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HomeMy WebLinkAbout2009-06-23; City Council; Resolution 2009-154Exhibit 1 1 RESOLUTION NO. 2009-154 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING 3 THE REFUND AGREEMENT AND AUTHORIZING A PARTIAL REFUND OF PREPAYMENT FEES TO THE PARTIES LISTED IN EXHIBIT 2 5 6 WHEREAS, the City Council of the City of Carlsbad, California, has required the 7 funding of Rancho Santa Fe Road and Olivenhain Road ("Project") be guaranteed prior 8 to any development in the area bounded by Local Facilities Management Zones 11,12 and portions of 6; and WHEREAS, the Council has directed City staff to proceed with the formation of a 12 Community Facilities District ("CFD No. 2") to finance the project when needed; and 13 WHEREAS, the Council has been willing to consider alternative financing 14 proposals during the period from the present to the formation date of CFD No. 2; and 15 WHEREAS, CFD No. 2 has not yet been formally created; and 16 WHEREAS, until CFD No. 2 is formally created, the Project is called the Rancho 17 Santa Fe Road ("RSF Rd") Project; and 18 WHEREAS, the Council found that the guarantee provisions related to the19 Project could be met through an interim financing program using an agreement between 21 certain property owners and the City whereby the property owner agreed to prepay 22 his/her fair share of costs associated with the Project; and 23 WHEREAS, the property owners listed in Exhibit 2 have agreed to prepay their 24 fair share of the costs associated with the Project; and WHEREAS, the property owners listed in Exhibit 2 have prepaid their fair share of the costs associated with the Project pursuant to the Fair Share Agreements; and 27" 28 Exhibit 1 1 WHEREAS, surplus Project funds currently exist in part because the City 2 secured Federal funds for the Project not anticipated in the original funding matrix; and 3 WHEREAS, the City is not required to refund surplus Project funds until 4 completion of all applicable improvements and the recordation of the Notice of .5 Completion for the final phase of improvements. 6 WHEREAS, City Council believes it would be equitable to the property owner's 7 who paid their fair share into the RSF Rd Project to begin releasing a portion of the8 g surplus Project funds prior to completing all applicable improvements; and 10 WHEREAS, the City will maintain appropriate funds to ensure that all estimated 11 future Project expenses and a buffer for unanticipated expenses are funded; and 12 WHEREAS, the property owners listed in Exhibit 2 will be required to sign an 13 agreement to obtain a partial refund of fees (hereinafter "Refund Agreement" and 14 attached as Exhibit 4) paid pursuant to their/its Fair Share Agreement; and 15 WHEREAS, the City Council has previously approved Fair Share Agreements 16 with the property owners listed in Exhibit 2 allowing for the prepayment of fees to be 17 assessed under the RSF Rd Project as an acceptable form of interim financing for the 18 Rancho Santa Fe Road Projects; andi y 20 WHEREAS, the approval of the Refund Agreement will not affect the City's ability 21 to finance the needed improvements on/along Rancho Santa Fe Road; and 22 NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: 23 1. That the above recitals are all true and correct. 2. That the Refund Agreement, Exhibit 4 attached hereto, is hereby 25 approved. 26 3. That the individual pro-rata refunds listed in Exhibit 3, attached 27 hereto, to the individual property owners listed in Exhibit 2, attached hereto, 28 Exhibit 1 1 are hereby approved upon completion of the Refund Agreement by the 2 applicable individual property owner. 4. That the City Manager is hereby authorized to sign the Refund 4 Agreement with each applicable individual property owner. 5 5. That the Finance Director is authorized to transfer up to $25,000 from 6 the Rancho Santa Fe Road Project Fund to the General Fund to cover the 7 estimated staff time associated with the preparation of the partial refund8 g calculated at the applicable average fully-burdened hourly rate by position. 10 6. That the Finance Director is authorized to appropriate $10,166,549 to 1 1 the Rancho Santa Fe Road Project Fund for the Rancho Santa Fe Road 12 partial refund. 13 7. That the City Clerk is hereby authorized and directed to record each 14 applicable and fully executed property owner's Refund Agreement with the 15 San Diego County Recorder's Office. 16 17 18 19 20 21 22 23 24 25 26 27 28 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 23rd day of June 2009, by the following vote to wit: AYES: NOES: ABSENT: Council Members Lewis, Kulchin, Hall, Packard, Blackburn None None LORRAW M. WOOD, Ci Karen R. Kundtz, Assista (SEAL) lerk y Clerk -, ° •••' fo%>%fi:;5ife 'V, 'f'n. mo-&:Z>'- Exhibit 2 ELIGIBLE PARTY LIST PWICTNAME California Pacific Homes (CT 85-9) Centex - Sonata/Tierra Santa (CT 90-4) Centex - Santa Fe Trails/Rice Property (CT 85-10) Centex - Rancho Verde (CT 89-18) Greystone Homes - Park View West (CT 85-15) Arroyo La Costa - Units 1 & 2 (CT 88-03) Southwest/Arroyo (CT 88-03) Meadowlands(CT85-19) Keystone La Costa (CT 96-04) LB/L Concordia (CT 98-02) Shelley- Unit 1 (CT 90-03) Shelley -Unit 2 (CT 90-03)* Shelley- Unit 3(CT 90-03)* Continental -Unit 4 (CT 90-03)* Rancho La Costa Village (SDP 99-07) .PROPERTY OWNER .OF'-REGOftD^^- California Pacific Homes 9191 Towne Centre Drive, Suite L101 San Diego, CA 921 22 Centex Homes 5962 La Place Court, Suite 250 Carlsbad, CA 92008 Centex Homes 5962 La Place Court, Suite 250 Carlsbad, CA 92008 Centex Homes 5962 La Place Court, Suite 250 Carlsbad, CA 92008 Greystone Homes 495 East Rincon, Suite 115 Corona, CA 91 71 9 Real Estate Collateral Management Company 1903 Wright Place, Suite 180 Carlsbad, CA 92008 Real Estate Collateral Management Company 1903 Wright Place, Suite 180 Carlsbad, CA 92008 Jenna Group, Inc. 3101 Villa Way Newport Beach, CA 92663 Keystone La Costa, LLC 5333 Mission Center Road, Suite 360 San Diego, CA 921 08 LB/L Concordia Carlsbad-28-LLC 7130 Avenida Encinas, Suite 200 Carlsbad, CA 92009 Dan Shelley (c/o Agda Shelley) P.O. Box 7294 Rancho Santa Fe, CA 92067 Dan Shelley (c/o Agda Shelley) P.O. Box 7294 Rancho Santa Fe, CA 92067 Dan Shelley (c/o Agda Shelley) P.O. Box 7294 Rancho Santa Fe, CA 92067 Continental Residential, Inc. 2237 Faraday Avenue, Suite 100 Carlsbad, CA 92008 Rancho La Costa Village, LLC (c/o Pacific La Costa Village, LLC) 15938 Bernardo Center Drive San Diego, CA 921 27 Exhibit 2 ELIGIBLE PARTY LIST (CONTINUED) ^r-^v^^smslBSK^M^.-.- :•'>:•/" :••••->•.!* La Costa Oaks (CT 02-02, 02-03, 02-04, 02-05) La Costa Ridge (CT 99-04) La Costa Ridge (CT 99-04; Lot 223) LDS/Church of Jesus Christ (CUP 01-04) Los Coches Village f ;Vv&^^^ • Real Estate Collateral Management Company (do Morrow Development) 1903 Wright Place, Suite 180 Carlsbad, CA 92008 Real Estate Collateral Management Company (c/o Morrow Development) 1903 Wright Place, Suite 180 Carlsbad, CA 92008 La Costa Ridge 2.6 (c/o D.R. Morton) 5790 Fleet Street, Suite 210 Carlsbad, CA 92008 The Church of Jesus Christ of Latter Day Saints 50 East North Temple Street Salt Lake City, Utah 841 50 Los Coches Village, LLC (c/o C.W. Clark Inc.) 4180 La Jolla Village Drive, Suite 405 La Jolla, CA 92037 *These projects were paid for through credits for work done. The reimbursement agreements were approved 2/20/01 via AB 16,067; Res. No. 2001-52. LU Sa.O LU LU Q ca LU QL Q. LL O I-•z. oS< ..,'•0 2 § £*V liw *- oc ;g;;= 'Z> *" 1*5 ^^™ lit jflg Pi 2 3y<8 c5 ^ ^u' ^r!" E © O S"O S f '«o It'** •^^ . . r,!^v*«\ •<"•% SBJWSB-i," • '-:• •*»O,o II i=;§ ,<iC '({•&•3;,'^o ,'3r*~& :'•' VO- §:(§) §;. ,. . , Vi 4>v,,., , ".'•^Y" '•,' ; «• • * 1 .8 ill 3 £rtfi 5» CDCD ftCM <-)LO00 CM O CM CT>~ LO001— COCD O 1Oco0. CD | CD 0 9/28/1993CDLOCO CO CO r->LOCO CM(ft ^ ^Centex - Sonata/Tierra Santa (CT 90-4)3/1/1994CDLOCO 00COLO <->LOCO CSJ CDCO CO o" LOCO | — 0 Centex - Santa Fe Trails/Rice Property (8/8/1995CDLOCO OO <->s CM J, ?I Centex - Rancho Verde (CT 89-18)8/8/1995oLOCO CO CO <-> § CM CO co LO * ( LO Greystone Homes - Park View West (CT3/19/199653Is- cocnCM CDLOCO CM69 in LOLO ^ ^ O co001— CM 08 -J2 c 1 CD "55OO CO g. t feCO CM CDCDCO to c— >LOOO CM69 co cot —Southwest/Arroyo (CT 88-03)8/24/1998CDCDCM CO CO nLOCO CM CM CM Meadowlands (CT 85-1 9)12/16/1997o S COno <—>LOOO CM rS CO •^~ coCM S COCT> O^ as "cooO 2 0 os^3/14/2000oCD00 co nLOOO CM ooCM coCM S F— CD 8 23 3/28/2000CD Is- CDLOCO CM coCM COCM 1 'E 1 co 5 CDCM 3s CDCD CO f>LOCO CM CO CO *I o CM 'E 1 "cu co CD CDCM cn CD1OCO CD CO nLOOO CM CO0 CT) CD co" CD CDCO o CO 'E 1 "CD co 1/10/2001CD LO LO co T <— ) S CM COco coco Continental -Unit 4 (CT 90-03)*1/10/2001CDCM Is- T c— >S CM 0CM "* CM ^r CD Rancho La Costa Village (SDP 99-07)12/4/2001§CM f>iCO CM <->LOCO CM OOOo ooCO * CDCM irT0 CD CM CD co"CD CM CD CM"CD CMCD CO CD O 2COo 0 CD 2/5/2002CDLOLO CO h— nLO00 CM COCO COCO S CO CDcn;o tooO S CDCM C^ CDLOCD LO (->LO00 CM coin COLO La Costa Ridge (CT 99-04; Lot 223)8/3/2007CMCOCO LOCO <— >LO00 CM (ft CM fSCM oo LO CD LDS/Church of Jesus Christ (CUP 01-042/27/2003CO CM CM nLO00 CM 69 cnco r— £? r" CD JO COCD-5OO CO 4/19/2005O) i i i O)^t i i !-*LO : r in CO i ICOCD i i i CD o" | |o i i T— ; i i T—CM ! i iCMr^ ! i ir-^CO i I CO co"i i | co" oo | [ LO ! ! 0> I i ! "*" I oo i iCO ! 0 i I ^* CM i i ICO! i CO I I 1 1 Q 1 1 II*l ! 1* a | |g m I ^rs i i<CO] I |Q- 1 c\iin oCM •z. co(licc CDo CD"*m ca g 0i^j CN •n CD 0a. ca CD c CD ([1 Pmca•i^ CD h & E L_ CD.cz1- 11ro were paid for through credits for work c£fQ. CDcoCD , Exhibit 3 Exhibit 4 AGREEMENT BETWEEN CITY OF CARLSBAD AND [insert name of property owner] FOR PARTIAL REFUND OF FEES PAID PURSUANT TO AN AGREEMENT TO PAY FAIR SHARE RELATED TO RANCHO SANTA FE ROAD - COMMUNITY FACILITIES DISTRICT NO. 2 WHEREAS, the City of Carlsbad ("City") and [insert name of property owner] (hereinafter "Property Owner") previously entered into an Agreement to Pay Fair Share (hereinafter "Fair Share Agreement") for the construction of certain public improvements, including sections of Rancho Santa Fe Road; and WHEREAS, the City by and through the City Council for the City of Carlsbad intended to create a Community Facilities District, No. 2 (hereinafter "CFD No. 2") to finance those project improvements when needed; and WHEREAS, funds received from Property Owners before CFD No. 2 was created were deposited into an account pursuant to the Fair Share Agreements for project improvements; and WHEREAS, CFD No. 2 District has not been formally created, as intended; and WHEREAS, until the CFD No. 2 District is formally created, the project is called the Rancho Santa Fe Road ("RSF Rd") Project; and WHEREAS, the Council has determined that there exist a surplus of RSF Rd Project funds on deposit in part because the City secured federal funds for the project improvements which were not anticipated when the original funding matrix was designed; and WHEREAS, the City is not required to refund surplus project funds until completion of all applicable improvements and the recordation of the Notice of Completion for the final phase of improvements; and WHEREAS, City Council believes it would be equitable to the Property Owners who paid their fair share into the RSF Rd Project account to begin releasing a portion of the surplus project funds prior to completing all applicable improvements; and WHEREAS, the City will maintain appropriate funds to ensure that all estimated future project expenses and buffer for unanticipated expenses are funded; and 6-15-09 Pagel Exhibit 4 WHEREAS, the City, from time to time, has amended the Equivalent Dwelling Units (EDU) rate and method for determining fair share obligation; and WHEREAS, Property Owner voluntarily enters into this agreement to obtain a partial refund of fees (hereinafter "Refund Agreement") paid pursuant to their/its Fair Share Agreement; and NOW, THEREFORE, in consideration of the above recitals and the mutual covenants contained herein, City and Property Owner agree as follows: 1. The above recitals are incorporated by this reference as though fully set forth herein. 2. On or about [insert date of fair share cost agreement] the Property Owner entered into a Fair Share Agreement, which may have been amended from time to time, as part of its development project known/identified as [insert name of developer's project] for purposes of satisfying their obligations for the construction of public improvements, as described in said Fair Share Agreement. 3. The City is not required to refund surplus project funds until completion of the applicable public improvements and the recordation of the Notice of Completion for the final phase of improvements. Notwithstanding, the City Engineer and City Finance Director have determined the total cost required to complete the outstanding public improvements and has determined that excess revenues exist within the RSF Rd Project account. As a result, the City has decided to refund a portion of the excess revenues to Property Owner based on the formula set forth below and subject to City Council approval. 4. The current EDU fee contribution is $10,250 per EDU. The new EDU fee contribution is $7,400 per EDU. City shall refund $2,850 per EDU, to the Property Owner (hereinafter "Refund") which represents the difference between the initial EDU rate of $10,250 per EDU and the new EDU rate of $7,400 per EDU. 5. City will pay Property Owner $ (hereinafter "Refund Due") within thirty days of the date this Refund Agreement is signed by the City of Carlsbad. The amount of the Refund Due has been determined by multiplying the proportional share ("Proportional Share") by the total amount of excess revenues ("Excess Revenues"). Proportional Share was determined as of June 30, 2008 based on what each Property Owner contributed in prepayment fees divided by the total amount of prepayment fees contributed. Excess Revenues as of June 30, 2008 are Available Revenues less the sum of project costs plus estimated future project expenses plus a buffer (calculated at 100% of the estimated remaining expenses) for unanticipated future expenses. Available Revenues include all monies held by the City dedicated exclusively to the construction of the Improvements as defined in the Property Owner's Fair Share Agreement. 6-15-09- Page 2 Exhibit 4 6. Upon completion of the project improvements and the recording of the applicable Notice of Completion for the final phase of the improvements, an accounting will be completed and the Finance Director will determine if any excess revenues remain and will disperse excess revenues in accordance to the Property Owner's Fair Share Agreement, and taking into account any Refund Due amounts that Property Owner may have accepted before the recordation of the Notice of Completion. 7. Property Owner agrees to the methodology used in Paragraph 5 above for determining the Refund Due to Property Owner. 8. Property Owner acknowledges and affirms that the City is not obligated to refund surplus project funds, if any, until completion of all applicable improvements and the recordation of the Notice of Completion for the final phase of improvements. 9. Property Owner hereby waives its right, if any, to challenge the Refund Due amount and further waives its right, if any, to accept the Refund Due amount under protest. 10. Property Owner agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the partial refund payment to Property Owner or enforcing any term and/or condition of this Agreement that is caused by any negligence, recklessness, or willful misconduct of the Property Owner, employees, agents or anyone directly or indirectly representing Property Owner for whose acts any of them may be liable. For purposes of this paragraph, claims includes any third party claim made or asserted by said third party that the partial refund should have been made to the third party and not to Property Owner or Property Owner's agent. 11. All other provisions of the undersigned Property Owner's Fair Share Agreement, as may have been amended from time to time, will remain in full force and effect. (Remainder of Page Intentionally Left Blank) 6-15-09 - - PageS Exhibit 4 12. The individuals executing this Agreement and the instruments referenced in it on behalf of Property Owner each represent and warrant that they have the legal power, right and actual authority to bind Property Owner to the terms and conditions of this Agreement. PROPERTY OWNER CITY OF CARLSBAD, a municipal corporation of the State of California *By: (sign here) By:_ City Manager (print name/title) ATTEST: (e-mail address) *By: LORRAINE M. WOOD City Clerk (sign here) (print name/title) (e-mail address) If required by City, proper notary acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. *Group A. **Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, City Attorney By: Assistant City Attorney 6-15-09 Page 4