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HomeMy WebLinkAbout1998-03-10; City Council; 14583; Kelly Ranch Village E Lot Line Adjustmenth 1 Cl: OF CARLSBAD -AGENDA dLL AB# /f$ dfg TITLE: APPROVAL OF A PRE-PAYMENT DEPT. HD. AGREEMENT FOR THE CANNON MTG. 3-10-98 ROAD WEST FEE PROGRAM KELLY RANCH LOT LINE ADJUSTMENT, ADJ 468 CITY AT& I RECOMMENDED ACTION: CT 46 -7 Adopt Resolution No. %fh% approving a Petition, Waiver, and Consent to Creation of a Facility Impact Fee Program and Agreement to Pay Fair Share Cost of Cannon Road West with Hillman Properties West, a Delaware corporation. ITEM EXPLANATION: Hillman Properties West is the owner/developer of the project for a lot line adjustment for Kelly Ranch within Zone 8. The conditions of approval for Adjustment Plat ADJ 468 require the owner/developer to pay the estimated pro-rata share and to enter into an agreement to pay their fair share of the construction of Cannon Road. Staff has been working with the property owners of Zone 8, 13, 24 and Carlsbad Research Center Phase V which is in Zone 5 (Carlsbad Tract 85-24, Unit No. 5) to develop a facility fee program to insure the ultimate construction of this major circulation element road. A final report and documents are currently being prepared which will be presented for final adoption by the City Council within the next several months. In order to proceed with the adjustment plat, the developer has requested that Council approve the consent and waiver agreement and agrees to pay a deposit of the project’s estimated fair share amount of the future facility district for the construction of Cannon Road. Under conditions of the agreement, the developer will deposit a sum equal to project’s estimated fair share of the cost to construct Cannon Road prior to the development of the project and further agrees to pay any additional amount in the future should the fee exceed the amount of the deposit. This agreement is similar to agreements previously approved by the City Council for funding programs developed for Alga Road and Poinsettia Lane and Ranch0 Santa Fe Road. ENVIRONMENTAL: This action does not require environmental review. , kage 2 of Agenda Bill No. I < 53 FISCAL IMPACT: The latest draft Engineer’s Report for the Cannon Road West Improvement Project in effect at the time the agreement was signed recommends a fee of $73 per Average Daily Trip. The Hillman Properties West project is estimated to generate 7,678 ADT. The pre-payment fee of Hillman Properties West is, therefore, $560,494. The agreement requires that upon establishment of the fee program, Hillman Properties West will pay any difference if the fee is higher or receive a refund if the fee is lower than the currently estimated fee. EXHIBITS: 1. 2. Location Map. Resolution No. wQ6 approving a Petition, Waiver, and Consent to Creation of a Facility Impact Fee Program and Agreement to Pay Fair Share Cost of Cannon Road West (agreement attached at Exhibit “A”). 2 P LOCATION MAP - Project Name: Project No. KELLY RANCH ADJ 468 EXHIBIT 1 3 i - p: <: 2 1 2 3 4 5 6 7 6 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 98-66 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING A PRE-PAYMENT AGREEMENT BETWEEN THE CITY OF CARLSBAD AND HILLMAN PROPERTIES WEST, A DELAWARE CORPORATION. WHEREAS, as a condition of Adjustment Plat 468, the applicant, Hillman Properties West, a Delaware corporation, is required to pay a pro-rata share of the cost of construction of Cannon Road prior to further development of the project. WHEREAS, the City Council of the City of Carlsbad has required that the funding of Cannon Road West (Project) must be guaranteed before any development takes place in the area bounded by Local Facilities Management Zone 8. WHEREAS, City staff is actively pursuing formation of a facility fee district to finance the Project; and WHEREAS, although the Council anticipates the facility fee district will be formed in the near future, the Council is willing to consider alternative financing proposals during the period from the present to the formation date of the fee district; and WHEREAS, such interim financing program will only be considered as long as the Council finds that the formation of the fee district is proceeding in a reasonable manner; and WHEREAS, the Council finds that the formation of the fee district is proceeding in a reasonable manner; and WHEREAS, the Council finds that the guarantee provisions related to the Project may be met through an interim financing program using an agreement between certain property owners and the City whereby the property owner agrees to prepay his/her fair share of the costs associated with the project; and WHEREAS, the Council finds that Hillman Properties West, a Delaware corporation, may enter into the attached agreement entitled “Waiver and Consent to Creation of a Facility Impact Fee Program and Agreement to Pay Fair Share Cost of Cannon Road West” (Exhibit “A”) in satisfaction of their obligation under the Project financing conditions. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: k I 1 - A 1. That the above recitations are true and correct. 2 2. That the form of the PETITION, WAIVER, AND CONSENT TO CREATION OF A 3 FACILITY IMPACT FEE PROGRAM AND AGREEMENT TO PAY FAIR SHARE, Exhibit “A 4 attached hereto, is hereby accepted. 5 3. That the Mayor is hereby authorized to enter into the agreement shown in Exhibit 6 “A” with Hillman Properties West, a Delaware corporation. 4. 7 That the City Clerk is hereby directed to transmit the executed agreement for recordation with copies to the City Engineer and Larry Clemens, Hillman Properties West, 2011 8 Palomar Airport Road, Suite 206, Carlsbad, CA 92009. 9 10 11 12 13 14 15 16 17 18 19 II 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council held on the day of , 1998 by the following vote, to wit: AYES: NOES: ABSENT: CLAUDE A. LEWIS, Mayor ATTEST: ALETHA L. RAUTENKRANZ, City Clerk (SEAL) RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk CITY OF CARLSBAD 1200 Carlsbad Village Drive Carlsbad, CA. 92008 h 1. ,-- ‘L. ! ’ It’ j\ ’ * ! !.y II-‘:,’ ... : / + : <, L.’ c SPACE ABOVE THIS LINE FOR RECORDER’S USE Parcel No. 208-920-30,33,34, and 35; 207-101-12 For Legal Description see attached Exhibit ‘A’ WAIVER, AND CONSENT TO CREATtON OF A FACfLlTY IMPACT FEE PROGRAM AND AGREEMENT TO PAY FAIR SHARE COST OF CANNON ROAD WEST (“AGREEMENT*‘) A. WHEREAS, the undersigned Property Owner is processing for financial purposes within the City of Carfsbad (“City”) an adjustment plat known and identifled as Adjustment Plat 468 (“Project”); and, B. WHEREAS, City has determined Project to be located within the boundaries of a proposed benefit area for a Facility Impact Fee Program to be known as Cannon Road West Facility Fee Program (“Fee Program”); and, C. WHEREAS, Fee Program is intended to be formed to finance those improvements generally described in Paragraph 1 below; and D. WHEREAS, Fee Program may take the form of a bridge and thoroughfare area of benefit fee (pursuant to Government Code Section 66484 and Carlsbad Municipal Code (CMC) Section 20.08.140), amendment to the Traffic Impact Fee (CMC Chapter 18.42), a new Development Impact Fee enacted pursuant to Government Code Section 66000 et seq, any combination thereof, or otherwise; and, E. WHEREAS, the Project is located within Local Facilities Management Plan LFMP) 1 AGREEMENTSIAG-25FRM 9/25/96 Zone 8 on property more particularly described within Exhibit ‘A’, attached hereto and made a part hereof (Property); and, F. WHEREAS, the LFMP for Zone 8 requires a guarantee for the construction of Cannon Road West, described in Paragraph 1 below, prior to the recordation of any final maps or the issuance of building or grading permits within the zone; and, G. WHEREAS, compliance with the applicable requirements of the LFMP for Zone 8 is a condition of approval for the Project: and, H. WHEREAS, Property is further subject to the facility and improvement requirements of Master Plan 174, including any amendments approved thereto; and, I. WHEREAS, Property Owner desires to proceed with processing of the Project prior to City determination of the form or establishment of Fee Program; and, J. WHEREAS, City and Property Owner desire to agree to a guarantee which insures Project’s fair share of the financing for the improvements described in Paragraph 1 in advance of the formation of a Fee Program for the construction of Cannon Road West; and, K. WHEREAS, Property Owner voluntarily enters into this Agreement. NOW, THEREFORE, in consideration of proceeding with the processing of the Project, the undersigned Property Owner hereby agrees, waives and consents as follows: 1. Property Owner hereby consents to the City initiation of proceedings of a Fee Program which will cause the construction and installation and/or financing of the following improvements which are more specifically described as follows: . Cannon Road to major arterial standards from Paseo Del Norte to El Camino Real (Cannon Road West) The improvements proposed for inclusion include all curbs, gutters, sidewalk, base and pavement, median landscaping and irrigation, median hardscape, streetlights, street monumentation, grading and excavation, storm drainage facilities, guardrails, two 455 foot multispan bridges and one 130 foot single span bridge. Attached hereto as Exhibit ‘B’ and incorporated herein is the draft fee study report entitled “City of Carlsbad Bridge and Thoroughfare Fee Study Report for Cannon Road West” dated 2 AGREEMENTSIAG-25FRM 9/25/96 September 21, 1995 (“Report”). Report formed the basis for the determination of the amount of Property Owner’s deposit. 2. The costs of construction, engineering, design, construction inspection, contract 1 administration, construction engineering, environmental mitigation, legal and other incidental ’ expenses will be funded by the Fee Program, as more particularly described in Report. 3. Property Owner acknowledges its right to notice of and participation in all phases of the establishment of Fee Program and expressly waives any right to challenge, protest or oppose the imposition or formation of Fee Program. Property Owner’s waiver of its right to protest establishment or formation of the Fee Program shall not prevent Property Owner from protesting the amount of Property Owner’s fair share payment under the Fee Program, or extent of the improvements for Cannon Road West. 4. a) Property Owner agrees to pay to City its estimated fair share for the improvements described in paragraph one (1) above (“Deposit”), currently estimated to be $73 per “Average Daily Trip” (“ADT”) allocable to the estimated traffic generated by each building permit issued for the Project. The estimated traffic generation for the Project site is 7,678 ADT. The total estimated amount of Deposit is $560,494. b) Prior to approval of a final map, issuance of a grading permit or issuance of a building permit within the Property, Property Owner shall pay a prorated share of the Deposit for the Project to City in the amount set forth in Paragraph 4.a) above. for the number of units proposed within that final map, minus the amounts of the credit provided for in subparagraph 4.e) below, to the extent that amount has not previously been subtracted from the Deposit. For the purpose of computing the, Deposit amount required pursuant to this Agreement, recordation of all or a portion of the residential lots shall require full payment of that portion of Deposit allocable to each of the units included with the lot or lots being recorded. c) The actual amount of Property Owner’s fair share payment under the Fee Program shall be determined by City Council at the time the Fee Program is established, subject 3 AGREEMENTSlAG-25FRM 9125196 to the provisions of Paragraph 3 above. d) Payment of the Deposit by Property Owner and the contractual covenant created by this Agreement satisfies Property Owner’s obligations, if any, for the construction of the improvements described in paragraph one (1) for each final map, grading permit or building permit for which the Deposit is paid. e) Property Owner is obligated by Master Plan 174, including any amendments made thereto, to construct portions of Cannon Road West, some of which are within the Fee Program and some of which are not within the Fee Program. Those portions of Cannon Road West constructed by the Property Owner which are described in paragraph one (1) and are included within the Fee Program (Reimbursable Portion) are fully reimbursable pursuant to the provisions of this paragraph. Those portions of Cannon Road West constructed by the developer which are not described in paragraph one (1) or are not included within the Fee Program are not considered reimbursable. Property Owner and City agree that, for purposes of this Agreement, the dollar amount of the Reimbursable Portion of the Property Owner’s Cannon Road West improvement obligation is estimated at $2,951,523 (“Reimbursement”). The actual amount of the Reimbursement shall be determined upon completion of the engineering report for the Fee Program and upon adoption of the Fee Program by the City Council. Upon substantial completion of any grading work, improvement, or property acquisition of the Reimbursable Portion of the Cannon Road West improvement, City shall within sixty (60) days reimburse Property Owner an amount equal to the cost of the work as determined by the engineering report used to determine the adopted fee. In the event that the engineering report is not completed or the Fee Program has not been adopted by the City at the time of substantial completion of the Reimbursable Portion of the Cannon Road improvements, City shall reimburse Property Owner an amount equal to the estimated cost of the Reimbursable Portion of improvements constructed by the Property Owner as determined by the City Engineer. Upon completion of the engineering 4 AGREEMENTSlAG-25FRM 9125196 report and adoption of the Fee Program by City Council, City shall determine the actual amount of the Reimbursable Portion of the constructed improvements. Any difference in cost between the estimated and actual value of the Reimbursable Portion of constructed improvements shall be added to or subtracted from the Deposit due pursuant to paragraphs 7.a) through 7.j) below. If Reimbursement exceeds the amount of the Deposit previously paid by Property Owner to City, then the excess shall be a credit to be applied against Property Owner’s future Deposit obligations. In no case shalf the City reimburse the Property Owner pursuant to this Agreement in an amount greater than the amount of the total fee due under the adopted fee program without first entering into a subsequent reimbursement agreement between the City and Property Owner. 5. Property Owner acknowledges that this Agreement to pay its fair share and thereby participate in the financing of improvements is voluntary and that without this Agreement Property Owner would be precluded from completing the Project until a satisfactory financing program had been developed to fund the construction of the improvements described in Paragraph 1 above. 6. This Agreement does not affect, in any way whatsoever, the obligation of Property Owner to pay any other fees or assessments associated with Property Owner’s development, nor does this Agreement relieve Property Owner from providing other public facilities required under conditions of the Local Facifities Management Plan for Zone 8, Master Plan 174, including any amendments approved thereto, or any tentative map approved over all or any portion of the Property by the City. 7. a) If prior to January 1, 2005, the Fee Program for Cannon Road West is established,. subsequent to Deposit by Property Owner pursuant to this Agreement, Property Owner’s financial obligation shall be recalculated at that time, using the fee formula established under the approved Fee Program subject to the provisions of Paragraph 3 above. If the Fee Program obligation is different from the Deposit paid by Property Owner to City pursuant to 5 AGREEMENTSIAG-25.FRM 9125196 Paragraph 4 hereof, plus any accrued interest on the Deposit, computed at the average rate of ’ earnings on the City investment portfolio for the time period in question, City shall refund any excess, or Property Owner will pay to City any additional amount due (Shortfall). b) Any refund shall be made from funds available through the collection of fees and shall not be an obligation of City’s General Fund or other revenue sources. Any refund shall be paid to the undersigned Property Owner, even if such party is not the owner of the Project at time of refund, unless otherwise directed, in writing by the undersigned Property Owner, to pay the refund to another party. c) In the event that insufficient funds are available from the fee revenues, Property Owner shall be reimbursed in the order in which funds were deposited with City as soon as sufficient funds become available, as determined by the City Council. d) No reimbursement is required until the City Council determines that sufficient funds are available. e) If a Shortfall exists; Property Owner shall be notified of the amount of such Shortfall by the Finance Director via certified mail. The amount of said Shortfall shall be due and payable to City 30 days after the mailing of such notice. 9 Interest shall not be charged on the shortfall. g) If payment in full of the Shortfall is not made by Property Owner within ninety (90) days of notice of said Shortfall by the Finance Director, the amount due shall constitute a lien upon the Property. City may deny the issuance of building permits and/or take any other action allowed by law to deny further development of Property, and to collect such Shortfall including, but not limited to, enforcement of the lien on the Property. City’s recordation of a lien shall not affect its ability to recover the Shortfall by other legal means concurrently, but no double recovery will be allowed. The cost of such collection shall be an obligation of Property Owner and shall be added to the amount of the Shortfall payment due City. 6 AGREEMENTSIAG-25.FRM 9125196 / - - h) Any payment received including without limitation, the Deposit, by the City ~ under this Agreement shall be deposited in an interest accruing special fund and may only be used to fund the construction of the facilities described herein. Upon the establishment of a Fee Program to fund these same facilities, any amount remaining in the special fund may be transferred to the Facility Fee Fund, at the discretion of the Finance Director. i) If Deposit has not been made to the City prior to the effective date of the Fee Program adopted by Cii Council, the Property Owner may elect to terminate this Agreement. The Property Owner shalt notify the City of their intent to terminate this Agreement in writing in accordance with the provisions of paragraph 14 below. Upon receipt of such notification, and upon incorporation of the Project properties into the Fee Program, the City shall file a notice of release and termination of Agreement with the Office of the County Recorder of the County of San Diego. j) The City shall conform with the requirements of Section 66060 et seq. of the Government Code in the receipt, accounting, disbursement and/or refund of any amounts paid under this agreement. 8. If the Fee Program has not been established for any reason by January 1, 2005, the amount paid by Property Owner under this Agreement shall be deemed to represent Property Owner’s fair share cost for provision of those facilities described in paragraph one (1) above and no further payment will be due from or reimbursement due to Property Owner with regard to those portions of the Property for which the Deposit has been paid pursuant to this Agreement. 9. This Agreement does not require City to issue building permits or other development permits or grant approvals or relieve Property Owner of the obligation to comply with all applicable provisions of law, including but not limited to, Carlsbad Municipal Code Titles 18, 19,20 and 21. 10. Compliance with the provisions of this Agreement is a condition of all future 7 AGREEMENTWAG-ZS.FRM 9125196 r building permits for the Project. If Property Owner does not comply with the provisions of this Agreement, approval of the Project will not be consistent with the Zone 8 LFMP and all subsequent building permits for the Property shall be withheld by City. 11. The City may, at its discretion, elect to pursue any remedy, legal or equitable against Property Owner or Property Owner’s successors, heirs, assigns, and transferees to secure compliance with this Agreement. 12. City shall not, nor shall any officer or empfoyee of City, be liable or responsible for any loss or damage incurred by Property Owner or any successor or assign of Property Owner, or by any occupant in Project, as a result of the lawful exercise of any remedies provided to City in this Agreement. Property Owner agrees to indemnify City for any liabilities incurred by City as a result of City‘s lawful exercise of these remedies. 13. This Agreement and the covenants contained herein shall be binding upon and inure to the benefit of the successors, heirs, assigns, and transferees of Property Owner and City, and run with Property and create an equitable servitude upon Property. 14. All notices provided for under this Agreement shalt be in writing and shall be delivered in person or served by certified mail postage prepaid. Delivery of notice to Property Owner shall be presumed to have been made three days after the date of mailing regardless of receipt by Property Owner. Notices required to be given to Property Owner shall be addressed as follows: LARRY CLEMENS HILLMAN PROPERTIES WEST 2011 PALOMAR AIRPORT ROAD, SUITE 206 CARLSBAD, CA 92009 Notices to the City shall be delivered to: FINANCE DIRECTOR CITY OF CARLSBAD 1200 CARLSBAD VILLAGE DRIVE CARLSBAD, CALIFORNIA 92008. 8 AGREEMENTS/AG-25.FRM 9125196 h Each party shall notify the other immediately of any changes of address that would require any notice delivered hereunder to be directed to another address. 15. The undersigned entity further states, under penalty of perjury, that it is the owner of the property described herein, or an authorized agent of the owner, and has the authority to sign this document including the creation of the covenants herein. II Executed this &” day of JwTmAG/e ,I9 5&. PROPERTY OWNER: Hillman Properties West, Inc., a Delaware Corporation CITY OF CARLSBAD, a Municipal Corporation of the State of California (sign here) By: CLAUDE A. LEWIS, Mayor II D. l-&izw ctAzww5 (print name here) VKE M ). tnlJm-d Ttrooc?p13F\e WC% (title and orgisn of signatory) By: (sign here) (title and organization of signatory) (Notarial acknowledgment of execution by PROPERTY OWNER must be attached.) (President or vice-president and secretary or assistant secretary must sign for corporation. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL City Attorney BY City Attorney 9 AGREEMENTS/AG-25.FRM 9/25/96 - , - STATE OF CALIFORNIA } )SS. COUNTY OF SAN DIEGO > On September 26. 1996 Farlev before me, Kathleen Anne , personally appeared D.L. Clemens , personally known to me (w j to be the person@) whose name($) is/= subscribed to the within instrument and acknowledged to me that he/&&they executed the same in his/he&heir authorized capacity@), and that by his/herkheir signature@ on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. and and official seal. EXHlBlT “A” LEGAL DESCRIPTION (APN 208-020-28) THAT PCXTION OF LOT ‘I” OF RANCH0 AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY CF SAN DIEGO, STATE OF CALIFORNIA, ACCORDIkJG TO MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF tilD SAN DIEGO COUNTY ON NOVE&lBER 18, 1808, BEING ALL OF PARCEL 1 AS QEbdRlBED IN GRANT DEED RECORDEd MAY 23, Ii85 AS FILE NO, 851IA3065 OF 0FFICIAi:RiCORDS OF SI~ID SAN DIEGO CC +NTY. .: EXCEPilNG THEREkROM: ‘iIiAT PORTION OF SAlD LOT ‘I’, LYING WESTERLY AND NORTHWESTERLY OF A LINE CONNECTING CORNER NO. 17 AND CORNER NO. 6 OF L6T ‘I” OF *SAID MAP NO. 823, SAID LINE BEING SHOWN ON MISCELLANEOUS MAP NO. 231, FILED IN THE OFFICE OF THE COUNTY RECORDER ‘%AY 25, 1051 AS THE WESTERLY LINE OF PARCEL NO. 10 OF SAID MISCELLANEOUS MAP NO. 231. ALSO EXMPTING THEREFdOM: THAT PORTION OF SAID idT ‘I” AS DESCRl8ED IN ANNEXATION DOCUMENT TO THE CITY OF CARLSBAD PER DEE0 RECORDED OCTOBER t4,1969 AS FILE NO. 188161 OF OFFICIAL RECORDS. 52?7+&9_ 9-23= 76 JOHN W. HILL, JR. L.S. 5660 HUNSAKER 6 ASSOCIATES SAN DIEGO, INC. PAGE 1 OF 1 CITY OF CARLSBAD BRIDGE AND THOROUGHFARE FEE STUDY REPORT FOR CANNON ROAD WEST September 21,1995 NBS/Lowry Project No. A6645063 I : Prepared By NBS/LOWRY, INCORPORATED Engineers & Planners San Diego, California , TABLE OF CONTENTS SECTION Page Purpose .......................................................... Process ........................................................... Background ........................................................ Description of Improvements ........................................... Cost Estimates ..................................................... Funding Sources .................................................... Transnet Highway Funds.. ........................................ Community Facilities District No. 1 .................................. Areas of Benefit LFMP5 ... . . . . . . . . . . . . . . ............................................................................ LFMP8 ...................................................... LFMP13 ..................................................... LFMP24 ..................................................... Methodology to Determine Fee ......................................... FeeCalculation ..................................................... Fee Program ....................................................... FIGURES No. 1 No. 2 Cost Allocations Area of Benefit 1 1 1 2 3 3 3 5 APPENDICES A Cost Estimates B SANDAG Trip Generation Rates C Fee Spread -is CITY OF CARLSBAD BRIDGE AND THOROUGHFARE FEE STUDY REPORT FOR CANYON ROAD WEST PURPOSE The purpose of this report is to outline a proposed financing mechanism for a Bridge and Thoroughfare Fee District for the construction of Cannon Road, a major arterial roadway, from Paseo Del None to El Camino Real (hereafter referred to as Cannon Road West). This financing program is required pursuant to con.ditions of approval for Local Facilities Management Plans (LFMP) for Zones 8, 13 and 24. It is also necessary to provide an ultimate secondary access to a portion of Phase V of the Carlsbad Research Center pursuant to a project condition of approval for Carlsbad Tract 85-24, Unit No. 5, which is in Zone 5. This report includes a project description and cost estimate for Cannon Road West, an identification of existing funding sources, a description of the area of benefit (including those properties which have a responsibility and a specific benefit from the construction of Cannon Road West), a description of the fee calculation methodology, an estimate of the average daily traffic projections from undeveloped properties within the benefit area, and a recommended fee structure. PROCESS The proposed fee program will be reviewed by City staff. The next step in the process is a review by the Policy 33 Committee of the City. After Policy 33 review, staff will make any appropriate changes to this program and then schedule a property owner workshop to discuss this proposal with all affected owners. Ultimately, a fee program must be approved by the City Council. The fee will be collected with the issuance of all future building permits within the fee boundary or construction of all or a portion of Cannon Road West improvements will be required prior or concurrent with issuance of building permits. As a result of approved Local Faciliies Management Plans (LFMP) for Zones 8,13 and 24, conditions were imposed requiring a guarantee for the construction of Cannon Road West prior to therecordation of any final maps or the issuance of building permits. DESCRIPTION OF IMPROVEMENTS The road segment covered under this fee program includes the completion of Cannon Road to major arterial standards from Paseo del None to El Camino Real (hereafter known as Cannon Road West). This major arterial road has four traffic lanes and a raised median within a 102 foot right-of-way. The total improvements necessary for completion of Cannon Road West include the following: Full width grading of the roadway, all curbs, gutters, sidewalks, base and pavement, median landscaping and irrigation, median hardscape, street lights, street monumentation, storm drainage facilities, erosion control, guard rails, and other incidentals necessary to complete a four-lane major arterial roadway, The facilities also include two (2) 455-foot multi-span bridge structures across the salt water wetlands at the north end of Macario Canyon, and a 130-foot single-span bridge across the Aqua Hedionda Creek at El Camino Real. In addition, the project includes the cost’ for full mitigation of the environmental imp+ts of the construction of the improvements noted above. The improvements do not include any franchise utility, water, sewer improvement, or reclaimed water facilities, or traffic signal costs. covered under the traffic impact fee program. The cost of traffic signals are The other costs are included with other fee programs and/or will be the responsibility of the adjacent developing projects which require the need for these facilities. The above improvements have been divided Into two categories, namely ‘frontage improvements’ and “common improvements’. The ‘common improvements’ include the following: Full width grading of the roadway, paved road surface for two lanes (l&foot paved section on each side of median for a total of 38 feet of paved section), median curbs, and drainage improvements which are necessary to serve the center lanes and/or protect the roadway grading. It also includes the two 455 foot multi-span bridge structures at Macario Canyon and the 130-foot single- span bridge near El Carnlno Real. In addition, the improvements include the cost for full mitigation of the environmental impacts of the construction of the improvements noted above. The soft costs included are design, contract administration, construction inspection, and construction engineering. The ‘frontage improvements’ include all other improvements necessary to complete Cannon Road West to four lane major arterial roadway standards. These remaining irrrprovements would indude the following: Paving beyond the 36-foot paved section, outside curb and gutters, sidewalks, street lights, any frontage landscaping and irrigation, median landscaping and irrigation, median hardscape, and any other frontage improvements which would normally be required of the adjacent development projects. For the purposes of calculation of the Cannon Road West fee, the cost of the frontage improvements along properties which have a general plan designation of open space and which are environmentally constrained, are included in the ‘common improvements’ and are not listed as a frontage obligation to the adjoining property owner. COST ESTIMATES The cost estimates for the project improvements were prepared using the latest plan revisions for Cannon Road West These plans were prepared by O’Day Consultants, Crosby, Meade, Benton and Associates, McDaniel Engineering, Utility Design Consultants, KTU+A, and VTN Southwest. The cost estimate was divided into seven reaches for the purpose of allocating improvements costs. Table 1 summa&es the cost estimates for the ‘common improvements’ and ‘frontage improvements’ for the seven reaches. The total estimated cost for Cannon Road West is summarized in Table 1 and shown graphically on Figure 1. Detailed cost estimates are included as Appendix A of this report. Reaches 1 A through 1 F correspond to the former Reach 1 of Cannon Road. Reaches 1A and 1 B were combined and utilize bids recently received by the Carltas Company for the Cqlsbad Ranch project FUNDING SOURCES There are presently two funding sources identified In the City’s Capital Improvement Program for the construction of Cannon Road West. These two funding sources are as follows: n Transnet Highway Fund8 . . Cannon Road West is designated on the regional transportation improvement program (RTIP) as a regional facility and was allocated $3,450,000 in Transnet funds. The Transnet funds are limited to funding one-half of the construction costs of a basic four-lane facility, excluding outside curb and gutter, sidewalks, street lights, median landscape, and median hardscape Improvements. The detailed cost estimates presented in Appendix A Include a column entitled ‘SANDAG Allowable,” which summa&es the facility costs eligible for Transnet funding. One-half the amount of this column is significantly more than previously allocated. --- ----.- --__ . Table 1 SUMMARY OF COST ESTIMATE Reach IA and 18 oescliption North south Common Frontage Frontage Improvements improvements Improvements Total Cost Paseo Dei Norte to Armada Drive IC IO IE IF II Station 7+38 to 37+70 Annada Drive to Cart&ad Ranch Boundary Station 37+70 to 50+00 f1.182.564 1 tl,983,75(1 $489.367 1 $311,820 1 Carl&ad Ranch Boundary to Macario Bridge Station 50+00 to 64+50 287,606 197,252 149,298 634,157 (1) (1) I ,274.587 -o- -O- 1,274,587 (1) (2) . 5.651,107 -o- -o- 5.651.107 (1) 11) 431.156 -o- ‘-O- 431.156 (2) 2,951,523 206,749 1 JJ29.022 4.187.294 $11.085,346 $715,820 $2360,884 $14,182,050 This frontage is coneidered open epece and k therefore added to common improvements AU but 8QMeet ofthstqarm frontage is considered unbuiidabk end therefore is added to common improvements. Macario Bridge Station 64+50 to 6Q+35 Mecarlo Bridge to Kely Ranch Boundary Station 69+35 to 72+61.30 Kelly Ranch Boundary to El Camino Red TOTALS - . 4 . m Community Facilities District (CFD) No. 1 The list of improvements to be funded by CFD No. 1 includes a provision for $3,950,000 to be applied towards the construction of Cannon Road West. The total of these two funding sources will be applied to the ‘common improvements.’ The resulting amount of unfunded costs will be utilized to calculate the Cannon Road West facility fee. This unfunded amount is summarized as follows: Description cost I Total Cost Estimate Less ” North Frontage Improvements’ Less “South Frontage Improvements’ $ 14,162,OSO < 715,820> < 2,36Q,t384> Common Improvements Less SANDAG Transnet Highway Funds Less CFD No. 1 Funds $11,085,346 < 3,45o,ooo> < 3,95o,ooo> Unfunded Costs for Fee Program I $3,685,34s ! 1 AREA OF BENEFIT The area of benefit for the proposed Cannon Road West facility fee is shown on . Figure 2. The area includes potions of LFMP Zones 5, 8, 13 and 24. With one exception, each of the properties within the proposed benefit area is obligated by vir?ue of a condition of development approval, or LFMP requirements to finance all or some portion of Cannon Road West The relationship between developing properties within the area of benefit and the need to construct Cannon Road West is discussed in more detail on a zone by zone basis in the following paragraphs. LFMP Zone 5 There are 20 parcels under two separate ownerships in LFMP Zone 5 that are included within the proposed area of benefit The 18 parcels under the ownership of Upland Industries are fully developed parcels created with Phase V of the Carlsbad Research Center (CRC). These-7 8 parcels are subject to a tentative map condition of approval which requires construction of a secondary access prior to issuance of building permits on any of the parcels. Secondary access would occur with the extension of Faraday Avenue to Cannon Road and Cannon road east to El Camino ., . ...“. *-f ‘: I_ c..y.‘~ i, . . . *> . . .: . . I : r -2. .\.,.. .\’ I ,,: - , I I .__ i 57:: .: ., .\\-’ ~ i <...-- :.J . . I ., : . : i. I f : i - Real or west to the existing terminus of Cannon road. Interim secondary access may be allowed by the City from Halley Way to Camino Hills Drive; however, City approval of the interim secondary access is conditioned upon the owner’s participation in the financing of Cannon Road West. The remaining two parcels under the ownership of the lvar Company are undeveloped and do not have any development approvals pending or otherwise. However, access to the lvar property must occur through Phase V of CRC and therefore, any development of the property would be subject to the same requirement for secondary access as was applied to the CRC properties. For this reason, the two lvar properties are included within the proposed area of benefit for the Cannon Road West facility fee. LFMP Zone 8 There are two parcels under two separate ownerships in LFMP Zone 8 that are included within the proposed area of benefit All properties within LFMP Zone 8 are subject to a LFMP requirement to guarantee funding of Cannon Road from H Camino Real to Car Country Drive prior to development of the property. LFMP Zone 8 properties which have been excluded from the area of benefit include City owned property in Macario Canyon and privately owned property located along the north shore of the Agua Hedionda Lagoon. The property within Zone 8 located on the north shore of the Lagoon will access the freeway and other regional routes by way of Park Drive and Tamarack Avenue and thus were not included in the proposed facility fee program. LFMP Zone 13 There are 12 parcels under four separate ownerships in LFMP Zone 13 that are included in the proposed area of benefit Each of these parcels is subject to a LIMP requirement to financially participate in the funding of all or some portion of Cannon Road West Several parcels in LFMP Zone 13 located along Paseo Del Norte are not ‘within the area of benefit and would not be subject to the Cannon Road West Facility Fee. These excluded parcels are considered to have responsibility for Palomar Airport Road and are induded in the existing Assessment District (AD) 86-l for the construction of Palomar Airport Road from Paseo Del Norte to Palomsf Oaks Way. Recent mapping efforts revised and extended the boundary line of the original parcels into AD 86-l to indude property that was formerly north of the original assessment district boundary. However, the area of benefit for Cannon Road West as shown on Figure 2 excludes those proposed final map parcels which benefit from AD 86-l. LFMP Zone 24 There are 14 parcels under seven separate ownerships in LFMP Zone 24 that are included in the proposed area of benefit The existing mobile home park within Zone 24 is not included within the area of benefit. The approved Zone 24 LFMP requires that a financing plan guaranteeing the construction of Cannon Road from El Camino real to Car Country Drive be approved by the City prior to any development occurring within the zone. This requirement was placed on development within Zone 24 because the traffic on Cannon Road West generated by the development of Zone 24 is projected to exceed the Growth Management threshold requiring implementation of a financing plan requiring construction of the facility. METHODOLOGY TO DETERMNE FEE Since Cannon Road West is a major arterial roadway, and future parcels will gain access to this arterial by means of collector roadways, the measure of average daily trips (ADT) will be utilized as the methodology to apportion benefit within the boundary of the fee district There are a total of 50,958 ADT within the area of benefit The approved LFMP zone plans, proposed and approved tentative maps, and recorded final maps were utilized to determine the projected land uses and development potential of each parcel induded within the area of benefit Projected ADT totals were then estimated using traffic generation rates obtained from the October 1993 edition of the SANDAG trip generation table (included in Appendix B). The ADT projections for each parcel are listed within Appendix C of this report. The traffic projections listed in Appendix C are for future development only and do not include ADT figures for existing residences located on property within the proposed area of benefit asting residences are exempt from the proposed fee program; however, any additional development in excess of the existing units on such a property is subject to the facility fee. There are presently three existing units within the proposed area of benefit, two in LFMP Zone 24, and one in LFMP Zone 8, FEE CALCUUTlON The proposed facility fee is calculated by dividing the total unfunded costs for Cannon Road West by the total number of ADT antidpated to be generated by the undeveloped property within the area of benefit The unfunded cost, amounting to $3685,346 was identified in the-previous section entitled “Funding Sources.’ The total ADT of 50,958, was previously identified in the section entitled ‘Methodology to Determine Fee. l The proposed facility fee is therefore calculated by dividing the unfunded costs by the total ADT as follows: -I- Facility Fee = $3,685,346 + 50,956 ADT = $72.32/ADT, Say $73/ADT The actual fee for developing property within the area of benefit is calculated by multiplying the facility fee of $73/ADT by the total ADT generated by the proposed development. Appendix C shows the development potential, general planned land use, estimated ADT, proposed facility fee, and frontage obligations for each parcel in the area of benefit It should be noted that the fees listed in Appendix C are estimates based upon currently proposed land uses and growth management projections. The actual fee will be determined at time of development based upon the approved land use and the trip generation rates projected at the time building permits are issued. Agreements have been entered into with two developments to pay their fair share cost of the Cannon Road West facility fee. These two developments identified as Carlsbad Tract 91-03 and Carlsbad Tract 85-24 Unit No. 5 were allowed to proceed with development on the condition that they deposit $50 per estimated ADT. The actual amount of their fair share payment shall be determined by the City Council at the time this fee program is established and will be based on the actual dollar per ADT approved by the City Council times the number of trips established in the agreements. The number of ADT for each development is reflected in Appendix C and included in the total fee program. , FEE PROGRAM The following recommendations make up the full extent of the facility fee program: 1. Based on the above, the recommended Bridge and Thoroughfare District (B&TO) Fee for the Cannon Road West Facility is $73 per ADT. 2. The fee is to be paid at the time of building permit issuance. 3. The ADT for each project shall be based upon the latest edition of the Guide for Traffic Generation Rates for the San Diego Region produced by the San Diego Association of Governments (SANDAG). A single family detached residence has an ADT of 10. For multiple land uses and/or land uses not included in the Guidelines, the City Engineer shall determine the appropriate traffic generation rate. 4. All new development within the boundary of the B&TD that are not shown as exempt from the fee program will be subject to payment of the Fee. The exemptions indude property held under public ownership. I -& . . 6. 7. 8. - in proposed development or number of average daily trips) or periodically by the City, based on actual construction, incidental, and acquisition costs or engineering cost estimates and/or the actual number of units constructed or authorized to be constructed in the zone. The City may use at its discretion all or a portion of the B&TD Fee fund to design and/or construct any portion of Cannon Road West. Alternatively, the City may give credits or make reimbursement payments to eligible developers. A developer who acquires any right of way, designs and/or constructs any of the improvements or installs any required mitigation for the segments of Cannon Road West covered by the fee program may be eligible for credit and/or reimbursement, subject to the approval of the City Council. Only those improvements or work included within the cost estimates upon which the B&TD Fee is based are eligible for credit and/or reimbursement. Credit and/or reimbursement (if funds are available) may be given for the actual costs incurred by the developer for the improvements subject to the limits defined below: ä Credit The amount of credit is limited to the total amount of B&TD Fee which would be payable by the developer for his/her development but not to exceed the Estimated Cost of the Improvements as set forth in the fee program documen ts, or the developer’s actual cost of the improvements, whichever is less. Once the credit has been determined for a development, the credit shall be considered to run with the land and be awarded on a building permit by permit basis to whomever is listed as the building permit permittee. w Reimbursement Reimbursement of actual costs in excess of the eligible credit will be allowed, if funds are available, up to or in excess of the Estimated Cost of the improvements upon approval by the City Engineer and subject to the following: (a) Each year during the preparation of the Citys Capital improvement Program (CIP), the City will consider the present and future construction needs for Cannon Road West. Any available funds shall first be appropriated from the annual fee revenues to guarantee the funding of the adopted CIP for this road. Any fee revenue funds remaining after the annual appropriation shall be w (cl w made available for reimbursement to qualifying developers. Nothing in this policy shall preclude the City from using any or all of the appropriated fee revenues to reimburse developers for constructing any portion of the road consistent with the future needs of the public as determined by City Council. Before undertaking any work subject to reimbursement, the developer shall enter into a reimbursement agreement with the City, which would specify, among other things, the estimated reimbursement amount, the method of reimbursement, and any right of way acquisition costs which are eligible for reimbursement. The agreement will acknowledge that any reimbursement will be subject to availability of funds, after sufficient amounts are reserved for design and/or the completion of the improvements. * If the projected actual costs of con&u&ion are expected to exceed the Estimated Cost of the Improvements by a significant amount, a request for reimbursement must be made prior to construction of the improvements. The request must be approved by the City prior to awarding of a construction contract The developer must adhere to a quasi-public bidding process and receive a minimum of three construction bids. The proposed work must be bid separate from any other construction work for the developer; The construction contract must be awarded on a unit price basis. Where grading work abuts the grading for the development, the grading quantities shall be based upon a vertical line extending from the edge of the right-of-way. Reimbursement shall not be made for any item not included in the estimated construction cost of covered improve- ments. Once the construction is complete, the developer will submit evidence of all costs expended for the construction of the road, including any incidentals, for verification by the City Engineer. All cost data is subject to audit. If the actual construction costs exceed the estimated construction costs, then concurrent with the approval of the reimbursement agreement, the City must approve a revision to the fee schedule based upon the remaining property to be developed. The developer requesting reimbursement will be liable for any increase in fees so computed. 9. The City will determine the portion of the B&TD Fee fund which is necessary to assure completion of the improvements and the portion of the fund which may be distributed for reimbursement. . , 10. The portion of the B&TO Fee fund which is determined by the City to be available for reimbursement will be distributed to all developers who are eligible for reimbursement. If there are multiple claims for reimbursement, which total more than the available fund for reimbursement, then the fund will be distributed in the order in which the reimbursements are received unless an alternate methodology is determined by action of the City Council. 11. Construction of facilities and/or payment of B&TD Fee shall satisfy the financinq guarantee required by the Growth Management Ordinance for all of the facifities for which the fee has been established; provided, however, that any facility which is required, e.g. by the City’s Cul-de-sac Policy, to support the proposed development has been completed. . pm nab + o~l4ol*lo-w. 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I~%oJm 2w/qqr* 3rwom. 1oo/aerm : 3 mumm i .a0un DWMU* :o/ 1 ow 10. n : loQ/a’ ~~~~ooDsaa.‘5owacw ‘3~woa~h. 15ohu* 101 loo0 y n- 301 loo0 - It- 2001 two 94 R. 13owwm’ 1001 loo0 II R.. aoowa- ~500 I750 olr-ulm,’ ~a0~moo~n.sow~- IO/ I ooo u It. 3oua WlW :0/DWU Slwe- 9wun tsww4r-orrr)” 1 .I,-. a0/4OW mw~000R - awa- 5OllOW h - 5/w 3O/lnr 3DwM’ r/C-- w-4 wkl wwauv” *I- 2O/len’ - rof maa m IL mwa 4ww (WlQI 3ww ammo d 51-e Z¶/low m IL” ~~o~y.L awu 3owu roo/mbla8wDmmmw WONT mu mmm s I- INOVI e- -u88m@ - I.. ..m -Y*N. - a ll II as ,a 41 5s I40 S% ,541 3% $5.11 :.. 11-1~ 11% IIll ‘5s I5 1) 9s 15.11 5% m Iam 7B l55b 7% II.51 n law n 15.21 4% 7s 17 11 4s aw 10m In Imn :: la43 on n It* n 12.m n 12.n IS ILO n 199 4s lC4l 3s I&U 9s I** ;:f ii.2 10% 8511 a* ta4h 3s Ia4b 7s 14.1 ‘0% l1.01 1)s 12.n !4S l2.5l 1% II 5) 12% c3.n 7s 3% l55l 1oB I551 12* I551 11s I4H 10% 13:7l n n ta.41 11% l4Q 11% cm n z 1:1 ¶s ll:O 11s 15.5) n lF1) la :5 112 08 :oo #O 0.4 54 a.3 5.1 7s In c7r 10s 173l n 1711 I28l.4, ‘_ Ion Ia0 n 15:s 4.7 n VW 6s IaM n l5m 0.M n da* 15s an 15s 123 ‘kwa-- wn-o75oua+525 1 t-nrmw~-~am~a s@maa- M73-07WlMN*l5@ * ~Fuuvl- ---*my m-m*- -muFIn---- l II)v-ot- CVIIIU y-v-7 an m F4-a - m SeIwU9-Hlr) Ioa C-Y 2 m-m am YF a5a au- --- m IcnyLuI?I. A IA -muI *am- z FEE SPREAD zond ASUWIJS Slap Parcel Parcel Na 473 Comnu[nd’Ra Fw’ADT Gmas NU Genaal Plan m-=d FKOlltagC Told ACW Aau Landusa ADT owlla FCC Obligation Oblig3tmn ZOMS I 2 3 4 5 6 7 a 9 IO 11 12 13 14 15 16 17 I8 19 20 Znne8 21 22 ZanD 13 23 24 25 26 27 28 29 30 31 32 33 34 34A 34B Zona 24 35 36 37 38 39 40 41 42 43 44 45 46 47 48 Total 212-130-17 2.53 2.1 212-130-18 1.92 1.5 212-130-19 1.50 1.2 212-130-20 1.79 1.5 212-130-21 2.93 2.1 2 12-l 30-22 2.22 1.8 212-130-23 2.08 1.4 212-130-24 2.44 1.7 212-130-25 6.19 2.7 212-130-26 2.96 0.8 212-130-27 8.16 3.3 212-130-28 2.69 1.1 212-130-29 2.39 1.1 212-130-30 2.24 1.1 212-1X-31 7.24 3.4 212-130-32 a.00 4.1 212-130-33 6.29 4.5 212-130-34 4.10 3.3 2l2-oSo41 1.83 0.7 212-oSO-43 14.28 5.7 SUbtOtd 83.78 208-020-28 333.93 146.0 212010-03 21.90 11.0 SllbOtd 355.83 212~1414 56.50 0.0 2ll~lo-19 3.00 0.0 211~10-23 147.04 0.0 21l-010-05 1.40 0.0 21l-OlO-24 49.95 0.0 hturclot4 12.07 10.9 21 l-023-03 lO.o6 10.1 21 l-023-04 7.m 7.7 futn1elot6 5.78 5.8 filturclot7 5.78 5.8 futumlota 4.84 4.8 !i3tlm lot 17 53.75 52.8 IiJhua Ion 3&s 73.74 72.1 futura lot 16 IO.00 10.0 Subtotal 357.87 212-!XO-13 5.00 4.9 212-050-38 1.29 1.1 212-oY.L39 1.12 1.3 2 12-050-36 1.20 1.2 212-O50-37 139 1.4 212-050-33 9.52 9.4 ZlZ-oSO-32 0.84 0.7 212mw 14.42 13.7 212-050-29 56.28 194.0 2 12-050-30 22.06 0.0 212JlSO.34 48.37 0.0 212-050-22 1.34 0.0 212050-35 1.09 0.8 208XI2O-17 2.42 2.4 subtotal k66.34 %3.82 220 Upland Illdustlicr Sl6,027 so S K.027 I57 Upland IndusUia fll,448 so Sl I.448 I25 Upland Industria $9,158 so S9,158 I57 Upland lndwtria Sll,448 so Sl1.448 220 Upland Indusbia $16,027 so 6 16,027 188 Upland Mu5tria fl3.737 so Sl3,737 146 Upland lndusbia 910,684 so fl0,684 I78 Upland Lndtmia 512,974 so S12.974 282 Upland lndustlia S20.606 so 520,606 84 uplalld Illdlha S6.105 so s6.105 34s Upland Indmtria S25,lSS so S25.185 115 uplaad Indlmia sa.395 SO 58.395 115 upland zadwbh skta9s so $8,395 115 Upland hdwtria sa29s so saJ95 355 uphd Ilxhhia s2SQ48 so $25,948 429 Upland Indust+ $31290 so S3 1,290 470 uplandIlldariu s34f43 so s34.343 345 Upland rlldlha S25.185 so s25,las 76 IW s5.571 so s5.571 596 Iwr s43.501 so s43.501 4718 M44.419 so $344,419 7678 110 SS6oJ23 Sl.235.771 S1,7%J94 sa*o30 so sa.030 5568.553 SlJ35.771 S1.804.324 so so so so so so so sso9,072 m9.072 so so so Slf53.712 so S1$53,712 Sl74.835 SlJa2J64 SlJS7J99 395.265 so S95.265 =wo so m.ooo SlOS,48S so s105,485 s105.48s so $105,485 SW30 so S88,330 ss47.soo S149J98 $696,798 s43.aoo so s43.800 so so so $2.587.412 fww34 S4.428.346 s11.446 m s11.446 sum so s2.570 $3.037 so s3.037 s5803 so s2.803 x3.270 so s3.270 S21958 so S21.958 sno so $730 321.170 so s21.170 S141,62O so S141,62O so so .so so so So so so so Sl.46o so s1.460 s9.490 so s9.490 PI PI PI PI PI PI PI PI PI PI Pi PI PI PI PI PI PI PI PI PI RL OS OS 35444 157 3s 42 38 45 301 10 5 290 1940 . . l 20 130 TabotA Hidrr -cirarp Whapcy Wimpey -WY =w=Y Sippal Sippel 3008 s219,SSS so SO958 53.719939 S3,076,7oS s219.555 m%~ 4 ADTsusamabiudi8tDouvalwwithi8ita843~ HILLMAN PROPERTIES M&T. INC. Certificate I, Jody B. Cosner, Assistant Secretary of Hillman Properties West, Inc. (the “Company”), a Delaware corporation, do hereby certify that attached as Attachment 1 is a true and complete copy of resolutions adopted by the Board of Directors of the Company on September 20,1996. I further certify that said resolutions have not been rescinded, changed or altered but remain and continue in 111 force and effect as of the date hereof. I further certify that the following individual is the duly elected and qualified present incumbent of the office of the Company set after his name, and that a specimen signature appears opposite his respective name. Name Offke Dale L. Clemens Vice President- IN WTI’NESS WHEREOF, I have executed this Certificate and affixed the Corporate Seal of Hilhnan Properties West, Inc. on this z* day of ScQ~~ ,1996. / _ /I ,‘. ,1 1 ,: I’.:, / ,r”‘* .,,, / tf /A I .:’ ‘I a ‘, c*\ ‘: ( 2 -@A .I ;; *:.; ;j / I 4) : / ,i Assistant Secretary , ;.‘. <’ (w:\als\res\bdhpwkel.sam) -- . HILLMAN PROPERTIES M&T. INC. ATTACHMENT1 )) WHEREAS, the Kelly Family Investment Limited Partnership, a California limited partnership (“Seller”) owns certain land situated in the State of California, County of San Diego and described in Exhibit A, attached hereto, along with certain Improvements, the Intangible Property and any and all rights appurtenant thereto ~ereinafkr collectively referred to as the “Project”); and WHEREAS, Seller agrees with this Corporation (“Buyer”) to sell, transfer, assign and convey the Project to this Corporation for the purchase price of Three Million Nine Hundred Thirty Thousand Dollars ($3,930,000), subject to adjustments, and upon the terms, provisions and conditions set forth in the Agreement of Purchase and Sale of Real Property dated as of August 2,1996 (the “Agreement”); and WHEREAS, Seller and this Corporation amended and modified certain provisions of the Agreement as set forth in the First Amendment to Agreement of Purchase and Sale (the “First Amendment”); and WHEREAS, capita&d terms used herein and not defined shall have the same meanings ascribed to them in the Agreement, as amended. NOW, THEREFORE, BE IT RESOLVED, that the execution and delivery by Dale L. Clemens, Vice President of this Corporation of the following documents be, and the same hereby are, ratified, confirmed and approved: (0 the Agreement by and between Seller and Buyer; (ii) Assignment of Intangible Property Agreement by and between Seller as Assignor and this Corporation as Assignee; (iii) Promissory Note Secured by Deed of Trust in the amount of Six Hundred Eighty Thousand Dollars ($680,000) executed by this Corporation; (iv) Assignment of Leases by and between Seller as Assignor and this Corporation as Assignee; and the First Amendment by and between Seller and Buyer; -- . RESOLVED, that Dale L. Clemens, Vice President of this Corporation be, and he hereby is, author&d to execute and deliver on behalf of this Corporation as Buyer, such other instruments and documents and to take such other action as such officer may, in his sole discretion, deems necessary or advisable to carry into effect the transactions contemplated by the Agreement, the execution by such officer of such further instruments or documents to be conclusive evidence of the proper exercise of such discretion. RE' -JTION NO. 98-66 NOTE TO FILE: June 4.1998 RE: Agenda Bill #14,583 - APPROVAL OF PREPAYMENT AGREEMENT AGREEMENT FOR CANNON ROAD WEST FEE PROGRAM - KELLY RANCH LOT LINE ADJUSTMENT, ADJ 468 Since 3/10/98 when the City Council adopted Resolution No. 98-66 (as amended), approving the Prepayment Agreement (as amended), we have continually attempted to get the revised Resolution and Agreement from the Engineering Dept. so that we could finish processing the documents. The changes approved by the Council include the “change of all references in both documents from Hillman Properties West to Kelly Land Co”. lsabelle has contacted Frank Jimeno on several occasions, and I have communicated with Bob Wojcik and David Hauser on several occasions (by Email and Phone) during this time requesting the amended documents. On May 14, 1998, Dave was in my office about another matter, and we also discussed this one. On May 19, 1998, Dave told me he was still working on this matter. Today, June 4, 1998, Dave called and told me that (per Lloyd) “Hillman will not sign another agreement”, that the documents approved on 3/10 will not be revised, and that Hillman will be coming forward with another approval and agreement which will cover the same project, and will go back to the Council. THE CLERK’S OFFICE THEREFORE, WILL NOT PROCESS THE AGREEMENT OR RESOLUTION SINCE THEY ARE NOT CORRECT. THESE DOCUMENTS WILL BE FILED AS IS, WITH A COPY OF THIS MEMO. K&&N R. KUNDTZ Assistant City Clerk