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HomeMy Public PortalAbout92-14 LRA ~ 't ~ LRA RESOLIITION 92- 14 A RESGLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD RECOMMENDING APPROVAL OF THE 2ND IMPLEMENTATION AGREEMENT TO THE PARTICIPATION AGREEMENT BETWEEN JAMES J. OH AND THE LYNWOOD REDEVELOPMENT AGENCY AND AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT AND INSTRUCTING THE EXECUTIVE DIRECTOR TO TAKE ALL ACTION NECESSARY TO CARRY IT OUT. WHEREAS, the Redevelopment Plan for the Redevelopment Project Area "A" (the Redevelopment Plan") was adopted and approved on July 3, 1978 by Ordinance No. 945; subsequently amended December 27, 1978 by Ordinance No. 960; on August 19, 1975 by Ordinance No. 990; on June 1, 1976 by Ordinance No 1111 and on July 5, 1988 by Ordinance No. 88-1308 by the City Council of the City of Lynwood, and all requirements of law for the adoption and approval of said Redevelopment Plan have been duly complied with; and WHEREAS, the Lynwood Redevelopment Agency (the "Agency") i5 engaged in activities necessary to execute and implement the Redevelopment Plan and in order to do so the Agency proposed to enter into the Second Implementation Agreement to the Owner Participation Agreement between the Agency and the Participant (the "OPA") contains all the provisions, terms conditions and obligations required by state law and local law; and WHEREAS, the Agency has found and determined, on the basis of an initial study, that the actions proposed in the OPA and Second Implementation Agreement, will have no significant effect upon the environment, except for those identified and considered in the Environmental Impact Report prepared for Redevelopment Project Area A and that no subsequent environmental impact report or supplement to environmental impact report is necessary or required; and WHEREAS, the Participant possesses the qualifications necessary to acquire and assure development of the property proposed to be conveyed in accordance with the purposes and objectives of the Redevelopment Plan; and WHEREAS, pursuant to the provisions of the California Redevelopment Law, the Agency held a duly noticed public hearing on the proposed conveyance of the property and the OPA and Second Implementation Agreement, at which time all persons were given an opportunity to be heard. NOW, THEREFORE, BE IT RESOLVED by the Lynwood Redevelopment Agency, as follows: ~ ti SECTION 1. The Agency has considered all terms and conditions of the proposed OPA and Second Implementation Agreement, and determines that the redevelopment of the Site pursuant to the proposed OPA and Second Implementation Agreement is in the best interests of the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law. SECTION 2. The Agency has received and heard all oral and written objections to the proposed Agreement and to the actions connected therewith, and that all such oral and written objections are hereby overruled. SECTION 3. The conveyance of certain real property described in the OPA and Second Implementation Agreement by the Agency to Participatant and the OPA and Second Implementation Agreement which establishes the terms and conditions for the Agency's involvement are hereby approved. SECTION 4. Subject to the City Council approval, the Chairman of the Agency is hereby authorized to execute the proposed OPA. SECTION 5. The Executive Director of the Agency (or his designee), is hereby authorized, on behalf of the Agency, to sign all documents necessary and appropriate to carry out and implement the OPA and Second Implementation Agreement, and to administer the Agency's obligations, responsibilities and duties to be performed under the Agreement. APPROVED AND ADOPTED by the members of the Lynwood Redevelopment Agency this 4th day of J e, 1 2. o is J. erne Chairpe on T EST: t/1; ANDREA L. HOOPER Secretarv TO FORM: ~fy Barbosa ncy Special Counsel APPROVED AS TO CONTENT: Sol Blume~fel°d, Acting Community Devel ment Dept. /. l,f etta Earnest Director of Finance \ --- --- - - - - ,~ STATE OF CALIFORNIA ) ss. COUNTY OF LOS ANGELES j I, the undersigned, Secretary of the Lynwood Redevelopment Agency, do hereby certify that the above and foregoing resolution was duly adopted by the said Agency at a regular meeting thereof Yield in the City A of the City of Lynwood on the 4th day of JUNE , 19 92, and passed by the following vote: ~ AYES : BYRD, REA, RICHARDS, HEINE NOES : NONE p( ~ 7 ABSENT: WELLS ~~•C~fJ Secretary Lynwood Redevelopment Agency STATE OF CALIFORNIA ) ) ss. COUNTY OF LOS ANGELES ) I, the undersigned, Secretary of the Lynwood Redevelopment Agency, do hereby certify that the above and foregoing is a full, true-and correct copy of Resolution No. I,gA 92-14 on file in my office and that said resolution was adopted on the date and by the vote therein stated. DATED this 4th day of June ~ ' 9 92 . s a Secretary Lynwood Redevelopment Agency e ~ SECOND IMPLEMENTATION AGREEMENT TO THE~PARTICIPATION AGREEMENT BY AND BETWEEN w THE LYNWOOD REDEVELOPMENT AGENCY AND JAMES J. OF( THIS SECOND IMPLEMENTATION AGREEMENT to the Participation Agreement ("Second Implementation Agreement") is entered into on June _, 1992, by and between THE LYNWOOD REDEVELOPMENT AGENCY ("Agency") and JAMES J. OH ("Participant"). WHEREAS, the Agency and the Participant entered into that certain Participation Agreement, dated May 1G, 1990 ("Participation Agreement"), providing for, among other things, the acquisition and disposition of certain real property described in the Participation Agreement as the "Site" and the development and operation on the Site of a neighborhood shopping center, including a modern warehouse-type supermarket ("Participant Improvements"); WHEREAS, the Agency and the Participant entered into the First Implementation Agreement to the Participation Agreement ("First Implementation Agreement"), dated December J1, 1990, which amended the Schedule of Performance and the Scope of Development; WHEREAS, the parties again desire to make certain modifications and amendments to the Participation Agreement, as amended, so as to implement and carryout the purposes of the Participation Agreement. ;~,, NOW, THEREFORE, the parties hereby agree as follows: ,1~~,A .~~, ~, ,,. , ~;'. ~ , .. ' '` ~ ~;. I. FORM OF AGREEMENT This Second Implementation Agreement is executed in six (6) duplicate originals, each of which is deemed to be an original, consisting of eleven (11) pages and two (2) exhibits. II. AMENDED SCHEDULE OF PERFORMANCE The parties agree that the Schedule of Performance (Attachment No. 3 to the Participation Agreement, as previously amended by the First Implementation Agreement) is hereby amended. It shall be replaced in its entirety by the Schedule of Performance which is attached to this Second Implementation Agreement as Exhibit A. III. AMENDED SCOPE OF DEVELOPMENT The parties agree that the Scope of Development (Attachment No. 5 to the Participation Agreement, as previously amended by the First Implementation Agreement) is hereby amended. It shall be replaced in its entirety by the Scope of Development which is attached to this Second Implementation Agreement as Exhibit II. IV. SECTION 213 Section 213 of the Participation Agreement shall be amended by inserting "shall be paid by the Participant" following the phrase "recordation of the Grant Deed" and before the period ending the sentence. V. SECTION 516 The Participation Agreement shall be amended to add Section 516 as follows: -2- ,~ ~, , ,t;; r F. (§ 516J Conditions to Aaency Relinquishment of Right of Reentry and Repurchase and Benefits of Deed of Trust and Assignment of Rents 1. Within the time set forth in the Schedule of Performance (Attachment No. 3 to the Participation Agreement), Participant shall: a. Provide a current detailed line-item development budget ("Development Budget") for the Participant Improvements, and fixed price construction contract for the Participant Improvements to the Agency for review and approval. The Development Budget shall contain the following budget categories: acquisition costs, construction. costs, architectural and consulting fees, financing and interest charges, and administrative and general expenses. b. Submit to the Agency current evidence reasonably satisfactory to the Agency that the Participant has obtained sufficient equity capital and commitments for the financing necessary for the development of the Site in accordance with the Participation Agreement ("Evidence of Financing"). The Evidence of Financing shall satisfy the requirements set forth in Section 216 of the Participation Agreement. c. Provide a corporate surety bond, approved as to form, content and company by the Agency, with Participant's contractor or contractors as principal, in a penal sum not less than one hundred (100) percent of the amount of the contract or contracts for completion of the Participant. -~- ,:;,;, .~ ±;~' ~; . Improvements, guara,,.~ i.ng completion and payment of wages for services engaged and bills contracted for materials, supplies and equipment used in the performance of said work. d. Establish a construction account ("Construction Account") upon such conditions and with a bank approved by the Agency. The Construction Account shall contain funds of not less than one hundred (100) percent of the amount of the contract or contracts for completion of the Participant Improvements. Disbursement of funds from the Construction Account shall require the joint signatures of the Agency and Participant. These funds shall be disbursed solely for the purpose of development of the Participant Improvements pursuant to the provisions of the Participation Agreement, as amended, and all plans, drawings and related documents approved by the Agency. Participant or his contractors shall submit payment requests, with supporting documentation, to the Agency no more often than monthly, requesting disbursements. The Agency Administrator or designee shall approve disbursement requests if the expenditure is within the Development Budget for such item, and the supporting documentation is satisfactory to the Agency. e. Obtain an irrevocable letter of credit in the amount of $100,000, which shall be in a form approved ire writing by the Agency as being satisfactory and which shall be issued by a financial institution acceptable to the -n- ~S''~ . ~i~;.f. ,:. , < . Agency (':Irrevocable Letter of Credit"). The Irrevocable Letter of Credit shall be renewed annually until construction of the Participant Improvements is completed. The Irrevocable Letter of Credit shall contain the follow provisions: (1) The Irrevocable Letter of Credit shall allow the Agency, by its Executive Director, to draw down $20,000 per month as liquidated damages for each month in which Participant shall fail to commence construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), shall fail to prosecute diligently to completion the construction of the Participant Improvements contemplated by this Agreement, and/or shall fail to complete construction of the Participant Improvements contemplated by this Agreement within ttie time set forth in the Schedule of Performance (Attachment No. 3) . (2) The Irrevocable Letter of Credit 'shall be renewed or a new Irrevocable Letter of Credit delivered to the Agency at ,least thirty (~0) days prior to its expiration or the Agency shall have the right to draw on the .Irrevocable Letter of Credit and hold and use the cash for the purposes specified therein. -5- 2. The,Agency shall approve or disapprove the submissions made by Participant pursuant to Section 516(1) within the time set forth in the~Schedule of Performance (Attachment No. 3). Such approval shall not be unreasonably withheld. 3. Upon the Participant's completion of the conditions set forth in Section 516(1) to the satisfaction of the Agency, and within the time set forth in the Schedule of Performance (Attachment No. 3), the Agency shall: a. Record a document releasing the provisions of Section 8 of the Grant Deed dated December 31, 1990, and recorded as document number 90-2145406, on December 31, 1990 in the Office of the County Recorder of Los Angeles County, California. b. Reconvey to Participant the Deed of Trust and Assignment of Rents, between the Agency, Participant and Chicago Title Company, dated December 31, 1991, and recorded as document number 90-2145406, on December 31, 1990 in the Office of the County Recorder of Los Angeles County, California. 4. Upon the Participant's completion of the conditions set forth in Section 516(1) to the satisfaction of the Agency, the provisions of Sections 514 and 515 of the Participation Agreement shall be of no further force or effect. However, if the Participant fails to complete the conditions set forth in Section 516(1) to the satisfaction of the Agency, within the time set forth in the Schedule of Performance, the provisions of Sections -6- 514 and 515 of the Participation Agreement shall remain in full force and effect. VI. SECTION 517- The Participation Agreement shall be amended to add Section 517 as follows: G. [§ 517] Liquidated Damages for Failure to Timely Commence Construction, Diligently Prosecute Construction and/or Complete Construction of the Participant Improvements Anything to the contrary in this Agreement not withstanding, the Agency and the Participant agree as follows: 1. In the event that the Participant shall fail to commence construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), shall fail to prosecute diligently to completion the construction of the Participant Improvements contemplated by this Agreement, and/or shall fail to complete construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), and the Agency elects not to terminate this Agreement, the Agency would sustain damages. It would be impracticable or extremely difficult to fix actual damages in the event of such a default by the Participant. Such damages would be likely to include failure on the part of the Agency to receive-its portion of the property taxes which would result from the completion of the Participant -7- Improvements pursuant to Health and Safety Code Section 33670, the diminished ability of the Agency to aid redevelopment as the result of the failure of the Agency to receive sales tax from the Participant Improvements and their operation, the failure of the completed Participant Improvements to generate incentive for further development in the Project Area, and the continuation of blighted conditions on the Site. 2. Proving causation and foreseeability of such damages in the event of such a breach would be extremely difficult. 3. Each party hereto is represented by counsel. 4. In the event that the Participant shall fail to commence construction of the Participant Improvements contemplated by this Agreement within the time set .forth in the Schedule of Performance (Attachment No. 3), shall fail to prosecute diligently to completion the construction of the Participant Improvements contemplated by this Agreement, and/or shall fail to complete construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), the Agency shall be permitted to draw on the Irrevocable Letter of Credit at the rate of $20,000 per month, for each month's delay of any of the above-enumerated events, as liquidated damages and not as a penalty, a total amount not to exceed $100,000. The parties agree the amount of liquidated damages established by this Section 517 is reasonable. In the event that Participant is unable to timely perform the obligations set forth in this -8- Section 517(41 due to riot, injunction, or inability to obtain a liquor license for the supermarket to be developed pursuant to the Scope of Development (Attachment No. 5), he shall be entitled to an extension of time pursuant to the provisions of Section 604 of the Participation Agreement for the period of the enforced delay. The extension period shall commence running from the time of the commencement of the cause, if notice by Participant is sent to the Agency within thirty (30) days of Participant's knowledge of the cause. The Agency shall not drawn on the letter of credit during the period of enforced delay if notice is given by Participant as required by Section 604. 5. In the event that this Section 517 should be held unenforceable by a court of competent jurisdiction, in the event that the Participant shall fail to commence construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), shall fail to prosecute diligently to completion the construction of the Participant Improvements contemplated by this Agreement, and/or shall fail to complete construction of the Participant Improvements contemplated by this Agreement within the time set forth in the Schedule of Performance (Attachment No. 3), the Agency shall be entitled to any and all damages to which it is otherwise entitled pursuant to law and/or equity. 6. The remedy provided in this Section 517 is not exclusive of remedies other than damages, but is in lieu of any -9- other damage remedy which would have been applicable to the defaults described in Section 517(1). Participant's Initials Agency's Initials Upon the Participant's completion of the conditions -set forth in Section 516(1) to the satisfaction of the Agency, the provisions of Sections 514 and 515 of the Participation Agreement shall be of no further force or effect and this Section 517 shall become effective. However, if the Participant fails to complete the conditions set forth in Section 516(1) to the satisfaction of the Agency within the time set forth in the Schedule of Performance, the provisions of Sections 514 and 515 of the -10- Participation.Agreement shall remain in full force and effect and this Section 517 shall not become effective. DATED: June _, 1992 Director ATTEST: By: Secretary APPROVED AS TO FORM: KANE, BALLMER & BERKMAN Agency Special Counsel Bv• TFiE LYNWOOD REDEVELOPMENT AGENCY ("Agency") By Faustin Gonzales Interim Executive Murray O. Kane DATED: June _, 1992 JAMES J. OH ("Participant") By: James J. Oh -11- ATTACHMENT NO. 3 SCHEDULE OF PERFORMANCE I, GENERAL PROVISIONS 1, Submission of Option COMPLETED Consideration to the A etion Participant submits the Op Consideration. 2, Submission of Letter of Credit !Participant's Advance! to A enc The Participant shall deliver to the Agency a Letter of Credit (Participant's Advance) in the amount of the Acquisition Costs as estimated by the Agency. 3, Execution of Aareement ro A enc The Agency may app and execute this Agreement, and if approved, shall deliver one (1) copy thereof to the Participant. 4, Submittal of Desian Concept Drawin s and Consultant Qualifications. Participant shall prepare and submit to the Agency the Design Concept Drawings and the names and qualifications of his architect, landscape architect and civil engineer, as well as any additional information required by Section 304 of this Agreement. 5, A encY Review of Desian Concept Drawings. Agency approves or disapproves the Design Concept Drawings. COMPLETED COMPLETED COMPLETED COMPLETED Paqe 1 of 9 E;chibit A 6. Agency Right to Make Draws Under COMPLETED the Letter of Credit. The Agency shall draw upon the Letter of Credit to pay Acquisition~Costs as they are incurred. 7. Submission of Revised Design Concept Drawings. If original submittal or resubmittal is disapproved, Participant shall revise Design Concept Drawings and resubmit to Agency. 8. Submission of Hiring Plan. Participant shall submit Hiring Plan required by Section 702 of the Agreement. 9. Agency Review of Hiring Plan. Agency approves or disapproves Hiring Plan. 10. Submission of Revised Hiring Plan. If original submittal or resubmittal disapproved, Participant revises disapproved plans and resubmits to Agency. II. SITE ACQUISITION 11. Commencement of Efforts to Acquire the Site by Aaencv. The Agency shall make offers to purchase the Site and negotiate for acquisition of the Site. 12. Commence and Prosecute the Acquisition of the Site. The Agency may draw down the Letter of Credit for deposits into escrow for negotiated purchases or into court for order of prejudgment possession and for payment of other Agency Costs. COMPLETED Within thirty (~0) days prior to commencement of construction but not later than June 15, 1992. Within thirty (~0) days after receipt by the Agency. If original submittal or resubmittal is disapproved, Participant shall promptly revise disapproved plans and resubmit to Agency. COMPLETED COMPLETED 13. Completion of Acquisition of the COMPLETED Site. The Agency shall complete the acquisition of the Site or _. obtain an order of prejudgment possession for the Site. Page 2 of Exhibit A 14. Opening of Escrow. The Agency COMPLETED shall open an escrow for conveyance of the Site by the Agency to the Participant and deposit the ,G rant Deed or other acceptable instrument transferring the Site. 15. Conveyance of Title or COMPLETED Possession to the Site. The Agency shall convey title or possession of the Site to the Participant, and Participant shall accept such conveyance of the Site. 16. Completion of Conveyance of COMPLETED Title. With respect to the Site, if the Agency initially acquires an order of prejudgment possession, the Agency shall prosecute the eminent domain action with reasonable diligence. 17. Complete Payment of the COMPLETED Acquisition Costs. The Participant shall pay to the Agency any Acquisition Costs which are to be paid prior to close of escrow. 18. Close of Escrow. Close of COMPLETED Escrow with respect to the Site. Page 3 of Exhibit A IIZ. CONSTRUCTION DOCUMENTS AND E3UILDING PERMIT 19. Submission of Preliminary COMPLETED Construction Drawings and the Preliminary, Sign Program and Preliminary Finish Grading Plan. Participant shall submit to the Agency Construction Drawings, Landscape Plans and related documents for development of the Site ("Preliminary Construction Drawings") and the Preliminary Sign Program and Preliminary Finish Grading Plan for architectural review and Agency approval or disapproval as required by Sections 305 and 306 of the Agreement. 20. Agency Review of Preliminary COMPLETED Construction Drawings, the Preliminary Sign Program and Preliminary Grading Plan. The Agency shall approve or disapprove the Preliminary Construction Drawings, Preliminary Sign Program and Preliminary Finish Grading Plan. 21. Submission of Revised COMPLETED Preliminary Construction Drawings, the Preliminary Sign Program and Preliminary Grading Plan. If original submittal or resubmittal is ,disapproved, Participant shall revise the Preliminary Construction Drawings, Preliminary Sign Program and/or Preliminary Finish Grading Plan and resubmit to the Agency. Page 4 of 9 Er.hibit A 22. Submission of Final Construction COMPLETED Drawin s the Final Sign Program and Final Finish Grading Plan. Participant shall submit to the Agency Final Construction Drawings, Final Landscape Plans and related documents for development of the Site ("Final Construction Drawings") and the Final Sign Program and Final Finish Grading Plan for architectural review and Agency approval or disapproval as required by Sections 305 and 30G of the Agreement. 23. Agency Review of Final COMPLETED Construction Drawings, the Final Sign Program and Final Grading Plan. The Agency shall approve or disapprove the Final Construction Drawings, Final Sign Program and Final Finish Grading Plan. 24. Submission of Revised Final COMPLETED Construction Drawings, the Final Sign Program and Final Grading Plan. If original submittal or resubmittal is disapproved, Participant shall revise the Final Construction Drawings, Final Sign Program and/or Final Finish Grading Plan and resubmit to the Agency. 25. Final Review of Complete COMPLETED Drawings. The Agency shall approve the revisions submitted by the Participant provided that the revision s necessary to accommodate the Agency's commences have been made. Page 5 of 9 Exhibi t A 26. Obtaining Any ._. '-~ 7uired Zone Changes Varlan~~:s or _',~nd Use Appr_„_ o_ va is • `1'he Pia: ': icipant shall obtain any and all zone changes, variances or land use approvals required for the development of the Site in accordance with the Agreement. 27. Obtaining of Building Permits. Participant shall obtain all building and other permits required by Section 313 of the Agreement needed to commence construction of the Participant Improvements. Agency ~sha11 provide appropriate assistance to Participant as requested from time to time in dealing with all City agencies. COMPLETED Not later than the time for c o m m e n c e m e n t o f construction. 28. Soils Condition. Participant COMPLETED shall inspect the condition of the Site for soil conditions and provide a report to Agency of such condition. 29. Submission - Evidence of Financing. Participant shall submit to Agency evidence of financing for the Participant's Improvements as required by Sections 216 and 516(1) of the Agreement. 30. Approval - Evidence of Financing. Agency shall approve or disapprove evidence of financing. Not later than June 15, 1992. Within two (2) weeks after receipt by the Agency. Page 6 ot~ 9 Exhibit A 31. Submission of Development Budget, Corporate Surety Bond, Establishment of Construction Account, Provision of Irrevocable•Letter of Credit. Participant shall submit to Agency the Development Budget, Corporate Surety Bond, Establish the Construction Account and Provide the Irrevocable Letter of Credit, pursuant to Section 516(1) of the Agreement. 32. Approval of Submissions Rec by Section 516(1) of Acreement. The Agency approve or disapprove submissions required by S. 516(1) of the Agreement. Prior to the commencement of construction of each phase and no later than June 15, 1992. luired Within two (2) weeks after the receipt by the Agency. shall the action 33. Agency Release of Section 8 of the Grant Deed and Reconveyance of the Deed of Trust and Assignment of Rents. The Agency shall provide for recording a document releasing Section 8 of the Grant Deed and reconveying the Deed of Trust and Assignment of Rents pursuant to Section 516(3) of the Agreement. 34. Participant Obtains Title Insurance. The title insurance satisfying the requirements of Section 212 of the Agreement is obtained by the Participant. IV. DEMOLITION AND CONSTRUCTION PHASE 35. Demolition and Rough Grading. The Developer shall demolish, clear and rough grade the Site. Within one (1) week after Agency approval of the submissions required by Section 516(1) of the Agreement. Prior to the commencement of construction. No later than June 15, 1992. The demolition and grading of that portion of the Site underlying the existing supermarket structure shall be completed no later than September 1, 1993. Page 7 of 9 Exhibit A 36. Provision of Certificate of Insurance to the Agency. Submission of Certificate of Insurance as required by Section 310 of the Agreement. 37. Submission of Construction Management Team, General Contractor and Recruiting Plan. Participant shall submit information concerning the Construction Management Team and General Contractor as required by Section 303 of the Agreement and the Recruiting Plan required by Section 311 of the Agreement. 38. Approval - Construction Management Team, General Contractor and Recruiting Plan. Agency shall approve or disapprove the Construction Management Team, General Contractor and Recruiting Plan. 39. Commencement of Construction. Participant shall commence construction of the Participant Improvements. 40. Completion of Construction and Commencement of Operations. Participant shall complete construction of all of the Participant Improvements and commence operations of all improvements of which he has -control. Within thirty (30) days prior to commencement of demolition and rough grading for each phase. No later than thirty (30) days prior to commencement of construction. Within thirty (30) days after receipt by the Agency. Not later than June 15, 1992. Not later than September 1, 1993. Paae 8 of 9 Exhibit A 41. Submission __~f Property Management Team and Property Management Program. Participant shall submit information concerninq~ the Property Management Team (including maintenance entity and leasing agent) as required by Section 303 of the Agreement and the Property Management Program, as required by Section 402 of the Agreement, to the Agency for approval or disapproval. 42. Aaency Review of Property Management Team and Property Management Plan. Agency approves or disapproves the Property Management Team and Property Management Plan. Within three (3) months after commencement of construction. within thirty (30) days after receipt by the Agency. 43. Submission of Tenant Selection Within three (3) months Criteria. The Participant shall after the commencement of submit the Tenant Selection construction for each Criteria to the Agency for phase. approval pursuant to Section 701 of the Agreement. 44. Agency Review of Tenant Selection Criteria. The Agency approves or disapprovers the Tenant Selection Criteria. 45. Submission to City Planning Department and Agency-- Preliminary Subdivision Redevelopment) Map for the Site. Participant shall submit to the City Planning Department and Agency staff a Preliminary Parcel Map for the Site. 46. Issuance c Completion. deliver to Certificate pursuant to Agreement. .f Certificate of The Agency shall the Participant a of Completion Section 325 of the Within thirty (30) days after receipt by the Agency. Prior to the commencement of construction. The Agency shall accept or reject the request, within thirty (30) days after r e c e i p t o f t h e Participant's request for a Certificate of Completion, but not prior to Agency approval of the Property Management Plan. Page y of 9 Exhibit A ATTACHMENT NO. 5 SCOPE OF DEVELOPMENT I. GENERAL DESCRIPTION The Site is specifically delineated on the Site Map (Attachment No. 1) and the Legal Description (Attachment No. 2) pursuant to Section 104 of this Agreement. The Site consists of approximately 5.76 acres. The location of the Site will be a positive aspect for redevelopment in Lynwood Redevelopment Project Area "A" because it will serve as an entry to the Civic Center Area and stimulate development of surrounding properties. The development of the Site as a neighborhood shopping center will proceed in one phase, which will involve the development of the northern portion of the Site which is currently used as parking with a modern warehouse-type supermarket of approximately 67,000 square feet, approximately 12,000 square feet of retail stores and approximately 13,000 square feet of second-story office space. The supermarket shall be approximately 36 feet high. Once the. Participant has relocated Frontier Food warehouse, which currently is operated in the existing market building, located at the southern portion of the Site, he will demolish the existing outmoded food grocery market, level that portion of the Site upon which the existing market is located, and develop it with surface parking and landscaping. II. DEVELOPMENT OBJECTIVES The development objectives are: - To encourage a thriving neighborhood shopping center which will provide an attractive entry to the Civic Center Area and spur redevelopment of surrounding properties. - To provide an efficient, safe, and well-maintained neighborhood shopping center. - To create and achieve a pleasant neighborhood shopping center reflecting a high level of concern for architectural and urban design principles and modern practices. - To provide for adequate off-street parking and off-street loading which are landscaped and screened from public ~trcets. •" Page 1 of 7 Exhibit B - To provide training and employment opportunities for Lynwood residents. III. DEVELOPMENT STANDARDS A. The Participant shall demolish the existing structure and construct a neighborhood shopping center consisting of commercial retail uses such as a warehouse-type supermarket, family restaurant and retail stores and related parking. The development shall be consistent with the Participant's response to the Agency's Request for Proposals (Concept A) incorporated herein by this reference, and harmonious with Participant's development on the Adjacent Site. e. All uses on the Site may be "Allowable Uses", and no uses shall be "Prohibited Uses" as set forth in paragraph VI of this Scope of Development. C. All improvements on the Site shall be improvements approved for occupancy, fully enclosed and under roof, unless the Agency hereafter allows deviation from such requirement in a writing referencing this Scope of Development (Attachment No. 5). Such buildings shall be constructed of masonry, concrete, concrete. block construction with a combination of plaster and wood exterior finish, or such other materials as may hereafter be approved by the Agency. D. The Participant shall complete all of the improvements set forth in this Scope of Development to be constructed on the Site in one phase. All of the improvements to be provided by the Participant on the Site, as well as those off-site improvements required to be provided by the Participant constitute the "Participant Improvements". E. The Participant shall commence and complete the Participant Improvements by the respective times established therefor in the Schedule of Performance (Attachment No. 3). F. The design and configuration and of the parking facilities shall be compatible with the adjacent and nearby uses, as reasonably determined by the Agency. Landscaping and any changes in the parking facilities configuration is subject to the Parking Privilege Agreement dated March 7, 1951 as it now exists or may hereafter be amended. G. The following standards shall govern the development in addition to the criteria and standards established in the Lynwood Redevelopment Plan for Project Area "A" (as amended). In no case is the Participant relieved of the requirements of any laws, codes Page 2 of 7 Exhibit B or administrative regulations of the State of California or the City of Lynwood: 1. Building Setbacks. Minimum building setbacks for buildings and parking areas shall be as required by the Redevelopment Plan and approved by the Agency, and shall conform to the Lynwood City Code. 2. Building Coverage. The amount of land within the Site covered by buildings shall be approximately as shown in the Site Plans on file with the Lynwood City Clerk's office, but not to exceed forty percent (40%) of the land area of the Site. 3. Building Height. Buildings on property zoned C-2 may not exceed six stories or seventy-five feet in height. In addition to the zoning restrictions, the buildings constructed on the Site shall not exceed two stories or forty (40) feet without prior Agency approval. 4. Vehicular Access. The placement of vehicular driveways shall be coordinated with the needs of proper street traffic flow. In the interest of minimizing traffic congestion, the Agency will- control the number and location of curb breaks for access to the Site for off-street parking and truck loading. All access driveways shall require written approval of the Agency. Any changes from existing driveways shall be subject to the Parking Privilege Agreement, as it may be amended. 5. Parking. All required parking shall be on-site. The required parking includes parking for the Site and for the neighboring parcel owned by the Participant, which is benefitted by a parking easement which burdens the northern portion of the Site. Off-street parking requirements are set forth in Ordinance No. 1365, An Ordinance of the City Council of the City of Lynwood Amending Chapter 25, the Official Zoning Ordinance, of the Lynwood Municipal Code with Respect to Off-Street Parking. All truck and service vehicle facilities shall be on-site and adequately screened from view. Loading facilities shall be situated in such a manner as to .minimize the impediment of traffic on the surrounding thoroughfares and with consideration for minimizing noise disruption to the residential area to the north of the Site. As a consequence of the northern portion of the Site's proximity to residential areas, there shall be sufficient on-site parking to accommodate the commercial uses anticipated. Page 3 of 7 Exhibit B 6. Loading. Adequate loading and unloading space shall be provided as~ approved by the Agency and shall also conform to Lynwood City Code. 7. S~{ci _ns. Signs shall be limited in size, subdued and otherwise designed to contribute positively to the environment: Signs must be limited in number and size and integrated with the architectural design of the building. No animated or roof-mounted signs nor painted wall signs will be allowed. Billboards are prohibited. Signs identifying the building use will be permitted, but their height, size, location, color, lighting and design will be subject to Agency and City approval, and signs must conform to the Lynwood City Code. 8. Screening. All outdoor storage of materials or equipment shall be enclosed or screened to the extent and in the manner required by the Agency and the City. 9. Landscaping. The Participant shall provide and maintain landscaping within the public rights-of-way, within setback area along all street frontages, and in all plazas and surface parking areas and conforming with the Design Concept Drawings as approved by the Agency. Landscaping shall consist of trees, shrubs and installation of an automatic irrigation system adequate to maintain such plant material. The type and size of trees to be planted, together with a landscaping plan, shall be subject to the Agency approval prior to planting. 10. Utilities. All utilities on the Site shall be underground or enclosed at Participant's expense. Existing utilities in the vacated alley need not be placed underground. 11. Painting. All exterior walls shall be painted by the Participant with color(s) subject to Agency approval. 12. Building Design. Buildings shall be constructed such that the Participant Improvements be of high architectural quality, and shall be effectively and aesthetically designed. VIZ. PUBLIC IMPROVEMENTS AND UTILITIES A. The Participant, at his own cost and expense, shall construct or modify the following public improvements within the time set forth for the completion of the Participant Improvements in the Schedule of Performance (Attachment No. 3): Page 4 of 7 Exhibit B 1. Improvements as required by the City, including, ' but not lira to, resurfacing, rebuilding or new construction of the catch basins, curbs and gutters, drive and curb cuts, drives between the property line of the Site and the public rights-of- way abutting on the Site, and new paving and stripping. 2. Installation of signs, site drainage and fire hydrants in connection with the Site as may be required. 3. Repair of public sidewalks along the frontage of the public streets abutting on the Site or within the rights-of-way lines of such public streets, and appropriate street landscaping which the Agency or City might require. 4. Repair, repaving and resurfacing of Ernestine Avenue between Martin Luther FCinq, Jr. Boulevard and Le Sage Street, in the City of Lynwood, California. 5. Installation or relocation by the public utility companies of such sewers, drains, water and gas distribution lines, electric, telephone and telegraph lines, and all other public utility lines, installations and facilities as are necessary to be installed or relocated on or in connection with the Site by reason of the development of the Site; the Agency shall not be responsible for, nor bear any portion of the cost of, installing the necessary utility connections within the boundaries of the Site between the improvements to be constructed by the Participant and the water, sanitary sewer, and storm drains, mains or other public utilities owned by the City or by any public utility company within or without such boundaries, or electric, -gas, telephone or other public lines owned by a public utility company within or without such boundaries, and the Participant shall secure any permits required for any such installation without expense to the Agency. 6. Landscape irrigation system which shall include provision to irrigate landscape installed by the Agency on any portions of the public right of way Page 5 of 7 L•'xhibit B cont` ~~ous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IVA above shall be performed insaccordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. Zf the surface and subsurface conditions. are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such. development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug store; 4. Coin laundry; inside the' building Store; Paae 6 of 7 Exhibit B 5. Restaurant; 6. Other retail uses as approved by the Agency (which are not Prohibited Uses) which are suitable for a neighborhood shopping center. B. The following shall be Prohibited Uses on the Site: 1. Junk yard; 2. Adult bookstore, adult theatre or adult entertainment; 3. Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail_bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj~a\oh2\second3.agr ~-~ Page 7 of 7 Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IVA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS ~rne Participant assumes all subsurface conditions at the Site, for the Participant Improvemen neighborhood shopping center th subsurface conditions are not development, the Participant shall necessary to render the Site development. The Participant has the Site he has deemed necessary upon any representations of the respective officers, agents and em undertake at his expense all demoli the development of the Participant responsibility for surface and and the suitability of the Site .s and the operation of a :reon. If the surface and entirely suitable for such at his cost, take all actions entirely suitable for such_ .undertaken all investigation of and has not received or relied Agency, the City, or their ?loyees. The Participant shall pion required in connection with Improvements. The Agency is not l~~ atiy way responsible for aemo11t1on or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug stare; Coin laundry; inside the building Store; Paae 6 of Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IvA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. If the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such. development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his. expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: 1.. Grocery store; 2. Related "restaurant/deli" inside the building allocated for the Grocery Store; 3. Drug store; 4. Coin laundry; i~aoe 6 of Exhibit B . contiguous to the Site, but excluding any median landscape. 8. All of the items described in Parayraph IVA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. If the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such. development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Druy store; 4. Coin laundry; inside the building Store; Paoe 6 of i Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IvA above shall be performed in.accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. If the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such. development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing, any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. ZX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug store; 4. Coin laundry; inside the building Store; Paae 6 of 7 Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IVA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIIZ. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. Zf the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such. development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug store; 4. Coin laundry; inside the building Store; page 6 of 7 Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IVA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. If the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such_ development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: 1. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug store; 4. Coin laundry; inside the building Store; Paae 6 of 7 Exhibit B . contiguous to the Site, but excluding any median landscape. B. All of the items described in Paragraph IVA above shall be performed in. accordance with the technical specifications, standards and practices of the City. The Participant's plans for such public improvements shall-be submitted to the Agency for review and approval prior to the advertising of bids. Once such items are constructed, Participant shall be responsible, at his expense, for (1) any and all repairs due to damages caused by Participant's construction, and (2) changes required by the Participant. VIII. DEMOLITION AND SOILS The Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Participant Improvements and the operation of a neighborhood shopping center thereon. If the surface and subsurface conditions are not entirely suitable for such development, the Participant shall, at his cost, take all actions necessary to render the Site entirely suitable for such, development. The Participant has undertaken all investigation of the Site he has deemed necessary and has not received or relied upon any representations of the Agency, the City, or their respective officers, agents and employees. The Participant shall undertake at his expense all demolition required in connection with the development of the Participant Improvements. The Agency is not in any way responsible for demolition or removing any subsurface obstructions on the Site, or the placement of fill on or soil conditions of the Site. The Participant shall coordinate his activities on the Site with the Agency to facilitate the Agency activities in Paragraph VI of this Scope of Development. IX. USES A. The following shall be Allowable Uses on the Site: ].. Grocery store; 2. Related "restaurant/deli" allocated for the Grocery 3. Drug store; 4. Coin laundry; inside the building Store; Paae 6 of 7 Exhibit B 5. Restaurant; 6. Other retail uses as approved by the Agency (which are not Prohibited Uses) which are suitable for a neighborhood shopping center. 8. The following shall be Prohibited Uses on the Site: 1. Junk yard; 2. Adult bookstore, adult. theatre or adult entertainment; 3. Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj~a\oh2\second3.agr - Page 7 of 7 Exhibit B 5. Restaurant; 6. Other retail uses as approved by the Agency (which are not Prohibited Uses) which are suitable for a neighborhood shopping center. B. The following shall be Prohibited Uses on the Site: 1. Junk yard; 2. Adult bookstore, adult theatre or adult entertainment; 3. Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj~a\oh2\second~.agr •-~ Page 7 of 7 Exhibit B 4 5, Restaurant; 6, Other retail uses as approved by the Agency (which are not Prohibited Uses) which are suitable for a neighborhood shopping center. B, The following shall be Prohibited Uses on the site: 1. Junk yard; 2, Adult bookstore, adult theatre or adult entertainment; 3, Blood bank; 4, Appliance repair; 5, Food processing and wholesale (not as part of a supermarket or retail bakery); 6, Wholesale building supplies/construction material; ~, Bar or dance hall (except as part of a permitted restaurant); g, Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj~a\oh2\second3.agr Page 7 of 7 Exhibit B 5. Restaurant; 6, Other retail uses as appr wh d h are esuitable (forca are not Prohibited Uses) neighborhood shopping center. B. The following shall be Prohibited Uses on the Site: 1. Junk yard; 2. Adult bookstore, adult theatre or adult entertainment; 3. Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj#a\oh2\second3.agr Page 7 of 7 Exhibit B ~. 5, Restaurant; 6. Other retail uses as approved by the Agency (which are not Prohibited Uses) which are suitable for a neighborhood shopping center. B, The following shall be Prohibited Uses on the site: 1, Junk yard; 2, Adult bookstore, adult theatre or adult entertainment; 3, Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; il. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj#a\oh2\second3.agr - Page 7 of 7 Exhibit B 5, Restaurant; 6 , Other re Pr h b ted UsesPr wh C h are esuitable ( force are not neighborhood shopping center. B, The following shall be Prohibited Uses on the Site: • 1. Junk yard; 2. Adult bookstore, adult theatre or adult entertainment; 3. Blood bank; 4. Appliance repair; 5. Food processing and wholesale (not as part of a supermarket or retail bakery); 6. Wholesale building supplies/construction material; 7. Bar or dance hall (except as part of a permitted restaurant); 8. Bingo; 9. Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. k:\cg\lyn\proj~a\oh2\second3.agr •~-~ Page 7 of 7 Exhibit B 5, Restaurant; Other retail uses as approved by the Agency (which 6. which are suitable for a are not Prohibitedlns center. n®ighborhood shopp g g, The following shall be Prohibited Uses on the Site: 1, Junk yard; bookstore, adult theatre or adult 2, Adult entertainment; 3, Blood bank; 4, Appliance repair; and wholesale (not as part of a 5, Food processing supermarket or retail bakery); 6, Wholesale building supplies/construction material; ~, Bar or dance hall (except as part of a permitted restaurant), g, Bingo; g, Massage parlour or massage shop; 10. Martial arts studio; 11. Tattoo parlor; 12. Fortune telling; 13. Narcotics paraphernalia. }c:\cg\lyn\proj~a\oh2\second3.agr 'i~, Page 7 of 7 Exhibit B