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HomeMy WebLinkAbout1997-08-18; Parks & Recreation Commission; 897-4; Zone 19 Aviara ParksitePARKS & RECREATION COMMISSION - AGENDA BILL AB# MTG DEPT 897-4 8-18-97 CSD TITLE : ZONE 19 (AVIARA) PARKSITE ADVANCED GRADING OFFER (ACTION) RECOMMENDED ACTION : Approve in concept of a proposal to advance grade the Zone 19 Parksite in exchange for the release of a letter of credit for $1.725 million. ITEM EXPLANATION : In June of 1989 the City and Aviara Land Associates (ALA) Limited Partnership entered into a Parks Agreement as required by Local Facilities Management Plan for Zone 19 and Master Plan No. 177. (Aviara) Under terms of the Agreement, ALA agreed to dedicate 24.25 ac. of parkland and provide a letter of credit in the amount of $1.725 million in order to guarantee the development of 15 ac. of that parksite. Such action also guaranteed that the Park Performance Standards of the Growth Management Plan would be met, and consequently, the Aviara Master Planned Development was allowed to proceed. The required park dedication for the Aviara Master Plan, based upon an estimated land use density schedule approved by the City as part of the Aviara Master Plan was 21.05 acres. In addition, ALA agreed to dedicate an additional 3.2 acres of parkland on behalf of other property owners in Zone 19 in order to bring the zone into compliance with the park standard. Provisions for reimbursement to ALA for the excess dedication of 3.2 acres and the $1.725 million for development were also addressed. Furthermore, it was also agreed that if Aviara builds out at a lower density than estimated, the Master Plan parkland dedicated pursuant to the agreement shall remain with the City at no cost. ALA has recently approached the City with a proposal (Exhibit 1) which essentially would allow for the advanced grading of the parksite in exchange for a release of the letter of credit held by the City in the amount of $1.725 million. Currently, the recent development of Poinsettia Park, coupled with its future development plans, brings the quadrant into conformance with the Park Standard of the Growth Management Plan. Additionally, development funds are anticipated to be available as outlined in the Capital Improvement Program Budget for the development of the Zone 19 Parksite as it will be required or when the City is ready to proceed with its construction. Staff believes this proposal to be in the best interests of both parties, that the Park Performance Standards of the Growth Management Plan are not compromised and therefore, staff is recommending conceptual approval of this issue. Further action will be required by the City Council to approve a revised Parks Agreement in order to implement this proposal. Staff will provide a verbal update to the Commission and be available to answer questions. EXHIBITS: 1. Letter to Financial Management Director - July 31,1997 2. City Council Agenda Bill #10,112- Aviara Parks Agreement July 31, 1997 AVIARA Mr. Jim Elliott Director of Finance City of Carlsbad 1200 Carlsbad Village Drive Carlsbad, California 92008 Re: Aviara Park Requirements Letter of Credit Dear Jim: Thanks to you, Lloyd Hubbs and the Parks & Recreation Department for meeting with us on July 29 to discuss the Aviara Letter of Credit matter. We truly appreciate the City's understanding of Aviara's concern regarding what we perceive as the over-dedication of land and, therefore, the excess financing guarantee. We also appreciate the City's commitment to work with us to try to achieve some equitable solution to the Letter of Credit (LOG) dilemma. At the July 29th meeting, it was decided that Aviara Land Associates (ALA) would return with a specific proposal relative to these matters, for City review. It was agreed that any proposal for reduction or elimination of the present LOG must include concrete alternative benefits to the City. In this light, we have discussed and studied the matter internally, and offer the attached proposal for revising the present Agreement. ALA's proposal would obligate Aviara to: 1. Prepare engineering technical grading and drainage plans, and mass-grade the park in accordance with the City's concept layout. This grading operation will occur in 1997, and will help protect the site from vegetation encroachment, which could eventually render the site largely unusable as a community park; and 2. Waive any current or future claim for return or reimbursement of over-dedicated park land; and 3. ALA will draft the necessary revisions to the Aviara Land Park Agreement. The City would be obligated to: 1. Eliminate the present $ 1.725 million LOG; and 2. Refund Zone 19 park in-lieu fees to ALA (as available). 27 EXHIBIT 1 Mr. Jim Elliott City of Carlsbad July 31, 1997 Page Two ALA believes that our revised Park Agreement proposal is superior to the present LOC program. It also greatly assists in protecting the development potential of the site today, rather than allowing continuing vegetation encroachment, which quickly reduces the size and usability of the City's investment. ALA's proposal will result in an ultimate park size greater than that required for Zone 19, and will demonstrate parkland compliance in excess of City policies for years to come. Aside from the technical requirements having been met, the ALA proposal also injects a degree of fairness to the circumstances in which Aviara presently finds itself. Not only has Aviara over-dedicated park land to the City by a significant margin, but Aviara pays a costly annual premium to keep the present LOC active for financing a park that is years from realization. In our opinion, fairness must be added to the equation while considering our proposal. I will forward the draft Park Agreement with revisions upon its availability. Sincerely, /"Vice President/General Manager) cc: Lloyd Hubbs Keith Beverly Mark Steyaert Jane Mobaldi Curt Noland Scott Medansky DLC:kaf CoravAParkLOC2.alk July 30, 1997 Mr. Keith Beverly City of Carlsbad Parks & Recreation Department 1166 Carlsbad Village Drive Carlsbad, CA 92008 Re: Aviara Park Dear Keith: You will recall our recent meeting discussion regarding Aviara Land Associates offer to grade the Aviara Park site in lieu of the existing Letter of Credit (as required by the Parks Agreement dated June 1, 1989). Following is our proposed schedule to accomplish the grading during the 1997 coastal grading schedule (with extension): July 30 - Start grading plan preparation August 11 - Complete package to City August 18 - Parks and Recreation Commission August 26 - City Council August 27 - Start grading October 31 - Complete grading Your assistance in scheduling this matter at the August 18 Parks & Recreation Commission hearing, will be appreciated. Sincerely, D. Larry Clemens Vice President/General Manager cc: Jim Elliott Lloyd Hubbs Mark Steigert Curt Noland AB# 10 MTG._ i DEPT.. T 6/27/89_ CM TITLE:AVIARA PARKS AGREEMENT DEPT. HD. CITY ATTY CITY MGR RECOMMENDED ACTION: Adopt Resolution No. Aviara Parks Agreement. approving and authorizing the Mayor to execute the g 5 oz oo ITEM EXPLANATION On December 22, 1988, the City Council adopted Resolution No. 9322, approving the Local Facilities Management Plan for Zone 19 and adopted Ordinance No. 9839 approving the Aviara Master Plan No 177. As required by the Local Facilities Management Plan tor Zone 19 and Master Plan No. 177, the City and Aviara Land Associates Limited Partnership are entering into a Parks Agreement which is attached as Exhibit # 2. Aviara Land Associates Limited partnership is required by the conditions of approval of the Local Facilities Management Plan for Zone 19 and Master Plan to dedicate 24.25 acres of park land, to provide access to the park and to advance to the City fund necessary for the improvement of 15 acres of this park land with the approval of the first final map within the Master Plan. This agreement will satisfy these conditions. The agreement provides for the dedication of 3.2 acres above the 21.05 acres required for the Master Plan, for future residential developers in the zone as identified in the Local Facilities Management Plan. Aviara Land Associates Limited Partnership is advancing to the City $1.725 million for the construction of 15 acres of this park. An executed irrevocable Letter of Credit is attached to the proposed parks agreement. The City will be obligated to reimburse Aviara beginning in 1998 and continuing through the year 2007 by making annual payments each July 1 of $172,500. If the PFF funds collected are not sufficient to make these payments, then the July 1, 2007 date will be extended to" complete the reimbursement. The City is also responsible for reimbursing Aviara for the park land which is being dedicated above and beyond the requirements of the Master Plan. This amounts to 3.2 acres at a cost of $332,500. As a result, all park-in-lieu fees collected from development in Zone 19, but outside of the Master Plan area, will be held by the City and an annual payment will be made each July 1 to Aviara until the total reimbursement of $332,500 has been made by the City. The conditions of approval of the Master Plan and Facilities Plan required the developer to reserve a 5.75 acre parcel of land for park purposes which could not be developed prior to July 1, 1995. This reserve was set aside to guarantee that enough park land would be available at buildout within Park District 3. After the specific constraints analysis was conducted and submitted to staff, it was determined that the original park site did not contain 24.25 acres of net developable land as required. 30 Page 2 of Agenda Bill No. Jo At the same time, the City Council had taken action to increase the ultimate size of the AJta-Mira park site from 32 acres to 42 acres which is located in Park District 3. This action eliminated the need to maintain a reserve parcel for park purposes which had been condition in the Master Plan. Therefore, the developer was directed to utilize the 5.75 acre reserve parcel to provide the City with the required dedication of 24.25 acres of net developable park land. This has been accomplished and the remainder parcel is now 1.65 acres in size. The remainder parcel will be held until it is determined it is no longer needed for park purposes or July 1, 1995. FISCAL IMP ACT Aviara Land Associated Limited Partnership will be providing the dedication of park land in the amount of 3.2 acres above the Master Plan requirements. The City is obligated to reimburse them in the amount of $332,500 for this development. Aviara Land Associates will be also be entitled to be reimbursed for the advancement of $1.725 million for the construction of this park land. Both of these obligations are specified in the attached parks agreement. EXHIBITS 1. Resolution No. 2. Aviara Parks Agreement 31 t?oo EI.M AVFMUFI CAMLSUAU. CALIFOriNIA 92UUO O///ce uC Cailsbab July 7, 1989 Aviara 2011 Palomar Airport Road Suite 206 Carlsbad, CA 92009 .Enclosed for your records, please find a copy of the following Ordinance NS-75 & Resolution 89-216 t adopted by the Carlsbad City Council oil June 27. 1989 , EE RAUIENKKANZ City Clerk LRrlw Enclosures (2) 32 ! 2 3 4 8 10 11 12 13 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING A PARKS AGREEMENT BETWEEN AV/IARA LAND ASSOCIATES LIMITED PARTNERSHIP AND THE CITY OF CARLSBAD, AND AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT WHEREAS, the City Council of the City of Carlsbad, California, does hereby resolve as follows: 1. That the Parks Agreement between Aviara Land Associates Limited Partnership and the City of Carlsbad which is attached hereto as Exhibit A, and part hereof, is approved. 2. That the Mayor of the City of Carlsbad is hereby authorized and directed to execute said agreement for and on behalf.of the City of Carlsbad. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City- of Carlsbad, California, held on the 27th day of 14II June . 1989, by the following vote to wit:15 „I, AYES: Council Members Lewis, Kulchin, Pettine, Mamaux and Larson 16 II „ NOES: None __„ ABSENT: None18 1911 CfAUDE'A. LEWIS, Mayor 20,, ATTEST: fi £"J~R+ ^ ~r(fl,7777~~3PT5,21 I ALETHA L. RAUTENKRAfiZ, City Clerk A 33 PARK AGRF.FMF.NT THIS PARK AGREEMENT (the "Agreement") IS ENTERED INTO this First: day of June 1989, between the CITY OF CARLSBAD, a municipal corporation of the State of California ("City"), and AVIARA LAND ASSOCIATES LIMITED PARTNERSHIP, a Delaware Limited Partnership, ("Owner"), which parties agree as follows: RECITALS A. On July 1, 1986, the City Council adopted, as Ordinance 9810, a Growth Management Program for the City of Carlsbad. (Chapter 21.40 of the Carlsbad Municipal Code the "Program"). The purpose of the Program is to insure that an adequate level of public facilities and services will be provided prior to or concurrently with development. The Program is based on a three- tiered planning approach. First, a Citywide Facilities and improvement Plan identifies buildout public facility needs ("Plan"). Second, a Local Facilities Management Plan for each of the City's twenty-five management zones shows how the development of these zones will comply with the plan ("Zone Plan"). Third, individual project approvals must include the public facilities required by the Plan and the Zone Plan. B. On September 23, 1986, the City Council adopted, Resolution No. 8797, approving the Plan. The City Council also adopted Resolution No. 8796 which established the specific public facility performance standards to be used in the implementation of the Program. C. On December 22, 1987, City Council adopted Resolution No. 9322, approving the Local Facilities Management Plan for Zone 19 ("Zone 19") and Ordinance No. 9839 approving MP 177 for a comprehensive Master Planned Community centered around a hotel, golf course and related uses on 1,402 acres of property generally located north of La Costa Avenue between 1-5 and El Camino Real ("Aviara"). D. Zone 19 identified certain public facilities such as parks which were below the adopted performance standard and could not accommodate any new development. The Program requires that parks conforming to the performance standard be guaranteed before development may occur. Aviara as well as other projects in Zone 19 cannot go forward' until park facilities are brought into conformance with the standard. City and Owner have agreed to work together to meet the zone plan standards. E. Owner will dedicate 3.2 acres of land on behalf of other property owners in Zone 19 ("Growth Management Park") and will advance the financing for the construction of 15 acres of park to bring Aviara into compliance with the Program and Zone 19 and to give Owner the ability to build (so long as all public facility performance standards are met) at an earlier time than otherwise possible under the City's financing program. F. The City and Owner also intend that this Agreement will satisfy Condition No. 31 of MP-177 relating to park land dedication by the dedication of 21.05 acres of land ("Master Plan Park"). G. The dedication by Owner of the Master Plan Park is based upon an estimated Land Use Density Schedule approved by City and set forth on Page 20 of MP 177 and on the dedication requirement of Chapter 20.44 of the Carlsbad Municipal Code ("Chapter 20.44") as they would apply to subdivisions within Aviara. Chapter 20.44 requires the dedication of land or the payment of fees in lieu thereof for park and recreational purposes as a condition of approval of the subdivision of land. Section 20.44.110 provides an alternate procedure for satisfaction of such obligations for planned communities by the identification of park land on a master plan and its dedication as a part of the City's community planning process, rather than as a condition of any particular subdivision. City and Owner recognize that the development of Aviara will take place over a number of years and intend to arrange for the dedication of the Master Plan Park in advance of actual need in order to ensure that the Aviara community will receive the benefits of a coordinated park program and that the park will be constructed by City so it can be available concurrent with need. Master Plan 177 invokes this alternate procedure, and City and Owner intend to implement it in this Agreement. In order to accomplish these purposes, Owner will make the dedication in advance of the requirements of any individual subdivision. The amount of land so dedicated will be maintained on account by the City to be drawn upon in satisfaction of the park obligations of subsequent subdivisions within Aviara. NOW, THEREFORE, incorporating the recitals of facts set forth above and in consideration of the mutual covenants herein contained, the parties agree as follows: 1. Agreement to Dedicate. Owner agrees to dedicate to the City, for public park purposes, 24.25 acres of real property more specifically described in Exhibit "A" attached hereto and made a part hereof (the "park land") , together with all necessary construction and access easements for the park land as identified in Exhibit MB" attached hereto and made a part hereof (the "construction access easements") . The dedication of the park land and construction access easements shall occur upon the recordation of the first final map of property owned by Owner in Zone 19. Such property is identified in Exhibit "C" attached hereto and made a part hereof (the "Property") . Upon notification by City, Owner will also construct an "all weather" graded dirt road to provide access to the park land over the construction access easement. When City advertises for bids to construct the park, Owner will dedicate an easement for public access over and improve to City 2 standards a two lane paved road to correspond with the opening of the park as determined by the City Engineer for public access from the park land to a City street (the "public access easement"). Upon Owner's dedication of the public access easement, City will quitclaim to Owner the construction access easement or any portion thereof which is not included within the public access easement. Dedications shall be in a form acceptable to the City Attorney, free of all liens and encumbrances and be delivered with a policy of title insurance at no cost to City. 2. Advance Funding of Park Improvements. Owner agrees to advance to City the sum of One Million Seven Hundred Twenty-Five Thousand Dollars ($1,725,000.00) for the construction of improvements upon 15 acres of the park land by delivering to City a letter of credit in that amount (the "Letter of Credit"). The Letter of Credit in a form acceptable to the City Attorney shall be issued by a financial institution acceptable to City's Finance Director and shall be delivered to City prior to the City Council's approval of this agreement. The obligations under the letter of credit shall be effective upon the City Council's approval of the final map for CT 85-35. City shall provide Owner with a funding schedule for the construction of park improvements on the park land not later than 90 days prior to the date when City will require funds. Owner shall provide cash to City as required by the funding schedule on the date due. If Owner fails to provide funds as required by said schedule, then City has the right to enforce the obligation against the Letter of Credit. If construction funds are paid out of the Letter of Credit, City shall concurrently give such notices as necessary in order to reduce the Letter of Credit by the amount paid. City agrees not to make any call for funds prior to January 1, 1991. 3. Construction of Park Improvements. The City agrees to use its best efforts to construct the park improvements in accordance with the Program, the Plan and Zone 19. In the event Owner advances funds in connection with such construction, City agrees that the letter of credit may be reduced by an amount equivalent to the funds so advanced, and City shall execute any further documents necessary to so reduce the letter of credit. 4. City's Repayment 9f Advance Funding. City agrees to reimburse Owner for the advance funding in the amount of $1,725,000. The City shall begin repaying Owner in the amount of $175,250 per year .commencing on July 1, 1998 and continuing thereafter in equal installments on July 1 of each year through and including July 1, 2007. No interest shall be due or paid on the City's obligation to reimburse Owner. City will make these payments from public facilities fees collected from developments in the City beginning July 1, 1997. The City's general fund is not obligated for these payments. If the amount of such fees collected is not enough to make the payments then the July 1, 2007 date will be extended to complete owner's reimbursement.' The City in budgeting Public Facility Fee funds will first cover any long term debt obligations, second other reimbursement agreements outstanding on the date of this agreement and then owners' reimbursement. 5. Park Dedication Credits. Chapter 20.44 provides a formula to calculate the amount of land to be dedicated by a subdivider for park purposes. The existing standard for computing said formula is based on 3.0 acres of land for each projected one thousand (1,000) persons residing in the subdivision. This standard may be adjusted by the City in accordance with the normal procedures for the amendment of the Municipal Code. The dedication of the Master Plan Park land by Owner, pursuant to this agreement, shall first be credited against the requirement for the subdivision which is the occasion of such dedication in satisfaction of that subdivision's requirement under Chapter 20.44 as it exists at the time of final map approval. The amount of land in excess of said requirement shall constitute a credit in favor of Owner to be held on account by City in reserve to be drawn upon in satisfaction of the park dedication obligation of subsequent subdivisions of the property as hereinafter provided. Owner with the approval of City, may use any available credits to satisfy an equal amount of park dedication requirements, as requires by Chapter 20.44 for -other residential subdivisions subsequently approved in Aviara. Said credits shall be on an acre for acre basis, the parties having agreed that each acre in Aviara is equal in value for such purposes. If the City Council determines that dedication of pubic park land in addition to the site identified on Master Plan MP 177 is necessary, the City Council may, in accordance with Chapter 20.44 require such dedication or, in lieu thereof, require park fees to be paid. If sufficient credit exists in favor of Owner to satisfy the obligation of a subdivision, the City may elect to satisfy it by a deduction from the available credit. In the event there is no, or insufficient credit available to satisfy the obligation or in the event City determines to reserve such credit for future subdivisions, as a condition of the approval of any tentative map and prior to the approval of the final map, Owner shall satisfy the requirements of Chapter 20.44 for that subdivision by making the required dedication or paying the required fees in lieu thereof as the City Council may determine. In the event the dedication of land pursuant to this agreement is insufficient to satisfy the requirements of Chapter 20.44 for a future subdivision within Aviara, the City shall require additional dedication or payment of fees to satisfy this condition. If Aviara builds out at a lower density than estimated, the Master Plan Park land dedicated pursuant to this agreement shall remain with the City at no cost. Any subdivider within Aviara wanting a credit shall be required to obtain a letter from Owner and present it to City, authorizing the use of the credit equal to the park land dedication or fee requirements of the subdivider pursuant to Chapter 20.44 at the time the final map is being processed. In no case shall City approve a final map within Aviara unless this has occurred and sufficient park land is available to meet the subdividers requirements or the subdivider otherwise satisfies the requirements of Chapter 20.44. City shall be entitled to rely on such a letter and Owner shall defend, indemnify and hold City harmless in any dispute with a subdivider concerning this agreement. 6. Park Obligation Statement. City shall maintain a Park Credit Accounting Ledger which is attached hereto as Exhibit "D" and it shall be completed and presented to the City Council prior to final map approval of any subdivisions within Aviara in order to provide an accounting of subdivision park obligations, credits, and remaining park acreage. Concurrently with the processing of a final map for a residential subdivision in Aviara, City shall prepare and make available to Owner a statement regarding the parks obligation for that subdivision. The statement shall include: (1) the amount of land required as determined by City in accordance with Chapter 20.44 as it exists at that time; (2) the amount of credit, if any, already on account; (3) the balance due or credit remaining, as the case may be, on account for future subdivisions/ 7. Lack of Development. If development within Aviara does not go forward, or approvals for development are revoked, or this agreement otherwise is terminated before buildout of Aviara, title to any land dedicated shall remain in City; provided, however, that City shall not use the property for any purpose other than those permitted in HP 177 or any amendments the City Council through public hearing process may make thereto. The remaining balance of any credits not utilized shall remain on account and shall be available to satisfy the parks requirements, which may apply to any future development of the property within Aviara. 8. Permits and Approvals. The City shall obtain, at its sole cost and expense, any necessary permits and approvals pertaining to the construction and improvements upon the park land or associated easements, including without limitation any necessary permits from the California Coastal Commission. 9. Repayment for Growth Management Park. City agrees to reimburse Owner in the amount of three hundred thirty two thousand five hundred dollars ($332,500) for Owner's dedication of the growth management park. No interest is due or will be paid on City's reimbursement obligation. City will satisfy its obligation by repaying Owner each year commencing on July 1, 1990, the park- in-lieu fees paid by property owners subdividing land outside Aviara within Zone 19 during that year until owner has received a !8 total of $332,500. Any fees collected by City in excess of that amount will be retained by City. At build out of Zone 19 if Owner has received less than $332,500 City shall repay Owner up to that amount when the City Council in its sole discretion determines that funds are available in City's capital improvement budget for that purpose. _ 10. Security Interest. City hereby acknowledges that Owner has assigned all its rights, title and interest in and to this Agreement to First Interstate Bank of California, a California corporation ("Bank") pursuant to that certain Security Agreement dated December 20, 1988 ("Assignment") executed by Owner in favor of Bank. The Assignment was executed in connection with that certain loan from Bank to Owner in the amount of One Hundred Twenty-Five Million Dollars (125,000,000.00) secured by a Deed of Trust recorded in the Office of the County Recorder of San Diego County on December 20, 1988 as Instrument No. 88-661636. If Owner .defaults under any of the documents executed by Owner in connection with the Loan, and if Bank forecloses upon the property secured by the above-referenced Deed of Trust, then Bank shall be entitled to all of Owner's rights and benefits under this Agreement provided that Bank is performing all Owner's obligations and duties hereunder. City shall be entitled to rely on written notice from bank that bank is entitled to exercise Owner's rights under this agreement. Owner shall indemnify and hold City harmless from any actions taken by City in response to such notice. 11. Nonliability and Indemnity. Following Owner's dedication of the park land and the easements to the City, Owner shall not be liable for injury to any persons or damage to any property occurring on the park land or the easement, except for injury resulting from the negligence of Owner. City shall indemnify, defend and hold harmless Owner from and against any and all claims arising from or relating to any use of the park land or the easement by,any person or party, including without limitation the City, its agents, employees or independent contractors. 12. Entire Agreement. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, superseding all negotiations, prior discussions, preliminary agreements or understandings, written or oral. 13. Successors and Assigns. This Agreement shall inure to the benefit of, and shall be binding upon, the assigns, successors in interest, personal representatives, heirs and legatees of the parties hereto. Owner shall not assign its rights under this agreement without the prior written approval by City which shall not be unreasonably withheld. 14. Payments to Owner - Notice. Any payments by the City to Owner hereunder shall be made payable to Aviara Land Associates Limited Partnership and shall be forwarded to the following address, or to such other address as Owner specifies in writing to the City Manager: c/o Hillman Properties West, Inc., 2011 Palomar Airport Road, Suite 206, Carlsbad, California, 92009, Attention: Mr. D. L. Clemens. The Owner shall notify the City in writing each_ year prior to July 1 identifying to whom and where annual payments shall be made and the name of the person authorized to approve use of any credits on behalf of Owner. Any payments due to the Owner from the City shall not be made or credits given unless such notification has been received. 15. Effective Date. This Agreement shall be effective upon its approval by the City Council and executed by the Mayor of City. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. AVIARA LAND ASSOCIATES LIMITED PARTNERSHIP, a Delaware Limited Partnership By: Aviara Land/Company, a Delaware Corporation, ieneral Partner By: D.L. Clemens, Vice President Bv: Ted L. Hoover, Vice Pres./Asst Republic Development Company, a California/ Corporation, Partner Secty. By:AXA' D.L. Clemens,Vice President Bv; *-<£-d.. ri-psTS-*^— Ted L. Hoover, Vice Pres./Asst. Secty. (Appropriate notarial acknowledgment must be attached). CITY OF CARLSBAD, a municipal corporation of the State of Californic Claude A. Lewis, Mayor APPROVED AS TO FDRM: CTTT'ATTOKfcEY