Loading...
HomeMy Public PortalAboutA2009-05-06LRA?F LYry b;+A d LYNWOOD ?e 11330 BULLIS ROAD Maria T Santillan, Chair Aide Castro, Vice Chair Alfredo Flores, Member Jim Morton, Member Ramon Rodriguez, Member REDEVELOPMENT AGENCY LYNWOOD, CAI IFORNIA 90262-3845 (310) 603-0220 This Agenda contains a brief general description of each item to be considered Copies of the Staff reports or other written documentation relating to each item of business referred to on the Agenda are on file in the Office of the City Clerk and are available for public inspection Materials related to an item on this Agenda submitted to the Agency Board after distribution of the Agenda packet are available for public inspection at the Agency Secretary's office at the above address during normal business hours Any person who has a question concerning any of the agenda items may call the City Manager at (310) 603- 0220, ext 200 !?u Posle.,l AGENDA RECEIVED LYNWOOD REDEVELOPMENT AGENCY MAY 6, 2009 REGULAR MEETING 5:00 P M. LYNWOOD CITY HALL, 11330 BULLIS ROAD MARIA T SANTILLAN CHAIR AIDE CASTRO VICE CHAIR JIM MORTON MEMBER EXECUTIVE DIRECTOR ROGER L. HALEY AGENCY COUNSEL FRED GALANTE APR 3 0 2009 CITY OF LYNWOOD CITY CLERKS OFFICE I`" (, L. Kolar.z U Clark by KS ALFREDO FLORES MEMBER RAMON RODRIGUEZ MEMBER A Call Meeting to Order B Roll Call (FLORES-MORTON-RODRIGUEZ-CASTRO-SANTILLAN) C Certification of Agenda Posting by Secretary PUBLIC ORAL COMMUNICATIONS (Regarding Agenda Items Only) PUBLIC ORAL COMMUNICATIONS CONSENT CALENDAR All matters listed under the Consent Calendar will be acted upon by one motion affirming the action recommended on the agenda There will be no separate discussion on these items prior to voting unless members of the Agency or staff request specific items are removed from the consent calendar for separate action 1 MINUTES OF PREVIOUS MEETINGS Regular Meeting of February 17, 2009 2 RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF LYNWOOD, CALIFORNIA, ALLOWING AND APPROVING THE DEMANDS AND WARRANTS 3 DDA AMENDMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ (DEVELOPER) FOR PROJECT COMMONLY KNOWN AS NORTH EAST CORNER OF FERNWOOD AVENUE & ATLANTIC AVENUE Comments Agency and Developer entered into a Disposition and Development Agreement, dated December 2, 2004 ("DDA"), concerning the development of a commercial building no larger than 1,200 square feet, with the required parking and landscaping, ("Project") at the Northeast Corner of Fernwood Avenue and Atlantic Avenue in the City of Lynwood, which is also referred to as Los Angeles County Assessor's Parcel Number 6189-026-053 ("Site") Due to unforeseen substantial delays in the planning process for the project, an extension of time is now required for the Developer to complete construction on and development of the Site Whereas the DDA required completion within eighteen months of the Close of Escrow, the parties now agree that the schedule for the Project shall be extended to require commencement of construction within twelve months after the approval of this First Amendment Recommendation Staff recommends that the Agency adopt the attached resolution entitled "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD APPROVING A FIRST AMENDMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ" 4 ABATEMENT AND DEMOLITION OF 3187-3189 NORTON AVENUE Comments In 2009 the Agency acquired 3187-3189 Norton Avenue To prepare the site for leasing opportunity, staff has conducted an investigation of existing asbestos and lead presence at the property and received an estimate for abatement and demolition Staff recommends that the Agency authorizes staff to abate and demolish the property and authorize such work through an informal bid process Recommendation Staff recommends that the Agency adopt the attached resolution entitled "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE ABATEMENT OF ASBESTOS AND DEMOLITION OF THE PROPERTY LOCATED AT 3187-3189 NORTON AVENUE AND FINDING THAT SUCH ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OA AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE" 5 AUTHORIZATION TO APPLY FOR A LOW INTEREST LOAN WITH THE CENTER FOR CREATIVE LAND RECYCLING PROGRAM AND THE RETENTION OF GANNETT FLEMING TO CONDUCT ENVIRONMENTAL CONSULTING SERVICES RELATED TO THE ALAMEDA TRIANGLE SITE Comments The Lynwood Redevelopment Agency has identified an approximately 12 acre site at the northeast corner of Fernwood Avenue and Imperial Highway for development In 2005, the Agency entered into a Disposition and Development Agreement with Casa Grande, LLC to develop the site for a residential single family development comprised of approximately 120 detached and owner-occupied single family units, of which 20% will be marketed, sold and occupied by "moderate income" persons After completing a preliminary environmental due diligence work and several meetings with the Department of Toxic Substances Control ("DTSC'), additional preparation of remedial investigation, feasibility study and remedial action plan are required by DTSC to prepare the site of development There are costs involved to conduct site characterization, preparation of a remediation strategy and remediation itself The Center of Creative Land Recycling ("CCLR") offers low-interest, forgivable loans of up to $500,000 for brownfield site assessment and characterization, technical assistance, and remedial action planning This loan will allow the Agency to spread the cost over time Recommendation Staff recommends that the Agency adopt the attached resolution "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE EXECUTIVE DIRECTOR TO APPLY FOR A LOW- INTEREST, FORGIVABLE LOAN OF UP TO $500,000 WITH THE CENTER FOR CREATIVE LAND RECYCLING, APPROVING THE RETENTION OF GANNETT FLEMING TO CONDUCT ENVIRONMENTAL CONSULTING SERVICES RELATED TO THE ALAMEDA TRIANGLE SITE, AND FINDING THAT ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OF AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE AND AUTHORIZING THE APPROPRIATION OF FUNDS TO PAY FOR SAID SERVICES " 6 TREASURER'S QUARTERLY INVESTMENT REPORT Comments The purpose of this item is to have the Honorable Chair and the Members of the Agency Board review the Treasurer's Quarterly Investment Report as required by State Statutes Recommendation The City Treasurer recommends that the Honorable Chair and the Members of the Agency Board receive and file the attached quarterly investment Report for the quarter ending March 31, 2009 CLOSED SESSION 7 WITH RESPECT TO EVERY ITEM OF BUSINESS TO BE DISCUSSED IN CLOSED SESSION PURSUANT TO SECTION 54956 8 CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property 11490 Wright Road Agency Negotiator Roger Haley, Executive Director, Fred Galante, Legal Counsel Negotiating Party Lee and Associates, Chuck Bertom Under Negotiation Price and terms ADJOURNMENT THE NEXT REGULAR MEETING WILL BE HELD ON MAY 19, 2009 AT 5 00 P M IN THE COUNCIL CHAMBERS OF CITY HALL, 11330 BULLIS ROAD, LYNWOOD, CALIFORNIA DATE May 6, 2009 TO Lynwood Redevelopment Agency Chair & Members APPROVED BY Roger L Haley, City Manag6rPREPARED BY Maria Qumonez, City Clerk ,- SUBJECT LYNWOOD REDEVELOPMENT AGENCY MINUTES Recommendation: Staff recommends the City Council approve following minutes Regular Meeting, February 17, 2009 Background: N/A Fiscal Impact N/A Coordinated With N/A AGENDA ITEM l LYNWOOD REDEVELOPMENT AGENCY REGULAR MEETING FEBRAURY 17, 2009 The Lynwood Redevelopment Agency of the City of Lynwood met in a regular meeting in the Council Chambers, 11330 Bullis Road on the above date 5 19 at p m Chairman Santillan presiding Members Castro, Morton, Flores, Rodriguez and Santillan were present Also present were Executive Director Haley, Agency Counsel Galante, Secretary Qwnonez and Treasurer Alatorre Secretary Quinonez announced that the Agenda had been posted in accordance with the Brown Act PUBLIC ORAL COMMUNICATIONS (Regarding Agenda Items Only) NONE PUBLIC ORAL COMMUNICATIONS NONE PUBLIC HEARING Item #1 Joint Public Hearing to consider the Approval of a Disposition and Development Agreement with Cedars Engineering Construction, Inc , to rehabilitate and purchase 11300 Atlantic Avenue for an Affordable Senior Housing Protect It was moved by Vice-Chair Castro, seconded by Chair Santillan, to open the public hearing Executive Director Haley, introduced the item regarding Joint Public Hearing to consider the approval of a Disposition and Development Agreement with Cedars Engineering Construction, Inc , to rehabilitate and purchase 11300 Atlantic Avenue for an affordable senior housing protect Irene Garcia commented on the public hearing, she stated that on paragraph 4 of page #2, there were no vehicles from the tenants other than those that came to do the maintenance, yet in this one, it is to facilitate ride sharing among residents She also stated that they said they were not going to need money yet LRA is lending them $23,010 for the next 55 years She stated that she doubted any of us would be around and who is going to enforce when the people are no longer here She asked if it would be null and void because there was no one that wrote it up and this was her concern She asked what was low and very low income for seniors because this was not transparent She is aware that it is 25% of gross income If they do anything above that they would be running into problems She stated that the amount that is going to be paid back with that $23,010 for 55 years is $1,265,055 It was moved by Vice-Chair Castro, seconded by Member Rodriguez, to close the public hearing After discussion from Members, it was moved by Vice-Chair Santillan, seconded by Member Rodriguez, to adopt the resolution RESOLUTION NO. 2009.010 ENTITLED. A JOINT RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AND THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD APPROVING THE DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND CEDARS ENGINEERING CONSTRUCTION, INC FOR THE PURCHASE AND REHABILITATION OF 11300 ATLANTIC AVENUE " ROLL CALL AYES MEMBERS CASTRO, FLORES, MORTON, RODRIGUEZ, AND SANTILLAN NOES NONE ABSTAIN NONE ABSENT NONE CONSENT CALENDAR It was moved by Member, seconded by Member, to approve the consent calendar and receive and file staff reports ROLL CALL AYES MEMBERS CASTRO, FLORES, MORTON, RODRIGUEZ, AND SANTILLAN NOES NONE ABSTAIN NONE ABSENT NONE Item #2 MINUTES OF PREVIOUS MEETINGS • Regular Meeting of January 6, 2009 • Regular Meeting of January 20, 2009 Item #3 RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF LYNWOOD, CALIFORNIA, ALLOWING AND APPROVING THE DEMANDS AND WARRANTS RESOLUTION NO. 2009.011 ENTITLED: RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF LYNWOOD, CALIFORNIA, ALLOWING AND APPROVING THE DEMANDS AND WARRANTS THEREFORE Item #4 TREASURER'S QUARTERLY INVESTMENT REPORT Receive and file the attached Quarterly Investment Report for the quarter ending December 31, 2008 CLOSED SESSION WITH RESPECT TO EVERY ITEM OF BUSINESS TO BE DISCUSSED IN CLOSED SESSION PURSUANT TO SECTION 54956 8 The Agency recessed to closed session at 8:09 p.m. by general consent. The Agency reconvened at 9:22 p.m. Agency Council Galante stated that the Agency met in closed session and with respect to the following matters: Item #5 CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property APN#6189-026-053 Agency Negotiator Roger Haley, Executive Director, Fred Galante, Legal Counsel Negotiating Parties Jaime Gutierrez Under Negotiation Price and Terms No reportable action taken. Chair Santillan and Vice-Chair Castro abstained from the discussion and left the closed session room. Item #6 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956 9(a) 1 Name of Case Rogel vs Lynwood Redevelopment Agency No reportable action taken. ADJOURNMENT Having no further discussion, it was moved by, seconded by, and carried to adjourn the regular Lynwood Redevelopment Agency meeting at 9 29 p m Maria Santillan, Chair Maria Qwnonez, Secretary TO Honorable Chairperson and Members of the Agency Board APPROVED BY Roger L Haley, Executive Directc PREPARED BY Robert S Torrez, Assistant City Manager -Administrative& Community Services Monica Ochoa, Accounting Technician SUBJECT Approval of the Warrant Register Recommendation: Staff respectfully recommends that the Agency Chairperson and Board Members approve the warrant register for Fiscal Year 2008-2009 Attached Warrant Register dated May 6, 2009-------------- AGENDA ITEM t? m a u a m e N E J n N 0 L ? U d ? a °o c J ? tp O N O O O O N N Y< T ? O N O ? ? N O O p m N a OP O O N I? N N N O r O Y O M M OJ 00 O E o ?o mm ? °me ¢ m ° a+ .= .- of vi o e r.: vim ?'a a 1a N N O W P e 9 9 3 9 3 w w m ? U w K > > > > J > > D N p m m N N m OI m N m VI N N m N N N N w N y ° J J O J J J y N N O N O 10 O O U° ¢ `°NO ¢ ¢ p ¢ pW ¢ ¢ C U ?U? O io zUNZU ZZ.ZUm io ?o w 0..000 z m a 0 0 m 0 °0 °0 m0m0°86 0 x°mm°°w°m°mm gm 85 W °r W o w W yj °r w °r w ° Z w °r r° °r °r r° °n ¢ ° m U N U N U N 0,0,0,0, N z N_ N N N N N N ° r o a °mam a murnamarnam a $`? rc °w m° `Bi$mm m ? N ? N N N O? m m ° 0 0 0 0 0 0 0 0 ° ° ° ° ° ° ° ° o q o o O O O 0 0 o d m m m m m 0 0 0 0 0 0 0 0 ° O o O M N ¢ m ¢ m o m N ? 0 m m m o a J J w rW m x ¢ b O m N a o n N {p ? t+l m u o 0 V " m Y N N U V m > O m r e 0 z 0 m O ? W 0 w W z' ? a z m J z z z w m Q U N O M O O O 0 0 0 N ?`I N N N m N N ? m m N W a N a C In a ? E J 4 `v L ? u a ? a m K 0 c r J 6 N p O i 41 o ? m = c N > o ° ? S O O m! N M M N O O O N O r O ( O m N O O O N N N O O O m O N O N O E °m o `V °v °P °r' M "? n umi m n a a rvrv n ?? ro.- n r ae r f ° f U U U U U U U U z m m m n m m m m N m VI m z o o a o o Z u? ?i m N N H m Z Z 2 2 Z Z. Z m O_ _ O U O ° ° ° z O O O O O- O- O .- O N m m > ro > N > O N 0 N m N m N m N m N m h m N m W N m N m m N m m O O J O O O J° W O O O O O O O 0 0 LL N N N LL n LL N LL N LL ry LL N LL ry LL WQ N N ? ? N O 1N N ` J ? ` W W W P P m W m K 1` LL' P fC p K P R' P K p LL' a $ 8i ?irn mJ m LL a O N c mo. a a amama? f . y ?? ? m M th N N N N N Y N O° O O O 00 O O O O O O O 99 q O O Q 9 Q O O O O O O O O O O O O O O O Z U z N W Q O y U O N Cl O O n rv m a m N ° ° ° ° ° O m m m m ry y ° ° ° ° ° ° o N ° o o o o o 0 0 o o g g $ ° ° °i o o Z Y w w m m W ? W ? U Q W w z m m LL O Q N Z W < Z U Y x Y O O O O O m O m m ° N ry m ? N N N m m M M ' m m » m N a M p O O O O O O O N O C] m t S O O O O O .. O O 0 0 Q Q 1p 1p O S E ?? O O s N N M l N N 0 O O ? !' N m m +I f 0 n n d d m P ' a a C W Q C J C t ? v d O 3 T J a N ry ? M M O 9 O u N N m Y N U V m > O 9 9 9 3 9 9 9 w f a y j n M ? U th h N N N N N N N U ? m m _ M O O U M M Q ~ N N ^ ^ N P ^ J p N N J N N J N O a N N10 ? ? 3 m m m a ?o°a NNdfON $ N ci z o i ° ° ° y ° ° ° m m c? m w O m m a ° m w F O R' O Y O O U O W O O W O O W O N O V LL N n 2 d Z N N NO n LL N N LL N N N N O N Z Qio ? m w m ¢ ` LL _ _ °LLy ?LLyS ? m O mm a K o ?i 8i g rn O ?mUO+O OO?O a U N N ? P ? C J V N N N h J c ° O ° S S O O O S O O O ° ° q Q 4 O? O O i OI dl Q (A O O? O O O O O O O O O O H s U K W J 0 m M m ° m N m a r O Z rc LL `o g N Cl m z O U 7 ? y N z k O Y ¢ Q ? a N Ip M °o °o N N M Cl m m N N O $ V m °° o Oo a U a Z ? N N W fG U W LL 6 U 3 '¢ m ? Cl ?a m N N CJ tN?l ? m O w LL U vi U K Z O N V1 > F Q U N O W N Q3 ¢ K Z K m W ? a N N N M P ? m V N o. e v m Q c ? E J C W O L d U v ? a O C T J E o. r M °o y N _ m N > O n° rv ao Y m O N O N N O V b p N O O N 0 0 ? b E `Y a ? r ° ° r +u m m m ¢ N w ? n N 9 9 9 0 0 0 f f c m h c U b F m m f y V M d N n j ? o o o w o o b y Z N m N N ? N O U ¢ Q v i O m U m m ? m 0 o n n M N N N N p N V O O O a ° ° 4 p p o o 0 di di o, 0 0 0 o 0 °v U U 2 N W 6 U N Z 6 m K g C m 0 Z QH K d O U X O K W X m °o 0 m °N m P Y ro m N O N 0 a 0 c a' o i V m d n C N N N O ? E °e °a °e a ?e a mm m a 8 9 0 F 0 « c Np 2 O t Q y 0 o a $ y U n °n ? Q m O N T a o U c v O a ' o m a ., c J E 6 ? p ? ° w v y o ? LL c w c T J K O F ? J Q LL O W O g n° LL O ? - z ? O U ° o ? 'O N O y C r2 ? O O a o n m o 2 12 « m 0 o c « ? N q C L u N a m > ?o > o N A a d m a O N N N r O ? N E O! ¢ r r r b N 3 3 ? s Y N ? m S ? Q H N N m a ° m m ? ° m ¢ m 0 0 4 °o N O J ; e d T L J u ? ro > y, U E a O N N ry Ih O 0 O N QLL K W K 0 H O Q LL O ti a w 0 3 0 z 0 O 0 N N O 9 ? u r N L ? ? OI C N > o a 12 e e u n Y C d a t o C C d O O T > r O m d AGENDA STAFF REPORT DATE May 6, 2009 TO Honorable Chair and Members of the Agency APPROVED BY Roger Haley, Executive Direct PREPARED BY Lorry Hempe, Assistant City Managed///-v Bruno Naulls, Redevelopment Associate.?y, ?i SUBJECT. DDA Amendment by and between the Lynwood Redevelopment Agency and Jaime Gutierrez (Developer) for project commonly known as northeast corner of Fernwood Avenue & Atlantic Avenue Recommendation: Staff recommends that the Agency adopt the attached resolution entitled, "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD APPROVING A FIRST AMENDMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ" Background: 1 Agency and Developer entered into a Disposition and Development Agreement, dated December 2, 2004 ("DDA"), concerning the development of a commercial building no larger than 1,200 square feet, with the required parking and landscaping, ("Project") at the Northeast Corner of Fernwood Avenue and Atlantic Avenue in the City of Lynwood, which is also referred to as Los Angeles County Assessor's Parcel Number 6189-026-053 ("Site") (see attached) 2 Developer owns and operates an appliance/repair shop and desires to relocate to the subject Site However, as the construction of the Project is behind schedule, the parties desire to amend the DDA as set forth herein 3 Due to unforeseen substantial delays in the planning process for the Project, an extension of time is now required for the Developer to complete construction on and development of the Site Whereas the DDA required completion within eighteen months of the Close of Escrow, the parties now agree that the schedule for the Project shall be extended to require commencement of construction within twelve months after the approval of this First Amendment ITEM 4 4. The parties now desire to enter into this First Amendment to revise Sections 3, 8(a), and 10 of the DDA, as well as Attachment B, the Schedule of Performance, to extend certain timelines set forth in the DDA (See attached) Discussion & Analysis: Due to unforeseen substantial delays in the planning process for the Project, an extension of time is now required for the Developer to complete construction on and development of the Site An amendment to the DDA is required to reflect changes mutually agreed upon by and between the Agency and Developer It was determined that the extension of time to commence construction on the project will be in the best interest of both Agency and the Developer The Developer will have twelve months to commence construction the project In the interim, the Developer shall be required to maintain the site and keep it clear of debris and any other form of blight. Fiscal Impact: The amendment of this DDA will have no fiscal impact on the Agency Attachments Resolution DDA 1"Amendment Document Existing DDA Coordinated with Finance Department Agency Counsel RESOLUTION NO. A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD APPROVING A FIRST AMENDMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ WHEREAS, the Agency and Developer entered into a Disposition and Development Agreement, dated December 2, 2004 ("DDA"), concerning the development of a commercial building no larger than 1,200 square feet, with the required parking and landscaping, ("Project') at the Northeast Corner of Fernwood Avenue and Atlantic Avenue in the City of Lynwood, which is also referred to as Los Angeles County Assessor's Parcel Number 6189-026-053 ("Site"), and WHEREAS, the Developer owns and operates an appliance/repair shop and desires to relocate to the subject Site However, as the construction of the Project is behind schedule, the parties desire to amend the DDA as set forth herein, and WHEREAS, due to unforeseen substantial delays in the planning process for the Project, an extension of time is now required for the Developer to complete construction on and development of the Site Whereas the DDA required completion within eighteen months of the Close of Escrow, the parties now agree that the schedule for the Project shall be extended to require commencement of construction within twelve months after the approval of this First Amendment, and WHEREAS, as described herein, the parties now desire to enter into this First Amendment to revise Sections 3, 8(a), and 10 of the DDA, as well as Attachment B, the Schedule of Performance, to extend certain timelines set forth in the DDA NOW, THEREFORE, THE LYNWOOD REDEVELOPMENT AGENCY DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The first paragraph of Section 3, "Deed of Trust," shall be amended in its entirety to read as follows "Seven (7) days following the Developer's execution of this DDA, Developer hereby agrees to execute and deposit in escrow a Deed of Trust in favor of the Agency to secure his performance pursuant to this DDA Said deed of trust shall be a claim, charge and lien against the Site and shall be in the form and manner as contained in Exhibit "C" attached hereto and incorporated herein by this reference Said Deed of Trust shall grant to the Agency, in the event of a default by the Developer under this DDA, the right to foreclose upon the Site, regain title to the Site and to sell or otherwise dispose of the Site in such manner and method as the Agency deems to be in its best interest Said Deed of Trust shall be duly recorded with the Los Angeles County Recorder The Agency hereby agrees that if the Developer fully complies with all of his promises, covenants and conditions contained in this DDA and completes construction of the Project as described in the DDA, the Agency shall instruct the Trustee to reconvey title to the Site to the Developer and the Agency shall have no further property right, title or interest in the Site The Agency hereby agrees to subordinate its interest in said Deed of Trust to a construction loan, the proceeds of which shall be used exclusively to develop and relocate Developer's existing Appliance Sales and Repair Business as required by this DDA Developer hereby agrees that any default by Developer with respect to any construction loan or Deed of Trust securing said construction loan shall concurrently constitute a default by the Developer under this DDA " Section 2. The first sentence of Section 8(a), "Commitment to Develop the Site/Development of the Site," shall be amended in its entirety to read as follows "After conveyance of the Site to the Developer and on or before twelve (12) months from the approval of the First Amendment, the Developer agrees to obtain funding for the Project, receive City approval of a construction plan and schedule and to commence construction of a commercial building on the Site in accordance with the Schedule of Performance attached hereto as Attachment B-1 " Section 3. Section 10, "Schedule of Performance," shall be amended in its entirety to read as follows "Subject to extensions of time for causes specifically agreed upon in writing by the Agency, Developer shall commence and complete all construction on and development of the Site in the manner and within the time frames specified in the Schedule of Performance that is attached hereto as Attachment B-1 " Section 4. Attachment "B" to the DDA, the "Schedule of Performance;" shall be replaced with the Attachment "B-1" attached hereto and incorporated herein Hereafter, any reference in the DDA, and any attachments thereto, to Attachment B shall instead refer to Attachment B-1 Section 5. Except as expressly provided in this First Amendment, all other provisions of the DDA shall remain in full force and effect PASSED, APPROVED and ADOPTED this 6ht day of May 2009 Maria T Santillan Chairperson ATTEST: Maria Quinonez Agency Secretary APPROVED AS TO FORM: Fred Galante Agency Counsel Roger Haley Executive Director APPROVED AS TO CONTENT: Lorry Hempe Assistant City Manager ATTACHMENT B-1 SCHEDULE OF PERFORMANCE 1 Submission of Development Concept Drawings 2 Resubmittal of Development Concept Drawings Within 90 days after approval of the First Amendment Within 14 days of Developer's receipt of Development Concept Rejection 3 Submission of Final Construction Drawings for development of Site 4 Approval of all permits required by the City or any other governmental agency 5 Commencement of construction as provided in the Scope of Development and final Construction Drawings 6 Completion of Construction Within 120 days after approval of the First Amendment 9 months after approval of the First Amendment Within 30 days after approval of permits but no later than 12 months after approval of the First Amendment Within 9 months of commencement of construction 4 FIRST AMENDMENT TO THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE LYN WOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ THIS FIRST AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT ("First Amendment") by and between the LYNWOOD REDEVELOPMENT AGENCY ("Agency") and JAIME GUTIERREZ ("Developer") is effective as of the day of 2009 RECITALS A Agency and Developer entered into a Disposition and Development Agreement, dated December 2, 2004 ("DDA"), concerning the sale of property upon which Developer shall construct a commercial building and to which Developer shall relocate his appliance sale and repair business ("Project"), said property being located on the Northeast corner of Femwood Avenue and Atlantic Avenue in the City of Lynwood, which was at the time of execution of the DDA referred to as Los Angeles County Assessor's Parcel Number ("APN") 6189-026-900 and which 1s now referred to as APN 6189-026-053 ("Site"). B The Schedule of Performance in the DDA gave Developer 18 months from execution of the DDA to complete the construction of the Project However, as the construction of the Project is behind schedule, the parties desire to amend the DDA as set forth herein C Due to unforeseen substantial changes in credit markets, Developer has been unable to obtain a loan to pursue the development of the Project, such that an extension of time is now required for the Developer to develop the Site Accordingly, the parties now agree that the schedule for the Project shall be extended to require Developer to secure financing for the project, to prepare and have the City of Lynwood approve a construction plan and schedule, and to commence construction of the development within twelve (12) months after the approval of this First Amendment D As described herein, the parties now desire to enter into this First Amendment to revise Sections 3, 8(a) and 10 of the DDA, as well as Exhibit B, the Schedule of Performance, to extend certain timelines set forth in the DDA. NOW. THEREFORE, it is hereby agreed that the DDA is amended in the following particulars only 01095 0012 66113v2 N6 Co.., of [,.wood & Allaimc APN 6189-026-053 Section 1 The first paragraph of Section 3, "Deed of Trust," shall be amended in its entirety to read as follows "Seven (7) days following the Developer's execution of this DDA, Developer hereby agrees to execute and deposit in escrow a Deed of Trust in favor of the Agency to secure his performance pursuant to this DDA Said deed of trust shall be a claim, charge and hen against the Site and shall be in the form and manner as contained in Exhibit "C" attached hereto and incorporated herein by this reference Said Deed of Trust shall grant to the Agency, in the event of a default by the Developer under this DDA, the right to foreclose upon the Site, regain title to the Site and to sell or otherwise dispose of the Site in such manner and method as the Agency deems to be in its best interest Said Deed of Trust shall be duly recorded with the Los Angeles County Recorder The Agency hereby agrees that if the Developer fully complies with all of his promises, covenants and conditions contained in this DDA and completes construction of the Project as described in the DDA, the Agency shall instruct the Trustee to reconvey title to the Site to the Developer and the Agency shall have no further property right, title or interest in the Site The Agency hereby agrees to subordinate its interest in said Deed of Trust to a constriction loan, the proceeds of which shall be used exclusively to develop and relocate Developer's existing Appliance Sales and Repair Business as required by this DDA Developer hereby agrees that any default by Developer with respect to any construction loan or Deed of Trust securing said construction loan shall concurrently constitute a default by the Developer under this DDA " Section 2 The first sentence of Section 8(a), "Commitment to Develop the Site/Development of the Site," shall be amended in its entirety to read as follows "After conveyance of the Site to the Developer and on or before twelve (12) months from the approval of the First Amendment, the Developer agrees to obtain funding for the Project, receive City approval of a construction plan and schedule and to commence construction of a commercial budding on the Site in accordance with the Schedule of Performance attached hereto as Attachment B-1 " Section 3 Section 10, "Schedule of Performance," shall be amended in its entirety to read as follows "Subject to extensions of time for causes specifically agreed upon in writing by the Agency, Developer shall commence and complete all construction on and development of the Site in the manner and within the time frames specified in the Schedule of Performance that is attached hereto as Attachment B-1 " Section 4 Attachment "B" to the DDA, the "Schedule of Performance," shall be replaced with the Attachment "B-1" attached hereto and incorporated herein Hereafter, any reference in the DDA, and any attachments thereto, to Attachment B shall instead refer to Attachment B-1 01095 0012 66313,2 NE Comer of Pernwood " Atlantic APN 6189-026-053 Section 5 Except as expressly provided to this First Amendment, all other provisions of the DDA shall remain in full force and effect IN WITNESS WHEREOF, Agency and the Developer have entered into this First Amendment as of the date set forth above "Agency" LYNWOOD REDEVELOPMENT AGENCY By Marla Santillan, Chair ATTEST By Marla Qumonez, Secretary APPROVED AS TO FORM ALESHIRE & WYNDER, LLP By Fred Galante, Agency Counsel "Developer" JAIME GUTIERREZ 01095 0012 66313V2 3 NE Comer of rcmWOOd& AdanM APN 6189 026 053 ATTACHMENT B-I SCHEDULE OF PERFORMANCE 1 2 3 4 5 Submission of Development Concept Drawings Resubmittal of Development Concept Drawings Submission of Final Construction Drawings for development of Site Approval of all permits required by the City or any other governmental agency Commencement of construction as provided in the Scope of Development and final Construction Drawings Within 90 days after approval of the First Amendment Within 14 days of Developer's receipt of Development Concept Rejection Within 120 days after approval of the First Amendment 9 months after approval of the First Amendment Within 30 days after approval of permits but no later than 12 months after approval of the First Amendment 6 Completion of Construction Within 9 months of commencement of construction 01095001266313x2 B-1 NW Comer of l emwood&Allant, ArN 6189-026-900 DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND JAIME GUTIERREZ Northeast Corner of Fernwood Avenue & Atlantic Avenue Parcel 96189-026-900 December 2, 2004 This Disposition and Development Agreement, (hereinafter referred to as "DDA") is entered into by and between the Lynwood Redevelopment Agency (hereinafter referred to as "Agency'), a public body, corporate and politic, exercising governmental functions and powers and organized and existing under the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000, at seq ) and Jaime Gutierrez (hereinafter referred to as "Developer') with reference to the following facts A The Agency is the Redevelopment Agency for the City of Lynwood This Agreement is subject to the provisions of the Redevelopment Plan and amendments which are incorporated herein by reference and made a part hereof as though fully set forth herem. The Redevelopment Plan, in accordance with California Health and Safety Code Section 33000, provides for and encourages the participation of property owners in the redevelopment of the project area In order to participate in redevelopment projects, owners and developers must agree to develop such property in conformity with the Redevelopment Plan by entering into an Agreement with the Agency to effectuate such development B The Agency has ownership of certain unimproved real property (hereinafter referred to as the "Site°) described herein below and located within the boundanes of the Redevelopment Project Area In conformity with the mandates of California Redevelopment law, the Agency has determined that the Developers plan for the Site is consistent with the Redevelopment Plan and is suitable for and in the best interests of the City of Lynwood in eliminating blight C The Developer is in the business of, among other things, owning and operating an appliance and repair shop and is desirous of developing, constructing, and relocatmg on the Site The Developer has represented to the Agency that Developer has the requisite experience and resources to adequately and properly relocate his commercial business to the Site and develop a commercial budding of up to 1,200 sq feet with requisite parking and landscaping to be in conformance with the City of Lynwood Municipal Code In consideration of the mutual promises. covenants, terms and conditions hereinafter set forth, and for good and valuable consideration Agency and Developer do hereby agree as follows 1. The Site The Site consists of approximately 5,130 square feet of unimproved land within the City of Lynwood and the redevelopment area and is located on the northeast corner of Fernwood Avenue and Atlantic Avenue (hereinafter "Site") The parcel is identified as Los Angeles County Assessor's Identification Number ("AIN") 6169-026- 900, and is more particularly described by street address and legal description in Exhibit "A", attached hereto and incorporated herein by this reference 2. Sale and Purchase The Agency agrees to sell the Site to the Developer and the Developer agrees to purchase the Site from the Agency and develop said Site according to the Site Map Prior to the transfer of the Site from Agency to Developer, Developer shall prove to the satisfaction of the Agency that it has sufficient funds (such as a commitment letter for funding from a recognized lending institution), to reasonably accomplish the development of the Site In accordance with this DDA As consideration for the sale of the Site, Developer shall pay to Agency through a deposit to the escrow department of Chicago Title the sum of ninety seven thousand dollars ($97,000 00) (hereinafter "Purchase Price") Developer shall pay said $97,000 00 into escrow within seven (7) days after execution of this DDA and the opening of escrow This DDA shall be executed by Developer within ten (10) days after the approval of this DDA by the Agency 3. Deed of Trust Seven (7) days following the Developers execution of this DDA, Developer hereby agrees to execute and deposit In escrow a Deed of Trust in favor of the Agency to secure his performance pursuant to this DDA Said dead of trust shall be a claim, charge and lien against the Site and shall be in the term and manner as contained in Exhibit "C" attached hereto and incorporated herein by this reference Said deed of trust shall grant to the Agency, in the event of a default by the Developer under this DDA, the right to foreclose upon the Site, regain title to the Site and to sell or otherwise dispose of the Site in such manner and method as the Agency deems to be in its best interest Said deed of trust shall be duly recorded with the office of Los Angeles County Recorder The Agency hereby agrees that if the Developer fully complies with all of his promises, covenants and conditions contained in this DDA and so fully complies on or before eighteen (18) months after the Agency approval of this DDA, the Agency agrees to reconvey title to the Site to the Developer and the Agency shall have no further right, title or interest in the Site, except as set forth by law The Agency hereby agrees to-,subordinate its interest in said deed of trust to a construction loan, the proceeds of which shall be used exclusively to develop and relocate an existing Appliance Sales and Repair business as required by this DDA Developer hereby agrees that any default by Developer with respect to any construction loan or deed of trust securing said construction loan shall concurrently constitute a default by the Developer under this DDA Developer hereby agrees to pay to the escrow within five (5) days of demand therefor, any and all recording fees, filing fees, documentary stamp fees, notary fees, processing fees, or other costs, fees or expenses reasonably incurred by the escrow with respect to the filing and recording of the deed of trust or any documents associated with the deed of trust or reconveyance of title after performance by the Developer The Developer further hereby agrees to pay to the Agency within five (5) days of demand therefor, any and all recording fees, filing fees, documentary stamp fees, notary fees, processing fees, or other costs, fees or expenses reasonably incurred by the Agency with respect to the subordination of the Agency's deed of trust to any construction loan 4. Escrow Agency and Developer agree to open escrow for the transfer of title to the Site with the escrow department of Chicago Title in Los Angeles County, on the day Developer executes the DDA. This DDA constitutes the joint escrow instructions of Agency and Developer, and a duplicate original of this DDA shall be delivered to the escrow agent upon opening of escrow Agency and Developer shall provide such additional escrow instructions as escrow agent shall reasonably require and which are necessary and consistent with this DDA The escrow agent is hereby empowered to act under this DDA and shall carry out its duties as escrow agent hereunder upon indicating its acceptance of these provisions in writing, delivered to Agency and to Developer within three (3) days after the opening of escrow Agency shall deposit in escrow an executed Grant Deed to the Site within seven (7) days after the opening of escrow Developer shall pay the escrow fees, premium for an ALTA Standard Coverage Title Policy and the documentary transfer taxes, if any, due with respect to the conveyance of the Site_ The Developer shall deposit and pay in escrow the following within seven (7) days after the opening of escrow 1 The Purchase Price 2 The executed Deed of Trust 3 The premium for the title insurance policy 4 Theescrowfees 5 The commitment letter for funding construction from a recognized financial institution 6 Any other documents required by escrow agent The Escrow Agent is authorized to 1 Order and deliver to Developer and Agency copies of a preliminary title report and all documents referred to in such report for approval by Agency and Developer 2 Pay and charge Developer for any fees, charges, and costs payable under this Section Before such payments are made, the escrow agent shall notify Developer of the fees, charges and costs necessary to clear title and close the escrow 3 Disburse funds, insurance policy, deeds and other documents to the parties entitled thereto when the conditions of this escrow have been fulfilled by Agency and Developer 4 Record any instruments delivered through this escrow, if it is necessary and proper to do so in order to vest title in accordance with the terms and provisions of this Agreement All funds received in escrow from either Agency or Developer shall be deposited by the escrow agent in an interest bearing account with any state or national bank doing business In the State of California with interest payable to the depositing parry Such funds may be transferred to any other such general escrow account or accounts during this escrow All disbursements to the parties hereunder shall be made on the basis of a thirty (30) day month The time for conveyance and the closing of escrow shall be within forty (40) days of the opening of escrow If escrow is not in a condition to close at the time for conveyance, any party who then shall have fully performed all acts required to be performed by that party before the conveyance of title may, in writing, terminate this Agreement and demand the return of its money, papers and documents If neither Agency nor Developer shall have fully performed all of their respective obligations hereunder concerning the conveyance of title to the Site before the time established for said conveyance hereunder, no termination of this Agreement or demand for return shall be effective until ten (1(l) days after the escrow agent shall have mailed copies of such demand to the other party or parties at the address of the principal place of business of such parties If any objections are raised concerning said demand within said ten (10) day period, the escrow agent is authorized to hold all money, papers and documents with respect to the Site until the escrow agent receives further written instruction by mutual agreement of the parties or, in lieu thereof, by a court of competent jurisdiction If no demand is made, the escrow shall be closed as soon as possible The escrow agent shall not be obligated to return any such money, papers or documents except upon the written instruction of both Agency and Developer, or until the Party entitled thereto has been determined by a final decision of a court of competent jurisdiction. Any amendment of these escrow instructions shall be in writing, signed by both Agency and Developer At the time of any amendment hereto, the escrow agent shall have the obligation to carry out its duties as escrow agent in accordance with such amendment Agency shall not be liable for any real estate commissions or brokerage fees that may arise as a result of this Agreement Developer represents that it has not engaged any broker, agent, or finder in connection with the execution of this Agreement Developer hereby agrees to indemnify Agency from liability from any claim for real estate commissions, brokerage fees or finder's fees arising out of any statement or wiling made by Developer 5. Due Diligence Prior to the Closing, representatives of Developer shall have the right to physically inspect and survey the Site, to conduct sods, engineering, percolation, geological, hazardous and toxic materials and environmental and other tests on the Property, including without limitation, the investigation of the environmental condition of the Site to review zoning, budding and other applicable ordinances, laws and regulations, to perform feasibility studies and to plan Developer's development of the Site (hereinafter "Inspections'). All Inspections undertaken on the Site by Developer prior to the Closing shall be done at the sole expense of Developer Developer shell have until the date thirty days (30) days following the opening of Escrow to approve or disapprove the Inspections and all other matters relating to or affecting Developer's planned development or ownership of the Site, including without limitation, environmental impact reports or negative declarations, any matters dealing with or which might affect or condition any approval, authorization or permit necessary or appropriate to Developer's plans and activities on the Site, zoning and any agreements relating to any of the foregoing, in each case in Developers sale and absolute discretion If Developer shall fail to notify Agency and Escrow Holder of its disapproval of the Inspections in writing within the Inspection Period, the condition of the Site shall be deemed approved If Developer shall disapprove or is deemed to have disapproved the Inspections, for any reason whether reasonable or not, within the Inspection Period, (I) this Agreement and the Escrow shall thereupon be terminated, pi) Developer shall receive a return of its Purchase Price less Agency expenses and incurred obligations related to the development of the Site, and (iii) the parties shall be relieved of any further obligation to each other with respect to the Site, except as otherwise provided herein 6 Trtle & Easements Conveyance of title to the Site shall be by grant dead in favor of Developer Fee simple merchantable and insurable title to Site shall be conveyed free and clear of all recorded liens, encumbrances, covenants, assessments, easements, leases and taxes except those approved by Developer Notwithstanding the above, the Agency shall maintain a permanent easement on the site, which easement shall be recorded, and shall have at its option, without limitation, the right to construct or cause to be constructed any public or private improvement it determines to be in the best interest of the City or Agency on the Site 7. Closing Procedure Escrow Agent shall close Escrow for the Site as follows a Record the Grant Deed and the Deed of Trust with instructions for the Recorder of Los Angeles County, California to deliver the Grant Deed to Developer and the Deed of Trust to the Agency, b Instruct the Title Company to deliver the Title Policy to Developer, c Deliver Commitment letter from a responsible financial nsbtubon for construction funding to Agency; d File any informational reports required by Internal Revenue Code Section 6045(e), as amended, and any other applicable requirements, and e Deliver the FIRPTA Certificate, 0 any, to Developer, and f Forward to both Developer and Agency a separate accounting of all funds received and disbursed for each parry and copies of all executed and recorded or filed documents deposited into Escrow, with such recording and filing date and information endorsed thereon together with any funds then to Developer or Agency 8. Development of the Site a Commitment to Develop the Site/Scope of Development After conveyance of the Site to the Developer, on or before eighteen (18) months after the Agency execution of the DDA, the Developer agrees to complete all Developer improvements and relocate his existing appliance sale and repair business to the Site The parties hereto agree that the Developer shall pay and be responsible for all construction costs, labor, material, expenses, fees, wages, and other sums, including the cost of all temporary and permanent public improvements, necessary and required to complete the improvements Developer shall develop or cause the development of the Developer Improvements in accordance with the Site Map attached hereto as Exhibit D, the City Municipal Code and the plans, drawings and documents submitted by Developer and approved by Agency and vnthln the times specified in the Schedule of Performance Developer agrees for itself and its successors or assignees that, in the construction and Installation of the improvements provided for in this ODA, that Developer will not discriminate against any employee or applicant for employment based on race, color, creed, religion, sex, mantat status, age, handicap, national origin or ancestry b Governmental Entity Permits and Approvals Before commencement of construction or development of any buildings, structures, or other work of improvement upon the Site, Developer shall, at its own expense secure, or cause to be secured, any and all permits which may be required by the City of Lynwood or any other governmental entity having jurisdiction over such construction, development or work Agency shall provide reasonable and proper non-monetary assistance to Developer in securing any such permits Developer shall pay all costs of any permits and fees issued or required by the City of Lynwood or other applicable regulatory entities c Final Construction Drawings and Related Documents Developer shall prepare and submit to Agency, for architectural review and written approval by Agency, final construction drawings and related documents for development of the Site within the time set forth in the Schedule of Performance Final construction drawings shall be prepared by Developer in sufficient detail to permit the Issuance of necessary building permits Agency shall have the right of architectural review and approval, which approval shall not be unreasonably withheld, of all plans and submissions for the development of the Site by Developer In addition to the above, Developer shall submit any and all plans for signage or on-site advertising to Agency concurrent with Developer's submission of final construction drawings Following receipt of any notice of disapproval from Agency. Developer shall revise any such plans or submissions and resubmit them to Agency for written approval by Agency within the time period set forth for resubmission in the Schedule of Performance d Revision/Correction of Plans If any revision or correction of plans or submissions for the development of the Site shall be required by the City, by any Agency, department or bureau of the City, by the County of Los Angeles, or by the State of California having jurisdiction, Developer shall cooperate in efforts to obtain the approval of such plans or submissions which have otherwise received the approval of Agency, or else to obtain the waiver of any such requirement If no such approval or waiver is obtained, Developer shall be bound by the revision or correction required by any such public entity e Final Drawings and Changes The development of the Site shall generally be in conformance with the drawings and related documents approved by Agency, except for changes as may be mutually agreed upon by Developer and Agency in writing If Developer desires to make any change in the final construction drawings and related documents for development of the Site after their approval by Agency, Developer shall submit the proposed change to Agency for its written approval Said approval shall not be unreasonably withheld so long as such changes do not differ significantly from the scope of development defined in this DDA Agency shall notify Developer of approval or disapproval In writing within fourteen (14) days after submission of the proposed change by Developer to Agency A proposed change in the final construction drawings for development of the Site shall be deemed to be approved by Agency unless Agency submits written notice of disapproval thereof to Developer setting forth the reasons for disapproval within said fourteen (14) day period 9 Taxes and Assessments The Developer hereby agrees to be responsible for and to pay any and all Ad valorem taxes and assessments, if any, on the Site and taxes resulting from this DDA or any rights hereunder 10. Schedule of Performance /Subject to extensions of time for causes speafically agreed upon in writing by Agency, Developer shall complete all construction on and development of the Site and obtain Occupancy Permits within (18) months after the execution of the DOA by the Agency Developer hereby represents and warrants that he can complete the protect in the manner and within the time frames specified in the Schedule of Performance that is attached hereto as Exhibit "B" 11 Insurance, Hold Harmless, Independent Contractor At the time of the execution of this DDA by Developer, Developer shall, at his own expense, procure, and at all times during the term of this DDA, maintain in full force and effecqPublic Liability Insurance as follows a A policy covering the full liability of Developer to any and all persons employed by him directly or indirectly, in accordance with the provisions of the Labor Code, State of California, relating to Workers' Compensation Insurance b A policy of public liability insurance in which the City of Lynwood and the Agency, its respective officers, employees and agents, shall be named as additional insured, insuring, indemnifying, saving harmless and agreeing to defend, including costs of defense, said additional insured against all lawsuits, losses, damages, liability, claims or causes of action of any persons arising out of the conduct of the authorized activities and operations provided in this DDA or related to this DDA, or any consequence thereof whether directly or indirectly Said public liability insurance shall provide for a single limit for liability covered in the amount of at least One Million Dollars ($1,000,000 00) covering any period of time that Developer is in possession of the Site or conducting any activities on the premises pursuant to this DDA, whether or not the activity occurred within the penods stated in this DDA Said policy, or policies, of insurance shall require that named additional insured be given thirty (30) days notice prior to cancellation or change in any policy, or policies c The policies aforementioned shall be Issued by an insurance carrier reasonably satisfactory to Agency and shall be delivered to Agency at the opening of escrow In lleu of actual delivery of such policies, a certificate issued by the insurance canner showing such policies to be in force for the period covered by this DDA may be delivered to Agency at the opening of escrow Such policies and such certificates shall be in a form reasonably approved by the Agency Counsel d Developer shall hold harmless, indemnify and defend the City of Lynwood and the Agency, its respective officers, employees and agents, against all lawsuits, losses, damages, liability, claims or causes of action of any persons arising out of Developer's performance of this DDA or ownership and possession of the Site or any of its activities pursuant to this DDA and the consequences thereof whether directly or indirectly This hold harmless agreement shall be interpreted as broadly as possible to provide the maximum coverage and security to the City of Lynwood and Agency. e Developer understands, and the Parties hereby agree, the Developer is an independent contractor and that neither he nor his agents, servants and employees are servants or employees of the City or Agency for any purpose whatever The employees of Developer are the responsibility of Developer and are not employees or agents of the City or Agency Developer shall provide such personnel as may be required to perform the terms of this DDA 12. Rights of Access/Audit Officers, employees, agents and representatives of Agency and the City shall have the right of access to the Site, without the payment of any charge or fee, during normal construction hours This right shall commence with the conveyance to Developer of title and possession of the Site and terminate with the receipt by the Developer of a "Certificate of Occupancy" Access will be for the purpose of monitoring Developer's obligations and responsibilities under this DDA, including, but not limited to, the inspection of the work being performed in constructing improvements on the Site. Such officers, employees, agents and representatives of Agency and the City shall be those persons who are identified in writing by the Executive Director of Agency Notwithstanding any rights of access by Agency, Agency agrees that any inspections and rights of access shall not interfere with any ongoing construction activities of Developer Agency for itself and for the City of Lynwood and other public agencies, reserves the right to enter the Site or any party thereof at all times without interference, for the purpose of construction, reconstruction, maintenance, repair or service of any public improvements or public facilities located on, under, or near the Site In addition to any other inspection rights conferred by law, upon forty-eight (48) hours notice to Developer, Agency shall have the right to inspect, audit, review, and analyze any and all financial records of Developer and its assigns pertaining to the Site and construction thereon, including but not limited to, receipts, expenses, open book accounts, cash flow reports, and bookkeeping records 13. Local, State and Federal Laws developer shall perform his obligations and responsibilities under this DDA in conformity with all applicable federal, state and local laws and regulations, including all applicable federal and state labor requirements 14.Taxes, Assessments, Encumbrances and Liens Developer shall pay when due all real estate taxes and assessments assessed and levied for any period subsequent to the conveyance of title to the Site by Agency to Developer Developer shall not place or allow to be placed on the Site any mortgage, trust deed, encumbrance or hen which is not specifically otherwise authorized by this DDA Developer shall remove or have removed any levy or attachment made on the Site, or assure the satisfaction thereof within a reasonable time, but in any event prior to any sale thereunder Nothing herein contained shall be deemed to prohibit Developer from contesting the validity or amounts of any tax assessment, encumbrance or lien, nor to limit the remedies available to Developer in respect thereto 1S. Prohibition against Discrimination There shall be no discrimination against or segregation of any person, or group of persons, on account of race, color, religion, sex, marital status, age, ancestry, or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Site, nor shall DEVELOPER or any person or parry claiming under or through DEVELOPER establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees, or vendees of the SITE or any portion thereof DEVELOPER shall refrain from restricting the rental, sale or lease of the SITE, or any portion thereof, on the basis of race, color, religion, sex, marital status, age, ancestry or national origin of any person All deeds, leases, or contracts shall contain and be subject to substantially the following nondiscrimination or non segregation clauses a In Deeds The grantee herein covenants by and for itself, its heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against, or segregation of, any person or group of persons on account of race, color, religion, sex, marital status, age, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, employment of the land herein conveyed, nor shall the grantee itself or any person claiming under or through the grantee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sub tenants, sub lessees, or vendees in the land herein conveyed The foregoing covenants shall run with the land b In Leases The lessee herein covenants by and for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, and this lease is made and accepted upon and subject to the following conditions that there shall be no discrimination against, or segregation of, any person or group of persons on account of race, color, religion, sex, marital status, age, ancestry, or national origin in the leasing, subleasing, transferring, use or enjoyment of the land herein leased, nor shall the lessee itself or any person claiming under or through the lessee establish or permit any such practice or practices with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the land herein leased c In Contracts There shall be no discrimination against, or segregation of, any person or group of persons on account of race, color, religion, sex, marital status, age, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee itself or any person claiming under or through lessee establish or permit any such practice or practices with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the land herein leased 16. Prohibition Against Transfer of the Site, and Improvements, and Against Assignment of DDA That Developer hereby agrees and acknowledges that part of the valuable consideration and as an inducement for the Agency to enter into this DDA is the Agency's reliance upon the Developers experience, knowledge, resources, skill and prior relationship with the Agency Prior to the issuance of Certificate of Occupancy by the City of Lynwood for the relocated U S Appliances sales and repair business provided for herein, Developer shall not, except as permitted by this DDA, sell, transfer, convey, assign or lease any portion of The Site or the buildings or structures thereon, to which this DDA pertains without the poor written approval of Agency 17. Right of Agency to Cure Default Pertinent To a Mortgage, Deed of Trust or Other Security Interest In the event of a default or breach by Developer pursuant to a mortgage, deed of trust, or other security interest related to the Site prior to the completion of development of the Site, if the holder has not exercised its option to complete the development of the Site, Agency may cure the default or breach In such event, Agency shall be entitled to compensation from Developer for all costs and expenses incurred by Agency in curing the default, together with interest thereon computed at the maximum rate then allowed by law Agency shall also be entitled to a lien upon the Site, or any portion thereof, to secure any and all such costs and expenses incurred by Agency Any such lien to which Agency is entitled shall be subject to mortgages, deeds of trust or other security instruments executed for the sole purpose of obtaining funds to construct and develop the Site, as authorized herein 18 Right of Agency to Satisfy Other Liens on the Site after Title Passes After the conveyance of title to the Site to Developer, and prior to the issuance of Certificates of Occupancy by the City of Lynwood for the relocated U S Appliances repair and sales business provided for herein, and after Developer has had a reasonable time to challenge, cure or satisfy any liens or encumbrances on the Site, Agency shall have the right, but not the obligation, to satisfy any such liens or encumbrances and seek reimbursement from Developer Developer hereby agrees to reimburse Agency for any payments made pursuant to this paragraph 19 Right of Reverter a In addition to any other rights and remedies set forth in this DDA, the fee title to the Site owned by Developer together with all other improvements thereon shall revert to Agency, at Agencys option, if after conveyance of Title and prior to issuance of Certificates of Occupancy for the relocated U S Appliances repair and sales business provided for herein, Developer, or any lender with a secured interest prior to that of Agency, or any of Developer's successors in interest, shall perform or fail to perform any one or more of the following i Subfect to any other provision of this DDA justifying delay, fad to proceed diligently with the construction of improvements, as required by this DDA, for a period of thirty (30) days u Abandon or substantially suspend construction of the improvements on the Site for a period of thirty (30) days after receipt of written notice of such abandonment or suspension from Agency in Voluntarily transfer, or suffer any involuntary transfer, of the Site or any portion thereof, in violation of this DDA, or rc. Fail to cure any breach of this DDA within the time allowed after notice of such breach b Al the option of Agency, title to the Site shall automatically revest in the Agency upon notice and recordation by Agency of written notice of this exercise of this option to revert Title, expressly subject to the right of any lender to cure, as provided in this DDA or in any construction loan documents approved by the Agency Such right of Agency to repurchase, re- enter and repossess, to the extent provided in this DDA, shall be subordinate and subject to, and shall be limited by and shall not defeat, render invalid, or Limit I Any mortgage, deed of trust, or other security instrument permitted by this DDA, n. Any rights or interest provided in this DDA for the protection of the holder of such mortgages, deeds of trust or other security instruments c In the event the Agency exercises its right of reverter and retakes title to the Site as provided for in this section hereof, the Agency shall remit to the Developer, after (at Agency's election) satisfaction of any hens, encumbrances, or construction loans on the Site and deductions for any and all costs, expenses, attorney's fees and other sums reasonably incurred by the Agency and the Agency's exercise of its right to retake possession of the Site, the lesser of the fair market value of the Site at the time of the exercise of reverter or $97,000 d The deeds of conveyance of the Site from Agency to Developer and the Developer's Deed of Trust provided far herein shall contain appropriate reference and provisions to give effect to the Agency's right, as provided in this section under specified circumstances to re-enter and take possession of the Site together wath all improvements thereon, and terminate and revest in Agency the estate conveyed by Agency to Developer In the event Agency exercises its night of reverter, Developer agrees to sign, upon demand, any and all documents necessary to effectuate the Agency's right of reverter and, in particular, the Agency's right to regain title to the Site 20 Defaults and Remedies a Except as otherwise specifically provided for herein, the failure or delay by either party to perform any term or provision hereof constitutes a default under this DDA Upon receipt of notice, as hereinafter provided, the party who fails or delays to perform must immediately commence all necessary actions to cure, correct, or remedy any such failure to delay, and shall complete such cure, correction or remedy within thirty (30) days b The non-defaulting party shall give written notice of default to the party in default, specifying the default of which the party complains No party may institute proceedings against the other party until thirty (30) days after the non-defaulting party gives such notice Any failure or delay in giving such notice shall not be deemed to constitute a waiver or any default, nor shall it be deemed to change the time of default c Except as otherwise expressly provided in this DDA, any failure or delay by either party in asserting any of its remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive either party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies d The rights and remedies provided for herein shall be deemed cumulative and the exercise of any particular right or remedy shall not be deemed a waiver of said party's right to pursue other or different rights or remedies In addition to any other rights or remedies which it may have hereunder, either parry may Institute legal action to cure, correct or remedy any default, to recover damages for any default, to obtain any other remedy consistent with the purposes of this DDA, or to accomplish any one or more of the foregoing e If either Developer or Agency defaults with regard to any of the provisions hereof, the defaulting party shall be liable to the other party for any damages caused by such default In addition, if either Developer or Agency defaults under any of the provisions hereof, the non-defaulting party may, at its option. Institute legal action for specific performance of the terms and provisions of this Agreement I If Developer defaults under any terms or provisions hereof, either prior to or after conveyance of Title by Agency to Developer, and such default is not cured as provided herein, final construction drawings, final landscaping plans, and such other plans and drawings as have been prepared for the development of the Site up to the date of default, notwithstanding Any contract to the contrary between Developer and its consultants, shall be obtained by Developer at Its expense and shall became and by the property of the Agency Developer shall promptly deliver to Agency any and all such plans and drawings upon written request therefore submitted by Agency to Developer. In such event, it is understood and agreed that Agency or any other Developer may use such plans and drawings to complete the development of the Site or any other development initialed by Agency 21 Applicable Law The laws of the State of California shall govern the interpretation and enforcement of the terms of this DDA Any legal action initiated to enforce any right or remedy pursuant to this DDA, shall be instituted in a court of competent jurisdiction in State of California 22 Notices Any notice, demand, certificate, request or communication between Agency and Developer shall be deemed to be given and received by the Parties five (5) days following the date that K is placed in the United States mall, registered or certified mail, postage prepaid, return receipt requested, and addressed to the principal offices of Agency and Developer as follows AGENCY DEVELOPER Lynwood Redevelopment Agency Mr Jaime Gutierrez Alm Executive Director 7420 Garfield Avenue 11331 Bullis Road Bell Gardens, CA 90201 Lynwood, California 90262 The addresses of principal offices set forth herein may be changed from time to time by written notice by the Portia 23. Conflict of Interest No member, official or employee of Agency shall have any personal interest, direct or indirect, in this DDA, nor shall any such member, official, or employee participate in any decision relating to this DDA which affects his or her personal interest or the interest of any corporation, partnership, or associate in which he or she is directly or indirectly interested Developer warrants that it has not paid or given, and will not pay or give, any member, official or employee of Agency or any third person any money or other consideration for obtaining this DDA 24 Nonliabllity of Agency Officials and Employees No member, official or employee of Agency shall be personally liable to Developer, or any successor in interest of Developer, in the event of any default or breach by Agency hereunder or for any amount which may become due to Developer or for any obligations under the terms hereof 25 Entire Agreement, Waivers and Amendments This DDA is executed in five (5) duplicate originals, each of which is hereby deemed to be an original This DDA constitutes the entire understanding and agreement of the Parties This DOA may be signed In counterparts, provided all original signatures are attached to each original DDA This DDA integrates all of the terms and conditions set forth herein or incidental hereto, and supercedes all negotiations and previous agreements between the Parties with respect to all or any part of the subject matter hereof All waivers of the provisions hereof must be In writing and signed by appropriate officers, employees, agents or representatives of AGENCY and DEVELOPER, and all amendments hereto must be in writing and signed by appropriate officers, employees, agents or representatives of AGENCY and DEVELOPER DEVELOPER acknowledges that he has had ample opportunity for review and approval of this document by its Attorney and that any waiver of representation is as a result of independent decision, DEVELOPER further acknowledges that AGENCY Attorney is acting solely on behalf of AGENCY 26. Captions The captions or paragraph names or titles used herein are for convenience and reference only The actual text of this DDA shall govern the rights and liabilities of the parties hereto IN WITNESS WHEREOF, the AGENCY and the DEVELOPER have executed this DDA as of the dates set forth below, and all pages hereof have been initialed by the DEVELOPER and a representative of the AGENCY "AGENCY" EVELOPER" rice ph Y Wang a Gu terrez `lei nm Executive Director Developer APPROVED AS TO F9RM: Ronald Wilson, Agency Attorney EXHIBIT A LEGAL DESCRIPTION OF SITE Tract No. 5818, M B 140-43 Tract No 16642 M.B 393-28-29 The Northeast Corner of Fernwood Avenue & Atlantic Avenue Parcel No 6189-026-900 a9 26 as I ATLANTIC TRACT NO 5818 MB 140-43 cope I I E VIRGINIA AV o 00 ° ® Q ® ® ® 0 O ® (D ew O: k m ^ 15 16 17 18 19 20 21 22 23 24 25 26 27 28 y 2 ° 8 ? ^ .r x? . u?r re • # re ry ` ° Sf xs 13 ?QI ? 3 4 J 6 7 81 1 9 IOl II ? 12 4 D O © ? ° ' ® o Op 3 ® O e ®° 1® t ^ 4 fsy ? 1 t T p rn,. I ^W n°? ° f p ?::e p sw . euxv.. , ] o J ? W h 2 a O y AVE^ Z U TRACT NO 16642 M B 393-28-29 EXHIBIT B SCHEDULE OF PERFORMANCE 1 Execution of Agreement by Developer Ten (10) days after approval of the DDA by the Agency. 2 Opening of Escrow Developer shall open Upon execution by Developer an Escrow with Chicago Title 3 Developer shall deposit in escrow the Seven (7) days after the opening Purchase of escrow. Price, Trust Deed, title insurance premium, escrow fee, commitment letter from recognized financial institution Agency shall deposit grant deed to the Site 4 Developer Inspection 5 Escrow Closing 6 Submission of Development Concept Plan 7 Resubmittal of Development Concept Plan 8 Submission of Final Construction Plan. Within 30 days following the opening of escrow. Within 40 days following the opening of escrow Within 90 days after the executior of the DDA by the Developer. Within 14 days of Developers receipt of rejection of Development Plan. Within 180 days after execution of DDA by Developer 9. Developer shall furnish to Agency the required evidence of liability insurance 10 Developer shall obtain all permits required by the City or any other governmental agency Opening of escrow Within three (90) ninety days after Agency approval of Final Construction Plans and prior to the start of construction of Developer Improvements on the Site 11 Developer shall commence construction of Improvements on the Site as provided in the Scope of Development and Final Construction Plan 12 Completion of Construction Developer shall complete the Developer Improvements Within ninety (90) days after Agency approval of Final Construction Plans and prior to the start of construction of Developer Improvements on the Site Eighteen (18) months after the approval of the DDA. EXHIBIT C DEED OF TRUST (To Be Inserted) This page is part of your document - DO NOT DISCARD 051860297 RECORDED/FILED IN OFFICIAL RECORDS RECORDER'S OFFICE LOS ANGELES COUNTY CALIFORNIA 08/04/05 AT 08:00am TITLE(S) a ??? III?I I I I I ? ?? ? ?II II ?I II L E A D S H E E T FEE E. Is 1 D.TT. F ? CODE 20 e: CODE / CODE 9 Assessor's Identification Number (AIN) To be completed by Examiner OR Title Company In black ink. Number of AIN's Shown THIS FORM IS N07 TO BE DUPLICATED M1I/05 -. ?1910J CHI C GO UTLE-SUBMSOOK OFFICIAL BUSINESS Document entitled to free recording per Government Code Section 6103 Recording Requested by and When Recorded Mail to: THE LYNWOOD REDEVELOPMENT AGENCY 11330 Bullns Road Lynwood, California 90262 Attn. Executive Director SPACE ABOVE THIS LINE FOR RECORDING USE la 1 NJ 1 °o DIERD OF TRUST Securing Payment and Performance Under that certain Purchase and Sale Agreement ®5 x.56®297 This DEED OF TRUST is made this 19th day of ,r,,,,e , 2005, by and between Jaime Gutierrez (hereinafter "Truster"), the Chicago Title Company, (hereinafter "Trustee"), and the LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA, a public body, corporate and politic (hereinafter "Beneficiary"). Tmstor grants, transfers and assigns to Trustee in trust, upon the trusts, covenants, conditions and agreements and for the uses and purposes hereinafter contained, with power of sale, and right of entry and possession, all of its title and interest in that real property (the "Site") in the City of Lynwood, County of Los Angeles, State of California, commonly referred to as the "Atlantic & Femwood" as more particularly described in Exhibit 1. Together with Beneficiary's interest in all buildings, structures and improvements of every nature whatsoever now or hereafter situated on the Site; and Together with the rents, issues and profits thereof; and together with all buildings and improvements of every kind and description now or hereafter erected or placed thereon, and all fixtures, including but not limited to all gas and electric fixtures, engines and machinery, radiators, heaters, fumaces, heating equipment, laundry equipment, steam and hot-water boilers, stoves, ranges, elevators and motors, bathtubs, sinks, water closets, basins, pipes, faucets and other plumbing and 9I?1 ? r) heating fixtures, mantles, cabinets, refrigerating plant and refrigerators, whether mechanical or otherwise, cooking apparatus and appurtenances, and all shades, awnings, screens, blmds and other furnishings that shall to the extent permitted by law be deemed to be permanently affixed to and apart of the realty; and Together with all building materials and equipment now or hereafter delivered to said premises and intended to be installed and constructed thereon and therein, and Together with all plans, drawings, specifications, etc., and articles ofpersonal property now or hereafter attached to or used in and about the building or buildings now erected or hereafter to be erected on the Site which are necessary to the completion and comfortable use and occupancy of such building or buildings for the purposes for which they were or are to be erected, including all other goods and chattels and personal property as are ever used or furnished in operating a building, or the activities conducted therein, similar to the one herein described and referred to, and all renewals or replacements thereof or articles in substitution therefor, whether or not the same are, or shall be attached to said building or buildings in any manner. The Trustor to have and to hold the real property hereinbefore described (including the Site and all appurtenances), all such property being referred to collectively herein as the "Property; for the purpose of securing (1) the performance of each agreement of Trustor in this Deed of Trust, (2) the performance of each agreement of Tmstor under the DDA by and between Trustor and Beneficiary, on file in the Office of Beneficiary, (3) the performance of each agreement and covenant of Trustor under that certain "Grant Deed" recorded concurrently herewith, by and between Trustor ("Grantee" therein) and Beneficiary ("Grantor" therein); and (4) all extensions, amendments, modifications or renewals of the DDA, however evidenced, and additional advances evidenced by any note reciting that it is secured hereby; AND TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR COVENANTS AND AGREES, 1. That it will pay all sums due and payable set forth in the DDA at the time and in the manner provided therein; 2. That it will not permit or suffer the use of any of the Property for any purpose other than the use for which the same was intended at the time this Deed of Trust was executed; 3. That the DDA and the Grant Deed (collectively the "Agency Documents") are incorporated herein and made a part of this Deed of Trust. Upon default under the DDA or this Deed ofTrust or upon violation of the covenants contained in the Grant Deed, Beneficiary, as its option, may declare a default and re-enter and retake possession and Title to the Property; 05 18U029111 4. That all rents, profits and income from the Property covered by this Deed of Trust are hereby assigned to Beneficiary for the purpose of discharging the debts and obligations hereby secured. Permission is hereby given to Trustor so long as no default exists hereunder, to collect such rents, profits and income; 5. That upon default hereunder or under the Agency Documents, Beneficiary shall be entitled to the appointment of receiver by any court having jurisdiction, without notice, to take possession and protect the Property described herein and operate the same and collect the rents, profits and income therefrom, 6 That Truster will keep the improvements now existing or hereafter erected on the Site insured against loss by fire and such other hazards, casualties and contingencies as may be regmred in writing from time to time by Beneficiary, and all such insurance shall be evidenced by standard fire and extended coverage insurance policy or policies. In no event shall the amounts of coverage be less than one hundred percent (100%) of the insurable value or not less than the unpaid balance of the any deed of trust on the Property which has priority over this Deed of Trust and this Deed of Trust. (For purposes of this Deed of Trust insurable value shall mean the total replacement cost of the improvements). Such policies shall be endorsed with standard mortgage clause with loss payable to Beneficiary and certificates thereof together with copies of original policies shall be deposited with Beneficiary, 7. To pay, at least ten (10) days before delinquency, any taxes and assessments affecting said Property when due, all encumbrances, charges and liens, with interest, on said Property or any part thereof which appear to be prior or superior hereto, all costs, fees and expenses of this Deed of Trust, 8. To keep said Property in good condition and repair, not to remove or demolish any buildings thereon, to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged, or destroyed thereon and to pay when due all claims for labor performed and materials furnished therefor (unless contested in good faith if Truster provides security satisfactory to Beneficiary that any amounts found to be due will be paid and no sale ofthe Property or other impairment of the security hereunder will occur); to comply with all laws affecting said Property or requiring any alterations or improvements to be made thereon, not to commit or permit waste thereof; not to commit, suffer or permit any act upon said Property in violation of law an/or covenants, conditions and/or restrictions affecting said Property (including, but not limited to, the Grant Deed); not to permit or suffer any alteration of or addition to the buildings or improvements hereafter constructed in or upon said Property without the consent of Beneficiary; 05 1860297 9 To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee, and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum; in any such action or proceeding in which Beneficiary or Trustee may appear; 10. Should Trustor fail to make any payment or do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may make or do the same in such manner and to such extent as either may deem necessary to protect the securty hereof Beneficiary or Trustee being authorized to enter upon said Property for such purposes, may commence, appear in and/or defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee, may pay, purchase, contest or compromise any encumbrance, charge, or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, may pay necessary expenses, employ counsel, and pay his reasonable fees; 11 Beneficiary shall have the right to pay fire and other property insurance premiums when due should Trustor fail to make any required premium payments. All such payments made by Beneficiary shall be added to the principal sum secured hereby; 12 To pay immediately and without demand all sums so expended by Beneficiary or Trustee, under permission given under this Deed of Trust, with interest from date of expenditure at the rate specified in any Agency Note or, if there is no note, at the highest lawful rate unpaid judgments, 13 That the Agency Property conveyed hereunder is to be used for the acquisition and development of the Property in accordance with the requirements of the DDA. 14. Trustor further covenants that it will not voluntarily create, suffer or permit to be created against the Property, subject to this Deed of Trust, any lien or liens except as authorized by Beneficiary and father that it will keep and maintain the Property free from the claims of all persons supplying labor or materials which will enter into the construction of any and all buildings now being erected or to be erected on the Site; 15 That any and all improvements made or about to be made upon the Site, and all plans and specifications, comply with all applicable municipal ordinances and regulations and all other regulations made or promulgated, now or hereafter, by lawful authority, and that the same will upon completion comply with all such municipal ordimunrPS, building codes, and other regulations and with the rules of the applicable fire rating or inspection organization, bureau, association or office; 16 Trustor herein agrees to pay to Beneficiary or to the authorized loan servicing representative of Beneficiary a charge for providing a statement regarding the obligation secured by 05 186029 this Deed of Trust as provided by Section 2954, Article 2, Chapter 2, Title 14, Division 3 of the California Civil Code IT IS MUTUALLY AGREED THAT 17 If the development of the improvements as set forth in the DDA shall not be carved out with reasonable diligence, or shall be discontinued at any time for any reason other than strikes or lockouts, Beneficiary, after due notice to Truster or any subsequent owner, is hereby invested with full and complete authority to enter upon the Site, employ watchmen to protect such improvements from depredation or injury and to preserve and protect the personal property therem, and to continue any and all outstanding contracts for the erection and completion of said building or buildings, to make and enter into any contracts and obligations wherever necessary, either in its own time or in the time of Truster, and to pay and discharge all debts, obligations and liabilities incurred thereby. All such sums so advanced by Beneficiary shall be added to the principal of the indebtedness and shall be secured by this Deed of Trust and shall be due and payable on demand with interest at the highest lawful rate for unpaid judgments; 18. Should the Property or any part thereof be taken or damaged by reason of any public improvement or condemnation proceeding, or damaged by fire, or earthquake, or in any other manner, Beneficiary shall be entitled to all compensation, awards, and other payments or relief therefor, and shall be entitled at its option to commence, appear in and prosecute in its own name, any action or proceedings, or to make any compromise or settlement, in connection with such taking or damage. All such compensation, awards, damages, rights of action and proceeds, including the proceeds of any policies of fire and other insurance affecting said Property, are hereby assigned to Beneficiary. After deducting therefrom all its expenses, including attorney's fees, the balance of the proceeds shall be applied to the amount due under the DDA and any applicable Agency Note secured hereby. No amount applied to the reduction of the principal shall relieve Truster from making additional payments as required by the DDA and any applicable Agency Note secured hereby, 19. If Truster shall fail to perform any covenant or agreement in this Deed of Trust, or the Agency Documents within thirty (30) days after written demand therefor by Beneficiary, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale, and of written notice of default and of election to cause the Property to be sold, which notice Trustee shall cause to be duly filed for record and Beneficiary may foreclose this Dived of Trust Beneficiary shall also deposit with Trustee this Deed of Trust, the DDA and all documents evidencing expenditures secured hereby. 20 After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Truster, shall sell said Property at the time and place fixed by it in said notice of sale, either 05 1660297 as a whole or in separate parcels, and in such order as it may deter arse at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said Property by public announcement at the time and place of sale, and from time to time thereafter may postpone the sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to the purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied The recitals in the deed ofany matters or facts shall be conclusive proof ofthe truthf rlness thereof Anyperson, including Tmstor, Troatee or Beneficiary, may purchase at the sale Trustee shall apply the proceeds of sale to payment of (1) the expenses of such sale, together with the reasonable expenses of this trust including therein reasonable Trustee's fees or attorneys' fees for conducting the sale, and the actual cost of publishing, recording, mailing and posting notice of the sale; (2) the cost of any search and/or other evidence offitle procured in connection with such sale and revenue stamps on Trustee's deed, (3) all sums expended under the terms hereof, not then repaid, with accrued interest at the rare specified in the DDA, at the highest lawful rate for unpaidjudgments, (4) all other sums then secured hereby, and (5) the remainder, if any, to the person or persons legally entitled thereto; 21. Beneficiary may from time to time substitute a successor or successors to any Trustee named herein or acting hereunder to execute this Deed of Trust. Upon such appointment, and without conveyance to the successor trustee, the latter shall be vested with all title, powers, and duties conferred upon any Tmsteeheremnamed oractinghereunder Each such appointment and substitution shall be made by written instrument executed by Beneficiary, continuing reference to this Deed of Trust and its place of record, which, when duly recorded in the proper office of the county or counties in which the property is situated, shall be conclusive proof of proper appointment of the successor trustee, 22. The pleading of any statute of limitations as a defense to any and all obligations secured by this Deed of Trust is hereby waived to the full extent permissible by law; 23. Upon written request ofBeneficiary stating that all sums secured hereby have been paid and all of Trustor's obligations pursuant to the Agency Document have been fulfilled and upon surrender of this Deed of Trust to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters of fact shall be conclusive proof ofthe truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto," 24. The trust created hereby is irrevocable by Trustor, 25 This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns The tam "Beneficiary' shall include not only the original Beneficiary hereunder but also any future owner and holder 05 18lsy9J297 ITTIJ I--' 11 including pledgees, of the DDA secured hereby. In this Deed of Trust, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. All obligations of each Truster hereunder are joint and several, 26 Trustee accepts this trust when this Deed of Trust, duly executed and acknowledged, is made public record as provided by law. Except as otherwise provided by law Trustee is not obligated to notify any party hereto of pending sale under this Deed of Trust or of any action or proceeding in which Truster, Beneficiary or Trustee shall be a party unless brought by Trustee; 27. The undersigned Truster requests that copies of any notice of default and of any notice of sale hereunder be mailed to it at 7420 Garfield Ave., Bell Gardens, CA 90201, Attention: Jaime Gutierrez. 28 This Deed of Trust contains the following limitations on the right of Trustor to transfer the Property (as defined in the Deed of Trust); Truster agrees that in the event of any transfer of the Property without the prior written consent of Beneficiary, Beneficiary shall have the absolute right at its option, without prior demand or notice, to declare a default. Consent to one such transaction shall not be deemed to be a waiver of the right to require consent to future or successive transactions. Beneficiary may grant or deny such consent in its sole discretion and, if consent should be given, any such transfer shall be subject to this Deed of Trust, and any such transferee shall assume all obligations hereunder and agree to be bound by all provisions contained herein As used herein, "transfer" includes the sale, agreement to sell, transfer or conveyance ofthe Property, or any pomonthereefor interest therein, whether voluntary, involuntary, by operation of law or otherwise, the execution of any installment land sale contract or sunder instrument affecting all or a portion of the Property, or the lease of all or substantially all of the Property "Transfer" shall also include the transfer, assignment, hypothecation or conveyance of legal or beneficial ownership of any partnership interest in Truster or any conversion of Truster to a different form of business entity. 29 Trustor shall permit Beneficiary and its agents or represendatives, to inspect the Property at any and all reasonable times, with or without advance notice. Inspections shall be conducted so as not to interfere with the tenants' use and enjoyment of the Property i05 JLt3blj'9,/ .,r i; 30. Truster shall be subject to and comply with all ofthe restrictions set forth in the Agency Documents and Tmstem hereby consents to such restrictions and agrees to be bound thereby. Such restrictions shall be in addition to and act in limitation of the rights of Beneficiary expressly set forth in this Deed of Trust. 31 For purposes of this Deed of Trust, "Hazardous Materials" mean and include any hazardous, toxic or dangerous waste, substance or material including, without limitation, flammable explosives, radioactive materials, asbestos, hazardous wastes, toxic substances and any materials or substances defined as hazardous materials, hazardous substances or toxic substances in (or for purposes of) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), as amended (42 U.S.C. §§9601, et se g.), the Hazardous Materials Transportation Act (49 U.S C. §§1801, et. sea ), the Resource Conservation and Recovery Act (42 U.S.C §§6901, et IN ) and those substances defined as hazardous wastes in §25117 of the California Health and Safety Code or a$ hazardous substances §25316 of the California Health and Safety Code or in any regulations promulgated under either such law, any so-called "Superfund" or "Superlien" law, or any other federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect. 32. In addition to the general and specific representations, covenants and warranties set forth in the Deed of Trust or otherwise, Tntstor represents, covenants and warrants, with respect to Hazardous Materials, as follows: (a) Neither Truster nor, to the best knowledge of Truster, any other person, has ever caused or permitted any Hazardous Materials to be manufactured, placed, held, located or disposed of on, under or at the Site or any part thereof, and neither the Site nor any part thereof, or any property adjacent thereto, has ever been used (whether by the Trustor or, to the best knowledge of the Trustor, by any other person) as a manufacturing site, dump site or storage site (whether permanent or temporary) for any Hazardous Materials, (b) Truster hereby agrees to indemnify Beneficiary, its officers, employees, contractors and agents, and hold Beneficiary, its officers, employees, contractors and agents (collectively the "Agency") harmless from and against any and all losses, liabilities, damages, injuries, costs, expenses and claims of any and every kind whatsoever paid, incurred or suffered by, or asserted against Beneficiary, its officers, employees, contractors or agents for, with respect to, or as a direct or indirect result of, the presence or use, generation, storage, release, threatened release or disposal of Hazardous Materials on or under the Site or the escape, seepage, leakage, spillage, discharge, emission or release of any Hazardous Materials from the Site (including, without limitation, any losses, liabilities, damages, injuries, costs, expenses or claims asserted of arising under CERCLA, any so- called "Superfund" or "Supemlien" law, or any other federal, state or local statute, law, ordinance, code, 05 1860297 rule regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning any Hazardous Materials), regardless of whether of not caused by, or within the control of Trustor. However, notwithstanding the foregoing, in no event shall the above indemnification be construed by any of the parties hereto to apply to any party other than the Agency nor shall it preclude the Trustor from asserting any rights or claims it may have against any other parties relative to such escape, seepage, leakage, spillage, discharge, emission or release of any Hazardous Materials from the Site as set forth herein above. (c) Trusmr represents and warrants that it has not received any notice of: (i) the happening of any event involving the use, spillage, discharge or cleanup of any Hazardous Materials ("Hazardous Discharge") affecting Truster or the Property or (ii) any complaint, order, citation or notice with regard to air emissions, water discharges, noise emissions or any other environmental, health or safety matter affecting Trustor or the Site ("Environmental Complaint") from any person or entity, including, without limitation, the United States Environmental Protection Agency ("EPA") If Trustorreceives any such notice after the date hereof, then Trustor will give, within seven (7) business days thereafter, oral and written notice of same to Beneficiary (d) Without limitation of Beneficiary's rights under this Deed of Trust, Beneficiary shall have the right, but not the obligation, to enter onto the Property or to take such other actions as it deems necessary or advisable to clean up, remove, resolve or minimize the impact of, or otherwise deal with, any such Hazardous Materials or Environmental Complaint upon its receipt of any notice from any person or entity, including without limitation, the EPA, asserting the existence of any Hazardous Materials or an Environmental Complaint on or pertaining to the Site which, if true, could result in an order, suit or other action against Truster affecting any part ofthe Site by any governmental agency or otherwise which, in the sole opinion of Beneficiary, could jeopardize its security under this Deed of Trust All reasonable costs and expenses incurred by Beneficiary in the exercise of any such rights shall be secured by this Deed of Trust and shall be payable by Trustor upon demand together with interest thereon at a rate equal to the highest rate payable under the DDA secured hereby. (e) The foregoing representations, covenants, indemnities and warranties shall be continuing and shall be true and correct for the period from the date hereof to the release of this Deed of Trust (whether by payment of the indebtedness seemed hereby or foreclosure or action in lieu thereof), and these representations, covenants, indemnities and warranties shall survive such release. 33. The following shall be an Event of Default: (a) A violation or breach of any of the terms, conditions or covenants of the Agency Documents or this Deed of; or (b) A default under any deed of trust that is senior to this deed of trust. 05 186®297 ti I ? FIAT ?v?a:.r,oy 34. Upon the occurrence of an Event of Default as descnbed in Section 33, Beneficiary may, by action, suit or proceeding at law or in equity, sue for, and enforce payment of any and all amounts due by Trustor pursuant to the terms of the DDA and/or sue to enforce the performance of the obligations ofTrustor under the Agency Documents, subject to the terms and conditions ofthe Agency Documents 35 All expenses (including reasonable attorney's fees and costs and allowances) incurred in connection with an action to foreclose, or the exercise of any other remedy provided by this Deed of Trust, including the curing of any Event of Default, shall be the responsibility of Tr istor. 36. Each such successor owner of an interest in the Property other than through foreclosure, shall take its interest subject to this Deed of Trust Jaime Gutierrez ("Trustor") Dated By: L9 -j Ja 1e Gutierrez 10 Ob 1860297 STATE OF C IFO IA } COUNTY OF us P } S S I 'j On l J l? Z ( before me, (>II?GI ?•?• dl!'l (here insert namCan title of the officer), personally appeared . IVyy p -=-=-s (or proved to me on the basis of satisfactory evidence) to be the personkywhose nameXis/aWsubscrtbed to the within instrument and acknowledged to me that he/shekheq• executed the Bartle in hta/hafthm authorized capacny(tIp and that by hls/hw4lrelr slgnature(4 on the instrument the person(a<or the entity upon behalf of which the personf acted, executed the instrument WITNESS my hand and official seal GINA A RODRIGUEZ V COMM PUBLIC NOTARY PUBLIC -CALIFORNIA 0 U In$ANfEIIBGnlIN1Y G MY f.IIMM IMPIIIt5111f 82001 Signatur %-a" 05 1860297 M W ix ELiUlYAW ll I ]LEGAL. DESCRIPTION THAT PORTION OF LOT 1 OF TRACT NO 16642, IN THE CITY OF LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS SHOWN ON MAP RECORDED IN BOOK 393, PAGES 28 AND 29 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS BEGINNING AT THE NORTHWESTERLY CORNER OF SAID LOT 1; THENCE ALONG THE WESTERLY LINE OF SAID LOT S 18157'17" W, 35.18 FEET TO A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 15.00 FEET, THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH AN ANGLE OF 87°23'10", AN ARC DISTANCE OF 22.88 FEET; THENCE S 68°25'53" E, 85.82 FEET TO A POINT IN THE EASTERLY LINE OF SAID LOT, DISTANT ALONG SAID EASTERLY LINE S 18°57'09" W, 53.97 FEET FROM THE NORTHEASTERLY CORNER OF SAID LOT; THENCE ALONG SAID EASTERLY LINE N 18°57'09" E, 53.97 FEET TO SAID NORTHEASTERLY CORNER; THENCE ALONG THE NORTHERLY LINE OF SAID LOT 1 N 70"59'08" W, 100.05 FEET TO THE POINT OF BEGINNING. EXCEPT ALL OIL, OIL RIGHTS, MINERALS, MINERAL RIGHTS, NATURAL GAS, NAUTRAL GAS RIGHTS, AND OTHER HYDROCARBONS BY WHATSOEVER NAME KNOWN THAT MAY BE WITHIN OR UNDER THE HEREIN CONVEYED PARCEL OF LAND, AND THE RIGHTS THERETO, TOGETHER WITH CERTAIN OTHER CONDITIONS, AS EXCEPTED IN PARCEL 58122 OF FINAL ORDER OF CONDEMNATION (STATE PARCEL 58122) RECORDED JANUARY 24, 1973 IN BOOK D5739 PAGE 960 OF OFFICIAL RECORDS IN SAID OFFICE. 05 18602s97 TO Honorable Chair and Members of the Agency APPROVED BY Roger L Haley, Executive Direct<zke PREPARED BY Lorry Hempe, Assistant City Manager BFI SUBJECT Abatement and Demolition of 3187-3189 Norton Avenue Recommendation: Staff recommends that the Agency adopt the attached resolution entitled "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE ABATEMENT OF ASBESTOS AND DEMOLITION OF THE PROPERTY LOCATED AT 3187-3189 NORTON AVENUE AND FINDING THAT SUCH ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OF AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE" Background: On October 7, 2008, the Agency authorized the purchase of a property at 3187- 3189 Norton Avenue This property would assist in meeting the Agency's protect goals of providing land for commercial facilities and services to meet the needs of the Redevelopment Protect Area "A" On February 12, 2009, the Agency closed escrow on the property Discussion & Analysis: The property was acquired to promote commercial development along Long Beach Boulevard To avoid blighting condition and nuisance which are common conditions with vacant properties, staff recommends that the duplex and other structures on the property be demolished Staff recommends that given the minimal protect scope, an informal bidding process would be more cost effective than conducting a formal bid process for the abatement and demolition AGENDA ITEM y Fiscal Impact: The estimated cost of abatement is $15,000 The estimated cost for demolition is $15,000 Both costs can be absorbed in the FY08-09 approved Budget under Protect Area "A" non housing account Coordinated With Agency Counsel City Manager's Office Finance Department RESOLUTION NO. A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE ABATEMENT OF ASBESTOS AND DEMOLITION OF THE PROPERTY LOCATED AT 3187- 3189 NORTON AVENUE AND FINDING THAT SUCH ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OF AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE WHEREAS, the Agency owns a vacant property at 3187-3189 Norton Avenue, and WHEREAS, the property was acquired to promote commercial development along Long Beach Boulevard, and WHEREAS, to avoid blighting condition and nuisance which are common conditions with vacant properties, demolition of existing structures would prevent both conditions from occurring and lower the Agency cost for maintenance, and WHEREAS, Lynwood Municipal Code Section 6-3 7 requires staff to perform formal competitive bid for purchases of supplies, equipment and routine services in excess of $15,000, and WHEREAS, an expedited informal bidding process in this case, given the minimal project scope, as authorized by LMC Section 6-3 13(a)(3) would be more economically and efficiently affected through the use of an alternate procedure NOW THEREFORE, THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA DOES HEREBY FIND, ORDER, AND RESOLVE AS FOLLOWS: Section 1: That Agency staff is authorized to conduct an informal bid process for the abatement and demolition work at 3187-3189 Norton Avenue Section 2: That the Chair shall have the authority to enter into contracts with such contractors to perform services Section 3: That the Agency Board finds, as evidenced by a 4/5ths vote or better, that the acquisition of services in this case may be more economically and efficiently if effected through the use an alternate procedure, such that the Agency Board hereby approves the exercise of the purchasing exemption authorized under Lynwood Municipal Code Section 6-3 13(a)(3) Section 4: This resolution shall take effect immediately upon its adoption PASSED, APPROVED and ADOPTED this 6m day of May 2009 MARIA T SANTILLAN CHAIR ATTEST: MARIA QUINONES SECRETARY ROGER L HALEY EXECUTIVE DIRECTOR APPROVED AS TO FORM: FRED GALANTE AGENCY COUNSEL APPROVED AS TO CONTENT: LORRY HEMPE ASSISTANT CITY MANAGER Lorrv Hernoe From Antonio Perez Sent Tuesday, April 21, 2009 10 32 AM To Lorry Hempe Subject. 3187 & 3189 Norton Ave Per your request Demolition of existing structures at 3187 & 3189 Norton Ave Scope of Work ABATEMENT AND DEMOLITION PHASE 1f Abatement) Construction work shall consist of protect mobilization & de-mobA¢abon All asbestos waste generated will be packaged, labeled, manifested and transported to an approved landfill for disposal All lead waste generated will packaged, labeled manifested and transported to an approved landfill for disposal as Cal regulated waste PHASE 2 (Demolition) The Demolition work shall consist of protect mobilization & de-mobilization Remove and dispose of existing single story wood framed structure and wood framed garage Remove and dispose existing concrete raised foundation associated with single story structure Remove and dispose of 4" thick concrete garage slab, sidewalk and porches Work to be performed in compliance with Cal/OSHA rules and regulations Antonio Perez Civil Engineering Assistant TO Honorable Chair and Members of the Agency APPROVED BY Roger L Haley, Executive Direct,` PREPARED BY Lorry Hempe, Assistant City Manager LA SUBJECT Authorization to Apply for a Low Interest Loan with the Center for the Creative Land Recycling Program and the Retention of Gannett Fleming to Conduct Environmental Consulting Services Related to Alameda Triangle Site Recommendation: Staff recommends that the Agency adopt the attached resolution "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE EXECUTIVE DIRECTOR TO APPLY FOR A LOW-INTEREST, FORGIVABLE LOAN OF UP TO $500,000 WITH THE CENTER FOR CREATIVE LAND RECYCLING, APPROVING THE RETENTION OF GANNETT FLEMING TO CONDUCT ENVIRONMENTAL CONSULTING SERVICES RELATED TO THE ALAMEDA TRIANGLE SITE, AND FINDING THAT ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OF AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE AND AUTHORIZING THE APPROPRIATION OF FUNDS TO PAY FOR SAID SERVICES " Background: The Lynwood Redevelopment Agency has identified an approximately 12 acre site at the northeast corner of Fernwood Avenue and Imperial Highway for development In 2005, the Agency entered into a Disposition and Development Agreement with Casa Grande, LLC to develop the site for a residential single family development comprised of approximately 120 detached and owner- occupied single family units, of which 20% will be marketed, sold and occupied AGENDA I MIA 1 L by "moderate income" persons After a review of existing available environmental records and historical use of the site and several meetings with the Department of Toxic Substances Control ("DTSC), additional preparation of remedial investigation, feasibility study and remedial action plan are required by DTSC to prepare the site of development There are costs involved to conduct site characterization, preparation of a remediation strategy and remediation itself The Center for Creative Land Recycling ("CCLR") offers low-interest, forgivable loans of up to $500,000 for brownfield site assessment and characterization, technical assistance, and remedial action planning This loan will allow the Agency to spread the cost over time Discussion & Analysis: Gannett Fleming has conducted preliminary work identifying the historical use of the twelve (12) acre site at the northeast corner of Fernwood Avenue and Imperial Highway, primary contaminants of concern, risks posed, and preliminary remedial approach to soil, groundwater and soil vapor There are certain data gaps that need to be identified through further on-site testing Prior to acquisition, it is important for the Agency to identify the extent of the contamination and the clean-up required To receive site closure from DTSC to allow for development of the site, there are certain requirements that DTSC impose that have to be met The CCLR Loan, CALReUSE, recognizes that the greatest barriers to successful brownfield redevelopment are uncertainty regarding protect viability and environmental liability The goal of the CCLR is to address these uncertainties by using limited public resources to assist community developers in determining protect economics and quantifying liability so that redevelopment can move forward Staff recommends that the Agency submits for the maximum loan amount of $500,000 The Agency may then decide to draw less than this amount, as may be needed to perform the analysis of any required clean-up work The loan term is for 36 months with an interest rate based on Six Month London Interbank Offered Rate (LIBOR) but not less than 2% The Loan may be forgiven by CCLR if the borrower, acting reasonably and in good faith, fails to complete the protect or proceed with development The loan requires a 15% cash match and 2% of loan amount processing fee Staff recommends that the Agency continue to retain Gannett Fleming for the purpose of implementing required tasks from DTSC which includes preparation of Remedial Investigation/Feasibility Study, preparation of a conceptual remedial action plan and other studies required by DTSC Amount Loan Processing Fee $10,000 Loan $500,000 Loan Interest based on 2% interest rate $10,000 Cash Match 75 000 Total Fiscal Im act $595,000 The loan may be forgiven by CCLR if the borrower, acting reasonably in good faith, fails to complete the project or proceed with development To the extent that the cost is eligible to be forgiven, the Agency's risks for the expenditure are minimized by this assistance Fiscal Impact: The fiscal impact is estimated at $595,000 at the end of the 36 month term Included in this estimate is $85,000 of upfront costs of loan processing and required 15% cash match The Agency intends to stagger the use of the loan to spread the cost of the match over time The Agency intends to use Area "A" tax increment funds for this purpose Coordinated With Agency Counsel City Manager's Office RESOLUTION NO. A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE EXECUTIVE DIRECTOR TO APPLY FOR A LOW-INTEREST, FORGIVABLE LOAN OF UP TO $500,000 WITH THE CENTER FOR CREATIVE LAND RECYCLING; APPROVING THE RETENTION OF GANNETT FLEMING TO CONDUCT ENVIRONMENTAL CONSULTING SERVICES RELATED TO THE ALAMEDA TRIANGLE SITE; AND FINDING THAT ACQUISITION OF SERVICES IS MORE ECONOMICALLY AND EFFICIENTLY EFFECTED THROUGH THE USE OF AN ALTERNATE PROCEDURE AUTHORIZED BY THE LYNWOOD MUNICIPAL CODE AND AUTHORIZING THE APPROPRIATION OF FUNDS TO PAY FOR SAID SERVICES WHEREAS, the Lynwood Redevelopment Agency ("Agency') is engaged in activities necessary to carry out and implement the Redevelopment Plan for Project Area "A", and WHEREAS, the Agency should be certain that it understands whether hazardous wastes exist in, on, or under the property and rf so, to the type and extent of the contamination as part of its due diligence work before acquiring any property, and WHEREAS, the twelve (12) acre site at the northeast corner of Fernwood Avenue and Imperial Highway is the subject of a Disposition Development Agreement between the Agency and Casa Grande, LLC, and WHEREAS, CALReUSE through the Center for Creative Land Recycling (CCLR) provides low-interest, forgivable loans to assist community developers with environmental site assessment to determine project economics and quantify liabilities, and WHEREAS, the loan proceeds can pay for the required tasks from Department of Toxic Substances Control ("DTSC") for the development of the site, and WHEREAS, Gannett Fleming has performed certain environmental due diligence on the twelve (12) acre Alameda Triangle site and has the expertise to perform tasks required by DTSC NOW THEREFORE, THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA DOES HEREBY FIND, ORDER, AND RESOLVE AS FOLLOWS: Section 1: That the Agency authorizes the Executive Director or the Chair to submit the necessary loan application and other documents to apply for the CCLR CaIReUSE low-interest, forgivable loan Section 2: That The Agency finds, as evidenced by a 415ths vote or better, that the retention of Gannett Fleming may be more economically and efficiently effected through the use of an alternate procedure, such that the Agency Board hereby approves the exercise of the purchasing exemption authorized under Lynwood Municipal Code Section 6-3 12(a)(3 Section 3: That the Agency authorizes the Chair to execute an Agreement with Gannett Fleming in a form approved by the Agency Counsel to undertake the environmental tasks required by DTSC which are the purpose of the application to the CaIReUSE program Section 4: This resolution shall take effect immediately upon its adoption PASSED, APPROVED and ADOPTED this 6m day of May 2009 MARIAT SANTILLAN CHAIR ATTEST: MARIA QUINONES SECRETARY ROGER L HALEY EXECUTIVE DIRECTOR APPROVED AS TO FORM: FRED GALANTE AGENCY COUNSEL APPROVED AS TO CONTENT: LORRY HEMPE ASSISTANT CITY MANAGER 0 AGENDA STAFF REPORT DATE May 6, 2009 TO Honorable Chair and Members of the Agency Board APPROVED BY Roger L Haley, City Manag PREPARED BY Salvador Alatorre, City Treasurer Sheila Harding, Deputy City Treasurer SUBJECT Treasurer's Quarterly Investment Report Recommendation: The City Treasurer respectfully recommends that the Lynwood Redevelopment Agency receive and file the attached Quarterly Investment Report for the quarter ending March 31,2009 Background: In response to the crisis caused by the Orange County investment pool, the State Legislature in 1995 enacted SB564 and SB666 These laws were enacted as State Statutes to impose certain mandates regarding investment with public funds The statutes have imposed the following mandates 1 Annual adoption of an Investment Policy that incorporates changes mandated by the State 2 Quarterly Investment Reports presented to the Legislative Body or Board Members 3 Restriction on the use of certain investment instruments The attached Treasurer's Report has been prepared to provide the following information 1 Types of investments (including principal, market value rates, and maturity dates) 2 List of various bank accounts with banking institutions 3 Statement informing each Agency (City, LRA and LPFA) that they are expected to have sufficient liquid funds to meet their pooled expenditure requirements for the next three (3) to six (6) months AGENDA ITEM 4 Statement informing the Lynwood Redevelopment Agency that the investment portfolio conforms to the adopted investment policy Fiscal Impact: The action recommended in this report will not have a fiscal impact on the City Coordinated With Bond information provided by the Finance Department CITY TREASURER'S QUARTERLY INVESTMENT REPORT March 1, 2009 Treasurere report Mardi 2009 As March 1. 2009 AVERAGE BOOK PERCENTAGE (%) DAYS TO INVESTMENTS VALUE PORTFOLIO MATURITY MANAGED POOL INVESTMENT $ 21,691,511 58 64 19 N/A CERTIFICATE OF DEPOSIT/PASSBOOK/ MONEY MARKET/CUSTODY HOLDINGS $ 12,098,82989 3581 N/A TOTAL INVESTMENTS AND AVERAGES $ 33.790,341 47 100% TOTAL INVESTMENTS $ 33,790.341 47 I certify that Mrs report a=mWly refleols all pealed awesimem poll,, statements SALVADOR ALATORRE adaphid b/ ft Cdy Caamil on August 15.1995 A copy of Me pok,, is avatlable CITY TREASURER at the of o, of the City Clerk Tae Investment program hsreln shown provides sufbraent cash flow Ilquldy W meat 3 to 6 months as8mated e"nddures Treasurers report March 2009 As CITY OF LYNWOOD INVESTMENT PORTFOLIO DETAILS SUMMARY 1-Mar-09 INVESTMENT BOOK FACE MARKET STATED ISSUER VALUE VALUE VALUE RATE MANAGE POOL INVESTMENTS LAIF CITY 20,052,311 12 $20,052,31112 $20,052,311 12 318% LAIF LRA 1.639,200 46 $1,639,20046 $1,639,20046 318% TOTAL 21,691,51158 $21,691,51158 $21,691,51158 OTHER RECEIVED INTEREST CERTIFICATE OF DEPOSIT 80,00807 $80,00807 $80,00807 CERTIFICATE OF DEPOSIT 3,008,369 79 $3,008,369 79 $3,008,369 79 PASSBOOK/CHECKING 1,814,65122 $1,814,65122 $1,814,65122 BOND FUNDS 161,68868 $161,68868 $161,68868 MONEY MARKET 471,58143 $471,58143 $471,58143 MONEY MARKET 6,407,322 59 $6,407,322 59 $6,407,322 59 HUD SECTION/108 BANK OF AMERICA 155,208 11 $155.20811 '155,208 11 CD-LRA TOTAL 12,098,829.89 $12,098,829 89 $12,098,829.89 Treasurers report March 2009 As CITY OF LYNWOOD RECEIVED INTEREST PAYMENT BY ISSUER March 1, 2009 INVESTMENTISSUER CURRENT BALANCE STATED RATE DATE RECD AMOUNT REC'O LAIF-CITY $20,052,31112 254% 1/1512009 $90,59763 LAIF - LRA $1,639,20046 254% 1/1512009 $6,19965 TOTAL $21,691,511 58 $98,79728 Treasurers report Mamh 2009 As CITY OF LYNWOOD RECEIVED INTEREST PAYMENT BY ISSUER March 1, 2009 FACE STATED INVESTMENTS VALUE RATE INTEREST CITY-US BANK 48,96568 004% 609 PASSBOOKS CITY - US BANK 136,80591 004% 3520 HCOA CITY - US BANK 42,21955 432 HOME PROGRAM CITY - US BANK 169,83075 004% 2115 LYNWOOD TTEES HUD 1990 CITY - US BANK 2,62575 004% 105 SENIOR BLDG FUND US BANK 2,78780 004% 034 LYN TR CENTER UNF WORKERS ACC CITY - HAM PARK 000 000% C LOSED LRA - US BANK 68,34599 004% 850 ALAMEDA TAX INC LII - US BANK 000% CLOSED TOTAL 471,581 43 7665 Treasurers report Mach 2009 z RECEIVED INTEREST PAYMENT BY ISSUER March 1, 2009 INVESTMENT CURRENT MATURITY STATED INTEREST ISSUER BALANCE DATE RATE RECEIVED US Bank $80,00807 3/14/2009 N/A N/A CD US Bank $3,008,369 79 Monthly 15th 019% $2,371 02 CD US Bank $161,68868 N/A 0 04% $1992 BOND FUNDS MONEY MARKET $6,407,32259 N/A 005% $79846 HUD SECTION1108 BANK OF AMERICA $155,20811 91812009 185% N/A CD-LRA TOTAL $9,812,597 24 $3,18940 Treasurers report March 2009 xls PASSBOOK CHECKING March 1, 2009 Passbook/Checking Current Maturity Stated Interest No Yield Totals Balance Date Rata Received LII - US BANK-CLOSED NA NA NA Passbook LRA - US BANK 1,719,38550 N/A N/A N/A LRA - BANCO POPULAR 95,265 72 N/A N/A N/A 1,814,651 22 Treasurers repon March 2009 As CITY OF LYNWOOD FISCAL AGENT INVESTMENTS March 1, 2009 PURCHASE PAR MARKET TRUSTEE ACCOUNTS DATE VALUE VALUE Lynwood Public Financing Authority Oct-99 $1,310,00000 107,96638 Tax Allocation Bonds, Series 1999, Alameda U S Bank Coporate Trust Services Lynwood Public Financing Authority Aug-03 $8,630,000 00 2,123,582 65 Lease Revenue Funding Bonds 2003 A US Bank Coporate Trust Services Lynwood Public Financing Authority Oct-95 $4,500,000 00 0 00 Water System Improvement Protect, Senes 1995 U S Bank Corporate Trust Services Lynwood Public Financing Authority Oct-99 $10,235,000 00 773,485 45 Tax Allocation Bonds, Series 1999,Series A U S Bank Corporate Trust Services Lynwood Public Financing Authority Oct-99 $3,425,000 00 257,629 72 Tax Allocation Bonds, Series B U S Bank Corporate Trust Services Lynwood Public Financing Authority Water System Improvement Protect, Series 1999 Oct-99 $5,850,000 00 638,696 40 US Bank Coporate Trust Services Lynwood Public Financing Authority Oct-99 $3,760,00000 1,708,80544 Lease Revenue Bonds, Series 1999 (Balance of Series 1996) 777,661 46 US Bank Corporate Trust Services Lynwood Utility Authority Nov-03 $6,930,00000 2,261,59611 Enterprise Revenue Bonds, 2003 Series BNV Western Trust Company Treasurers report March 2009 xis