HomeMy WebLinkAbout1990-05-22; Housing & Redevelopment Commission; 158; Carlsbad Village Dr. & Roosevelt St. Parking Lot/ t r ’ I ,-.
HOUSING AND “EDEQELOPMENT COMMIS,c--YN - A&D; BILL
AB# 158 TITLE: APPROVAL OF LEASE WITH OPTION TO MT& 5/22/90 PURCHASE PROPERTY ON THE NORTHEAST
DEPT. RED CORNER OF ROOSEVELT STREET AND CARLSBAD VILLAGE DRIVE
RECOMMENDED ACTION:
If Housing and Redevelopment Commission concurs, your action is to adopt Resolution No. 169 , approving a lease, with purchase option, between the City Housing and Redevelopment Commission and Ms. Louise Williams, conservator/owner of the property located at 2970, 76 and 92 Roosevelt Street and 630, 632 Carlsbad Village Drive.
I ITEM EXPI ANATION:
At your meeting of April 24, 1990, the Commission authorired
staff to negotiate a lease/purchase agreement with Ms. Louise
Williams conservator/owner of the property located at the
northeast corner of Roosevelt Street and Carlsbad Village Drive.
The lot will be used to increase parking in the Village area as
part of the Carlsbad Boulevard/Carlsbad Village Drive Streetscape.
The lease term will be for five years with monthly lease payments of $4,350 for a total annual cost of $52,200. At the end of the lease term or upon change of ownership title, the Commission may
purchase the property.
The Commission authorized staff to negotiate a purchase price based on an appraised value of $37.00 per square foot for a total of $647,500. There are currently unusable structures located on the property. The seller is requesting $37.50 per square foot ($656,250 total) if they are responsible for complete lot clearing. The Commission’s options are:
1. Agree to a purchase price of $656,250 ($37.50 per square foot) with the seller responsible for removal of all
improvements existing on the property prior to the
commencement of the lease.
2. Agree to a purchase price of $647,500 ($37.00 per square foot) with the City assuming surface clearing of the lot
following a controlled burn of the structures by the Fire
Department.
The lot is 17,500 square feet. Preliminary estimates by the City’s traffic consultant are that the lot will accommodate 60 parking spaces.
The cost estimate for improving the site is $250,000. Total
cost for the five year lease, construction of improvements and
purchase is $1,167,250.
AGENDA BILL NO. 158 PAGE 2
Lease payments for the remainder of this fiscal year can be
funded by the Redevelopment operating budget and will begin upon
commencement of the lease. Annual lease payments for the
remainder of the five year term would be included in the
Redevelopment operating budget. Construction costs of $250,000
would come from the Redevelopment Bond Issue ($198,000) and the
Redevelopment 1989-90 operating budget ($52,000). Funding for
the purchase will be considered at the time the City exercises
the purchase opt i on ; on or before the end of the five year term.
FISCAL IMPACT:
Of the $10.39 million in proceeds from the Tax Allocation Bond Issue, $1.5 million was allocated by the Commission for parking in the Village. Three (3) parking lots have been constructed leaving approximately $198,000 unencumbered. These funds ($198,000) together with $52,000 from the current fiscal Redevelopment operating budget will be used for the $250,000
construction costs.
Lease payments of $4,350 per month for the remainder of this
fiscal year will be paid from the Redevelopment operating budget and will begin upon commencement of the lease.
Lease payments for the remainder of the five years lease will be added to Redevelopment’s annual operating budget; $52,200 annually for a cumulative total of $261,000.
Purchase cost at the time the City exercises the purchase option
will be $656,250. At time of purchase, funds will be paid either
from the Redevelopment fund balance or a loan to the Agency from
the City. Purchase of the property will be added to the Capital
Improvement Program (CIP) and specific funding source will be
considered with the CIP.
The Agency currently owes the City approximately $5.9 million with no repayment schedule. Annual Tax Increment revenue is currently used to debt service the Bond Issue and funds the current operating budget. Tax increment funds will not be sufficient to cover full operating budget costs for the 1990-91
FY. The point where tax increment will fund both debt service and the operating budget is 1996-97.
The Streetscape Program funded by proceeds from the Bond Issue is not complete. Proceeds were $10.39 million; projected costs for
the Streetscape completion, Parking Program and Senior Center are
$10.95 million. This leaves a deficit of $560,000 which will
need to be funded by a loan to the Agency or from the
Redevelopment fund balance. Phase V (Carlsbad Village Drive) of
the Streetscape is projected to be started late 1990 at which
time the Commission will need to consider funding.
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AGENDA BILL NO. 158 PAGE 3
EXHIBITS:
1. Resolution No. 169 approving a lease of property at the Northeast corner of Roosevelt Street and Carlsbad Village
Drive.
2. Location Map
RESOLUTION NO. 169
A RESOLUTION OF THE HOUSING AND REDEVELOPUENT COMISSION
1 OF THE CITY OF CARLSBAD, CALIFORNIA APPROVING A LEASE WITH
OPTION TO PURCHASE PROPERTY AT THE NORTHEAST CORNER OF
2 ROOSEVELT STRFET AND CARLSBAD VILLAGE DRIVE
4 WHEREAS, the Housing and Redevelopment Commission of
the City of Carlsbad, 5 California has determined it necessary
and in the public interest to construct a parking lot at the 6
7 northeast corner of Roosevelt Street and Carlsbad Village
II Drive; and a II WHEREAS, the Commission desires to lease property from 9
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Ms. Louise Williams, conservator/owner;
NOW, THEREFORE, BE IT HEREBY RESOLVED by the Housing
and Redevelopment Commission of the City of Carlsbad,
California as follows:
1. That the above recitations are true and correct.
2. That the property lease attached hereto as Exhibit A is
hereby approved.
3. That the Chairperson is hereby authorized to sign said
lease on behalf of the City of Carlsbad Housing and
Redevelopment Commission.
4. That the Finance Director is hereby authorized to
appropriate $52,000 from the Redevelopment Fund to the
Parking Lot Construction Account.
5. That at time of consideration of purchase of the
property the Commission will consider the method of
funding.
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1 PASSED, APPROVED AND ADOPTED, at a special meeting of
the Housing and Redevelopment Commission of the City of 2
Carlsbad, California, on the 22nd day of WY. 1990, 3
4 by the following vote, to wit:
AYES: 5 Commissioners Lewis, Kulchin, Pettine, Mamaux and Larson
NOES: None 6
ABSENT : None 7
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ATTEST : 11
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GROUND LEASE AND OPTION AGREEMENT
This Ground Lease and Option Agreement is made on this
&a day of I 1990, $, between Louise Williams, as
Conservator of the Estate of Minnie Carpenter and Louise Williams,
an unmarried woman as her sole and separate property, as joint
tenants (Lessors) and The Housing and Redevelopment Commission of
the City of Carlsbad (Lessee).
Introduction
Louise Williams, as Conservator of the Estate of Minnie
Carpenter and Louise Williams, an unmarried woman, as joint tenants,
hereby lease, with an option to purchase, to The Housing and
Redevelopment Commission of the City of Carlsbad, the premises
hereafter described on the terms and conditions set forth in this
lease.
1. PREMISES.
1.1 Legal Descriotion. The legal description of the
premises, including any appurtenances, is included in Exhibit A to
this lease which is attached hereto and incorporated by reference.
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The premises consist of seventeen thousand five
hundred (17,500) square feet of land situated in the City of
Carlsbad, at the northeast corner of Roosevelt Street and Elm
Avenue. The Assessors parcel numbers are 203-304-09 and 203-304-20.
Lessors agree to remove or otherwise dispose of any
improvements existing on the property prior to the commencement of
this lease. Lessors shall cap utilities and conduct removal at the
Lessors' costs. Once the Lessee takes possession Lessors' duties
under this paragraph terminate.
1.2 Lessors' Warranty; Underground Condition of the
Property. Lessors hereby acknowledge and agree that they shall be
solely and completely responsible for:
The removal of any and all structures, above ground facilities,
under ground facilities, foundations, septic tanks, fuel tanks,
piping, utilities, and any other known or unknown facilities on
the property.
Cause the termination of any and all known or unknown under
ground facilities and utilities immediately adjacent to the
closest edge of property. Termination points of all utilities
and other facilities shall be clearly marked on the property.
Lessors further agree to perform grading and other work to
restore the surface of the property after such removals to the
existing elevation.
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In the event of the location and subsequent removal by the
Lessors of asbestos, septic tanks, fuel tanks, waste tanks,
subsurface pits or wells of any kind, the Lessors shall remove
same in accordance with all applicable Federal, State, and
Local laws, regulations, ordinances, and rules. Lessors shall
be responsible for all costs associated with the disposal or
treatment of hazardous materials, if any, as hereafter defined.
Lessors hereby acknowledge their responsibility and further agree to
indemnity and hold Lessee and the City of Carlsbad harmless from and
against, any losses, damages, liabilities, claims, actions,
judgments, court costs and legal or other expenses (including
attorneys' fees) which the Lessee and the City of Carlsbad may incur
as a direct or indirect consequence of the use, generation,
manufacture, disposal, threatened disposal transportation or
presence of "Hazardous Materials" (as hereinafter defined) in, on
under or about the Lessors' site. For purposes of this Section,
'@Hazardous MaterialsI' shall mean any oil, flammable explosives,
asbestos, urea formaldehyde insulation, radioactive materials,
hazardous wastes, toxic or contaminated substances or similar
materials, including, without limitation, any llhazardous materials"
or '@toxic substancesll under the Comprehensive Environmental
Response, Compensation and Liability act of 1980, as amended, 42
U.S.C., Section 9601, et sea. I the Hazardous Materials
Transportation Act, 49 U.S.C. Section 1801, & m., the Resource
Conservation and Recovery Act, 42 U.S.C. Section 6901, & sea.,
Sections 25117 and 25316 of the California Health & Safety Code, or
any other applicable environmental law, ordinance or regulation.
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2. TERM. The Term of this lease shall be for five (5) full
calendar years, commencing on the date of , 1990,
which is the day that the City accepts the property as properly
cleared by the Lessors and approved by the City in writing. The
parties agree to insert this date in the Lease. The term of the
Lease then shall run for five (5) full calendar years, commencing on
the date inserted, unless sooner terminated by Lessee's exercise of
its option to purchase as provided for in this Lease.
3. RENTAL. Commencing on the commencement date of this
Lease, as set forth in paragraph 2 above, Lessee shall pay to
Lessors, as rent for each calendar month, the sum of Four Thousand
Three Hundred Fifty Dollars ($4,350.00) per month, which sum shall
be due on the first day of each month commencing with
1990.
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All rents payable by Lessee shall be paid in lawful money
of the United States without deduction or offset and shall be paid
to Lessors at the address as specified in this lease, or at such
other places as Lessors may, from time to time, direct in writing.
4. COSTS OF OPERATION OF PARKING LOT. Lessee shall pay in
the manner and at the time provided, all reasonable costs and
expenses incurred in the operation, repair and maintenance of the
premises during the term.
5. INDEMNITY. Lessee shall indemnify and hold Lessors
harmless from and against any and all claims, arising from Lessee's
construction of the improvements and use of the premises, or from
the conduct of Lessee's business, or from any activity, work or
things done, permitted or suffered by Lessee in or about the
premises, and shall further indemnify and hold Lessors harmless from
and against any and all claims arising from any breach or default in
performance of any obligation on Lessee's part to be performed under
the terms of this Lease or arising from any negligence of the
Lessee, or any of Lessee's agents, contractors or employments and
from and against all costs, attorney's fees, expenses and
liabilities incurred in the defense of any such claim or any action
or proceeding brought thereon: provided, however that Lessors shall
promptly notify Lessee in writing of any claim or any action filed
against Lessors as to which indemnity is sought hereunder and Lessee
and/or its liability carrier shall have the right to designate
counsel to undertake Lessors' defense.
6. UTILITIES. From and after the commencement date, Lessee
shall pay for all utilities, used, rented or supplied, upon or in
connection with the premises and shall indemnify Lessors against any
liability or damages on such account.
7. USE. Lessee shall use and occupy the premises for the
purpose of conducting and carrying on the operation of a surface
parking lot and for no other purpose except as may be approved in
writing by Lessors. Lessors agree not to be unreasonable in
approving any new use that the Lessee proposes.
8. MAINTENANCE AND REPAIRS. Anything to the contrary, not
withstanding in this Lease, it shall be the obligation of the
Lessors to clear the property to the satisfaction of the Lessee
prior to commencement of the Lease. Lessee shall construct on the
property a parking lot and shall be responsible for all costs in
connection therewith.
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9. END OF TERM; HOLDING OVER.
9.1 Surrender of Premises. Upon the expiration of the
terms or upon its earlier termination for any reason whatsoever,
Lessee shall surrender and deliver up the premises and, unless
directed otherwise by Lessors in writing, all improvements thereon,
except movable fixtures and personal property installed therein by
Lessee or its subtenants, in good order, condition and repair except
for reasonable wear and tear and except for damage caused by fire or
other casualty; provided, however, that if Lessee shall surrender
and deliver up the premises and improvements to Lessors without
having repaired or restored any such damage done by fire or other
casualty, Lessee shall concurrently therewith assign to Lessors all
of Lessee's right or claims to any insurance proceeds resulting from
such fire or other casualty and Lessee shall repair any damage
resulting from such fire or other casualty. Lessee shall repair any
damage resulting from the removal by Lessee, or any subtenant of
Lessee, of any trade fixture or personal property not required to be
so surrendered.
9.2 Holdins Over. Upon the expiration of the terms,
should Lessee remain in possession of the premises with Lessors'
consent, expressed or implied, such holding over shall be deemed to
have created only a tenancy from month to month, terminable by
either party upon thirty (30) days' written notice to the other at
a monthly rental equal to one hundred percent (100%) of the rent
payable for the last full month of the term.
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10. $WIET ENJOYMENT. Upon payment by Lessee of the rents
provided herein, and upon the observance and performance of all of
the covenants, terms, and conditions on the party of Lessee to be
performed hereunder, Lessors covenant and warrant that Lessee may
peaceably and quietly hold and enjoy the premises for the term.
11. TRANSFER OF LESSORS' INTEREST. In the event of any
transfer of Lessors' interest in the premises, the Lessors shall be
required to obtain the written consent of the purchaser to the terms
and conditions of this contract. Lessors may not sell the property
unless such consent is obtained and the Lessee is notified in
writing.
12. ATTORNEYS' FEES AND COSTS. If any action is necessary to
enforce or interpret the terms of this lease, the prevailing party
shall be entitled to reasonable attorney's fees, costs, in addition
to such other relief which he or she may be entitled.
13. WAIVER. The waiver by either Lessors or Lessee of any
breach of any term, condition or covenant contained herein shall not
be deemed a waiver of such term, condition or covenant on any
subsequent breach of the same or any other term, condition or
covenant contained herein.
14. NOTICES. All notices, demands or other writings to be
made, given or sent hereunder, or which may be so given or made or
sent by either Lessors or Lessee to the other, shall be deemed to
have been given when in writing and personally delivered or, if
mailed on the second (2nd) day after deposited in the United states
mail, certified or registered, postage prepaid, and addressed to the
respective parties at their addresses set forth below. Lessors or
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Lessee may from time to time, by written notice to the other party,
designate a different address which shall be substituted for the one
specified herein.
Lessors: Louise Williams, Conservator and Louise Williams Post Office Box 535 Carlsbad, California 92008
Lessee: The Housing and Redevelopment Commission City of Carlsbad 2075 Las Palmas Carlsbad, California 92009
15. EXHIBITS. All exhibits referred to in this lease and
attached hereto are hereby incorporated herein by reference and made
a part hereof as though herein set forth verbatim.
16. TIME OF ESSENCE. Time is hereby expressly declared to be
of the essence of this lease and of each and every term, covenant
and condition hereof which relates to a date or period of time.
17. CONSTRUCTION. The language in all parts of this lease
shall in all respects be construed as a whole, according to its fair
meaning, and not strictly for or against either Lessors or Lessee.
The article headings in this lease are for convenience only and are
not to be construed as a part of the lease or in any way limiting or
amplifying the provisions hereof.
18. EFFECT OF INVALIDITY. If any term or provision of this
lease or the application thereof to any person or circumstances
shall, to any extent, be invalid or unenforceable, the remainder of
this lease, or the application of its term and provisions to persons
and circumstances other than those to which it has been held invalid
or unenforceable shall not be affected thereby, and each term and
provision of this lease shall be valid and enforceable to the
fullest extent permitted by law. No acquisition by Lessors of all
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or any of the interest of Lessee in or to the premises or the
improvements, and no acquisition by Lessee of all or any interest of
Lessors in or to the premises shall constitute or work a merger of
the respective interest, unless expressly provided for.
19. SUCCESSORS AND ASSIGNS. This lease and the covenants and
conditions contained herein shall be binding and inure to the
benefit of and shall apply to the successors and assigns of Lessors
and to the permitted successors and assigns of Lessee, and all
references in this lease to ItLessee@@ or ltLessorstt shall be deemed to
refer to and include all permitted successors and assigns of such
party.
20. CONSENTS. Except as expressly provided in this lease,
where the consent or approval of Lessors or Lessee is required in
this lease, such consent or approval will not be unreasonably
withheld nor will the party giving such consent require the payment
of any consideration for the giving thereof. Lessors' request for
indemnity by Lessee and/or its successor as a condition to granting
such consent shall not be considered as requiring payment of any
consideration for purposes of this section.
21. ENTIRE AGREEMENT. This lease and the exhibits hereto
contain the entire agreement of Lessors and Lessee with respect to
the matters covered hereby, and no other agreement statement of
promise made by either Lessors or Lessee, which is not contained
herein, shall be valid or binding. No prior agreement,
understanding or representation pertaining to any such matter shall
be effective for any purpose. No provision of the lease may be
amended or added to except by an agreement in writing signed by
Lessors and Lessee.
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22. NUMBER AND GENDER. Whenever the singular number is used
in this lease and when required by the context, the same shall
include the plural, and the masculine gender shall include the
feminine and neuter genders, and the word ttpersontl shall include
corporation, firm or association.
23. OPTION TO PURCHASE.
23.1 Grant of Option. Provided that Lessee is not in
default under the terms of this lease, Lessors grant to Lessee an
option to purchase the real property which is described in this
lease as Exhibit A, and the terms and conditions set forth below.
23.2 Term of Or&ion. The term of this option shall
commence on the sixtieth (60th) day before the Lease term ends, or
on the written notice by Lessors to Lessee of the death of Ms.
Minnie Carpenter. The Lessee shall have the discretion to exercise
the option on the death of Ms. Minnie Carpenter, but shall not be
required to do so. In the event the Lessee fails to exercise the
option on the death of Ms. Minnie Carpenter then the term of this
option shall continue and shall expire (provided the notice has been
sent) on the day the Lease term ends at 5:00 p.m. Lessors agree to
give sixty (60) days written notice of the death of Ms. Minnie
Carpenter to the Lessee. Lessors further agree to give sixty (60)
days written notice to the Lessee sixty (60) days prior to the final
date for exercise of this option. The Lessors must give this notice
in order for any option granted herein to expire. Notwithstanding
anything in this Lease or Option to the contrary, this Lease shall
run a minimum of twelve (12) months before Lessee can exercise any
option to purchase the property herein.
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23.3 Manner of Exercisins Option. Provided Lessee is not
in default under any term or provision of this lease, and this
option, the option may be exercised by Lessee delivering to Lessors,
before the expiration of the option term, written notice of such
exercise (the exercise notice) which exercise notice shall state
that the option is exercised without condition or qualification.
23.4 Completion of Sale Upon Receipt bv Lessors. Before
the expiration of the option term of the exercise notice, the
parties agree that they shall, within ten (10) days, enter into an
escrow agreement at Spring Mountain Escrow, 2725 Jefferson Street,
Suite 2B, Carlsbad, CA 92008, or such other escrow company as may be
acceptable to the parties.
23.5 Terms of the Sale. The purchase price for the
property pursuant to this option is Six Hundred Fifty Six Thousand
Two Hundred Fifty Dollars ($656,250) payable in cash at close of
escrow.
(a) Lessees shall make an original deposit with
escrow in the amount of Five Thousand Dollars ($5,000), the balance
of the purchase price shall be due at close of escrow.
(b) Close of escrow shall be thirty (30) days after
escrow is opened.
(c) The parties agree to divide the costs of the
escrow equally. \
(d) Title shall vest in The Housing and
Redevelopment Commission of the City of Carlsbad.
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(e) Lessors shall, by grant deed, convey to Lessee
a fee simple interest, free and clear of all title defects, liens,
encumbrances, deeds of trust and mortgages, except real property
assessments and any defects, liens, encumbrances, deeds of trusts or
mortgages created by Lessee after taking possession of the property.
Lessors shall pay all real estate taxes prorated to close of escrow.
(f) Lessors shall procure a California Land Title
Association standard policy of title insurance in the amount of Six
Hundred Fifty Six Thousand Two Hundred Fifty Dollars ($656,250) to
be paid for by Lessors and to be issued by Chicago Title Company
showing title vested in Lessee.
(g) Lessors shall pay all costs and expenses of
clearing title, preparing, executing and acknowledging and
delivering the grant deed, the premium for the title insurance
policy and shall pay any transfer taxes.
(h) Lessee shall pay all recording fees.
(i) All notices and demands concerning this option
shall be given in writing by registered or certified mail, postage
prepaid and return receipt requested. Notice shall be considered
given when mailed. Notices shall be addressed as appears below for
each party, provided that if any party gives notice of a change of
name or address, notice is to the giver of that notice shall be
given as demanded in that notice.
To Lessors: Louise Williams, Conservator and Louise Williams Post Office Box 535 Carlsbad, California 92008
To Lessee: The Housing and Redevelopment Commission City of Carlsbad 2075 Las Palmas Carlsbad, California 92009
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Lessors shall at all times keep on file with the Carlsbad City Clerk
the name of the person legally empowered to act on behalf of
Lessors. If either Lessor is deceased, notice shall be given to
Clement J. O'Neill, Esq. at 1350 Rosecrans Street, San Diego, CA
92106.
24. REPRESENTATIONS AND WARRANTIES. Lessors warrants that
they are the owner of the property and have marketable and insurable
fee simple title to the property, free of restrictions, leases,
liens and other encumbrances.
25. OPTION TITLE INSURANCE. Lessors agree to obtain for
Lessee appropriate title insurance prior to the commencement of this
Lease, insuring title to the property which is the subject of this
Option.
26. TIME OF THE ESSENCE. Time is of the essence of this
option agreement. If the option is not exercised in the manner
,provided for in this option, before the expiration of the option
term, Lessee shall have no interest whatever in the property and the
option may not be revived by any subsequent payment or further
action by Lessee.
27. ASSIGNMENT OF OPTION. Lessee may not assign this option
and the rights under it without the express written consent of
Lessors. Lessors agree not to unreasonably withhold said consent.
28. CONSENT OF SUPERIOR COURT. Lessors agree to obtain the
consent of the Superior Court in the Conservatorship of the Estate
of Minnie Carpenter to this Lease and this Option and furnish Lessee
with a copy of the court order approving same.
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29. RELOCATION. Lessors must relocate and pay for relocation
of any individuals living on the property at the time of the
commencement of this Lease. Lessors shall indemnify Lessee from all
claims and demands of anyone living on the property at the
commencement of the Lease term.
IN WITNESS WHEREOF the parties have executed this Ground Lease
and Option Agreement as of the date set forth above.
LESSORS:
Dated: 5- /,<-- 70 , 1990 <
Estate of Minnie Carpenter
Dated: SC- /5'- 70 , 1990
LESSEE:
CITY OF CARLSBAD HOUSING AND REDEVELOPMENT
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LOCATION MAP 1
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QRAND AVENUE
ELM AVENUE
LEQEND
AREA TO 8E IMPROVED
0 $5; EXISTINQ PARKJNO LOT
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\oJECt NAME PROJECT c EXHlelT
ROOSEVELT STREET PARKINQ LOT 2 \ 2