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HomeMy WebLinkAbout15-12 Approving a Second Amendment to Development Agreement for Segerstrom Town CenterORDINANCE NO. 15-12 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COSTA MESA, CALIFORNIA, APPROVING A SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT NO. DA -00-02 FORSEGERSTROM TOWN CENTER THE CITY COUNCIL OF THE CITY OF COSTA MESA DOES HEREBY ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Costa Mesa, California, does hereby find and declare as follows: 1. On or about March 5, 2001, the City Council of the City of Costa Mesa adopted Ordinance No. 01-14 approving Development Agreement DA -00-02 for the Segerstrom Town Center Project. 2. The parties to said Development Agreement have subsequently determined that certain provisions of the Development Agreement require amendment. 3. Public hearings have been held before this City Council pursuant to the procedures described in Council Resolution No. 88-53. At these hearings, the City Council considered the evidence, the testimony presented by the public, and the Planning Commission's recommendation regarding the proposed First Amendment to Development Agreement DA -00-02 between the City of Costa Mesa and South Coast Plaza, a California general partnership ("Owner") 4. The Second Amendment to the Development Agreement between the City of Costa Mesa and Owner: (a) Is consistent with the General Plan and the North Costa Mesa Specific Plan; (b) Is compatible with the uses authorized in, and the existing land use regulations prescribed for, the zoning districts in which the real property covered by the Amendment to the Development Agreement are located; and Ordinance No. 15-12 Page 1 of 4 (c) Is in conformity with and will promote the public necessity, and public convenience, general welfare, and good land use practices. 5. The Second Amendment to the Development Agreement will not: (a) Be detrimental to the public's health, safety and general welfare; nor (b) Adversely affect the orderly development of the property. 6. The Second Amendment to the Development Agreement will promote and encourage the development of the proposed project by providing stability and certainty to the Owner, and will provide to the City and its citizens the public benefits promised in the Development Agreement and subsequent Amendments thereto. 7. The Second Amendment to the Development Agreement has been reviewed for compliance with the California Environmental Quality Act (CEOA), the CEQA Guidelines, and the City's environmental procedures, and has been found to be exempt. Section 2. The City Council hereby approves, adopts and enters into the Second Amendment to the Development Agreement in the form attached hereto and incorporates the Second Amendment herein by this reference (Exhibit 1). Upon execution of the Second Amendment by all parties, the City Clerk is directed to record the Second Amendment pursuant to the City of Costa Mesa Development Agreement Procedures and Requirements. Section 3. Publication. This Ordinance shall take effect and be in full force and effect thirty (30) days from and after its passage and, before the expiration of fifteen (15) days after its passage, shall be published once in the DAILY PILOT, a newspaper of general circulation printed and published in the City of Costa Mesa, or, in the alternative, the City Clerk may cause to be published a summary of this Ordinance and a certified copy of the text of this Ordinance shall be posted in the office of the City Clerk five (5) days prior to the date of adoption of this Ordinance, and within fifteen ( 15) days after adoption, the City Clerk shall cause to be published the aforementioned summary and shall post in the office Ordinance No. 15-12 Page 2 of 4 of the City Clerk a certified copy of this Ordinance together with the names of the members ofthe City Council voting for and against the same. ADOPTED this 4th day of November, 2015. singer, Mayor APPROVED Z, AAS TO FORM: Thom 's Duarte, City Attorney ATTEST: .� Qr), Brenda Green, tity Clerk Ordinance No. 15-12 Page 3 of 4 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF COSTA MESA ) I, BRENDA GREEN, City Clerk and ex -officio Clerk of the City Council of the City of Costa Mesa, hereby certify that the above foregoing Ordinance No. 15-12, as introduced and considered section by section at a regular meeting of said City Council held on the 20th day of October, 2015, and thereafter passed and adopted as a whole at the regular meeting of said City Council held on the 4th day of November, 2015 (November 3, 2015 meeting continued past midnight), was duly passed and adopted by the following roll call vote: AYES: COUNCIL MEMBERS: FOLEY, GENIS, MONAHAN, RIGHEIMER, MENSINGER NOES: COUNCIL MEMBERS: NONE ABSENT: COUNCIL MEMBERS: NONE IN WITNESS WHEREOF, I have hereby set my hand and affixed the Seal of the City of Costa Mesa this 4th day of November, 2015. Brenda Green, C Clerk Note: the Regular City Council Meeting of November 3, 2015 continued past midnight. Ordinance No. 15-12 was approved on November 4, 2015 at 12:57 a.m. MOTION: To continue the meeting past midnight. MOVED/SECOND: Council Member Foley/Council Member Genis The motion carried by the following roll call vote: Ayes: Council Member Foley, Council Member Genis, Council Member Monahan, Mayor Pro Tem Righeimer, and Mayor Mensinger Nays: None Absent: None Motion carried: 5-0 Ordinance No. 15-12 Page 4 of 4 SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR SEGERSTROM TOWN CENTER THIS SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR SEGERSTROM TOWN CENTER (the "Amendment") is executed this 4th day of November , 2015, by and between The City of Costa Mesa, a Municipal Corporation of the State of California ('City"), South Coast Plaza, a California general partnership ("SCP"), and One Town Center Associates, a California general partnership ("OTCA" and together with SCP, "Owners"), with respect to the following: RECITALS A. City and SCP entered into that certain Development Agreement for Segerstrom Town Center executed as of March 5, 2001 (the "Original Agreement"), as amended by that certain First Amendment to the Development Agreement for Segerstrom Town Center executed April 5, 2004 (the "First Amendment'). The Original Agreement and First Amendment were recorded in the Official Records of Orange County, California as Instrument Nos. 20010281648 and 2004000686075, respectively, and are herein referred to together as the "Development Agreement." The Development Agreement provides for development within Town Center, as that term is defined in the Original Agreement. OTCA is an affiliate of SCP and successor in interest from SCP to certain property in Town Center. B. City and Owners desire to amend the Development Agreement to extend its term and to ensure that it includes and references certain changes to accord with changes in the North Costa Mesa Specific Plan approved by the City. C. This Amendment was approved by City of Costa Mesa Ordinance No. 15-12, adopted by the City Council on November 4, 2015, after the public notice and public hearings required by law. The parties have executed this Amendment on the date indicated above -after the effective date of this Ordinance. AGREEMENT IN CONSIDERATION OF the foregoing Recitals, and for good and valuable consideration, City and Owner agree as follows: 1. Effective Date of Amendment. The effective date of this Amendment shall be the date this Amendment was executed by the parties as indicated in the opening phrase of this Amendment prior to the Recitals. 2. Duration of Agreement. The Development Agreement is hereby extended and shall be operative and continue until that date which is twenty (20) years from the effective date of this Amendment (the "New Expiration Date"). Exception: For the properties located at 3400 and 3420 Bristol Street within Segerstrom Town Center Sub -Area 3, the duration of the Development Agreement shall be ten (10) years from the effective date of this Amendment. The Development Services Department shall automatically grant a 5 -year extension at a staff level provided that construction has started on at least 30% of the projects on these specified parcels. To that end, the first sentence of Section 3.2 of the Development Agreement is hereby amended in its entirety to read as follows: "This Agreement shall be operative commencing on the Effective Date and continue thereafter until the New Expiration Date, unless otherwise extended by the Parties, subject to earlier termination upon the completion, performance and discharge of all obligations hereunder." 3. Definitions. The following terms in the Development Agreement shall have the definitions as set forth below, which shall replace any previous definitions of the same term in the Development Agreement.: a. "Property" shall mean that certain property generally located along Bristol Street between Anton Boulevard and Sunflower Avenue as more fully described in Exhibit "AA" and shown in the map set forth on Exhibit `BB" both attached hereto. b. "STC Project" shall mean the development of the Property pursuant to the Existing Land Use Regulations, Existing Development Approvals, the TAD Plan, the Future Development Approvals, and the terms of this Agreement. The STC Project may include non-residential (i.e. office, hotel, restaurant, retail and cultural uses) and residential uses as more specifically described in the Existing Land Use Regulations. C. "Existing Development Approvals" and "Existing Land Use Regulations" shall be as defined in the Original Agreement except that all references to the City's General Plan and the North Costa Mesa Specific Plan included therein shall mean the General Plan and North Costa Mesa Specific Plan in effect as of the effective date of this Amendment. In addition, if both City and Owner subsequently agree in writing to amend the Development Approvals or Land Use Regulations at some future date, the term "Existing Development Approvals" or "Existing Land Use Regulations," as applicable, shall mean the Development Approvals or Land Use Regulations in effect as of the effective date of such subsequent amendment (which the parties shall endeavor to reflect in an updated Exhibit "D" to the Development Agreement prepared and exchanged between the parties). 4. Future Design. Precise building uses, locations, square footages and designs for the STC Project will be determined in conjunction with Future Development Approvals. To that end, (a) references in the Development Agreement to a new office building at the corner of Bristol Street and Sunflower Avenue and a hotel at the intersection of Bristol Street and Anton Boulevard are illustrative only, and (b) Article IV of Exhibit "F" to the Development Agreement is deleted in its entirety from the Development Agreement. 5. FAR and Trip Budgets. The FAR and trip budget for the TTC Project, the SCA Project and the Balance of Town Center, as well as the overall FAR and trip budget for the entire Town Center area shall be as provided in the North Costa Mesa Specific Plan in effect as of the effective date of this Amendment and included in the Existing Development Approvals and Existing Land Use Regulations. Exhibit "G" to the Development Agreement is deleted in its entirety from the Development Agreement. 6. Original Agreement Amended and Conflicts. In the event of any conflict between the terms of this Amendment and the remainder of the Development Agreement, this Amendment shall control. Except as otherwise set forth herein to the contrary, all terms and provisions of the Development Agreement shall remain unamended and continue in full force and effect. This Amendment with the remainder of the Development Agreement shall be construed together and shall constitute one agreement. 7. Defined Terms. All capitalized terms used herein and not defined herein have the same meanings as set forth in the Development Agreement. 8. Counterparts. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall be deemed to constitute one instrument. It shall not be necessary that all signatories execute the same counterpart(s) of this Amendment for this Amendment to become effective. [Signature Page Follows] IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Development Agreement for Segerstrom Town Center as of the date first above written. pF ATTEST: >'t J LCCiitty Clerk and eq -officio ClerISZ•°'E° of the City of Costa Mesa AAPPROVXF: Mesa SOUTH COAST PLAZA, a California general partnership By: C.J. Segerstrom & Sons, a California general partnership, Managing General Partner By: Henry T. Segerstrom Management LLC, a California limited liability company By: OR By: Alternate Manager 11 0=9 1A mory ONE TOWN CENTER ASSOCIATES, a California general partnership By: Henry T. Segerstrom Management LLC, a California limited liability company, Manager M- OR /Jl By: � Alternate Manager AND in CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. On before me,Gx2 /f (Name And Title Of Officer) personally appeared who proved to me on the basis of satisfactory evidenc to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me tha"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. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Commission # 2000950 Notary Public - California Orange County WITNESS my hand and official seal. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ Individual ❑ Corporate Officer Title(s) ❑ Partner(s) ❑ Limited ❑ General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(les) DESCRIPTION OF ATTACHED DOCUMENT Title Or Type Number Of Pages Date Of Document Signer(s) Other Than Named Above CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF L� ) ss. COUNTY OF ) On Ir" /(P before me, �rxy (Name And TitI6 Of Officer) personally appeared who proved to me on the basis of satisfactory evidenceA be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that a he/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signs ure(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. NANCY ADAMS Commission # 2000950 a.•i z i • Notary Public - California z Orange County t My Comm. Expires Jan 10, 2017owl r WITNESS my hand and official seal. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ Individual ❑ Corporate Officer Title(s) ❑ Partner(s) ❑ Limited ❑ General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) DESCRIPTION OF ATTACHED DOCUMENT Title Or Type Of Document Number Of Pages Date Of Document Signer(s) Other Than Named Above CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF LC/ice/orb ) ss. COUNTY OF J L ice, , IJ !4 Pt.hl On G✓I uArc, �r �o/(o ,before me, � n� ! � iu , � , (Name And Title Of Off er) personally appeared S. Oc/71e0, , who proved to me on the basis of satisfactory evidence to be the person,(<whose nam /artsubscribed to the within instrument and acknowledged to me tha s i /ikeyexecuted the same 4A+di, /t*er authorized capacityDos), and that by,4ir�re /jbeir signatureW on the instrument the persopksror the entity upon behalf of which the persor�,W acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. EUIYNE LINTONY+�[[ Commission M 2075882 i "� Notary Public - California i Z Orange County M Comm. Ex ires Au 22, 2018 WITNESS my hand and official seal. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ Individual ❑ Corporate Officer Title(s) ❑ Partner(s) ❑ Limited ❑ General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) DESCRIPTION OF ATTACHED /DOCUMENT 146 `Nv&jq onar)i A/r�ylcn l ,SCocrs/run T6eun C'e/llei Title Or Type Of Document Number Of Pages //,- �/- 201-'-5- Date Of Document Signer(s) Other Than Named Above CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF (_afioWilrQ— ) ss. COUNTY OF e ) On ` G4uAiu 1', ZU4, before me, Gape_ </�, Il it ' (Name And Of Officer) personally appeareds- 04AiG's who proved to me on the basis of satisfactory evidence to be the perso (,T) whose nan)s(sW/aF"ubscribed to the within instrument and acknowledged to me tha s /they executed the same imbj!! 944erir authorized capacityfjas), and that b �e /their signatur%s} on the instrument the persor:4 . or the entity upon behalf of which the perso acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ELAYNE UNION Commission # 2075882 -_ -i Notary Public - California z Z Orange County M Comm. EI Tres Aug22, 2018+ WITNESS my hand and official seal. Of Notary OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ Individual ❑ Corporate Officer Title(s) ❑ Partner(s) ❑ Limited ❑ General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) DESCRIPTION OF ATTACHED DOCUMENT b_e_6vnat- /�mtno%ncnL -k. �(^� ✓t�orm¢�1 /1�'ume�L �ri SI�t�Sfro.+iTO�� 4� n�ci Title Or Type Of Document Number Of Pages 26/S Date Of Document Signer(s) Other Than Named Above ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California } County of UwGiYiOiQ. } On before before me,\°(,1yb (�(� er ertn�eantlnteTo c r personally appeared .�n21fi ky\69kR('j JiL , who proved to me on the basis of satisfactory evidence to be the person(s) whose names) sure subscribed to the within instrument and acknowledged to me that te%he/they executed the same in jgerftheir authorized capacity(ies), and that by Is er/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. �, y-:. JESSICA MEJIA WITNESS m hand and official seal. ;rte, Commission on No. zoz9oet Y NOTARY P GELS AUF RNIA MY LOS. EXOM S COU 5 2 } O AN l:anm. ErOket JUNE 75.2017 Ij NotarV Public Signature U (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Thisformeomplieswith current Califw-nia statutes regarding notary wording and, DESCRIPTION OF THE ATTACHED DOCUMENT ifneeded, should be completed and attached to the document. Acknohredgentsfrom q� other states may be completed for documents being sent to that state so long as the wording does not require the California nota,y to violate California notary lmv. (ATitle or desescrippttiion of attached document) t'W • State and County information must be the State and County where the document Ur� signer(s) personally appeared before the notary public for acknowledgment. (Titl or descdption of attached doc ert continued) • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her Number of Pages _Document Date commission followed by a comma and then your title (notary public). • Print the names) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they- is /are) or circling the correct forms. Failure to correctly indicate this ❑ Individual (s) information may lead to rejection of document recording. ❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible. Impression most not cover text or lines. If seal impression smudges, re -seal if a (Title) sufficient area permits, otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public most match the signature on file with the office of the county clerk. ❑ Attorney -In -Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. Other Indicate title or type of attached document, number of pages and date. F-1 Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). 2015 Version www NotaryCla sses.con-8C0-873-9855 • Securely attach this document to the signed document with a staple. Exhibit "AA" Legal Description of Property Parcels between Sunflower Avenue and Town Center Drive Parcels 1 and 2 of Lot Line Adjustment No. LL 2013-01, recorded on August 13, 2013, as Instrument No. 2013000478793 in the Official Records of the County Recorder of Orange County, California; and Parcels 5 and 6 of Parcel Map S-78-10, as shown on a map filed in Book 115, Page 37 of parcel maps, in the Official Records of the County Recorder of Orange County, California. Parcels between Town Center Drive and Anton Boulevard Parcel 1 of Parcel Map 81-379, as shown on a map filed in Book 164, Page 10 of parcel maps, in the Official Records of the County Recorder of Orange County, California; Parcels 1 and 2 as shown on a map filed in Book 12, Page 18 of parcel maps, in the Official Records of the County Recorder of Orange County, California; Parcels 1 and 2 of Parcel Map S-20-67, as shown on a map filed in Book 11, Page 32 of parcel maps, in the Official Records of the County Recorder of Orange County, California; and Parcel 2 of Parcel Map S-78-10, as shown on a map filed in Book 115, Page 37 of parcel maps, in the Official Records of the County Recorder of Orange County, California. rm en M 714 EXHIBIT "BB" Map of Property Sunflower Avenue OO 19 St rm Town Center Drive Anton Boulevard =0