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HomeMy WebLinkAbout2009-06-23; City Council; 19866; Ranch Sant Fe Rd repaymentsCITY OF CARLSBAD - AGENDA BILL AB# 19,866 MTG. 6/23/09 DEPT. FIN REFUND AGREEMENT AND PARTIAL REFUND OF PREPAYMENT FEES IN THE RANCHO SANTA FE ROAD PROJECT DEPT. HEAD CITY ATTY/W CITY MGR. RECOMMENDED ACTION: Adopt Resolution No. 2009-154 _, approving the Refund Agreement and authorizing a partial refund of prepayment fees to the parties listed in Exhibit 2. ITEM EXPLANATION: One of Council's strategic goals is to provide and maintain a multi-modal transportation system that moves goods, services, and people throughout Carlsbad in a safe and efficient manner. This is reflected in the Growth Management Plan which requires each zone within the City to complete a Local Facilities Management Plan identifying how the zone will furnish the necessary public facilities to serve its needs. For a number of years, staff has worked with property owners in Local Facilities Management Zones 11, 12 and a small portion of 6, to form a Community Facilities District ("CFD") that would finance the construction of Rancho Santa Fe Road and Olivenhain Road improvements, as required by the Local Facilities Management Plan for these zones. This CFD (to be designated as CFD No. 2 if formed) was intended to provide the property owners and the City with a feasible financing tool to guarantee funds would be available to construct the roads. However, delays in the formation of the CFD created development delay issues for some of the property owners in the proposed CFD who had met all of the non-circulation conditions placed on their maps. To address the development delay issues certain property owners faced, Council began allowing property owners to prepay their obligation under the proposed CFD No. 2 (until CFD No. 2 is formally created, the project is called the Rancho Santa Fe Road "RSF Rd" Project) during late 1993 in exchange for a prepayment agreement ("Fair Share Agreement"). The Fair Share Agreement allows each developer to meet their obligation to participate in the funding of the Zone 11 circulation system by paying a fixed fee per housing unit. The Fair Share Agreements authorized by Council made two significant findings. First, the prepayment of the property owner's fair share represents an adequate financing guarantee under the Growth Management Program. This finding is based on the special case assumption that a CFD could be formed and that it is the CFD which actually provides the financing guarantee. Secondly, the project does not create a major impact on the existing circulation facilities. The City Engineer agrees with these findings as they relate to this project. DEPARTMENT CONTACT: Aaron Beanan 760-602-2430 aaron.beanan@carlsbadca.gov FOR CITY CLERKS USE ONLY. COUNCIL ACTION:APPROVED DENIED CONTINUED D WITHDRAWN D AMENDED D CONTINUED TO DATE SPECIFIC D CONTINUED TO DATE UNKNOWN D RETURNED TO STAFF D OTHER - SEE MINUTES D Page 2 Since late 1993, 13 property owners have signed Fair Share Agreements approved by Council allowing them to pay their fair share amount. The prepayment fees paid under the Fair Share Agreements enabled the design and construction of the road improvements to commence. Five major road projects are financed through funds generated by the RSF Rd Project's Fair Share Agreements. These road projects include: Olivenhain Road from Amargosa Drive to El Camino Real (complete); Rancho Santa Fe Road from Olivenhain Road south into Encinitas, (completed by the developer of the Shelley property - Continental Homes); the intersection of Rancho Santa Fe Road and Olivenhain Road including the completion of the Olivenhain Road improvements between Rancho Santa Fe Road and Los Pinos Circle, (under construction); Rancho Santa Fe Road Phase I from La Costa Avenue to San Elijo Road (complete); and, Rancho Santa Fe Road Phase II from San Elijo Road to Melrose Drive (complete). The prepayment fees are also enabling the environmental mitigation, monitoring, and restoration for Rancho Santa Fe Road North, Phase 1 and 2 required for the disturbance to wetland, upland, and ephemeral stream areas within the project location. A portion of the mitigation took place on-site (construction complete). The on-site mitigation was located in the area under and adjacent to the new bridges over San Marcos Creek. The on-site mitigation is currently in the five year monitoring and maintenance period. A portion of the mitigation is taking place off-site at San Marcos Creek east of Melrose Drive in the City of San Marcos (construction in progress). Once the construction of the off-site mitigation is complete, it will be monitored and maintained for five years. FISCAL IMPACT: Funding the roadway projects in the RSF Rd Project area has been a concern to both the City and affected property owners. To ensure all roadway and appurtenant improvements were financed within the RSF Rd Project area, the City and property owners agreed to the following fair share funding matrix based on an Equivalent Dwelling Units (EDUs) by product classification methodology: PRODUCT CLASSIFICATION Single Family - Detached Units Single Family - Attached Units Multi-Family Units Churches Commercial/Industrial and Other EQUIVALENT DWELLING UNITS 1.0 EDU 0.80 EDU 0.60 EDU 4.0 EDU per Acre 10.0 EDU per Acre FAIR SHARE AMOUNT $10,250 $8,200 $6,150 $41, 000 per Acre $102,500 per Acre In addition to the property owner fair share fee requirements, the City agreed to contribute $5,700,000 from CFD No. 1 to help finance the roadway improvements. Subsequent to the development of this funding matrix, the City secured Federal grants to help finance a portion of the improvements for Phase I and Phase II of the Rancho Santa Fe Road Project. As these funds were not part of the original funding matrix, the RSF Rd Project now has surplus funds. Pursuant to the Fair Share Agreements, the City is only required to refund surplus funds upon completion of all applicable improvements and the recordation of the Notice of Completion for the final phase of improvements. However, City staff felt it would be equitable to the property owner's who paid their fair share under the RSF Rd Project's Fair Share Agreements to begin releasing a portion of the surplus funds prior to completing all applicable improvements. Page 3 Revenues from the prepayment fees generated by the Fair Share Agreements to date, the $5,700,000 contribution from CFD No. 1, Federal grants, and interest earnings total $68,247,525 as of June 30, 2008. Expenses total $50,596,903 as of June 30, 2008. An estimated $7,466,672 remains in road expenditures and mitigation costs. This estimated amount also includes a buffer for un-anticipated future expenses. Additional prepayment fee revenues totaling $6,012,250 are anticipated from two property owners who have not yet developed but will be required to sign Fair Share Agreements. However, the partial refund being proposed assumes that the additional prepayment fee revenues will not be received. Using this methodology ensures all improvements will be built as their completion is not contingent on future revenues but on existing funds. The information below outlines the refund calculation methodology and is based on data as of June 30, 2008: »,</'/' ,M ','ji^.^'i'' '•'Qji-"''CHCCiSikfF% f^&t'J^i II'' ATTll^Kl>MiCnr^l^"^lllW^I (\fmtSf • • ^ *''' i'*'«*<' "* ' * J^'''' I* A \t '• i * ' • ' - , ^\^Zf Turilliir Tufrrnlfcii\jJP\f tmsf\ f JTafill^iirifciu 1 MJVf tir Vri«»VrViff I^ ' ' ' - •' ' "**'' "' •' . •' " ' I______^.^^^^^^^__^^^^_^^^^^^_^_^^____^_____^^.^^__^_^_^^^^^_| Receipts $61,992,144 Expenses (50,596,903) Transfers ln/(0ut) 6,255,381 Available Balance $17,650,622 Less: Estimated Future Expenses ($7,466,672) Available Balance for Partial Refund $10,183,950 Total EDU Contribution . 3,567.21 Partial Refund per EDLK1) $2,855 Partial Refund per EDU (rounded down}* $2,850 Total Partial Refund*2) $10,166,549 Available Balance $17,650,622 Less: Partial Refund (10,166,549) Remaining Fund Balance $7,484,073 (1) The Partial Refund per EDU is calculated by dividing the "Available Balance for Partial Refund" by the "Total EDU Contribution". (2) The Total Partial Refund is calculated by multiplying the "Partial Refund per EDU (rounded down)" by the "Total EDU Contribution". *A partial refund per EDU of $2,850 would also be reflected in the prepayment fee still due from two property owners. Instead of paying $10,250/EDU they would pay $7,400/EDU. As the information above indicates, refunding $2,850 per EDU will result in refunding $10,166,549 of the current surplus balance. This refund amount leaves $7,484,073 available to finish constructing the intersection of Rancho Santa Fe Road and Olivenhain Road, including the completion of the Olivenhain Road improvements between Rancho Santa Fe Road and Los Pinos Circle, and the on-site and off-site wetland mitigation, monitoring, and Page 4 maintenance. This amount also includes funds for future staff time, miscellaneous expenditures, and a buffer for un-anticipated expenditures. Additionally, for future developers, the fair share funding matrix based on an Equivalent Dwelling Units (EDUs) by product classification methodology for the RSF Rd Project would be altered by the partial refund as follows: ^IWma^f ICATlCWt Single Family - Detached Units Single Family - Attached Units Multi-Family Units Churches Commercial/Industrial and Other EQUIVALEMT DWELLING 4JNITS r 1.0 EDU 0.80 EDU 0.60 EDU 4.0 EDU per Acre 10.0 EDU per Acre iS^I^R SH«?E!AMOUN1 ^f .,:• £ $7,400 $5,920 $4,440 $29,600 per Acre $74,000 per Acre Only property owners who have paid their fair share for the improvements within the RSF Rd Project area (i.e. entered into a Fair Share Agreement) are eligible for this partial refund. Exhibit 2 is the list of the property owners who are eligible to receive a pro-rata share of this partial refund. Exhibit 3 is each property owner's pro-rata portion of this partial refund based on their EDU contribution by project. Consistent with the Fair Share Agreements, the City will mail a notice of this partial refund process to the property owners, as listed in the Fair Share Agreements, with instructions on obtaining their partial refund. To obtain their pro-rata share of this partial refund, the property owner will be required to sign an agreement to obtain a partial refund of fees (hereinafter "Refund Agreement" and attached as Exhibit 4) paid pursuant to their/its Fair Share Agreement. The Refund Agreement will attach to each applicable party's original Fair Share Agreement; not supplant it. The Refund Agreement formalizes the new funding matrix and rate per EDU that results from the partial refund with each applicable property owner. This refund represents a partial refund since all improvements have not yet been constructed and the final Notice of Completion has not been filed. Once all improvements have been constructed, the final Notice of Completion has been filed, and there are no outstanding expenses, the Finance Department will prepare a final refund, using the same methodology as in this partial refund, pursuant to the Fair Share Agreements. ENVIRONMENTAL IMPACT: Pursuant to Public Resources Code Section 21065 and CEQA Guidelines Section 15378, this does not constitute a "project" within the meaning of CEQA and, therefore, does not require an environmental review. EXHIBITS: 1. Resolution No. 2009-154 , approving the Refund Agreement and authorizing a partial refund of prepayment fees to the parties listed in Exhibit 2. 2. Eligible Party List. 3. Amount of Partial Refund by Development. 4. Refund Agreement. Exhibit 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 11 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 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 25 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. 3 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 LORRAtN€ M. WOOD, Ci Karen R. Kundtz, Assista (SEAL) lerk ity Clerk '* -i-.<-> Exhibit 2 ELIGIBLE PARTY LIST mOJeOTNAME 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 RECORpy - :' •, California Pacific Homes 9191 Towne Centre Drive, Suite L101 San Diego, CA 92 122 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) ^!fe*ife ^>tffl0^m&^ ' V.fey W 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 O^v^'PRQPERT^OW^ ., Real Estate Collateral Management Company (c/o 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. AMOUNT OF PARTIAL REFUND BY DEVELOPMENT AGREEMENT DATE 9/28/1993 3/1/1994 8/8/1995 8/8/1995 3/19/1996 2/1/1997 8/24/1998 12/16/1997 3/14/2000 3/28/2000 1/9/2001 1/9/2001 1/10/2001 1/10/2001 12/4/2001 2/5/2002 2/5/2002 8/3/2007 2/27/2003 4/19/2005 ; - V " PROJECT NAMiJ;^^»'<;: ;|" California Pacific Homes (CT 85-9) Centex - Sonata/Tierra Santa (CT 90-4) Centex - Santa Fe frails/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) 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 SUBTOTAL TOTAL PARTIAL REFUND -•-.-'.^FbX'fe-' EDU@1.0 102 111 189 171 131 455 618 112 28 28 26 46 109 63 0 820 263 53 0 0 3,325 MUNlf EDU@0.6 4 4 vCONDO r EEtiJiatf 0 MUtWAM EDUf-0.6 168 168 COMM.AC. EDU @ 10.0 4.12 7.47 11.59 5HURCH EDU @ 4.0 5.78 5.78 ?TOTAL EDU 102 111 189 171 131 455 618.._ 30.40 28 26 46 109 63 41.20 920.80 263 53 23.12 74.69 3,567.21 3,567.21 REFUND PER EDU $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 $2,850 TOTAL REFUND $290,700 316,350 538,650 487,350 373,350 1,296,750 1,761,300 319,200 86,640 79,800 74,100 131,100 310,650 179,550 117,420 2,624,280 749,550 151,050 65,892 212,867 10,166,549 10,166,549 *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. mx oo 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 - Page 3 li 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 „ APage 4