HomeMy Public PortalAboutOrdinance 1152ORDINANCE NO. 1152
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
BEAUMONT, CALIFORNIA, APPROVING AN ASSIGNMENT OF
AN AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY
AND BETWEEN THE CITY OF BEAUMONT AND
MPLD II INLAND EMPIRE, LLC,
MPLD INLAND EMPIRE ULC, LLC AND
MPLD INLAND EMPIRE KRD, LLC
WHEREAS, City is a general law city and a municipal corporation of the State of
California; and;
WHEREAS, MPLD II INLAND EMPIRE, LLC ("Owner") owns approximately
198.38 acres of land, described in Exhibit "A" ("Subject Property") attached hereto and
incorporated herein by this reference also known as Assessor's Parcel No. 424-010-011
through 424-010-018, inclusive, located within an existing specific plan known as the Hidden
Canyon Specific Plan, located south of SR-60 west of Potrero Boulevard and east of Jack
Rabbit Trail in the City of Beaumont; and
WHEREAS, City approved that certain DEVELOPMENT AGREEMENT BY AND
BETWEEN CITY OF BEAUMONT AND MPLD II INLAND EMPIRE, LLC dated
November 13, 2020 which applies to the Property and City and developer desire to amend and
restate the original Development Agreement as provided in this Agreement and supersede and
replace the original Development Agreement.
WHEREAS, City approved amendment no. 1 to the development agreement by and
between the City of Beaumont and MPLD II Inland Empire LLC dated July 21, 2020 to restrict
sewer flows which also currently applies to the Property as provided in this Agreement.
WHEREAS, City and developer desire to partially assign the amended and restated
Development Agreement as provided in the attached Agreement to convey two parcels as
follows: Parcel 1 of Parcel Map 36426 (APNs 424-010-011 and 016) ULC Property to MPLD
Inland Empire ULC, LLC and Parcel 2 of Parcel Map 36426 (APN 424-010-012) KRB Property
to MPLD Inland Empire KRB, LLC with all rights and responsibilities of the development
agreement relative to these properties being conveyed with these assignments.
WHEREAS, the Subject Properties are subject to the following entitlements: General
Plan Amendment 11-GPA-02, Hidden Canyon Specific Plan 11-SPA-01, Hidden Canyon EIR
and Addendum, Parcel Map 36426 and Plot Plan PP2018-0134 ("Development Approvals"
or "Project"); and
WHEREAS, Developer is not requesting any form of financial assistance from City
to locate, develop, construct and/or operate the Project in the City of Beaumont, and agrees
to comply with all conditions of approval; and
WHEREAS, to strengthen the public planning process, encourage private
participation in comprehensive planning and reduce the economic risk of development,
the Legislature of the State of California adopted Sections 65864 et seq. of the California
Government Code, "Development Agreement Statute" which authorizes cities to enter
into property development agreements with any person(s) or entity(ies) having a legal or
equitable interest in real property for the development of such real property in order to
establish certain development rights in the real property; and
WHEREAS, under Government Code Sections 65864 et seq. and Beaumont City
Council Resolution No. 1987-34 a development agreement is intended to provide
assurances to developer that an approved project may proceed subject to the policies,
rules, regulations, and conditions of approval applicable to the project at the time of
approval, regardless of any changes to City policies, rules, and regulations after project
approval, and provide assurances that City cannot otherwise unilaterally impose
conditions of approval of the project outside the context of a negotiated development
agreement; and
WHEREAS, based on the foregoing recitals, City has determined that this
Agreement is appropriate under Government Code Sections 65864 et seq. and Beaumont
City Council Resolution No. 1987-34; and
WHEREAS, this Agreement is voluntarily entered into in consideration of the
benefits to and the rights created in favor of each of the parties hereto and in reliance upon
the various representations and warranties contained herein; and
WHEREAS, City, as "Lead Agency" under the California Environmental Quality
Act ("CEQA") and the CEQA Guidelines, has determined that the "Project," as more
fully described in this Ordinance, has been fully analyzed under CEQA and CEQA
Guidelines and is subject to a certified EIR and addendum.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF
BEAUMONT DOES ORDAIN AS FOLLOWS:
SECTION 1. RECITALS
That the above Recitals are true and correct and are incorporated as though fully
set forth herein.
SECTION 2. APPROVAL OF ASRCMRINT OFAMEWM AND RESTATED
DEVELOPMENT AGREEMENT
That the City Council hereby approves the Assignment of Amended and Restated
Development Agreement by and Between the City of Beaumont and NWLD II Inland
Empire, LLC, MPLD Inland Empire ULC, LLC and NIPLD Inland Empire KRB, LLC
("Development Agreement"), a copy of which is attached hereto as Exhibit "B" and
incorporated herein by this reference, subject to the terms and conditions stated therein.
SECTION 3. SEVERABILITY
That the City Council declares that, should any provision, section, paragraph,
PA
sentence or word of this Ordinance be rendered or declared invalid by any final court
action in a court of competent jurisdiction or by reason of any preemptive legislation, the
remaining provisions, sections, paragraphs, sentences or words of this Ordinance as
hereby adopted shall remain in full force and effect.
SECTION 4. EFFECTIVE DATE OF ORDINANCE
That this Ordinance shall take effect thirty (30) days after its second reading by the
City Council.
SECTION 5. EFFECTIVE DATE OF DEVELOPMENT AGREEMENT
The Development Agreement shall not be executed by the City until on or after the
effective date of the Ordinance.
SECTION 6. REPEAL OF CONFLICTING PROVISIONS
That all the provisions of the Beaumont Municipal Code as heretofore adopted by the
City of Beaumont that are in conflict with the provisions of this ordinance are hereby
superseded to the extent of such inconsistency.
SECTION 7. RECORDATION OFDEVELOPMENTAGREEMENT
The City Clerk is hereby directed to record the fully executed Amended and
Restated Development Agreement with the Riverside County Recorder no later than ten
(10) days after its execution.
SECTION 8. CERTIFICATION
That the City Clerk shall certify to the passage of this Ordinance and shall cause
the same to bepublished according to law.
MOVED AND PASSED upon first reading this 15th day of November, 2022, by the following
roll call vote:
AYES: Lara, Santos, Fenn, Martinez, White
NOES:
ABSTAIN:
ABSENT:
MOVED, PASSED AND ADOPTED this 6th day of December, 2022, upon second reading by
the following roll call vote:
AYES: White, Voigt, Lara, Fenn, Martinez
NOES:
ABSTAIN:
ABSENT:
Attest:
Nicole Wheelwright, uty City Clerk
Approved as to form:
J O. Pinkne , City Attorney
EXHIBIT "A"
EXHIBIT "B"
RECORDING REQUESTED, BY
AND WHEN RECORDED MAIL TO:
Holly H. Fuller, Esquire
Golden Steves & Gordon LLP
200 E. Basse Road, Suite 200
San Antonio, Texas 78209
SPACE ABOVE THIS LINE FOR RECORDER'S USE
ASSIGNMENT OF AMENDED AND RESTATED DEVELOPMENT AGREEMENT
(PARTIAL)
This Assignment of Amended and Restated Development Agreement (Partial) (this
"Assignment"), dated , 2022 ("Effective Date"), is entered into by and
between MPLD II INLAND EMPIRE, LLC, a Delaware limited liability company
("Assignor"), and MPLD INLAND EMPIRE ULC, LLC, a Delaware limited liability
company ("Assignee").
Recitals
A. On August 4, 2020, the City of Beaumont ("City") and Assignor entered into that
certain Amended and Restated Development Agreement by and between City of Beaumont and
MPLD II Inland Empire, LLC (the "Development Agreement") pursuant to which Assignor
obtained agreements to develop certain property more particularly descried in the Development
Agreement ("Overall Property"), subject to certain conditions and obligations set forth in the
Development Agreement. The Development Agreement was recorded in the Official Records of
Riverside County on October 21, 2020, as Document Number 2020-0507277.
B. By Grant Deed recorded on February 14, 2022, as Document Number
2022-0073809, Assignor conveyed a portion of the Overall Property, commonly known as
Parcel 1 of Parcel Map No. 36426, Assessor's Parcel Numbers 424-010-011 and 424-010-016
(collectively, "ULC Property"), to Assignee.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Assignor hereby assigns, sells, transfers, sets over and delivers
unto Assignee, all of Assignor's right, title, interests, burdens and obligations as the Developer
under the Development Agreement with respect to, and only with respect to, the ULC Property,
without representation or warranty of any kind, and Assignee hereby accepts such assignment.
Agreement
1. Effective Date. This Assignment shall be effective and binding as of the date of
recordation in the Official Records of Riverside County, California (the "Effective Date").
5291.038.2540121.1
2. Assignment. Assignor hereby assigns to Assignee, effective as of the Effective
Date, all of Assignor's rights, interests, duties, burdens and obligations under the Development
Agreement with respect to the ULC Property ("Assumed Rights and Obligations").
3. Assumption. Assignee hereby assumes, effective as of the Effective Date, all of
the Assumed Rights and Obligations of Assignor under the Development Agreement with
respect to the ULC Property, and agrees to observe and fully perform all of the Assumed Rights
and Obligations of Assignor under the Development Agreement with respect to the ULC
Property, and to be subject to all the terms and conditions thereof. The parties intend hereby
that, upon the recordation of this Assignment, Assignee shall be substituted for Assignor as the
"Developer" under the Development Agreement with respect to the ULC Property.
4. Successors and Assigns. All of the covenants, terms and conditions set forth
herein shall be binding upon and shall inure to the benefit of the parties hereto and their
respective heirs, successors and assigns.
IN WITNESS WHEREOF, Assignor and Assignee have duly executed this Assignment
as of the day and year written above.
ASSIGNOR:
MPLD II INLAND EMPIRE, LLC,
a Delaware limited liability company
By: MPLD II REIT A,
a Texas real estate investment trust,
its sole member
By _
Name:
Title:
STATE OF TEXAS
COUNTY OF BEXAR
ASSIGNEE:
MPLD INLAND EMPIRE ULC, LLC,
a Delaware limited liability company
By: MPLD II REIT A,
a Texas real estate investment trust,
its sole member
By
Name:
Title:
This instrument was acknowledged before me on the day of , 2022,
by , the of MPLD II REIT A, a Texas real estate
investment trust, on behalf of said entities.
Notary Public
My Commission Expires:
5291.038.2540121.1
APPROVAL BY THE CITY OF BEAUMONT
The City of Beaumont, pursuant to Section 17 of the Development Agreement, hereby consents
to the assignment by Assignor to Assignee. The City acknowledges that the Assignee shall not
be liable for any obligations owed under the Development Agreement by any other party to the
Development Agreement or for any other real property referenced in the Development
Agreement (i.e., APNs 424-010-012, 424-010-013, 424-010-014, 424-010-015, 424-010-017 or
424-010-18).
CITY OF BEAUMONT
APPROVED:
By: Mayor Lloyd White
ATTEST:
City Clerk
FAI ";• • •;u
City Attorney
5291.038.2540121.1
EXHIBIT A
Le! -,al Description of ULC Proper(r
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF
CALIFORNIA, DESCRIBED AS FOLLOWS:
PARCEL A:
PARCEL 1 OF PARCEL MAP NO. 36426, IN THE CITY OF BEAUMONT, COUNTY OF RIVERSIDE,
STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 242, PAGES 24 THROUGH 29
INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPT THEREFROM SEVENTY-FIVE PERCENT OF ALL OIL AND MINERAL RIGHTS, AS
RESERVED IN DEED FROM DELBERT C. FOWLER ET AL RECORDED FEBRUARY 4, 1960, IN
BOOK 2628, PAGE 168 AND RE -RECORDED FEBRUARY 10, 1960, IN BOOK 2631, PAGE 519, BOTH
OF OFFICIAL RECORDS.
APN: 424-010-011 AND 424-010-016
PARCEL B:
NON-EXCLUSIVE EASEMENTS AS MORE PARTICULARLY DESCRIBED IN THAT CERTAIN
DOCUMENT ENTITLED "DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR
BEAUMONT CROSSROADS LOGISTICS II PARK, AN INDUSTRIAL COMMON INTEREST
DEVELOPMENT' RECORDED OCTOBER 28, 2020 AS INSTRUMENT NO. 2020-0524170 OF
OFFICIAL RECORD AND ANY PROPER AMENDMENTS OR MODIFICATIONS THERETO.
5291.038.2540121.1
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Holly H. Fuller, Esquire
Golden Steves & Gordon LLP
200 E. Basse Road, Suite 200
San Antonio, Texas 78209
SPACE ABOVE THIS LINE FOR RECORDER'S USE
ASSIGNMENT OF AMENDED AND RESTATED DEVELOPMENT AGREEMENT
(PARTIAL)
This Assignment of Amended and Restated Development Agreement (Partial) (this
"Assignment"), dated , 2022 ("Effective Date"), is entered into by and
between MPLD II INLAND EMPIRE, LLC, a Delaware limited liability company
("Assignor"), and MPLD INLAND EMPIRE KRB, LLC, a Delaware limited liability
company ("Assignee").
Recitals
A. On August 4, 2020, the City of Beaumont ("City") and Assignor entered into that
certain Amended and Restated Development Agreement by and between City of Beaumont and
MPLD II Inland Empire, LLC (the "Development Agreement") pursuant to which Assignor
obtained agreements to develop certain property more particularly descried in the Development
Agreement ("Overall Property"), subject to certain conditions and obligations set forth in the
Development Agreement. The Development Agreement was recorded in the Official Records of
Riverside County on October 21, 2020, as Document Number 2020-0507277.
B. By Grant Deed recorded on July 16, 2021, as Document Number 2021-0429144,
Assignor conveyed a portion of the Overall Property, commonly known as Parcel 2 of Parcel Map
No. 36426, Assessor's Parcel Number 424-010-012 ("KRB Property"), to Assignee.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Assignor hereby assigns, sells, transfers, sets over and delivers
unto Assignee, all of Assignor's right, title, interests, burdens and obligations as the Developer
under the Development Agreement with respect to, and only with respect to, the KRB Property,
without representation or warranty of any kind, and Assignee hereby accepts such assignment.
Agreement
1. Effective Date. This Assignment shall be effective and binding as of the date of
recordation in the Official Records of Riverside County, California (the "Effective Date").
5291.023.2540123.1
2. Assignment. Assignor hereby assigns to Assignee, effective as of the Effective
Date, all of Assignor's rights, interests, duties, burdens and obligations under the Development
Agreement with respect to the KRB Property ("Assumed Rights and Obligations").
3. Assumption. Assignee hereby assumes, effective as of the Effective Date, all of
the Assumed Rights and Obligations of Assignor under the Development Agreement with
respect to the KRB Property, and agrees to observe and fully perform all of the Assumed Rights
and Obligations of Assignor under the Development Agreement with respect to the KRB
Property, and to be subject to all the terms and conditions thereof. The parties intend hereby
that, upon the recordation of this Assignment, Assignee shall be substituted for Assignor as the
"Developer" under the Development Agreement with respect to the KRB Property.
4. Successors and Assigns. All of the covenants, terms and conditions set forth
herein shall be binding upon and shall inure to the benefit of the parties hereto and their
respective heirs, successors and assigns.
IN WITNESS WHEREOF, Assignor and Assignee have duly executed this Assignment
as of the day and year written above.
ASSIGNOR:
MPLD II INLAND EMPIRE, LLC,
a Delaware limited liability company
By: MPLD II REIT A,
a Texas real estate investment trust,
its sole member
By
Name:
Title:
STATE OF TEXAS
ASSIGNEE:
MPLD INLAND EMPIRE KRB, LLC,
a Delaware limited liability company
By: MPLD II REIT A,
a Texas real estate investment trust,
its sole member
By
Name:
Title:
This instrument was acknowledged before me on the day of , 2022,
by , the of MPLD II REIT A, a Texas real estate
investment trust, on behalf of said entities.
Notary Public
My Commission Expires:
2
5291.023.2540123.1
APPROVAL BY THE CITY OF BEAUMONT
The City of Beaumont, pursuant to Section 17 of the Development Agreement, hereby consents
to the assignment by Assignor to Assignee. The City acknowledges that the Assignee shall not
be liable for any obligations owed under the Development Agreement by any other party to the
Development Agreement or for any other real property referenced in the Development
Agreement (i.e., APNs 424-010-011, 424-010-013, 424-010-014, 424-010-015, 424-010-016,
424-010-017 or 424-010-18).
CITY OF BEAUMONT
01 8I9"D
By: Mayor Lloyd White
ATTEST:
City Clerk
APPROVED AS TO FORM
City Attorney
5291.023.2540123.1
EXHIBIT A
Leizal Description of KRB Propem
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF
CALIFORNIA, DESCRIBED AS FOLLOWS:
PARCEL ONE
PARCEL 2, AS SHOWN ON THAT CERTAIN MAP ENTITLED "PARCEL MAP NO. 36426," RECORDED
MARCH 16, 2017, IN BOOK 242 OF PARCEL MAPS, AT PAGE 24 THROUGH 29, INCLUSIVE,
OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
EXCEPTING THEREFORE THAT PORTION OF SAID PARCEL 2, DESCRIBED AS FOLLOWS:
THENCE WESTERLY ALONG THE SOUTHERLY LINE OF SAID PARCEL 2, SOUTH 87044,331, WEST
126.89 FEET;
THENCE NORTH 47015'27" WEST 82.18 FEET TO A LINE PARALLEL WITH AND DISTANT
WESTERLY 185.00 FEET MEASURED AT RIGHT ANGLES FROM THE EASTERLY LINE OF SAID
PARCEL 2;
THENCE NORTHERLY ALONG SAID PARALLEL LINE, NORTH 02°15'27" WEST 297.70 FEET;
THENCE NORTH 57044'33" WEST 103.33 FEET;
THENCE SOUTH 82015'27" EAST 96.99 FEET TO A POINT IN SAID EASTERLY LINE, DISTANT
THEREON NORTH 02015'27" WEST 390.63 FEET MEASURED SAID EASTERLY LINE FROM THE
SOUTHEAST CORNER OF SAID PARCEL 2;
THENCE SOUTHERLY ALONG SAID EASTERLY LINE SOUTH 02015'27" EAST 390.63 FEET TO THE
POINT OF BEGINNING.
THIS LEGAL DESCRIPTION IS PURSUANT TO CERTIFICATE OF COMPLIANCE FOR LOT LINE
ADJUSTMENT NUMBER 2021-LLA-0026 RECORDED FEBRUARY 10, 2022, DOCUMENT NO. 2022-
0070071, OFFICIAL RECORDS AND BEING ADJUSTED PARCEL A THEREIN.
PARCEL TWO
THE RIGHTS AND EASEMENTS CONTAINED IN THE DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTIONS FOR BEAUMONT CROSSROADS LOGISTICS PARK II,
RECORDED OCTOBER 29, 2020, AS DOCUMENT NO. 2020-0524170, OFFICIAL RECORDS OF
RIVERSIDE COUNTY, AND ANY PROPER AMENDMENTS OR MODIFICATIONS THERETO.
5291.023.2540123.1