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HomeMy WebLinkAbout2014-02-25; City Council; Resolution 2014-030Exhibit 1 1 RESOLUTION NO. 2014-030 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING ^ THE REFUND AGREEMENT AND AUTHORIZING A PARTIAL REFUND OF PREPAYMENT FEES TO THE PARTIES LISTED IN EXHIBIT 2 4 5 6 7 8 9 10 WHEREAS, the City Council of the City of Carlsbad, California, has required the funding of Rancho Santa Fe Road and Olivenhain Road ("Project") be guaranteed prior 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 proposals during the period from the present to the formation date of CFD No. 2; and WHEREAS, CFD No. 2 has not yet been formally created; and WHEREAS, until CFD No. 2 is fomially created, the Project is called the Rancho Santa Fe Road ("RSF Rd") Project; and WHEREAS, the Council found that the guarantee provisions related to the Project could be met through an interim financing program using an agreement between 15 16 17 18 19 20 21 certain property owners and the City whereby the property owner agreed to prepay 22 his/her fair share of costs associated with the Project; and 23 WHEREAS, the property owners listed in Exhibit 2 have agreed to prepay their 24 fair share of the costs associated with the Project; and 2^ WHEREAS, the property owners listed in Exhibit 2 have prepaid their fair share 26 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 secured 2 federal funds for the Project not anticipated in the original funding matrix; 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 the completion of the habitat monitoring period; and WHEREAS, City Council believes it would be equitable to the property owner's who paid their fair share into the RSF Rd Project to release a portion of the surplus 10 Project funds prior to the completion of the habitat monitoring period; and 11 WHEREAS, the City will maintain appropriate funds to ensure that all estimated 12 future Project expenses and a buffer for unanticipated expenses are funded; and WHEREAS, the property owners listed in Exhibit 2 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; and WHEREAS, the City Council has previously approved Fair Share Agreements with the property owners listed in Exhibit 2 allowing for the prepayment of fees to be assessed under the RSF Rd Project as an acceptable form of interim financing for the 4 5 6 7 8 9 14 15 16 17 18 19 20 Rancho Santa Fe Road Projects; and 21 WHEREAS, the approval of the Refund Agreement will not affect the City's ability 22 to finance the needed improvements on/along Rancho Santa Fe Road; and 23 NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: 2^ 1. That the above recitals are ail true and correct. 2. That the Refund Agreement, Exhibit 4 attached hereto, is hereby approved. 3. That the individual pro-rata refunds listed in Exhibit 3, attached 25 26 27 28 Exhibit 1 1 hereto, to the individual property owners listed in Exhibit 2, attached hereto, 2 are hereby approved upon completion of the Refund Agreement by the ^ applicable individual property owner. 4. That the City Manager is hereby authorized to sign the Refund Agreement with each applicable individual property owner. 5. That the Administrative Services Director is authorized to transfer up to $20,000 from the Rancho Santa Fe Road Project Fund to the General Fund to cover the estimated staff time associated with the preparation of the 4 5 6 7 8 9 10 partial refund calculated at the applicable average fully-burdened hourly rate 11 by position. 12 6. That the Administrative Services Director is authorized to appropriate '•3 $8,595,009 to the Rancho Santa Fe Road Project Fund for the Rancho Santa Fe Road partial refund. 7. That the City Clerk is hereby authorized and directed to record each applicable and fully executed property owner's Refund Agreement with the San Diego County Recorder's Office. 14 15 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 25th day of February 2014, by the following vote to wit: AYES: NOES: Council Members Hall, Packard, Wood, Blackburn. None. ABSENT: None. ATTEST: B<\RpARA ENGLESON, pty Clerk Exhibit 2 ELIGIBLE PARTY LIST Califomia Pacific Homes (CT 85-9) Califomia Pacific Homes 38 Executive Park, Suite 200 Irvine, CA 92614 Centex - Sonata/Tierra Santa (CT 90-4) Centex Homes 2 Technology Irvine, CA92618 Centex - Santa Fe Trails/Rice Property (CT 85-10) Centex Homes 2 Technology Irvine, CA 92618 Centex - Rancho Verde (CT 89-18) Centex Homes 2 Technology Irvine, CA 92618 Greystone Homes - Park View West (CT 85-15) Lennar Homes 25 Enterprise Aliso Viejo, CA 92656 Arroyo La Costa - Units 1 & 2 (CT 88-03) Real Estate Collateral Management Company C/O Mon-ow Development 119 North El Camino Real Suite EPMB 109 Encinitas, CA 92024-5397 Southwest/Arroyo (CT 88-03) Real Estate Collateral Management Company C/O Mon-ow Development 119 North El Camino Real Suite EPMB 109 Encinitas. CA 92024-5397 Meadowlands (CT 85-19) Darby Creek/Carisbad, LLC Jenna Group, Inc., Member 3101 Villa Way Newport Beach, CA 92663 Keystone La Costa (CT 96-04) Gary S. Copson, Trustee of the Gary S. Copson Family Trust U/D/T 3/29/00 As liquidator of Keystone Communities, LLC 1010 University Ave, Suite 372 San Diego, CA 92103 LB/L Concordia (CT 98-02) 50%: Concordia Communities, LLC 1959 Palomar Oaks Way, Suite 150 Carlsbad, CA 92011 50%: LB/Lakeside Capital Partners, LLC 3500 West Olive Ave., Suite 650 Burbank,CA 91505 Shelley - Unit 1 (CT 90-03) 50%: Kathryn DuVivier and 50%: Charies DuVivier P.O. Box 230638 Encinitas. CA 92023-0638 Exhibit 2 ELIGIBLE PARTY LIST (CONTINUED) PROECTNAME Shelley-Unit 2 (CT 90-03) Agda B. Shelley Executor of the Estate of Daniel T. Shelley P.O. Box 7294 Rancho Santa Fe. CA 92067 Shelley-Unit 3(CT 90-03) Agda B. Shelley Executor of the Estate of Daniel T. Shelley P.O. Box 7294 Rancho Santa Fe, CA 92067 Continental-Unit 4 (CT 90-03) Continental Residential. Inc. C/O DR Horton 1021 Costa Pacifica Way. #2107 Oceanside, CA 92054 50%: Cynthia Bell 19 Castellina Drive Newport Beach, CA 92657 25%: Boykin-Hunt. LLC C/O Howard F. Hunt 3514-A Montlimar Plaza Drive Mobile. AL 36609 Rancho La Costa Village (SDP 99-07) 12.5%: Richard Alleway C/O Simac Construction 2067 Wineridge Place. Suite A Escondido. CA 92029 12.5%: Richard Simis C/O Simac Construction 2067 Wineridge Place, Suite A Escondido, CA 92029 La Costa Oaks (CT 02-02.02-03.02-04.02-05) Real Estate Collateral Management Company C/O Mon-ow Development 119 North El Camino Real Suite EPMB 109 Encinitas, CA 92024-5397 La Costa Ridge (CT 99-04) Real Estate Collateral Management Company C/O Morrow Development 119 North El Camino Real Suite EPMB 109 Encinitas, CA 92024-5397 La Costa Ridge (CT 99-04; Lot 223) La Costa Ridge 2.6 (c/o D.R. Horton) 5790 Fleet Street, Suite 210 Carisbad. CA 92008 Exhibit 2 ELIGIBLE PARTY LIST (CONTINUED) LDS/Church of Jesus Christ (CUP 01-04) The Church of Jesus Christ of Latter Day Saints 4th Floor. West Wing, COB 50 East North Temple Street Salt Lake City. Utah 84150 Los Coches Village (MS 02-08) Los Coches Village. LLC (c/o CW. Claris Inc.) 4180 La Jolla Village Drive. Suite 405 La Jolla, CA 92037 La Costa Town Square (CT 01-09.08-03) Property Development Centers. LLC 5918Stoneridge Mall Road Pleasanton. CA 94588-3229 La Costa Town Square Residential (CT 12-05) Taylor Morrison 8105 Irvine Center Dr.. Suite 1450 Irvine. CA 92616-4200 Fair Oaks Valley (CT 02-17) CWV La Costa 49 C/O Califomia West Communities 5927 Priestly Dr.. Suite 110 Carisbad, CA 92008 AMOUNT OF PARTIAL REFUND BY DEVELOPMENT AGREEMENT OATE •' PROJECTNAME * -' SFD EDU @ 1.0 EDU @ a6 CONDO MULTI-FAM 11^904 (K)iiiM.Aa EDU @ 10.0 CHURCH EDU @ 4.0 TOTAL EDU REFUND PER EDU TOTAL REFUND 9/28/1993 California Pacific Homes (CT 85-9) 102 102 $2,125 $216,750 3/1/1994 Centex - Sonata/Tierra Santa (CT 90-4) " 111 111 $2,125 235,875 8/8/1995 Centex - Santa Fe Trails/Rice Property (CT 85-10) 189 189 $2,125 401,625 8/8/1995 Centex - Rancho Verde (CT 89-18) 171 171 $2,125 363,375 3/19/1996 Greystone Homes - Park View West (CT 85-15) 131 131 $2,125 278,375 2/1/1997 Arroyo La Costa - Units 1 & 2 (CT 88-03) 455 455 $2,125 966,875 8/24/1998 Southwest/Arroyo (CT 88-03) 618 618 $2,125 1,313,250 12/16/1997 Meadowlands (CT 85-19) 112 112 $2,125 238,000 3/14/2000 Keystone La Costa (CT 96-04) 28 4 30.40 $2,125 64,600 3/28/2000 LB/L Concordia (CT 98-02) 28 28 $2,125 59,500 1/9/2001 Shelley - Unit 1 (CT 90-03) 26 26 $2,125 55,250 1/9/2001 Shelley-Unit 2 (CT 90-03)* 46 46 $2,125 97,750 1/10/2001 Shelley-Unit 3 (CT 90-03)* 109 109 $2,125 231,625 1/10/2001 Continental-Unit 4 (CT 90-03)* 63 63 $2,125 133,875 12/4/2001 Rancho La Costa Village (SDP 99-07) 0 4.120 41.20 $2,125 87,550 2/5/2002 La Costa Oaks (CT 02-02,02-03,02-04,02-05) 820 168 920.80 $2,125 1,956,700 2/5/2002 La Costa Ridge (CT 99-04) 263 263 $2,125 558,875 8/3/2007 La Costa Ridge (CT 99-04; Lot 223) 53 53 $2,125 112,625 2/27/2003 LDS/Church of Jesus Christ (CUP 01-04) 0 5.78 23.12 $2,125 49,130 4/19/2005 Los Coches Village 0 7.469 74.69 $2,125 158,716 1/16/2013 La Costa Town Square (CT 01-09 & CT 08-03) 63 33.350 396.50 $2,125 842,563 10/2/2013 La Costa Town Square Residential (CT 12-05) 32 32.00 $2,125 68,000 12/3/2013 Fair Oaks Valley (CT 02-17) 49 49.00 $2,125 104,125 TOTAL PARTIAL REFUND 3,469 4 0 168 44.94 5.78 4,044.71 8.595.009 *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. m X & f-i." 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 fomially 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 the completion of the habitat monitoring period; 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 release a majority portion of the surplus project funds prior to the completion of the habitat monitoring period; and WHEREAS, the City will maintain appropriate funds to ensure that all estimated future project expenses and buffer for unanticipated expenses are funded; and 2-10-14 „ , 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 and the completion of the habitat monitoring period. Notwithstanding, the City Engineer and City Administrative Services 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 fomiula set forth below and subject to City Council approval. 4. The current EDU fee contribution is $7,400 per EDU. The new EDU fee contribution is $5,275 per EDU. City shall refund $2,125 per EDU, to the Property Owner (hereinafter "Refund") which represents the difference between the current EDU rate of $7,400 per EDU and the new EDU rate of $5,275 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 Cartsbad. 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 January 31, 2014 based on what each Property Owner contributed in prepayment fees divided by the total amount of prepayment fees contributed. Excess Revenues as of January 31, 2014 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 2-10-14 Page 2 Exhibit 4 construction of the Improvements as defined in the Property Owner's Fair Share Agreement. 6. Upon completion of the project improvements and the recording of the applicable Notice of Completion for the final phase of the improvements and the completion of the habitat monitoring period, an accounting will be completed and the Administrative Services 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 and the completion of the habitat monitoring period. 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 hannless 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) 2-10-14 „ , Pages Exhibit 4 12. The individuals executing this Agreement and the instruments referenced in it on behalf of Property Owner each represent and warrant that they have the legal power, right and actual authority to bind Property Owner to the terms and conditions of this Agreement. PROPERTY OWNER 'By:. (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: City Manager ATTEST: (e-mail address) ^By: (sign here) BARBARA ENGLESON City Clerk (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. Chairman, President, or Vice-President ''Group B. Secretary, Assistant Secretary, 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: CELIAA. BREWER, City Attorney By: Assistant City Attorney 2-10-14 Page 4