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
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5
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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
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3
4
8
10
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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