Resolution - 2006-61RESOLUTION NO.2006-61
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST
COVINA, CALIFORNIA, CONSENTING TO THE EXECUTION OF THE
REAL PROPERTY CONVEYANCE AGREEMENT BY AND BETWEEN
THE CITY OF WEST COVINA AND THE COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF WEST COVINA,
. AND MAKING CERTAIN FINDINGS IN CONNECTION THEREWITH
WHEREAS, the Community Development Commission of the City of West Covina (the
"CDC") is engaged in activities necessary to carry out and implement the Redevelopment Plan
for the West Covina Merged Redevelopment Project Area and the City Wide Project Area (the
"Project Areas"); and
WHEREAS, The CDC is the owner of certain real property consisting of approximately
27 acres located at 2100 S. Azusa, West Covina, California (the "Property"); and
WHEREAS, in order to carry out and implement such Redevelopment Plan the CDC
proposes to enter into that certain Real Property Conveyance Agreement (the "Agreement") with
the City of West Covina (the "City") for the transfer of the Property to the City, all as described
in the Agreement; and
WHEREAS, the City desires to acquire fee simple title to the Property for the purpose of
developing a Sports Park; and
WHEREAS, pursuant to the Agreement, the CDC desires to convey fee title of the CDC
owned Property to the City without charge to the City pursuant to Health and Safety Code
Section 33445 in order to implement the goals of the Project Areas, and be of benefit to the
Project Areas and the residents of the City of West Covina; and
WHEREAS, pursuant to Section 33433 of the Community Redevelopment Law
(California Health and Safety Code Section 33000, et seq.), the CDC is authorized, with the
approval of the City Council after a duly noticed public hearing, to convey the Property for
development pursuant to the Redevelopment Plan upon a determination by the City Council that
the sale of the property will either assist in the elimination of blight or provide affordable
housing for low and moderate income persons, that the consideration for such sale is not less
than either the fair market value or fair reuse value of the Property in accordance with the
covenants and conditions governing the sale and the development costs required thereof, and that
the sale is consistent with the implementation plan which has been adopted by the CDC for the
Project; and
WHEREAS, a joint public hearing of the CDC and City Council on the proposed
Agreement was duly noticed in accordance with the requirements of Health and Safety Code
Sections 33431 and 33433; and
WHEREAS, the proposed Agreement, and a Summary Report meeting the requirements
of Health and Safety Code Section 33433, were available for public inspection consistent with
the requirements of Health and Safety Code Section 33433; and
WHEREAS, on June 29, 2006, the CDC and City Council held a joint public hearing on
the proposed Agreement, at which time the City Council reviewed and evaluated all of the
information, testimony, and evidence presented during the joint public hearing; and
WHEREAS, all actions required by all applicable law with respect to the proposed
Agreement have been taken in an appropriate and timely manner; and
WHEREAS, the City Council has reviewed the summary required pursuant to Health and
Safety Code Section 33433 and evaluated other information provided to it pertaining to the
findings required pursuant to Health and Safety Code Section 33433; and
Resolution No. 2006-61
June 29, 2006
WHEREAS, the City Council has previously determined, in its adoption of the resolution
adding the Property to the West Covina Merged Redevelopment Project Area, that the Property
was blighted; and
WHEREAS, the Agreement would remove such blighting conditions by developing an
• under utilized parcel to relieve an economic burden upon the City, providing recreation facilities
and opportunities to the residents of the Project Areas and the City and eliminating
environmental hazards; and
WHEREAS, the Agreement furthers the goals of the CDC set forth in the Implementation
Plan as it will aid in developing an underutilized property, eliminating blight, mitigating
hazardous materials, and protecting environmental habitat ; and
WHEREAS, the City Council has duly considered all terms and conditions of the
proposed Agreement and believes that the redevelopment of the Property pursuant thereto is in
the best interests of the City of West Covina and the health, safety, and welfare of its residents,
and in accord with the public purposes and provisions of applicable state and local laws and
requirements.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the Cityof West
Covina as follows:
SECTION 1. The City Council finds and determines that, based upon substantial
evidence provided in the record before it, the consideration for the CDC's disposition of the
Property pursuant to the terms and conditions of the Agreement is less than the fair market value
of the Property, but the consideration is not inconsistent with the fair reuse value of the Property
with the uses, conditions and development costs indicated for the Sports Park. Additionally,
Health and Safety Code Section 33445 specifically authorizes the CDC to pay the costs of land
for public projects.
SECTION 2. The City Council hereby finds and determines that the disposition of the
Property pursuant to the Agreement will eliminate blight within the Project Areas. The Property
is blighted because it is vacant underutilized land which has been subjected to illegal grading,
hazardous materials migration, and various land use and environmental restrictions, These
blighting conditions will be removed by the development of the Sports Park through remedial
grading, hazardous materials removal and mitigation, and hazardous materials monitoring.
SECTION 3. The City Council hereby finds and determines that the Agreement is
consistent with the provisions and goals of the Implementation Plan because the Big League
Dreams Sports Park is a specifically identified project within the Implementation Plan. The
Sports Park project will also aid in the elimination of inadequate water, sewer and storm drainage
systems. The project will assist with the cleanup and remediation of properties that are
adversely affected by contaminated soils and/or hazardous wastes.
SECTION 4. The City Council hereby approves the Summary Report and the
Agreement and authorizes and directs the Mayor to execute the Agreement on behalf of the City
in substantially the form as presented in Exhibit A. A copy of the Agreement when executed
shall be placed on file in the office of the City Clerk. The City Manager, or his designee, is
authorized to implement the Agreement and take all further actions and execute all escrow
documents and other documents which are necessary or appropriate to carry out the Agreement.
SECTION 5. The City Council hereby accepts the transfer of the Property from the
CDC to the City. The City Clerk is authorized to place a certificate of acceptance on the Grant
Deed or other document of transfer.
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Resolution No. 2006-61
June 29, 2006
SECTION 6. The City Clerk shall certify to the adoption of this Resolution.
APPROVED AND ADOPTED on this 29a' day of June 2006.
• .r
Mayar—stevtlherfert
ATTEST.
e"
City Clerk Laurie Carrico
I, LAURIE CARRICO, CITY CLERK of the City of West Covina, California, do hereby certify
that the foregoing resolution was duly adopted by the City Council of the City of West Covina,
California, at a special meeting thereof held on the 29t' day of June 2006, by the following vote
of the City Council:
AYES: Lane, Sanderson, Touhey, Herfert
NOES: Hernandez
ABSTAIN: None
ABSENT: None
City Clerk Laurie Carrico
APPROVED AS TO FORM:
City Attorney Amold varez-Glasman
.7
Exhibit A
•
REAL PROPERTY CONVEYANCE AGREEMENT
SELLER: COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF WEST COVINA
BUYER: CITY OF WEST COVINA
•
• TABLE OF CONTENTS
1.
CONVEYANCE................................................................................................................3
2.
PURCHASE PRICE......................................................................................................... 3
3.
CONDITION OF TITLE TO PROPERTY................................................................... 3
3.1
TITLE TRANSFER......................................................................................................... 3
4.
REPRESENTATIONS AND WARRANTIES............................................................... 3
4.1
SELLER'S WARRANTIES............................................................................................ 3
4.2.
REPRESENTATIONS AND WARRANTIES BY BUYER .......................................... 4
5.
INDEMNIFICATION...................................................................................................... 4
6.
BUYER'S WAIVER OF RIGHT TO COMPEL SPECIFIC PERFORMANCE....... 4
7.
ENTIRE AGREEMENT.................................................................................................. 5
8.
BINDING EFFECT.......................................................................................................... 5
9.
WAIVER............................................................................................................................5
10.
CAPTIONS AND HEADINGS........................................................................................ 5
11.
COUNTERPARTS...........................................................................................................5
12.
GOVERNING LAW......................................................................................................... 5
13.
TIME OF ESSENCE5
........................................................................................................
14.
NO THIRD PARTY BENEFICIARY RIGHTS............................................................ 6
15.
INCORPORATION OF EXHIBITS............................................................................... 6
SCHEDULE OF EXHIBITS "
Exhibit "A" Legal Description of Land
Exhibit "B" Grant Deed
•
• REAL PROPERTY CONVEYANCE AGREEMENT
This Real Property Conveyance Agrrement (this "Agreement") is made as of the day
of 2006, by and between THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF WEST COVINA, a body corporate and politic ("Seller"), and THE CITY OF
WEST COVINA, a California municipal corporation ("Buyer").
17961WIVIRi
A. WHEREAS, Seller as the owner of certain land located in the City of West Covina,
County of Los Angeles, State of California, commonly known as and
legally described on Exhibit "A," attached hereto (the "Land"), together with all improvements
thereon and appurtenances thereto ("Improvements"). (The Land and Improvements are
hereinafter collectively referred to as the "Real Property.")
B. WHEREAS, Buyer desires to develop a sports park on the Real Property which will be of
benefit to the Merged Project Area, the City Wide Project Area and the immediate neighborhood
in which the project is located.
C. WHEREAS, Seller desires to convey the Property to Buyer, and Buyer desires to accept
the Property from Seller, all on the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the covenants and agreements contained
herein, the parties hereto agree as follows:
1. CONVEYANCE.
Seller agrees to convey the Property to Buyer, and Buyer agrees to accept the Property
from Seller, on the terms and conditions hereinafter set forth in this Agreement.
2. PURCHASE PRICE.
The total purchase price ("Purchase Price") for the Property shall be One Dollar ($1.00),
payable by Buyer to Seller prior to conveyance of title.
3. CONDITION OF TITLE TO PROPERTY.
3.1 TITLE TRANSFER
Title to the Property shall be conveyed to Buyer upon the payment of the Purchase Price
by Grant Deed in the form attached hereto as Exhibit "B".
4. REPRESENTATIONS AND WARRANTIES.
4.1 SELLER'S WARRANTIES
Seller makes the representations and warranties in this Paragraph 6, each and all of which
shall survive any and all inquiries and investigations made by Buyer and shall survive the
transfer of title and recordation of the Grant Deed.
(a) The Community Development Commission of the City of West Covina is
a public entity duly formed and existing under the laws of the State of California, and has the
power and authority to enter into, this Agreement and to consummate the transactions
contemplated hereby. Seller, and the specific individual parties signing this Agreement on behalf
• of Seller represent and warrant that the parties signing this Agreement on behalf of the Seller
have the full legal power, authority and right to execute and deliver this Agreement.
(b) Neither the entering into this Agreement nor the performance of any of
Seller's obligations under this Agreement will violate the terms of any contract, agreement or
instrument to which Seller is a party.
(c) Seller is the fee title owner of the Real Property and the Real Property
shall be conveyed to Buyer by Grant Deed.
(d) Seller has neither engaged nor dealt with any broker or finder in
connection with the sale contemplated by this Agreement, and shall hold Buyer harmless from
and against, any commission or finder's fee payable to any party who represents or claims to
represent Seller.
4.2. REPRESENTATIONS AND WARRANTIES BY BUYER.
Buyer makes the following representations and warranties in this Paragraph 7,
each and all of which shall survive any and all inquiries and investigations made by Seller and
shall survive the Close of Escrow and recordation of the Grant Deed.
(a) Each and all of the information and any financial statement delivered by
Buyer to Seller is true and correct.
(b) Buyer has neither engaged nor dealt with any broker or finder in
connection with the sale contemplated by this Agreement.
(c) The City of West Covina is a municipal corporation, duly organized,
validly existing and in good standing under the laws of the State of California which has the
power and authority to enter into this Agreement and to consummate the transactions
contemplated hereby. The Buyer, and the specific, individual parties signing this Agreement on
behalf of Buyer represent and warrant that the parties signing this Agreement on behalf of the
Buyer have the full legal power, authority and right to execute and deliver this Agreement.
(d) Buyer has neither engaged nor dealt with any broker or finder in
connection with the sale contemplated by this Agreement, and shall hold Seller harmless from
and against, any commission or finder's fee payable to any party who represents or claims to
represent Buyer.
5. INDEMNIFICATION.
5.1 Subject to any other provisions of this Agreement to the contrary, each party
agrees to indemnify ("Indemnitor") and hold the other party ("Indemnitee") harmless from and
against any claim, loss, damage or expense, including any reasonable attorneys fees (including
attorneys fees on appeal), asserted against or suffered by the Indemnitee resulting from:
(a) Any breach by the Indemnitor of this Agreement;
(b) Any liability of the hidemnitor with respect to the Property, under the
Leases or Other Contracts, or otherwise, as provided in Paragraph 9, below; or
(c) The inaccuracy or breach of any of the representations, warranties or
covenants made by the Indemnitor.
6. BUYER'S WAIVER OF RIGHT TO COMPEL SPECIFIC PERFORMANCE.
As an inducement to Seller to enter into this Agreement, Buyer specifically agrees that it
shall not have, and hereby forever relinquishes and waives, any right to compel Seller to
specifically perform this agreement or otherwise compel Seller to sell the Property to Buyer.
Buyer further acknowledges and agrees that the Property is not unique; that the Property is being
purchased for speculative, investment purposes; that Buyer will not suffer irreparable harm if
Seller fails to convey title; and that money damages will be an adequate remedy to compensate
Buyer for Seller's failure to sell the Property to Buyer. Buyer hereby agrees that it will not, and
• waives any right to, file any lis pendens against the Property (or any portion thereof) and Buyer
4
•
further waives any right to seek specific performance under California Civil Code Sections 3384,
et seq.
7. ENTIRE AGREEMENT.
This Agreement, and the Exhibits attached hereto, represent the entire Agreement
between the parties in connection with the transactions contemplated hereby and the subject
matter hereof and this Agreement supersedes and replaces any and all prior and
contemporaneous agreements, understandings and communications between the parties, whether
oral or written, with regard to the subject matter hereof. There are no oral or written agreements,
representations or inducements of any kind existing between the parties relating to this
transaction which are not expressly set forth herein. This Agreement may not be modified except
by a written agreement signed by both Buyer and Seller. Without limiting the foregoing, Buyer
and Seller expressly acknowledge and agree that they have not relied on any written or oral
statements made by the other party's real estate broker in entering into this Agreement.
8. BINDING EFFECT.
This Agreement shall be binding upon and inure to the benefit of the parties hereto, their
respective heirs, legal representatives, administrators, successors in interest and assigns.
9. WAIVER.
No waiver by any party at any time of any breach of any provision of this Agreement
shall be deemed a waiver or a breach of any other provision herein or a consent to any
subsequent breach of the same or another provision. If any action by any party shall require the
consent or approval of another party, such consent or approval of such action on any one
occasion shall not be deemed a consent to or approval of such action on any subsequent occasion
or a consent to or approval of any other action.
10. CAPTIONS AND HEADINGS.
The captions and paragraphs numbers appearing in this Agreement are inserted only as a
matter of convenience and do not define, limit, construe, or describe the scope or intent of this
Agreement.
11. COUNTERPARTS.
This Agreement may be executed in counterparts, each of which shall be considered an
original and all of which taken together shall constitute one and the same instrument.
12. GOVERNING LAW.
This Agreement has been prepared, negotiated and executed in, and shall be construed in
accordance with, the laws of the State of California. Any action or proceeding relating to or
arising out of this Agreement shall be filed, if a State action, in the Superior Court of the State of
California for the County of Los Angeles, or if a Federal action, in the United States District
Court for the Central District of California.
13. TIME OF ESSENCE.
Time is of the essence with respect to all matters contained in this Agreement..
E
14. NO THIRD PARTY BENEFICIARY RIGHTS.
This Agreement is entered into for the sole benefit of Buyer and Seller and no other
parties are intended to be direct or incidental beneficiaries of this Agreement and no third party
shall have any right in, under or to this Agreement.
15. INCORPORATION OF EXHIBITS.
Each and all of the exhibits attached to this Agreement are incorporated herein as if set
forth in full in this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
set forth next to their signatures.
"SELLER"
Date:
Approved as to form:
General Counsel
"BUYER"
Date;:
COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF WEST
COVINA
By:
Executive Director
Attest:
Commission Secretary
CITY OF WEST COVINA
By:
City Manager
Attest:
Approved as to form: City Clerk
City Attorney
0
51
• EXHIBIT "A"
Legal Description of Real Property
Real property in the City of West Covina, County of Los Angeles, State of California, described as follows:
PARCEL 10 OF PARCEL MAP 60193, IN THE CITY OF WEST COVINA, AS PER MAP FILED IN BOOK 336,
PAGES 93 THROUGH 100 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
7
• EXHIBIT "B"
Grant Deed
No recording fee required; this document exempt
from fee pursuant to Section 6103 of the
California Government Code
GRANT DEED
For a valuable consideration, receipt of which is hereby acknowledged,
THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY .OF WEST
COVINA, a public body, corporate and politic ("Grantor"), hereby grants to THE CITY OF
WEST COVINA , a California municipal corporation ("Grantee"), that certain real property
described in Exhibit "A" attached hereto and incorporated herein by this reference ("Property").
1. The Grantee covenants and agrees to use, occupy and maintain the Property only
for the construction and operation of uses permitted by the Redevelopment Plan.
2. The Grantee covenants by and for itself and any successors in interest that there
shall be no discrimination against or segregation of any person or group of persons on account of
race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor shall the Grantee
itself or any person claiming under or through it establish or permit any such practice or practices
of discrimination or segregation with reference to the selection, location, number, use of
occupancy of tenants, lessees, subtenants, sublessees or vendees in the Property.
•
• All deeds, leases or contracts made relative to the Property, the improvements thereon or
any part thereof, shall contain or be subject to substantially the following nondiscrimination
clauses:
a. In deeds: "The Grantee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns and all persons claiming under or through
them, that there shall be no discrimination against or segregation of any person or group of
persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry
in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein
conveyed, nor shall the Grantee himself or herself, or any person claiming under or through him
or her, establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees or vendees in the land herein conveyed. The forgoing covenants shall run with the
land."
b. In leases: "The Lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators and assigns, and all persons claiming under or through him
or her, and this lease made and accepted upon and subject to the following conditions:
That there shall be no discrimination against or segregation of any person or
group of persons on account of race, color, creed, religion, sex, marital status, national origin or
ancestry in the leasing, subleasing, transferring, use of occupancy, tenure or enjoyments of the
land herein leased, nor shall the lessee himself or herself, or any person claiming under or
through him or her, establish or permit any such practice or practices if discrimination or
segregation with reference to the selection, location, number, use of occupancy of tenants,
lessees, sublessees, subtenants or vendees in the land herein leased."
C. In contracts: "There shall be no discrimination against or segregation of
any person or group of persons on account of race, color, creed, religion, sex, marital status,
national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or
enjoyment of the land, nor shall the transferee himself or herself, or any person claiming under or
through him or her, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection location, number, use or occupancy of tenants,
lessees, sublessees, subtenants or vendees in the land."
3. No violation or breach of the covenants, conditions, restrictions, provisions or
limitation contained in this Grant Deed shall defeat or render invalid or in any way impair the
lien or charge of any mortgage, deed of trust or other financing or security instrument; provided,
however, that any successor of Grantee to the Property shall be bound by such remaining
covenants, conditions, restrictions, limitations and provisions, whether such successor's title was
acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise.
4. The Covenants and Conditions of this Grant Deed shall be deemed to be
covenants running with the land and shall bind future purchasers, encumbrances and transferees.
Z
• Executed on , 2006, in
•
California.
COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF WEST COVINA
By:
ATTEST:
Commission Secretary
State of California )
County of )
On before me,
appeared
Andrew G. Pasmant, Executive Director
personally
, personally
known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)
on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
WITNESS my hand and official seal.
Signature
10
(Seal)
• GRANTEE'S ACCEPTANCE OF CONDITIONS, COVENANTS AND RESTRICTIONS
The provisions of this Grant Deed are hereby approved and accepted.
CITY OF WEST COVINA
State of California
County of
On _
appeared
before me,
LEE
Andrew G. Pasmant, City Manager
ATTEST:
City Clerk
personally
, personally
known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)
on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
WITNESS my hand and official seal.
Signature
•
11
(Seal)
• Exhibit Dee to
Grant Deed
LEGAL DESCRIPTION
Real property in the City of West Covina, County of Los Angeles, State of California, described as follows:
PARCEL 10 OF PARCEL MAP 60193, IN THE CITY OF WEST COVINA, AS PER MAP FILED IN BOOK 336,
PAGES 93 THROUGH 100 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
LIM
12