and in the manner required by the Agency. is Section VH, View Corridors, Page 10 This Section, page 10, was revised to prohibit the construction of buildings within two areas designated as view corridors for the benefit of two four-story office buildings to be constructed on the Site. The Section forri,�-'�y ::ir;ited the height of buildings in the designated areas to 30 feet. Exhibit "A" Page 8 of 9 Section VII, Agency Design Review, Page 10 The following new Section was added to the Scope of Development: VIII. AGENCY DESIGN REVIEW • Agency design review shall take place during and at the submission of Basic Concept Drawings, Preliminary Schematic Construction Drawings and Final Construction Drawings, and at key times during construction. Drawings submitted to Agency on April 8, 1986 shall be considered the Basic Concept Drawings and shall be considered approved at the time of execution of this Agreement. • 120/17-6 • z Exhibit "A" Page 9 of 9