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HomeMy WebLinkAboutTamarack Pointe Venture; 1985-02-14;REIMBURSEMENT AGREEMENT FOR WATER SYSTEM FACILITIES CONSTRUCTED AS PART OF CARLSBAD TRACT NO. 84-14 TAMARACK POINTE THIS AGREEMENT is made this 14th day of February , 1985 . between COSTA REAL MUNICIPAL WATER DISTRICT, hereinafter called "DISTRICT", and TAMARACK POINTE VENTURE, hereinafter called "DEVELOPER", in view of the following purposes: (a) DEVELOPER and DISTRICT have entered into an agreement entitled "Water System Improvements Agreement - Carlsbad Tract 84-14 - Tamarack Pointe" dated February 14, 1985 This agreement is made a part of this document by full reference. (b) DEVELOPER is entitled to and the DISTRICT is agreeable to the preparation and execution of this agreement for the reimbursement of certain amounts for specific water system facilities pursuant to the rules and regulations of District Ordinance No. 26. (c) DISTRICT has made an evaluation of the potential service area to determine the excess capacity of the new pressure regulating-station. IT IS, THEREFORE AGREED: 1. DISTRICT will reimburse DEVELOPER an estimated thirty-seven percent (37%) of the estimated cost to the DEVELOPER for the construction of the Pressure-Regulating Station to be located in Tamarack Avenue. The reimbursement shall be made pursuant to the following terms and conditi ons: (a) DISTRICT hereby establishes a "Service Area" of the Pressure- Regulating Station as set forth in Exhibit "A" attached herewith and made a part hereof. v -i- ' (2& (b) DISTRICT will establish a "Capital Contribution Charge" for all users benefiting from the Pressure-Regulating Station amounting to a charge per acre, based upon the actual total cost of the Pressure- Regulating Station divided by a total of an estimated 109 acres. (c) DISTRICT will make payment to DEVELOPER charges collected by x7-?A/. ^<9, i<3>o>l ' the DISTRICT for a period of ten (10) years after the date of acceptance of the public water system by the DISTRICT. The total maximum payment made to DEVELOPER shall be thirty-seven percent (37%) of the total actual cost. 2. For the purpose of establishing the values for all of the public water system facilities that are eligible for reimbursement under this agreement, the DEVELOPER shall submit to DISTRICT all financial records with a request for establishing the total cash value of the facility. The DISTRICT shall review all such records and make a determination as to the actual cash value. 3. This Agreement shall inure to the benefit of, and the obliga- tions created hereby shall be binding upon, the successors and assigns of 'the parties hereto. 4. The invalidity or illegality of any provision of this Agreement shall not be deemed to affect the validity or legality of any other provision of this Agreement. 5. This Agreement and any amendments hereto shall be governed by and construed and enforced in accordance with the laws of the State of Cali fornia. 6. This Agreement sets forth the entire agreement and understanding of the parties with respect to the transactions contemplated hereby, and supersedes all prior agreements, arrangements, and understandings relating to the subject matter hereof. 7. This Agreement may be amended, modified, superseded or cancelled, and any of the terms, covenants or conditions hereof may be waived, only -2- by a written instrument executed by the parties hereto or in the case of a waiver, by the party waiving compliance. 8. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and necessary disburse- ments in addition to any other relief to which he may be entitled. IN WITNESS WHEREOF, this Agreement has been executed by DEVELOPER and on behalf of the DISTRICT by the President of its Board of Directors on the day and year first above written. TAMARACK POINTE VENTURE, a Joint Venture COSTA REAL MUNICIPAL WATER DISTRICT Margaret J. Bpipjas, President Board/of Di rectors By; -3- l/MITS OF SERVICE AGE* AJQ INDtCAJES 5EUEFITAP£A OF TAMARACK PO/N TE (CT 84 -14)UTILIZING PR STA • ZONE. ^INDICATES &EMEF/TAPEA ^ R&SIX. ZONE. J. TOTAL AC&£S PLAT MAP ATTACHMENT OF REIMBURSEMENT AGREEMENT FOR TAMARACK FACIUTI£e> OF M0. £A$T OF EL CAM I HO EXHIBIT 'A CM\VD 3I-3OS April 23, 1991 CMWD 81-305 REIMBURSEMENT AGREEMENT FOR PRESSURE REDUCING STATION CARLSBAD TRACT 84-14. TAMARACK POINTS 1. Cost of P.R. Station $50,000.00 2. Benefit Area of P.R. Station (Pressure Zone 109.10 acres 3. Cost per Acre $458.30/acre 4. Total Maximum Payment Made to Developer 37% 5. 37% = 40.37 acres x $458.30 $18,500.00 (Future Collection) 6. 63% = 68.73 acres X $458.30 $31,500.00 (Developer's Part) Capital Contribution Charge to be collected by C.M.W.D. per agreement for ten (10) year period. Total amount to be collected $18.500.00. GLEISFED DEVELOPMENT CORP. AGLENDALE FEDERAL COMFWMY May 13, 1991 Mr. F. Jerry Whitley Carlsbad Municipal Water District 5950 El Camino Real Carlsbad, CA 92008 RE: REIMBURSEMENT AGREEMENT FOR CARLSBAD TRACT 84-14 Dear Mr. Whitley: This is in response to your April 23rd letter and proposal of reimbursement for the pressure regulating station on Tamarack Avenue . GLENFED is in agreement with your proposal, and I have enclosed the additional information as you requested. Please note that the assignment of ownership interest is solely to GLENFED Development Venture Corp. as indicated in the enclosed document and all reimbursements should revert exclusively to GLENFED Development Venture Corp. Sincerely, "T" X- /Mark Sanchez O / Assistant Project Manager MSrph Enclosures 16601 Ventura Boulevard. Suite 200 Encino. California 91436 P.O. Box 1887 Encino, California 91316 818 377 3030 MUHWPAL WWTUK CMtfTMCr 16408/04-02-03/MAW 05-03-88 ( ASSIGNMENT OF PARTNERSHIP INTEREST THIS ASSIGNMENT OF PARTNERSHIP INTEREST (this "Assignment") is made effective as of the 15th day of April, 1988, by and among GLENFED DEVELOPMENT CORP., a California corporation ("Glenfed"), GLENFED DEVELOPMENT VENTURE CORP., a California corporation ("GDV"), ("Glenfed and GDV are referred to herein collectively as "Assignees"), and THE WOODWARD COMPANIES, INC., a California corporation ("Assignor"), with reference to the following facts: A. Assignor and Glenfed are partners in Tamarack Point Venture, a California joint venture (the "Partnership"), formed pursuant to that certain Joint Venture Agreement (the "JV Agreement"), dated March 30, 1984, as amended. B. Assignor now desires to transfer and assign to Assignees all of Assignor's right, title and interest as a partner of the Partnership. Assignees desire to accept such transfer and assignment. NOW, THEREFORE, for and in consideration of the foregoing premises, and the mutual undertakings set forth below, the parties agree as follows: 1. Assignment of Partnership Interest. For value received. Assignor hereby transfers and assigns to Assignees all of Assignor's right, title and interest in and to the Partnership (the "Partnership Interest"), including, without limitation, all of Woodward's rights in, to or under the JV Agreement and any claims Woodward might have against the Partnership, Woodward's interest in the capital, income, "Proceeds Available for Distribution", and "Reserve Account" (as such quoted terms are defined in the JV Agreement), and all other assets owned by the Partnership. 2. Title. Woodward represents and warrants that it has not previously transferred, assigned, hypothecated or otherwise conveyed any portion of its right, title or interest in, to or under the Partnership or the JV Agreement and that the Partnership Interest is the entire interest of Woodward in the Partnership (and all of the Partnership's assets) and is being assigned to Assignees free and clear of all liens, encumbrances, claims and charges of any nature. 3. Acceptance. Assignees hereby accept the transfer and assignment to them of the Partnership Interest. 4. Amendment of JV Agreement. Assignor and Assignees agree to execute any documents and instruments (including, without limitation, an amendment to the JV Agreement and the Statement of Partnership for the Partnership) which Glenfed and GDV deem necessary or appropriate to carry out the purposes of this Assignment and to effect the admission of GDV as a partner of the Partnership. 5' Authority. Assignor, Glenfed and GDV each represents and warrants that (i) the person executing this Assignment on behalf of their respective entities have the right, power, legal capacity and authority (including all necessary resolutions and approvals) to execute and deliver this Assignment and all other documents that may be executed or delivered in connection with this Assignment, and (ii) neither this Assignment nor anything to be done under this Assignment violates or shall violate the terms of any agreement, contract, understanding or arrangement of any nature to which it respectively (or to the best of its knowledge, the Partnership) is a party or whereby it (or to the best of its knowledge, the Partnership) may be bound. 6. No Third Party Benefit. Except as otherwise provided herein, nothing in this Assignment shall be deemed to confer any right or benefit on any person or entity who is not a party to this Assignment. EXECUTED as of this 10th day of June, 1988. "ASSIGNEES": GLENFED DEVELOPMENT CORP., a Calif or nia.x-c^rpc/rat ion By: '-^f [ / . _ y -- COPY , Name: I/J^A^- ^ ^f f^v* / Title: By: Name: Title: [Signatures continued on page 3] [Signatures continued from page 2] GLENFED DEVELOPMENT VENTURE CORP., a California corporation By: Name: Title: ^4^t i /• By: Name: Title: "ASSIGNOR": THE WOODWARD COMPANIES, INC., a California corporation Don E. Woodward, By: Woodward, COPY